/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/170214.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, February 14, 2017, Vol. 21, No. 44 Headlines 900 RETAIL: Case Dismissed, Bid for Cash Collateral Use Moot A GREENER GLOBE: Ch.11 Trustee Taps Business Debt as Loan Broker ACOSTA INC: Bank Debt Trades at 4% Off ADVANCED MICRO: Vanguard Group Owns 7.7% Stake as of Dec. 31 ALASKA COMMUNICATIONS: Vanguard Group Owns 4.9% Stake as of Dec 31 ALIKE INC: Plan Outline Gets Final Court Approval ALLIANCE ONE: Dimensional Fund Holds 7.2% Stake as of Dec. 31 ALLIANCE ONE: Donald Smith Reports 10% Equity Stake as of Dec. 31 ALLY FINANCIAL: BlackRock Holds 4.8% Equity Stake as of Jan. 31 ALLY FINANCIAL: Vanguard Group Reports 7.4% Stake as of Dec. 31 APRICUS BIOSCIENCE: Has Until May 30 to Regain NASDAQ Compliance ARCHROCK PARTNERS: S&P Affirms 'B' CCR; Outlook Stable ASANDA INC: Hires DelBello Donnellan as Attorneys ASHO ASSOCIATES: Case Summary & 4 Unsecured Creditors ATHABASCA OIL: S&P Raises CCR to B- on Stronger Capital Structure AUDIENCE RESEARCH: March 8 Plan, Disclosure Statement Hearing AVANTAIR INC: KCG Americas Reports 8.5% Stake as of Dec. 30 AYTU BIOSCIENCE: Incurs $4.81 Million Net Loss in Second Quarter BASS PRO: Bank Debt Trades at 3% Off BELK INC: Bank Debt Trades at 15% Off BIG APPLE CIRCUS: Chooses Compass Partners' $1.3M Offer for Assets BILL BARRETT: Stelliam Investment Holds 7.1% Stake as of Dec. 31 BIOPLANET CORP: Taps Perez Law Firm as Legal Counsel BIOSCRIP INC: Dimensional Fund Holds 1.4% Stake as of Dec. 31 BIOSTAR PHARMACEUTICALS: Appoints Xiaojuan Zhai as New CFO BOART LONGYEAR: S&P Lowers Rating to 'CCC-' on Poor Performance BONANZA CREEK: Disclosure Statement Hearing Set for March 10 BONANZA CREEK: Fir Tree Reports 17.29% Equity Stake as of Dec. 31 BOYSON INC: Allowed to Use Revere High Cash Collateral BREWER CONSTRUCTION: Needs Until April 11 to File Chapter 11 Plan BROADVIEW NETWORKS: Rotation Capital Discloses 6.8% Equity Stake BUILDERS HOLDING: Names Jose Luis Cumbas Torres as Special Counsel BURCON NUTRASCIENCE: E-Concept Ltd. Has 5.1% Stake as of Dec. 31 C & S COMPANY: FDIC Seeks to Prohibit Use of Cash Collateral CALIFORNIA RESOURCES: State Street Holds 6.7% Stake as of Dec. 31 CARTEL MANAGEMENT: Hires Levene Neale as Bankruptcy Counsel CENGAGE LEARNING: S&P Revises Outlook to Neg. & Affirms 'B' CCR CHARMING CHARLIE: S&P Cuts CCR to CCC+ on Weak Retail Environment CHESAPEAKE ENERGY: Franklin Ceases as 5% Shareholder CKP INVESTMENT: Hires Joyce Lindauer as Bankruptcy Counsel CKP INVESTMENT: Seeks Authorization to Use Cash Collateral CLARKE PROJECT: Hires Quinlan Law as Litigation Counsel CLARKE PROJECT: Hires Zylstra as General Reorganization Counsel CLEARWATER PAPER: S&P Lowers CCR to BB on Add'l. Capital Spending CLIFFS NATURAL: Moody's Hikes Corporate Family Rating to B2 CLIFFS NATURAL: S&P Raises CCR to 'B' After $591MM Equity Issuance COMSTOCK MINING: Van Den Berg Holds 17% Equity Stake as of Dec. 31 COMSTOCK RESOURCES: Carl Westcott Reports 7.13% Stake as of Feb. 6 COMSTOCK RESOURCES: Dimensional Fund Ceases as Shareholder COMSTOCK RESOURCES: T. Rowe Price Holds 11.9% Stake as of Dec. 31 CONNTECH PRODUCTS: TD Bank to be Paid from Asset Sale Proceeds COSI INC: Hikes Interim CEO's Salary to $25,000 Per Month COSI INC: Signs Contractor Agreement with Acting CFO CRISTALEX INC: Wants Plan Filing Period Extended to May 3 D.J. SIMMONS: Hires Chandler & Company as Accountants D.L.A. OWNERSHIP: Hires Feinsilver as Counsel DAVID'S BRIDAL: Bank Debt Trades at 15% Off DEPENDABLE AUTO: Can Get ADESA DIP Loan on Final Basis DEXTERA SURGICAL: Reports Fiscal 2017 Q2 Financial Results DIRECT MEDIA: Can Continue Using Cash Collateral Until Feb. 10 DIRECTBUY HOLDINGS: Needs Until May 30 to File Chapter 11 Plan EAGLE HARBOR: Northwater to Sell Patents on February 20 EAST BAY: Wants Court Approval for Wells Fargo Cash Collateral Use EAST COAST FOODS: Trustee Taps Landegger Baron as Labor Counsel EAST COAST FOODS: Trustee Taps Swicker & Associates as Tax Advisor EASTERN OUTFITTERS: Feb. 15 Meeting Set to Form Creditors' Panel ECOARK HOLDINGS: Nepsis Capital Owns 15% Equity Stake as of Feb. 6 EM LODGINGS: Seeks Interim Approval to Use Cash Collateral EMERALD ACQUISITION: Moody's Affirms Ba2 Corporate Family Rating ENZYME FORMULATIONS: Hires Foley & Lardner as Attorney EPICENTER PARTNERS: Secured Creditor Files Plan of Reorganization ERIK SAMUEL DE JONG: Court Denies Bid for Atty's Fees Against JLE ESSAR STEEL: Has $250MM Cash Contribution from Plan Sponsor ESSAR STEEL: Minnesota Tries To Block Plan to Assume Leases ESSEX CONSTRUCTION: Intends to File Chapter 11 Plan By July 6 ETERNAL ENTERPRISE: Can Use Hartford Holdings Cash Until Feb. 28 ETERNAL ENTERPRISE: Wants to Use $15,203 Insurance Proceeds ETERNAL ENTERPRISES: Seeks to Hire Greene Law as Special Counsel EVERGREEN ACQCO 1: S&P Lowers CCR to 'CCC+' on Liquidity Concerns FAIRCHILD SEMICONDUCTOR: Egan-Jones Withdraws BB Sr. Unsec Ratings FIA 164 HOLDINGS: Seeks June 12 Extension of Plan Exclusivity FIDELITY & GUARANTY: Fitch Keeps 'BB' IDR on Positive Watch FLOUR CITY BAGELS: Hearing on Disclosure Statements Suspended FOGGIA REAL: Court Renders Continued Use of Cash Collateral Moot FPF RESTAURANT: Hires Goetz Fitzpatrick as Counsel FUNCTION(X) INC: Borrows Add'l $300,000 from Sillerman Investment GLOBAL AMENITIES: Plan Disclosures Hearing Set for March 16 GLYECO INC: Has Rights Offering of 50 Million Common Shares GRACE UNLIMITED: Hires Henderson Law as Attorney GULFMARK OFFSHORE: Dimensional Fund Holds 5% of Class A Shares HALCON RESOURCES: S&P Retains 'B+' Rating on Secured 2nd Lien Debt HANSELL/MITZELL: Taps Williams & Nulle as Accountant HARBORVIEW TOWERS: Hires Wolff & Orenstein as Testifying Experts HILLSIDE OFFICE: Seeks April 11 Plan Filing Deadline Extension HOPE ACADEMY: Fitch Affirms 'B' Rating on $8.5MM Revenue Bonds IGP HOLDING: In Voluntary Liquidation IHEARTCOMMUNICATIONS INC: Private Exchange Offer Expires ILPEA PARENT: S&P Gives Prelim. 'B' CCR on Refinancing Plans IMMUCOR INC: Bank Debt Trades at 3% Off INNOVATIVE CONSTRUCTION: Hearing on Disclosures Set For March 14 INTERNATIONAL BRIDGE: Has Until Feb. 28 to Use Cash Collateral INTOWN COMPANIES: Wants to Use Cash Collateral for Roof Repairs ISAACSON IMPLEMENT: Case Summary & 19 Largest Unsecured Creditors JEFFREY L. MILLER: Hires Owen & Dunivan as General Counsel KENTISH TRANSPORTATION: Taps Maples Law as Attorneys KHWY INC: Hires Aronson Professional Services as Accountant KHWY INC: Hires Johnson & Gubler as Counsel KHWY INC: Hires Repp Law as Special Counsel KHWY INC: Hires Spectrum Media as Sales Broker KOKUA TECHNOLOGIES: Hires Gold Gerstein as Accountant KOPH INC: Can Continue Using FCFB Cash Collateral Until April 11 KRONOS ACQUISITION: S&P Affirms 'B-' CCR; Outlook Stable LADERA PARENT: Hires Robinson Brog as Counsel LENSAR INC: Taps Armory Securities as Financial Advisor LEXEL IMAGING: Case Summary & 20 Largest Unsecured Creditors LIFSCHULTZ ESTATE: Creditor Objects to Disclosure Statement LIMITLESS MOBILE: Hires MVP Capital as Investment Banker LODGE HOLDINGS: Ch. 11 Trustee Can Use Cash Until March 3 LOLAS CAFE: Hires Reyes as Accountant LOLAS CAFE: Hires Santos Berrios as Attorney LUCKY # 5409: Hemani Buying Bridgeview IHOP for $1.2 Million MAMAMANCINI'S HOLDINGS: CEO Reports 20.74% Stake as of Jan. 31 MARINA BIOTECH: Inks License Agreement with LipoMedics MARSHALL MEDICAL: Fitch Affirms BB+ Rating on 2004B Bonds MAXUS ENERGY: Occidental Chemical Objects to Disclosure Statement MCLAIN COMPANY: Seeks Permission to Use Cash Collateral MERRIMACK PHARMACEUTICALS: Terminates Consulting Pact With EX-CEO MICHAEL DOMBROWSKI: Reed Buying Sevierville Property for $260K MONAKER GROUP: Names Cloud5 CEO to Board MONAKER GROUP: Sold 138,000 Units to Charcoal Investments MOUNTAIN DIVIDE: Intends to File Chapter 11 Plan By April 12 MRN HOMES: Can Use Cash Collateral on Final Basis NCR CORP: S&P Revises Outlook to Stable & Affirms 'BB+' CCR NEIMAN MARCUS: Bank Debt Trades at 17% Off NEIMAN MARCUS: S&P Cuts Rating to CCC+ Over Capital Structure NEW ENGLAND MECHANICAL: Hires Gannon as Counsel NEW PHOENIX METALS: April 5 Plan Confirmation Hearing NEXT GROUP: Inks $80K Settlement with JP Carey to Satisfy Judgment OLIGARCH CAPITAL: Seeks Approval to Use NPI Fund Cash Collateral OPTIMA SPECIALTY: S&P Withdraws 'D' CCR on Lack of Market Interest PACIFIC IMPERIAL: Proceeds of Assets' Sale to Fund Ch. 11 Plan PASS BUSINESS: Can Use Cash Collateral Until Plan Confirmation PETROQUEST ENERGY: Reports 2016 Proved Oil & Gas Reserves Estimates PETTY FUNERAL: Unsecured Creditors to Recover 11% Under Plan PICO HOLDINGS: PICO Nominates Speron and Locker as UCP Directors PINNACLE COMPANIES: Hires Perryman Chaney as Accountant PITNEY BOWES: Moody's Affirms (P)Ba2 Preferred Shelf Rating QEP RESOURCES: S&P Revises Outlook to Stable & Affirms 'BB+' CCR QGOG ATLANTIC: Fitch Lowers Rating on 2011-1 Secured Notes to B RAIN TREE: Wants to Use Yellowstone, DCR Mortgage Cash Collateral RANCHO PALOMITA: March 14 Disclosure Statement Hearing REDIGI INC: Asks Court to Extend Plan Filing Deadline to May 30 RENNOVA HEALTH: Closes Offering of $1.6M Debentures Plus Warrants RESOLUTE ENERGY: Wellington Mgt. Reports 8.5% Stake as of Dec. 31 REX ENERGY: Franklin Resources Holds 2.9% Stake as of Dec. 31 RIDGEVILLE PLAZA: Can Use SF IV Bridge IV Cash Until Feb. 28 ROYAL HOLDINGS: Moody's Affirms B2 Corporate Family Rating ROYAL HOLDINGS: S&P Rates New 1st Lien Loan Due 2022 'B-' RUBLE HOLDINGS: Disclosures OK'd; Plan Hearing on March 30 RUSSELL INVESTMENTS: Fitch Affirms BB IDR & Alters Outlook to Neg. RYCKMAN CREEK: Plan Filing Period Extended Until April 28 S&S SCREW: Creditors' Panel Hires Bass Berry as Counsel SAAD INC: Wants to Use Cash Collateral Until March 31 SABRE GLBL: S&P Assigns 'BB-' Rating on Proposed $1.9BB Term Loan B SALON MEDIA: Spear Point Reports 69% Equity Stake as of Jan. 27 SANTA CRUZ PLUMBING: Case Summary & 20 Largest Unsecured Creditors SEASPAN CORP: Egan-Jones Lowers Sr. Unsec. Ratings to BB- SEMTECH CORP: Egan-Jones Hikes Sr. Unsec. Ratings to BB- SHONEY LLC: Acquisition LLC OK'd to Foreclosure on Property SIDEWINDER DRILLING: S&P Withdraws 'SD' CCR on Lack of Information SNACK SHACK: Seeks Authorization to Use Cash Collateral SOUNDVIEW ELITE: Plan Recovery for Unsecured Creditors Unknown SPRINT COMMUNICATIONS: Moody's Hikes Rating on $200MM Notes to Ba2 SPRINT CORP: S&P Hikes Rating on $200MM Debentures Due 2022 to BB- STRIDE ACADEMY: S&P Affirms 'B-' Rating on 2016A&B Revenue Bonds SULLIVAN VINEYARDS: Court Allows Cash Use on Interim Basis T-REX OIL: Plans to Make Formation Moves With Other Existing Wells TANGO TRANSPORT: Plan Trustee Hires Heller Draper as Counsel TANGO TRANSPORT: Plan Trustee Taps Litzler Segner as Accountant TERESA GIUDICE: James Kridel Wants Ruling on Bankruptcy Pact Junked TRIBE BUYER: Higher Interest Expense No Impact on Moody's B2 CFR ULTRA PETROLEUM: OpCo Funded Debt Claims to Recoup 100% ULTRAPETROL (BAHAMAS): Seeks to Use $6.58 -Mil. Cash Collateral ULTRAPETROL (BAHAMAS): Unsecured Claims vs. Cornamusa to Get 1.2% UNIQUE MOTORSPORTS: Seeks Court Approval for Cash Collateral Use UNIVERSAL SOFTWARE: Creditors' Panel Hires Posternak as Counsel US FOODS: S&P Raises CCR to 'BB-' on Deleveraging Forecast VALLEY FORGE: Mountjoy Chilton Wants Ex-CEO in Negligence Suit VALUEPART INC: Seeks Continued Use of Cash Collateral VANGUARD HEALTHCARE: Fights to Keep Fraud Claims in Bankr. Court VANGUARD NATURAL: In Talks to Sell Non-Core Assets for $84-Mil. VAPOR CORP: May Offer 100 Billion Common Shares Under Equity Plan VEGA ALTA: Plan Confirmation Hearing on March 22 VERTEX ENERGY: Inks $30-Mil. Credit Facility with Encina Business VESTCOM INTERNATIONAL: S&P Affirms Then Withdraws 'B' CCR VIOLIN MEMORY: Selling or Alternatively Abandoning Office Equipment VIOLIN MEMORY: Wants $8-Million DIP Loan From VM Bidco W&T OFFSHORE: Franklin Resources Holds 30% Stake as of Dec. 31 WEATHERFORD INTERNATIONAL: Invesco Reports 6.3% Stake as of Dec. 30 WHEATON LLC: Case Summary & 2 Unsecured Creditors WOLVERINE WORLD: Egan-Jones Cuts Sr. Unsec. Ratings to BB ZALER POP: Has Until Aug. 2 to File Plan Outline [*] Moody's: Global Speculative-Grade Default Rate Up in January [^] Large Companies with Insolvent Balance Sheet ********* 900 RETAIL: Case Dismissed, Bid for Cash Collateral Use Moot ------------------------------------------------------------ Judge Robert A. Mark of the U.S. Bankruptcy Court for the Southern District of Florida dismissed 900 Retail, LLC's bankruptcy case, rendering the Debtor's Cash Collateral Motion moot. Brickell Bank was granted stay relief to complete its foreclosure action in Miami-Dade County Circuit Court, Case No. 2016-CA-015217. Brickell Bank was prohibited from scheduling a foreclosure sale earlier than 45 days from the date of the Court's Dismissal Order. The Debtor and Brickell Bank both agreed to the dismissal of the Debtor's bankruptcy case. A full-text copy of the Order, dated Feb. 6, 2017, is available at http://bankrupt.com/misc/900Retail2017_1710942ram_13.pdf About 900 Retail, LLC 900 Retail 101, LLC, a single asset real estate business based in Miami, Florida, filed a chapter 11 petition (Bankr. S.D. Fla. Case No. 17-10942) on Jan. 26, 2017. The petition was signed by Jose F. Fena, manager. The case is assigned to Judge Robert A. Mark. The Debtor is represented by Alberto M. Cardet, Esq., at Alberto M. Cardet, P.A. The Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. A GREENER GLOBE: Ch.11 Trustee Taps Business Debt as Loan Broker ---------------------------------------------------------------- The Chapter 11 trustee of A Greener Globe seeks approval from the U.S. Bankruptcy Court for the Eastern District of California to hire a loan broker. Russell Burbank, the court-appointed trustee, proposes to hire Business Debt Solutions, Inc. to assist him in identifying and consummating a transaction with lenders interested in providing financing or refinancing existing debt. Business Debt will receive an initial $25,000 service fee to solicit financing offers, evaluate the offers, and assist in entering into a loan agreement with lenders. The firm will also receive a fee of 3% of the total maximum amount of the facility due and payable at the time of entering into the loan agreement. Business Debt does not hold or represent any interest adverse to the interests of the Debtor's bankruptcy estate or its creditors, according to court filings. The firm can be reached through: Charles Doyle Business Debt Solutions, Inc. 230 California Street, Suite 302 San Francisco, CA 94111 About A Greener Globe A Greener Globe is a California corporation qualified to do business as a non-profit public benefit corporation. Incorporated on December 7, 1993, the Debtor was formed to operate recycling centers, provide educational materials and information on conservation and recycling, and provide employment for physically and mentally challenged individuals. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 16-21900) on March 28, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by W. Steven Shumway, Esq. On June 14, 2015, the court approved the Office of the U.S. Trustee's appointment of Russell K. Burbank as the Chapter 11 trustee. The trustee taps Felderstein Fitzgerald Willoughby & Pascuzzi LLP, as legal counsel, Burr, Pilger Mayer, Inc. as his accountant. No official committee of unsecured creditors has been appointed in the case. ACOSTA INC: Bank Debt Trades at 4% Off -------------------------------------- Participations in a syndicated loan under Acosta Inc. is a borrower traded in the secondary market at 96.38 cents-on-the-dollar during the week ended Friday, February 3, 2017, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.03 percentage points from the previous week. Acosta Inc. pays 325 basis points above LIBOR to borrow under the $2.06 billion facility. The bank loan matures on Sept. 26, 2021 and carries Moody's B1 rating and Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Feb. 3. ADVANCED MICRO: Vanguard Group Owns 7.7% Stake as of Dec. 31 ------------------------------------------------------------ In an amended Schedule 13G filed with the Securities and Exchange Commission, The Vanguard Group disclosed that as of Dec. 31, 2016, it beneficially owns 71,633,026 shares of common stock of Advanced Micro Devices Inc. which represents 7.72% of the shares outstanding. Vanguard Fiduciary Trust Company, a wholly-owned subsidiary of The Vanguard Group, Inc., is the beneficial owner of 1,146,764 shares or .12% of the Common Stock outstanding of the Company as a result of its serving as investment manager of collective trust accounts. Vanguard Investments Australia, Ltd., a wholly-owned subsidiary of The Vanguard Group, Inc., is the beneficial owner of 132,968 shares or .01% of the Common Stock outstanding of the Company as a result of its serving as investment manager of Australian investment offerings. A full-text copy of the regulatory filing is available at: https://is.gd/dUBc79 About Advanced Micro Devices Sunnyvale, California-based Advanced Micro Devices, Inc., (NASDAQ:AMD) is a global semiconductor company. AMD -- http://www.amd.com/-- offers x86 microprocessors, as a standalone central processing unit (CPU) or as incorporated into an accelerated processing unit (APU), chipsets, and discrete graphics processing units (GPUs) for the consumer, commercial and professional graphics markets, and server and embedded CPUs, GPUs and APUs, and semi-custom System-on-Chip (SoC) products and technology for game consoles. AMD incurred a net loss of $660 million on $3.99 billion of net revenue for the year ended Dec. 26, 2015, compared to a net loss of $403 million on $5.50 billion of net revenue for the year ended Dec. 27, 2014. * * * In September 2016, S&P Global Ratings affirmed its 'CCC+' corporate credit rating on Sunnyvale, Calif.-based AMD. The outlook is stable. In addition, S&P assigned its 'CCC' issue-level rating to the company's senior unsecured convertible notes due in 2026. S&P said the ratings reflect AMD's vulnerable business risk profile: weak PC industry conditions, intense competition from Intel, and challenges to grow in targeted enterprise, and embedded and semi-custom product markets to offset PC business declines. In September 2016, Moody's Investors Service affirmed AMD's 'Caa1' corporate family rating and the 'Caa2' rating on the senior unsecured notes, and revised the rating outlook to positive from negative. The speculative grade liquidity rating is upgraded to SGL-2 from SGL-3. The positive outlook reflects AMD's prospects for improved operating performance and cash generation as well as the improved product portfolio enabling the company to compete in the current discrete GPUs (graphics processing unit), APUs (application process units), x86 and ARM CPUs (central processing unit) market. Moody's said, "Although we expect ongoing revenue declines and operating losses in its PC-related business (microprocessors and graphics chips), the growing EESC (enterprise, embedded, and semi-custom) business supported by the reported design wins, we project break even to modest profitability beginning in the second half of 2016." In March 2016, Fitch Ratings downgraded and withdrew the ratings for AMD including the Long-term Issuer Default Rating (IDR) to 'CCC' from 'B-'. Fitch has withdrawn AMD's ratings for commercial reasons. The downgrade reflects prospects for negative free cash flow (FCF) over the intermediate term and the consequent liquidity issues and refinancing risk that could develop as the 2019 and 2020 debt maturities approach. ALASKA COMMUNICATIONS: Vanguard Group Owns 4.9% Stake as of Dec 31 ------------------------------------------------------------------ The Vanguard Group disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2016, it beneficially owns 2,530,146 shares of common stock of Alaska Communications Systems Group Inc. representing 4.92 percent of the shares outstanding. Vanguard Fiduciary Trust Company, a wholly-owned subsidiary of The Vanguard Group, Inc., is the beneficial owner of 21,210 shares or .04% of the Common Stock outstanding of the Company as a result of its serving as investment manager of collective trust accounts. A full-text copy of the regulatory filing is available at: https://is.gd/pSXAH6 About Alaska Communications Alaska Communications Systems Holdings, Inc., a Delaware corporation, and its Subsidiaries, is engaged principally in providing local telephone, wireless, Internet, interexchange network and other services to its retail consumer and business customers and wholesale customers in the State of Alaska through its telecommunications subsidiaries. The Company was formed in October of 1998 for the purpose of acquiring and operating telecommunications properties. The Company is a wholly owned subsidiary of Alaska Communications Systems Group, Inc. As of Sept. 30, 2005, Alaska Communications had $580.66 million in total assets, $597.62 million in total liabilities and a total stockholders' deficit of $16.96 million. * * * As reported by the TCR on Dec. 10, 2014, Moody's Investors Service has affirmed Alaska Communications Systems Holdings' ("ACSH" or "the company") B2 Corporate Family Rating ("CFR") following the announcement that the company will sell its wireless subscriber base and its remaining one-third interest in the Alaska Wireless Network ("AWN") to GCI, Inc. ("GCI") for $300 million. ACSH's B2 CFR continues to reflect the secular challenges confronting its legacy wireline business, the company's competitive position versus incumbent cable operator GCI and the loss of its wireless operations. The Company carries a 'B+' corporate credit rating from Standard & Poor's Ratings Services. ALIKE INC: Plan Outline Gets Final Court Approval ------------------------------------------------- The Hon. Harlin D. Hale of the U.S. Bankruptcy Court for the Northern District of Texas has granted final approval of Alike, Inc.'s amended disclosure statement and accompanying plan of reorganization. As reported by the Troubled Company Reporter on Jan. 9, 2017, Judge Hale conditionally approved the Debtor's amended disclosure statement and accompanying plan of reorganization dated Dec. 27, 2016. The Debtor filed an amended disclosure statement dated Dec. 28, 2016, which stated that all allowed unsecured creditors will share pro rata in the unsecured creditors pool. The Debtor will make monthly payments commencing on the Effective Date of $500 into the unsecured creditors' pool. The Debtor will make distributions to the Class 7 creditors every 90 days commencing 90 days after the Effective Date. The Debtor will make a total of 60 payments or until the unsecured creditors have been paid in full. Based upon the Proofs of Claim and the Debtor's Schedules the unsecured creditors should receive approximately 100% of their allowed claims. About Alike Inc. Alike, Inc., sought protection under Chapter 11 of the Bankruptcy Code in the Northern District of Texas (Dallas) (Case No. 16-32174) on June 2, 2016. The petition was signed by Gregory Achilike, president. The case is assigned to Judge Harlin DeWayne Hale. The Debtor disclosed total assets of $2.51 million and total debts of $1.75 million. ALLIANCE ONE: Dimensional Fund Holds 7.2% Stake as of Dec. 31 ------------------------------------------------------------- Dimensional Fund Advisors LP disclosed in a regulatory filing with the Securities and Exchange Commission that as of Dec. 31, 2016, it beneficially owns 643,378 shares of common stock of Alliance One International representing 7.2 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at https://is.gd/LiHjfx About Alliance One Alliance One International is principally engaged in purchasing, processing, storing, and selling leaf tobacco. The Company purchases tobacco primarily in the United States, Africa, Europe, South America and Asia for sale to customers primarily in the United States, Europe and Asia. Alliance One reported a net loss of $31.5 million on $261 million of sales and other operating revenues for the three months ended June 30, 2016, compared to a net loss of $25.95 million on $266.28 million of sales and other operating revenues for the three months ended June 30, 2015. As of Sept. 30, 2016, Alliance One had $1.99 billion in total assets, $1.77 billion in total liabilities and $226.4 million in total equity. * * * As reported by the TCR on June 7, 2016, Moody's Investors Service affirmed Alliance One International, Inc.'s 'Caa2' Corporate Family Rating and revised the rating outlook to positive from negative. Alliance One's 'Caa2' Corporate Family Rating reflects Moody's expectation that credit metrics and liquidity will remain weak over the next 12 to 18 months. The TCR reported on Aug. 2, 2016, S&P Global Ratings lowered its corporate credit rating on Morrisville, N.C.-based Alliance One International Inc. (AOI) to 'CCC' from 'CCC+'. The rating outlook is negative. ALLIANCE ONE: Donald Smith Reports 10% Equity Stake as of Dec. 31 ----------------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, Donald Smith & Co., Inc., Donald Smith Long/Short Equities Fund, L.P., Jon Hartsel and John Piermont disclosed that as of Feb. 7, 2017, they beneficially own 897,363 shares of common stock of Alliance One International, Inc. representing 10.04 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at https://is.gd/Yaum5v About Alliance One Alliance One International is principally engaged in purchasing, processing, storing, and selling leaf tobacco. The Company purchases tobacco primarily in the United States, Africa, Europe, South America and Asia for sale to customers primarily in the United States, Europe and Asia. Alliance One reported a net loss of $31.5 million on $261 million of sales and other operating revenues for the three months ended June 30, 2016, compared to a net loss of $25.95 million on $266.28 million of sales and other operating revenues for the three months ended June 30, 2015. As of Sept. 30, 2016, Alliance One had $1.99 billion in total assets, $1.77 billion in total liabilities and $226.4 million in total equity. * * * As reported by the TCR on June 7, 2016, Moody's Investors Service affirmed Alliance One International, Inc.'s 'Caa2' Corporate Family Rating and revised the rating outlook to positive from negative. Alliance One's 'Caa2' Corporate Family Rating reflects Moody's expectation that credit metrics and liquidity will remain weak over the next 12 to 18 months. The TCR reported on Aug. 2, 2016, S&P Global Ratings lowered its corporate credit rating on Morrisville, N.C.-based Alliance One International Inc. (AOI) to 'CCC' from 'CCC+'. The rating outlook is negative. ALLY FINANCIAL: BlackRock Holds 4.8% Equity Stake as of Jan. 31 --------------------------------------------------------------- BlackRock, Inc. disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Jan. 31, 2016, it beneficially owns 22,511,510 shares of common stock of Ally Financial Inc. representing 4.8 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at https://is.gd/DXOwRj About Ally Financial Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/-- is one of the world's largest automotive financial services companies. The Company offers a full suite of automotive financing products and services in key markets around the world. Ally's other business units include mortgage operations and commercial finance, and the company's subsidiary, Ally Bank, offers online retail banking products. Ally operates as a bank holding company. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3 percent stake. Private equity firm Cerberus Capital Management LP keeps 14.9 percent, while General Motors Co. owns 6.7 percent. Ally reported net income of $1.28 billion on $4.86 billion of total net revenue for the year ended Dec. 31, 2015, compared to net income of $1.15 billion on $4.65 billion of total net revenue for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Ally Financial had $157.4 billion in total assets, $143.8 billion in total liabilities and $13.63 billion in total equity. * * * As reported by the TCR on Oct. 14, 2016, S&P Global Ratings said it revised its outlook on Ally Financial to stable from positive and affirmed the 'BB+' long-term issuer credit rating. "The revised outlook reflects weakening credit conditions in the vehicle finance industry, in our view, which represents the majority of Ally's business," said S&P Global Ratings credit analyst Matthew Carroll. In the April 3, 2014, edition of the TCR, Fitch Ratings has upgraded Ally Financial Inc.'s long-term Issuer Default Rating (IDR) and senior unsecured debt rating to 'BB+' from 'BB'. The rating upgrade reflects increased clarity around Ally's ownership structure given Ally's recent announcement that it has launched an initial public offering those shares of its common stock held by the U.S. Treasury (the Treasury). As reported by the TCR on July 16, 2014, Moody's Investors Service affirmed the 'Ba3' corporate family and 'B1' senior unsecured ratings of Ally Financial and revised the outlook for the ratings to positive from stable. Moody's affirmed Ally's ratings and revised its rating outlook to positive based on the company's progress toward sustained improvements in profitability and repayment of government assistance received during the financial crisis. ALLY FINANCIAL: Vanguard Group Reports 7.4% Stake as of Dec. 31 --------------------------------------------------------------- The Vanguard Group disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2016, it beneficially owns 34,981,651 shares of common stock of Ally Financial Inc. representing 7.41 percent of the shares outstanding. Vanguard Fiduciary Trust Company, a wholly-owned subsidiary of The Vanguard Group, Inc., is the beneficial owner of 252,061 shares or .05% of the Common Stock outstanding of the Company as a result of its serving as investment manager of collective trust accounts. Vanguard Investments Australia, Ltd., a wholly-owned subsidiary of The Vanguard Group, Inc., is the beneficial owner of 318,810 shares or .06% of the Common Stock outstanding of the Company as a result of its serving as investment manager of Australian investment offerings. A full-text copy of the regulatory filing is available at: https://is.gd/nIUZfM About Ally Financial Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/-- is one of the world's largest automotive financial services companies. The Company offers a full suite of automotive financing products and services in key markets around the world. Ally's other business units include mortgage operations and commercial finance, and the company's subsidiary, Ally Bank, offers online retail banking products. Ally operates as a bank holding company. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3 percent stake. Private equity firm Cerberus Capital Management LP keeps 14.9 percent, while General Motors Co. owns 6.7 percent. Ally reported net income of $1.28 billion on $4.86 billion of total net revenue for the year ended Dec. 31, 2015, compared to net income of $1.15 billion on $4.65 billion of total net revenue for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Ally Financial had $157.4 billion in total assets, $143.8 billion in total liabilities and $13.63 billion in total equity. * * * As reported by the TCR on Oct. 14, 2016, S&P Global Ratings said it revised its outlook on Ally Financial to stable from positive and affirmed the 'BB+' long-term issuer credit rating. "The revised outlook reflects weakening credit conditions in the vehicle finance industry, in our view, which represents the majority of Ally's business," said S&P Global Ratings credit analyst Matthew Carroll. In the April 3, 2014, edition of the TCR, Fitch Ratings has upgraded Ally Financial Inc.'s long-term Issuer Default Rating (IDR) and senior unsecured debt rating to 'BB+' from 'BB'. The rating upgrade reflects increased clarity around Ally's ownership structure given Ally's recent announcement that it has launched an initial public offering those shares of its common stock held by the U.S. Treasury (the Treasury). As reported by the TCR on July 16, 2014, Moody's Investors Service affirmed the 'Ba3' corporate family and 'B1' senior unsecured ratings of Ally Financial and revised the outlook for the ratings to positive from stable. Moody's affirmed Ally's ratings and revised its rating outlook to positive based on the company's progress toward sustained improvements in profitability and repayment of government assistance received during the financial crisis. APRICUS BIOSCIENCE: Has Until May 30 to Regain NASDAQ Compliance ---------------------------------------------------------------- Apricus Biosciences, Inc. was notified by The NASDAQ Stock Market LLC on Feb. 8, 2017, that the Nasdaq Hearings Panel had determined to grant the Company's request for continued listing on Nasdaq pursuant to an extension through May 30, 2017, to evidence compliance with all applicable criteria for continued listing on The Nasdaq Capital Market and, specifically, the minimum $2.5 million stockholders' equity requirement. The Company is diligently working to timely satisfy the terms of the Panel's decision, according to a Form 8-K report filed with the Securities and Exchange Commission. About Apricus Biosciences Based in San Diego, California, Apricus Biosciences Inc (NASDAQ:APRI) develops products in the areas of urology and rheumatology. The Company's drug delivery technology is a permeation enhancer called NexACT. The Company has over two product candidates in Phase II development, fispemifene for the treatment of symptomatic male secondary hypogonadism and RayVa for the treatment of Raynaud's phenomenon, secondary to scleroderma. The Company has a commercial product, Vitaros for the treatment of erectile dysfunction (ED), which is in development in the United States, approved in Canada and marketed throughout Europe. Apricus reported a net loss of $19.02 million in 2015, a net loss of $21.8 million in 2014 and a net loss of $16.9 million in 2013. As of Sept. 30, 2016, Apricus had $8.41 million in total assets, $15.94 million in total liabilities and a total stockholders' deficit of $7.53 million. BDO USA, LLP, in La Jolla, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has negative working capital and has suffered recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. ARCHROCK PARTNERS: S&P Affirms 'B' CCR; Outlook Stable ------------------------------------------------------ S&P Global Ratings revised its rating outlook to stable from negative on Houston-based Archrock Partners L.P. and affirmed its 'B' corporate credit rating on the company. S&P also affirmed its 'B-' issue-level rating on the company's senior unsecured notes and S&P's 'BB-' issue-level rating on the company's senior secured revolving credit facility. The recovery rating on the senior unsecured notes remains '5', indicating S&P's expectation of modest (10% to 30%, upper half of the range) recovery in the event of a payment default. The recovery rating on the company's senior secured revolving credit facility remains '1', indicating S&P's expectation of very high (90% to 100%) recovery in the event of a payment default. "The rating action reflects our expectation of credit measures to be better than previously anticipated," said S&P Global Ratings analyst Stephen Scovotti, attributing the improvement to better market conditions, a slight reduction of debt in 2016, and an equity-financed asset drop-down. "We now expect the company to maintain adjusted debt to EBITDA of slightly below 5x in 2017." S&P Global Ratings' assessment of the company's weak business risk profile reflects the company's participation in the highly competitive, capital-intensive natural gas compression services industry. The company is exposed to the inherent cyclicality of commodity prices and spending levels of the oil and gas exploration and production industry. The partnership has a narrow business focus with only one product line (contract compression operations). The company's contracts average one to three years, and S&P believes there could be a small amount of pricing pressure as contracts come up for renewal. Partially offsetting these risks, Archrock benefits from a fair degree of near-term revenue visibility and relatively stable cash flows, because almost 100% of revenue is fee-based and driven by natural gas consumption and production (not exploration). S&P's new assessment of Archrock's aggressive financial risk profile reflects S&P's estimate of adjusted debt to EBITDA of slightly below 5x in 2017, which will be flat to slightly better than 2016 leverage. Archrock's financial risk profile also reflects its Master Limited Partnership (MLP) structure, in which most free cash flow is distributed to unitholders. However, S&P notes that the company did cut its distribution by about 50% during 2016, and do not anticipate the company increasing its distribution in 2017. In 2017, S&P expects distribution coverage of about greater than 1.5x. S&P expects Archrock will continue to grow organically and through further asset drop-downs from its parent, Archrock Inc. S&P's 2017 base case assumes EBITDA margins to be in the 47% area as the company continues to focus on reducing costs, which will offset any contract renewals at lower prices. S&P could consider a negative rating action if Archrock's debt to EBITDA exceeded 6x for an extended period. This could occur if demand for compression services weakens due to lower natural gas prices, resulting in decreased production and an oversupply of compression capacity. S&P could consider a positive rating action if it expected the company to maintain debt to EBITDA below 4.5x. This could occur if the company adopts a more conservative financial policy or natural gas prices improve, resulting in increased production and demand for compression services. ASANDA INC: Hires DelBello Donnellan as Attorneys ------------------------------------------------- Asanda Inc. and Asanda Park Avenue, Inc. seek authorization from the Hon. James L. Garrity of the U.S. Bankruptcy Court for the Southern District of New York to employ DelBello Donnellan Weingarten Wise & Wiederkehr, LLP as attorneys, nunc pro tunc to the January 11, 2017 petition date. The Debtors require DelBello Donnellan to: (a) give advice to the Debtors with respect to their powers and duties as Debtors-in-Possession and the continued management of their property and affairs; (b) negotiate with creditors of the Debtors and work out plans of reorganization and take the necessary legal steps in order to effectuate such a plans including, if need be, negotiations with the creditors and other parties in interest; (c) prepare the necessary answers, orders, reports and other legal papers required for the Debtors' protection from their creditors under Chapter 11 of the Bankruptcy Code; (d) appear before the Bankruptcy Court to protect the interest of the Debtors and to represent the Debtors in all matters pending before the Court; (e) attend meetings and negotiate with representatives of creditors and other parties in interest; (f) advise the Debtors in connection with any potential sale of the businesses; (g) represent the Debtors in connection with obtaining post- petition financing, if necessary; (h) take any necessary action to obtain approval of a disclosure statements and confirmation of a plans of reorganization; and (i) perform all other legal services for the Debtors which may be necessary for the preservation of the Debtors' estates and to promote the best interests of the Debtors, their creditors and their estates. DelBello Donnellan will be paid at these hourly rates: Attorneys $375-$620 Paraprofessionals $150 DelBello Donnellan will also be reimbursed for reasonable out-of-pocket expenses incurred. DelBello Donnellan received a pre-petition retainer from the Debtors in conjunction with the filing of their Chapter 11 cases in the amount of $27,600. Jonathan S. Pasternak, partner of DelBello Donnellan, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. DelBello Donnellan can be reached at: Jonathan S. Pasternak, Esq. Erica R. Aisner, Esq. DELBELLO DONNELLAN WEINGARTEN WISE & WIEDERKEHR, LLP One North Lexington Avenue White Plains, NY 10601 Tel: (914) 681-0200 About Asanda Inc. Asanda Inc. and affiliate Asanda Park Avenue, Inc., own and operate two fully serviced luxury salon and spas in New York City, one on Park Avenue (and 56th Street) and one in Soho. Asanda Inc. and Asanda Park Avenue each filed chapter 11 petitions (Bankr. S.D.N.Y. Case Nos 17-10054 and 17-10055) on Jan. 11, 2017. The petitions were signed by Gene Frisco, managing director. The Debtors are represented by Erica Feynman Aisner, Esq., and Jonathan S. Pasternak, Esq., at Delbello, Donnellan, Weingarten, Wise & Wiederkehr, LLP. The case is assigned to Judge James L. Garrity, Jr. The Debtors each estimated assets and liabilities at $1 million to $10 million at the time of the filing. ASHO ASSOCIATES: Case Summary & 4 Unsecured Creditors ----------------------------------------------------- Debtor: Asho Associates, Inc. 2620 Buck Owens Blvd. Bakersfield, CA 93308 Case No.: 17-10443 Chapter 11 Petition Date: February 10, 2017 Court: United States Bankruptcy Court Eastern District of California (Fresno) Judge: Hon. Rene Lastreto II Debtor's Counsel: Todd L. Turoci, Esq. THE TUROCI FIRM 3845 10th St Riverside, CA 92501 Tel: 888-332-8362 E-mail: mail@theturocifirm.com Total Assets: $8.46 million Total Liabilities: $8.18 million The petition was signed by Ratansha Faramoz Parabla, president. A copy of the Debtor's list of four unsecured creditors is available for free at: http://bankrupt.com/misc/caeb17-10443.pdf ATHABASCA OIL: S&P Raises CCR to B- on Stronger Capital Structure ----------------------------------------------------------------- S&P Global Ratings said it raised its long-term corporate credit rating on Calgary, Alta.-based Athabasca Oil Corp. to 'B-' from 'CCC+'. The outlook is stable. At the same time, S&P Global Ratings raised its issue-level rating on the company's senior secured second-line debt to 'B+' from 'B'. The recovery rating is unchanged at '1', indicating very high (90%-100%) recovery in a default scenario. S&P Global Ratings also assigned its 'B+' issue-level rating and '1' recovery rating to the company's proposed US$450 million senior secured second lien notes. "The upgrade reflects our view that the recently acquired Leismer assets and Athabasca's extended debt maturity will result in a stronger cash flow profile and capital structure," said S&P Global Ratings credit analyst Wendell Sacramoni. The rating reflects Athabasca's expanded, but still relatively small, regionally focused upstream operations with expected pro forma daily average production of about 36,000-40,000 barrels of oil equivalent (boe) per day in 2017; and a heavy oil-focused product mix. The company's pro forma, S&P Global Ratings-adjusted proved reserves base of 1,097 million boe, which includes 402 million boe of total proved reserves and 695 million boe of probable oil sands reserves, are relatively large compared to similar rated peers. However, the risks associated with the continued development of Athabasca's conventional and steam-assisted gravity drainage (SAGD) bitumen resources, and the potential for production cost increases if the SAGD reservoir quality deviates from current expectations, constrain S&P's business risk profile assessment. The stable outlook reflects S&P's view that the acquired assets will enable Athabasca to generate positive FFO during S&P's 2017-2018 cash flow forecasting period. This, in conjunction with the significant extension of the company's debt maturity profile (pro forma the proposed second-lien debt issue), will improve the company's capital structure. S&P could lower the rating if Athabasca's cash flow materially underperforms S&P's base-case scenario forecast, such that the company again generates negative FFO and its liquidity profile deteriorates. If these events occur, S&P might view the company's capital structure as unsustainable. In the absence of a material improvement in Athabasca's business risk profile, a positive rating action would be contingent on the company being able to improve and sustain its cash flow metrics. Specifically, if it were able to increase and sustain its weighted-average FFO-to-debt ratio above 20%, S&P could raise the rating to 'B'. AUDIENCE RESEARCH: March 8 Plan, Disclosure Statement Hearing ------------------------------------------------------------- The Hon. David E. Rice of the U.S. Bankruptcy Court for the District of Maryland has conditionally approved Audience Research Analysis, Inc.'s disclosure statement dated Feb. 6, 2017, referring to the Debtor's plan of reorganization dated Feb. 6, 2017. A hearing to consider the final approval of the Disclosure Statement and confirmation of the Plan will be held on March 8, 2017, at 11:00 a.m. March 3, 2017, is the last day for filing and serving written objections to the conditionally approved Disclosure Statement or confirmation of the Plan. It is also the deadline for filing written acceptances or rejections of the Plan. The plan sponsor will file with the Court a tabulation of timely filed acceptances and rejections of the Plan within two days after the last date in which the acceptances or rejections must be filed and served. According to the Debtor's amended Disclosure Statement, Class III - Unsecured Claims of Bank of America (unsecured portion of Claim 4-1), Bank of America (Claim 3-1), and Bank of America credit card (scheduled claim as adjusted by setoffs against the guarantor's personal account) is comprised of the aggregate balances of all unsecured claims not entitled to priority. The aggregate balances of the claims are $154,151.62 and consist of (a) Bank of America for the unsecured portion of Claim 4-1, i.e., $14,769.38; (b) the unsecured claim of Bank of America (Claim 3-1 $117,686.92); and (c) the remaining credit card balance of $21,695.32 owed to Bank of America. Payment to Class 3 will be made by monthly payments under the Plan following the payoff of the Class II claim. This class will receive 3% interest to ensure that the claimants will receive present value of their claims as of the Effective Date. Each Bank of America claim will receive 100% payment. However, the class will receive less than their contractual rates of interest and is impaired. The Debtor proposes to use net monthly cash flow and cash reserves which will be set aside to cover expenses during the seasonal slowdown in contract income to make plan payments. The Debtor has been making adequate protection payments of $5,329.53 for the past three months and reasonably believes that a monthly plan payment of $5,210.38 for 18 months and thereafter $5,339.88 for 30 months will not create an undue burden or hardship upon the Debtor, its cash flow, or its business operations. The Amended Disclosure Statement is available at: http://bankrupt.com/misc/mdb16-16988-60.pdf The Plan was filed by the Debtor's counsel: Edward M. Miller, Esq. MILLER & MILLER, LLP 39 N. Court Street Westminster, MD 21157 Tel: (410) 751-5444 E-mail: mmllplawyers@verizon.net About Audience Research Headquartered in New Windsor, Maryland, Audience Research Analysis, Inc., started operations in the 1980s. It was formed to provide the public radio system with easy-to-understand, actionable audience research, at a time when audience research was just starting to be used to guide programming and management decisions. The Debtor uses the raw listening data (gathered on behalf of stations by the Nielsen company), and creates in-depth analyses of each station's audience, from who they are, to when they listen, and who is the competition, so each station can gauge the effectiveness of its programming. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D. Md. Case No. 16-16988) on May 21, 2016, estimating its assets at up to $50,000 and its liabilities at between $100,001 and $500,000. Edward M. Miller, Esq., at Miller and Miller, LLP, serves as the Debtor's bankruptcy counsel. AVANTAIR INC: KCG Americas Reports 8.5% Stake as of Dec. 30 ----------------------------------------------------------- KCG Americas LLC disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 30, 2016, it beneficially owns 3,483,253 shares of common stock of Avantair, Inc., representing 8.52% based on the outstanding shares reported on the Company's 10-Q filed with the SEC for the period ending March 31, 2013. A full-text copy of the regulatory filing is available for free at https://is.gd/8Z43QA About Avantair Inc. Headquartered in Clearwater, Fla., Avantair, Inc. (OTC BB: AAIR) -- http://www.avantair.com/-- sells fractional ownership interests in, and flight hour card usage of, professionally piloted aircraft for personal and business use, and the management of its aircraft fleet. According to AvData, Avantair is the fifth largest company in the North American fractional aircraft industry. Avantair also operates fixed flight based operations (FBO) in Camarillo, California and in Caldwell, New Jersey. Through these FBOs and its headquarters in Clearwater, Florida, Avantair provides aircraft maintenance, concierge and other services to its customers as well as to the Avantair fleet. For the nine months ended March 31, 2013, the Company incurred a net loss attributable to common stockholders of $11.56 million on $113.02 million of total operating revenue, as compared with a net loss attributable to common stockholders of $5.43 million on $131.51 million of total operating revenue for the same period a year ago. As of March 31, 2013, the Company had $78.25 million in total assets, $125.11 million in total liabilities, $14.86 million in series A convertible preferred stock, and a $61.72 million total stockholders' deficit. "If we cannot generate the required revenues and gross margin to achieve profitability or obtain additional capital on acceptable terms, we will need to substantially revise our business plan in order to continue operations and an investor could suffer the loss of a significant portion or all of his investment in our Company. The factors described herein raise substantial doubt about our ability to continue as a going concern," according to the Company's quarterly report for the period ended March 31, 2013. As reported by the TCR on Aug. 2, 2013, certain creditors of Avantair filed on July 25, 2013, an involuntary petition in the United States Bankruptcy Court, Middle District of Florida, pursuant to Chapter 7 of Title 11 of the United States Code. AYTU BIOSCIENCE: Incurs $4.81 Million Net Loss in Second Quarter ---------------------------------------------------------------- Aytu Bioscience, Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $4.81 million on $794,172 of total revenue for the three months ended Dec. 31, 2016, compared to a net loss of $3.33 million on $469,214 of total revenue for the three months ended Dec. 31, 2015. For the six months ended Dec. 31, 2016, the Company reported a net loss of $10.54 million on $1.49 million of total revenue compared to a net loss of $5.60 million on $956,599 of total revenue for the same period a year ago. As of Dec. 31, 2016, Aytu Bioscience had $21.50 million in total assets, $11.05 million in total liabilities and $10.44 million in total stockholders' equity. "Aytu's second fiscal quarter was exceptional across multiple fronts as the company continued to execute on its plan of launching Natesto in the U.S., positioning MiOXSYS for market expansion outside the U.S., and efficiently operating our growing commercial-stage business," said Josh Disbrow, chairman and chief executive officer of Aytu BioScience, Inc. "Natesto has continued to reach new highs with respect to both prescriptions filled and the number of prescribers, and at this very early stage, gross product sales have already reached an annualized run rate of nearly $1.6 million based on real prescription demand. We're adding new Natesto prescribers every month and are building a diverse base of high-decile prescribers through the focused, efficient sales efforts of our 35-strong urology sales force. With this continued prescription trajectory, supported by a growing base of prescribers, we expect to be generating approximately 100 prescriptions per week by midsummer and have full confidence that the Natesto launch will continue to unfold successfully." "We've also been rapidly expanding the ex-U.S. presence of MiOXSYS, almost doubling the number of MiOXSYS instrument placements around the world from 8 in our first quarter, to 15 in the second quarter. This is the first quarter that MiOXSYS is a meaningful revenue generating product for the company, and we expect to continue to grow its revenue through a continually expanding distributor base in key markets around the world while we pursue FDA clearance in the U.S." "Our focus remains on growing revenue, primarily through execution of the Natesto launch plan in the U.S. and the initiation of commercialization of MiOXSYS outside the U.S. We also expect to continue to drive sales of both ProstaScint and Primsol, which complement our core products and round out a cohesive, urology-centric portfolio. Our focused strategy of acquiring and licensing novel products and efficiently commercializing these through our internal commercial infrastructure continues to unfold and mature as we build our products and increase our prescriber base. With the company's product revenue up significantly, and our cash burn down substantially, we believe Aytu is well positioned for continued growth and is on a clear path toward profitability. If we continue our current trajectory, we expect to be operating at cash flow breakeven, or better, within approximately 18 months, as we advance our strategy of building a world-class specialty pharmaceutical company," concluded Mr. Disbrow. A full-text copy of the Form 10-Q is available for free at: https://is.gd/0krKn6 About Aytu Bioscience Aytu BioScience, Inc. (OTCMKTS:AYTU) is a commercial-stage specialty healthcare company concentrating on developing and commercializing products with an initial focus on urological diseases and conditions. Aytu is currently focused on addressing significant medical needs in the areas of urological cancers, hypogonadism, urinary tract infections, male infertility, and sexual dysfunction. Aytu Bioscience reported a net loss of $28.18 million for the year ended June 30, 2016, following a net loss of $7.72 million for the year ended June 30, 2015. EKS&H LLLP, in Denver, Colorado, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2016, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about the Company's ability to continue as a going concern. BASS PRO: Bank Debt Trades at 3% Off ------------------------------------ Participations in a syndicated loan under Bass Pro Group LLC is a borrower traded in the secondary market at 96.77 cents-on-the-dollar during the week ended Friday, February 3, 2017, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.84 percentage points from the previous week. Bass Pro pays 500 basis points above LIBOR to borrow under the $2.97 billion facility. The bank loan matures on Nov. 14, 2023 and carries Moody's B1 rating and Standard & Poor's B+ rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Feb. 3. BELK INC: Bank Debt Trades at 15% Off ------------------------------------- Participations in a syndicated loan under BELK, Inc. is a borrower traded in the secondary market at 85.38 cents-on-the-dollar during the week ended Friday, February 3, 2017, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.38 percentage points from the previous week. BELK, Inc. pays 450 basis points above LIBOR to borrow under the $1.5 billion facility. The bank loan matures on Nov. 19, 2022 and carries Moody's B2 rating and Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Feb. 3. BIG APPLE CIRCUS: Chooses Compass Partners' $1.3M Offer for Assets ------------------------------------------------------------------ Alex Wolf, writing for Bankruptcy Law360, reports that Big Apple Circus Ltd. selected Compass Partners LLC as the winning bidder for the Debtor's circus equipment, intellectual property and other performance unit assets during an auction held on Tuesday, with a $1.3 million offer. About The Big Apple Circus The Big Apple Circus, Ltd., filed a chapter 11 petition (Bankr. S.D.N.Y. Case No. 16-13297) on Nov. 20, 2016. The petition was signed by Will Maitland Weiss, executive director. The Debtor is represented by Natasha M. Labovitz, Esq. and Christopher Updike, Esq., at Debevoise & Plimpton LLP. The Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. An Official Committee of Unsecured Creditors has been appointed in the case, and is represented by Robert J. Feinstein, Esq., Maria A. Bove, Esq., and Steven W. Golden, Esq., at Pachulski Stang Ziehl & Jones LLP. BILL BARRETT: Stelliam Investment Holds 7.1% Stake as of Dec. 31 ---------------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, Stelliam Investment Management LP, Stelliam GP LLC and Ross Margolies reported that as of Dec. 31, 2016, they may be deemed to be the beneficial owner of 5,362,500 shares of common stock of Bill Barrett Corporation representing 7.1 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at https://is.gd/sBggaN About Bill Barrett Denver-based Bill Barrett Corporation is an independent energy company that develops, acquires and explores for oil and natural gas resources. All of the Company's assets and operations are located in the Rocky Mountain region of the United States. Bill Barrett reported a net loss of $488 million in 2015 following net income of $15.08 million in 2014. As of Sept. 30, 2016, Bill Barrett had $1.33 billion in total assets, $826.4 million in total liabilities and $509.2 million in total stockholders' equity. * * * In June 2016, Moody's Investors Service affirmed Bill Barrett Corporation's 'Caa2' Corporate Family Rating and revised the Probability of Default Rating to 'Caa2-PD/LD' from 'Caa2-PD.' "Bill Barrett's debt for equity exchange achieved some reduction in its overall debt burden, but the company's cash flow and leverage metrics continue to remain challenged as its hedges roll off in 2017," commented Amol Joshi, Moody's vice president. In July 2016, S&P Global Ratings raised the corporate credit rating on Bill Barrett to 'B-' from 'SD'. The rating outlook is negative. "The upgrade reflects our reassessment of the company's corporate credit rating following the debt-for-equity exchange of its 7.625% senior unsecured notes due 2019, and also reflects our expectation that there will be no further distressed exchanges over the next 12 months," said S&P Global Ratings credit analyst Kevin Kwok. BIOPLANET CORP: Taps Perez Law Firm as Legal Counsel ---------------------------------------------------- BioPlanet Corp. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to hire The Perez Law Firm to give legal advice regarding its duties under the Bankruptcy Code, examine claims, negotiate with creditors, assist in the preparation of a bankruptcy plan, and provide other legal services. The hourly rates charged by the firm are: Jesse Blanco $450 Ralph Perez $250 Adelita Cavada $150 Crystal Cavada $90 Ivan Cavada $90 The Perez Law Firm does not represent any interest adverse to the Debtor or its bankruptcy estate, according to court filings. The firm can be reached through: Adelita Cavada, Esq. The Perez Law Firm 4646 Corona, Suite 165 Corpus Christi, TX 78411 Tel: 361-814-6500 Fax: 361-814-8618 Email: adelita.cavada@cavadalawoffice.com About BioPlanet Corp. BioPlanet Corp., a corporation with its main office in Katy, Texas, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S. D. Texas Case No. 17-30684) on February 5, 2017. The petition was signed by Bernardo Herrero, director. The case is assigned to Judge Karen K. Brown. At the time of the filing, the Debtor estimated its assets and debts at $1 million to $10 million. BIOSCRIP INC: Dimensional Fund Holds 1.4% Stake as of Dec. 31 ------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, Dimensional Fund Advisors LP disclosed that as of Dec. 31, 2016, it beneficially owns 1,602,548 shares of common stock of Bioscrip Inc. representing 1.36 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at https://is.gd/F0rCPN About Bioscrip Headquartered in Denver, Colo., BioScrip, Inc., is a national provider of home infusion services. The company's clinical management programs and services provide access to prescription medications for patients with chronic and acute healthcare conditions, including gastrointestinal abnormalities, infectious diseases, cancer, pain management, multiple sclerosis, organ transplants, bleeding disorders, rheumatoid arthritis, immune deficiencies and heart failure. As of Sept. 30, 2016, Bioscrip had $595.40 million in total assets, $550.05 million in total liabilities, $2.38 million in series A convertible preferred stock, $67.24 million in series C convertible preferred stock and a total stockholders' deficit of $24.28 million. Bioscrip reported a net loss attributable to common stockholders of $309.51 million in 2015, a net loss attributable to common stockholders of $147.7 million in 2014, and a net loss attributable to common stockholders of $69.65 million in 2013. * * * In November 2016, S&P Global Ratings lowered its corporate credit rating on home infusion services provider BioScrip Inc. to 'CCC' from 'CCC+' and revised the outlook to developing from stable. "The downgrade reflects our belief that the company could face a liquidity event within 12 months if it is unable to rapidly improve profitability; moreover, given the company's lowered guidance, its meaningful EBITDA shortfall in the third quarter, and its pattern of falling short of its expectations, our confidence in the company's ability to execute on its cost-cutting and other strategic initiatives is limited," said credit analyst Elan Nat. In March 2016, Moody's Investors Service downgraded BioScrip's Corporate Family Rating to 'Caa2' from 'Caa1' and Probability of Default Rating to 'Caa2-PD' from 'Caa1-PD'. BIOSTAR PHARMACEUTICALS: Appoints Xiaojuan Zhai as New CFO ---------------------------------------------------------- The Board of Directors of Biostar Pharmaceuticals, Inc., a Maryland corporation, announced changes to its management and Board membership. Effective as of Feb. 5, 2017, Zhongyang Shang tendered his resignation as an independent member of the Board and of the Board's standing committees. Mr. Shang resigned his Board and Board committee memberships to focus his attention on personal health issues; his resignation was not for any disagreements with the Company, its management or the Board. The Company wishes to thank him for his service to the Company and its Board. Effective as of Feb. 5, 2017, Qinghua Liu, the Company's interim chief financial officer, tendered her resignation as the Company's CFO. Ms. Liu's departure was due to family/personal reasons and not due to any disagreement with the Company, its management or the Board; she will continue her service on the Board of the Company. Effective as of the same date, the Board appointed Xiaojuan Zhai to serve as the Company's new CFO. The Board approved Xiaojuan Zhai's annual base salary during employment with the Company to be RMB 78,000, subject to revisions by the Board as well as some other terms and provisions which are set forth in the Xiaojuan Zhai's employment letter. Prior to this appointment, from September 2015 to February 2017, Ms. Zhai served as a Deputy CFO at Shaanxi Aoxing Pharmaceutical Co., Ltd., the Company's PRC affiliate. Prior to that appointment, she has been employed as an Accounting Supervisor at Dahua Biological Technology Investment Co., Ltd. Ms. Zhai holds a degree in Accounting from Xi'an Peihua University. There is no arrangement or understanding between Ms Zhai and any other persons pursuant to which she was appointed. Nor are there any family relationships between Ms. Zhai and any executive officers and directors. Further, there are no transactions involving the Company which transaction would be reportable pursuant to Item 404(a) of Regulation S-K promulgated under the Securities Act of 1933, as amended. About Biostar Pharmaceuticals Biostar Pharmaceuticals, Inc., develops, manufactures and markets pharmaceutical and health supplement products for a variety of diseases and conditions. Biostar reported a net loss of $25.1 million in 2015 following net income of $4.84 million in 2014. As of Sept. 30, 2016, Biostar had $40.55 million in total assets, $6.53 million in total liabilities, all current and $34.02 million in total stockholders' equity. Mazars CPA Limited, Certified Public Accountants, in Hong Kong, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company had net decrease in cash and cash equivalents during the year and had a low cash position at Dec. 31, 2015, and had experienced a substantial decrease in sales volume which resulting a net loss for the year. Also, part of the Company's buildings and land use rights are subject to litigation between two independent third parties and the Company's Chief Executive Officer, and the title of these buildings and land use rights has been seized by the PRC Courts so that the Company cannot be sold without the Court's permission. In addition, the Company already violated its financial covenants included in its short-term bank loans. These conditions raise substantial doubt about the Company's ability to continue as a going concern. BOART LONGYEAR: S&P Lowers Rating to 'CCC-' on Poor Performance --------------------------------------------------------------- S&P Global Ratings said it lowered its rating on U.S.-based industrial metals distributor Boart Longyear Ltd. to 'CCC-' from 'CCC+'. The outlook is negative. Boart Longyear continues to experience poor operating performance, low EBITDA levels, and negative free operating cash flow due to weak metals prices, with an exchange offer likely because its debt is trading at a significant discount. At the same time, S&P lowered its issue-level rating on Boart's senior secured notes due 2018 to 'CCC' from 'B-' and S&P's issue-level rating on its senior unsecured notes due 2021 to 'CC' from 'CCC'. S&P's '2' recovery rating on the senior secured notes reflects its expectation for substantial (70% to 90%; at the lower end of the range) recovery in the event of payment default. S&P's '5' recovery rating on the senior unsecured notes reflects its expectation for modest (10% to 30%; at the lower end of the range) recovery in the event of a payment default. "The negative outlook reflects our expectations that Boart Longyear could announce a default, distressed exchange, or redemption over the next six months," said S&P Global Ratings credit analyst William Ferara. S&P could lower its ratings on Boart Longyear if S&P expected a default to be a virtual certainty, regardless of the time to default. S&P views an upgrade as unlikely given the company's weak liquidity and dependence on favorable business conditions and a more sustainable capital structure. S&P could revise the outlook to stable if it viewed a default to be less certain. BONANZA CREEK: Disclosure Statement Hearing Set for March 10 ------------------------------------------------------------ The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware will hold on March 10, 2017, at 10:00 p.m. (prevailing Eastern Time), in Courtroom #5, 824 Market Street, 5th Floor, Wilmington, Delaware, a combined hearing to consider approval of disclosure statement explaining Bonanza Creek Energy and certain subsidiaries and confirmation of their joint prepackaged Chapter 11 plan of reorganization. Objections, if any, are due Feb. 27, 2017, at 4:00 p.m. (prevailing Eastern Time). As reported on by the Troubled Company Reporter on Jan. 10, 2017, the Debtors filed with the Court a disclosure statement dated Dec. 23, 2016, for their joint plan. Class 1D General Unsecured Claims against Bonanza Creek -- estimated at $868,836,998 -- is impaired under the Plan. On the Effective Date, in full satisfaction of each Allowed General Unsecured Claim against Bonanza Creek, each holder will be entitled to receive its Ratable Share of: (a) 29.4% of the New Common Stock subject to dilution by the Management Incentive Plan, Warrants, and the Rights Offering Equity and (b) 37.8% of the Subscription Rights. The holders are expected to recover 17.7%. Class 2D General Unsecured Claims against Bonanza Creek Operating -- estimated at $1,025,691,139 -- is impaired under the Plan. On the Effective Date, in full satisfaction of each Allowed General Unsecured Claim against Bonanza Creek Operating, each holder will be entitled to receive its Ratable Share of 17.6% of the New Common Stock subject to dilution by the Management Incentive Plan, Warrants, and the Rights Offering Equity. The holders are expected to recover 3.6%. Class 3D-7D General Unsecured Claims against Debtors other than Bonanza Creek and Bonanza Creek Operating -- estimated at $866,064,533 -- is impaired under the Plan. On the Effective Date, in full satisfaction of each Allowed General Unsecured Claim against Debtors other than Bonanza Creek and Bonanza Creek Operating, each holder will be entitled to receive its Ratable Share of (a) 48.5% of the New Common Stock subject to dilution by the Management Incentive Plan, Warrants, and the Rights Offering Equity and (b) 62.2% of the Subscription Rights. Holders are expected to recover 29.1%. On the Effective Date, if the Debtors elect, with the consent of the Required Supporting Noteholders, to satisfy each holder of an Allowed RBL Credit Facility Secured Claim with the holder's Ratable Share of participation in the Exit RBL Facility, Reorganized Bonanza Creek will enter into the Exit RBL Facility, and grant the Liens and security interests provided for in the Exit RBL Facility Documents. The Reorganized Debtors that are the guarantors under the Exit RBL Facility will issue the guarantees and grant the Liens and security interests as provided. The Exit RBL Facility will be on terms and conditions substantially as set forth in the Plan Supplement and otherwise reasonably acceptable to the Required Supporting Noteholders. Following approval by the Court of the Rights Offering Procedures, the Debtors will commence the Rights Offering. On the Effective Date, the Debtors will consummate the Rights Offering. The Rights Offering will be fully backstopped by the Backstop Parties in accordance with and subject to the terms and conditions of the Backstop Agreement. On the Effective Date, the proceeds of the sale of the New Common Stock pursuant to the Rights Offering will be used: (i) to provide the Reorganized Debtors with additional liquidity for working capital and general corporate purposes; and (ii) to fund distributions under the Plan. In accordance with the Backstop Agreement and subject to the terms and conditions thereof, each of the Backstop Parties has agreed, severally but not jointly, to purchase, on or prior to the Effective Date, its respective backstop commitment percentage of the unsubscribed shares. In exchange for providing the backstop commitment for the Rights Offering, on the Effective Date, the Backstop Parties will receive payment of the Backstop Fee. On the Effective Date, the Reorganized Debtors and NGL will enter into the New NGL Agreement. On the Effective Date, the New Board will adopt the Management Incentive Plan. On the Effective Date, contemporaneously with the cancellation and discharge of all Claims pursuant to the Plan and the issuance of the New Common Stock, the Reorganized Debtors may effect corporate restructurings of their respective businesses, including actions to simplify, reorganize and rationalize the overall reorganized organizational structure of the Reorganized Debtors. The Restructuring Transactions may include: (i) dissolving companies or creating new companies, (ii) merging, dissolving, transferring assets or otherwise consolidating any of the Debtors in furtherance of the Plan, or engaging in any other transaction in furtherance of the Plan, (iii) executing and delivering appropriate agreements or other documents of merger, consolidation, restructuring, conversion, disposition, transfer, dissolution, liquidation, domestication, continuation or reorganization containing terms that are consistent with the terms of the Plan and that satisfy the requirements of applicable law; (iv) executing and delivering appropriate instruments of transfer, assignment, assumption or delegation of any property, right, liability, debt or obligation on terms consistent with the terms of the Plan; (v) filing appropriate certificates or articles of merger, consolidation or dissolution or other filings or recordings pursuant to applicable state law; and (vi) taking any other action in connection with such organizational restructurings. In each case in which the surviving, resulting or acquiring Entity in any of these transactions is a successor to a Reorganized Debtor, the surviving, resulting or acquiring Entity will perform the obligations of the applicable Reorganized Debtor pursuant to the Plan, and paying or otherwise satisfying the applicable Allowed Claims. Implementation of any Restructuring Transactions will not affect any performance obligations, distributions, discharges, exculpations, releases or injunctions set forth in the Plan. The Disclosure Statement is available at: http://bankrupt.com/misc/deb17-10015-21.pdf About Bonanza Creek Energy Bonanza Creek Energy, Inc. (NYSE: BCEI) -- http://www.bonanzacrk.com/-- is an independent oil and Natural Gas Company engaged in the acquisition, exploration, development and production of onshore oil and associated liquids-rich natural gas in the U.S. The Company's assets and operations are concentrated primarily in the Rocky Mountain region in the Wattenberg Field, focused on the Niobrara and Codell formations, and in southern Arkansas, focused on oily Cotton Valley sands. On Jan. 4, 2017, Bonanza Creek Energy, Inc., and six affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. Case No. 17-10015). The cases are pending before the Hon. Kevin J. Carey, and the Debtors have requested joint administration of the cases. Bonanza Creek Energy on Dec. 23, 2016, filed a Joint Prepackaged Plan of Reorganization and Disclosure Statement after reaching a deal with (i) certain holders that own or manage with the authority to act on behalf of the beneficial owners of 51.1% in aggregate principal amount of Bonanza Creek's approximately $800 million in aggregate principal amount of outstanding 5.75% Senior Notes and 6.75% Senior Notes; and (ii) NGL Energy Partners LP and NGL Crude Logistics, LLC, the counterparties to one of the Debtors' crude oil purchase and sale agreements. Davis, Polk & Wardwell LLP is acting as legal counsel to the Debtors, Richards, Layton & Finger, P.A., is acting as co-counsel, Perella Weinberg Partners LP is acting as financial advisor, Alvarez & Marsal LLC is acting as restructuring advisor and Prime Clerk LLC is acting as notice, claims and solicitation agent to the Company in connection with its restructuring efforts. Kirkland & Ellis LLP serves as legal counsel and Evercore Group L.L.C. serves as financial advisor to the ad hoc committee of holders of the Senior Notes. The U.S. Trustee for Region 3, on Jan. 17, 2017, appointed three creditors of Bonanza Creek Energy to serve on the official committee of unsecured creditors. The U.S. Trustee, on Jan. 31, notified the Court that two of the three members appointed to the Committee have submitted resignations to the U.S.Trustee. Accordingly, the Committee is disbanded. BONANZA CREEK: Fir Tree Reports 17.29% Equity Stake as of Dec. 31 ----------------------------------------------------------------- Fir Tree Inc. disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2016, it beneficially owns 8,586,485 shares of common stock of Bonanza Creek Energy, Inc., representing 17.29% of the shares outstanding. The Schedule 13G was filed on behalf of Fir Tree Inc., a New York corporation, relating to Common Stock, $0.001 par value, issued by Bonanza Creek, purchased by certain private-pooled investment vehicles for which Fir Tree serves as the investment manager (the "Funds"). Fir Tree is the investment manager of the Funds, and has been granted investment discretion over portfolio investments, including the Common Stock held by the Funds. The percentage was calculated based on the 49,672,252 shares of Common Stock outstanding as of Nov. 7, 2016, as reported in Bonanza Creek's Quarterly Report on Form 10-Q for the quarterly period ended Sept. 30, 2016, filed with the Securities and Exchange Commission on Nov. 9, 2016. Each of Fir Tree Value (LN) Master Fund, L.P. and FT SOF VII Holdings, LLC, each a Fund, has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, more than 5% of the Common Stock. A full-text copy of the regulatory filing is available at: https://is.gd/eY0gKE About Bonanza Creek Energy Bonanza Creek Energy, Inc. (NYSE: BCEI) -- http://www.bonanzacrk.com/-- is an independent oil and Natural Gas Company engaged in the acquisition, exploration, development and production of onshore oil and associated liquids-rich natural gas in the U.S. The Company's assets and operations are concentrated primarily in the Rocky Mountain region in the Wattenberg Field, focused on the Niobrara and Codell formations, and in southern Arkansas, focused on oily Cotton Valley sands. On Jan. 4, 2017, Bonanza Creek Energy, Inc., and six affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. Case No. 17-10015). The cases are pending before the Hon. Kevin J. Carey, and the Debtors have requested joint administration of the cases. Bonanza Creek Energy on Dec. 23, 2016, filed a Joint Prepackaged Plan of Reorganization and Disclosure Statement after reaching a deal with (i) certain holders that own or manage with the authority to act on behalf of the beneficial owners of 51.1% in aggregate principal amount of Bonanza Creek's approximately $800 million in aggregate principal amount of outstanding 5.75% Senior Notes and 6.75% Senior Notes; and (ii) NGL Energy Partners LP and NGL Crude Logistics, LLC, the counterparties to one of the Debtors' crude oil purchase and sale agreements. Davis, Polk & Wardwell LLP is acting as legal counsel to the Debtors, Richards, Layton & Finger, P.A., is acting as co-counsel, Perella Weinberg Partners LP is acting as financial advisor, Alvarez & Marsal LLC is acting as restructuring advisor and Prime Clerk LLC is acting as notice, claims and solicitation agent to the Company in connection with its restructuring efforts. Kirkland & Ellis LLP serves as legal counsel and Evercore Group L.L.C. serves as financial advisor to the ad hoc committee of holders of the Senior Notes. BOYSON INC: Allowed to Use Revere High Cash Collateral ------------------------------------------------------ Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of the Virgin Islands authorized Boyson, Inc. to use cash collateral on an interim basis, until March 9, 2017. The Debtor was authorized to use cash collateral for the actual and necessary operating expenses in the approximate amount of $66,300 pursuant to the approved Budget. The Debtor was indebted to Revere High Yield Fund, LP, in the principal amount of $2,835,000 pursuant to a certain note and related loan documents. To secure the Debtor's obligations, the Debtor executed a First Preferred Ship Mortgage on the Vessel and other security instruments in favor of Revere High. Revere High was granted a replacement lien in any of the Debtor's assets it held a lien on prior to the Petition Date in the same order of priority as existed pre-petition and to the same extent and validity securing the Debtor's indebtedness to Revere High prior to the Petition Date. Judge Walrath directed the Debtor: (a) sequester, segregate and account for all Cash Collateral that comes into its possession, custody or control, (b) keep and provide on a periodic basis records reasonably sufficient for Revere High to determine the status of Cash Collateral collections and expenditures, (c) provide to Revere High copies of the monthly operating reports filed with the Court and with the Office of the U.S. Trustee, and (d) insure the Pre-Petition Collateral and the Post-Petition Collateral against all risks to which it is exposed, in an amount not less than the fair market value of such collateral. The Debtor was authorized to use Cash Collateral through the earlier of: (a) March 9, 2017; (b) upon the occurrence of an Event of Default -- any material breach or non-compliance with the terms of the Interim Order or the Order Granting Motion Seeking Turnover of Vessel and Request of Accounting (M/V Mister B). (c) the entry of a final order authorizing the use of Cash Collateral. The deadline for the filing of objections to the Court's Interim Order is set on March 2, 2017. A final hearing on the Debtor's Motion is scheduled on March 9, 2017 at 10:00 a.m. A full-text copy of the Interim Order, dated February 7, 2017, is available at http://tinyurl.com/htqthlc About Boyson, Inc. Boyson, Inc. is a family-owned business located in the U.S. Virgin Islands that was formed in 1973. For many decades, the Debtor has, among other things, provided ferry and other transportation services within and between the U.S. Virgin Islands, the British Virgin Islands and Puerto Rico. Boyson, Inc. filed a Chapter 11 petition (Bankr. D.V.I. Case No. 17-30001), on January 25, 2017. The Petition was signed by Cheryl Boynes-Jackson, vice president. At the time of filing, the Debtor estimated assets at $10 million to $50 million and liabilities at $1 million to $10 million. The Debtor is represented by Ryan C. Meade, Esq., at Quintairos, Prieto, Wood & Boyer, P.A. Scroggings & Williamson, P.C. serves as the Debtor’s General Counsel. No official committee of unsecured creditors has been appointed and no request has been made for the appointment of a trustee or examiner. BREWER CONSTRUCTION: Needs Until April 11 to File Chapter 11 Plan ----------------------------------------------------------------- Brewer Construction of Mississippi, Inc. requests the U.S. Bankruptcy Court for the Northern District of Mississippi to extend the exclusive period in which the Debtor may file a Chapter 11 Plan for a period of 60 days until April 11, 2017. The Debtor contends that without the requested extension, it would have until February 10, 2017 to file a Chapter 11 Plan. However, the Debtor still has multiple issues that must be resolved before finalizing a plan and disclosure statement, including but not limited to the litigation of tax liability with the Mississippi Department of Revenue. The Debtor tells the Court that its counsel has been engaged in discussions with counsel for the MDOR regarding potential settlement of the litigation without extensive litigation. Accordingly, the Debtor's counsel requires additional time before completing a plan and disclosure statement. About Brewer Construction of Mississippi, Inc. Brewer Construction of Mississippi, Inc., filed a Chapter 11 petition (Bankr. N.D. Miss. Case No. 16-12771) on August 14, 2016. The Petition was signed by Frank W. Brewer, Sr., President. The Debtor is represented by Robert Gambrell, Esq. at Gambrell & Associates, PLLC. At the time of filing, the Debtor had less than $50,000 in estimated assets and $500,000 to $1 million in estimated liabilities. BROADVIEW NETWORKS: Rotation Capital Discloses 6.8% Equity Stake ---------------------------------------------------------------- Rotation Capital Management, LP and Matthew Rothfleisch disclosed that as of Dec. 31, 2016, they beneficially own 678,250 shares of common stock, $0.01 par value, of Broadview Networks Holdings, Inc., representing 6.8 percent of the shares outstanding. The percentage is calculated based upon 9,999,945 Shares outstanding, which reflects the number of Shares outstanding as of Oct. 27, 2016, as reported in the Company's quarterly report on Form 10-Q filed on Oct. 27, 2016. A full-text copy of the regulatory filing with the Securities and Exchange Commission is available for free at https://is.gd/iZuEee About Broadview Networks Rye Brook, N.Y.-based Broadview Networks Holdings, Inc., is a communications and IT solutions provider to small and medium sized business ("SMB") and large business, or enterprise, customers nationwide, with a historical focus on markets across 10 states throughout the Northeast and Mid-Atlantic United States, including the major metropolitan markets of New York, Boston, Philadelphia, Baltimore and Washington, D.C. Broadview Networks reported a net loss of $9.79 million in 2015, a net loss of $9.22 million in 2014 and a net loss of $8.48 million in 2013. As of Sept. 30, 2016, Broadview had $207.6 million in total assets, $217.1 million in total liabilities and a total stockholders' deficiency of $9.48 million. * * * In the July 23, 2012, edition of the Troubled Company Reporter, Moody's Investors Service downgraded Broadview Networks Holdings, Inc. Corporate Family Rating (CFR) to 'Caa3' from 'Caa2' and the Probability of Default Rating (PDR) to 'Ca' from 'Caa3' in response to the company's announcement that it has entered into a restructuring support agreement with holders of roughly 70% of its preferred stock and roughly 66-2/3% of its Senior Secured Notes. The company is expected to file a pre-packaged Chapter 11 Plan of Reorganization or complete an out of court exchange offer. As reported by the TCR on July 25, 2012, Standard & Poor's Ratings Services lowered its corporate credit rating on Broadview to 'D' from 'CC'. "This action follows the company's announced extension on its revolving credit facility. We expect to lower the issue- level rating on the notes to 'D' once the company files for bankruptcy, or if it misses the Sept. 1, 2012 maturity payment on the notes," S&P said. BUILDERS HOLDING: Names Jose Luis Cumbas Torres as Special Counsel ------------------------------------------------------------------ Builders Holding, Co. Corp., seeks authorization from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Jose Luis Cumbas Torres as special counsel. The Debtor is a Plaintiff in certain complaints that were filed pre-petition, against entities that owe money to the Debtor. The attorney taking care of the litigation before the State Court is Mr. Cumbas Torres. The Debtor wishes to proceed with the State Court litigation. The compensation of Mr. Cumbas Torres will be from funds that may be available to the Debtor and to which the Debtor is legally entitled. Mr. Cumbas Torres will also be reimbursed for reasonable out-of-pocket expenses incurred. Jose Luis Cumbas Torres assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. Mr. Cumbas Torres can be reached at: Jose Luis Cumbas Torres, Esq. Avenida Barbosa #121 P.O.Box 37 Catano, P.R. 00963 Tel: (787) 788-2810 Fax: (787) 788-2417 E-mail: jlcumbastorres@yahoo.com About Builders Holding Co. Builders Holding Co., Corp. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 16-06643) on August 20, 2016. The petition was signed by Ismael Carrasquillo Sanchez, president. Fausto David Godreau, Esq., at Godreau & Gonzales Law, as bankruptcy counsel. At the time of the filing, the Debtor disclosed $9.72 million in assets and $10.53 million in liabilities. The Debtor hired Monge Robertin & Asociados, Inc. as insolvency and restructuring advisors. No official committee of unsecured creditors has been appointed in the case. BURCON NUTRASCIENCE: E-Concept Ltd. Has 5.1% Stake as of Dec. 31 ---------------------------------------------------------------- E-Concept Ltd. reported in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2016, it beneficially owns 1,927,865 common shares of Burcon NutraScience Corporation which represents 5.1 percent of the shares outstanding. The amount beneficially owned by E-Concept includes 104,220 common shares issuable upon exercise of warrants granted to E-Concept Ltd. as compensation for providing a standby commitment pursuant to the rights offerings of Burcon NutraScience Corporation that closed on April 30, 2015. As at Dec. 31, 2016, 37,823,458 shares of Burcon NutraScience Corporation were outstanding. A full-text copy of the regulatory filing is available at: https://is.gd/kt5MoN About Burcon NutraScience Headquartered in Vancouver, Canada, Burcon NutraScience Corporation has developed a portfolio of composition, application, and process patents originating from its core protein extraction and purification technology. The Company's patented processes utilize inexpensive oilseed meals and other plant-based sources for the production of purified plant proteins that exhibit certain nutritional, functional and nutraceutical profiles. Burcon NutraScience reported a net loss of C$6.56 million on C$106,390 of revenue for the year ended March 31, 2016, compared to a net loss of C$6.57 million on C$105,387 of revenue for the year ended March 31, 2015. As of Sept. 30, 2016, Burcon Nutrascience had C$3.86 million in total assets, C$2.48 million in total liabilities and C$1.38 million in shareholders' equity. In its annual report on Form 20-F for the fiscal year ended March 31, 2016, the Company said that as at March 31, 2016, it had minimal revenues from its technology, had an accumulated deficit of $77,550,164 (2015 - $70,980,388). During the year ended March 31, 2016, the Company incurred a loss of $6,569,776 (2015 - $6,579,424; 2014 - $5,961,545) and had negative cash flow from operations of $4,883,575 (2015 - $4,819,743; 2014 - $4,952,221). The Company has relied on equity financings, private placements, rights offerings and other equity transactions to provide the financing necessary to undertake its research and development activities. As at March 31, 2016, the Company had cash and cash equivalents of $2,479,862 (2015 - $2,400,965) and short-term investments of $nil (2015 - $1,266,600). These conditions indicate existence of a material uncertainty that casts substantial doubt about the ability of the Company to meet its obligations as they become due and, accordingly, its ability to continue as a going concern. The Company said its ability to continue as a going concern is dependent upon the Company raising additional capital. On May 12, 2016, the Company completed a convertible note financing for $2,000,000, with net proceeds of approximately $1,934,000. Although the Company expects to receive royalty revenues from its license and production agreement (Soy Agreement) with Archer Daniels Midland Company from the sales of CLARISOY(TM), the amount of royalty revenues cannot be ascertained at this time. Burcon expects the amount of royalty revenues from the sales of CLARISOY(TM) will not reach its full potential until such time production is expanded to one or more full-scale commercial facilities. C & S COMPANY: FDIC Seeks to Prohibit Use of Cash Collateral ------------------------------------------------------------ The Federal Deposit Insurance Corporation, as Receiver for Colonial Bank, N.A., requests the the U.S. Bankruptcy Court for the District of Nevada to prohibit C & S Company from using its cash collateral and compelling the Debtor to segregate said cash collateral. Pursuant to their Cash Collateral Stipulation, the FDIC allowed the Debtor to use cash collateral on an interim basis, which expired on December 31, 2016. The FDIC contends, however, that upon review and analysis of the Debtor's September and December operating reports, it discovered that the Debtor was exhausting more cash rather than generating sufficient post-petition receivables. The FDIC tells the Court that the Debtor's September and December operating reports reflect a reduction of $731,723 in its accounts receivables, and the net decrease in the collateral value was $861,434 in the three months period, particularly: September 30 December 31 Accounts Receivable: $1,343,533 $611,810 Cash: $ 237,627 $107,916 Total Current Assets $1,581,160 $719,726 The FDIC asserts that it is not adequately protected considering that the post-petition receivables are not keeping pace with the diminution of the pre-petition collateral. About C & S Company C & S Company filed a chapter 11 petition (Bankr. D. Nev. Case No. 16-14155) on July 28, 2016. The petition was signed by Stacey Lindburg, president. The Debtor disclosed total assets at $120,000 and total liabilities at $2.42 million. The Debtor is represented by David J. Winterton, Esq., at David Winterton & Associates, Ltd. CALIFORNIA RESOURCES: State Street Holds 6.7% Stake as of Dec. 31 ----------------------------------------------------------------- State Street Corporation disclosed in a Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2016, it beneficially owns 2,758,528 shares of common stock of California Resources Corporation representing 6.69 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at https://is.gd/xyjO2k About California Resources California Resources Corporation is an independent oil and natural gas exploration and production company operating properties exclusively within the State of California. The Company was incorporated in Delaware as a wholly-owned subsidiary of Occidental on April 23, 2014, and remained a wholly-owned subsidiary of Occidental until the Spin-off. On Nov. 30, 2014, Occidental distributed shares of the Company's common stock on a pro rata basis to Occidental stockholders and the Company became an independent, publicly traded company, referred to in the annual report as the Spin-off. Occidental retained approximately 18.5% of the Company's outstanding shares of common stock which it has stated it intends to divest on March 24, 2016. The Company reported a net loss of $3.55 billion in 2015 following a net loss of $1.43 billion in 2014. As of Sept. 30, 2016, California Resources had $6.33 billion in total assets, $6.82 billion in total liabilities and a total deficit of $493 million. * * * In September 2016, S&P Global Ratings raised its corporate credit rating on California Resources to 'CCC+' from 'SD'. "We raised the corporate credit rating on CRC to reflect our reassessment of its credit profile following the tender for its senior unsecured notes," said S&P Global Ratings credit analyst Paul Harvey. "The rating reflects our expectation that debt leverage will remain at what we consider unsustainable levels over the next 24 months despite the net-debt reduction of about $625 million from the tender," he added. In August 2016, Moody's Investors Service downgraded California Resources' Corporate Family Rating to 'Caa2' from 'Caa1' and Probability of Default Rating to 'Caa2-PD' from 'Caa1-PD'. CARTEL MANAGEMENT: Hires Levene Neale as Bankruptcy Counsel ----------------------------------------------------------- Cartel Management, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of California to employ Levene Neale Bender Yoo & Brill, L.L.P., as bankruptcy counsel to the Debtor. Cartel Management requires Levene Neale to: a. advise the Debtors with regard to the requirements of the Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules and the Office of the U.S. Trustee as they pertain to the Debtors; b. advise the Debtors with regard to certain rights and remedies of their bankruptcy estates and the rights, claims and interests of creditors; c. represent the Debtors in any proceeding or hearing in the Bankruptcy Court involving their estates unless the Debtors are represented in such proceeding or hearing by other special counsel; d. conduct examinations of witnesses, claimants or adverse parties and representing the Debtors in any adversary proceeding except to the extent that any such adversary proceeding is in an area outside of Levene Neale's expertise or which is beyond Levene Neale's staffing capabilities, or is expressly carved out; e. prepare and assist the Debtors in the preparation of reports, applications, pleadings and orders including, but not limited to, applications to employ professionals, interim statements and operating reports, initial filing requirements, schedules and statement of financial affairs, lease pleadings, cash collateral pleadings, financing pleadings, and pleadings with respect to the Debtors' use, sale or lease of property outside the ordinary course of business; f. represent the Debtors with regard to obtaining use of cash collateral, including, but not limited to, negotiating and seeking Bankruptcy Court approval of any cash collateral pleading or stipulation and preparing any pleadings relating to obtaining use of cash collateral; g. assist the Debtors in the negotiation, formulation, preparation and confirmation of a plan of reorganization and the preparation and approval of a disclosure statement in connection with the plan of reorganization; and h. perform any other services which may be appropriate in Levene Neale's representation of the Debtors during their bankruptcy cases. Levene Neale will be paid at these hourly rates: David L. Neale $595 Krikor J. Meshefejian $535 Paraprofessionals $250 Prior to the Debtors' bankruptcy filings, Levene Neale received the sum of $7,500 from Cartel Management, Inc. in connection with general insolvency and restructuring representation. Additionally, the Debtors paid Levene Neale the total sum of $54,000 prior to the Debtors' bankruptcy filings in connection with preparing for and commencing the Debtors' Chapter 11 bankruptcy cases and in contemplation of and in connection with the Debtors' Chapter 11 cases, inclusive of the Chapter 11 filing fees for the Chapter 11 cases. $27,000 of that amount and any amount remaining from the initial retainer paid by Cartel Management have been allocated as a retainer for the Cartel Management case, and $27,000 of that amount has been allocated as a retainer for the Titans of Mavericks, LLC case. Levene Neale will also be reimbursed for reasonable out-of-pocket expenses incurred. David L. Neale, member of Levene Neale Bender Yoo & Brill, L.L.P., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) are not creditors, equity security holders or insiders of the Debtor; (b) have not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) do not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Levene Neale can be reached at: David L. Neale, Esq. LEVENE NEALE BENDER YOO & BRILL, L.L.P. 10250 Constellation Boulevard, Suite 1700 Los Angeles, CA 90067 Tel: (310) 229-1234 Fax: (310) 229-1244 About Cartel Management, Inc. Cartel Management, Inc., filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-11179) on Jan. 31, 2017, and is represented by David L. Neale, Esq., at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles, California. Hon. Deborah J. Saltzman presides over the case. At the time of filing, the Debtor had estimated assets of $500,000 to $1 million and estimated liabilities of $1 million to $10 million. The petition was signed by Griffin Guess, president. CENGAGE LEARNING: S&P Revises Outlook to Neg. & Affirms 'B' CCR --------------------------------------------------------------- S&P Global Ratings said that it revised its rating outlook on Boston-based Cengage Learning Holdings II Inc. to negative from stable. The 'B' corporate credit rating is unchanged. At the same time, S&P lowered its issue-level rating on Cengage's first-lien term loan to 'B+' from 'BB-' and revised the recovery rating to '2' from '1'. The '2' recovery rating indicates S&P's expectation for substantial recovery (70%-90%; lower half of the range) of principal in the event of default. S&P's 'BB-' issue-level] and '1' recovery ratings on Cengage's asset-based lending (ABL) revolving credit facility and S&P's 'CCC+' issue-level and '6' recovery ratings on the company's senior unsecured notes are unchanged. The company issues all of the debt via its subsidiary, Cengage Learning Inc. "The outlook revision reflects the increased risk that Cengage's recent operating underperformance will continue into the 2017-2018 school year, causing its cash flow credit measures to remain weak," said S&P Global Ratings' credit analyst Thomas Hartman. "Through the first three quarters of the company's fiscal year ending March 31, 2017, its print textbook revenue declined about 30% from the previous year." The industry as a whole has faced increased pressure on textbook sales in the second half of 2016, primarily from a combination of elevated competition from textbook rentals, smaller orders from distribution partners, and continued enrollment declines. S&P believes there is limited visibility into the fall 2017 semester buying pattern, and it could lower the corporate credit rating if Cengage's current negative trends persist, causing its leverage to remain in the 7x area and its free operating cash flow (FOCF) to debt to remain below 5%. For the 12 months ended Dec. 31, 2016, the company's adjusted leverage was 6.8x and its FOCF to debt was 3.8%. The negative outlook reflects the risk that Cengage's negative business and leverage trends will continue in fiscal 2018, resulting in S&P's reassessment of its profitability and growth prospects. S&P could lower the corporate credit rating if textbook sales continue to decline at an accelerated pace and the company's digital transition stalls, causing leverage to remain in the 7x area and FOCF to debt to remain below 5%. S&P could also lower the rating if the company makes sizeable shareholder-friendly distributions or share repurchases with discretionary cash flow before its operating performance stabilizes. S&P could revise the outlook to stable if the decline in print textbook sales moderate and digital sales growth accelerates, and S&P expects Cengage to maintain leverage below 7x and FOCF to debt above 5% on a sustained basis. CHARMING CHARLIE: S&P Cuts CCR to CCC+ on Weak Retail Environment ----------------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Houston-based Charming Charlie LLC to 'CCC+' from 'B-'. The outlook is negative. At the same time, S&P lowered the issue-level rating on the company's $150 million senior secured term loan to 'CCC+' from 'B-'. S&P's '3' recovery rating remains unchanged, indicating its expectations for meaningful recovery in the event of default. The recovery expectation is in the higher end of the 50% to 70% range. The capital structure also consists of a $60 million asset-based loan (ABL), which S&P do not rate. "The downgrade reflects our view that the company's weak operating performance will likely persist over the next 12 months, and that the company may need additional relief to prevent it from violating covenants under its credit agreement. Longer term, we believe the company may seek to reduce debt with a distressed exchange if performance does not improve. In addition, though the company recently cut a sizable amount of costs from its operations, cash flow generation will remain pressured due to the soft retail environment where spending for discretionary items has declined," said credit analyst Adam Melvin. "We believe the company's initiatives to correct its branding and strategy missteps from 2015 are taking longer than expected to yield material results. As a result, we think the company will likely be required to seek further amendments to its credit agreement or additional equity infusions. Financial maintenance covenants include an interest coverage and leverage test where both become tighter through maturity. We also think that given industry headwinds and the company's cash flow, Charming Charlie could reexamine its capital structure to provide operating flexibility, including a potential debt exchange or buyback at a discount." The negative outlook reflects S&P's belief that the company faces non-compliance in its covenants and that any solution may be temporary given its expectation for soft operating performance in 2017. In S&P's view, the company may continue to seek additional relief to improve liquidity and meet its debt obligations in 2017, including a possible debt restructuring. S&P could lower its ratings if it believes a default such as a debt exchange transaction is inevitable or announced, or if S&P believes the company fails to amend an oncoming breach in financial covenants. This could occur if operating performance is weaker than S&P's base-case assumptions, causing further deterioration in liquidity. A positive rating action is unlikely in the near term and would be predicated on a substantial improvement in operating performance from its strategic initiatives for positive sustainable same-store sales and traffic trends, such that the company generates positive free operating cash flow, has sufficient liquidity to meet debt obligations and operating needs, and is able to maintain adequate covenant compliance over the next 12 months. CHESAPEAKE ENERGY: Franklin Ceases as 5% Shareholder ---------------------------------------------------- Franklin Resources, Inc., Charles B. Johnson and Rupert H. Johnson, Jr., disclosed that they have ceased to be the beneficial owners of more than five percent of Chesapeake Energy Corporation's outstanding common stock. Specifically, the reporting persons beneficially own 8,849,459 shares of common stock of Chesapeake Energy representing 1 percent of the shares outstanding as of Dec. 31, 2016. A full-text copy of the regulatory filing is available for free at https://is.gd/f8S1z8 About Chesapeake Energy Headquartered in Oklahoma City, Chesapeake Energy Corporation's (NYSE: CHK) operations are focused on discovering and developing its large and geographically diverse resource base of unconventional oil and natural gas assets onshore in the United States. The company also owns oil and natural gas marketing and natural gas gathering and compression businesses. As of Sept. 30, 2016, Chesapeake had $12.52 billion in total assets, $13.45 billion in total liabilities and a total deficit of $932 million. Chesapeake reported a net loss available to common stockholders of $14.85 billion for the year ended Dec. 31, 2015, compared to net income available to common stockholders of $1.27 billion for the year ended Dec. 31, 2014. * * * As reported by the TCR on Jan. 25, 2017, S&P Global Ratings raised its corporate credit rating on Oklahoma City-based exploration and production company Chesapeake Energy Corp. to 'B-' from 'CCC+, and removed the ratings from CreditWatch with positive implications where S&P placed them on Dec. 6, 2016. The rating outlook is positive. Chesapeake Energy carries a 'Caa1' corporate family rating from Moody's Investors Service. Chesapeake's Caa1 CFR incorporates its improving but modest cash flow generation at Moody's commodity price estimates relative to its still high debt levels, according to a TCR report dated Dec. 8, 2016. = CKP INVESTMENT: Hires Joyce Lindauer as Bankruptcy Counsel ---------------------------------------------------------- CKP Investment, LLC seeks authorization from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Joyce W. Lindauer Attorney, PLLC as counsel. The law firm will be paid at these hourly rates: Joyce W. Lindauer $350 Sarah M. Cox, Associate $195 Jamie N. Kirk, Associate $195 Jeffery M. Veteto, Associate $185 Dian Gwinnup, Paralegal $105 The law firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Prior to the petition date, the firm received a retainer of $7,500 which included the filing fee of $1,717 in connection with this proceeding. Joyce W. Lindauer, owner of the law firm, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The firm can be reached at: Joyce W. Lindauer, Esq. JOYCE W. LINDAUER ATTORNEY, PLLC 12720 Hillcrest Road, Suite 625 Dallas, TX 75230 Tel: (972) 503-4033 Fax: (972) 503-4034 E-mail: joyce@joycelindauer.com About CKP Investment, LLC CKP Investment, LLC, based in Millers Cove, Tex., filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 17-50002) on January 5, 2017. The Hon. Brenda T. Rhoades presides over the case. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorner, PLLC, as bankruptcy counsel. In its petition, the Debtor declared $1.54 million in total assets and $1.96 million in total liabilities. The petition was signed by Chan K. Park, president/managing member. A list of the Debtor's two unsecured creditors is available for free at: http://bankrupt.com/misc/txeb17-50002.pdf CKP INVESTMENT: Seeks Authorization to Use Cash Collateral ---------------------------------------------------------- CKP Investment, LLC seeks authorization from the U.S. Bankruptcy Court for the Eastern District of Texas to use the cash collateral of the Bank of Hope and the U.S. Small Business Administration. The Bank of Hope and the U.S. Small Business Administration are claiming liens on the Debtor's personal property including rents. The Debtor proposes to provide the Bank of Hope and the U.S. SBA with post-petition liens, priority claims in the Chapter 11 bankruptcy case, and cash flow payments, as adequate protection of their respective interests for the use of cash collateral. The Debtor owns and rents out multiple pieces of property to tenants, and as such, the Debtor intends to use cash collateral to continue its ongoing operations. The Debtor's proposed monthly Budget permits the Debtor to pay its ongoing operating expenses, which is projected to be totaling approximately $14,876. The Debtor believes that the use of cash collateral would allow the Debtor to maintain its operations in Chapter 11 as the Debtor intends to rearrange its affairs and needs to continue to operate in order to pay its ongoing expenses, generate additional income and to propose a plan in this case. A full-text copy of the Debtor's Motion, dated February 7, 2017, is available at https://is.gd/F2Y6fL About CKP Investment, LLC CKP Investment, LLC filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 17-50002), on January 5, 2017. The Petition was signed by Chan K. Park, president/managing member. The case is assigned to Judge Brenda T. Rhoades. The Debtor is represented by Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC. At the time of filing, the Debtor disclosed $1.54 million in total assets and $1.54 million in total liabilities. CLARKE PROJECT: Hires Quinlan Law as Litigation Counsel ------------------------------------------------------- Clarke Project Solutions, Inc., seeks authority from the U.S. Bankruptcy Court for the District of California to employ Quinlan Law Corporation as special litigation counsel to the Debtor. Clarke Project requires Quinlan to: a. advise and assist the Debtor and its General Reorganization Counsel; b. conduct examinations of witnesses, claimants, or adverse parties and to prepare and assist in the preparation of reports, accounts, and pleadings related to the Debtor's Chapter 11 case; c. represent the Debtor in any trial or hearings related to litigation in State or Federal Court during the pendency of the Bankruptcy Proceedings; d. assist the Debtor in the formulation, negotiation, confirmation, and implementation of proposed settlements of litigation in State or Federal Court; and e. take such other actions and perform such other services as the Debtor may require from time to time in connection with any litigation or threatened litigation associated with the Chapter 11 case. Quinlan will be paid at these hourly rates: Dale K. Quinlan $300-$350 Paralegal $95 Law Clerk $75 Quinlan will be paid a retainer in the amount of $50,000. Quinlan will also be reimbursed for reasonable out-of-pocket expenses incurred. Dale K. Quinlan, member of Quinlan Law Corporation, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Quinlan can be reached at: Dale K. Quinlan, Esq. QUINLAN LAW CORPORATION P.O. Box 8204 Newport Beach, CA 92658 Tel: (949) 370-2507 About Clarke Project Solutions, Inc. Clarke Project Solutions, Inc., f/k/a Cumming Clarke, based in Mission Viejo, California, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-10402) on Feb. 2, 2017. The petition was signed by Chris Clarke, president. The Debtor is represented by Pamela Jan Zylstra, Esq., at Pamela Jan Zylstra: A Professional Corporation. The case is assigned to Judge Theodor Albert. The Debtor estimated assets at $1 million to $10 million, and liabilities at $500,000 to $1 million at the time of the filing. The Debtor has hired Quinlan Law Corporation as special litigation counsel as special litigation counsel. CLARKE PROJECT: Hires Zylstra as General Reorganization Counsel --------------------------------------------------------------- Clarke Project Solutions, Inc., seeks authority from the U.S. Bankruptcy Court for the District of California to employ Pamela Jan Zylstra, PC, as general reorganization counsel to the Debtor. Clarke Project requires Zylstra to: a. advise the Debtor regarding matters of bankruptcy law, including the rights and remedies of the Debtor with regard to assets and with respect to the claims of creditors; b. represent the Debtor in any proceedings or hearings in the Bankruptcy Court and in any action in any court wherein the Debtor's rights under the Bankruptcy Code may be litigated or affected; c. conduct examinations of witnesses, claimants, or adverse parties and prepare and assist in the preparation of reports, accounts, and pleadings related to the Debtor's Chapter 11 case; d. advise the Debtor concerning the requirements of the Bankruptcy Code and applicable rules as the same affect the case; e. advise and assist the Debtor with respect to compliance with the requirements of the U.S. Trustee; f. assist the Debtor in the formulation, negotiation, confirmation, and implementation of a Chapter 11 plan of reorganization; and g. take such other action and perform such other services as the Debtor may require of Zylstra in connection with the Chapter 11 case. Zylstra will be paid at these hourly rates: Pamela J. Zylstra $425 Paraprofessional $195 The Debtor paid Zylstra a retainer in the amount of $1,000 and $5,000 on February 14, 2016, and the amount of on $75,000 on January 30, 2017. After deducting all costs advanced in the amount of $26,207.49, including $1,717 filing fee, the remaining retainer on hand in the amount of $54,792.51. Zylstra will also be reimbursed for reasonable out-of-pocket expenses incurred. Pamela J. Zylstra, member of Pamela Jan Zylstra, PC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Zylstra can be reached at: Pamela J. Zylstra, Esq. PAMELA JAN ZYLSTRA, PC 18191 Von Karman Avenue, Suite 460 Irvine, CA 92612-7114 Tel: (949) 222-2000 Fax: (949) 222-2022 About Clarke Project Solutions, Inc. Clarke Project Solutions, Inc., f/k/a Cumming Clarke, based in Mission Viejo, California, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-10402) on Feb. 2, 2017. The petition was signed by Chris Clarke, president. The Debtor is represented by Pamela Jan Zylstra, Esq., at Pamela Jan Zylstra: A Professional Corporation. The Debtor has hired Quinlan Law Corporation as special litigation counsel. The case is assigned to Judge Theodor Albert. The Debtor estimated assets at $1 million to $10 million, and liabilities at $500,000 to $1 million at the time of the filing. CLEARWATER PAPER: S&P Lowers CCR to BB on Add'l. Capital Spending ----------------------------------------------------------------- S&P Global Ratings said it lowered its corporate credit rating on Clearwater Paper Corp. to 'BB' from 'BB+'; the outlook is stable. Because S&P rates the company's senior unsecured notes, which mature in 2023 and 2025, on par with the corporate credit rating, S&P also lowered the issue-level ratings on these notes to 'BB' from 'BB+'. The recovery rating on the notes is '3', reflecting S&P's expectations for a meaningful (high end of 50%-70% range) recovery to debtholders in the event of a default. On Feb. 8, Clearwater Paper announced substantial capital investments that it intends to make over the next two years in addition to its ongoing projects. "Our stable outlook reflects our expectations for higher leverage over the next year and that the company will operate with negative cash flow," said S&P Global Ratings credit analyst Christopher Andrews. "We forecast EBITDA in 2017 to be slightly lower than in 2016, that usage of the company's revolving credit facility will increase to fund capital expenditures, and that debt to EBITDA will rise to close to 4x by the end of 2017." Although S&P views it as unlikely, it may consider another negative rating action over the next 12 months if market conditions change such that EBITDA and interest coverage measures are materially weaker than S&P's projections--specifically, if S&P believes EBITDA interest coverage will fall below 3x or if S&P anticipates leverage will remain above 4x for a prolonged period. Given S&P's current forecast for elevated capital spending and leverage through 2017, S&P also views an upgrade as unlikely over the next 12 months. CLIFFS NATURAL: Moody's Hikes Corporate Family Rating to B2 ----------------------------------------------------------- Moody's Investors Service upgraded Cliffs Natural Resources Inc.'s Corporate Family Rating (CFR) and Probability of Default Rating to B2 and B2-PD from Caa1 and Caa1-PD, respectively, and assigned a B3 rating to the new senior unsecured guaranteed notes. At the same time, Moody's upgraded Cliffs' first lien senior secured notes to Ba3 from B2, and the senior unsecured notes to Caa1 from Caa2. The speculative grade liquidity rating was changed to SGL-2 from SGL-3. The outlook is stable. The upgrade follows the company's announcement of a $500 million senior unsecured guaranteed note issuance and an approximate $590 million equity issuance. The proceeds from these transactions will be used to redeem the company's 1.5 lien and 2nd lien notes, and to tender for a portion of the senior unsecured borrowings. Remaining proceeds will be used for general corporate purposes, which could include tendering for a portion of the 1st lien notes. Should the overall debt reduction be in the $400 million range, Moody's estimates that pro-forma leverage as measured by the debt/EBITDA ratio (including Moody's standard adjustments) would be around 5.5x at December 31, 2016 as compared with actual of roughly 6x. The upgrade also reflects the improving trends evidenced in Cliffs performance on higher seaborne iron ore price and strengthened fundamentals in the US steel industry, the dominant market for Cliffs iron ore pellets. Additionally, the company will benefit in 2017 from an improved order book and the successful renegotiation of the contracts with ArcelorMittal USA LLC, which had expiry dates of late 2016 and early 2017. The 10 year extension of these contracts to 2026, which include purchases up to 10 million tons annually and a minimum of 7 million tons, as well as additional business received, has also resulted in the restart of the United Taconite mining facility and an increase in expected shipments for 2017. On an improved volume basis and assuming iron ore prices ranging between $50/60 tonne, Moody's expects leverage over the next twelve to eighteen months to improve to approximately 4.5x. Issuer: Cliffs Natural Resources Inc. Upgrades: -- Corporate Family Rating, Upgraded to B2 from Caa1 -- Probability of Default Rating, Upgraded to B2-PD from Caa1-PD -- Speculative Grade Liquidity Rating, Upgraded to SGL-2 from SGL-3 -- Senior Secured Regular Bond/Debenture, Upgraded to Ba3 (LGD2) from B2 (LGD2) -- Senior Unsecured Regular Bond/Debenture, Upgraded to Caa1 (LGD5) from Caa2 (LGD5) Assignments: -- Senior Unsecured Regular Bond/Debenture, Assigned B3 (LGD4) Outlook Actions: -- Outlook, Remains Stable RATINGS RATIONALE Rating Rationale The B2 Corporate Family Rating (CFR) for Cliffs Natural Resources (Cliffs) reflects the company's strengthening debt protection metrics, reduced leverage and strong position in the North American iron ore markets. The rating also considers the contract nature of Cliffs' US iron ore operations (USIO) and the symbiotic relationship the company has with the US steel mills, which cannot economically source their iron ore requirements from overseas producers. Although Moody's expects iron ore prices to drift lower over the duration of 2017, the CFR anticipates that Cliffs will continue to control costs and achieve strong margins. The SGL-2 speculative grade liquidity rating is supported by improved cash flow generation, $323 million in cash at December 31, 2016, and a $550 million ABL, which expires the earlier of March 30, 2020 or a date that is 60 days prior to the maturity of existing debt as defined in the ABL. The facility is available to US domestic subsidiary borrowers and Australian subsidiary borrowers with respective guarantees. The facility contains a 1:1 fixed charge coverage requirement should availability be less than the greater of $75 million or 10% of the aggregate facility. At December 31, 2016 there were no borrowings under the ABL and $106 million in letters of credit issued. Given the level of receivables and inventory, the full commitment was not available and available borrowing capacity at December 31, 2016 was $ 227 million, net of the letters of credit. The stable outlook reflects Moody's expectations that Cliffs will continue to evidence an improving trend in its earnings performance and cash generation and be free cash flow generative in 2017. The outlook also reflects the improved maturity profile with no material debt maturities until 2020. The Caa1 rating on the senior unsecured notes reflects their junior position in the capital structure under Moody's Loss Given Default Methodology behind the 1st lien notes, the senior guaranteed unsecured notes and the ABL facility. The new senior guaranteed unsecured notes are guaranteed by substantially all domestic operating subsidiaries, which provides them a slightly more favorable position in the capital structure relative to the existing senior unsecured notes. The first lien notes are secured by plant, property and certain equipment, including mineral rights, while the ABL is primarily secured by receivables, inventory and certain equipment. Should the company be able to achieve and sustain leverage, as measured by the debt/EBITDA ratio of no more than 4x, EBIT/interest of at least 3x, and (cash from operations less dividends)/debt of at least 15% an upgrade could be considered. The rating could be downgraded should performance not show an improving trend or should liquidity contract. Specifically, should debt/EBITDA continue above 5.5x, and EBIT/interest not improve to at least 2x, the rating could be downgraded. The principal methodology used in these ratings was Global Mining Industry published in August 2014. Headquartered in Cleveland, Ohio, Cliffs is the largest iron ore producer in North America with approximately 20 million equity long tons of annual capacity. In addition, the company participates in the international seaborne iron ore markets through its subsidiary in Australia. Cliffs' operations at Bloom Lake are being restructured under the Canadian Companies' Creditors Arrangement Act CCAA) and in May 2015, its Wabush iron ore operations in Canada, which had been permanently closed, were included in the CCAA filing. For the fiscal year ending Dec. 31, 2016, Cliffs had revenues of $2.1 billion. CLIFFS NATURAL: S&P Raises CCR to 'B' After $591MM Equity Issuance ------------------------------------------------------------------ S&P Global Ratings said it raised its long-term corporate credit rating on Cliffs Natural Resources Inc. to 'B' from 'CCC+' after the company announced a $591 million equity issuance and the tender offer for high-cost debt. The outlook is stable. Cliffs Natural has a reduced debt load and extended maturity profile after incorporating its proposed equity and notes issuance, as well as improved earnings prospects for 2017 and stronger market conditions for iron ore. At the same time, S&P assigned its 'B' rating and '3' recovery rating to the company's proposed $500 million senior unsecured guaranteed notes due 2025. The '3' recovery rating reflects S&P's expectation for meaningful (50% to 70%; at the lower end of the range) recovery in the event of a payment default. S&P also raised its issue-level ratings on Cliffs' ABL credit facility and 8.25% first-lien notes to 'BB-' from 'B'. The recovery rating remains '1', which indicates S&P's expectation for very high (90% to 100%) recovery in the event of a payment default. In addition, S&P raised its issue-level rating on the company's senior unsecured debt to 'CCC+' from CCC-'. The recovery rating on the debt remains '6', reflecting S&P's expectation of negligible (0% to 10%) recovery in the event of default. "The stable outlook reflects our expectation that Cliffs' adjusted debt leverage will improve to at least 5x for the full year 2017, potentially dropping further if iron ore prices remain robust," said S&P Global Ratings credit analyst Chiza Vitta. "These better market conditions should enable Cliffs to generate positive cash flows, maintain adequate liquidity, and access capital markets to improve its maturity profile further." S&P could lower the ratings if Cliffs' leverage rose toward 8x with poor prospects for recovering, which S&P believes could occur with iron ore prices below $50 per metric ton, well below the current spot price of $80 per metric ton. In this scenario, S&P would expect sharply weaker EBITDA interest below 2x and break-even free cash flow. S&P could raise the ratings if the company improves adjusted debt to EBITDA below 5x on a sustained basis in 2017, which S&P believes could occur if iron ore prices remain solid with a favorable outlook for 2018. COMSTOCK MINING: Van Den Berg Holds 17% Equity Stake as of Dec. 31 ------------------------------------------------------------------ Van Den Berg Management I, Inc., disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2016, it beneficially owns 31,584,470 shares of common stock, par value $0.000666 per share, of Comstock Mining Inc. representing 17.12 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at: https://is.gd/5bHNJr About Comstock Mining Virginia City, Nev.-based Comstock Mining Inc. is a Nevada-based, gold and silver mining company with extensive, contiguous property in the historic Comstock district. The Company began acquiring properties in the Comstock District in 2003. Since then, the Company has consolidated a substantial portion of the Comstock district, secured permits, built an infrastructure and brought the exploration project into test mining production. The Company continues acquiring additional properties in the Comstock district, expanding its footprint and creating opportunities for exploration and mining. The goal of the Company's strategic plan is to deliver stockholder value by validating qualified resources (measured and indicated) and reserves (probable and proven) of 3,250,000 gold equivalent ounces by 2013, and commencing commercial mining and processing operations by 2011, with annual production rates of 20,000 gold equivalent ounces. Comstock Mining reported a net loss available to common shareholders of $15.9 million on $18.5 million of total revenues for the year ended Dec. 31, 2015, compared to a net loss available to common shareholders of $13.3 million on $25.6 million of total revenues for the year ended Dec. 31, 2014. As of Sept. 30, 2016, the Company had $36.24 million in total assets, $18.82 million in total liabilities and $17.41 million in total stockholders' equity. COMSTOCK RESOURCES: Carl Westcott Reports 7.13% Stake as of Feb. 6 ------------------------------------------------------------------ Carl H. Westcott disclosed in an amended Schedule 13D filed with the Securities and Exchange Commission that as of Feb. 6, 2017, he beneficially owns 959,800 shares of common stock, par value $0.50 per share, of Comstock Resources, Inc., representing 7.13 percent of the shares outstanding. The Amendment No. 13 was filed to reflect a change aggregating more than one percent in the beneficial ownership of the outstanding Common Stock in which Carl H. Westcott may be deemed to have a beneficial interest. After accounting for all purchases of Common Stock of the Reporting Persons since the filing of Amendment No. 12 (the period of Jan. 27, 2017, through Feb. 6, 2017), a net 135,000 shares of Common Stock were purchased by Carl H. Westcott during such period on his own behalf and on behalf of certain other reporting persons for an aggregate price of approximately $1,610,734. Carl H. Westcott has shared discretionary authority to purchase and dispose of shares of Common Stock under various accounts for the benefit of the following persons, who directly hold the following amounts of shares of Common Stock: Court H. Westcott, 4,000 shares; Carla Westcott, 5,000 shares; Peter Underwood, 5,250 shares; Francisco Trejo, Jr., 2,050 shares; and Rosie Greene, 1,000 shares. Carl H. Westcott does not exercise any voting power over any those shares of Common Stock owned by the aforementioned individuals and expressly disclaims beneficial ownership of such shares. A full-text copy of the regulatory filing is available at: https://is.gd/m0sEtL About Comstock Resources Comstock Resources, Inc. is an independent energy company based in Frisco, Texas and is engaged in oil and gas acquisitions, exploration and development primarily in Texas and Louisiana. The Company's stock is traded on the New York Stock Exchange under the symbol CRK. The Company reported a net loss of $1.04 billion for the year ended Dec. 31, 2015, compared to a net loss of $57.11 million for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Comstock had $885.5 million in total assets, $1.10 billion in total liabilities and a total stockholders' deficit of $220 million. * * * As reported by the TCR on Sept. 23, 2016, S&P Global Ratings raised its corporate credit rating on Comstock Resources Inc. to 'CCC+' from 'SD' (selective default). The outlook is negative. "The rating actions on Comstock are in conjunction with the Sept. 6, 2016, close of their comprehensive debt exchange and our assessment of the company's revised capital structure and credit profile," said S&P Global Ratings credit analyst Aaron McLean. Comstock Resources carries a 'Caa2' corporate family rating from Moody's Investors Service. COMSTOCK RESOURCES: Dimensional Fund Ceases as Shareholder ---------------------------------------------------------- Dimensional Fund Advisors LP disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2016, it has ceased to be the beneficial owner of shares of common stock of Comstock Resources Inc. A full-text copy of the regulatory filing is available for free at: https://is.gd/HBLJll About Comstock Resources Comstock Resources, Inc. is an independent energy company based in Frisco, Texas and is engaged in oil and gas acquisitions, exploration and development primarily in Texas and Louisiana. The Company's stock is traded on the New York Stock Exchange under the symbol CRK. The Company reported a net loss of $1.04 billion for the year ended Dec. 31, 2015, compared to a net loss of $57.11 million for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Comstock had $885.5 million in total assets, $1.10 billion in total liabilities and a total stockholders' deficit of $220 million. * * * As reported by the TCR on Sept. 23, 2016, S&P Global Ratings raised its corporate credit rating on Comstock Resources Inc. to 'CCC+' from 'SD' (selective default). The outlook is negative. "The rating actions on Comstock are in conjunction with the Sept. 6, 2016, close of their comprehensive debt exchange and our assessment of the company's revised capital structure and credit profile," said S&P Global Ratings credit analyst Aaron McLean. Comstock Resources carries a 'Caa2' corporate family rating from Moody's Investors Service. COMSTOCK RESOURCES: T. Rowe Price Holds 11.9% Stake as of Dec. 31 ----------------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, T. Rowe Price Associates, Inc. disclosed that as of Dec. 31, 2016, it beneficially owns 1,604,995 shares of common stock of Comstock Resources Inc. representing 11.9 percent of the shares outstanding. T. Rowe Price New Era Fund, Inc., also reported beneficial ownership of 829,434 common shares as of that date. A full-text copy of the regulatory filing is available at: https://is.gd/AgsBj5 About Comstock Resources Comstock Resources, Inc. is an independent energy company based in Frisco, Texas and is engaged in oil and gas acquisitions, exploration and development primarily in Texas and Louisiana. The Company's stock is traded on the New York Stock Exchange under the symbol CRK. The Company reported a net loss of $1.04 billion for the year ended Dec. 31, 2015, compared to a net loss of $57.11 million for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Comstock had $885.5 million in total assets, $1.10 billion in total liabilities and a total stockholders' deficit of $220 million. * * * As reported by the TCR on Sept. 23, 2016, S&P Global Ratings raised its corporate credit rating on Comstock Resources Inc. to 'CCC+' from 'SD' (selective default). The outlook is negative. "The rating actions on Comstock are in conjunction with the Sept. 6, 2016, close of their comprehensive debt exchange and our assessment of the company's revised capital structure and credit profile," said S&P Global Ratings credit analyst Aaron McLean. Comstock Resources carries a 'Caa2' corporate family rating from Moody's Investors Service. CONNTECH PRODUCTS: TD Bank to be Paid from Asset Sale Proceeds -------------------------------------------------------------- Conntech Products Corp. filed with the U.S. Bankruptcy Court for the District of Connecticut its second amended disclosure statement and accompanying plan of reorganization. Under the Plan, the allowed secured claims of Class 2 - TD Bank, N.A. (totaling $2,533,623.57), and Class 3 - TD Bank, N.A. (totaling $1,176,537.17) will be paid from the proceeds of the asset sale. Classes 2 and 3 are impaired by the Plan. The Class 2 claim of TD for Loan 1, which matures on Jan. 12, 2023, and Class 3 claim of TD for Loan 2, which matures on Feb. 15, 2016, both secured by all of the Debtor's assets, will only receive the proceeds from the asset sale toward its claim and the proceeds from the sale of 248 Sandbank Road, Cheshire, Connecticut, which is $315,000 less the customary adjustments as are more particularly identified in the court order authorizing the sale. The Debtor made payments toward Loans 1 and 2 during the pendency of the Chapter 11 case. As of Feb. 7, 2017, the balance of principal and interest after application of all payments received for Loan 1 was $2,127,481.96, while payments received for Loan 2 was $309,508.90. Class 9 Allowed General Unsecured Claims total $408,912.18 and holders of these claims will receive a pro rata distribution of their allowed claim through the Plan. The Debtor is no longer operating and does not have a stream of income to fund a plan of reorganization other than the funds that TD Bank, N.A., agreed to provide as part of the carve out. TD Bank has agreed to a carve out of $250,000. Those funds will provide for payment of the administrative claims, priority claims, and $45,000.10 for distribution to the general unsecured claim holders pursuant to an agreement reached between TD Bank and the counsel for the official committee of unsecured creditors. If there was no care out by TD Bank, there would not be any funds available for unsecured creditors as TD Bank holds a secured claim against the Debtor, through the two loans that total approximately $3.70 million, prior to the application of any payments made during the pendency of this case. There is no alternative to the Plan that will provide any funds to unsecured creditors. The Second Amended Disclosure Statement is available at: http://bankrupt.com/misc/ctb15-30397-346.pdf As reported by the Troubled Company Reporter on Jan. 10, 2017, the Debtor filed with the Court its first amended disclosure statement and accompanying plan of reorganization, which provided for payment in full to all secured and priority creditors, as well as a partial distribution to the general unsecured class. Class 9 Allowed General Unsecured Claims -- totaling $406,474 -- is impaired under the Plan. Holders would receive a pro rata distribution of their allowed claim through that plan. The approximate total of the claims in this class is $406,474. About ConnTech Products Corporation ConnTech Products Corporation originally commenced its business operations in Oct. 30, 1973. It provided manufacturing and machined components for products in the medical, military, aerospace, firearms and commercial industries. The Debtor's involvement with customers ranged from design, development, engineering, machining of parts and assembly of finished products. The Debtor operated for years out of its facility located at 248 Sandbank road, Cheshire, Connecticut. In 2011, the Debtor was contacted by Colt Manufacturing to produce certain components for its firearm business. The Debtor needed to expand its manufacturing and business operations in its present location. The initial Colt contract was for approximately $3.5 million a year. Expansion was funded by loans from TD Bank, N.A. In December 2014, Colt Manufacturing ceased its business relationship with the Debtor. The Debtor filed a voluntary Chapter 11 petition (Bankr. D. Conn. Case No. 15-30397) on March 19, 2015. The petition was signed by Mark S. Fenney, president. The Hon. Julie A. Manning oversees the case. Neil Crane, Esq., at the Law Offices of Neil Crane, LLC, serves as counsel to the Debtor. The Debtor estimated assets of $1 million to $10 million and liabilities of $500,000 to $1 million. COSI INC: Hikes Interim CEO's Salary to $25,000 Per Month --------------------------------------------------------- Cosi, Inc., entered into an amendment to the engagement letter dated Sept. 27, 2016, with The O'Connor Group, Inc., regarding the engagement of TOG, specifically Mr. Edward Schatz, by the Company. As disclosed in the Current Report on Form 8-K filed Feb. 6, 2017, in addition to serving as the acting CFO of the Company's bankruptcy estates, Mr. Schatz has been appointed and agreed to serve, as the acting CEO of the Company, effective as of Jan. 6, 2017, and continuing until the effective date of the Company's plan of reorganization. The Amendment memorializes the adjusted terms of TOG's and Mr. Schatz' engagement, subject to approval of the Bankruptcy Court, as disclosed in the Current Report on Form 8-K filed Feb. 7, 2017. For his services as acting CEO of the Company, while continuing to serve as acting CFO of the Company, the Company agrees to increase Mr. Schatz's compensation under the Agreement to a flat fee of $25,000 per month, effective on the date of his appointment, subject to approval of the Bankruptcy Court. While serving as acting CEO of the Company, Mr. Schatz will report to the Company's board of directors. About Cosi, Inc. Cosi, Inc., is an international fast-casual restaurant company featuring its crackly-crust flatbread made fresh throughout the day and specializing in a variety of made-to-order hot and cold sandwiches, salads, bowls, breakfast wraps, "Squagels" (square bagels), melts, soups, flatbread pizzas, S'mores, snacks, deserts and a large offering of handcrafted, coffee-based, and specialty beverages. Cosi prides itself on using the best ingredients, including foods containing high quality proteins, and products devoid of high-fructose corn-syrup and preservatives and additives. Cosi, the parent company of all the Debtors, was first established in New York in 1996 and incorporated in Delaware in 1998. In 2002, Cosi became publicly traded company on the Nasdaq exchange under the symbol "COSI". Cosi, Inc., and its affiliated debtors filed Chapter 11 petitions (Bankr. D. Mass. Lead Case No. 16-13704-MSH) on Sept. 28, 2016. The cases are assigned to Judge Melvin S. Hoffman. Prior to the Petition Date, the Debtors had 72 debtor-owned locations and 35 franchised locations and employed 1,555 people. The Debtors tapped Joseph H. Baldiga, Esq. and Paul W. Carey, Esq., at Mirick, O'Connell, DeMallie & Lougee, LLP, as counsel; and DLA Piper LLP (US) as special counsel. The Debtors hired The O'Connor Group as their financial consultant; BDO USA, LLP as auditor and accountants; and Randy Kominsky of Alliance for Financial Growth, Inc., as chief restructuring officer. The U.S. Trustee appointed an Official Committee of Unsecured Creditors composed of: Robert J. Dourney, Honor S. Heath of Nstar Electric Company, and Paul Filtzer of SRI EIGHT 399 Boylston. The Creditors Committee is represented by Lee Harrington, Esq., at Nixon Peabody LLP. Deloitte Financial Advisory Services LLP serves as financial advisor for the Committee. COSI INC: Signs Contractor Agreement with Acting CFO ---------------------------------------------------- Cosi, Inc., entered into an independent contractor agreement with Chad Fitzhugh, effective as of Dec. 20, 2016, to serve as the Company's acting chief financial officer of Company operations, effective as of Dec. 20, 2016, and memorializing the terms of his engagement, as disclosed in the Current Report on Form 8-K filed Dec. 28, 2016. About Cosi, Inc. Cosi, Inc., is an international fast-casual restaurant company featuring its crackly-crust flatbread made fresh throughout the day and specializing in a variety of made-to-order hot and cold sandwiches, salads, bowls, breakfast wraps, "Squagels" (square bagels), melts, soups, flatbread pizzas, S'mores, snacks, deserts and a large offering of handcrafted, coffee-based, and specialty beverages. Cosi prides itself on using the best ingredients, including foods containing high quality proteins, and products devoid of high-fructose corn-syrup and preservatives and additives. Cosi, the parent company of all the Debtors, was first established in New York in 1996 and incorporated in Delaware in 1998. In 2002, Cosi became publicly traded company on the Nasdaq exchange under the symbol "COSI". Cosi, Inc., and its affiliated debtors filed Chapter 11 petitions (Bankr. D. Mass. Lead Case No. 16-13704-MSH) on Sept. 28, 2016. The cases are assigned to Judge Melvin S. Hoffman. Prior to the Petition Date, the Debtors had 72 debtor-owned locations and 35 franchised locations and employed 1,555 people. The Debtors tapped Joseph H. Baldiga, Esq. and Paul W. Carey, Esq., at Mirick, O'Connell, DeMallie & Lougee, LLP, as counsel; and DLA Piper LLP (US) as special counsel. The Debtors hired The O'Connor Group as their financial consultant; BDO USA, LLP as auditor and accountants; and Randy Kominsky of Alliance for Financial Growth, Inc., as chief restructuring officer. The U.S. Trustee appointed an Official Committee of Unsecured Creditors composed of: Robert J. Dourney, Honor S. Heath of Nstar Electric Company, and Paul Filtzer of SRI EIGHT 399 Boylston. The Creditors Committee is represented by Lee Harrington, Esq., at Nixon Peabody LLP. Deloitte Financial Advisory Services LLP serves as financial advisor for the Committee. CRISTALEX INC: Wants Plan Filing Period Extended to May 3 --------------------------------------------------------- Cristalex, Inc., Felix V. Rolon Latorre, and Marta L. Pagan Batista ask the U.S. Bankruptcy Court for the District of Puerto Rico to extend their exclusive periods for filing a disclosure statement and plan of reorganization through May 3, 2017. The Debtors also ask the Court to extend their exclusive period to secure the votes to confirm their plan of reorganization to 60 days after the Order granting the approval of the disclosure statement is entered. Absent an extension, Cristalex's exclusive period to file its disclosure statement and plan of reorganization would have expired on February 7, 2017. The Individual Debtors' period to file their disclosure statement and plan of reorganization is set to expire on March 29, 2017. The Debtors relate that in Cristalex's case, the deadline for all creditors to file their claims was on December 19, 2016, and the deadline for government entities to file their claims was on February 8, 2017. The Debtors further relate that in the Indvidual Debtors' case, the deadline for all creditors to file their claims was on February 6, 2017, and the deadline for government entities is on April 3, 2017. The Debtors contend that it is indispensable for them to be able to reconcile all claims in order to propose a complete, viable and effective plan that account for all claims. The Debtors further contend that they are in the process of conducting negotiations with key creditors that are necessary in order to propose the plan. The Debtors tell the Court that due to the need of reconciling all timely filed claims and concluding negotiations with creditors, Debtors are not in a position at this juncture to file its Disclosure Statement and Plan of Reorganization. About Cristalex, Inc. Cristalex, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 16-06385) on August 11, 2016. The petition was signed by Marta Pagan Batista, president. The Debtor is represented by Myrna L. Ruiz-Olmo, Esq., at MRO Attorneys at Law, LLC. At the time of the filing, the Debtor estimated assets at $100,001 to $500,000 and liabilities at $500,001 to $1 million. The Debtor engaged Falcon-Sanchez & Associates, PSC as accountant. D.J. SIMMONS: Hires Chandler & Company as Accountants ----------------------------------------------------- D.J. Simmons Company Limited Partnership, et al., seek authority from the U.S. Bankruptcy Court for the District of Colorado to employ Chandler & Company as accountant to the Debtor. D.J. Simmons requires Chandler & Company LLP to provide tax and accounting consultation, including the preparation and filing of federal and state income tax returns and other requisite documents on behalf of the Debtors. Chandler & Company LLP will be paid at the hourly rate of $80-$270. Chandler & Company LLP will also be reimbursed for reasonable out-of-pocket expenses incurred. Ethan J. Birnberg, a member of Chandler & Company LLP assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) are not creditors, equity security holders or insiders of the Debtor; (b) have not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) do not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Chandler & Company LLP can be reached at: Ethan J. Birnberg CHANDLER & COMPANY LLP 600 17 th Street, Suite 1800 South Denver, CO, 80202-5441 Tel: (303) 573-5990 Faxs: (303) 573-1956 E-mail: ebirnberg@linquist.com About D.J. Simmons Company Limited Partnership Farmington, New Mexico-based D.J. Simmons Inc. -- http://www.djsimmons.com/-- is an independent oil and gas exploration and production company. D.J. Simmons and its affiliates have oil and natural gas reserves from approximately 100 wells operated by DJS, Inc., and 500 wells operated by third parties in Colorado, New Mexico, Utah, and Texas. Kimbeto Resources, LLC, owns 13 wells in Rio Arriba County, New Mexico. DJS, Inc., also operates the wells owned by Kimbeto. D.J. Simmons Company Limited Partnership holds most of the oil and gas and other assets. Kimbeto holds oil, gas, and other related assets on land owned by the Jicarilla Apache Tribe. DJS, Inc, operates the Assets and employs a small administrative staff. DJS Co. LP, Kimbeto and DJS, Inc., filed Chapter 11 petitions (Bankr. D. Colo. Case Nos. 16-11763, 16-11765 and 16-11767) on March 1, 2016. The cases are jointly administered under Lead Case No. 16-11763. The petitions were signed by John Byrom, president of DJS, Inc. DJS Co. LP disclosed $9.94 million in total assets and $12.9 million in total liabilities. Kimbeto disclosed $976,190 in total assets and $9.81 million in total liabilities. Ethan Birnberg, Esq., at Lindquist & Vennum LLP, serves as the Debtors' counsel. D.L.A. OWNERSHIP: Hires Feinsilver as Counsel --------------------------------------------- D.L.A. Ownership Corp., seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to employ the Law Office of Richard S. Feinsilver as counsel to the Debtor. D.L.A. Ownership requires Feinsilver to: (a) prepare and file the Chapter 11 petition, schedules and statements; (b) negotiate with creditors, as required; (c) attend at all Section 341(a) meetings with creditors and the U.S. Trustee; (d) prepare the Plan, Disclosure Statement and all amendments to same, as required; (e) attend at all hearings, including hearings on status, disclosure statement and confirmation; (f) review monthly financial statements status conferences with client, as required; and (g) attend post confirmation conferences with the U.S. Trustee and creditors, if required. Feinsilver will be paid at the hourly rate of $350. Feinsilver will be paid a retainer in the amount of $7,500, plus filing fee of $1,717. Feinsilver will also be reimbursed for reasonable out-of-pocket expenses incurred. Richard S. Feinsilver, member of the Law Office of Richard S. Feinsilver, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Feinsilver can be reached at: Richard S. Feinsilver, Esq. LAW OFFICE OF RICHARD S. FEINSILVER One Old Country Road, Suite 125 Carle Place, NY 11514 Tel: (516) 873-6330 About D.L.A. Ownership Corp. D.L.A. Ownership Corp. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 16-75818) on December 14, 2016. The petition was signed by Michael N. Alexander, president. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. DAVID'S BRIDAL: Bank Debt Trades at 15% Off ------------------------------------------- Participations in a syndicated loan under David's Bridal Inc. is a borrower traded in the secondary market at 85.21 cents-on-the-dollar during the week ended Friday, Feb. 3, 2017, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.86 percentage points from the previous week. David's Bridal pays 375 basis points above LIBOR to borrow under the $0.52 billion facility. The bank loan matures on Oct. 11, 2019 and carries Moody's B3 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Feb. 3. DEPENDABLE AUTO: Can Get ADESA DIP Loan on Final Basis ------------------------------------------------------ Judge Barbara J. Houser of the U.S. Bankruptcy Court for the Northern District of Texas authorized Dependable Auto Shippers, Inc. and its affiliated Debtors to use cash collateral and obtain post-petition financing from ADESA, Inc. on a final basis. The Debtors owe ADESA $1,070,960, plus interest, fees and expenses pursuant to a pre-petition Credit Agreement. The Debt was secured by a first priority security interest in all of the Debtors' assets. The Debtors also owe ADESA the current aggregate outstanding principal amount of $6,076,478, plus interest, fees and expenses, pursuant to the purchase by ADESA of all of the interest of Independent Bankers Capital Fund II, L.P. and Paragon Mezzanine Finance Group, LLC in a certain Securities Purchase Agreement. The debt was originally secured by certain assets and shares of capital stock of Dependable Auto Shippers. Dependable Auto Shippers repurchased all shares of capital stock of Dependable Auto Shippers pursuant to a Securities Repurchase Agreement between the Assignors and Dependable Auto Shippers on December 19, 2016, and consequently, the Paragon Pre-Petition Collateral no longer includes any equity interests in Dependable Auto Shippers. The Debtors contended that ADESA is a valid and perfected pre-petition, first priority secured creditor in all of their assets. ADESA was granted replacement security interests in and liens upon all post-petition collateral to the same extent, validity, and priority as the security interests held by ADESA in the Pre-Petition Collateral as of the Petition Date, subject to the Carve-Out. ADESA was also granted a super priority administrative expense claim, which will be payable from all pre-petition and post-petition property of the Debtors and their estates and their proceeds. The Debtors were authorized to obtain a debtor-in-possession revolving credit facility in an aggregate basis of no more than $2.6 million. The Debtors were authorized to incur the obligations under the DIP Credit Agreement solely: (1) in accordance with the terms and provisions of the DIP Credit Agreement and the Court's Final Order; (2) to pay the expenses enumerated in the Approved Budget, to the extent required, including the Carve-Out, as and when such expenses become due and payable; and (3) to pay the interest as contemplated by the DIP Credit Agreement. The obligations under the DIP Credit Agreement will bear interest at 12% per annum, and will mature in full upon the occurrence of a Termination Event. The Obligations were granted superpriority administrative expense status, with priority over all costs and expenses of administration of the Chapter 11 case that are incurred under any provision of the Bankruptcy Code, subject to the Carve-Out. ADESA was granted liens on the collateral on a post-petition basis to secure the Obligations, that are first priority senior secured liens. The Debtors were directed to comply with the following milestones: (a) Debtors will have filed with the Court a plan of reorganization in form and substance acceptable to ADESA that gives effect to the terms of the Court's Final Order and the DIP Credit Agreement and a disclosure statement in form and substance acceptable to ADESA, on or before January 27, 2017. (b) Either the Disclosure Statement will have been approved by the Court, or, in the alternative Debtors' will have filed a motion to effectuate the sale process for all or substantially all of Debtors' assets on terms acceptable to ADESA pursuant to Bankruptcy Code Section 363, in either case on or before March 10, 2017. (c) Either the Plan will have been confirmed by the Court or, in the alternative, an Order approving the 363 Sale will have been entered by the Court on or before April 21, 2017. (d) The effective date of the Plan or the closing of a 363 Sale will have occurred on or before May 6, 2017. The Carve-Out consists of: (a) all fees required to be paid to the Clerk of the Court and to the United States Trustee, plus interest; and (b) all accrued and unpaid fees, disbursements, costs and expenses of professionals or professional firms retained by the Debtors and any Committee formed in the Chapter 11 Case accrued or incurred at any time before or on the date and time of the delivery by ADESA of a Carve-Out Trigger Notice, whether allowed by the Court prior to or after delivery of a Carve-Out Trigger Notice, plus fees, costs, and expenses incurred by the aforementioned professionals after the date of the Carve-Out Trigger Notice in an amount not to exceed $50,000 in the aggregate. A full-text copy of the Final Order, dated February 6, 2017, is available at http://bankrupt.com/misc/DependableAuto2016_1634855bjh11_109.pdf About Dependable Auto Shippers, Inc. Dependable Auto Shippers, Inc.'s history dates back to 1954 when Sam London formed Dependable Car Travel Services in the heart of New York City. In 1990, DAS became a full-service vehicle transportation carrier, and over the years, grew into a fleet of auto carriers, created a network of more than 97 storage facilities and created a proprietary web presence. In 2004, DAS' transport fleet peaked at 122 trucks. Dependable Auto Shippers, Inc., and related entities DAS Global Services, Inc., and DAS Government Services, LLC filed chapter 11 petitions (Bankr. N.D. Tex. Case Nos. 16-34855-11, 16-34857-11, and 16-34858-11) on Dec. 21, 2016. The Debtors are represented by D. Michael Lynn, Esq., John Y. Bonds, III, Esq., and Joshua N. Eppich, Esq., at Bonds Ellis Eppich Schafer Jones LLP. DEXTERA SURGICAL: Reports Fiscal 2017 Q2 Financial Results ---------------------------------------------------------- Dextera Surgical Inc. announced financial results for its fiscal second quarter and six months ended Dec. 31, 2016. Management will hold a conference call at 4:30 p.m. Eastern Time to discuss financial results and provide an update on the Company's business. "As we begin to extend our commercial reach, we are pleased to see increasing demand for the MicroCutter 5/80 surgical stapler, both in Europe and the United States," said Julian Nikolchev, president and CEO of Dextera Surgical Inc. "Adding sales staff in the U.S. and initiating sales in Spain in partnership with B. Braun Surgical S.A. will further raise visibility of the MicroCutter 5/80. In addition, we have expanded our efforts to explore opportunities to raise additional capital through strategic relationships or other means." Recent Highlights and Accomplishments: * The MicroCutter 5/80 was highlighted as a tool to help enable less invasive lung surgery procedures at the Society of Thoracic Surgeons 2017 annual meeting in January. Joel Dunning, M.D., thoracic surgeon at James Cook University Hospital in the UK, demonstrated how the MicroCutter 5/80 helps enable both the subxiphoid and subcostal uniportal lobectomy procedures as well as a new procedure called the microlobectomy. * Also, at the Society of Thoracic Surgeons 2017 annual meeting, Husam Balkhy, M.D., director, minimally invasive and robotic cardiac surgery at the University of Chicago Medicine, presented his experience with Dextera Surgical's C-Port Distal Anastomosis System at the CABG "How To" Video Session. Dr. Balkhy has completed over 500 Totally Endoscopic Coronary Artery Bypass (TECAB) procedures with Dextera Surgical's C- Port Flex-A system and Intuitive Surgical's da Vinci Surgical System. These TECAB surgeries are done on a beating heart without a sternotomy and are much less invasive than typical CABG surgeries. * Dextera Surgical added two new U.S.-based sales support staff as part of our plan to expand commercial presence by adding two to three sales support staff per quarter. * Continued the co-development program with Intuitive Surgical to develop a surgical stapler and cartridge for use with Intuitive's da Vinci Surgical System. * Enrolled additional patients and added new sites for the MicroCutter-Assisted Thoracic Surgery Hemostasis (MATCH) post-market surveillance registry to evaluate the hemostasis and ease-of-use for the MicroCutter 5/80. This is a prospective, open-label, multi-center registry. Dextera Surgical expects to enroll up to 120 patients requiring surgical stapling during a lobectomy or segmentectomy at leading centers in the U.S. and Europe. * Engaged JMP Securities LLC to explore a full range of strategic alternatives including a possible sale of the company. Fiscal 2017 Second Quarter and First Six Months Ended December 31, 2016, Financial Results Total revenue was approximately $0.8 million for the fiscal 2017 second quarter compared with $0.7 million for the fiscal 2016 second quarter. Total product sales were $0.7 million for both the fiscal 2017 and fiscal 2016 second quarters. MicroCutter sales were approximately $284,000 in the fiscal 2017 second quarter compared to $108,000 in the comparable quarter last year and $56,000 in the first quarter of this fiscal year, demonstrating positive uptake and in line with the forecast in our corporate update press release on Jan. 5, 2017. Total license and royalty revenue for the fiscal 2017 second quarter was $104,000 compared with $17,000 in royalty revenue for the fiscal 2016 second quarter. Total operating costs and expenses for the fiscal 2017 second quarter were $4.3 million, compared with $4.7 million for the same period of fiscal 2016. Cost of product sales was approximately $0.9 million for both the fiscal 2017 and fiscal 2016 second quarters. Research and development expenses were $1.4 million for the fiscal 2017 second quarter, compared with $1.6 million for the fiscal 2016 second quarter. Selling, general and administrative expenses were $2.0 million for the fiscal 2017 second quarter, compared with $2.2 million for the fiscal 2016 second quarter. The net loss for the fiscal 2017 second quarter was approximately $3.6 million, or $0.41 per share, compared with a net loss of approximately $4.1 million, or $0.46 per share, for the fiscal 2016 second quarter. Cash, cash equivalents and investments as of Dec. 31, 2016, were approximately $5.8 million, compared with approximately $9.0 million at Sept. 30, 2016. As of Dec. 31, 2016, there were approximately 8.9 million shares of common stock outstanding and 191,474 shares of Series A convertible preferred stock outstanding. Milestones Management's key objectives in the near term: * Demonstrate clinical adoption of the MicroCutter 5/80 for Video-Assisted Thoracic Surgery (VATS) by 15 key opinion leaders (KOLs) in the U.S. and 15 KOLs in the EU in the current quarter; * Expand the number of reordering surgeons to 75 in the second quarter of calendar 2017; * Complete enrollment of patients in the MATCH Registry Trial in the second quarter of calendar 2017; * Demonstrate success in Spain with the B. Braun collaboration throughout calendar 2017; * Optimize supply chain and establish production capacity of 120 MicroCutters per week by the end of the current quarter; * Continue advancement of co-development project with Intuitive Surgical to develop new robotic stapler based on MicroCutter technology; * Explore a full range of financing and strategic alternatives, including a possible sale of the company; and * Establish Dextera Surgical's product pipeline, including final design of the next generation MicroCutter to expand use and achieve cost goals in calendar 2017. A full-text copy of the press release is available for free at: https://is.gd/eog5SB About Dextera Surgical Inc. Dextera Surgical Inc., formerly Cardica, Inc., is focused on the commercialization and development of microcutter product line intended for use by surgeons. The Company is engaged in commercializing and developing MicroCutter XCHANGE 30 based on its staple-on-a-strip technology for use by thoracic, pediatric, bariatric, colorectal and general surgeons. Its MicroCutter XCHANGE 30 is a cartridge based microcutter device with around five millimeter shaft diameter and around 30 millimeter staple line cleared for use in the United States for specific indications for use, and in the European Union for a range of indications for use. Dextera reported a net loss of $15.98 million in 2015, a net loss of $19.18 million in 2014 and a net loss of $16.96 million in 2013. As of Sept. 30, 2016, Dextera had $12.06 million in total assets, $8.43 million in total liabilities and $3.62 million in total stockholders' equity. BDO USA, LLP, in San Jose, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has suffered recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. DIRECT MEDIA: Can Continue Using Cash Collateral Until Feb. 10 -------------------------------------------------------------- Judge Timothy A. Barnes of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Direct Media Power, Inc., to use cash collateral on an interim basis through February 10, 2017. The approved Budget covers the period from November 28, 2016 through January 15, 2017, and provided for total expenses in the amount of $238,460. Judge Barnes prohibited the Debtor from using any of the other Direct Media Power, Inc. DMP, Teleservices and Teldebt Solutions, Inc. bank accounts for any purpose. He further prohibited the Debtor from making any transfers to affiliate companies owned in whole or in party by Dean Tucci, including but not limited to: Dang Enterprises LLC, Federal Tax Relief, and Teldebt Solutions, Inc. A full-text copy of the Interim Order, entered on February 7, 2017, is available at https://is.gd/wzp1gW About Direct Media Power Established in 2010 and located Wood Dale, Illinois, Direct Media Power, Inc., also known as DMP Teleservices, Inc., is a large privately owned liquidator of unsold prime commercial radio airtime nationwide. Direct Media Power sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 16-36934) on Nov. 21, 2016. The petition was signed by Dean Tucci, president. Judge Timothy A. Barnes is assigned to the case. At the time of filing, the Debtor estimated assets of $100,000 to $500,000 and debt of $1 million to $10 million. Initially, the Debtor was represented by Adam S. Tracy, Esq., at The Tracy Firm, Ltd. The Debtor hired Neal L. Wolf, Esq. and Paul H. Deese, Esq., at Tetzlaff Law Offices, LLC to replace its former counsel. DIRECTBUY HOLDINGS: Needs Until May 30 to File Chapter 11 Plan -------------------------------------------------------------- DirectBuy Holdings Inc. and its affiliated debtors ask the U.S. Bankruptcy Court for the District of Delaware to extend by 90 days the exclusive periods during which only the Debtors may file and solicit acceptances of a chapter 11 plan, or until May 30, 2017 and August 1, 2017, respectively. The Debtors relate that on the Petition Date they have sought the Court's approval of the sale of substantially all of their assets to Derby SPV, Inc., or to the bidder with the highest and best bid at the auction. Since the Petition Date, the Debtors and their professionals devoted significant time on the Sale Transaction, including facilitating due diligence, management meetings, travelling to Canada, and negotiations with potential bidders. Subsequently, the Court approved the "Stalking Horse" Asset Purchase Agreement as well as the procedures in connection with the Sale Transaction. A hearing to approve the Sale Transaction originally was scheduled for January 24, 2017. However, the Debtors, in consultation with their advisors and other parties in interest, extended the bid deadline and adjourned the auction and sale hearing to afford potential bidders additional time to complete their due diligence and submit a conforming bid. The sale hearing is now scheduled for February 13, 2017, and the Debtors reasonably expect to close on the Sale Transaction by the end of February 2017. A hearing will be held on March 3, 2017 at 10:00 a.m. to consider the Debtor's exclusivity extension request. Any objections are due by February 24, 2017. About DirectBuy Holdings DirectBuy Holdings Inc., headquartered in Merrillville, Indiana, is a membership buying club that operates under a franchise business model. DirectBuy Holdings, Inc., United Consumers Club, Incorporated, DirectBuy, Inc., Beta Finance Company, Inc., UCC Distribution, Inc., U.C.C. Trading Corporation, National Management Corporation, and UCC of Canada, Inc., each filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 16-12435) on Nov. 1, 2016. The Debtors are represented by Marion M. Quirk, Esq., Nicholas J. Brannick, Esq., Michael D. Sirota, Esq., Ilana Volkov, Esq., Felice R. Yudkin, Esq., at Cole Schotz P.C. Prime Clerk LLC serves as their claims and noticing agent. Carl Marks & Co. serves as their financial advisor. Judge Christopher S. Sontchi has been assigned the cases. DirectBuy Holdings estimated $100 million to $500 million in both assets and liabilities. The petitions were signed by Michael P. Bornhorst, chief executive officer. The Company's Canadian subsidiaries were slated on Nov. 2, 2016, to commence proposal proceedings under the Bankruptcy and Insolvency Act to obtain an Order from the Ontario Superior Court of Justice approving proposals to be made by the Canadian Subsidiaries to their respective creditors under Part III of the BIA. Andrew R. Vara, Acting U.S. Trustee for Region 3, appointed five creditors of DirectBuy Holdings, Inc., to serve on the official committee of unsecured creditors. EAGLE HARBOR: Northwater to Sell Patents on February 20 ------------------------------------------------------- Secured creditor Northwater Intellectual Property Fund L.P. 2 will sell certain assets of Eagle Harbor Holdings LLC including without limitation certain assets covering areas including infotainment, bluetooth, applications, self-driving vehicles, driver assistance, the AUTOSAR standard, the WAVE standard, smart maps & navigation, collision avoidance, sensor fusion, sensor alignment & situational awareness. A web link to the online patents listing can be found here http://bit.ly/2kolaly The details of the sale are as follows: Date: Feb. 20, 2017 Time: 11:00 a.m. Place: Perkins Coie LLP 1201 Third Avenue, 49th floor Seattle, WA 98101 Eagle Harbor Holdings LLC -- http://www.ehhllc.com-- develops patented technologies and spin them out as operating entities, or sell or license patents. EAST BAY: Wants Court Approval for Wells Fargo Cash Collateral Use ------------------------------------------------------------------ East Bay Dry Cleaners, Inc. asks the U.S. Bankruptcy Court for the Middle District of Florida for authorization to use cash collateral. Wells Fargo Credit Management Group asserts that it has a secured claim by virtue of a first lien on all assets of the estate. Michael and Gail Shapiro assert that they have a secured claim by virtue of a second lien on all assets of the estate. The Debtor's Schedules show that Wells Fargo is owed approximately $1,000,000. The Debtor contends that it needs to use its cash, deposits, and accounts receivable to continue its business operations and to reorganize. The Debtor further contends that if it is not allowed to use cash collateral, it will be unable to operate and its reorganization would be seriously jeopardized. The Debtor proposes to maintain the level of cash collateral that it had on the Petition Date with a variance of 10% of that level, as adequate protection. The Debtor further proposes to continue the pre-petition liens to the extent that they existed on the Petition Date, as well as grant post-petition replacement liens to the same extent and priority in post-petition assets of the same kind and type. A full-text copy of the Debtor's Motion, dated February 6, 2017, is available at http://bankrupt.com/misc/EastBay2017_817bk00557krm_21.pdf Wells Fargo Credit Management Group can be reached at: WELLS FARGO CREDIT MANAGEMENT GROUP Mail Code A1792-018 1620 E Roseville Pkwy., #100 Roseville, CA 95661-3303 Wells Fargo Bank, N.A. is represented by: Stephanie C. Lieb, Esq. TRENAM LAW 101 E. Kennedy Blvd., Suite 2700 Tampa, FL 33602-5150 Mike Shapiro can be reached at: MIKE SHAPIRO 11716 Harbor Side Circle Saint Petersburg, FL 33733 About East Bay Dry Cleaners, Inc. East Bay Dry Cleaners, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M. D. Fla. Case No. 17-00557) on January 24, 2017. The petition was signed by Howard Wolfson, president. The Debtor is represented by David W. Steen, Esq., at David W. Steen, P.A. At the time of the filing, the Debtor estimated assets at $100,000 to $500,000 and liabilities at $1 million to $10 million. EAST COAST FOODS: Trustee Taps Landegger Baron as Labor Counsel --------------------------------------------------------------- Bradley D. Sharp, the Chapter 11 Trustee of East Coast Foods, Inc. seeks authorization from the U.S. Bankruptcy Court for the Central District of California to employ Landegger Baron Law Group, ALC as the Trustee's labor and employment counsel, effective January 1, 2017. The Trustee requires Landegger Baron to advise him generally concerning: (a) daily employment issues, including hiring, firing, promotion, training, and compensation benefits, among other; (b) employment regulations and labor laws; (c) defending the Debtor against labor and employment related litigation; and (d) other matters related to human resources and/or labor and employment issues. Landegger Baron will be paid at these hourly rates: Alfred J. Landegger $380 Partners/Sr. Associates $380 Associates $340 Paralegals $125 Landegger Baron will also be reimbursed for reasonable out-of-pocket expenses incurred. Alfred Landegger, partner of Landegger Baron, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. Landegger Baron can be reached at: Alfred Landegger, Esq. LANDEGGER BARON LAW GROUP, ALC 15760 Ventura Blvd., Suite 1200 Encino, CA 91436 Tel: (818) 986-7561 Fax: (818) 986-5147 About East Coast Foods East Coast Foods Inc., a California corporation, is the owner and operator of four Roscoe' Chicken N' Waffles restaurants in Los Angeles area. East Coast Foods sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 16-13852) on March 25, 2016. The petition was signed by Herbert Hudson, president. The Debtor is represented by Vakhe Khodzhayan, Esq., at KG Law, APC. The case is assigned to Judge Sheri Bluebond. The Debtor estimated assets of $0 to $50,000 and debts of $10 million to $50 million. The Office of the U.S. Trustee on April 29 appointed five creditors of East Coast Foods, Inc., to serve on the official committee of unsecured creditors. Bradley D. Sharp was appointed Chapter 11 trustee of the Debtor's estate on September 28, 2016. EAST COAST FOODS: Trustee Taps Swicker & Associates as Tax Advisor ------------------------------------------------------------------ Bradley D. Sharp, the Chapter 11 Trustee of East Coast Foods, Inc. seeks authorization from the U.S. Bankruptcy Court for the Central District of California to employ Swicker & Associates Accountancy Corporation as his tax advisor, effective December 15, 2016. The Trustee seeks to retain Swicker & Associates to assist him in preparing tax returns, advise him regarding certain tax credits taken by the Debtor and analyze tax ramifications of the Debtor's activities. The Trustee requires Swicker & Associates to: (a) evaluate and analyze prior tax returns; (b) evaluate and analyze tax ramifications of various activities by the Debtor; (c) analyze and advise the Trustee about tax credits asserted by the Debtor, including valuable but uncertain Enterprise Employment Tax Credits; (d) prepare missing tax returns and/or amend prior tax returns; (e) communicate and comply with the IRS' requests; and (f) perform other tax advice and preparation services as required by the Trustee. Swicker & Associates will be paid at these hourly rates: A. Swicker $460 P. Kwok $360 H. Sun $160 H. Murtuza $90 Swicker & Associates will also be reimbursed for reasonable out-of-pocket expenses incurred. Arthur Swicker, partner of Swicker & Associates, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. Swicker & Associates can be reached at: Arthur Swicker SWICKER & ASSOCIATES ACCOUNTANCY CORP. 11620 Wilshire Blvd., Suite 470 Los Angeles, CA 90025 Tel: (818) 343-6400 Fax: (818) 343-5678 About East Coast Foods East Coast Foods Inc., a California corporation, is the owner and operator of four Roscoe' Chicken N' Waffles restaurants in Los Angeles area. East Coast Foods sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 16-13852) on March 25, 2016. The petition was signed by Herbert Hudson, president. The Debtor is represented by Vakhe Khodzhayan, Esq., at KG Law, APC. The case is assigned to Judge Sheri Bluebond. The Debtor estimated assets of $0 to $50,000 and debts of $10 million to $50 million. The Office of the U.S. Trustee on April 29, 2016, appointed five creditors of East Coast Foods, Inc., to serve on the official committee of unsecured creditors. Bradley D. Sharp was appointed Chapter 11 trustee of the Debtor's estate on September 28, 2016. EASTERN OUTFITTERS: Feb. 15 Meeting Set to Form Creditors' Panel ---------------------------------------------------------------- Andy Vara, United States Trustee for Region 3, will hold an organizational meeting on Feb. 15, 2017, at 10:00 a.m. in the bankruptcy case of Eastern Outfitters, Inc. The meeting will be held at: Sheraton Suites 422 Delaware Avenue Wilmington, DE 19801 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. As reported in the Troubled Company Reporter-Latin America on Feb. 8, 2017, Eastern Outfitters, LLC, the holding company of outdoor sports apparel and equipment retailers Bob's Stores and Eastern Mountain Sports, has filed for bankruptcy protection with plans to sell the assets to SportsDirect.com Retail Ltd. as a going concern. ECOARK HOLDINGS: Nepsis Capital Owns 15% Equity Stake as of Feb. 6 ------------------------------------------------------------------ In a regulatory filing with the Securities and Exchange Commission, Nepsis Capital Management, Inc. reported that as of Feb. 6, 2017, it beneficially owns 5,519,464 common shares of Ecoark Holdings, Inc. representing 15.01 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at https://is.gd/UTCjos About Ecoark Holdings Ecoark Holdings, Inc., is a technology solutions company. The Company offers technologies to fight waste in operations, logistics, and supply chains worldwide. It provides pallet-level time and temperature tracking, pre-cool prioritization and monitoring, pallet routing, real-time in-transit monitoring, remote visibility, and quality management solutions. The Company also offers Point Clouds, which creates two dimensional (2d) and three dimensional (3d) digital replications; High definition (HD) photos, a 360 degree rotational bubble image from various project perspectives; 2d Plans that plan and elevates views in CAD/PDF; and 3d models, such as Revit, CAD, Cyclone, 3dS, and others; as well as provides training and consultation services on laser scan and/or creates 2d as-builts or 3d models. For the six months ended June 30, 2016, Ecoark reported a net loss of $8.09 million following a net loss of $5.23 million for the six months ended June 30, 2015. As of Sept. 30, 2016, Ecoark had $20.48 million in total assets, $10.75 million in total liabilities and $9.72 million in total stokholders' equity. "The Company raised $17,320 of additional capital, net of expenses, in a private placement subsequent to the reverse merger transaction on March 24, 2016... The Company's ability to raise additional capital through future equity and debt securities issuances is unknown. Obtaining additional financing, the successful development of the Company's contemplated plan of operations, ultimately, to profitable operations are necessary for the Company to continue operations. The ability to successfully resolve these factors raises substantial doubt about the Company's ability to continue as a going concern," the Company stated in its quarterly report for the period ended Sept. 30, 2016. EM LODGINGS: Seeks Interim Approval to Use Cash Collateral ---------------------------------------------------------- EM Lodgings L.L.C. dba Fairfield Inn & Suites East Peoria asks the U.S. Bankruptcy Court for the Central District of Illinois that it be allowed to use cash collateral. The Debtor requests the Court's authorization to use cash collateral in order to pay its actual and necessary costs and expenses incurred in the ordinary course of its business. The Debtor tells the Court that it is essential that it be allowed to use cash collateral in order to continue its business operations and maintain its real property during these bankruptcy proceedings. The Debtor operates a hotel, which is currently a Marriott franchised Fairfield Inn and Suites. The proposed Budget for the Year 2017 projects total operating expenses in the amount of $672,289. The Debtor believes that its primary secured lender, National Cooperative Bank, N.A., holds a security interest in certain personal property of the Debtor, and may claim security interest in its deposit accounts and receivables. The Debtor proposes to grant National Cooperative Bank a post-petition lien to replace the loss of any pre-petition receivables and a lien against the Debtor-In-Possession deposit accounts. A full-text copy of the Debtor's Motion, dated February 7, 2017, is available at https://is.gd/ftgkhq About EM Lodgings L.L.C. EM Lodgings L.L.C. dba Fairfield Inn & Suites East Peoria filed a Chapter 11 petition (Bankr. C.D. Ill. Case No. 17-80150), on February 6, 2017. The Petition was signed by Gary E. Matthews, manager. The case is assigned to Judge Thomas L. Perkins. The Debtor is represented by Sumner Bourne, Esq., at Rafool, Bourne & Shelby, P.C. At the time of filing, the Debtor had both assets and liabilities estimated at $1 million to $10 million each. EMERALD ACQUISITION: Moody's Affirms Ba2 Corporate Family Rating ---------------------------------------------------------------- Moody's Investors Service has affirmed the Ba2 corporate family rating (CFR) to the recently formed holding company, Emerald Acquisition Limited following an announced $200 million add-on to its current outstanding $647 million senior term loan. Moody's has also affirmed the Ba2-PD probability of default rating (PDR). The reason for increasing the loan is to pay dividends to the equity owners. Concurrently, Moody's has affirmed Ba2 ratings to the upsized, $847 million 7-year senior secured term loan and a $50 million revolving credit facility issued by co-borrowers Russell Investments US Institutional Holdco, Inc. and Russell Investments US Retail Holdco, Inc. The credit facilities were used to partially finance the $1 billion buyout of Russell Investments by two private equity sponsors -- TA Associates and Reverence Capital Partners -- from the London Stock Exchange Group (LSEG) in June 2016. The outlook on all ratings remain stable. The incremental debt issuance is expected to have a marginal impact on Russell Investment's credit profile as the impact of the increase in leverage will be partially offset by positive earnings momentum resulting from the company's cost-reduction efforts. Furthermore, the company's leverage ratio may decline further should management meet its expense management goals in 2017. RATINGS RATIONALE The Ba2 corporate family rating reflects Russell Investment's solid position in the large and growing outsourced chief investment officer ("OCIO") market segment and its established position as a multi-asset solutions provider for institutional and retail clients. The rating is also supported by solid cash flow generation driven by consistently high asset retention rates and the company's broad geographic footprint. However, these strengths are offset by high leverage, low profitability and increasingly aggressive financial policies. Russell's recent loss of OCIO market share and minimal growth in outsourcing in recent years is a concern and Moody's believes can't be fully explained by the publicity related to the sales process last year. While industry fundamentals point to favorable growth dynamics from increasing investment outsourcing, Moody's believes Russell Investment's growth trajectory may continue to be challenged by the increasingly competitive dynamics in the OCIO market. These challenges have contributed to net outflows in recent years and Moody's expects this headwind may remain over the near to medium term, although signs of stabilization in flows and improved sales emerged in 2016. Moody's believes success for Russell Investments in the OCIO market will be much more dependent on relative investment performance and product innovation now that the uncertainty around its future ownership has been removed. Pro-forma leverage at 6.5x (as calculated by Moody's, including adjustments for operating leases and a $150 million future payment obligation to LSEG) would increase modestly from the current 6.2x and continues to be in line with Moody's expectations for a leveraged buyout transaction but still reduces the firm's financial flexibility. Weak profitability, as measured by pre-tax income margins also constrains the rating. The successful implementation of ongoing business efficiency initiatives and incremental benefits from near term savings identified by the private equity sponsors should help offset near-term profit pressures driven by elevated outflows and market volatility and lead to improved profitability over time. So far, expense cuts have exceeded expectations and Moody's believes there is room for additional savings in 2017. Steady improvement in debt reduction and margin expansion will be a principal driving factor behind the potential for future upgrades. The company's ratings and/or outlook could see upward pressure if Russell Investments reduces leverage below 3.0x; improves profitability in part by realizing identified cost savings; or if it recaptures and sustains it leadership position in the growing OCIO market. Conversely, the ratings could face downward pressure if the demand for OCIO services declines or Russell Investments continues to lose OCIO market share. The rating could also be adversely impacted if management fails to achieve anticipated cost savings, which will be evidenced by pre-tax profit margin expansion. Though an additional dividend recapitalization is unlikely given a negative covenant on first lien net leverage in the loan agreement, Moody's would view additional debt-funded dividend payments to shareholders unfavorably. The following ratings were affirmed with a stable outlook: Emerald Acquisition Limited: Corporate family rating: Ba2 Probability of default rating: Ba2-PD Russell Investments US Institutional Holdco, Inc./Russell Investments US Retail Holdco, Inc., as co-borrowers: $847 million senior secured term loan: Ba2 $50 million senior secured revolving credit facility: Ba2 The principal methodology used in these ratings was Asset Managers: Traditional and Alternative published in December 2015. Russell Investments, head quartered in Seattle, WA, is a global asset manager with 21 offices worldwide and $174 billion in assets under management ("AUM"), excluding its overlay, as of 31 December 2016. ENZYME FORMULATIONS: Hires Foley & Lardner as Attorney ------------------------------------------------------ Enzyme Formulations Inc., et al., seek authority from the U.S. Bankruptcy Court for the Western District of Wisconsin to employ Foley & Lardner LLP as attorney to the Debtors. Enzyme Formulations requires Foley & Lardner to: a. advise the Debtors with respect to their powers and duties as a debtors-in-possession in the continued management and operation of their businesses and properties; b. attend meetings and negotiate with representatives of creditors and other parties-in-interest; c. take all necessary action to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defend any action commenced against the Debtors and represent the Debtors' interests in negotiations concerning all litigation in which the Debtors are involved; d. prepare all motions, applications, answers, orders, reports, and papers necessary to the administration of the Debtors' estates; e. take any necessary action on behalf of the Debtors to obtain confirmation of the Debtors' plan of reorganization; f. represent the Debtors in connection with obtaining post- petition loans and other financing for Debtors' businesses; g. advise the Debtors in connection with any sale of assets; h. appear before the bankruptcy Court, any appellate courts and the U.S. Trustee to protect the interests of the Debtors' estates in these cases, including to argue in favor of the First Day Motions; i. consult with the Debtors regarding tax matters to the extent applicable; and j. perform all other necessary legal services for the Debtors' business operations and provide all other necessary legal advice to the Debtors in connection with these Chapter 11 Cases. Foley & Lardner will be paid at these hourly rates: Geoffrey S. Goodman , Partner $645 Matthew D. Lee, Senior Counsel $450 Tamar N. Dolcourt, Associate $395 Megan R. Stelljes, Associate $300 Joseph A. Harper, Associate $240 Kimberly A. Crowell, Paralegal $210 The Debtors paid Foley & Lardner retainer payments totaling $75,000. The Retainer was paid: (i) on March 8, 2016, in the amount of $20,000, (ii) on June 22, 2016, in the amount of $25,000, (iii) on July 26, 2016, in the amount of $20,000, and (iv) on October 6, 2016, in the amount of $10,000. During the 90 days prior to the Petition Date, Foley & Lardner applied $73,780.31 of the Retainer leaving a balance retainer in the amount of $1,219.69. Foley & Lardner will also be reimbursed for reasonable out-of-pocket expenses incurred. Matthew D. Lee, member of Foley & Lardner LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Foley & Lardner can be reached at: Matthew D. Lee, Esq. FOLEY & LARDNER LLP 150 E. Gilman Street P.O. Box 1497 Madison, WI 53703 Tel: (608) 258-4203 Email: mdlee@foley.com About Enzyme Formulations Inc. Enzyme Formulations, Inc., based in Madison, WI, filed a Chapter 11 petition (Bankr. W.D. Wis. Case No. 17-10315) on February 3, 2017. The Hon. Catherine J. Furay presides over the case. Matthew D. Lee, Esq. at Foley & Lardner LLP, as bankruptcy counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Howard F. Loomis, Jr., president. EPICENTER PARTNERS: Secured Creditor Files Plan of Reorganization ----------------------------------------------------------------- CPF Vaseo Associates, LLC, a secured creditor and party-in-interest in the Chapter 11 bankruptcy case of EpiCenter Partners LLC, et al., filed with the U.S. Bankruptcy Court for the District of Arizona a joint plan of reorganization and accompanying disclosure statement for all the Debtors. Under the secured creditors' Plan, holders of Class 3, which consists of all non-insider unsecured claims against the Debtors existing as of the Confirmation Date, will receive their pro rata share of the unsecured creditor dividend fund on a pari passu basis. The Debtors will make an initial 50% distribution to holders of Allowed Non-Insider Unsecured Claims 60 days after the Effective Date, subject to the requirement of the Debtors to keep appropriate reserves for disputed claims. Final distributions will be made after all claim objections have been resolved. Class 3 is impaired by the Plan. CPF has agreed to accept 100% of new equity security interests in: a. EP & GMF in full and final satisfaction of the Ganymede Note and STB, consideration totaling in excess of $75,757,163 as of Feb. 28, 2017. CPF has committed to fund the payment of the deferred lease payments due to ASLD on July 7, 2017, in the amount of $4,149,394. CPF has agreed to provide funding to pay all allowed administrative claims in the EP & GMF cases, net of any retainers held by Professionals. CPF has agreed to provide funding to pay the allowed amount of Maricopa County's secured tax claim, alleged to be $122,234.52 as of the Petition Date. CPF has agreed to fund the Unsecured Creditor Dividend Fund in the amount of $500,000 to make pro rata distributions to holders of Allowed Non- Insider Unsecured Claims. CPF will fund the post- Effective Date activities of EP & GMF; b. GPDR II & SDLI in full and final satisfaction of the $26.5 MM Note, consideration totaling in excess of $35,963,082 as of Feb. 28, 2017. CPF has committed to fund the payment of the deferred lease payments due to ASLD on July 7, 2017, in the amount of $691,485. CPF has agreed to provide funding to pay all allowed administrative claims in the GPDR II & SDLI cases, net of any retainers held by Professionals. CPF has agreed to provide funding to pay the Allowed amount of Maricopa County's secured tax claim, alleged to be $127,557.52 as of the Petition Date. The holders of Allowed Non-Insider Unsecured Claims against GPDR II and SDLI will share pro rata in the Unsecured Creditor Dividend Fund. CPF will fund the post-Effective Date activities of GPDR II & SDLI; and c. EoE in full and final satisfaction of the $3.7 MM Note, consideration totaling in excess of $5,113,025 as of Feb. 28, 2017. CPF has agreed to provide funding to pay all allowed administrative claims in the EoE case, net of any retainers held by professionals. CPF has agreed to provide funding to pay the Allowed amount of Maricopa County's secured tax claim, alleged to be $144,312.13as of the Petition Date. The holders of Allowed Non-Insider Unsecured Claims against EoE share pro rata in the Unsecured Creditor Dividend Fund. CPF will fund the post- Effective Date activities of EoE. Bruce Gray, Gray Western Development Company, and all affiliates, insiders, and Representatives of Bruce Gray and Gray Western Development Company will promptly turnover all assets, including all documents, contracts, and business records of the Debtors and Reorganized Debtors to CPF on the Effective Date. The Disclosure Statement is available at: http://bankrupt.com/misc/azb16-05493-357.pdf The Troubled Company Reporter, on Jan. 10, 2017, reported that Judge Madeleine C. Wanslee of the U.S. Bankruptcy Court for the District of Arizona approved the disclosure statement and plan of reorganization filed by Epicenter Partners L.L.C., and affiliates. Under the Debtors' Plan, each Holder of an Allowed General Unsecured Claim will receive 100% of its Allowed Claim paid: (a) monthly over 36 months, with additional payments being made from the Creditors Trust Proceeds, if any, and when received; (b) with interest accrued on unpaid amounts at the rate of 4% per annum, simple interest; and (c) all accrued and unpaid interest paid on the 36th month anniversary after the Effective Date. The Plan was filed by CPF's attorneys: John R. Clemency, Esq. Todd A. Burgess, Esq. Lindsi M. Weber, Esq. GALLAGHER & KENNEDY, P.A. 2575 East Camelback Road Phoenix, Arizona 85016-9225 Tel: (602) 530-8000 Fax: (602) 530-8500 E-mail: john.clemency@gknet.com todd.burgess@gknet.com lindsi.weber@gknet.com About Epicenter Partners Epicenter Partners LLC and Gray Meyer Fannin LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Lead Case No. 16-05493) on May 16, 2016. GMF came into existence in 2001. It was originally formed for the purpose of providing development services for affiliates. Epicenter came into existence in 2004. It was formed for the purposes of acquiring, managing, selling or holding land for investment. Both Debtors are fully owned by Gray/Western Development Company and managed, pursuant to that entity, by Bruce Gray. The Debtors tapped Thomas J. Salerno, Esq., at Stinson Leonard Street, LLP, as their Chapter 11 counsel. Mesch Clark Rothschild was later hired as substitute counsel to Stinson Leonard Street Epicenter Partners disclosed $143,212,665 in assets and $66,913,279 in liabilities. The Office of the U.S. Trustee on June 15, 2016, appointed five creditors of Epicenter Partners LLC and Gray Meyer Fannin LLC to serve on the official committee of unsecured creditors. The Committee is represented by Michael W. Carmel, Ltd., as counsel. ERIK SAMUEL DE JONG: Court Denies Bid for Atty's Fees Against JLE ----------------------------------------------------------------- Judge Paul Sala of the United States Bankruptcy Court for the District of Arizona denied Thomas and Susan de Jong's application for an award of attorneys' fees and costs and a statement of costs in the case captioned In re: ERIK SAMUEL DE JONG and DARYL LYNN DE JONG, Debtors, Case No. 2:14-bk-00886-PS (Bankr. D. Ariz.). The de Jongs sought an award of s $181,329.50 in attorneys' fees and $4,378.69 in taxable costs against JLE-04 Parker, L.L.C., a creditor of the debtors that prosecuted an objection to the de Jongs' proof of claim in the bankruptcy case. The de Jongs asserted that they are the successful party in the litigation on their claim and that an analysis of the applicable factors under Arizona law justifies their request. JLE asserted that the de Jongs are barred from seeking a fee claim because they did not preserve the claim in their pleadings. Judge Sala, however, found that the fee claim is timely because the de Jongs filed their request for attorneys' fees 14 days after the Court ruled on the de Jongs' claim. JLE also asserted that the de Jongs' claim for fees against it are barred because JLE is not a party to the underlying contract on which the de Jongs base their claim. Judge Sala believed that Arizona courts would award attorney fees against a noncontracting party in the appropriate situation. The judge explained that, while usually a contract challenge will come from a party to the contract, the Bankruptcy Code authorizes creditors and interested parties with standing to object to claims. JLE relied on that standing to raise and prosecute a vigorous objection to the de Jongs' claims. Having chosen to exercise that standing, and in the absence of limiting language in the Arizona statute, Judge Sala saw no reason why JLE should be immune from the reach of A.R.S. section12- 341.01(A). JLE also asserted that the de Jongs were not the successful party in the claim dispute where the Court denied more than 20% of the asserted claim. Judge Sala found that the de Jongs successfully defended approximately 80% of the claim they filed. Having established the bulk of their claim relating to the advance of funds to the debtors, the judge concluded that the de Jongs were the successful party in the litigation. Finally, JLE argued that an award of fees is not appropriate in the bankruptcy case. Judge Sala found that JLE raised legitimate and meritorious objections to the de Jongs' claims, some of which were successful. While the Court ultimately ruled in favor of the de Jongs on the bulk of their claims, Judge Sala found that the decision was factually intensive and far from a slam-dunk. Additionally, where the de Jongs are insiders, Judge Sala expressed concern that an award of fees could chill similarly legitimate objections in future cases. Accordingly, for the foregoing reasons, the de Jongs' request for an award of attorneys' fees against JLE was denied. A full-text copy of Judge Sala's February 6, 2017 ruling is available at: http://bankrupt.com/misc/azb-14-bk-00886-751.pdf ESSAR STEEL: Has $250MM Cash Contribution from Plan Sponsor ----------------------------------------------------------- One of the key components of the proposed plan for Mesabi Metallics Company LLC, formerly known as Essar Steel Minnesota, LLC, to exit Chapter 11 protection, is a $250 million cash contribution from a plan sponsor, according to the disclosure statement explaining the plan. The Debtor said it is already in advanced negotiations with a lender on the specific terms of its equity commitment to act as the plan sponsor, according to the filing. If the plan is approved, "creditors will receive vastly improved recoveries, the company will be able to complete the project and the employees and community in which the project is based will greatly benefit," the former Essar Steel Minnesota said in its 85-page disclosure statement, which explains the plan. The taconite project in Nashwauk, which has been idle for more than a year now, is expected to need another $800 million to finish. Mesabi Metallics spent $1.802 billion on the project. Mesabi Metallics will also enter into an agreement for a $600 million exit loan. The loan will be secured by a "first priority lien" in almost all of the assets of the company. Another important component of the plan is the assumption by the company of mineral leases, including those with the Minnesota Department of Natural Resources. When Mesabi Metallics defaulted under various contracts, it left in its wake a stream of disappointed stakeholders, including holders of mineral rights leased by the company, which are the sources of iron ore to be processed by the project. About 50% of those mineral rights was secured from private landowners and 42% was leased from the DNR. "The DNR mineral leases are essential to the project. Without them it would be virtually impossible for the company to reorganize and to complete the project," the company said in the filing. "The proposed plan therefore is conditioned on an order of the bankruptcy court permitting the company to assume the DNR mineral leases," Mesabi Metallics said. A copy of the disclosure statement is available for free at https://is.gd/g43Bnp About Essar Steel Minnesota Essar Steel Minnesota LLC and ESML Holdings Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 16-11627 and 16-11626) on July 8, 2016. The bankruptcy petition was signed by Madhu Vuppuluri, president and chief executive officer. The Debtors are represented by Craig H. Averich, Esq., at White & Case LLP and John L. Bird, Esq., and Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP. Epic Bankruptcy Solutions, LLC, serves as claims and noticing agent. The cases are assigned to Judge Brendan Linehan Shannon. ESML Holdings Inc. estimated assets at $1 billion to $10 billion and debts at $500 million to $1 billion. Essar Steel Minnesota LLC estimated assets and debts at $1 billion to $10 billion. Andrew Vara, acting U.S. trustee for Region 3, on July 20, 2016, appointed the official committee of unsecured creditors of ESML Holdings, Inc., and its affiliates. The Committee hired Andrew K. Glenn, at Kasowitz Benson Torres & Friedman LLP, to act as counsel. David MacGreevey, at Zolfo Cooper, LLC., to serve as financial advisor. Garvan F. McDaniel, at Hogan McDaniel, to act as Delaware counsel. ESSAR STEEL: Minnesota Tries To Block Plan to Assume Leases ----------------------------------------------------------- Vince Sullivan, writing for Bankruptcy Law360, reports that the Minnesota Department of Natural Resources filed with the U.S. Bankruptcy Court for the District of Delaware on Wednesday an objection to Essar Steel Minnesota LLC's Chapter 11 plan. DNR objects to the motion of the Debtor to assume its non-residential mineral leases with the DNR. A copy of the objection is available at https://is.gd/4fxQKP According to Law360, DNR says that the plan to assume mineral rights leases shouldn't fly because the Debtor hasn't performed under the terms of those leases and has no hope to in the near future. Law360 relates that the Debtor was required to construct a large mining facility in Minnesota's Mesabi Iron Range, have it operational by last July and have conducted significant mining activities. The Debtor, claims DNR, attempts to shoot the moon, proposing to assume its leases without curing its lease defaults, and without making a commitment to construct a plant, or mine ore, or ever pay royalties to the DNR. If the Debtor is permitted to assume its leases on the terms proposed, it can hold them through their termination date in 2034 without ever commencing mining operations. The Debtor is presumably returning to its argument that it can assume the leases merely with a commitment to pay the de minimis base rents owed under the leases, writing out the lease provisions requiring construction of a plant and commencement of mining operations. The DNR objects to the Debtor's assumption of the leases, and seeks a hearing as soon as possible to resolve the objection. The Debtor's attempted assumption is both substantively and procedurally defective. It is substantively defective because Essar is not proposing to cure its defaults under the leases, or to provide adequate assurances of future performance. The Debtor's motion is procedurally defective because the Debtor proposes to delay its showing on cure and adequate assurances until a plan confirmation hearing that is months, if not years, away. About Essar Steel Minnesota Essar Steel Minnesota LLC and ESML Holdings Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 16-11627 and 16-11626) on July 8, 2016. The bankruptcy petition was signed by Madhu Vuppuluri, president and chief executive officer. The Debtors are represented by Craig H. Averich, Esq., at White & Case LLP and John L. Bird, Esq., and Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP. Epic Bankruptcy Solutions, LLC, serves as claims and noticing agent. The cases are assigned to Judge Brendan Linehan Shannon. ESML Holdings Inc. estimated assets at $1 billion to $10 billion and debts at $500 million to $1 billion. Essar Steel Minnesota LLC estimated assets and debts at $1 billion to $10 billion. Andrew Vara, acting U.S. trustee for Region 3, on July 20, 2016, appointed the official committee of unsecured creditors of ESML Holdings, Inc., and its affiliates. The Committee hired Andrew K. Glenn, at Kasowitz Benson Torres & Friedman LLP, to act as counsel. David MacGreevey, at Zolfo Cooper, LLC., to serve as financial advisor. Garvan F. McDaniel, at Hogan McDaniel, to act as Delaware counsel. ESSEX CONSTRUCTION: Intends to File Chapter 11 Plan By July 6 ------------------------------------------------------------- Essex Construction, LLC, requests the U.S. Bankruptcy Court for the District of Maryland to extend for a period of 120 days, the exclusive periods during which the Debtor may file a Chapter 11 plan through July 6, 2017, and during which the Debtor may solicit acceptances of such plan through October 3, 2017. The Debtor tells the Court that in the few months since its case was filed, the Debtor has not had a meaningful opportunity to formulate a chapter 11 plan because it has had to focus its attention and efforts on obtaining cash collateral, personal property lease and contract various amendments to schedules. Most importantly, the Debtor has to address several creditor litigation, specifically: (a) The U.S. Trustee filed a Motion to Appoint Chapter 11 Trustee or in the Alternative to Convert the Case to Chapter 7. A hearing on the U.S. Trustee's motion is currently scheduled for March 17, 2017. (b) Creditor Firstrust Bank filed motions for 2004 examinations of Roger Blunt, the Debtor’s principal, Jonathan Blunt, the Debtor's former Chief Operating Officer, and Industrial Bank. The examinations of Roger Blunt and Jonathan Blunt are scheduled for February 23, 2017 and February 28, 2017 respectively. (c) On February 7, 2017 the United States, on behalf of the Internal Revenue Service filed a motion for 2004 examination of the Debtor. No date for the examination by the IRS has been set The Debtor also tells the Court that it is still in the process of finalizing amendments to its schedules and statement of financial affairs as requested by the U.S. Trustee during the meeting of creditors. In addition, the Debtor contends that the claims bar date does not expire until after the current period of exclusivity ends. As such, the Debtor adds that it requires the ability to analyze all claims that are filed in order to properly propose a confirmable plan. About Essex Construction Essex Construction, LLC filed a Chapter 11 petition (Bankr. D. Md. Case No. 16-24661), on November 4, 2016. The petition was signed by Roger R. Blunt, president and chief executive officer. The case is assigned to Judge Thomas J. Catliota. At the time of filing, the Debtor estimated assets to be less than $50,000 and liabilities at $1 million to $10 million. The Debtor's bankruptcy counsel is Kim Y. Johnson, at the Law Offices of Kim Y. Johnson, and N. William Jarvis, Esq., serves as its general counsel. The Debtor employs Robert Wrightson as executive vice president; Marc Hunter as executive assistant to the President and CEO; Mr. Curtis Bowers as marketing director; and BradyRenner and Company, LLC as accountant. The Office of the U.S. Trustee on Dec. 12, 2016, disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Essex Construction, LLC. ETERNAL ENTERPRISE: Can Use Hartford Holdings Cash Until Feb. 28 ---------------------------------------------------------------- Judge Ann M. Nevins of the U.S. Bankruptcy Court for the District of Columbia authorized Eternal Enterprise, Inc. to use cash collateral through February 28, 2017. Judge Nevins acknowledged that it is essential to the Debtor's business and operations to use cash generated from rents so as to continue to pay ordinary course operating expenses, including maintaining the property. She further acknowledged that without court authority to use the cash collateral, the Debtor will suffer harm and be forced to terminate operations. The Debtor was authorized to use up to $118,622 of cash collateral, the total amount of expenses provided for in its proposed Budget, through February 28, 2017. Hartford Holdings, LLC, successor in interest of Astoria Federal Mortgage Corporation, has a duly perfected non-avoidable security interest in the Debtor's rents. Hartford Holdings had reserved its rights with respect to whether a replacement lien on rents is adequate protection for the Debtor's use of its cash collateral, but recognized the need to preserve the Debtor's assets. Hartford Holdings was granted replacement liens in all after-acquired property of the Debtor, of equal extent and priority to that which Astoria Federal Mortgage Corporation enjoyed with regard to the said property at the time the Debtor filed its chapter 11 petition. The Debtor was directed to make a reduced adequate protection payment of $1,378 to Hartford Holdings, LLC. The Debtor was further directed to pay make-up payments in the amount of $33,622, upon receipt of payment for lost income from the Debtor's insurance policy, for the difference between the $1,378 payment and the sum of $35,000 previously used to establish adequate protection payments. The Debtor was ordered to deposit the sum of $12,000 into its Adequate Protection Escrow Account, to reflect an escrow for future insurance premium expense. The Debtor was further ordered to make a direct monthly payment to the City of Hartford in the amount of $29,000, to be applied to the real estate tax obligations for the Debtors' several properties located in the City of Hartford, excluding the 360 Laurel Street Property. Hartford Holdings was granted a superpriority administrative expense claim to the extent that the adequate protection provided turns out to be inadequate. A continued hearing on the use of cash collateral is scheduled on March 1, 2017 at 11:00 a.m. A full-text copy of the Order, dated February 6, 2017, is available at http://bankrupt.com/misc/EternalEnterprise2014_1420292_845.pdf About Eternal Enterprise, Inc. Eternal Enterprises Inc. -- http://www.eternalenterprises.net/-- filed a Chapter 11 bankruptcy petition (Bankr. D. Conn. Case No. 14-20292) on Feb. 19, 2014. The petition was signed by Vera Mladen, president. The Debtor owns and manages eight properties located in Hartford, Conn. Judge Ann M. Nevins presides over the case. The Debtor is represented by Irene Costello, Esq., at Shipkevich, PLLC. The Debtor estimated assets at $50,000 to $100,000 and debt at $1 million to $10 million at the time of the chapter 11 filing. The Debtor engaged Vincent Vizzo of Vin Vizzo Adjusters LLC as public adjuster. ETERNAL ENTERPRISE: Wants to Use $15,203 Insurance Proceeds ----------------------------------------------------------- Eternal Enterprise, Inc., asks the U.S. Bankruptcy Court for the District of Connecticut for authorization to use cash collateral from advance insurance proceeds. The Debtor relates that on June 6, 2016, a fire occurred at 270 Laurel Street, Hartford, Connecticut. The Debtor further relates that the fire at the Property caused significant damage, rendering the Property uninhabitable. The Debtor says that it holds an insurance policy through USI backed by Lloyd's of London to protect the Property. The Debtor further says that it has received $750,000 from the insurance advance and deposited the sum into its insurance account, in accordance with the Court's Order. The Debtor seeks to use $15,203 from insurance proceeds from the property located at 270 Laurel Street, Hartford, Connecticut. The Debtor contends that it wants to pay AD Property Management $14,268 for security services, $375 for landscaping, and $560 for snow removal services for the Property. The Debtor notes that it had previously been authorized to use $216,911.06 of the $750,000 for various expenses and services. The Debtor further notes that after the payment of $15,203 to AD Property Management, a total of $517,885.94 will remain. The Debtor tells the Court that the Property is subject to a consensual lien as a result of a mortgage on the Property, initially held by Astoria Federal Mortgage Corp., and currently held by Hartford Holdings, Inc. The Debtor further tells the Court that because the Property is the subject of a lien, the insurance proceeds from that building constitute the cash collateral of the lienholder. A full-text copy of the Debtor's Motion, dated February 6, 2017, is available at http://bankrupt.com/misc/EternalEnterprise2014_1420292_846.pdf About Eternal Enterprise Eternal Enterprises Inc. -- http://www.eternalenterprises.net/-- filed a Chapter 11 bankruptcy petition (Bankr. D. Conn. Case No. 14-20292) on Feb. 19, 2014. The petition was signed by Vera Mladen, president. The Debtor owns and manages eight properties located in Hartford, Conn. Judge Ann M. Nevins presides over the case. The Debtor is represented by Irene Costello, Esq., at Shipkevich, PLLC. The Debtor estimated assets at $50,000 to $100,000 and debt at $1 million to $10 million at the time of the chapter 11 filing. The Debtor engaged Vincent Vizzo of Vin Vizzo Adjusters LLC as public adjuster. ETERNAL ENTERPRISES: Seeks to Hire Greene Law as Special Counsel ---------------------------------------------------------------- Eternal Enterprise, Inc. has asked a U.S. bankruptcy court anew to allow the company to hire Greene Law, PC as its special counsel. In a filing with the U.S. Bankruptcy Court in Connecticut, Eternal Enterprise sought approval of its prior application to employ the firm to represent the company in real property tax assessment appeals for properties it owns in Connecticut. The company proposes to pay Greene Law 70% of the dollar savings it obtains from prosecuting the appeals with the board of assessments. Greene Law is "disinterested" and does not hold any interest adverse to the company, according to the filing. Eternal Enterprise initially applied to the court to employ the firm on September 17, 2015. A court hearing was conducted the following month. To address objections, Eternal Enterprise filed a revised application on October 30, 2015. The company's counsel at the time did not schedule a hearing for the application and did not serve a copy on concerned parties. Greene Law can be reached through: Gary J. Greene, Esq. Greene Law, PC 11 Talcott Notch Road Farmington, CT 06032 Tel: 860-676-1336 Fax: 860-676-2250 Eternal Enterprise is represented by: Irene Costello, Esq. Shipkevich, PLLC 65 Broadway, Suite 508 New York, NY 10006 Phone: (212) 252- 3003 Email: icostello@shipkevich.com About Eternal Enterprises Inc. Eternal Enterprises Inc. -- http://www.eternalenterprises.net/-- filed a Chapter 11 bankruptcy petition (Bankr. D. Conn. Case No. 14-20292) on Feb. 19, 2014. The petition was signed by Vera Mladen, president. The Debtor estimated assets at $50,000 to $100,000 and debt at $1 million to $10 million at the time of the chapter 11 filing. The Debtor owns and manages eight properties located in Hartford, Connecticut. Judge Ann M. Nevins presides over the case. The Debtor is represented by Irene Costello, Esq., at Shipkevich, PLLC. Vin Vizzo Adjusters LLC and Lakeshore Realty serve as the Debtor's public adjuster and broker, respectively. No trustee, examiner, or official committee of unsecured creditors has been appointed. EVERGREEN ACQCO 1: S&P Lowers CCR to 'CCC+' on Liquidity Concerns ----------------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Evergreen AcqCo 1 LP d/b/a Savers to 'CCC+' from 'B-'. The outlook is negative. Evergreen AcqCo d/b/a Savers' operating performance continues to underperform S&P's expectations due to sustained weakness in the company's recycling business. At the same time, S&P lowered its issue-level ratings on the company's $60 million revolver and $715 million term loan to 'CCC+' from 'B-'. The '3' recovery rating indicates S&P's expectation for meaningful recovery in the event of a payment default, at the low end of the 50% to 70% range. "The downgrade reflects growing liquidity concerns and uncertainty around identifying a path to meaningfully higher earnings growth that can support Savers' onerous capital structure. Soft operating results have caused credit metrics to weaken and leverage exceeded the springing maximum leverage covenant on its revolving credit facility as of the end of the third quarter," said credit analyst Declan Gargan. "Although outstanding borrowings are currently below the $15 million springing threshold, the company's restricted ability to access its revolver is a key credit concern, especially in light of its decision to exercise the payment-in-kind (PIK) interest feature on its subordinated notes (not rated), which in our view could signal cash constraints." The negative outlook reflects Savers' liquidity profile and S&P's view that soft performance trends will continue to pressure profitability, increasing the risk of a potential covenant violation if the company is unable to reduce its senior secured leverage ratio below 5.5x. S&P could lower the rating if it envisions a specific default scenario over the next 12 months. This could arise if the company's liquidity deteriorates further, including the possibility of violating the springing covenant if cash flow prospects weaken. S&P could revise the outlook to stable or raise its rating on Savers if the company can demonstrate substantial EBITDA growth and positive free cash flow generation such that credit metrics strengthen and liquidity improves. S&P would also need to believe that the company could maintain a cushion of more than 10% under its springing leverage covenant on its revolving credit facility, with material de-leveraging stemming from improved operating performance. FAIRCHILD SEMICONDUCTOR: Egan-Jones Withdraws BB Sr. Unsec Ratings ------------------------------------------------------------------ Egan-Jones Ratings, on Jan. 17, 2017, withdrew 'BB' senior unsecured ratings on debt issued by Fairchild Semiconductor International Inc. Based in San Jose, California, Fairchild Semiconductor International, Inc., is a global supplier of high performance products that minimize, convert, manage and distribute power for multiple end markets. The Company's focus is on developing power and interface solutions for a broad range of electronic devices. Fairchild Semiconductor components are used in computing, communications, and other applications. FIA 164 HOLDINGS: Seeks June 12 Extension of Plan Exclusivity ------------------------------------------------------------- FIA 164 Holdings LLC requests the U.S. Bankruptcy Court for the Southern District of New York to extend the time within which only the Debtor has the exclusive right to file a plan of reorganization and to solicit acceptances with respect thereto for 120 days through and including June 12, 2017 and August 9, 2017, respectively. The Debtor owns shares in 440 West 164th Street Housing Development Fund Company, which is a housing cooperative that owns the building located at 440 West 164th Street, New York, New York -- 440 West 164th is also currently a chapter 11 debtor. Along with the ownership of shares in 440 West 164th, the Debtor is also the holder of proprietary leases for certain apartments in the Property. The Debtor relates that it has filed its own Chapter 11 case in order to preserve the value of its shares and proprietary leases. The Debtor further relates that its bankruptcy filing has been precipitated by the foreclosure of the Property and the transfer of the deed to the Property by the City of New York that would adversely affect the Debtor's shares in 440 West 164th and the propriety leases with the Property. While the City of New York already transferred the deed to a third-party, it is the Debtor's position that such a transfer is void and should be stayed because of the Debtor's own chapter 11 filing and that its property rights would be adversely affected by the transfer of the Property to a third-party. The Debtor also relates that City of New York has filed a motion for relief from stay and the Court entered an order determining that the stay do not apply to the transfer of deed with respect to the Property because the Property is not owned by the Debtor. However, the Debtor contends that the case is still dependent on a determination by the New York Supreme Court on whether the transfer of the deed by the City of New York is valid. The Debtor tells the Court that 440 West 164th has previously filed an order to show cause in the Supreme Court for the State of New York to unwind the transfer of the deed by the City of New York, which has been set for hearing on February 6, 2017. However, no decision has been rendered yet and the hearing has been further adjourned to April 3, 2017. As such, the Debtor further tells the Court that its ability to formulate a plan of reorganization remains dependent on the Supreme Court's decision. So until then, the Debtor's case is at a standstill. Accordingly, the Debtor seeks to preserve its exclusivity in the event that the Supreme Court decides in 440 West 164th's favor and thus preserving the Debtor's interest in the Property. About FIA 164 Holdings LLC FIA 164 Holdings LLC filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 16-12865), on October 13, 2016. The Petition was signed by Mark J. Schwartz, managing member. The Debtor is represented by Arnold Mitchell Greene, Esq. at Robinson Brog Leinwand Greene Genovese & Gluck, P.C. At the time of filing, the Debtor had $1 million to $10 million in estimated assets and $100,000 to $500,000 in estimated liabilities. FIDELITY & GUARANTY: Fitch Keeps 'BB' IDR on Positive Watch ----------------------------------------------------------- Fitch Ratings has affirmed the ratings assigned to Fidelity & Guaranty Life Holdings, Inc., [FGLH: 'BB' Issuer Default Rating (IDR)] and its insurance subsidiaries [F&G Life: 'BBB' Insurer Financial Strength Rating (IFS)]. FGLH's ratings remain on Positive Watch. KEY RATING DRIVERS F&G Life announced an agreement in November 2015 whereby the company will be acquired by China-based Anbang Insurance Group Co., Ltd. (Anbang) in an all-cash transaction valued at approximately $1.58 billion. The transaction is expected to close once the regulatory approval process concludes and after the satisfaction of other customary closing conditions. The rating actions follow the company's announcement of the extension of the merger agreement from Feb. 8, 2017 to April 17, 2017, with a further extension to May 31, 2017 should the Iowa Insurance Commissioner publicly announce a public hearing for the change of control approval, as required in the Iowa regulatory approval process, on or prior to April 17, 2017. The affirmation of existing ratings reflects Fitch's view that recent financial performance and balance sheet fundamentals remain in line with rating expectations. Fitch expects F&G Life will be considered a strategically 'Important' subsidiary of Anbang post-close, and Anbang's ownership will be considered neutral to F&G Life's 'BBB' IFS ratings. As such, F&G Life's 'BBB' IFS ratings largely reflect the company's standalone credit profile. Fitch believes Anbang's ownership will not alter F&G Life's standalone rating profile in part due to the standard restrictions on the minimum capital position and dividend payments typically imposed by U.S. regulators to ring-fence assets and protect the company's capital position and policyholders. Any capital injection from Anbang or capital raise by F&G Life would remain within F&G Life subject to standard restrictions on timing and amounts of dividend outflows. Anbang has been active in the acquisition of international assets in insurance, banking, and real estate in the U.S., Europe, and South Korea. Fitch expects F&G Life's existing management team and operating strategies will largely remain in place following the close of the transaction. Anbang's proposed purchase of F&G Life represents the company's initial entry into the U.S. insurance market, and serves to increase the geographic diversification of its investments. FGLH's IDR and senior unsecured notes rating are on Positive Watch, which reflects Fitch's expectation that the ratings will likely be upgraded one notch following the completion of the acquisition. Currently, the FGLH ratings reflect non-standard (i.e., wider) notching from the IFS rating as a result of the rating and financial profile of its highly leveraged parent, HRG Group Inc. (HRG: 'B' IDR). Given the absence of high leverage and more normalized financial flexibility of the prospective new parent, FGLH's ratings will reflect standard notching from the IFS ratings once the transaction is completed. Fitch's ratings on F&G Life continue to reflect the company's relatively narrow product focus and liability profile, strong balance sheet profile, and improved operating performance. The ratings also consider the competitive and regulatory challenges tied to the company's strategic focus selling fixed indexed annuities (FIAs) through independent marketing organizations (IMOs), and macroeconomic challenges associated with low interest rates. RATING SENSITIVITIES An upgrade of FGLH's IDR and senior unsecured note ratings could occur following the close of the transaction based on the relative improvement of the parent company's financial profile. If the transaction fails to close or if there has been a material unexpected deterioration in Anbang's credit profile, Fitch could affirm FGLH's IDR and senior unsecured note ratings at their current levels. The following could lead to a downgrade of all of F&G Life's ratings: -- An unexpected change in the Anbang transaction which negatively impacts F&G Life's credit profile; -- F&G Life's consolidated RBC ratio falling below 300% with operating leverage above 20x; -- Consolidated financial leverage for FGL exceeding 35%; -- Maximum statutory dividend interest coverage falling below 3.0x; -- Operating ROE below 5% over four consecutive quarters. Conversely, F&G Life's ratings could be upgraded if: -- Consolidated RBC exceeds 400%; -- Financial leverage dips below 25%; -- The company maintains operating ROEs above 10% on a consistent basis. Fitch has affirmed the following ratings with a Stable Outlook: Fidelity & Guaranty Life Insurance Company Fidelity & Guaranty Life Insurance Company of New York -- IFS at 'BBB'. The following ratings remain on Positive Watch: Fidelity & Guaranty Life Holdings, Inc. -- Long-term IDR 'BB'; -- Senior unsecured note due April 2021 'BB-'. FLOUR CITY BAGELS: Hearing on Disclosure Statements Suspended ------------------------------------------------------------- Judge Paul R. Warren of the United States Bankruptcy Court for the Western District of New York held in abeyance the consideration of motions seeking approval of competing disclosure statements and directed the parties to brief substantive issues concerning competing Chapter 11 plans filed for Flour City Bagels, LLC. The Chapter 11 case was filed to stave-off enforcement of a New York State sales tax claim for around $1.0 million and to stop an eviction proceeding by Buckingham Properties aimed at Flour City Bagels' most profitable bakery and its commissary. Competing Chapter 11 disclosure statements and plans were filed by two commercial lenders, United Capital/Bruegger's Franchise Corporation and Canal Mezzanine/MRM Real Estate in late December 2016. A hearing on the adequacy of the disclosure statements was set for January 27, 2017. On January 25, 2017, the Court issued a Decision and Order, rescheduling to February 7, 2017 the hearing on the motions seeking approval of the competing disclosure statements. The Court held a chambers conference with all parties in interest on February 1, 2017. Judge Warren, however, found that the legal issues raised by the plan proponents in their objections go to the very heart of conformability, and determined that it is appropriate to deal with potential plan-killer issues in connection with the hearing on the adequacy of the disclosure statements. Judge Warren directed that the motions requesting approval of the competing disclosure statements be held in abeyance until the Court has resolved the legal issues going to facial confirmability of the competing plans. The issues of concern to the Court are: (1) whether the Bruegger's non-compete covenants are enforceable in this case; (2) whether the classification scheme of the Canal and Bruegger's claims in the proposed plans is statutorily sound; (3) whether Canal has the right to credit-bid its position; (4) whether the classification of the New York State sales tax claim as impaired/voting is statutorily sound; and (5) whether the absolute priority rule is an obstacle for either plan. Judge Warren directed the plan proponents to file briefs, with points and authorities on the issues identified above -- and any additional issues raised by a party in interest in the manner and by the date set out above -- on or before March 17, 2017 at 4:00p.m. The "Motion for Order Pursuant to 11 U.S.C. section 365(a) and (b) Authorizing Debtor to Assume Unexpired Leases of Nonresidential Real Property with 900 Central Avenue LLC and Rensselaer County Plaza Associates" and "Debtor's Motion for Entry of an Interim Order (A) Authorizing the Use of Cash Collateral, (B) Granting Adequate Protection, and (C) Setting a Final Hearing" (ECF No. 6) were adjourned to March 2, 2017 at 9:00 a.m. Lastly, the "United States Trustee's Motion to Convert or Dismiss" the bankruptcy case was adjourned to April 6, 2017, at 9:00a.m., to afford the United States Trustee the opportunity to be heard, after having an opportunity to consider the submissions by the parties in interest. A full-text copy of Judge Warren's February 2, 2017 decision and order is available at: http://bankrupt.com/misc/nywb2-16-20213-805.pdf About Flour City Bagels Headquartered in Fairport, New York, Flour City Bagels, LLC, operates 32 bakeries that serve "New York Style" bagels, coffee, drinks, soups, salads, sandwiches, fresh fruit, and a variety of other related items. In 1993, it opened its commissary in Rochester, at which it produces bagels for sale at all of its 32 bakeries. It employs 425 people. Flour City Bagels sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.Y. Case No. 16-20213) on March 2, 2016, estimating both assets and debt in the range of $10 million to $50 million. Kevin Coyne, the manager, signed the petition. Judge Paul R. Warren is assigned to the case. The Debtor is represented by Stephen A. Donato, Esq., and Camille W. Hill, Esq., at Bond, Schoeneck & King, PLLC, and Harry W. Greenfield, Esq., Jeffrey Toole, Esq., and Heather E. Heberlein, Esq., at Buckley King. The Debtor retained Phoenix Management Services, LLC as financial advisor; Phoenix Capital Resources as investment banker; Insero & Co. CPAs, LLP as accounting services provider; and Kittel Branagan & Sargent as tax consultant. The official committee of unsecured creditors of Flour City Bagels, LLC, retained Gordorn & Schaal, LLP as local counsel, and Corporate Recovery Associates, LLC, as business and financial advisor. No trustee or examiner has been appointed in the case. On December 20, 2016, a group of creditors led by United Capital Business Lending Inc. filed their proposed plan of reorganization for the Debtor. On the same date, Canal Mezzanine Partners II, LP and MRM Real Estate Fund I, LLC, proposed their plan of sale and subsequent liquidation for the company. FOGGIA REAL: Court Renders Continued Use of Cash Collateral Moot ---------------------------------------------------------------- Judge Christopher J. Panos of the U.S. Bankruptcy Court for the District of Massachusetts rendered moot Foggia Real Estate LLC's request for continued use of cash collateral as the Debtor's bankruptcy case had been dismissed on February 7, 2017. About Foggia Real Estate LLC Foggia Real Estate LLC filed for Chapter 11 bankruptcy protection (Bankr. D. Mass. Case No. 16-41832) on Oct. 27, 2016. The petition was signed by Joseph L. Cariglia, manager. The Debtor is represented by James P. Ehrhard, Esq., at Ehrhard & Associates, P.C. At the time of filing, the Debtor estimated assets and liabilities at $500,000 to $1 million each. FPF RESTAURANT: Hires Goetz Fitzpatrick as Counsel -------------------------------------------------- FPF Restaurant, Inc., seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to employ Goetz Fitzpatrick LLP as counsel to the Debtor. FPF Restaurant requires Goetz Fitzpatrick to: a. give the Debtor legal advice with respect to its powers and duties as a debtor-in-possession; b. prepare all necessary applications, answers, orders, reports and other legal documents on behalf of the Debtor in connection with the Chapter 11 proceeding; c. perform all other legal services for the Debtor that may be necessary in the Chapter 11 case; and d. represent the Debtor in the prosecution and defense of various claims, both by and against the Debtor. Goetz Fitzpatrick will be paid at these hourly rates: Partner $580 Associates $310-$450 Paralegals $150-$200 Goetz Fitzpatrick will be paid a retainer in the amount of $20,000. Goetz Fitzpatrick will also be reimbursed for reasonable out-of-pocket expenses incurred. Gary M. Kushner, member of Goetz Fitzpatrick LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Goetz Fitzpatrick can be reached at: Gary M. Kushner, Esq. GOETZ FITZPATRICK LLP One Penn Plaza, 31st Floor New York, NY 10119 Tel: (212) 695-8100 Fax: (212) 629-4013 About FPF Restaurant, Inc. FPF Restaurant, Inc., based in Elmhurst, NY, filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 17-40181) on January 17, 2017. The Hon. Nancy Hershey Lord presides over the case. Gary M. Kushner, Esq., at Goetz Fitzpatrick LLP, as bankruptcy counsel. In its petition, the Debtor estimated $1 million to $10 million in assets and $500,000 to $1 million in liabilities. The petition was signed by Maria Nubile, president. FUNCTION(X) INC: Borrows Add'l $300,000 from Sillerman Investment ----------------------------------------------------------------- As previously disclosed by Function(x) Inc. in a Form 8-K filed on June 12, 2015, Sillerman Investment Company IV, LLC, an affiliate of Robert F.X. Sillerman, the Company's executive chairman and chief executive officer of the Company, agreed to provide a Line of Credit to the Company. On Feb. 2, 2017, the Company borrowed an additional $300,000 under the Line of Credit. The principal amount now outstanding under the Line of Credit is $4,364,586 and the Company is entitled to draw up to an additional $635,414 under the Line of Credit, as disclosed in a Form 8-K report filed with the Securities and Exchange Commission. About Function(x)Inc. Based in New York, FunctionX Inc (NASDAQ:FNCX) is a diversified media and entertainment company. The Company conducts three lines of businesses, which are digital publishing through Wetpaint.com, Inc. (Wetpaint) and Rant, Inc. (Rant); fantasy sports gaming through DraftDay Gaming Group, Inc. (DDGG), and digital content distribution through Choose Digital, Inc. (Choose Digital). The Company's segments include Wetpaint, which is a media channel reporting original news stories and publishing information content covering television shows, music, celebrities, entertainment news and fashion; Choose Digital, which is a business-to-business platform for delivering digital content; DDGG, which is a business-to-business operator of daily fantasy sports, and Other. The Company's digital publishing business also includes Rant, which is a digital publisher that publishes original content in over 13 verticals, such as in sports, entertainment, pets, cars and food. The Company incurred a net loss of $63.68 million for the year ended June 30, 2016, compared to a net loss of $78.53 million for the year ended June 30, 2015. As of Sept. 30, 2016, Function(x) had $33.07 million in total assets, $27.51 million in total liabilities and $5.55 million in total stockholders' equity. BDO USA, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2016, citing that the Company has suffered recurring losses from operations and at June 30, 2016, has a deficiency in working capital that raise substantial doubt about its ability to continue as a going concern. GLOBAL AMENITIES: Plan Disclosures Hearing Set for March 16 ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of South Carolina conditionally approved the disclosure statement with respect to the chapter 11 plan filed on Feb. 1, 2017, by Global Amenities, LLC, a small business debtor. March 9, 2017, is set as the last day for filing written acceptances or rejections of the plan. Ballots accepting or rejecting the plan will be counted only if received by the Court on or before March 9, 2017. March 16, 2017, 10:30 AM, is set for the hearing on final approval of the disclosure statement and for the hearing on confirmation of the plan. The hearing will be held at Donald Stuart Russell Federal Courthouse, 201 Magnolia Street, Spartanburg, South Carolina. March 9, 2017, is set as the last day for filing and serving written objections to the disclosure statement and confirmation of the plan. As previously reported, Class 6 General Unsecured Creditors Claims will be unimpaired under the Plan. This class will be paid 100% of their allowed claims without interest after the Effective Date. The Disclosure Statement is available at: http://bankrupt.com/misc/scb16-04635-108.pdf About Global Amenities Global Amenities, LLC, is a South Carolina limited liability company. The Debtor was formed on Oct. 28, 2011, with ownership held 60% by George Andrew Manios and Chris Manios, his brother, and 40% owned by Don Abreu; provided, however, Mr. Abreu retained 50% of the voting rights with Drew and Chris retaining the remaining 50% of the voting rights. The Debtor was originally formed to sell and market DVD services to the hospitality industry, but expanded its products and services to include amenity and ticketing services in 2012. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.S.C. Case No. 16-04635) on Sept. 13, 2016. The petition was signed by Andrew Manios, managing member. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $500,000. Robert A. Pohl, Esq., at POHL, PA, serves as the Debtor's bankruptcy counsel. Jonathan Pollard, Esq., at Pollard PLLC is the Debtor's special counsel to represent the Debtor in a lawsuit filed by ASI Holding Company Inc. in the U.S. District Court for the Northern District of Florida. The Debtor also hired George B. Cauthen, Esq., at Nelson Mullins Riley & Scarborough LLP as special litigation counsel. Louis Manios at Saad & Manios, LLC, serves as the Debtor's accountant. John Sfiris of Sfiris Accounting Services provides financial services to the Debtor. GLYECO INC: Has Rights Offering of 50 Million Common Shares ----------------------------------------------------------- GlyEco, Inc. filed a Form S-1 registration statement with the Securities and Exchange Commission relating to the proposed distribution, at no charge, to holders of its common stock non-transferable subscription rights to purchase an aggregate of up to 50,000,000 shares of the Company's common stock, par value $0.0001 per share. In this rights offering, holders will receive 0.418 of a subscription right for every one share of common stock that they own, as of 5:00 p.m., Eastern Time, on ____, 2017, the record date. "Each whole subscription right will entitle you to purchase one share of our common stock at a subscription price of $0.10 per share, which we refer to as the "basic subscription privilege." The per share subscription price was determined by our board of directors after a review of recent historical trading prices of our common stock. We will not issue fractional shares of common stock, rounded down to the nearest whole number a holder would otherwise be entitled to purchase. "If you exercise your subscription rights in full, and other stockholders do not fully exercise their subscription rights, you will be entitled to an over-subscription privilege to purchase a portion of the unsubscribed shares of common stock at the subscription price, subject to proration and ownership limitations, which we refer to as the "over-subscription privilege." To the extent you properly exercise your over-subscription privilege for an amount of shares that exceeds the number of unsubscribed shares available to you, any excess subscription payment received by the subscription agent will be returned promptly, without interest or penalty. If all of the rights are exercised, the total purchase price of the shares offered in the rights offering would be $5,000,000. The net proceeds to the Company, after deducting offering expenses of $25,000, would be $4,975,000. "The subscription rights will expire void and worthless if they are not exercised by 5:00 p.m., Eastern Time, on ____ , 2017, unless we extend the subscription rights offering period. We may extend the expiration of the rights offering and the period for exercising your subscription rights in our sole discretion. You should carefully consider whether to exercise your subscription rights prior to the expiration of the rights offering. All exercises of subscription rights are irrevocable, even if we extend the expiration of the rights offering. We are not making any recommendation regarding your exercise of the subscription rights. "We may offer any shares of common stock that remain unsubscribed for (after taking into account all over-subscription rights exercised) at the expiration of the rights offering to the public at $0.10 per share. Any public offering of shares of common stock that remain unsubscribed shall be on a best-efforts basis. The public offering of unsubscribed shares of common stock shall terminate on ___, 2017 (20 days following the subscription expiration date). "In connection with the rights offering, we intend to enter into standby purchase agreements with certain institutional investors and high net worth individuals, or standby purchasers, who will severally agree to acquire from us, at the same subscription price of $0.10 per share, a total of _____shares of common stock that are offered but not subscribed for by our shareholders in the rights offering. Therefore, unless we terminate the rights offering, ____of the shares of common stock that we are offering in the rights offering will be purchased regardless of whether any shares of common stock are subscribed for by our shareholders pursuant to the exercise of subscription rights. In exchange for the commitments of the standby purchasers, we have agreed to sell to them no less than ____shares of common stock, referred to as the minimum guarantee amount, at the subscription price. Therefore, in no event will we issue less than the minimum guarantee amount to the standby purchasers and the maximum aggregate number of shares we will issue to shareholders and the standby purchasers is _____," the Company stated in the regulatory filing. The Company has contracted with Broadridge Corporate Issuer Solutions, Inc. to serve as the rights agent for the rights offering. The rights agent will hold in escrow the funds the Company receives from subscribers until we complete, abandon or terminate the rights offering. If you want to participate in this rights offering and you are the record holder of your shares, we recommend that you submit your subscription documents to the rights agent well before that deadline. If you want to participate in this rights offering and you hold shares through your broker, dealer, custodian bank or other nominee, you should promptly contact your broker, dealer, custodian, bank or other nominee and submit your subscription documents in accordance with the instructions and within the time period provided by your broker, dealer, custodian bank or other nominee. GlyeCo Inc. is not requiring an overall minimum subscription to complete the rights offering. However, the Company reserves the right to terminate the rights offering for any reason at any time before it expires. If the Company terminates the rights offering, all subscription payments received will be returned promptly, without interest or penalty. The Company's common stock is quoted on the OTC Pink Sheets under the symbol "GLYE". The closing price of the Company's common stock on the Pink Sheets on Feb. 6, 2017, was $0.125 per share. The information in the prospectus is preliminary and is not complete and may be changed. A full-text copy of the Form S-1 is available for free at https://is.gd/D7HlIa About GlyEco, Inc. Phoenix, Ariz.-based GlyEco, Inc., is a green chemistry company formed to roll-out its proprietary and patent pending glycol recycling technology that transforms waste glycols, a hazardous material, into profitable green products. GlyEco reported a net loss available to common shareholders of $12.5 million on $7.36 million of net sales for the year ended Dec. 31, 2015, compared to a net loss available to common shareholders of $8.73 million on $5.89 million of net sales for the year ended Dec. 31, 2014. As of Sept. 30, 2016, GyleCo had $5.73 million in total assets, $1.31 million in total liabilities and $4.42 million in total stockholders' equity. KMJ Corbin & Company LLP, in Costa Mesa, California, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has had recurring losses from operations, has negative operating cash flows during the year ended Dec. 31, 2015, and has an accumulated deficit of $34,550,503 as of Dec. 31, 2015. These factors raise substantial doubt about the Company's ability to continue as a going concern. GRACE UNLIMITED: Hires Henderson Law as Attorney ------------------------------------------------ Grace Unlimited Ventures, LLC, seeks authority from the U.S. Bankruptcy Court for the Western District of North Carolina to employ the Henderson Law Firm as attorney to the Debtor. Grace Unlimited requires Henderson Law to: a. provide legal advice with respect to the powers and duties as Debtor-in-possession in the continued operation of its business and management of its properties; b. negotiate, prepare, and pursue confirmation of a Chapter 11 plan and approval of a disclosure statement, and all related reorganization agreements and documents; c. prepare on behalf of the Debtor necessary applications, motions, answers, orders, reports and other legal papers; d. appear in Court to protect the interests of the Debtor before the Court; and e. perform all other legal services for the Debtor which may be necessary and proper in the Chapter 11 proceeding. Henderson Law will be paid at these hourly rates: James H. Henderson, Esq. $450 Assistant $85 Henderson Law received the amount of $16,717 from Joy Kids Ventures, LLC, as retainer to represent the Debtor. Joy Kids Ventures and the Debtor has common ownership. The amount of $3,834.50 from the retainer was paid to Henderson Law pre-petition, including $1,717 filing fee. Henderson Law will also be reimbursed for reasonable out-of-pocket expenses incurred. James H. Henderson, member of Henderson Law Firm, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Henderson Law can be reached at: James H. Henderson, Esq. HENDERSON LAW FIRM 1201 Harding Place Charlotte, NC 28204 Tel: (704) 333-3444 Fax: (704) 333-5003 E-mail: henderson@title11.com About Grace Unlimited Ventures, LLC Grace Unlimited Ventures, LLC, based in Waxhaw, NC, filed a Chapter 11 petition (Bankr. W.D.N.C. Case No. 17-30164) on February 1, 2017. The Hon. Laura T. Beyer presides over the case. James H. Henderson, Esq., at Henderson Law Firm, as bankruptcy counsel. In its petition, the Debtor estimated $1.70 million in assets and $1.48 million in liabilities. The petition was signed by Henry Emezie, managing member. GULFMARK OFFSHORE: Dimensional Fund Holds 5% of Class A Shares -------------------------------------------------------------- Dimensional Fund Advisors LP disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2016, it beneficially owns 1,355,629 shares of Class A common stock of Gulfmark Offshore Inc. representing 5.02 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at https://is.gd/Cl1cwp About Gulfmark GulfMark Offshore, Inc., a Delaware corporation, was incorporated in 1996. The Company provides offshore marine support and transportation services primarily to companies involved in the offshore exploration and production of oil and natural gas. The Company's vessels transport materials, supplies and personnel to offshore facilities, and also move and position drilling and production facilities. The majority of the Company's operations are conducted in the North Sea, offshore Southeast Asia and offshore the Americas. The Company currently operates a fleet of 73 owned or managed offshore supply vessels, or OSVs, in the following regions: 30 vessels in the North Sea, 13 vessels offshore Southeast Asia, and 30 vessels offshore the Americas. The Company's fleet is one of the world's youngest, largest and most geographically balanced, high specification OSV fleets. The Company's owned vessels have an average age of approximately nine years. Gulfmark reported a net loss of $215 million in 2015 following net income of $62.4 million in 2014. As of Sept. 30, 2016, GulfMark had $1.10 billion in total assets, $583.9 million in total liabilities and $518.3 million in total stockholders' equity. * * * In January 2017, the TCR reported that S&P Global Ratings raised its corporate credit rating on U.S.-based offshore service provider GulfMark Offshore Inc. to 'CCC-' from 'CC'. The rating outlook is negative. "The upgrade follows GulfMark Offshore's announcement on Dec. 30, 2016, that it has terminated its tender offer to purchase up to $300 million of its 6.375% senior unsecured notes due 2022 at below par," said S&P Global Ratings' credit analyst Kevin Kwok. In February 2016, that Moody's Investors Service downgraded GulfMark Offshore's Corporate Family Rating (CFR) to 'Caa3' from 'B3', Probability of Default Rating (PDR) to 'Caa3-PD' from 'B3-PD', and senior unsecured notes to 'Ca' from 'Caa1'. HALCON RESOURCES: S&P Retains 'B+' Rating on Secured 2nd Lien Debt ------------------------------------------------------------------ S&P Global Ratings said that it has revised its recovery rating to '4' from '3' on U.S.-based exploration and production company Halcon Resources Corp.'s senior unsecured debt. The '4' recovery rating indicates S&P's expectation of meaningful (30% to 50%, higher end of range) recovery in the event of default. The issue-level rating on the senior unsecured debt remains 'B-'. The 'B+' issue-level and '1' recovery ratings on the company's secured second-lien debt, and the 'B-' corporate credit rating are unchanged. The outlook remains stable. The revised recovery rating on the company's new unsecured debt incorporates the Feb. 9, 2017, announcement that the company will be increasing the issue amount on its recently issued senior unsecured debt to $850 million. As a result, recovery prospects will decrease. The company will use proceeds from the issuance to repurchase the existing secured second-lien notes, which had been scheduled to mature in 2020, and repay borrowings under the company's credit facility. Halcon Resources Corp. Corporate credit rating B-/Stable/-- Issue-Level Rating Unchanged; Recovery Rating Revised To From Senior Unsecured B- B- Recovery Rating 4H 3L Ratings Unchanged Senior Secured 2nd Lien B+ Recovery Rating 1 HANSELL/MITZELL: Taps Williams & Nulle as Accountant ---------------------------------------------------- Hansell/Mitzell, LLC, seeks authority from the U.S. Bankruptcy Court for the Western District of Washington to employ Williams & Nulle, PLLC as accountant to the Debtor. Hansell/Mitzell requires Williams & Nulle to assist in the preparation and filing of the Debtor's federal tax return. Williams & Nulle will be paid at these hourly rates: Duane M. Gilliland $200 Bookkeepers $85-$95 Williams & Nulle will also be reimbursed for reasonable out-of-pocket expenses incurred. Duane M. Gilliland, member of Williams & Nulle, PLLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Williams & Nulle can be reached at: Duane M. Gilliland WILLIAMS & NULLE, PLLC 1101 8th St. D Anacortes, WA 98221 Tel: (360) 293-6913 About Hansell/Mitzell, LLC Hansell/Mitzel LLC, dba Hansell Mitzel Homes, dba Resort Maintenance Services, based in Mt. Vernon, Wash., filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 16-16311) on December 21, 2016. Hon. Timothy W. Dore presides over the case. John R Rizzardi, Esq. of Cairncross & Hempelmann, P.S. serves as bankruptcy counsel. In its petition, the Debtor estimated $10 million to $50 million in both assets and liabilities. The petition was signed by Daniel R. Mitzel, managing member. HARBORVIEW TOWERS: Hires Wolff & Orenstein as Testifying Experts ---------------------------------------------------------------- Council of Unit Owners of the 100 Harborview Drive Condominium, seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ Wolff & Orenstein, LLC as testifying experts to the Debtor. The Debtor requires Wolff & Orenstein to review and analyze documentation and data to provide expert testimony on the liquidation value of the Debtor's assets in a Chapter 7 proceeding and providing expert witness testimony for purposes of confirmation of a Chupter 11 plan. Wolff & Orenstein will be paid at these hourly rates: Michael G. Wolff $450 Support Service $125 Wolff & Orenstein will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael G. Wolff, member of Wolff & Orenstein, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Wolff & Orenstein can be reached at: Michael G. Wolff WOLFF & ORENSTEIN, LLC 15245 Shady Grove Road, Suite 465-N Rockville, MD 20850 Tel: (301) 250-7232 Fax: (301) 816-0592 E-mail: mwolff@2olawgroup.com About Council of Unit Owners of the 100 Harborview Drive Condominium Council of Unit Owners of the 100 Harborview Drive Condominium, a condominium association, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 16-13049) on March 9, 2016. The petition was signed by Dr. Reuben Mezrich, president. The Debtor is represented by Paul Sweeny, Esq., at Yumkas, Vidmar, Sweeney & Mulrenin, LLC. Judge James F. Schneider is assigned to the case. The Debtor estimated assets and liabilities at $10 million to $50 million. HILLSIDE OFFICE: Seeks April 11 Plan Filing Deadline Extension -------------------------------------------------------------- Hillside Office Park, LLC asks the U.S. Bankruptcy Court for the District of New Jersey to extend the exclusive time period during which the Debtor may file a Chapter 11 Plan of Reorganization until April 11, 2017. The Debtor relates that it has been involved in negotiations with Rowhurst Limited, a potential purchaser of the property located at 1350 Liberty Avenue and 360 Florence Avenue in the Township of Hillside, New Jersey -- the Debtor's only asset of significant value. The Debtor further relates that now that the negotiations have been finalized, the Debtor is currently preparing its Chapter 11 Plan of Reorganization and Disclosure Statement for its reorganization. About Hillside Office Park, LLC Headquartered in Hillside, New Jersey, Hillside Office Park, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. N.J. Case No. 16-19617) on May 17, 2016, estimating its assets and liabilities at between $1 million and $10 million. The petition was signed by Glen A. Fishman, member of Maplewood Acquisition, LLC, member. Judge Stacey L. Meisel presides over the case. Donald F. Campbell, Jr., Esq., at Giordano Halleran & Ciesla, P.C., serves as the Debtor's bankruptcy counsel. HOPE ACADEMY: Fitch Affirms 'B' Rating on $8.5MM Revenue Bonds -------------------------------------------------------------- Fitch Ratings has affirmed the 'B' rating on approximately $8.5 million of public school academy limited obligation revenue bonds, series 2011, issued by the Michigan Finance Authority on behalf of Hope Academy. The Rating Outlook is Stable. SECURITY Pledged revenues consist of up to 20% of state allocated per-pupil foundation allowance (PPFA), and all other legally available, unrestricted funds. The trustee intercepts the pledged revenues from the state of Michigan monthly for bond debt service, prior to remitting excess funds to Hope. Additionally, bondholders benefit from a property mortgage and a debt service reserve. KEY RATING DRIVERS MULTIPLE FACTORS SUPPORT STABLE OUTLOOK: Hope's improved but still slim fiscal 2016 operating performance, recent charter renewal for four years (through 2020), and removal from the State priority list (which indicates consistent academic progress) support the Stable Outlook. However, three consecutive years of enrollment declines, a very weak balance sheet, and high debt burden continue to drive the current rating. VERY WEAK BALANCE SHEET: Hope's balance sheet provides limited flexibility to manage operating or enrollment fluctuations, and related ratios are very weak. Fiscal 2016 available funds ratios, as calculated by Fitch, were only 2% of operating expenses and 1.1% of debt. ACADEMIC PERFORMANCE REMAINS PRESSURED: Hope has improved academic performance in recent years, although related rankings remain below average. Hope was released from the state-designated 'Priority School' list earlier in 2017, a list of Michigan schools with the weakest academic rankings. Hope's charter authorizer reports continued academic improvement. ENROLLMENT DECLINES: Enrollment fell 4.2% in fall 2016, following declines of 8.5% and 16.9% in each of the two previous years. Hope had previously realized several years of growth. The recent enrollment trend is partly due to general Detroit area population losses and strong competition for existing students. SLIM OPERATIONS: Hope achieved fiscal 2016 MADS coverage per Fitch calculations (1.2x after non-cash adjustments), an improvement from 0.9x in fiscal 2015. Previously, Fitch-calculated coverage had met or slightly exceeded DSC of 1.1x in six out of the last seven fiscal years. Operations remain highly stressed due to enrollment declines. RATING SENSITIVITIES ENROLLMENT AND FINANCIAL PERFORMANCE: Failure of Hope Academy, MI., to grow or stabilize enrollment, thereby strengthening operating performance, and achieving debt service coverage (as calculated by Fitch) would pressure the rating. BALANCE SHEET: Consistently improved operating results over time that support growth in operating reserves, combined with enrollment stability, could support positive rating momentum. STANDARD SECTOR CONCERNS: A limited financial cushion; substantial reliance on enrollment-driven, per pupil funding; and charter renewal risk are credit concerns common among all charter school transactions which, if pressured, could negatively impact the rating. CREDIT PROFILE Hope Academy is a K-8 charter school located near the historic district of Detroit, MI (the city), and serves students living in the city and surrounding suburbs. Hope has operated since 1998, having received three five-year charters, a three-year charter through June 2016, and most recently a four-year charter through June 2020. Most students qualify for free or reduced lunch assistance, and about 10% receive special education services. Hope operates in a former public school building with capacity of about 700 students, which the charter authorizer characterizes as attractive and well maintained. ENROLLMENT PRESSURES Enrollment declines remain a significant concern. Enrollment for fall 2016 declined 4.2% to 503 students, following an 8.5% decline in fall 2015 to 525 students and a 16.9% decline in fall 2014 to 574 students. This followed six years of enrollment growth, from 441 students in fall 2007 to 691 in fall 2013. Management reports that lower enrollment is due to general population declines in the Detroit metro area, which has an excess of both public and charter school seats. Additionally, management reports that neighborhood demographics are changing, with fewer families with school-aged children. Hope does not provide student transportation, which can be a competitive issue. Management adjusted its fiscal 2016 and fiscal 2017 budgets to reflect actual enrollment, making difficult expense decisions including several lay-offs. MANAGEMENT CHANGES Hope made significant management changes to focus on student academic achievement and lower expenses in fiscal 2015, continuing into fiscals 2016 and 2017. These include changing to a management-company structure with BFDI Educational Services (BES) as manager and employer of all staff, hiring a new school leader, cutting expenses, and laying off some non-teaching staff to focus on academics. Effective fiscal 2015, Hope/BES employees are no longer part of the state retirement system. Hope has a six-member board. A new school superintendent started in the 2014/2015 academic year, and an acting principal position was made permanent in 2015/2016. The school has an active working relationship with its authorizer, Eastern Michigan University (EMU). CHARTER RENEWAL EMU renewed Hope's charter in 2016 for four years through 2020, an improvement from the last three-year charter. Hope's former three charters were the maximum five-years allowed in Michigan. WEAK OPERATING PERFORMANCE Audited fiscal 2016 results improved. The audited operating margin was $774,000, but Fitch adjusted for non-cash pension accruals resulting in a weaker negative $38,000. This resulted in an operating margin of negative 0.8%, which was stronger than fiscal 2015's negative $316,000 (negative 5.6% margin). Operations in both years reflected enrollment declines and essentially flat state per-pupil funding. Historically, Hope's GAAP operating margin have fluctuated; on a full accrual basis between fiscal 2008 and 2014 they have been modestly negative in five out of the last eight years. For the current fiscal 2017 budget year, management reports operations remain very tight, but are on track for balanced results and achieving the covenanted 1.1x coverage. Hope's state per-pupil funding improved about 2.7% in fiscal 2017. Fitch measures debt service coverage on a consolidated basis (which appears to be different from bond covenants). Hope achieved at least 1.0x current coverage in all but three of the last eight years in Fitch's analysis. Fiscal 2016 coverage (excluding non-cash pension revenue) was 1.2x, an improvement from only 0.9x in fiscal 2015. Management reports that it met fiscal 2015 and 2016 coverage covenants, which it measures using only general fund operations. Hope has no new debt capacity at this time; management reports no debt plans. WEAK BALANCE SHEET Hope has a very weak balance sheet relative to the rating category. Available funds (AF), defined as cash and investments not permanently restricted, was a nominally small $98,000 in fiscal 2016. This represented only 2% of annual operating expenses ($4.9 million) and 1.1% of outstanding debt ($8.5 million). Fitch views the weak balance sheet reserves as limiting the school's ability to absorb enrollment or state funding fluctuations. The school has a 2017 state aid note for $950,000 (the same amount as in the last three fiscal years) to smooth cash-flow during the academic year. The note is secured by state per-pupil funding and was about 19% of fiscal 2016 operating revenue. Hope reports that state payments are consistently received on time. ACADEMIC PERFORMANCE Between fiscal 2013 and 2016, Michigan classified Hope as a 'Priority School', an under-performing institution with academic achievement among the lowest 5% of all Michigan schools. Hope was removed from the priority list in January 2017 due to its 2015/2016 academic year progress. Academic improvement remains a challenge, and is a major focus of school management and EMU. Several years ago Michigan adopted a hybrid of its previous achievement test with some Common Core elements. The new test was administered in the spring of 2015 and again in 2016. Hope's 2015/2016 Accountability Scorecard is classified as 'yellow', the middle range of five academic categories. IGP HOLDING: In Voluntary Liquidation ------------------------------------- IGP Holding Company Ltd. is in voluntary liquidation (No. 557049) pursuant to Section 204(1)(b) of the BVI Business Companies Act 2004. Owen Thomas of 4700 Daybreak Parkway, South Jordan, Utah, was named liquidator of the Company on Jan. 26, 2017. IHEARTCOMMUNICATIONS INC: Private Exchange Offer Expires -------------------------------------------------------- iHeartCommunications, Inc. announced the expiration of its private offer to eligible holders of iHeartCommunications' outstanding 10.0% Senior Notes due 2018 to exchange Outstanding Notes for newly-issued 11.25% Priority Guarantee Notes due 2021 of iHeartCommunications. The Exchange Offer expired at midnight, New York City time, on Feb. 3, 2017. As of the Expiration Time, approximately $737.9 million in aggregate principal amount (or approximately 86.8%) of Outstanding Notes, including approximately $503.0 million in aggregate principal amount of Outstanding Notes held by subsidiaries of iHeartCommunications, had been validly tendered and not withdrawn in the Exchange Offer. iHeartCommunications expects to deliver the New Notes to be exchanged for the Outstanding Notes validly tendered and not validly withdrawn on Feb. 7, 2017. All Outstanding Notes held by unaffiliated parties that were validly tendered in the Exchange Offer will be exchanged for New Notes. Outstanding Notes held by subsidiaries of iHeartCommunications that were validly tendered in the Exchange Offer will be prorated so that iHeartCommunications does not exceed its current secured debt capacity under the indentures governing its existing indebtedness. Accordingly, on the Settlement Date, iHeartCommunications expects to issue approximately $476.4 million in aggregate principal amount of New Notes, including approximately $241.4 million in aggregate principal amount of New Notes to its subsidiaries. All Outstanding Notes validly tendered in the Exchange Offer will receive the early tender consideration of $1,000 principal amount of New Notes for each $1,000 principal amount of Outstanding Notes tendered. Participating holders will also receive, with respect to their Outstanding Notes accepted for exchange, accrued and unpaid interest, in cash, from the last applicable interest payment date up to, but not including, the Settlement Date. Immediately following the Settlement Date, approximately $373.6 million in aggregate principal amount of Outstanding Notes will remain outstanding. The New Notes will be issued as "additional notes" under the indenture governing iHeartCommunications' 11.25% Priority Guarantee Notes due 2021 that were issued on Feb. 28, 2013, and will be treated as a single class with such notes but will not trade fungibly with such notes. The New Notes were offered in reliance on exemptions from registration under the Securities Act of 1933, as amended. The New Notes have not been registered under the Securities Act, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. About iHeartCommunications iHeartCommunications, Inc., (formerly known as Clear Channel Communications, Inc.) is a global media and entertainment company. The Company specializes in radio, digital, outdoor, mobile, social, live events, on-demand entertainment and information services for local communities, and uses its unparalleled national reach to target both nationally and locally on behalf of its advertising partners. The Company is dedicated to using the latest technology solutions to transform the company's products and services for the benefit of its consumers, communities, partners and advertisers, and its outdoor business reaches over 40 countries across five continents, connecting people to brands using innovative new technology. IheartCommunications reported a net loss attributable to the Company of $755 million on $6.24 billion of revenue for the year ended Dec. 31, 2015, compared to a net loss attributable to the Company of $794 million on $6.31 billion of revenue for the year ended Dec. 31, 2014. As of Sept. 30, 2016, IHeartcommunications had $12.82 billion in total assets, $23.78 billion in total liabilities and a total shareholders' deficit of $10.96 billion. Bankruptcy Warning "The ability to refinance the debt will depend on the condition of the capital markets and our financial condition at such time. Any refinancing of the debt could be at higher interest rates and increase debt service obligations and may require us and our subsidiaries to comply with more onerous covenants, which could further restrict our business operations. The terms of existing or future debt instruments may restrict us from adopting some of these alternatives. These alternative measures may not be successful and may not permit us or our subsidiaries to meet scheduled debt service obligations. If we or our subsidiaries cannot make scheduled payments on indebtedness, we or our subsidiaries, as applicable, will be in default under one or more of the debt agreements and, as a result we could be forced into bankruptcy or liquidation," the Company said in its annual report for the year ended Dec. 31, 2015. * * * iHeartCommunications carries a 'Caa2 Corp.' corporate family rating from Moody's Investors Service. As reported by the TCR on Dec. 15, 2016, Fitch Ratings has downgraded iHeartCommunications, Inc.'s Long-Term Issuer Default Rating (IDR) to 'CC' from 'CCC'. According to the report, the downgrade reflects the increasing likelihood that iHeart will look to restructure its debt within a year or two. As reported by the TCR on Feb. 10, 2017, S&P Global Ratings said that it lowered its corporate credit rating on iHeartMedia Inc. and its subsidiary iHeartCommunications Inc. to 'SD' (selective default) from 'CC'. "The downgrade follows iHeartMedia's recent announcement that it has exchanged $476.4 million principal amount of iHeartCommunications' senior unsecured notes due 2018 for $476.4 million 11.25% senior secured priority guarantee notes due 2021," said S&P Global Ratings' credit analyst Jeanne Shoesmith. ILPEA PARENT: S&P Gives Prelim. 'B' CCR on Refinancing Plans ------------------------------------------------------------ S&P Global Ratings assigned its preliminary 'B' long-term corporate credit rating to U.S.-based magnetic gaskets manufacturer Ilpea Parent Inc. The outlook is stable. At the same time, S&P assigned its 'B' preliminary issue rating to the proposed senior secured debt facilities (U.S. dollar-denominated $200 million term loan B, euro-denominated term loan B of EUR24 million, and $25 million of revolving credit facility (RCF), all senior secured and ranking pari passu). S&P's '3' preliminary recovery rating on these facilities reflects the relatively low amount of prior-ranking liabilities and S&P's expectation of about 50% recovery for shareholders in a payment default. The final rating will take be assigned within the next three months and will depend upon the successful completion of the transaction and S&P's satisfactory review of the final financing and preferred units documentation. Accordingly, the preliminary rating should not be construed as evidence of a final rating. If final documentation departs from materials reviewed, S&P reserves the right to reconsider its position. Potential changes include, but are not limited to, the amount of the funds raised, allocation of the proceeds, and final characteristics of the outstanding preferred units upon conversion. Ilpea is considering the refinancing of its existing debt alongside the redemption of preferred units currently held by Neuberger Berman, management, and Intesa San Paolo--totaling EUR98 million--with an eye to further streamline its ownership structure. As part of the transaction, the group will syndicate a seven-year term loan B with a $200 million tranche, a EUR24 million tranche, and a five-year $25 million RCF that will remain undrawn upon the closing. The funds raised, together with the outstanding cash on the balance sheet, will be allocated to the just more than EUR107 million refinancing of existing debt and the EUR98 million redemption of preferred units (the residual amount being entitled to transaction costs). S&P assess this transaction as relatively aggressive, since the bulk of unitholders are entitled to broadly 47% of the cash proceeds. In addition, it occurs in the wake of EUR53 million extracted to evenly benefit ordinary shareholders and preferred unitholders in 2016. Yet, S&P considers the transaction will benefit the company's ultimate capital structure given that it aims for a partial redemption of the preferred unit classes implemented in 2004 and 2009 that accrued at the aggressive compound rate of 18% a year. S&P understands the outstanding EUR37 million preferred units will be converted into preference shares with no maturity, structurally subordinated to the debt capital structure, no voting rights, no financial covenants, no security package, and no accruing interest, which leads S&P to treat those as equity. Ultimately, the company will be effectively controlled by its management. Ilpea is a global leading manufacturer of magnetic gaskets and extruded and injected rubber and plastic products for the consumer appliance industry and an innovative leader in extruded plastic and other products for the automotive and building industries. Headquartered in Italy, Ilpea operates in 13 countries through its 32 plants worldwide. The company is projected to generate sales of about EUR345 million and EBITDA of EUR54 million in fiscal year 2016 (ended Oct. 31) which represents a compound annual growth rate of 3.9% in revenues and 5.1% in EBITDA since 2010. Since its inception in the late 1960s, the group has progressively extended its geographic spread and product mix to become a supplier for blue chip appliances manufacturers (such as Whirlpool and Electrolux), automotive manufacturers (such as Volkswagen and Chrysler) or original equipment manufacturers (such as SKF). S&P's assessment of the company's business risk profile is constrained by its small size compared with other capital goods companies, with revenues of less than EUR400 million and EBITDA of about EUR50 million. This, together with the heavy customer concentration (its top three customers account for broadly 50% of its revenues), could expose Ilpea to operating risk in case of particularly adverse market conditions, in S&P's view. S&P believes the company has a less favorable negotiating power than its larger blue chips customers whose more dominant positions allow them to define trading terms. Despite such weaknesses, Ilpea has sustainably delivered EBITDA margins in mid-teen percentages on an adjusted basis. Such decent profitability, mostly fueled by its core and more profitable appliance segment, stems from the three-to-five-year average tenure of its contracts, alongside its ability to index raw materials inflation through pass-through mechanisms. In S&P's view, the EBITDA margin erosion noticed during 2013-2014 was transitory. At the time, the group faced unfavorable exchange rates, various inefficiencies in Brazil and the U.S.--since addressed--but it was also restructuring and starting up new plants in Morocco, South Africa, Brazil and Mexico to take advantage of local volumes and lower labor costs. Furthermore, on the strength of its leading market position (more than 80% share in the magnetic gasket market in the U.S., Europe, and Brazil) and 20 patented products, Ilpea maintained a long-term relationships with large consumer appliances manufacturers and original equipment manufacturers with no occurrence of contract losses. S&P's financial risk profile assessment encapsulates its view that the contemplated transaction is relatively aggressive. However, S&P considers that the group's decent cash flow generation resulting from adequate profitability and limited working capital requirements, given its business model of just-in-time deliveries, will translate into a very gradual deleveraging. Until their effective redemption, S&P treats the preferred units as debt because of their ownership by a financial investor, the aggressive return rate of 18%, and the magnitude of cash extracted in the past. As a result, S&P's total debt calculation is expected at about EUR250 million at year-end 2017 (including S&P's standard adjustment of operating lease, pensions, and the portion of nonrecourse factoring not dealt through the account receivables platform). In S&P's view, Ilpea's financial risk profile is at the weaker end of the category relative to its peers, specifically in relation to its free operating cash flow (FOCF)-to-debt ratio. Because of this and owing to risks related to its limited track record and its absolute small size, we include a one-notch negative adjustment in S&P's comparable ratings analysis. The stable outlook reflects S&P's expectation that Ilpea's organic growth in the existing magnetic gasket market for consumer appliances and greater penetration in extruded plastics for the automotive industry will translate into an EBITDA margin sustainably in the mid-teens. S&P expects the group's cash flow generation will translate into total debt to EBITDA just below 5.0x and FFO to debt of about 12%-15% by year-end 2017 and in 2018. S&P could lower the rating if the company faced the loss of significant contracts or granted significantly higher discounts on existing contracts than S&P currently anticipates, which would lead to weakened revenues, EBITDA, and cash flow metrics compared with S&P's base case. A more aggressive financial policy through heavier returns to unitholders or deteriorating liquidity could also put the rating under pressure. A ratio of FFO to debt below 12% and adjusted debt to EBITDA above 5.0x could lead to a downgrade. Likewise FFO cash interest coverage converging toward less than 2.5x could also trigger a negative rating action. Given the company's absolute small size, S&P sees the upward pressure on the rating as remote. However, S&P could take a positive rating action if the company outperforms its base-case projections, with the EBITDA margin improving sustainably to the 16%-18% range, and if it demonstrates a supportive financial policy, such as a constant deleveraging path alongside the lack of further returns to shareholders. Adjusted FFO to debt sustainably above 20% and positive FOCF generation at least of about 15%, together with adequate liquidity, would support a positive rating action. IMMUCOR INC: Bank Debt Trades at 3% Off --------------------------------------- Participations in a syndicated loan under Immucor Inc. is a borrower traded in the secondary market at 97.50 cents-on-the-dollar during the week ended Friday, Feb. 3, 2017, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.35 percentage points from the previous week. Immucor Inc. pays 375 basis points above LIBOR to borrow under the $0.665 billion facility. The bank loan matures on Aug. 19, 2018 and carries Moody's B2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Feb. 3. INNOVATIVE CONSTRUCTION: Hearing on Disclosures Set For March 14 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Pennsylvania will hold on March 14, 2017, at 10:00 a.m. a hearing to consider the approval of Innovative Construction, Inc.'s second amended disclosure statement to accompany the Debtor's amended plan dated Feb. 3, 2017. Objections to the Second Amended Disclosure Statement must be filed by March 7, 2017. The Troubled Company Reporter, on Feb. 10, 2017, reported that the Debtor filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania a second amended disclosure statement to accompany its second amended Chapter 11 plan dated Feb. 3, 2017, which provides a 100% payment to all creditors. The total amount available for distribution to unsecured creditors is $ 2,949,567.50 while the general unsecured non-tax claims total $4,500. The initial plan designated Lawrence County with a general unsecured tax claim totaling $132,963.69. The Plan will be funded through the sale of the Debtor's real property. The previous plan stated that the Debtor's income is going to increase from $0/month to $9,000/month. Commencing Aug. 1, 2016, the Debtor will receive monthly lease payments from the tenant of its building in the amount of $4,000 per month. Additionally, the Debtor has entered into a contract with Sandro, LLC, which will purchase $5,000 of the Debtor's sand and gravel deposits on a monthly basis. This will be the Debtor's source of funds for planned payments, including funds necessary for capital replacement, repairs, or improvements. The Second Disclosure Statement is available at: http://bankrupt.com/misc/pawb16-20088-78.pdf About Innovative Construction Innovative Construction, Inc., leases real property to Caravan II, LLC, which operates a hotel and restaurant. It also owns sand and gravel deposits. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 16-20088) on Jan. 12, 2016. The petition was signed by Linda Menichino, president. The Debtor is represented by Robert O. Lampl, Esq. The case is assigned to Judge Jeffery A. Deller. The Debtor estimated both assets and liabilities in the range of $1 million to $10 million. INTERNATIONAL BRIDGE: Has Until Feb. 28 to Use Cash Collateral -------------------------------------------------------------- Judge Robert D. Berger of the U.S. Bankruptcy Court for the District of Kansas authorized International Bridge Corporation to use cash collateral on an interim basis, until Feb. 28, 2017. Judge Berger acknowledged that the Debtor has an immediate and critical need to use cash collateral in order to preserve and protect the value of its assets. He further acknowledged that the Debtor has no source of income other than from the operation of its business. TOA Corporation, the Government of Guam, Department of Revenue and Taxation, Leidos, Inc., and the Internal Revenue Service, may claim an interest or lien in the cash collateral. The Debtor wanted authority to use cash collateral generated post-Petition, which is comprised primarily of accounts receivable due under its Insurance and Maintenance Agreement with CaPFA Capital Corp. 2010A for the John F. Kennedy High School in Guam or of proceeds from the assignment of that Agreement, and a determination by the Court that no further adequate protection is currently necessary. The Debtor is authorized to use cash collateral in order to conduct its day-to-day operations including, but not limited to, the payment of utility expenses, payment for the purchase of supplies and other various overhead expenses, payment of income to its employees, payment of attorney's fees, and for payment of the United States Trustee's assessments and other expenses in the Chapter 11 proceeding. The Debtor is directed to continue making monthly payments to the IRS in the amount of $2,000. The IRS was granted a continuing and replacement lien in accounts receivable created post-petition. Judge Berger held that the Debtor will not be obligated to provide additional adequate protection at the moment. A continued hearing on the Debtor's use of cash collateral is scheduled on Feb. 16, 2017 at 1:30 p.m. A full-text copy of the Interim Order, dated Feb. 6, 2017, is available at http://bankrupt.com/misc/InternationalBridge2015_1520951_193.pdf TOA Corporation is represented by: Katherine Vance, Esq. 224 S. Bolder, Suite 225 Tulsa, OK 74103 Telephone: (918) 581-6686 E-mail: Katherine.Vance@USDOJ.gov Leidos, Inc. is represented by Christine E. Baur, Esq. LAW OFFICE OF CHRISTINE E. BAUR 4653 Carmel Mountain Road, Suite 308 #332 San Diego, California 92130 Telephone: (858) 350-3757 About International Bridge Corporation International Bridge Corporation, a contractor for government projects in the South Pacific and Guam, sought Chapter 11 protection (Bankr. D. Kan. Case No. 15-20951) in Kansas City on May 7, 2015. Robert Toelkes, the sole shareholder and manager, signed the petition. The Debtor disclosed total assets of $17.4 million and total debt of $27.4 million. The case is assigned to Judge Robert D. Berger. The Debtor tapped Wesley F. Smith, Esq., at Stevens & Brand, LLP, as its counsel. Wyatt A. Hoch, Esq., at Foulston Siefkin, LLP, serves as the Debtor's special litigation counsel. Robert G. Nath, at Robert G. Nath, PLLC, represents the Debtor as special tax counsel. INTOWN COMPANIES: Wants to Use Cash Collateral for Roof Repairs --------------------------------------------------------------- The Intown Companies, Inc. dba American Quality Lodge requests the U.S. Bankruptcy Court for the Northern District of Florida for authority to use cash collateral. The Debtor owns and operates the American Quality Lodge in Panama City, Florida. The Debtor relates that a few of the hotel roofs are in need of permanent repair. The Debtor further relates that pursuant to the March 2015 Final Cash Collateral Order, any expenses outside the ordinary course would need to be approved by Panama Assets, LLC and/or the Court. The Debtor says that it has sought multiple bids to repair the roofs on Buildings 1 and 2 of the hotel, and the most comprehensive and best bid on the project was from Greg's Roofing of Bay County, Inc. Greg's Roofing proposal contemplates compensation for the repairs in the fixed amount of $94.800, which is payable $30,000 at the start of the work and $64,800 upon the completion. The Debtor believes that it would be in the best interest of the estate to have the roofs repaired as quickly as possible to preserve value of the estate. The Debtor also believes that the current monthly payment as well as the increase in value by the addition of the new roof is sufficient to adequately protect Panama Assets, LLC. A full-text copy of the Debtor's Motion, dated February 7, 2017, is available at https://is.gd/8Vq7Ey About The Intown Companies The Intown Companies, Inc., dba American Quality Lodge, based in Tucker, Georgia, filed a Chapter 11 petition (Bankr. N.D. Fla. Case No. 14-50374) on Nov. 11, 2014. The Petition was signed by Melton Harrell, president. The case is assigned to Judge Karen K. Specie. At the time of filing, the Debtor estimated $1 million to $10 million in both assets and liabilities. Thomas B. Woodward, Esq., of the law office of Thomas B. Woodward, Atty., serves as the Debtor's bankruptcy counsel, and Jason A. Burgess, Esq., at The Law Offices of Jason A. Burgess LLC, verves as the Debtor's counsel. No official committee of unsecured creditors has been appointed in the case. ISAACSON IMPLEMENT: Case Summary & 19 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Isaacson Implement Company, Inc. 337 Main Street Nerstrand, MN 55053 Case No.: 17-30382 Chapter 11 Petition Date: February 10, 2017 Court: United States Bankruptcy Court District of Minnesota (St Paul) Judge: Hon. William J Fisher Debtor's Counsel: Mark J Kalla, Esq. LAPP, LIBRA, THOMSON, STOEBNER & PUSCH, CHTD. 120 S Street S, Ste 2500 Minneapolis, MN 55402 Tel: 612-338-5815 Fax: 612-338-6651 E-mail: mkalla@lapplibra.com Total Assets: $5.92 million Total Liabilities: $1.84 million The petition was signed by David Isaacson, president. A copy of the Debtor's list of 19 unsecured creditors is available for free at http://bankrupt.com/misc/mnb17-30382.pdf JEFFREY L. MILLER: Hires Owen & Dunivan as General Counsel ---------------------------------------------------------- Jeffrey L. Miller Investments, Inc. seeks authorization from the U.S. Bankruptcy Court for the Middle District of Florida to employ Owen & Dunivan, PLLC and Bryant H. Dunivan, Jr., Esq. as corporate general counsel. The Debtor is the Plaintiff in a lawsuit, styled Jeffrey L. Miller Investments, Inc. v. New Springs, Inc., Case No.: 16-CA-6764, Division: F, presently pending in the Circuit Court for Hillsborough County, Florida. In its complaint, the Debtor is seeking monetary damages against New Springs, Inc. due to its failure to make contractual lease payments. The Debtor requires Owen & Dunivan to: (a) represent the interests of the Debtor in the above- mentioned Circuit Civil Court action pending in Hillsborough County, State of Florida; (b) defend and pursue any landlord/tenant actions the Debtor may have, in Hillsborough County, Florida; and (c) assist in collecting debts; and to provide other general legal services as needed. The firm and Mr. Dunivan will be compensated at $225 per hour. Mr. Dunivan assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. The firm can be reached at: Bryant H. Dunivan, Jr., Esq. OWEN & DUNIVAN, PLLC 615 W. DeLeon Street Tampa, FL 33606 Tel: (813) 502-6768 E-mail: bdunivan@mjolegal.com About Jeffrey L. Miller Investments Jeffrey L. Miller Investments, Inc., based in Tampa, FL, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 16-10036) on Nov. 23, 2016. The petition was signed by Jeffrey L. Miller, president. The Debtor is represented by Buddy D. Ford, Esq., at Buddy D. Ford, P.A. The Debtor disclosed $6.54 million in assets and $4.18 million in liabilities at the time of the filing. KENTISH TRANSPORTATION: Taps Maples Law as Attorneys ---------------------------------------------------- Kentish Transportation, Inc. seeks authorization from the U.S. Bankruptcy Court for the Northern District of Alabama to employ Maples Law Firm, P.C. as attorneys. The Debtor requires Maples Law to: (a) prepare pleadings and applications and conduct examinations incidental to any related proceedings or to the administration of this case; (b) develop the relationship of the status of the Debtor to the claims of creditors in this case; (c) advise the Debtor of its rights, duties, and obligations as Debtor operating under Chapter 11 of the Bankruptcy Code; (d) take any and all other necessary action incident to the proper preservation and administration of this Chapter 11 case; and (e) advise and assist the Debtor in the formation and preservation of a plan pursuant to Chapter 11 of the Bankruptcy Code, the disclosure statement, and any and all matters related thereto. Maples Law will be paid at these hourly rates: Partner $360 Associates $205-$215 Paralegals $55-$130 Maples Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Stuart M. Maples, member of Maples Law, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. Maples Law can be reached at: Stuart M. Maples, Esq. MAPLES LAW FIRM, P.C. 200 Clinton Ave. West, Suite 1000 Huntsville, AL 35801 Tel: (256) 489-9770 Fax: (256) 489-9720 E-mail: smaples@mapleslawfirmpc.com Kentish Transportation, Inc. fka KTI Express Courier, based in Huntsville, Ala., filed a Chapter 11 petition (Bankr. N.D. Ala. Case No. 17-80242) on January 25, 2017. The Hon. Clifton R. Jessup Jr. presides over the case. Stuart M Maples, Esq., at Maples Law Firm, PC, as bankruptcy counsel. In its petition, the Debtor declared $99,948 in total assets and $1.11 million in total liabilities. The petition was signed by Cecilio Kentish, Jr., president/CEO. A list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/alnb17-80242.pdf KHWY INC: Hires Aronson Professional Services as Accountant ----------------------------------------------------------- KHWY, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Nevada to employ Aronson Professional Services, Inc. as accountant to the Debtor. KHWY, Inc. requires Aronson Professional to: a. assist and advise the Debtor in the preparation and filing of tax returns; and b. prepare other financial statements as needed. Aronson Professional will be paid as follows: Hourly rate $200 Form 1120S Corporate Tax Regurn $200 flat fee Tax Technology & Tax Processing Charge $85 per hour Aronson Professional will also be reimbursed for reasonable out-of-pocket expenses incurred. Steve Aronson, member of Aronson Professional Services, Inc., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Aronson Professional can be reached at: Steve Aronson ARONSON PROFESSIONAL SERVICES, INC. 1030 N State St. Chicago, IL 60610 Tel: (312) 214-4375 About KHWY, Inc. KHWY Inc., based in Las Vegas, NV, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 17-10530) on February 7, 2017. The Hon. Mike K. Nakagawa presides over the case. Matthew L. Johnson, Esq., at Johnson & Gubler, P.C., as bankruptcy counsel. In its petition, the Debtor estimated $645,000 in assets and $1.79 million in liabilities. The petition was signed by Kirk Anderson, managing member. The Debtor hired Repp Law Firm as special counsel, Aronson Professional Services, Inc. as accountant, Spectrum Media, LLC as sales broker. KHWY INC: Hires Johnson & Gubler as Counsel ------------------------------------------- KHWY, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Nevada to employ Johnson & Gubler, P.C. as counsel to the Debtor. KHWY, Inc. requires Johnson & Gubler to: a. institute, prosecute or defend any lawsuits, adversary proceedings and contested matters arising out the bankruptcy proceeding in which the Debtor may be a party; b. assist in the recovery and obtaining necessary Court approval for recovery and liquidation of estate assets, and to assist in the protecting and preserving the same where necessary; c. assist in determining the priorities and status of claims and file objections thereto where necessary; d. assist in preparation of a disclosure statement and plan of reorganization; and e. advise the Debtor and perform all other legal services for the Debtor which may become necessary in this bankruptcy proceeding. Johnson & Gubler will be paid at these hourly rates: Attorneys $425 Paralegals $175 Johnson & Gubler will be paid a retainer in the amount of $25,000. Johnson & Gubler will also be reimbursed for reasonable out-of-pocket expenses incurred. Matthew L. Johnson, member of Johnson & Gubler, P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Johnson & Gubler can be reached at: Matthew L. Johnson, Esq. JOHNSON & GUBLER, P.C. 8831 West Sahara Avenue Las Vegas, NV 89117 Tel: (702) 471-0065 Fax: (702) 471-0075 E-mail: mjohnson@mjohnsonlaw.com About KHWY, Inc. KHWY Inc., based in Las Vegas, NV, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 17-10530) on February 7, 2017. The Hon. Mike K. Nakagawa presides over the case. Matthew L. Johnson, Esq., at Johnson & Gubler, P.C., as bankruptcy counsel. In its petition, the Debtor estimated $645,000 in assets and $1.79 million in liabilities. The petition was signed by Kirk Anderson, managing member. The Debtor hires Repp Law Firm as special counsel, Aronson Professional Services, Inc. as accountant, Spectrum Media, LLC as sales broker. KHWY INC: Hires Repp Law as Special Counsel ------------------------------------------- KHWY, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Nevada to employ Repp Law Firm as special counsel to the Debtor. KHWY, Inc. requires Repp Law to: a. assist and advise the Debtor regarding Federal Communications Commission rules and regulations governing the operation of the radio stations; b. file requisite applications with the Federal Communications Commission for a radio licensee entering and exiting bankruptcy; and c. advise the Debtor and perform all other legal services relating to communications for the Debtor which may become necessary in the bankruptcy proceeding. Repp Law will be paid at these hourly rates: Attorneys $445 Paralegals $185 Repp Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Marissa Repp, member of Repp Law Firm, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Repp Law can be reached at: Marissa Repp, Esq. REPP LAW FIRM 555 13th St. NW, Suite 800 E Washigton, DC 20004 Tel: (202) 637-6845 About KHWY, Inc. KHWY Inc., based in Las Vegas, NV, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 17-10530) on February 7, 2017. The Hon. Mike K. Nakagawa presides over the case. Matthew L. Johnson, Esq., at Johnson & Gubler, P.C., as bankruptcy counsel. In its petition, the Debtor estimated $645,000 in assets and $1.79 million in liabilities. The petition was signed by Kirk Anderson, managing member. The Debtor hires Repp Law Firm as special counsel, Aronson Professional Services, Inc. as accountant, Spectrum Media, LLC as sales broker. KHWY INC: Hires Spectrum Media as Sales Broker ---------------------------------------------- KHWY, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Nevada to employ Spectrum Media, LLC as sales broker to the Debtor. KHWY, Inc. requires Spectrum Media to represent and assist the Debtor in marketing and sales of its radio station licenses and equipment known as KHYZ-FM, KYHZ-FM2, KHDR-FM, KIXW-FM, KHRQ-FM, KIXF-FM, KHWY-FM and KRXV-FM. Spectrum Media will be paid a contingent fee of 10% of the total consideration. Scott Knoblauch, member of Spectrum Media, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Spectrum Media can be reached at: Scott Knoblauch SPECTRUM MEDIA, LLC E-mail: scott@spectrummediallc.com Tel: (864) 233-9530 About KHWY, Inc. KHWY Inc., based in Las Vegas, NV, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 17-10530) on February 7, 2017. The Hon. Mike K. Nakagawa presides over the case. Matthew L. Johnson, Esq., at Johnson & Gubler, P.C., as bankruptcy counsel. In its petition, the Debtor estimated $645,000 in assets and $1.79 million in liabilities. The petition was signed by Kirk Anderson, managing member. The Debtor hires Repp Law Firm as special counsel, Aronson Professional Services, Inc. as accountant, Spectrum Media, LLC as sales broker. KOKUA TECHNOLOGIES: Hires Gold Gerstein as Accountant ----------------------------------------------------- Kokua Technologies, LLC, seeks authority from the U.S. Bankruptcy Court for the District of New Jersey to employ Gold Gerstein Gropu, LLC as accountant to the Debtor. Kokua Technologies requires Gold Gerstein to: a. prepare monthly operating reports; b. bookkeeping; c. prepare tax returns; and d. assist in formulating and confirming Plan of Reorganization. Gold Gerstein will be paid at the rate of $1,950 per month. Gold Gerstein will also be reimbursed for reasonable out-of-pocket expenses incurred. Kenneth M. Annarelli, member of Gold Gerstein Group, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Gold Gerstein can be reached at: Kenneth M. Annarelli GOLD GERSTEIN GROPU, LLC 505 Pleasant Valley Avenue Moorestown, NJ 08057 Tel: (856) 727-0100 About Kokua Technologies, LLC Kokua Technologies, LLC filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 17-10002) on January 1, 2017, disclosing under $1 million in both assets and liabilities. Ellen M. McDowell, Esq., at McDowell Posternock Appell & Detrick PC, serves as Chapter 11 counsel; and Gold Gerstein Gropu, LLC as accountant. KOPH INC: Can Continue Using FCFB Cash Collateral Until April 11 ---------------------------------------------------------------- Judge Jack B. Schmetterer of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Koph, Inc., to use the cash collateral First Community Financial Bank from February 7, 2017 through April 11, 2017 The Debtor was authorized to use cash collateral to pay the ordinary and necessary post petition expenses related to the operation of its restaurant business at 13717 S. Route 30, Plainfield, IL. First Community Financial Bank was granted valid, perfected and enforceable post-petition replacement liens on all proceeds of existing cash collateral, and all new collateral, to the same extent that it had perfected liens prepetition. As additional adequate protection, the Debtor was directed to make monthly adequate protection payments to First Community Financial Bank in the amount of $600. A continued hearing on the Debtor's further use of cash collateral will be held on April 7, 2017 at 10:30 a.m. A full-text copy of the Third Agreed Order, dated February 7, 2017, is available at https://is.gd/656vKE About Koph, Inc. Koph, Inc., is a corporation that operates a restaurant known as Katie O'Connor's Pint House and Eatery at 13717 S. Route 30 in Plainfield, Illinois. Koph, Inc., filed a chapter 11 petition (Bankr. N.D. Ill. Case No. 16-36244) on Nov. 14, 2016. The petition was signed by its President, Robert J. Darin. The Debtor is represented by David P. Lloyd, Esq., at David P. Lloyd, Ltd. At the time of filing, the Debtor estimated assets at $0 to $50,000 and liabilities at $100,000 to $500,000. KRONOS ACQUISITION: S&P Affirms 'B-' CCR; Outlook Stable -------------------------------------------------------- S&P Global Ratings said it affirmed its 'B-' long-term corporate credit rating on Kronos Acquisition Holdings Inc. based on the proposed recapitalization and the expectation that the company's US$235 million senior notes add-on will not have a material impact on Kronos' fixed charges. The outlook is stable. Kronos is proposing to issue a US$235 million add-on to its existing 9% senior unsecured notes. The company will use the proceeds from the unsecured notes to repay a portion of the term loan outstanding. The debt repayment improves the recovery prospects on Kronos' first-lien term loan stemming from lower first-lien debt outstanding at default, pushing the recovery just above 70%. As a result, S&P is raising the issue-level rating on Kronos' first-lien term loan to 'B' from 'B-' and revising S&P's recovery rating on the debt to '2' from '3'. A '2' recovery rating indicates S&P's expectation of substantial (70%-90%; lower half of the range) recovery in default. Since the revised recovery on the secured debt is just in excess of 70%, any future add-on to the senior secured loan without a corresponding increase in enterprise value could lead S&P to revise the recovery rating to '3'. At the same time, S&P Global Ratings affirmed its 'CCC' issue-level rating on Kronos' senior unsecured notes, including the proposed US$235 million add-on. The '6' recovery on the notes is unchanged, reflecting S&P's expectation of negligible (0%-10%) recovery in default. "The debt upgrade reflects improved recovery prospects on Kronos' term loan stemming from the proposed debt repayment and lower first-lien debt outstanding at default,; pushing the recovery just above 70%," said S&P Global Ratings credit analyst Nayeem Islam. The ratings on Kronos reflect S&P Global Ratings' view of the company's steady market positions in a range of consumer products, as well as a heavy debt load and ownership by a succession of private equity sponsors. S&P do not expect the proposed transaction to have a material impact on the company's fixed charges as higher interest will be offset by lower annual debt amortization. As a result, S&P expects Kronos will maintain adequate liquidity and generate sufficient cash flows to cover approximately US$150 million of fixed charges relating to interest, capital expenditures, and debt amortization. The stable outlook reflects S&P Global Ratings' expectation that Kronos will improve its earnings and maintain EBITDA cash interest coverage of about 1.7x-2.0x. S&P also expects the company to generate sufficient cash flows to cover fixed charges and maintain adequate liquidity. S&P could lower the ratings if Kronos is unable to generate sufficient operating cash flows to cover approximately US$150 million of fixed charges for interest, capital expenditures, and debt amortization. S&P believes such a scenario would be precipitated by weakness in the company's operating performance due to lower demand, operational missteps, or significant restructuring expenses. S&P is unlikely to raise the ratings over the next year, given Kronos' aggressive financial policies, high debt burden, and limited deleveraging prospects owing to relatively large fixed charges. That said, S&P could raise its ratings if Kronos improves its credit metrics, including fully adjusted debt leverage below 6x and EBITDA interest coverage approaching 3x. LADERA PARENT: Hires Robinson Brog as Counsel --------------------------------------------- Ladera Parent LLC, et al., seek authority from the U.S. Bankruptcy Court for the Southern District of New York to employ Robinson Brog Leinwand Greene Genovese & Gluck P.C. as counsel to the Debtor. Ladera Parent requires Robinson Brog to: a. provide advice to the Debtors with respect to their powers and duties under the Bankruptcy Code in the continued operation of their business and the management of their property; b. negotiate with creditors of the Debtors, prepare plans of reorganization and take the necessary legal steps to consummate the plans, including negotiations with respect to financing the plans; c. appear before the various taxing authorities to work out a plan to pay taxes owing in installments; d. prepare on the Debtors' behalf necessary applications, motions, answers, replies, discovery requests, forms of orders, reports and other pleading and legal documents; e. appear before the Court to protect the interest of the Debtors and their estates, and represent the Debtors in all matters pending before the Court; f. perform all other legal services for the Debtors that may be necessary herein; and g. assist the Debtors in connection with all aspects of the Chapter 11 cases. Robinson Brog will be paid at these hourly rates: Shareholders $475-$675 Associates $385-$465 Paralegal $200-$300 Robinson Brog will also be reimbursed for reasonable out-of-pocket expenses incurred. A. Mitchell Greene, member of Robinson Brog Leinwand Greene Genovese & Gluck P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Robinson Brog can be reached at: A. Mitchell Greene, Esq. ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK P.C. 875 Third Avenue New York, NY 10022 Tel: (212) 603-6300 About Ladera Parent LLC Ladera Parent LLC, based in New York, NY, and its affiliates, filed a Chapter 11 petition (Bankr. S.D.N.Y. Lead Case No. 16-13382) on December 4, 2016. A. Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck P.C., as bankruptcy counsel. Phillips Nizer LLP as special real estate & corporate counsel, Phillips Nizer LLP, as special counsel. Ladera Parent listed $21 million in assets and $21.02 million in liabilities; and Ladera, LLC listed $75 million in assets and $45.75 million in liabilities. The petition was signed by Hans Futterman, manager. LENSAR INC: Taps Armory Securities as Financial Advisor ------------------------------------------------------- Lensar, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire a financial advisor. The Debtor proposes to hire Armory Securities, LLC to provide these services in connection with its Chapter 11 case: (a) familiarize itself with the business, operations, properties, financial condition and prospects of the Debtor; (b) advise and assist the Debtor in structuring and effecting the financial aspects of a restructuring of its equity, indebtedness, obligations or liabilities through a plan of reorganization; (c) provide assistance to management in connection with developing and updating its 13-week cash flow forecasts and other related forecasts; (d) assist the Debtor and its team to further identify and implement both short-term and long-term liquidity generating initiatives; (e) assist in developing and implementing cash management strategies, tactics and processes; (f) assist the management team in monitoring weekly cash allocation and cash management processes; (g) assist the Debtor in responding to requests for information from the U.S. trustee and preparing the monthly operating reports; (h) assist the Debtor in developing and implementing employee, customer and vendor communications programs; (i) assist the Debtor in the design and implementation of a restructuring strategy to maximize enterprise value; (j) assist in obtaining and presenting information; (k) provide financial advice and assist in developing, revising, and seeking approval of the plan; (l) provide financial advice and assist in structuring any new debt or securities to be issued under the plan; (m) assist the Debtor in developing analysis, projections, and reports in support of a plan; (n) participate in hearings before the court; and (o) assist the Debtor and participate in negotiations with entities or groups affected by the plan. The hourly rates charged by the firm are: Managing Directors $750 Senior Vice-Presidents $550 Vice-Presidents $450 Associates $350 Analysts $250 Eben Paul Perison, senior managing director of Armory Securities, disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Eben Paul Perison Armory Securities, LLC 1230 Rosecrans Avenue Manhattan Beach, CA 90266 Phone: 310-220-6400 About Lensar Inc. Lensar, Inc. -- http://www.lensar.com/-- is involved in next generation femtosecond laser technology for refractive cataract surgery. The LENSAR Laser System with Streamline II offers cataract surgeons automation and customization of essential steps of the refractive cataract surgery procedure with the highest levels of precision, accuracy, and efficiency, while optimizing overall visual outcomes. The Debtor filed a chapter 11 petition (Bankr. Del. Case No. 16-12808) on Dec. 16, 2016. The petition was signed by Nicholas T. Curtis, chief executive officer. The Debtor estimated $50 million to $100 million in assets and liabilities. Matthew Summers, Esq., at Ballard Spahr LLP, represents the Debtor. Epiq Bankruptcy Solutions, LLC, serves as notice and claims agent and administrative advisor. An official committee of unsecured creditors has not yet been appointed in the case. On January 24, 2017, the Debtor filed a Chapter 11 plan of reorganization and disclosure statement. The plan, which proposes to pay general unsecured creditors in full, will be funded through exit loan to be provided by PDL Biopharma Inc. and cash on hand. LEXEL IMAGING: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Lexel Imaging Systems, Inc. fdba Phosphor Solutions fdba Equipment Time 1500 Bull Lea Road, Suite 150 Lexington, KY 40511 Case No.: 17-50240 Chapter 11 Petition Date: February 10, 2017 Court: United States Bankruptcy Court Eastern District of Kentucky (Lexington) Debtor's Counsel: Jamie L. Harris, Esq. DELCOTTO LAW GROUP PLLC 200 North Upper Street Lexington, KY 40507 Tel: (859) 231-5800 E-mail: jharris@dlgfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $100,000 to $500,000 The petition was signed by William Frohoff, president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/kyeb17-50240.pdf LIFSCHULTZ ESTATE: Creditor Objects to Disclosure Statement ----------------------------------------------------------- Lawrence Lifschultz, a creditor, filed an affidavit with the U.S. Bankruptcy Court for the Southern District of New York stating his objections to the disclosure statement explaining the Debtor to the Debtor Lifschultz Estate Management LLC, In the disclosure statement, the Debtor says the will by the creditor's father gave Bruce Abbott two out four shares of the Estate. Lawrence Lifschultz claims that this is completely false. Counsel for the Debtor also says the creditor's "interest in the property was assigned to David Lifschultz pursuant to a decision and order" by the Surrogate Court. This is also untrue, the creditor told the Court. David failed to comply numerous terms of the Settlement Agreement, and David's financial disclosure statement upon investigation has proven to be fraudulent, the creditor said. In the creditor's view, the management of the Debtor should not be permitted to proceed with its organizational plan to sell the property. The moral and ethical character of the management of the Debtor does not pass muster, the creditor asserts. Further, he believes that through a 1104 motion or a conversion to chapter 7, an independent trustee should be put charge of any sale of the asset of the Debtor. About Lifschultz Estate Lifschultz Estate Management LLC is a member managed limited liability company organized under New York law. The two members of the Debtor are Bruce Abbott and his uncle, David Lifschultz. The Debtor is the deed holder of a four acre parcel of real property located at 220 Hommocks Road, Larchmont, New York 10538. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S. D. N.Y. Case No. 16-23144) on Aug. 23, 2016. The petition was signed by Bruce S. Abbott, managing member. The case is assigned to Judge Robert D. Drain. At the time of the filing, the Debtor estimated its assets and liabilities at $10 million to $50 million. Jonathan S. Pasternak, Esq., at Delbello Donnellan Weingarten Wise & Wiederkehr, LLP, serves as the Debtor's bankruptcy counsel. LIMITLESS MOBILE: Hires MVP Capital as Investment Banker -------------------------------------------------------- Limitless Mobile, LLC seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to employ MVP Capital, LLC, a division of Financial Telesis, Inc., as investment banker for the Debtor. The Debtor requires MVP to: (a) assist the Debtor in the preparation of prospecting materials that include business and financial information about the Selected Assets, a description of the proposed Sale Transaction, and other relevant information as Buyers may reasonably request; (b) contact and seek to elicit interest from one or more Buyers to participate in the Sale Transaction; (c) assist in the preparation and delivery of Debtor-provided due diligence materials in response to requests by the Buyers; (d) advise the Debtor as to the procedures to obtain favorable terms and conditions of a Sale Transaction; (e) assist the Debtor and its legal counsel, as requested by the Debtor, in negotiating definitive documents; and (f) such other and further advisory services as may be agreed upon from time-to-time in writing by both the Debtor and MVP. MVP will be compensated for the Services, subject to Court approval, in the following manner (the "Fee Structure"): -- Retainer: Upon Court approval of this Application, MVP will receive an initial retainer of $25,000, plus $5,000 per month commencing on the anniversary date of the third month of its engagement. The Debtor shall pay a monthly retainer until the Court enters an order or orders approving any and all purchase agreements entered into in connection with the Sale Transaction or until MVP's engagement is terminated. -- Success Fee: In addition to any Retainer paid to MVP, if the Selected Assets are sold to a Buyer during the Term, whether as part of the process contemplated herein, as part of a sale of the Debtor as a going concern or otherwise, or in connection with any other sale transaction, then in that event, MVP will be paid a Success Fee based on the following calculation: (a) $125,000 up to a Sale Price of $14,500,000, plus (b) four and a quarter percent (4.25%) of that portion of such Sale Price that is greater than $14,500,000. MVP is entitled to reimbursement by the Debtor for reasonable out-of-pocket expenses incurred in connection with the performance of its engagement under the Engagement Letter, provided that such expenses shall not exceed $25,000 without the advance approval of the Debtor. Jason Nicolay, vice president of MVP Capital, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. The Court will hold a hearing on the application on February 28, 2017, at 10:00 a.m. Objections, if any, were due February 13. MVP can be reached at: Jason Nicolay MVP CAPITAL, LLC 255 California, Suite 850 San Francisco, CA 94111 Tel: (415) 391-4877 Fax: (415) 549-0515 About Limitless Mobile Limitless Mobile, LLC, successor to Keystone Wireless, LLC, is a Delaware corporation formed in 2013 with a mission to construct a broadband network and provide wireless telecommunications services to 9 rural and underserved counties of central Pennsylvania. The company has built a $40,000,000 state-of-the-art 3G/4G LTE network that has increased access to reliable, high quality mobile phone and home internet services in rural areas. As part of its restructuring strategy, the company has determined it is necessary to downsize its retail operations. To that end, it has decided to close 5 out of its 6 retail locations, and focus its marketing efforts on the wholesale of wireless telecommunications services to nationwide service providers who do not have established infrastructure in central Pennsylvania. As part of the strategy, its suspended wireless service provided to retail customers on Jan. 7, 2016. Limitless Mobile, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.DE. Case No. 16-12685) on Dec. 2, 2016. Dilworth Paxson, LLP represents the Debtor as counsel. In its petition, the Debtor estimated $10 million to $50,000 million in assets and $50 million to $100 million in liabilities. The petition was signed by Amir Rajwany, chief operating officer. LODGE HOLDINGS: Ch. 11 Trustee Can Use Cash Until March 3 --------------------------------------------------------- Judge Timothy W. Dore of the U.S. Bankruptcy Court for the Western District of Washington authorized Sheena R. Aebig, the duly-appointed Chapter 11 Trustee of Lodge Holdings Company and and its affiliated debtors to use cash collateral until March 3, 2017. Judge Dore acknowledged that the Debtors' estates have immediate and continuing need for the use of the cash collateral to avoid immediate and irreparable harm to their businesses. He also acknowledged that the estates will be unable to pay ongoing ordinary expenses relating to the continued operation of the businesses without the ability to use the Cash Collateral. The Trustee/Debtors were authorized to use cash collateral solely to pay post-petition expenses and obligations identified in the Budget that directly relate to the preservation and protection of the collateral, and to such extent as expressly authorized by the Trustee in the Trustee's operations of the Debtors' businesses. The Trustee was also authorized to pay actual and reasonable costs of administration in the Debtors' cases. Judge Dore held that the cash collateral may also be used to pay compensation due to the Trustee and her professionals . The approved Budget provides for total operating expenses of approximately of $672,593 for the month of February 2017, $753,807 for the month of March 2017, and $743,936 for the month of April 2017. The Debtors are indebted to CBC Partners I, LLC for the unpaid principal balance in the amount of $850,000, plus interest, attorney's fees, costs, and other expenses owing under the Loan Documents. The Debtors' obligations are secured by a security interest in favor of CBC Partners in and to all of Debtors' presently owned and thereafter acquired inventory, accounts, general intangibles, rights to payment, and equipment, together with all products and proceeds thereof. CBC Partners and the United States of American on behalf of its agency the Internal Revenue Service were each entitled to retain all of its pre-petition security interests in all pre-petition collateral. Each of CBC Partners and the IRS were granted replacement liens in the collateral, cash collateral, and proceeds of the cash collateral, in the same order and priority as existed pre-petition. Judge Dore, however, held that such that the Replacement Liens will be subordinated to the allowed compensation of the Trustee and her professionals up to the amounts specified in the Budget. The Trustee was directed to provide or cause the Debtors to provide CBC Partners and the IRS, on a monthly basis, a statement showing payments by budgeted line item and deviations from the Budget for the prior monthly period as well as such other information pertaining to the Collateral and Cash Collateral. The Trustee will also continue to provide, or cause the Debtors to provide, CBC Partners and the IRS with the reporting the Debtors are required to provide to the Court. A full-text copy of the Interim Order, dated February 7, 2017, is available at http://tinyurl.com/zky9kns CBC Partners I, LLC is represented by: Gregory R. Fox, Esq. LANE POWELL PC 1420 Fifth Avenue, Suite 4200 Seattle, WA 98101-2338 Email: foxg@lanepowell.com About Lodge Holdings Company Lodge Holdings Company, Mukilteo Lodge, LLC, Kirkland Lodge, LLC, Stadium Lodge, LLC, Downtown Lodge, LLC, Mill Creek Lodge, LLC, and Greenwood Lodge, LLC filed Chapter 11 petitions (Bankr. W.D. Wash. Case Nos. 16-15814, 16-15849, 16-15850, 16-15851, 16-15852, 16-15853, and 16-15854, respectively) on Nov. 18, 2016. The petitions were signed by Shawn Roten, president. The Debtors are represented by Larry B. Feinstein, Esq., at Vortman & Feinstein. The Debtor disclosed $1.06 million in total assets and $5.73 million in total liabilities. LOLAS CAFE: Hires Reyes as Accountant ------------------------------------- Lolas Cafe Bakery & Deli Corporation, seeks authority from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Siomary Cruz Reyes as accountant to the Debtor. Lolas Cafe requires Reyes to: a. establish procedures for processing the accounting informtion; b. record monthly checks and deposits, including bank and subsidiary reconciliation and proper account classification; c. prepare monthly journal entries; d. review and analyze general ledger accounts; e. prepare monthly interim unaudited financial statements; f. prepare payroll taxes quarterly returns; g. prepare year end payroll taxes returns, such as W-2, 480.6A and 486.6B; h. counsel services related to accounting information; i. prepare monthly financial data to the Bankruptcy Court; j. prepare monthly operating reports; k. prepare the Puerto Rico Tax Return; l. estimate income tax declaration; m. provide volume of business declaration. Reyes will be paid $580 per month. Reyes will also be reimbursed for reasonable out-of-pocket expenses incurred. Siomary Cruz Reyes, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Reyes can be reached at: Siomary Cruz Reyes Urb. Caguas Norte Al-1 Calle Genova Caguas, PR 00725 Tel: (787) 743-1870 E-mail: scr.professional.services@gmail.com About Lolas Cafe Bakery & Deli Corporation Lolas Cafe Bakery & Deli, Corporacion, filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 17-00554) on January 31, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Juan A. Santos Berrios, Esq., at Santos Berrios Law Offices, LLC. Siomary Cruz Reyes serves as accountant. LOLAS CAFE: Hires Santos Berrios as Attorney -------------------------------------------- Lolas Cafe Bakery & Deli Corporation, seeks authority from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Santos Berrios Law Offices, LLC as attorney to the Debtor. Lolas Cafe requires Santos Berrios to: a. give the Debtor legal advice with respect to its powers and duties in the continued operation of its business and the management of the assets of the estate; b. assist and advise the Debtor in the preparation of the required petition for relief, list and required schedules, statements and required exhibits to complete the filing requirements of the bankruptcy case; c. prepare on behalf of the Debtor all necessary applications, motions, answer to motions and replies, reports, and other legal documents related to the proceeding before the bankruptcy Court; d. represent the Debtor in all legal matters pending before the commonwealth of Puerto Rico Courts on the date the case was filed and file and pursue in behalf of the Debtor, legal actions filed against the Debtor or on behalf of the interest of the Debtor and the estate which may be filed in the Commonwealth of Puerto Rico Courts; and e. perform all legal services to the Debtor, which may be necessary to the effective prosecution and administration of the case. Santos Berrios will be paid at these hourly rates: Attorney $200 Associate $150 Legal Assistants $100 Santos Berrios will be paid a retainer in the amount of $4,000. Santos Berrios will also be reimbursed for reasonable out-of-pocket expenses incurred. Juan A. Santos Berrios, member of Santos Berrios Law Offices, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Santos Berrios can be reached at: Juan A. Santos Berrios, Esq. SANTOS BERRIOS LAW OFFICES, LLC P.O. Box 9102 Humacao, PR 00792-9102 Tel: (787) 285-1001 Fax: (787) 285-8358 E-mail: santosberriosbk@gmail.com About Lolas Cafe Bakery & Deli Corporation Lolas Cafe Bakery & Deli, Corporacion, filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 17-00554) on January 31, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Juan A. Santos Berrios, Esq., at Santos Berrios Law Offices, LLC. Siomary Cruz Reyes serves as accountant. LUCKY # 5409: Hemani Buying Bridgeview IHOP for $1.2 Million ------------------------------------------------------------ Judge Pamela S. Hollis of the U.S. Bankruptcy Court for the Northern District of Illinois will convene a hearing on Feb. 16, 2017 at 10:00 a.m. (PCT) to consider the bidding procedures of Lucky # 5409, Inc. and Azhar H. Chaudhry in connection with their sale of International House of Pancakes restaurant located at 7240 W. 79th Street, Bridgeview, Illinois ("Bridgeview IHOP"), to Azim Hemani for $1,200,000, subject to overbid. Chaudhry is an individual and franchisee of Bridgeview IHOP. Bridgeview IHOP is operated through the corporate debtor, Lucky. Chaudhry is the sole shareholder and president of Lucky, and Bridgeview IHOP is his sole source of income to support his wife and four children. From February 2016 through February 2017, Bridgeview IHOP's day-to-day operations were run by the restaurant's manager, Mohammed "Ron" Matin. Bridgeview IHOP continues to grow and improve its business operations. On May 5, 2016, without ever issuing the Debtors a written notice of default, IHOP filed a complaint against the Debtors in the Court seeking specific performance of IHOP's purported exercise of its right of first refusal. On May 13, 2016, IHOP filed a motion for preliminary injunction to force the sale of Bridgeview IHOP for far less than its market value and without material terms of the sale. That same day, after receiving notice of the preliminary injunction motion, the Debtors filed their voluntary petitions under Chapter 11. On Aug. 30, 2016, IHOP filed an adversary complaint against the Debtors seeking a declaratory judgment with respect to the Debtors' alleged refusal to honor IHOP's purported exercise of right of first refusal to sell Bridgeview IHOP for $600,000. IHOP has made it clear that it no longer wanted Chaudhry to be a franchisee or own Bridgeview IHOP. In light of IHOP's position, since the Petition Date the Debtors have marketed Bridgeview IHOP in an attempt to maximize its value for the Debtors' bankruptcy estates. On Jan. 25, 2017, the Debtors received an offer from a third-party, the Purchaser to buy Bridgeview IHOP for $1,200,000. The purchase price is expected to pay creditors of Bridgeview IHOP in full and provide a substantial, if not full, distribution to Chaudhry's personal creditors. On Feb. 3, 2017, the Purchaser executed the Agreement contingent on the resolution of the Adversary Proceeding and entry of a Sale Order. The principal terms of the Agreement are: a. Sellers: Lucky # 5409, Inc. and Azhar H. Chaudhry b. Stalking Horse Bidder: Azim Hemani c. Purchase Price: $1,200,000 d. Acquired Assets: Bridgeview IHOP and all personal property of Sellers used in the operation thereof. e. Assumed Obligations: Assumed Obligations shall consist generally of those obligations provided for in the Franchise Agreement and other agreements related to Bridgeview IHOP. f. Excluded Assets: Bank accounts related to Bridgeview IHOP and all personal assets of Chaudhry, except his interest in Bridgeview IHOP. g. Excluded Liabilities: Any and all liabilities not arising out of the Franchise Agreement or other unexpired agreements related to Bridgeview IHOP. h. Closing Consideration Adjustment: Customary closing consideration adjustment. i. Representations and Warranties: Customary representations and warranties by the Purchaser and the Sellers. j. Deposit: $60,000 in immediately available funds (5% of the Stalking Horse Bid). A copy of the Asset Purchase Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Lucky_5409_104_Sales.pdf The Debtors now intend to sell Bridgeview IHOP for the highest and best offer, contingent on resolution of the Adversary Proceeding, with the Purchaser's offer of $1,200,000 as the stalking horse bid and any subsequent bids to be a minimum of $1,275,000, with the exception of IHOP's right of first refusal at $1,260,000 to include the ROFR Protection. On Feb. 9, 2017, pursuant to section 11.03(a)(i) of the Franchise Agreement, the Debtors gave IHOP notice of their intent to assign Bridgeview IHOP to the Purchaser. The Debtors will then formally market Bridgeview IHOP for the 30-day period following the service of the Sale Notice to continue efforts to maximize interest and potentially secure one or more overbids for Bridgeview IHOP. Furthermore, should IHOP refuse to cooperate with Debtors' Sale of Bridgeview IHOP after service of the Sale Notice, the Debtors will advertise the sale in a trade publication and/or Web site to market the sale of Bridgeview IHOP. The Debtors ask the Court to approve these deadlines: a. Sale Notice Service: 2 business days after the Ruling Date b. Bid Deadline: 30 days after the Ruling Date c. Auction: 2) business days after the Bid Deadline d. Sale Objection Deadline: 2 business days after the Auction, if one is held, or 4 business days after the Bid Deadline e. Sale Hearing: The first available court date in the week following the Objection Deadline To efficiently solicit, receive, and evaluate bids in a fair and accessible manner, the Debtors have developed and proposed Bidding Procedures. The Bidding Procedures are designed to encourage all entities to put their best bids forward and to maximize the value of the Debtors' estate. The material terms of the Bidding Procedures are: a. Stalking Horse Bid: f $1,200,000 b. Stalking Horse Initial Overbid: $1,275,000 c. Deposit: 5% of the Bid to be held in an escrow account. d. Closing Date: Each Bid must provide for a closing to occur on or within 30 days of entry of the Sale Order, unless continued by agreement. e. As-Is, Where-Is: Each Bid must include a written acknowledgement and representation that the Bidder: (i) has had an opportunity to conduct any and all due diligence regarding Bridgeview IHOP prior to making its offer; (ii) has relied solely upon its own independent review, investigation, and/or inspection of any documents and/or Bridgeview IHOP in making its Bid; and (iii) did not rely upon any written or oral statements, representations, promises, warranties, or guaranties whatsoever, except as expressly stated in the Bidder's proposed Agreement. f. Bid Deadline: Each Bid must be transmitted 30 days after the the Bid Deadline. g. The Auction: If one or more Qualified Bids are submitted, in addition to the Stalking Horse Bid, Debtors will conduct an Auction to determine the highest and best offer with respect to Bridgeview IHOP. The Qualified Bid that constitutes the highest and best offer will become the "Successful Bid" and the applicable Qualified Bidder, the "Successful Bidder." Subject to Court approval, the Successful Bidder will then be entitled to purchase Bridgeview IHOP in accordance with the terms of the Successful Bid. If no additional Qualified Bids are submitted, Debtors will cancel the Auction and proceed with the Stalking Horse Bid as the Successful Bid. h. Overbids at the Auction: All Overbids at the Auction will initially be in minimum increments of $25,000 in cash. i. Backup Bidder: The Qualified Bidder with the next-highest or otherwise second-best Qualified Bid at the Auction for Bridgeview IHOP. j. Bid Protections: Break-Up Fee of $60,000, equal to 5% of the purchase price. k. Right of First Refusal Protection: $60,000 Accordingly, the Debtors currently seek approval of the stalking horse bidder for Bridgeview IHOP, including Debtors' ability to provide customary bid protections and a breakup fee of 5% of the purchase price. The Bidding Procedures further include a right of first refusal protection for the stalking horse bidder should IHOP exercise its right of first refusal for the offer after the Ruling Date. The Debtors are confident that such procedures will maximize the Debtors' ability to obtain the highest possible value for the Debtors' estate while also minimizing unnecessary expenses associated with presenting multiple petitions before the Court. To facilitate and effectuate the sale of Bridgeview IHOP, the Debtors seek authority to assign or transfer the Executory Contracts to the Successful Bidder to the extent required by such bidders. In addition to the Franchise Agreement, the Executory Contracts include certain ongoing agreements with IHOP and other third party vendors for goods and services critical to Bridgeview IHOP's operation as a going-concern, including without limitation, equipment, and food products. The assumption and assignment of the Executory Contracts is necessary to enable Debtors or any Successful Bidder to continue operating Bridgeview IHOP. The Debtors request that the Court approve and authorize the Objection Deadline as the deadline for counterparties to object to the assumption and assignment of the Executory Contracts. To maximize the value received for Bridgeview IHOP, the Debtors seek to close the sale as soon as possible after the Sale Hearing. Accordingly, the Debtors ask that the Court waive the 14-day stay period under Bankruptcy Rules 6004(h) and 6006(d). Given the extent of issues addressed, the Debtors ask that the 15-page limit established by Rule 5005-3(D) of the Local Rules for the Court be waived for the Motion. For the reasons set forth, the Debtors ask that the Court authorize and approve the Bidding Procedures in connection with the sale of Bridgeview IHOP free and clear of all liens, claims, encumbrances, and interests pursuant to the Agreement, or a marked version thereof by any Stalking Horse Bidder or Successful Bidder. The Purchaser can be reached at: Azim Hemani 5219 N. Harlem Ave. Chicago, IL 60656 About Lucky # 5409 Lucky # 5409, Inc. and Azhar Chaudhry sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 16-16264 and 16-16273) on May 13, 2016. The cases are jointly administered under Case No. 16-16264. The petitions were signed by Azhar M. Chaudhry, president. The Debtors are represented by Kevin H. Morse, Esq., at Arnstein & Lehr LLP. The Debtors estimated assets at $500,001 to $1 million and liabilities at $100,001 to $500,000 at the time of the filing. MAMAMANCINI'S HOLDINGS: CEO Reports 20.74% Stake as of Jan. 31 -------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, Carl T. Wolf and Marion F. Wolf reported that as of Jan. 31, 2017, they beneficially own 5,720,774 shares of common stock of Mamamancini's Holdings, Inc. representing 20.74% percent of the shares outstanding. Mr. Wolf is the chief executive officer of the Company. Ms. Wolf is the wife of Mr. Carl Wolf. Mr. Wolf holds sole voting and dispositive power over the Shares as issued to him. On Jan. 31, 2017, Mr. Wolf received 61,475 shares of Company stock in lieu of cash compensation for the period Nov. 1, 2016, through Jan. 31, 2017, and 15,385 shares as dividends on Series A Preferred Stock. "Neither Mr. Wolf nor Ms. Wolf have any current plans or proposals which relate to or would result in: (a) the acquisition by either Mr. or Ms. Wolf of additional securities of the Issuer, or the disposition of securities of the Issuer; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (d) any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuer's business or corporate structure; (g) any change in the Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person; (h) causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to section 12(g)(4) of the Exchange Act; or (j) any action similar to any of those enumerated above," as disclosed in the regulatory filing. A full-text copy of the Schedule 13D/A is available for free at: https://is.gd/OepBQ4 About MamaMancini's Holdings, Inc. MamaMancini's Holdings, Inc., manufactures and distributes prepared, frozen, and refrigerated food products primarily in the United States. MamaMancini's Holdings, Inc., formerly Mascot Properties, Inc., was incorporated in the State of Nevada on July 22, 2009. Mascot Properties, Inc.'s activities since its inception consisted of trying to locate real estate properties to manage, primarily related to student housing, and services which included general property management, maintenance and activities coordination for residents. Mascot did not have any significant development of such business and did not derive any revenue. Due to the lack of results in its attempt to implement its original business plan, management determined it was in the best interests of the shareholders to look for other potential business opportunities. MamaMancini's reported a net loss of $3.51 million for the year ended Jan. 31, 2016, compared to a net loss of $4.06 million for the year ended Jan. 31, 2015. As of Oct. 31, 2016, MamaMancini's Holdings had $6.34 million in total assets, $5.58 million in total liabilities and $763,541 in total stockholders' equity. Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended Jan. 31, 2016, citing that the Company has incurred losses for the years ended January 31, 2016 and 2015 and has a working capital deficit as of January 31, 2016. These factors raise substantial doubt about the Company's ability to continue as a going concern. MARINA BIOTECH: Inks License Agreement with LipoMedics ------------------------------------------------------ Marina Biotech, Inc., has entered into a license agreement with LipoMedics, Inc. pursuant to which, among other things, the Company provided to LipoMedics a license to the Company's SMARTICLES platform for the delivery of nanoparticles including small molecules, peptides, proteins and biologics. This represents the first time that the Company's SMARTICLES technologies have been licensed in connection with nanoparticles delivering small molecules, peptides, proteins and biologics. Under terms of the agreement, Marina could receive up to $90 million in success based milestones. "With the execution of this license agreement, the company extends its runway and enters into new areas medicine," stated Joseph W. Ramelli, CEO of Marina Biotech. "We are now beginning to see our delivery technologies used with various types of molecules and entities. We hope our delivery technologies continue to provide new therapeutic opportunities to the patient community." Vuong Trieu, Ph.D., the chairman of the Board of Directors of the Company, is the chairman of the Board and chief operating officer of LipoMedics. The Company intends to submit a FOIA Confidential Treatment Request to the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended, requesting that it be permitted to redact certain portions of the License Agreement. The omitted material will be included in the request for confidential treatment. On Feb. 6, 2017, the Company entered into a Stock Purchase Agreement with LipoMedics pursuant to which the Company issued to LipoMedics an aggregate of 862,068 shares of the common stock of the Company for a total purchase price of $250,000 ($0.29 per share). About Marina Biotech Marina Biotech, Inc., headquartered in Bothell, Washington, is a biotechnology company focused on the discovery, development and commercialization of nucleic acid-based therapies utilizing gene silencing approaches such as RNA interference ("RNAi") and blocking messenger RNA ("mRNA") translation. The Company's goal is to improve human health through the development, either through its own efforts or those of its collaboration partners and licensees, of these nucleic acid-based therapeutics as well as the delivery technologies that together provide superior treatment options for patients. The Company has multiple proprietary technologies integrated into a broad nucleic acid-based drug discovery platform, with the capability to deliver novel nucleic acid-based therapeutics via systemic, local and oral administration to target a wide range of human diseases, based on the unique characteristics of the cells and organs involved in each disease. On June 1, 2012, the Company announced that, due to its financial condition, it had implemented a furlough of approximately 90% of its employees and ceased substantially all day-to-day operations. Since that time substantially all of the furloughed employees have been terminated. As of Sept. 30, 2012, the Company had approximately 11 remaining employees, including all of its executive officers, all of whom are either furloughed or working on reduced salary. As a result, since June 1, 2012, its internal research and development efforts have been minimal, pending receipt of adequate funding. Marina Biotech reported net income applicable to common stockholders of $2.64 million for the year ended Dec. 31, 2015, compared to a net loss applicable to common stockholders of $12.47 million for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Marina Biotech had $6.88 million in total assets, $5.47 million in total liabilities and $1.40 million in total stockholders' equity. Wolf & Company, P.C., in Boston, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has suffered recurring losses from operations, has a significant accumulated deficit and does not have sufficient capital to fund its operations. This raises substantial doubt about the Company's ability to continue as a going concern. MARSHALL MEDICAL: Fitch Affirms BB+ Rating on 2004B Bonds --------------------------------------------------------- Fitch Ratings has affirmed the 'BB+' rating on the following California Health Facilities Financing Authority bonds, issued on behalf of Marshall Medical Center: -- $20 million series 2004B auction rate (insured: Ambac Assurance Corporation). MMC has $11.9 million fixed rate series 2012A bonds and $26.8 million fixed rate 2015A bonds that are insured by Cal-Mortgage Loan Insurance Division. The series 2012A bonds have an insured only rating of 'AA-'. The Rating Outlook is revised to Stable from Positive. SECURITY Debt payments are secured by a pledge of the gross revenues of the obligated group and a mortgage lien. There is a debt service reserve fund. The consolidated financials include a subsidiary, a surgery center that is non-obligated. The obligated group accounted for 99.9% of total assets and 97.9% of total revenue of the consolidated entity in fiscal 2015 (Oct. 31 year end). Fitch's analysis is based on the consolidated entity. KEY RATING DRIVERS OPERATING PRESSURES AHEAD: The Outlook revision to Stable from Positive reflects the unexpected pressure on profitability in fiscal 2016 due to a settlement in addition to labor pressures and an Epic implementation that will continue to pressure profitability in fiscal 2017 despite a favorable outcome related to the provider fee program. SIGNIFICANT POSITIVE IMPACT FROM PROVIDER FEE: California enacted a hospital provider fee in 2010 to draw down additional federal funds for Medi-Cal services and the program is now permanent. MMC has greatly benefited from this program, but the timing of when the revenue can be booked is volatile due to the lag in receiving the various approvals from CMS. Normalized provider fee funding is about $10 million to $13 million a year for MMC. In fiscal 2016, $12.4 million was booked compared to $18.4 million in fiscal 2015 and $1.3 million in fiscal 2014. SOLID OPERATING PERFORMANCE AND COVERAGE: MMC's operating performance has been solid and resulted in good debt service coverage metrics. These compare favorably to the 'BBB' category medians. However, fiscal 2017 performance is projected to decline but rebound in fiscal 2018. EPIC IMPLEMENTATION UNDERWAY: MMC has contracted with UC Davis to connect to their Epic platform, and implementation is underway with a go live date in November 2017. Capital spending is projected to be high in fiscal 2017 then decline to manageable levels. Operating expense is also pressured in fiscal 2017 due to training/implementation costs. LIQUIDITY METRICS MIXED: Given MMC's small revenue base, higher than median metrics are expected to offset its exposure to volatility. As of Oct. 31, 2016, MMC had $58.7 million of unrestricted cash and investments (101.3 days cash on hand and 90.2% cash to debt) compared to the 'BBB' category median of 161.2 and 90.8%, respectively. VALUE BASED INITATIVES UNDERWAY: MMC has been proactive in entering in alternative payer arrangements to gain experience as the reimbursement model shifts more to value based. MMC is participating in bundled payments, an accountable care organization, and a program to manage high utilizers of medical services. RATING SENSITIVITIES IMPROVED LIQUIDITY: Since the majority of Marshall Medical Center's financial metrics compare favorably to the 'BBB' category medians, it has flexibility at its current rating level to withstand the expected operating pressures. Movement into investment grade would be dependent on meaningful improvement in liquidity metrics. CREDIT PROFILE MMC is located in Placerville, CA approximately 45 miles east of Sacramento, and operates a 99 bed general acute-care community hospital and several clinics. MMC maintains a good market position in its service area, with competition mainly from Kaiser Permanente as well as other tertiary providers in the Sacramento area. In fiscal 2016 (interim financials), MMC generated $233.7 million in total operating revenue. Fiscal 2016 Performance Operating performance in fiscal 2016 was ahead of budget and good for the rating level with a 4.5% operating margin. Historically, profitability has been volatile (due to provider fee funding) but favorable with a 9.8% operating margin in fiscal 2015, 0.3% in fiscal 2014 and 2.6% in fiscal 2013. The provider fee program has been in place since November 2009 (retroactive to April 2009) with various phases and sunset dates but with the ballot initiative in November 2016, the program is now permanent. However, the timing of the recording of the provider fee remains volatile as CMS approval is still required. MMC is not subject to the provider fee portion of the provider fee program due to its rural designation but does make pledge payments, which are fairly minimal (less than $300,000). MMC expects annual funding of $10 million to $13 million from the provider fee and the financial statements include a net benefit of $12.4 million in fiscal 2016, $18.4 million in fiscal 2015, and $1.3 million in fiscal 2014. MMC had a $6.9 million non-operating loss in fiscal 2016 related to a settlement. The settlement has been paid, which limited liquidity growth in fiscal 2016. The settlement was with the Office of the Inspector General related to a four year old allegation filed under the False Claims Act. There was no finding or admission of liability or wrongdoing by MMC and MMC decided to settle to limit the expenses incurred related to the lawsuit. The fiscal 2017 budget is a -1.5% operating margin despite an assumed $12.4 million of provider fee funds. Expense pressures include a salary adjustment as well as one time Epic implementation costs. Conservative Debt Profile Total par amount of debt outstanding as of Oct. 31, 2016 was $60.8 million and includes $26.8 million series 2015A fixed rate, $20 million series 2004B auction rate, $11.9 million series 2012A fixed rate and $2.1 million USDA loan and capital leases. All of the bonds are insured by Cal Mortgage. Management is monitoring the auction rate bonds and if auction rates rose to 3%, refinancing options would be evaluated. MADS is calculated at $5.4 million and the debt burden is moderate with MADS accounting for 2.2% of total revenue in fiscal 2016. Debt service coverage was 3.7x in fiscal 2016 compared to 7.4x in fiscal 2015 and 3.1x in fiscal 2014. Disclosure MMC provides quarterly and annual disclosure via the Municipal Securities Rulemaking Board's EMMA System. Annual disclosure is provided within 120 days of fiscal year end; quarterly disclosure is provided within 45 days of the first three quarters and 60 days for the last quarter. MAXUS ENERGY: Occidental Chemical Objects to Disclosure Statement ----------------------------------------------------------------- Occidental Chemical Corporation objects to the approval of the disclosure statement explaining the chapter 11 plan of liquidation proposed by Maxus Energy Corporation, and its debtor affiliates. As described in the Disclosure Statement, the Debtors own limited assets (a non-operating working interest in Neptune, overriding royalty interests, some real and leased property, litigation claims and cash). All of the Debtors' assets, with the exception of the proceeds of litigation claims against Repsol, S.A., YPF and their affiliates, are pledged as collateral in connection with the Debtors' DIP financing facility. Occidental Chemical complains that the recovery waterfall included in the Liquidation Analysis demonstrates that the proceeds of the liquidation of the Debtors' assets (excluding litigation claims) will not be sufficient to repay in full the DIP Tranche A Claim, as the maximum recovery on the DIP Tranche A Claim is of 93.6%. Therefore, litigation claims are the only asset available to creditors if the Cases convert or if a liquidating trust is set up under the Plan. While the disclosure statement describes some discrete ongoing insurance litigation -- the proceeds of which are encumbered in favor of the DIP Lender -- the only material and valuable litigation claims are the Debtors' causes of action against YPF, Repsol and their affiliates, Occidential Chemical told the Court. The Debtors admit as much, when they state that the YPF Contribution represents the Debtors' most valuable asset. In short, the Debtors' sole valuable asset and the creditors' sole source of recovery are the proceeds that the Debtors are able to generate from the sale of a full release of the YPF Entities. Among other things, Occidental complains that the disclosure statement lacks adequate information regarding estimated recoveries. The disclosure statement presents a totally meaningless range of recoveries unsecured creditors would receive under the Plan, Occidental Chemical said. The Debtors concede that there is no assurance of recoveries to holders of General Unsecured Claims, but they resort to the use of defined terms, undisclosed contingencies and vague sentences in the Plan and the disclosure statement to obfuscate that fact. Without a realistic range of recoveries, creditors cannot make an informed judgment regarding the Plan. The disclosure statement and the plan also misleadingly advertise the $130 million YPF Settlement Amount as the recovery pool for unsecured creditors if the YPF Agreement is approved, Occidential Chemical said. In addition, the disclosure statement does not contain adequate information with respect to several other critical issues which are necessary for a creditor to make an informed decision regarding whether to vote to accept or reject the Plan: (1) The Liquidation Analysis is misleading and erroneous, as it fails to provide any range of recoveries with respect to the Causes of Action against YPF, Repsol S.A., or indeed any other party, while including the costs and expenses associated with the prosecution of the Causes of Action; (2) The Liquidation Analysis also fails to account for the Environmental LOCs, described in the Plan as a source of recovery for the Estates; and (3) The Disclosure Statement does not disclose that the Debtors have the unilateral right under section 1114 of the Bankruptcy Code to terminate their obligations under their retiree benefit plans, which would result in no claims, or de minimis claims for the Retiree Class. Because of these reasons, Occidental respectfully requests that the Court deny approval of the Disclosure Statement unless and until the objections referenced herein are addressed, and grant such further relief as the Court deems just and proper. Counsel to Occidental: Mark D. Collins, Esq. Michael J. Merchant, Esq. Brendan J. Schlauch, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King St., Suite 200 Wilmington, DE 19801 Telephone: (302) 651-7700 Facsimile: (302) 651-7701 Email: collins@RLF.com merchant@RLF.com schlauch@RLF.com -- and -- J. Christopher Shore, Esq. Harrison L. Denman, Esq. WHITE & CASE LLP 1155 Avenue of the Americas New York, NY 10036 Telephone: (212) 819-8200 Facsimile: (212) 354-8113 Email: cshore@whitecase.com hdenman@whitecase.com -- and -- Thomas E Lauria, Esq. Southeast Financial Center, Suite 4900 200 South Biscayne Blvd Miami, FL 33131 Telephone: (305) 371-2700 Facsimile: (305) 358-5744 Email: tlauria@whitecase.com About Maxus Energy Corporation Maxus Energy Corporation and four of its subsidiaries filedÂ voluntary petitions for reorganization under Chapter 11 (Bankr. D. Del., Case No. 16-11501) on June 17, 2016. The Debtors intend to use the breathing spell afforded by the Bankruptcy Code to decide whether their existing environmental remediation operations and oil and gas operations can be restructured as a sustainable, stand-alone enterprise. The Debtors have engaged Young Conaway Stargatt & Taylor, LLP as local counsel, Morrison & Foerster LLP as general bankruptcy counsel, Zolfo Cooper, LLC as financial advisor and Prime Clerk LLC as claims and noticing agent, all are subject to the Bankruptcy Court's approval. The Debtors hired Keen-Summit Capital Partners LLC as real estate broker.Â Â The Debtors also engaged Hilco Steambank to market and sell their internet protocol numbers and other internet number resources, and EnergyNet.com to market and sell the Debtors' rights, title, and interest in and to the oil and gas properties. On July 7, 2016, the United States Trustee for the District of Delaware filed Notice of Appointment of Committee of Unsecured Creditors. The Committee selected Schulte Roth & Zabell LLP as counsel, and Cole Schotz as Delaware co-counsel. Berkeley Research Group, LLC, serves as financial advisor for the Committee. Andrew Vara, acting U.S. Trustee for Region 3, appointed the following to a committee of retirees: John Leslie Jackson, Sr., Gerald G. Carlton, and Robert E. Garbesi. The Retirees Committee retained Akin Gump Strauss Hauer & Feld LLP as counsel and Ashby & Geddes, P.A. as co-counsel. MCLAIN COMPANY: Seeks Permission to Use Cash Collateral ------------------------------------------------------- McLain Company LLC requests the U.S. Bankruptcy Court for the Western District of Oklahoma for permission to use cash collateral. The Debtor owns approximately 10 rental properties in Oklahoma County and is in the business of purchasing, leasing, and selling real estate. The Debtor's sole source of income is rental income. These properties, however, are subject to mortgages in favor of BancFirst and NBC Oklahoma. The Debtor intends to use rental income to pay the following eexpenses: (a) The Debtor owes approximately $22,000.00 to his bookkeeper and $4,000 to his accountant. Both parties will need to be compensated for ongoing future work in order for Debtor to prepare and file reports consistent with its duties in this case. (b) The Debtor will incur ongoing administrative expenses such as attorney's fees and Court/Trustee fees. (c) The Debtor intends to pay its principal, Charles McLain, a salary for his ongoing management of the company, and who is an experienced real estate agent and is working to sell properties owned by Debtor. His compensation will benefit the estate by saving money on real estate commissions. (d) Other administrative expenses include maintenance and insurance of the properties at issue. The Debtor believes that there is sufficient equity in the Debtor's properties, which are worth in excess of $2 million, to adequately protect the interests of BancFirst and NBC Oklahoma without the necessity of monthly adequate protection payments. The debts against these properties total a little more than $1.1 million. The Debtor tells the Court that it intends pay BancFirst and NBC Oklahoma in full upon the sale of the properties. A full-text copy of the Debtor's Motion, dated February 7, 2017, is available at https://is.gd/wxMb8J About McLain Company LLC McLain Company LLC filed a Chapter 11 petition (Bankr. W.D. Okla. Case No. 17-10025), on January 5, 2017. The Petition was signed by Charles McLain, President. The Debtor is represented by Michael J. Rose of Michael J. Rose PC. At the time of filing, the Debtor estimated both assets and liabilities at $0 to $50,000. MERRIMACK PHARMACEUTICALS: Terminates Consulting Pact With EX-CEO ----------------------------------------------------------------- Merrimack Pharmaceuticals, Inc., terminated the Consulting and Confidentiality Agreement, dated as of Oct. 3, 2016, between the Company and Robert Mulroy, the Company's former president and chief executive officer, pursuant to which Mr. Mulroy had been available to assist Gary Crocker, the Company's interim president and chief executive officer, with the leadership transition of the Company. That termination was made in connection with Richard Peters, M.D., Ph.D., becoming the Company's president and chief executive officer on Feb. 6, 2017, and was without cause (as defined in the Consulting and Confidentiality Agreement). As a result of that termination without cause, all unvested equity awards held by Mr. Mulroy immediately vested and will remain exercisable for either 60 days or three months in accordance with the applicable equity plans and award agreements. Such immediately vested equity awards have exercise prices ranging from $5.02 to $9.08. About Merrimack Cambridge, Mass.-based Merrimack Pharmaceuticals, Inc., a biopharmaceutical company discovering, developing and preparing to commercialize innovative medicines consisting of novel therapeutics paired with companion diagnostics. The Company's initial focus is in the field of oncology. The Company has five programs in clinical development. In it most advanced program, the Company is conducting a pivotal Phase 3 clinical trial. Merrimack reported a net loss of $148 million on $89.3 million of total revenues for the year ended Dec. 31, 2015, compared to a net loss of $83.6 million on $103 million of total revenues for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Merrimack had $118.4 million in total assets, $345.55 million in total liabilities and a total stockholders' deficit of $226.78 million. MICHAEL DOMBROWSKI: Reed Buying Sevierville Property for $260K -------------------------------------------------------------- Michael G. Dombrowski asks the U.S. Bankruptcy Court for the Northern District of Alabama to authorize the sale of real property located at 3053 Legacy Vista Drive, Sevierville, Tennessee, to Andrew Reed for $260,000. The Debtor is an active real estate investor with numerous real properties in Alabama and several other states. In addition to his own properties, the Debtor is a member or member/owner of several limited liability companies that own real properties. Prior to the Filing Date, the Debtor contracted with Mountain National Bank, a predecessor in interest to First Tennessee Bank National Association, for a loan totaling $1,260,000. As of filing its proof of claim on Sept. 6, 2016, the Bank asserted that the Loan's remaining principal balance was approximately $913,736, plus accruing interest, attorney's fees, and costs. The Debtor is the sole owner and member of MGD RR3, LLC a Tennessee limited liability company, which currently holds title to several properties encumbered by the Bank's purchase-money mortgage that collateralized the Loan. The collateral includes the property. The Debtor and the Bank have recently reached a tentative settlement agreement whereby the Debtor was to cause MGD to list the property for sale in accordance with certain terms and conditions agreed to by the Bank. Subject to Court approval, the Debtor has now caused MGD to enter into a Purchase and Sale Agreement for the property. The Bank has reviewed the Purchase Agreement and consents to the proposed sale of the property on the terms and conditions stated therein. A copy of the Purchase Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Michael_Dombrowski_325_Sales.pdf In the opinion of the Debtor, it is in the best interest of the estate to sell the property free and clear of the lien of the Bank, with said lien to transfer and attach to the proceeds from the sale of the property. The sale of the property is with the consent of the Bank conditions stated in the Purchase Agreement. The Debtor represents that this is an arms-length transaction, and the Debtor has no family or business connections with Purchaser and did not know him before he made this offer. All net sale proceeds will be paid directly to the Bank at closing by either check or wire transfer. The Bank will execute and provide a release of its mortgage, but only with respect to the property and not as to any other collateral. The sale of the property is to be conducted at a closing to occur after entry of a final Order approving the sale, and is to be held at a date and location mutually agreed upon by the parties. The Debtor respectfully asks the Court to authorize the proposed sale and for such other and further relief as the Court deems just and appropriate. Counsel for the Debtor: Tazewell T. Shepard III, Esq. Kevin M. Morris, Esq. Tazewell T. Shepard IV, Esq. SPARKMAN, SHEPARD & MORRIS, P.C. P.O. Box 19045 Huntsville, AL 35804 Telephone: (256) 512-9924 Facsimile: (256) 512-9837 About Michael G. Dombrowski The Michael G. Dombrowski is an active real estate investor with numerous real properties in Alabama and several other states. In addition to his own properties, he is a member or member/owner of several limited liability companies that own real properties. Michael G. Dombrowski sought Chapter 11 protection (Bankr. N.D. Ala. Case No. 16-81412) on May 11, 2016. The Debtor tapped Tazewell Shepard, Esq., at Sparkman, Shepard & Morris, P.C., as counsel. MONAKER GROUP: Names Cloud5 CEO to Board ---------------------------------------- The Board of Directors of Monaker Group, Inc., pursuant to the power vested in the Board of Directors by the Company's Bylaws and the Nevada Revised Statutes, appointed Robert J. Post and Omar J. Jimenez, as members of the Board of Directors. Mr. Post is president and CEO of Cloud5 Communications and executive chairman of The Knowland Group. The appointments increased the Company's Board of Directors to seven members, with four serving independently (including Mr. Post). "Bob's appointment adds a tremendous wealth of senior-level experience, knowledge and accomplishments to our board," said the company's chairman and CEO, Bill Kerby. "We expect Bob to provide valuable guidance and insights as the company enters a pivotal period in its growth and development. This includes our near-term launch of the industry's first-ever 'real-time' alternative lodging reservation system, which also offers mainstream travel products and services all on a single site." Post is a highly successful entrepreneur, investor, tech-company executive and veteran re-structuring expert with 20 years of success in the travel and hospitality industry. He is currently CEO of Cloud5, the largest provider of cloud based telecommunications and high speed Internet to major brands in the hospitality industry, including Marriott, IHG, Hilton, La Quinta, Motel 6 and Red Roof Inn. Post was previously chairman and CEO of TravelCLICK, a leading provider of global, hotel e-commerce solutions that supports more than 15,000 customers across 140 countries, including Blackstone, Hilton, Hyatt, Accor, Marriott and Trump. At TravelCLICK, he grew the company from $35 million and breakeven to more than $200 million with high double-digit profitability. Prior to TravelCLICK, he was the CFO and VP of business development of OpenTable.com, which was ultimately bought by Priceline for $2.6 billion. He also served as an executive and corporate officer at MICROS Systems, a hospitality technology provider, where he helped lead its secondary NASDAQ offering. Post earlier spent several years at Westinghouse Electric in corporate audit, defense and electronic classified programs, negotiating with the U.S. and foreign governments. He continues to operate Pconsulting, providing start-up investment and restructuring services for mid-sized businesses, including OpenTable.com, hotelBANK, and Radiant Systems. He is a graduate of Wharton's Advanced Management Program, and earned his BS in Business from Duquesne University. The board appointment is in line with Monaker's plans for a NASDAQ Stock Market up-listing, which requires a majority of independent directors on the board. As the Company currently has no committees of the Board of Directors, neither Mr. Post nor Mr. Jimenez has been appointed to any committees. It is not currently contemplated that Mr. Post will receive any compensation for his services on the Board of Directors, nor that Mr. Jimenez will receive any compensation, separate from his compensation as an officer of the Company, for his services on the Board of Directors, as disclosed in a Form 8-K report filed with the Securities and Exchange Commission. About Monaker Group Monaker Group, Inc. (OTCMKTS: MKGI), formerly known as Next 1 Interactive, Inc., is a digital media marketing company focusing on lifestyle enrichment for consumers in the travel, home and employment sectors. Core to its marketing services are key elements including proprietary video-centered technology and established partnerships that enhance its reach. Video is quickly becoming consumer's preferred method of searching and educating themselves prior to purchases. Monaker's video creation technology and film libraries combine to create lifestyle video offerings that can be shared both to its customers and through trusted distribution systems of its major partners. The end result is better engagement with consumers who gain in-depth information on related products and services helping to both inform and fulfill purchases. Unlike traditional marketing companies that simply charge for advertising creation, Monaker holds licenses and/or expertise in the travel, real estate and employment sectors allowing it to capture fees at the point of purchase while the majority of transactions are handled by Monaker's partners. This should allow the company to capture greater revenues while eliminating much of the typical overhead associated with fulfillment. Monaker core holdings include Maupintour, NameYourFee.com, RealBiz Media Group - helping it to deliver marketing solutions to consumers at home, work and play. Monaker Group reported a net loss of $4.55 million on $544,700 of total revenues for the year ended Feb. 29, 2016, compared to a net loss of $2.98 million on $1.09 million of total revenues for the year ended Feb. 28, 2015. As of Nov. 30, 2016, Monaker Group had $2.54 million in total assets, $2.84 million in total liabilities and a total stockholders' deficit of $306,327. LBB & Associates Ltd., LLP, in Houston, Texas, in its report on the consolidated financial statements for the year ended Feb. 29, 2016, raised substantial doubt about the Company's ability to continue as a going concern. MONAKER GROUP: Sold 138,000 Units to Charcoal Investments --------------------------------------------------------- Monaker Group, Inc. sold 138,000 units effective Sept. 8, 2016, each consisting of one share of common stock and one warrant to purchase one share of common stock, to Charcoal Investments Ltd., which entity is owned by Simon Orange, who became a member of the Board of Directors of the Company on Jan. 5, 2017, in consideration for $345,000 or $2.50 per unit. The warrants were evidenced by a Warrant to Purchase Common Stock, had an exercise price of $2.50 per share and an expiration date of Sept. 7, 2017, as disclosed in a Form 8-K report filed with the Securities and Exchange Commission. Also on Sept. 8, 2016, the Company entered into a consulting agreement with Mr. Orange, pursuant to which Mr. Orange agreed to provide the Company consulting services by aiding the Company in financial, organizational and developmental advice during a twelve month period. In connection with assisting with a $750,000 private offering of units (pursuant to which Charcoal subscribed for units as described above), Mr. Orange received compensation consisting of cash, shares and warrants. On Jan. 26, 2017, the Company, Mr. Orange and Charcoal, agreed to reduce the exercise price of the 158,000 warrants to purchase shares of common stock to $2.00 per share and Mr. Orange and Charcoal exercised all of the Warrants in consideration for an aggregate of $316,000, and the Company issued Mr. Orange 20,000 shares of restricted common stock and Charcoal 138,000 shares of restricted common stock, in connection with such exercise. In consideration for agreeing to exercise the Warrants, the Company granted Mr. Orange warrants to purchase 20,000 shares of the Company's common stock and Charcoal warrants to purchase 138,000 shares of common stock, each with an exercise price of $2.00 per share and an expiration date of Jan. 25, 2020. About Monaker Group Monaker Group, Inc. (OTCMKTS: MKGI), formerly known as Next 1 Interactive, Inc., is a digital media marketing company focusing on lifestyle enrichment for consumers in the travel, home and employment sectors. Core to its marketing services are key elements including proprietary video-centered technology and established partnerships that enhance its reach. Video is quickly becoming consumer's preferred method of searching and educating themselves prior to purchases. Monaker's video creation technology and film libraries combine to create lifestyle video offerings that can be shared both to its customers and through trusted distribution systems of its major partners. The end result is better engagement with consumers who gain in-depth information on related products and services helping to both inform and fulfill purchases. Unlike traditional marketing companies that simply charge for advertising creation, Monaker holds licenses and/or expertise in the travel, real estate and employment sectors allowing it to capture fees at the point of purchase while the majority of transactions are handled by Monaker's partners. This should allow the company to capture greater revenues while eliminating much of the typical overhead associated with fulfillment. Monaker core holdings include Maupintour, NameYourFee.com, RealBiz Media Group - helping it to deliver marketing solutions to consumers at home, work and play. Monaker Group reported a net loss of $4.55 million on $544,700 of total revenues for the year ended Feb. 29, 2016, compared to a net loss of $2.98 million on $1.09 million of total revenues for the year ended Feb. 28, 2015. As of Nov. 30, 2016, Monaker Group had $2.54 million in total assets, $2.84 million in total liabilities and a total stockholders' deficit of $306,327. LBB & Associates Ltd., LLP, in Houston, Texas, in its report on the consolidated financial statements for the year ended Feb. 29, 2016, raised substantial doubt about the Company's ability to continue as a going concern. MOUNTAIN DIVIDE: Intends to File Chapter 11 Plan By April 12 ------------------------------------------------------------ Mountain Divide, LLC requests the U.S. Bankruptcy Court for the District of Montana to extend for a period of 60 days each of the exclusive periods to file a plan to April 12, 2017 and solicit acceptances of such plan to June 12, 2017. The Debtor requires additional time to complete the sale of its assets, conduct a mediation, and file a plan based on the outcome of mediation and settlement efforts. Pursuant to the Court-approved Sale and Bidding Procedures, the Debtor has completed a successful auction of its assets and is working earnestly to close the sale transaction with Future Acquisition Company, which submitted the highest and best bid of $4,000,000 for the Purchased Assets. While the Court has issued a Sale Order approving the Purchase and Sale Agreement between Debtor and Future Acquisition Company, however, the Debtor, Future Acquisition Company, and its assignee Future Acquisition North Dakota are still reviewing and completing final transaction and closing documents. Consequently, the Debtor and FAND have entered into a Second Amendment to PSA extending the closing deadline to February 17, 2017. Currently, the Debtor intends to cure all prepetition royalty and working interest owner payments related to its completed operated wells from sale of the Purchase Assets. The Debtor tells the Court that it has been consulting with counsel for Wells Fargo, certain lien creditors, the Unsecured Creditors Committee, and the U.S. Trustee's Office. The Debtor believes that it has made, and will continue to make, progress in negotiations with key creditors and intends to schedule a mediation with key creditors and creditor groups to seek a resolution resulting in a consensual Chapter 11 Plan. In addition, the Debtor contends that the Court has established a claims bar date of December 30, 2016, and as such, the Debtor is still reviewing and evaluating the claims filed in its case to determine any objections. About Mountain Divide Mountain Divide, LLC filed a chapter 11 petition (Bankr. D. Mont. Case No. 16-61015) on Oct. 14, 2016. The petition was signed by Patrick M. Montalban, manager. The Debtor is represented by Jeffery A. Hunnes, Esq., at Guthals, Hunnes & Reuss, P.C. The case is assigned to Judge Ralph B. Kirscher. The Debtor estimated assets at $1 million to $10 million and liabilities at $50 million to $100 million at the time of the filing. The Debtor hires Roberta Anner-Hughes, Esq. at Anner-Hughes Law Firm as special counsel. The official committee of unsecured creditors of Mountain Divide LLC hires Worden Thane P.C. as legal counsel. MRN HOMES: Can Use Cash Collateral on Final Basis ------------------------------------------------- Judge Wendy L. Hagenau of the U.S. Bankruptcy Court for the Northern District of Georgia authorized MRN Homes of Georgia, LLC to use the cash collateral on a final basis. The Debtor was authorized to use the cash collateral generated from its business: (1) in accordance with the approved Budget; (2) for payment of U.S. Trustee Fees; and (3) for other matters pursuant to Orders entered by the Court after appropriate notice and hearing. The approved Budget provides for total expenses in the amount of $605,101.11 BizFi, LLC asserts a claim in the approximate amount of $350,000. BizFi asserts that the Claim is secured by accounts receivables generated from the Debtor's business. Other Creditors PIRS Capital, Pearl Capital, LLC, Yellowstone Capital, LLC, and Kabbage, Inc. also assert an interest in Debtor's accounts receivables. The Debtor's schedules indicate that the total value of accounts receivables as of the Petition date was $321,859.31. The Debtor contended that it has no other assets that would constitute cash collateral. BizFi and the Other Creditors were granted a valid and properly perfected security interest on all property acquired by the Debtor after the Petition Date that is of the same or similar nature, kind or character, and priority as BizFi's and the Other Creditors'. A full-text copy of the Final Order, dated February 6, 2017, is available at http://bankrupt.com/misc/MRNHomes2017_1750831wlh_31.pdf BizFi, LLC can be reached at: BIZFI, LLC 460 Park Ave. S 10th Floor New York, NY 10016 Yellowstone Capital, LLC can be reached at: YELLOWSTONE CAPITAL, LLC c/o Vadim Serebro, Esq. 17 State St., Suite 4000 New York, NY 10004 Pearl Capital, LLC can be reached at: PEARL CAPITAL, LLC 1020 Park Avenue, Apt. 7A New York, NY 10028 PIRS Capital can be reached at: PIRS CAPITAL 40 Exchange Place, Suite 403 New York, NY 10005 Kabbage, Inc. can be reached at: KABBAGE, INC. P.O. Box 77081 Atlanta, GA 30357 About MRN Homes of Georgia, LLC. MRN Homes of Georgia, LLC is a Georgia limited liability company that is primarily in the business of residential roofing. MRN Homes of Georgia, LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 17-50831) on January 17, 2017. The petition was signed by James W. Hewatt, owner/managing member. The Debtor is represented by Will B. Geer, Esq., at the Law Office of Will B. Geer, LLC. The case is assigned to Judge Wendy L. Hagenau. The Debtor estimated assets at $500,000 to $1 million and liabilities at $1 million to $10 million at the time of the filing. NCR CORP: S&P Revises Outlook to Stable & Affirms 'BB+' CCR ----------------------------------------------------------- S&P Global Ratings said that it revised the outlook to stable from negative and affirmed its 'BB+' corporate credit rating on Duluth, Ga.-based NCR Corp. S&P also affirmed its 'BBB-' issue-level rating on NCR's first-lien secured credit facility, consisting of a $1.1 billion revolving credit facility and $900 million term loan ($866 million outstanding as of Dec. 31, 2016). The recovery rating remains '1', indicating S&P's expectation for very high (90%-100%) recovery in the event of a payment default. In addition, S&P affirmed its 'BB' issue-level rating on the company's senior unsecured notes. The recovery rating remains '5', which reflects S&P's expectation for modest (upper half of the 10%-30% range) recovery in the event of a payment default. The 'BB+' rating and stable outlook reflect S&P's expectation that NCR will continue to organically grow EBITDA in the mid- to high-single-digit percentages and sustain adjusted debt to EBITDA under 4x in 2017. Since NCR issued preferred stock (which S&P considers debt in its leverage calculation) to Blackstone in November 2015, the company has reduced adjusted leverage to around 4x while generating $628 million of free cash flow in the fiscal year ended Dec. 31, 2016. S&P's view of NCR's business risk profile reflects its leading positions in the financial, retail and hospitality, and specialty automation segments, as well as its growing software and service business, with higher margins and recurring revenues. Since 2010, the company has made acquisitions to bolster its software offerings for its financial services and hospitality customers. Software grew to 28% of revenues in 2016 from 13% in 2010, and adjusted EBITDA margins grew to over 17% from 10% over the same period. The business risk profile also considers NCR's recently volatile operating performance, especially in financial services and POS hardware. NCR has invested in offerings that rely on its customers to make substantial investments in upgrades. For example, NCR's newest ATM solutions are predicated on banks' desire to reduce branch sizes and replace some functions that tellers provide with more sophisticated ATMs. The adoption of this new technology is subject to some factors outside of NCR's control, such as bureaucratic decision-making at banks and bank lease agreements. S&P expects some variability in operating performance to persist in its hardware segment, which accounted for 37% of 2016 revenue. S&P's financial risk profile assessment reflects the company's adjusted leverage of about 4x when accounting for Blackstone's preferred equity investment as debt. Given the company's free cash flow generating ability, S&P believes it has the financial flexibility to continue to balance share repurchases with debt reduction while sustaining leverage below 4x. S&P expects NCR to generate at least $500 million in free cash flow annually over the next two years, driven by returns from investments the company has made in bank and retail transformation solutions, which S&P expects its customers to continue to adopt. The company has also reported strong revenue growth in emerging technologies, such as self-checkout terminals, which grew 88% in 2016 to $351 million. S&P's base case assumes: -- Mid- to high-single-digit percentage organic revenue growth in 2017 and 2018; -- Stable EBITDA margins of about 17%-18% in 2017 and 2018; and -- Capital expenditures (capex) of around 3%-4% of revenues. Based on these assumptions, S&P arrives at these credit measures over the coming year: -- Adjusted leverage declining to about 3.7x at year-end 2017; and -- Free cash flow generation of at least $500 million annually. S&P views NCR's liquidity as adequate. S&P expects that cash sources will exceed uses by 1.2x for the next 12 months and that net sources will be positive in the near term, even with a 30% decline in EBITDA. Principal liquidity sources: -- Cash balance of $498 million as of Dec. 30, 2016, most of which is held outside the U.S.; -- A $200 million accounts receivable securitization facility maturing in 2018; -- Full availability on the company's $1.1 billion revolving credit facility; and -- Free cash flow in excess of $500 million annually. Principal liquidity uses: -- S&P projects modest capex of about 3%-4% of revenues; -- No dividend payments; and -- Required principal amortization of $45 million in 2017 and around $62 million in 2018. The stable outlook reflects S&P's expectation of free cash flow generation of at least $500 million annually, EBITDA growth in the mid- to high-single-digit percentage area, and adjusted leverage sustained below 4x. S&P could lower the rating if leverage remains above 4x or if competitive pressures result in meaningful revenue decline. An upgrade to investment grade is unlikely unless NCR commits to a less aggressive financial policy and sustains leverage below 3x. NEIMAN MARCUS: Bank Debt Trades at 17% Off ------------------------------------------ Participations in a syndicated loan under Neiman Marcus Group Inc. is a borrower traded in the secondary market at 83.33 cents-on-the-dollar during the week ended Friday, Feb. 3, 2017, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 0.50 percentage points from the previous week. Neiman Marcus pays 300 basis points above LIBOR to borrow under the $2.9 billion facility. The bank loan matures on Oct. 16, 2020 and carries Moody's B2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Feb. 3. NEIMAN MARCUS: S&P Cuts Rating to CCC+ Over Capital Structure ------------------------------------------------------------- S&P Global Ratings lowered its ratings on the Dallas-based luxury department store operator The Neiman Marcus Group Inc. to 'CCC+' from 'B-'. The outlook is negative. At the same time, S&P lowered the issue-level rating on the company's secured term loan facility to 'CCC+' from 'B-' and the issue-level rating on the company's unsecured notes to 'CCC-' from 'CCC'. S&P's '3' recovery rating on the term loan facility reflects its expectation for meaningful recovery in the event of default, at the low end of the range between 50% and 70%. S&P's '6' recovery rating on the unsecured notes reflects its expectation for negligible recovery prospects in the event of a default or bankruptcy. "The downgrade reflects our view that the company's capital structure is unsustainable over the long term. Trends such as weak mall traffic, highly promotional retail apparel environment, and cautious consumer spending continue to weigh heavily on Neiman Marcus' operating performance and EBITDA," said credit analyst Helena Song. "We believe these meaningful industry headwinds, both secular and cyclical, will likely hinder meaningful EBITDA recovery, and as such we project adjusted leverage in the low 10x range and interest coverage in the high-1x area over the coming year." The negative ratings outlook indicates a one-in-three chance S&P could lower the ratings in the next 12 to 18 months. S&P believes the apparel retail market will continue to be weak and that Neiman Marcus' operating performance will remain under pressure, with mid-single-digit comparable sales declines and margin deterioration leading to weakened credit metrics including adjusted leverage in the low-10x range. S&P could lower the ratings if it envisions a specific default scenario occurring over the next 12 months. This could arise if operating performance deteriorates and results in mounting possibility of risk of proactive effort to restructure the significant balance sheet debt obligations with a distressed exchange, or if cash use accelerates. Although unlikely in the next 12 months, S&P could revise the outlook to stable or raise the rating if the company can restore revenue and profit growth and return to positive free operating cash flow. Such a scenario would most likely be a result of improved operating performance such that leverage appears manageable and S&P does not anticipate the company would consider a restructuring of its obligations, including the potential for a distressed exchange. S&P estimates that EBITDA would need to rise more than 25% to drop leverage to about 8x. NEW ENGLAND MECHANICAL: Hires Gannon as Counsel ----------------------------------------------- New England Mechanical Coordination & Consulting, LLC, seeks authority from the U.S. Bankruptcy Court for the District of New Hampshire to employ William S. Gannon, PLLC as counsel to the Debtor. New England Mechanical requires Gannon to: a. advise the Debtor with respect to its powers and duties as debtor-in-possession and the continued management and operation of its businesses and properties; b. attend meetings and negotiate with representatives of creditors and other parties in interest, responding to creditor inquiries, and advising and consulting on the conduct of the case, including all of the legal and administrative requirements of operating in Chapter 11; c. negotiate and prepare on behalf of the Debtor a plan or plans of reorganization, and all related documents, and prosecute the plan or plans through the confirmation process; d. represent the Debtor in connection with any adversary proceedings or automatic stay litigation that may be commenced in the proceedings and any other action necessary to protect and preserve the Debtor's estates; e. advise the Debtor in connection with any sale of assets; f. represent and advise the Debtor regarding post-confirmation operations and consummation of a plan or plans of reorganization; g. appear before the bankruptcy Court, any appellate courts, and the U.S. Trustee and protect the interests of the Debtor before such courts and the U.S. Trustee; h. prepare necessary motions, applications, answers, orders, reports, and papers necessary to the administration of the estate; and i. perform all other legal services for and providing all other legal advice to the Debtor that may be necessary and proper in the proceedings, including, without limitation, services or legal advice relating to applicable state and federal laws and securities, labor, commercial, and real estate laws. Gannon will be paid at these hourly rates: Attorney $450 Paralegal $120 Administrative Assistant $120 Gannon is an unsecured creditor of the Debtor on account of pre-bankruptcy advice, counsel, guidance and services rendered to the Debtor before the Petition Date. Gannon hold a claim in the amount of $10,921.50. Shortly before the Petition Date, the Debtor paid Gannon the sum of $1,717, the statutory filing fee. Gannon will also be reimbursed for reasonable out-of-pocket expenses incurred. William S. Gannon, member of William S. Gannon, PLLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Gannon can be reached at: William S. Gannon, Esq. WILLIAM S. GANNON, PLLC 889 Elm Street, 4th Floor Manchester, NH 03101 Tel: (603) 621-0833 About New England Mechanical New England Mechanical Coordination & Consulting, LLC, based in Sunapee, NH, filed a Chapter 11 petition (Bankr. D.N.H. Case No. 17-10133) on February 3, 2017. The Hon. Bruce A. Harwood presides over the case. William S. Gannon, Esq., at William S. Gannon, PLLC, as bankruptcy counsel. In its petition, the Debtor estimated $571,151 in assets and $2.41 million in liabilities. The petition was signed by Michael A. Zyla, member. NEW PHOENIX METALS: April 5 Plan Confirmation Hearing ----------------------------------------------------- Judge Stacy Jernigan of the U.S. Bankruptcy Court for the Northern District of Texas approved New Phoenix Metals, Ltd.'s second amended disclosure statement, dated Jan. 20, 2017. A hearing on Debtor's second plan of reorganization will be held on April 5, 2017, at 9:30 a.m. before the Honorable Judge Stacy Jernigan, U.S. Bankruptcy Court, 1100 Commerce Street, 14th Floor, Dallas, Texas 75242. Objections to the confirmation of the Plan must be filed and served no later than March 29, 2017. The deadline for submitting ballots accepting or rejecting the Plan is March 31, 2017. The TCR previously reported that under the second amended plan, Allowed General Unsecured Claims Exceeding $150,000 will be paid 35% of their Claims over 60 months. The funds necessary for the satisfaction of the creditors' claims shall be generated from Debtor's income from continued operation of the business. A full-text copy of the Second Amended Disclosure Statement is available at: http://bankrupt.com/misc/txnb16-32075-11-195.pdf About New Phoenix Metals Established in 1998, New Phoenix Metals, Ltd., is a residential and industrial recycling company. The industrial division services companies in a four-state region (Oklahoma, Texas, Arkansas, and Louisiana) and its facility in Greenville, Texas, serves the public and small scrap dealers of Northeast Texas and Southern Oklahoma. New Phoenix Metals is a full-service industrial recycling company located in Greenville, Texas (40 miles Northeast of Dallas). New Phoenix Metals also has a residential division for recycling household scrap metals including aluminum, steel, copper and brass. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 16-32075) on May 26, 2016. The petition was signed by Marcus D. Carl, partner. The case is assigned to Judge Stacey G. Jernigan. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. NEXT GROUP: Inks $80K Settlement with JP Carey to Satisfy Judgment ------------------------------------------------------------------ Next Group Holdings, Inc. entered into a stipulation of settlement, effective Feb. 1, 2017, with J.P. Carey Enterprises, Inc. as assignee of a judgment previously entered in favor of Franjose Yglesias in the Broward County Florida Circuit Court, 17th Judicial Circuit against NYBD Holding, Inc. and NYBD Merger Sub, Inc. formerly known as Pleasant Kids Inc. Subsequent to the entry of the judgment that is the subject of the Stipulation of Settlement, on Dec. 31, 2015, the Company completed a merger with Pleasant Kids, Inc. (formally NYBD Holding, Inc.) whereby Pleasant Kids adopted NXGH corporate structure and changed its name to Next Group Holdings, Inc. Under the terms of the Stipulation of Settlement the Company on behalf of predecessor companies NYBD Holdings Inc. and NYBD Merger Sub, Inc. (Pleasant Kids, Inc.) agreed to and has paid the sum of $10,000 and has executed a $70,000 convertible promissory note in favor of J.P. Carey Enterprises, Inc. to satisfy the judgment previously entered against NYBD Holdings Inc. and NYBD Merger Sub, Inc. The convertible promissory note as issued under the Stipulation of Settlement is effective as of Jan. 2, 2017, for the principal amount of $70,000 and matures Aug. 2, 2017. The Note bears interest at a rate of eight percent per annum. The Note is convertible at the sole option of the holder in whole or in part into shares of the Company's common stock at a price for each share of Common Stock equal to 50% of the lowest trading price of the Common Stock (with a floor of $0.02 per share) as reported on the National Quotations Bureau OTC Marketplace (where the Company's Common Stock is currently traded) or any exchange upon which the Common Stock may be traded or in the future. The conversion price is to be determined based upon 50% percent of the lowest trading price for the 20 prior trading days including the day in which the Company receives a notice of conversion from the Note holder. The Note also contains default provisions that if triggered could increase the interest rate and/or principal balance due under the Note. About Next Group Holdings Next Group Holdings, Inc., formerly Pleasant Kids, Inc., through its operating subsidiaries, is engaged in the business of using its technology and certain licensed technology to provide mobile banking, mobility and telecommunications solutions to underserved, unbanked and emerging markets. Its subsidiaries are Meimoun and Mammon, LLC (100% owned), Next Cala, Inc (94% owned). NxtGn, Inc. (65% owned) and Next Mobile 360, Inc. (100% owned). Additionally, Next Cala, Inc. has a 60% interest in NextGlocal, a joint venture formed in May 2016. Pleasant Kids reported a net loss of $1.82 million for the year ended Sept. 30, 2015, following a net loss of $1.72 million for the year ended Sept. 30, 2014. Anton & Chia, LLP, in Newport Beach, California, issued "going concern" qualification on the consolidated financial statements for the year Sept. 30, 2015, citing that the Company has a minimum cash balance available for payment of ongoing operating expenses, has experienced losses from operations since inception, and it does not have a source of revenue sufficient to cover its operating costs. These factors raise substantial doubt about the Company's ability to continue as a going concern. OLIGARCH CAPITAL: Seeks Approval to Use NPI Fund Cash Collateral ---------------------------------------------------------------- Oligarch Capital LLC requests the U.S. Bankruptcy Court for the Central District of California to approve its use of the cash collateral of NPI Debt Fund, LLP. The Debtor owns a large Single Family Residence in Toluca Lake, CA 91602, where the primary tenant is an individual who pays rent in the amount of $600 per month. The Debtor, however, tells the Court that it is in the process of obtaining a Residential Care Facility License that would allow the Debtor to operate such business on the Property and collect monthly aggregate rent of approximately $10,000 to $15,000. The Debtor contends that it must spend these amounts to maintain the property in order to avoid significant and irreparable harm to the Property: Cable.........................$ 60 per month Pool..........................$ 85 per month Property Insurance............$ 92 per month Gardener......................$100 per month Utilities.....................$400 per month TOTAL $737 per month The Debtor also contends that if its ability to use cash collateral is denied or interrupted, the Debtor will be unable to pay the utilities, insurance and maintenance, which will be detrimental to the Debtor's prospects for a successful reorganization. The Debtor believes that the rent due from the Property constitutes cash collateral, and that only NPI Fund is asserting an interest in the rent proceeds. NPI Fund is alleging total obligation due of $1,370,000, including arrears, interest and other penalties. The Debtor, however, disputes this claim and is seeking remedy in litigation, which may include an Adversary Proceeding. The Debtor admits that it is behind on the payments NPI Fund. As adequate protection, the Debtor proposes that: (a) no expenditure will be made in excess of any line item as reflected on its Budget without the express written consent of NPI Fund; (b) the Debtor will continue to be bound by the terms and conditions set forth in its pre-petition agreements with NPI Fund; (c) all of its indebtedness with NPI Fund will continue to accrue interest at the pre-petition contract rate until a Plan of Reorganization is confirmed; (d) the Debtor will provide NPI Fund with copies of all reports, pleadings, forms and/or documents filed with the Court and/or the U.S. Trustee; (e) mortgage payments will resume upon resolution of the dispute with NPI Fund over disputed usurious interest charges, facilitated by the opening of the Residential Facility; and (f) the Debtor will continue to maintain insurance on the Property and remain current with the property tax. A hearing to consider approval of the Debtor's use of cash collateral is scheduled on March 1, 2017 at 9:30 a.m. A full-text copy of the Debtor's Motion, dated February 7, 2017, is available at https://is.gd/KTiEeY About Oligarch Capital LLC Oligarch Capital LLC filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-10012), on January 3, 2017. The Petition was signed by Avis Copelin, managing partner. The case is assigned to Judge Maureen Tighe. The Debtor is represented by George J. Paukert, Esq., at the Law Offices of George J. Paukert. At the time of filing, the Debtor estimated assets at $1 million to $10 million and liabilities at $500,000 to $1 million. The Debtor has no unsecured creditors. OPTIMA SPECIALTY: S&P Withdraws 'D' CCR on Lack of Market Interest ------------------------------------------------------------------ S&P Global Ratings said it discontinued its ratings, including the 'D' corporate credit rating, on Miami-based steel processor Optima Specialty Steel Inc. due to a lack of market interest. On Dec. 15, 2016, S&P lowered its corporate credit and issue-level ratings on Optima to 'D' after the company announced that it has filed a voluntary petition for reorganization under Chapter 11 in the U.S. Bankruptcy Court for the District of Delaware. PACIFIC IMPERIAL: Proceeds of Assets' Sale to Fund Ch. 11 Plan --------------------------------------------------------------- Pacific Imperial Railroad, Inc., filed with the U.S. Bankruptcy Court for the Southern District of California a disclosure statement to the Debtor's plan of reorganization dated Feb. 6, 2017. A hearing to consider the approval of the Disclosure Statement is set for March 20, 2017, at 2:00 p.m. Class 5 allowed unsecured claims are impaired by the Plan. The holders of general unsecured claims will receive on the distribution date a pro rata share of the cash assets of the Debtor remaining after the payment of Classes 1, 2, 3 and 4. The Debtor will sell all of its real and non-cash personal property of every kind and description including, without limitation, all of Debtor's real property, equipment, inventories, technology, patents, patent applications, copyrights, trademarks, trade names, trade secrets, know-how, and other intellectual property rights, and Debtor's rights under all contracts. The sale will include the assumption by Debtor of executory contracts and unexpired leases as the buyer selects and the concomitant assignment of those contracts and leases to the buyer. The assets will not include any cash or cash equivalents, deposit accounts, accounts receivable, bankruptcy avoidance claims, or any other assets that are specifically excluded by the asset purchase agreement entered into between the Debtor and the ultimate buyer. All property of the Debtor which has not been previously sold will be revested in the Reorganized Debtor on the Effective Date of the Plan. The Disclosure Statement is available at: http://bankrupt.com/misc/casb16-06253-114.pdf About Pacific Imperial Railroad Pacific Imperial Railroad, Inc., based in San Diego, California, filed a Chapter 11 petition (Bankr. S.D. Cal. Case No. 16-06253) on Oct. 13, 2016. The Debtor was created for the purpose of rehabilitating and operating the Desert Line rail line. The petition was signed by Arturo Alemany, president and CEO. The Debtor is represented by Alan Vanderhoff, Esq., at Vanderhoff Law Group. The case is assigned to Judge Laura S. Taylor. The Debtor disclosed total assets at $7.18 million and total liabilities at $11.43 million. PASS BUSINESS: Can Use Cash Collateral Until Plan Confirmation -------------------------------------------------------------- Judge Katharine M. Samson of the U.S. Bankruptcy Court for the Southern District of Mississippi authorized Pass Business Terminal, LLC to use cash collateral until entry of an order confirming a plan of reorganization. The Debtor's use of cash collateral will be limited to expenses in the ordinary course of business, including payment to the U.S. Trustee of quarterly fees in the amounts actually owed. The Debtor is indebted to Whitney Bank, formerly known as Hancock Bank, in principal sum of $444,425, accrued interest of $16,426, survey costs of $3,500, appraisal costs of $2,723 and environmental assessment costs of $5,266 as well as all costs of collection, including attorney's fees and expenses. Pursuant to the Loan Documents, Whitney Bank had been granted a lien on the real property commonly known as 323 East North Street, Pass Christian, MS 39571. Whitney Bank had also been granted a lien on rents, security deposits, proceeds, income and other kinds of revenue from the property. The Debtor was directed to make an adequate protection payment to Whitney Bank in the amount of $18,361 for the months of October, November and December 2016 and January 2017. Beginning February 6, 2017, the Debtor will make payments in the amount of $4,590 per month to Whitney Bank. Each payment will be applied first to any accrued unpaid interest and then to the principal. Whitney Bank was granted a replacement lien on all post-petition cash collateral received by the Debtor in order to secure the Debtor's post-petition use of cash collateral. Whitney Bank was also granted a super priority administrative expenses claim to the extent of cash collateral used by the Debtor post-petition, which will be subject only to the carve out for fees of the Office of the U.S. Trustee. The Debtor was directed to pay the 2016 ad valorem taxes for the Property no later than February 15, 2017. The Debtor was also directed to maintain insurance on the Property in accordance with the Loan Documents, naming Whitney Bank as loss/payee-mortgagee and/or additional insured. The Debtor was ordered to provide Whitney Bank with copies of these documents: (a) Current rent roll for the Property; (b) The Debtor's current ledger, profit and loss statement, balance sheet, financial statements, statements of account; (c) The Debtor's insurance policies and proof of current status of such policies; (d) The Debtor's state and federal tax returns for 2014-2015; and (e) Any appraisal upon which the Debtor bases its valuation of the Property in its Schedules. A full-text copy of the Agreed Order, dated February 7, 2017, is available at https://is.gd/r8WpKs About Pass Business Terminal, LLC Pass Business Terminal, LLC, filed a chapter 11 petition (Bankr. S.D. Miss. Case No. 16-51767) on October 11, 2016. The Petition was signed by Roger L. Caplinger, Owner. At the time of filing, the Debtor had $500,000 to $1 million in estimated assets and $100,000 to $500,000 in estimated liabilities. The Debtor is represented by Matthew Louis Pepper, Esq., at Matthew Perry, Attorney at Law. The Debtor hired Strick Trio Investments, LLC as its accountant and bookkeeper. PETROQUEST ENERGY: Reports 2016 Proved Oil & Gas Reserves Estimates ------------------------------------------------------------------- PetroQuest Energy, Inc., announced that it ended 2016 with approximately 115 Bcfe (approximately 25 Bcfe of proved oil and gas reserves were divested in 2016) of estimated proved oil and gas reserves having a pre-tax discounted value ("PV-10") including hedges of approximately $75 million (SEC pricing: $2.49/Mcf for natural gas and $42.75/Bbl for oil). The Company's estimated proved reserves at Dec. 31, 2016, were comprised of 70% natural gas, 7% oil and 23% natural gas liquids. In addition, approximately 59% of the reserves were proved developed. Using 3-year strip prices ($3.21/Mcf for natural gas and $56.29/Bbl for oil) at Dec. 31, 2016, the Company estimates a PV-10 value of approximately $127 million for its proved oil and gas reserves. Proved reserves at Dec. 31, 2016, do not include unproved, behind pipe reserves associated with the Company's four producing wells at La Cantera and Thunder Bayou. The Company estimates that its 2016 production was approximately 23.5 Bcfe, or 64.1 MMcfe per day, including fourth quarter 2016 production estimate of 4.6 Bcfe, or 49.9 MMcfe per day. First Quarter 2017 Production Guidance The Company projects its first quarter 2017 production to average between 55 and 59 MMcfe per day with approximately 68%, 14% and 18% to be derived from natural gas, oil and natural gas liquids, respectively. The mid-point of this guidance represents a 14% increase from the Company's estimated production for the fourth quarter of 2016. 2017 Capital Expenditures Guidance The Company's capital budget for 2017 is expected to range between $40 million and $48 million, including approximately $6 million of capitalized interest and overhead. The Company's capital budget is subject to revision based upon changes in market conditions and is expected to be funded with internally generated cash flow. The Company's 2017 direct capital budget is expected to be allocated to the following projects: eight to ten horizontal Cotton Valley wells, Thunder Bayou/La Cantera and Gulf of Mexico recompletions and approximately $4 million in plugging and abandonment work in the Gulf of Mexico. Operations Update In South Louisiana, the Company initiated production over the weekend from the upper section of the Cris R-2 formation in its Thunder Bayou well. The well is currently flowing at gross production rate of approximately 20 MMcfe per day (NRI-37%). The Company expects to increase the production rate in stages over the next 3-4 weeks before reaching its gross production target of 50-70 MMcfe per day. In East Texas, the Company recently completed its PQ #21 (NRI - 61%) horizontal Cotton Valley well. The 5,000 foot lateral well is in the initial stages of flowback. The Company plans to provide a production rate on PQ #21 in connection with its fourth quarter 2016 earnings press release on March 7th. In addition, the Company recently reached total depth on its PQ #22 well (WI-50%), which is located on its PQ/CVX acreage position and expects to commence completion operations in approximately one week. The Company is currently drilling the initial well on a three well pad within its joint venture acreage (WI-76%) and expects first production from the pad to occur in June. Management's Comment "With Thunder Bayou expected to ramp to a gross production rate of 50-70 MMcfe/d over the next few weeks and our East Texas joint venture program currently realizing its initial production, we believe that January 2017 will mark the low point in our production profile" said Charles T. Goodson, chairman, chief executive officer and president. "We are forecasting sequential production growth throughout this year and are targeting a capex program that is within anticipated cash flow. Our expected production growth combined with a stronger than year-ago natural gas price should result in significant deleveraging by the end of 2017." About PetroQuest PetroQuest Energy, Inc., is an independent energy company engaged in the exploration, development, acquisition and production of oil and natural gas reserves in East Texas, Oklahoma, South Louisiana and the shallow waters of the Gulf of Mexico. PetroQuest's common stock trades on the New York Stock Exchange under the ticker PQ. In its quarterly report for the period ending June 30, 2016, the Company stated, "Our substantially decreased level of capital spending has had and is expected to continue to have a negative impact on our production and cash flow from operating activities. We expect production to continue to decline throughout 2016 and when combined with current commodity prices and our existing cost structure, including 10% interest expense on the $280 million of debt represented by our 2017 Notes and 2021 Notes, we believe that we will continue to incur significant losses and negative cash flow from operating activities for the remainder of 2016. In addition, $136 million of the indebtedness represented by our 2017 Notes will mature on September 1, 2017 and would be reflected as a current liability on our September 30, 2016 balance sheet if not refinanced prior to the filing of our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2016, which would raise substantial doubt about our ability to continue as a going concern," the Company stated in its quarterly report for the period ended June 30, 2016. "We are evaluating additional sources of liquidity including asset sales, joint ventures, exchange offers and alternative financing arrangements to replace the Credit Agreement, but there is no assurance that these sources will provide sufficient, if any, incremental liquidity. We are also evaluating various options to address the September 2017 maturity of our 2017 Notes as well as assessing our overall capital structure. These options include additional public or private exchanges of 2017 Notes for new secured debt and/or common stock, refinancing the 2017 Notes with unsecured debt and/or common stock as well as a broader restructuring of our 2017 and 2021 Notes. To assist the Board of Directors and management team in evaluating these options, we have retained Jefferies LLC and Seaport Global as our financial advisors and Porter Hedges LLP as our legal advisor. There is no assurance that any refinancing or debt or equity restructuring will be possible or that additional equity or debt financing can be obtained on acceptable terms, if at all. If we are unable to improve our liquidity position, and refinance or restructure our debt, we may seek bankruptcy protection to continue our efforts to restructure our business and capital structure. As a part of that process, we may have to liquidate our assets and may receive less than the value at which those assets are carried on our consolidated financial statements." As of Sept. 30, 2016, Petroquest had $174.4 million in total assets, $411.2 million in total liabilities and a total stockholders' deficit of $236.8 million. * * * PetroQuest Energy carries a 'Caa3' corporate family rating from Moody's Investors Service. In October 2016, S&P Global Ratings raised the corporate credit rating on PetroQuest Energy to 'CCC' from 'SD'. "The upgrade reflects our reassessment of the company's corporate credit rating following the exchange of the majority of its outstanding 10% senior unsecured notes due September 2017 at par," said S&P Global Ratings credit analyst Daniel Krauss. The negative outlook reflects the company's current debt leverage levels, which S&P views to be unsustainable, as well as its less than adequate liquidity position. PETTY FUNERAL: Unsecured Creditors to Recover 11% Under Plan ------------------------------------------------------------ Petty Funeral Homes, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Alabama a disclosure statement accompanying the Debtor's plan of reorganization. Unsecured creditors, exclusive of insider claims, will receive 11% of their claims. Under the Plan, the Debtor intends to retain title to all furniture, machinery, fixtures, equipment, building, and accounts receivable. However, in the Plan, the Debtor reserves the right to sell all or a portion of its assets in or out of the ordinary course of business after confirmation of its Plan without supervision by the Court. Certain debts of the Debtor have been guaranteed by its managing member. Under the Plan, the guaranties of the Managing Member to all creditors will remain in full force and effect. The Debtor's principal is submitting a separate proposal to ReadyCap for his release of liability as to the unsecured protion of ReadyCap Lending, LCC's claim. However, under the Plan, the individual guaranty of the Managing Member of the ReadyCap Lending, LLC debt will be released on the Effective Date. Under the Plan, the membership interest of Joe Max Petty will be retained by Mr. Petty. The name of the Debtor may be changed after plan confirmation. The Disclosure Statement is available at: http://bankrupt.com/misc/alsb16-00454-143.pdf About Petty Funeral Petty Funeral Homes, LLC, conducts its business operations from 9260 Highway 31 North, Atmore, Alabama 36502. The land and improvements are owned by the Debtor. The Debtor filed a Chapter 11 petition (Bankr. S.D. Ala. Case No. 16-00454) on Feb. 16, 2016. The petition was signed by Joe Max Petty, managing member. The case is assigned to Judge Jerry Oldshue, Jr. The Debtor estimated assets of $500,000 to $1 million and debts of $1 million to $10 million. The Debtor is represented by Irvin Grodsky, Esq. Ann C. Brooks, CPA, PA, serves as accountant to the Debtor. The U.S. Bankruptcy Court for the Southern District of Alabama on April 15, 2016, issued an order appointing three creditors of Petty Funeral Homes, LLC, to serve on the official committee of unsecured creditors. The committee members are: (1) Gulf Coast Wilbert, (2) Gulf Coast Signet, and (3) Joyce Petty, Representative. PICO HOLDINGS: PICO Nominates Speron and Locker as UCP Directors ---------------------------------------------------------------- PICO Holdings, Inc. (Nasdaq:PICO), based in La Jolla, Calif., is a diversified holding company reporting recurring losses since 2008. PICO owns 57% of UCP, Inc. (NYSE:UCP), 100% of Vidler Water Company, Inc., a securities portfolio and various interests in small businesses. PICO has $662 million in assets and $426 million in shareholder equity. Central Square Management LLC and River Road Asset Management LLC collectively own more than 11% of PICO. Other activists at http://ReformPICONow.com/(RPN) have taken to the Internet to advance the shareholder cause. On February 6, 2017, PICO filed with the SEC, a revised 13D/A for its 57% ownership in UCP. The bloggers provide some background. "UCP has a classified Board, with only 2 of 6 Directors up for election in any given year. In 2017, Eric Speron and Kathleen R. Wade face election. PICO recently placed Mr. Speron on the UCP Board, so his re-nomination was a given. The original deadline to nominate a UCP Director/submit a corporate proposal was in early January, 2017. In an 8-K filing on December 28, 2016, UCP extended the deadline to February 6, 2017. PICO submitted its 13D/A to the SEC on the day of the deadline." Pursuant to the 13D/A, PICO nominates Mr. Speron and Keith M. Locker as Directors to the UCP Board. The latter will contest the Directorship of Mrs. Wade. The 13D/A also submits seven Proposals to be voted upon at the 2017 Annual Meeting. They are: a) Hard declassification of the UCP Board; b) Cumulative voting for Directors; c) Right to call a Special Meeting at a 10% ownership threshold; d) Right for shareholders to act by Written Consent; e) Supermajority vote to remove Directors (66.67%); f) Supermajority vote to fill Director vacancies; and g) Supermajority vote to amend Bylaws. The bloggers approve of PICO's 7 Proposals. "The governance changes proposed by PICO represent best practices, benefit the owners of the business and should be adopted. The Proposals read like a wish list of modern corporate governance. PICO does not seek to be the neighborhood bully; to improve the optics and make the slate more agreeable to proxy advisers Glass Lewis and ISS, PICO proposes that passage be determined by a majority of UCP's independent shareowners that cast votes. It doesn't get any more democratic than that. We expect the UCP Board to oppose these Proposals. We should see a press release in the near future describing the excellent corporate governance at UCP, the plan to create value and the nefarious motives of PICO. This is what desperate and ethically-challenged Directors do. We salute the approach taken by PICO Directors Daniel Silvers, Andrew Cates and Eric Speron. The 13D/A, the alternate director nomination and the 7 Proposals indicate that PICO is not playing. The UCP Directors are all appointees of John 'The Juicer' Hart, now-deposed PICO CEO. If they think and act anything like John Hart, then they will pursue self-interest at all costs. Like John Hart, despite the presence of every opportunity and advantage possible, these Directors have failed to create value for owners. We hope they gracefully accept reality and pursue a harmonious, value-creating solution." The bloggers would like a negotiated result. "The unwillingness of Messrs. Bogue, Cortney, Lori and Mrs. Wade to sell UCP to the highest bidder, after 3.5 years of value destruction, is self-interest in the extreme and abusive of shareowners. The owners of the business have the right to maximize the value of their investment. Mr. Bogue and this Board have been given plenty of time, plenty of capital and a robust industry environment to make a go of it. They have failed. It is now time to accept economic reality and allow shareholders their inherent right to maximize their investment." PINNACLE COMPANIES: Hires Perryman Chaney as Accountant ------------------------------------------------------- Pinnacle Companies, Inc., seeks authority from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Perryman Chaney Russell, LLP as accountant to the Debtor. Pinnacle Companies requires Perryman Chaney to assist the Debtor in preparing and filing its 2016 1120S federal tax return and all applicable supporting schedules as may be required. Suzanne Chaney, member of Perryman Chaney Russell, LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Perryman Chaney can be reached at: Suzanne Chaney PERRYMAN CHANEY RUSSELL, LLP 5485 Beltline Road, Suite 120 Dallas, TX 75254 Tel: (972) 702-8200 About Pinnacle Companies, Inc. Pinnacle Companies, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E. D. Texas Case No. 16-41889) on October 18, 2016. The petition was signed by Miles J. Arnold, director. The case is assigned to Judge Brenda T. Rhoades. Quilling, Selander, Lownds, Winslett & Moser, P.C. serves as the Debtor's legal counsel. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of $10 million to $50 million. PITNEY BOWES: Moody's Affirms (P)Ba2 Preferred Shelf Rating ----------------------------------------------------------- Moody's Investors Service changed Pitney Bowes, Inc.'s rating outlook to negative from stable. As part of the rating action, Moody's affirmed Pitney Bowes' senior unsecured debt ratings at Baa3. RATINGS RATIONALE The change in outlook reflects Moody's increasing concerns about the company's ability to stabilize revenues and improve cash flow generation to support its investment grade rating. The pressures on the company's legacy mailing businesses, weaker than expected performance in the software business and a tepid macroeconomic environment have contributed to the company missing a series of revenue and margin targets. In addition, revenue and cash flow contributions from the digital commerce business are not growing fast enough to overcome the declines in the company's mailing units. The Baa3 rating reflects Pitney Bowes' strong leadership in its postal metering business and a demonstrated commitment to maintain strong credit protection measures. The small and mid-sized business segment contributes meaningfully to Pitney Bowes' profit through its receivables financing programs, but the equipment financing business weighs on the company's credit profile given the need to refinance large annual debt maturities. Moody's anticipates that the company will apply a measured approach to its free cash flow allocation and will continue paying down its debt balances in line with the declining finance receivables associated with its mailing business. The pressure to pare down debt balances could be alleviated by stronger growth and profitability in the digital commerce units. Despite Pitney Bowes' efforts to improve its operating platforms and cost structure, Moody's believes that over the next two years, the company will be challenged to grow revenues and will remain dependent on cost abatement efforts to improve free cash flow levels. Moody's also notes that a significant portion of the company's cash flow has come from liquidated finance assets, which adds to the concerns about the long term top line stability. The negative outlook may be stabilized if Moody's sees evidence that Pitney Bowes can successfully navigate its transformation and build a platform for stable to modestly growing revenues and improved cash flow generation. Indicators of success in the transformation include strong digital commerce revenue growth, improving performance in the software business and the success of new product introductions in offseting some of the declines in the mailing business. The ratings could be downgraded if the persistent revenue contraction is not reversed, if adjusted debt to EBITDA remains above 3.0x or if free cash flow to debt percentage remains in the low single digits. The rating would also be pressured if the company prioritizes shareholder payouts over maintaining conservative financial policies. Considering the secular pressure on the legacy mailing business, a near term upgrade is unlikely. The ratings could be upgraded if there is tangible progress in driving revenue growth, operating margin improvement, adjusted debt/EBITDA leverage is maintained below 2 times and free cash flow to adjusted debt percentage grows to double digits. Ratings Actions: Issuer: Pitney Bowes Inc. -- Senior Unsecured Regular Bond/Debentures, Affirmed at Baa3 -- Issuer Rating, Affirmed at Baa3 -- Senior Unsecured Shelf, Affirmed at (P)Baa3 -- Preferred Shelf, Affirmed at (P)Ba2 -- Preference Shelf, Affirmed at (P)Ba2 -- Subordinate Shelf, Affirmed at (P)Ba1 -- Senior Unsecured Commercial Paper, Affirmed at P-3 Outlook Actions: Issuer: Pitney Bowes Inc. -- Outlook, Changed to Negative from Stable Based in Stamford, CT, Pitney Bowes is a leading global provider of integrated mail, messaging and document management solutions that includes postage meters, mailing equipment and related document messaging services and software, mail and marketing services. The principal methodology used in these ratings was Diversified Technology Rating Methodology published in December 2015. QEP RESOURCES: S&P Revises Outlook to Stable & Affirms 'BB+' CCR ---------------------------------------------------------------- S&P Global Ratings revised its rating outlook on Denver-based QEP Resources Inc. to stable from negative and affirmed all its ratings, including the 'BB+' corporate credit rating, on the company. The outlook revision reflects S&P's view that QEP's credit measures will remain comfortably in line with S&P's expectations for the ratings over the next two years. S&P forecasts higher cash flows than previously anticipated due to higher production, lower operating costs, and higher oil and gas price assumptions. S&P now expects funds from operations (FFO) to debt to remain above 30% and debt to EBITDA will remain below 3x on a sustained basis. QEP is likely to increase spending this year in the context of higher commodity prices in large part to accelerate development of the properties it acquired last year in the Permian basin. "The stable outlook reflects our expectation that the company will successfully maintain FFO to debt above 30% and debt to EBITDA below 3x over the next two years," said S&P Global Ratings credit analyst Alex Vargas. "We believe that improvements in commodity prices will allow the company to modestly increase production while maintaining modest leverage levels," he added. S&P would consider a downgrade should FFO to debt decline below 30% and debt to EBTIDA rise above 3x on a sustained basis. This could occur if QEP fails to maintain cost improvements or increases capital spending without achieving significant production growth, or if commodity prices fall below S&P's current expectations. S&P could consider an upgrade if QEP increases its oil and gas reserves and production to a scale commensurate with higher-rated peers without a significant deterioration in its operating costs or capital structure. QGOG ATLANTIC: Fitch Lowers Rating on 2011-1 Secured Notes to B --------------------------------------------------------------- Fitch Ratings has downgraded the senior secured notes issued by QGOG Atlantic/Alaskan Rigs Ltd. as follows: -- Series 2011-1 senior secured notes due 2019 to 'B' from 'B+'; The Rating Outlook is Negative. The notes are backed by the flows related to the charter agreements signed with Petroleo Brasileiro (Petrobras) for the use of the moored semi-submersibles Atlantic Star and Alaskan Star. Queiroz Galvao Oleo e Gas S.A. (QGOG) is the operator of the vessels and QGOG Constellation S.A. (QGOG Constellation) is the primary sponsor of the transaction. The rating action follows Fitch's downgrade of QGOG Constellation S.A.'s (QGOG) -- the sponsor of the transaction, and operator of the rig -- Long-Term Foreign and Local Currency Issuer Default Ratings (IDRs) to 'B' from 'B+'. The Rating Outlook on the notes reflects the Negative Outlook on QGOG Constellation's IDRs. KEY RATING DRIVERS Downgrade of QGOG Constellation: On Feb. 9, 2017, Fitch downgraded QGOG's Long-Term Foreign and Local IDRs to 'B' from 'B+'. The Outlook remained Negative. The above transaction is directly and indirectly exposed to the credit quality of QGOG Constellation as the charter and service agreements have termination clauses relating to bankruptcy and performance, and therefore are linked to the credit quality of the notes issued by QGOG Atlantic/Alaskan Rigs Ltd. QGOG's rating is currently the implied rating cap for the transaction. The rating action follows the delay in renewing contracts and the implication this could have for liquidity going forward. QGOG announced this week it had issued a corporate guarantee for Alpha Star's net balloon payment obligation of approximately USD120 million due in July 2017 given that this rig's contract expires less than six months from now and is yet to be re-contracted. The Negative Outlook reflects the high uncertainty surrounding the company's contractual position over the medium term as well as the potential for a deeper and longer offshore drilling-rig market down-cycle. Supply and Demand Fundamentals: While oil prices have rebounded from the lows of early 2016, prices remain more than 50% below 2015. As a response to this macro environment, energy companies have continued to cut expenses, putting significant pressure on exploration spending. The overall rig market remains severely depressed as day rates and asset prices are not expected to rebound over the next several years. Linkage to Petrobras' Credit Quality: The off-taker's credit quality is a key risk factor for determining the strength of the off-taker's payment obligation. On Jan. 26, 2017, Fitch affirmed Petrobras' Long-Term IDR at 'BB'/Outlook Negative. Petrobras' ratings continue to reflect its close linkage with the sovereign rating of Brazil due to the government's control of the company and its strategic importance to Brazil as its near-monopoly supplier of liquid fuels. Strength of Off-taker Obligation: Fitch's view on the strength of the off-taker's payment obligation is typically notched from the off-taker's IDR, and will act as the ultimate rating cap to the transaction. Fitch's qualitative assessment of asset/contract/operator characteristics and the off-taker's/industry's characteristics related to this transaction would ultimately cap the transaction at two notches below Petrobras' Long-term IDR. However the ratings are constrained by the credit quality of the operator/sponsor. Operational Performance: Petrobras has demonstrated a willingness to terminate existing charter agreements related to less strategic assets when a termination clause is breached. With current market conditions and market day-rates for drilling rigs close to the contracted day-rates for the rigs within the sponsor's fleet, Petrobras may approach the operator in an attempt to restructure certain contracts to reduce expenses over the medium term. Continued pressure on global day-rates and asset values caused by stressed oil prices imply a low likelihood that the underlying assets would be re-contracted. This underlines the importance of a strong operating performance to avoid any performance-related contract terminations. RATING SENSITIVITIES The ratings may be sensitive to changes in the credit quality of Petrobras as offtaker, changes in the credit quality of QGOG Constellation, and the operating performance of the underlying assets. Additionally, the ratings are sensitive to changes in Brazilian oil and gas industry dynamics and overall market dynamics for midwater assets, and Fitch's perception of the strength of the payment obligation. RAIN TREE: Wants to Use Yellowstone, DCR Mortgage Cash Collateral ----------------------------------------------------------------- Rain Tree Health Care of Winston Salem, LLC, asks the U.S. Bankruptcy Court for the Western District of North Carolina, for authorization to use cash collateral. The Debtor owes Yellowstone Capital, LLC the principal amount of $25,000, pursuant to a Loan Agreement. The Yellowstone Note is secured by a first lien in all assets currently or later-acquired and wherever located. The Debtor also owes DCR Mortgage VI Sub II, LLC the principal amount of $150,000, pursuant to a Security Agreeemnt. The DCR Note is secured by a second lien in all assets currently owned or later-acquired and wherever located. The Debtor is currently anticipating a continuation of operations by way of its proposed reorganization. The Debtor believes that in order to maintain existing operations, and retain maximum value of its business, it will be required to incur certain operating expenses. The Debtor contends that a significant source of the its income is derived from state and federal funding it receives from the government to provide services to adults residing in its adult care home for the mentally and physically disabled located in Winston Salem, NC 27612. The Debtor further contends that it has no other readily available cash with which to operate its business. The Debtor proposes to grant both Yellowstone Capital and DCR Mortgage replacement liens on the same assets that they had pre-petition, to the same extent and with the same priority that such liens existed on the Petition Date. The Debtor asserts that the value of its personal property based upon a recent comparable valuation completed by the Debtor, is in excess of $600,000, rendering Yellowstone Capital and DCR Mortgage as over-secured creditors with an equity cushion. The Debtor further asserts that all of is property securing the indebtedness, is fully insured. The Debtor tells the Court that if the use of cash collateral is not immediately approved, the Estate will suffer immediate and irreparable harm, in that it will not be able to pay is expenses from funds on hand from its federally funded grant money. The Debtor further tells the Court that if it is unable to maintain constant cash flow, it cannot possibly succeed in bankruptcy. A hearing on the Debtor's Motion is scheduled on February 15, 2017 at 9:30 a.m. A full-text copy of the Debtor's Motion, dated February 6, 2017, is available at http://bankrupt.com/misc/RainTreeHealthCare2016_1632071_59.pdf DCR Mortgage VI, Sub, LLC can be reached at: DCR MORTGAGE VI SUB, LLC Attn: Officer of Managing Agent 333 Third Ave. North, Suite 400 Saint Petersburg, FL 33701 Yellowstone Capital, LLC is represented by: YELLOWSTONE CAPITAL, LLC Attn: Officer or Managing Agent 160 Pearl Street 5th Floor New York, NY 10005 Rain Tree Health Care of Winston Salem, LLC is represented by: Robert Lewis, Jr. GORDON & MELUN PLLC 5400 Glenwood Ave., Suite 218 Raleigh, NC 27612 Telephone: (919) 533-5510 E-mail: rlewis@gorlaw.com About Rain Tree Health Care of Winston Salem Rain Tree Health Care of Winston Salem, LLC, filed a chapter 11 petition (Bankr. W.D.N.C. Case No. 16-32071) on Dec. 30, 2016. The Debtor is represented by Robert Lewis, Jr., Esq., at Gordon & Melun PLLC. The Debtor is a limited liability corporation headquartered in Charlotte, North Carolina and is engaged in the management and operation of an adult care home for the mentally and physically disabled in Winston Salem, North Carolina. RANCHO PALOMITA: March 14 Disclosure Statement Hearing ------------------------------------------------------ Judge Scott H. Gan of the U.S. Bankruptcy Court for the District of Arizona will convene a hearing on March 14, 2017, at 1:30 p.m., to consider approval of the second amended disclosure statement explaining the plan of reorganization filed by Rancho Palomita Advisors, LLC, on Jan. 31, 2017. The last day for filing written objections to the disclosure statement is fixed at 5 business days prior to the hearing date set for approval of the disclosure statement. As previously reported, under the latest plan, Western Alliance's Class 4 secured claim will accrue interest from the effective date of the plan at the rate of 4.5% per annum or the rate on the existing note, whichever is less. The note will be payable as follows: (a) a one-time lump sum of $300,000 to be paid on the effective date of the plan; (b) a payment of $100,000 to be paid six months from the effective date; (c) a payment of $200,000 to be paid 12 months from the effective date; (d) these payments will repeat until the outstanding principal balance of the note is paid in full; (e) in the event of a sale, 90% of the proceeds will be applied to the principal balance in lieu of an upcoming payment pursuant to the proposed payments; and (f) in the event Rancho pays the discounted price within 36 months, all bank fees, penalties, etc. will be waived by Western Alliance. A copy of the Second Amended disclosure Statement is available for free at: https://is.gd/UTnDqS About Rancho Palomita Rancho Palomita Advisors, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 16-04036) on April 14, 2016. The petition was signed by Richard A. Spross, managing member. The Debtor is represented by Eric Slocum Sparks, Esq., at Eric Slocum Sparks PC. The case is assigned to Judge Scott H. Gan. The Debtor disclosed zero assets and total debts of $1.62 million. No official committee of unsecured creditors has been appointed in the case. REDIGI INC: Asks Court to Extend Plan Filing Deadline to May 30 --------------------------------------------------------------- ReDigi Inc. requests the U.S. Bankruptcy Court for the Southern District of Florida to extend the exclusive periods within which to file a plan of reorganization and solicit acceptances of such plan, through and including May 30, 2017 and July 31, 2017, respectively. The Debtor tells the Court that the deadline for creditors to file proofs of claim recently expired and claim adjustments and discussions are still ongoing. As such, the Debtors further tells the Court that extending the exclusive periods will permit the Debtor to move forward in an orderly, efficient and cost effective manner to maximize the value of the Debtor's assets, and give the Debtor the opportunity to have the Debtor's Plan of Reorganization confirmed. About ReDigi Inc. ReDigi Inc. filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 16-20809) on August 3, 2016, and is represented by Craig I Kelley, Esq., in West Palm Beach, Florida. The petition was signed by John Mark Ossenmacher, CEO. At the time of the filing, the Debtor had $250 in total assets and $6,590,000 in total liabilities. The Debtor employed Baker & Hostetler LLP as special counsel. A list of the Debtor's 16 unsecured creditors is available for free at http://bankrupt.com/misc/flsb16-20809.pdf RENNOVA HEALTH: Closes Offering of $1.6M Debentures Plus Warrants ----------------------------------------------------------------- Rennova Health, Inc., closed an offering of $1,590,000 principal amount of Original Issue Discount Convertible Debentures due May 2, 2017, and warrants to purchase 3,000,000 shares of common stock for a purchase price of $1,500,000. The offering was pursuant to the terms of the previously announced Securities Purchase Agreement, dated as of Jan. 29, 2017, between the Company and the accredited investors party thereto. The Debentures are convertible at a conversion price of $0.086 per share (subject to adjustment). In the event the Debentures are outstanding after the maturity date, the conversion price shall be reduced to $0.0531 per share (subject to adjustment). Holders of Debentures are prohibited from converting Debentures into shares of the Company's common stock if, as a result of such conversion, the holder, together with its affiliates, would own more than 4.99% of the total number of shares of the Company's common stock than issued and outstanding. However, any holder may increase or decrease such percentage to any other percentage not in excess of 9.99%, provided that any increase in such percentage shall not be effective until 61 days after notice to the Company. The Warrants are exercisable into shares of the Company's common stock at any time from and after Aug. 2, 2017, at an exercise price of $0.086 per common share (subject to adjustment). The Warrants will terminate five years after they become exercisable. The Debentures are guaranteed by substantially all of the subsidiaries of the Company pursuant to a Subsidiary Guarantee, dated as of Feb. 2, 2017, in favor of the holders of the Debentures by the subsidiary guarantors party thereto. The issuance of the Debentures and the Warrants was exempt from the registration requirements of the Securities Act of 1933, as amended, in accordance with Section 4(2) thereof, as a transaction by an issuer not involving a public offering. About Rennova Rennova Health, Inc., is a vertically integrated provider of a suite of healthcare related products and services. Its principal lines of business are diagnostic laboratory services, and supportive software solutions and decision support and informatics operations services. The Company reported a net loss attributable to the Company's common shareholders of $36.4 million for the year ended Dec. 31, 2015, following net income attributable to the Company's common shareholders of $2.81 million for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Rennova Health had $10.19 million in total assets, $20.23 million in total liabilities and a total stockholders' deficit of $10.03 million. The Company said in its annual report for the year ended Dec. 31, 2015, that "Although our financial statements have been prepared on a going concern basis, we have recently accumulated significant losses and have negative cash flows from operations, which raise substantial doubt about our ability to continue as a going concern. "If we are unable to improve our liquidity position we may not be able to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result if we are unable to continue as a going concern and, therefore, be required to realize our assets and discharge our liabilities other than in the normal course of business which could cause investors to suffer the loss of all or a substantial portion of their investment." RESOLUTE ENERGY: Wellington Mgt. Reports 8.5% Stake as of Dec. 31 ----------------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, Wellington Management Group LLP, Wellington Group Holdings LLP and Wellington Investment Advisors Holdings LLP disclosed that as of Dec. 31, 2016, they beneficially own 1,833,235 shares of common stock of Resolute Energy Corp representing 8.58% of the shares outstanding. Wellington Management Company LLP also reported beneficial ownership of 1,813,496 common shares. A full-text copy of the regulatory filing is available for free at https://is.gd/dTVDBH About Resolute Energy Corporation Resolute Energy Corp. -- http://www.resoluteenergy.com/-- is an independent oil and gas company focused on the acquisition, exploration, exploitation and development of oil and gas properties, with a particular emphasis on liquids focused, long-lived onshore U.S. opportunities. Resolute's properties are located in the Paradox Basin in Utah and the Permian Basin in Texas and New Mexico. Resolute reported a net loss of $742 million in 2015, a net loss of $21.9 million in 2014, and a net loss of $114 million in 2013. As of Sept. 30, 2016, Resolute Energy had $294.9 million in total assets, $634.0 million in total liabilities, and a total stockholders' deficit of $339.1 million. * * * As reported by the TCR on Sept. 26, 2016, Moody's Investors Service, upgraded Resolute Energy's Corporate Family Rating (CFR) to 'Caa2' from 'Caa3', the Probability of Default Rating to Caa2-PD from Caa3-PD and its senior unsecured notes rating to 'Caa3' from 'Ca'. The Speculative Grade Liquidity rating was affirmed at SGL-3. The rating outlook was changed to positive from stable. "The upgrade to Caa2 reflects Resolute's improved production and drilling economics, which provide good visibility to continued growth in a mid $40s oil price environment without increasing debt. While leverage remains high, we expect moderation in the company's reserve- and production-based debt metrics from significant production growth at very competitive drillbit costs," noted John Thieroff, Moody's VP-senior analyst. REX ENERGY: Franklin Resources Holds 2.9% Stake as of Dec. 31 ------------------------------------------------------------- Franklin Resources, Inc., Charles B. Johnson and Rupert H. Johnson, Jr. disclosed in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2016, they beneficially own 2,857,725 shares of common stock, $.001 par value per share, of Rex Energy Corporation representing 2.9 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at https://is.gd/j0VEvt About Rex Energy Corporation Headquartered in State College, Pennsylvania, Rex Energy is an independent oil and gas exploration and production company with its core operations in the Appalachian Basin. The Company's strategy is to pursue its higher potential exploration drilling prospects while acquiring oil and natural gas properties complementary to its portfolio. As of Sept. 30, 2016, Rex Energy had $925.3 million in total assets, $849.1 million in total liabilities and $76.13 million in total stockholders' equity. Rex Energy reported a net loss attributable to common shareholders of $372.9 million for the year ended Dec. 31, 2015, compared to a net loss attributable to common shareholders of $49.02 million for the year ended Dec. 31, 2014. * * * As reported by the TCR on April 6, 2016, Standard & Poor's Ratings Services said that it lowered its corporate credit rating on Rex Energy Corp. to 'SD' from 'CC'. "The downgrade follows Rex's announcement that it has closed an exchange offer to existing holders of its 8.875% and 6.25% senior unsecured notes for a new issue of 8% senior secured second-lien notes due 2020 (not rated) and shares of common equity," said Standard & Poor's credit analyst Aaron McLean. In April 2016, the TCR reported that Moody's Investors Service downgraded REX Energy's Corporate Family Rating to 'Ca' from 'Caa3', its Probability of Default Rating to Ca-PD/LD from Caa3-PD, its senior unsecured notes to 'C' from 'Ca'. "The downgrade reflects the poor overall recovery prospects as indicated by REXX's PV-10 value. The negative outlook is driven by the weak commodity price environment, specifically in natural gas pricing, which could further erode REXX's recovery value," commented Sreedhar Kona, Moody's senior analyst. RIDGEVILLE PLAZA: Can Use SF IV Bridge IV Cash Until Feb. 28 ------------------------------------------------------------ Judge David E. Rice of the U.S. Bankruptcy Court for the District of Maryland authorized Ridgeville Plaza, Inc. to use SF IV Bridge IV, LP's cash collateral through Feb. 28, 2017. SF IV Bridge IV, LP asserted that the Debtor owes it approximately $15,129,311 in unpaid principal, interest and attorney's fees. It also asserted that the Indebtedness is secured by, among other things, first priority liens on 206 and 208 E. Ridgeville Boulevard, Mount Airy, Maryland; 0.086 acres of land on Ridgeville Boulevard, Mount Airy, Maryland and 210 E. Ridgeville Boulevard, Mount Airy, Maryland, together with the income, rents and profits from the Properties, as provided for in the Loan Documents. The Debtor contended that without the use of cash collateral, it will be unable to retain or pay employees, maintain its assets, provide financial information, or perform any of the tasks which the Debtor believes are necessary to maximize the value of its assets. The approved Budget for February 2017, provided for total building expenses in the amount of $3,605. The Debtor is directed to make monthly adequate protection payments to SF IV Bridge IV in the amount of $10,000. SF IV Bridge IV is granted replacement liens upon and security interests in all of the properties and assets of the Debtor. SF IV Bridge IV is also granted an administrative claim against the Debtor and its estate, in the event SF IV Bridge IV's interest in the collateral is diminished as a result of the Debtor's use of cash collateral. The Debtor is directed to continue to maintain, with financially sound and reputable insurance companies, insurance in accordance with the Loan Documents. The Debtor is further directed to make any and all payments necessary to keep its Properties in good repair and condition, and not permit or commit any waste thereof. A further hearing on the use of cash collateral is scheduled on Feb. 27, 2017 at 3:00 p.m. A full-text copy of the Debtor's Motion, dated February 6, 2017, is available at http://bankrupt.com/misc/RidgevillePlaza2016_1626944_34.pdf SF IV Bridge IV, LP is represented by: Douglas S. Walker, Esq. Adam M. Lynn, Esq. MCALLISTER, DETAR, SHOWALTER & WALKER 100 N. West Street Easton, MD 21601 Email: alynn@mdswlaw.com About Ridgeville Plaza, Inc. Ridgeville Plaza, Inc., is a corporation formed in 1998 with principal place of business located in Carroll County, MD. It owns, leases and manages commercial real property located 206, 208 and 210 E. Ridgeville Boulevard, Mt. Airy, MD 21771. Ridgeville Plaza filed a Chapter 11 petition (Bankr. D. Md. Case No. 16-26944) on Dec. 30, 2016. The petition was signed by Frank Illiano, president. The case is assigned to Judge David E. Rice. The Debtor is represented by James Greenan, Esq., at McNamee, Hosea, et al. At the time of filing, the Debtor estimated assets at $0 to $50,000 and liabilities at $10 million to $50 million. ROYAL HOLDINGS: Moody's Affirms B2 Corporate Family Rating ---------------------------------------------------------- Moody's Investors Service affirmed all ratings for Royal Holdings, Inc., including the B2 Corporate Family Rating (CFR), following the company's announcement that it plans to upsize the existing first lien senior secured term loan by $55 million. Proceeds of the transaction, combined with existing balance sheet cash, will be used to reduce the existing second lien senior secured term loan by $65 million and pay transaction-related fees and expenses. The rating outlook is stable. Issuer: Royal Holdings, Inc. Affirmations: -- Probability of Default Rating, Affirmed B2-PD -- Corporate Family Rating, Affirmed B2 -- Senior Secured 1st Lien Revolving Credit Facility, Affirmed B1 (LGD3) -- Senior Secured 1st Lien Term Loan, Affirmed B1 (LGD3) -- Senior Secured 2nd Lien Term Loan, Affirmed Caa1 (from LGD5 to LGD6) Outlook Actions: -- Outlook, Remains Stable RATINGS RATIONALE "The proposed financing is a modest credit positive for the enterprise, but increases first lien leverage by about one half turn and puts pressure on the one notch uplift from the B2 CFR. First lien debt now comprises almost 90% of the company's balance sheet debt," said Ben Nelson, Moody's Vice President and lead analyst for Royal Holdings, Inc. The B2 Corporate Family Rating ("CFR") is constrained primarily by the expectation for leverage to remain elevated over the rating horizon as the company pursues an acquisition-based growth strategy under private equity ownership. This strategy likely will limit cash flow available for debt reduction despite an underlying business model with strong fundamental cash flow conversion characteristics and good expected stability relative to peers. Factors supporting these characteristics include the specialty nature of Royal's products, relatively strong margins at present, potential for further margin enhancement from synergies related to recent bolt-on acquisitions, low capital intensity, and diverse customer base across multiple end markets. The rating also benefits from a good liquidity position. The one notch uplift to the first lien senior securedcredit facilities to B1 is due to their senior position in the capital structure relative to $80 million of second lien debt. If the amount of first lien debt increases further or the amount of second lien debt declines, Moody's could lower the rating on the first lien credit facilities to B2. Moody's estimates adjusted financial leverage in the low-to-mid 5 times (Debt/EBITDA) and retained cash flow-to-debt near 10% (RCF/Debt) for the twelve months ended September 30, 2016. Business acquisitions have helped the company expand EBITDA over the past few years, but the company has also improved free cash flow conversion despite ongoing integration of multiple business acquisitions over that horizon. Royal generated about $50 million of free cash flow in 2016, up significantly from about $25 million in 2015. Moody's expects that financial performance will improve enough in the near term to enable the company to reduce leverage to below 5 times, generate retained cash flow-to-debt above 10%, and generate at least $40 million of free cash flow in 2017. The expected credit metrics are strong for the B2 CFR. However, Moody's expects the company will continue to pursue an acquisition-driven growth strategy in the fragmented adhesives and sealants industry. The rating assumes that adjusted financial leverage will fluctuate between 5 and 6 times in the medium term. The rating also does not incorporate expectations for meaningful debt reduction beyond mandatory amortization given the anticipated growth strategy. The stable outlook assumes that leverage will remain between 5 and 6 times over the rating horizon, continued good liquidity, and that the company will refrain from shareholder-friendly activities in the near-term, including raising debt at a holding company. Moody's could upgrade the rating with expectations for leverage sustained well below 5 times, retained cash flow sustained above 10% of debt, and a commitment to more conservative financial policies. Moody's could downgrade the rating with expectations for leverage sustained above 5 times, negative free cash flow, or a deterioration in liquidity. Royal Holdings, Inc. is a formulator and producer of sealants, tapes, adhesives, and coatings sold into a variety of end markets. The company was founded by current Chief Executive Officer Ted Clark in 2003, became a portfolio company of private equity firm Arsenal Capital Partners in 2010, and subsequently became a portfolio company of private equity firm American Securities following a debt-financed transaction in May 2015. Headquartered in South Bend, Indiana, the company generates over $600 million of revenues on an annual basis. The principal methodology used in these ratings was Global Chemical Industry Rating Methodology published in December 2013. ROYAL HOLDINGS: S&P Rates New 1st Lien Loan Due 2022 'B-' --------------------------------------------------------- Royal Holdings Inc. has announced a proposed $55 million tack-on to its first-lien term loan due 2022. The company plans to use proceeds to pay down a portion of their second-lien term loan. The company is also in the process of repricing the first-lien term loan. As a result of these actions, S&P Global Ratings said that it is assigning its 'B-' issue-level and '3' recovery ratings to the company's proposed first-lien term loan. The '3' recovery rating indicates S&P's expectation for meaningful recovery (50% to 70%; lower half of the range) in the event of payment default. S&P expects to withdraw the ratings on the existing first-lien term loan once the transaction closes. The issue-level and recovery ratings on the company's cash flow revolver due in 2020 remain 'B-' and '3,' respectively. The '3' recovery rating indicates S&P's expectation for meaningful recovery (50% to 70%; lower half of the range) in the event of payment default. At the same time, S&P is affirming the 'CCC' issue-level and '6' recovery ratings on the company's second-lien term loan. The '6' recovery rating indicates S&P's expectation for negligible recovery (0% to 10%) in the event of payment default. The ratings on Royal, including the 'B-' corporate credit rating, are unchanged. The outlook is stable. The rating reflects S&P's assessment of the business risk profile as weak and financial risk profile as highly leveraged. S&P chose the lower anchor outcome between 'b' and 'b-' based on S&P's assessment that Royal Holdings' financial risk profile is at the weaker end of the highly leveraged category. Modifiers do not affect the rating. RECOVERY ANALYSIS Key analytical factors: S&P is assigning its 'B-' issue-level rating to the company's proposed first-lien senior secured term loan. The recovery rating is '3', indicating S&P's expectation of meaningful (50% to 70%; the lower half of the range) recovery in the event of payment default. S&P's issue-level rating on the revolver is 'B-.' The recovery rating remains '3', indicating S&P's expectation of meaningful (50% to 70%; the lower half of the range) recovery in the event of payment default. S&P's issue-level rating on the second-lien debt is 'CCC.' The recovery rating remains '6', indicating S&P's expectation of negligible (0% to 10%) recovery in the event of payment default. S&P continues to value the company on a going-concern basis using a 5.5x multiple of S&P's projected emergence EBITDA. S&P estimates that for Royal Holdings to default, EBITDA would need to decline significantly, representing a material deterioration from the current state of the business. Simulated Default Assumptions Year of default: 2019 EBITDA at emergence: $70 million Implied emergence value multiple: 5.5x Simplified Waterfall Net enterprise value (after 5% administrative costs): $370 million Estimated value of Collateral Package for first- and second-lien facilities: $340 million Estimated first-lien claims: $660 million Estimated second-lien claims: $400 million Value available to first-lien claims: $340 million -- First-lien debt recovery expectation: 50%-70% (lower half of the range) Total available to second-lien claims: $30 million -- Second-lien debt recovery expectation: 0%-10% *Includes six months of accrued prepetition interest. RATINGS LIST Royal Holdings Inc. Corporate credit ratings B-/Stable/-- New Ratings Royal Holdings Inc. Senior Secured First-lien term loan B- Recovery rating 3L Issue-Level Rating Affirmed; Recovery Rating Unchanged Senior Secured Second-lien term loan CCC Recovery Rating 6 Ratings Unchanged Senior Secured Revolver Bank Loan B- Recovery Rating 3L RUBLE HOLDINGS: Disclosures OK'd; Plan Hearing on March 30 ---------------------------------------------------------- The Hon. Katharine M. Samson of the U.S. Bankruptcy Court for the Southern District of Mississippi has approved Ruble Holdings, LLC's second amended disclosure statement dated Dec. 19, 2016, referring to the Debtor's modified plan of reorganization filed on Dec. 19, 2016. A hearing on the confirmation of the Plan will be held on March 30, 2017, at 1:30 p.m. March 16, 2017, is the last day for filing written objections to the confirmation of the Plan. March 23, 2017, is the last day for submitting ballots of acceptance or rejection of the Plan with the attorney for the Debtor. About Ruble Holdings Ruble Holdings, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 14-51336) on Aug. 26, 2014. The petition was signed by John H. Ruble, managing member. At the time of the filing, the Debtor estimated its assets at $1 million to $10 million and debt at $500,000 to $1 million. The Debtor is represented by Patrick A. Sheehan, Esq., at Sheehan & Johnson, PLLC. RUSSELL INVESTMENTS: Fitch Affirms BB IDR & Alters Outlook to Neg. ------------------------------------------------------------------ Fitch Ratings has affirmed the 'BB' Long-Term Issuer Default Rating (IDR) and senior secured debt rating assigned to Russell Investments US Institutional Holdco, Inc. and Russell Investments US Retail Holdco, Inc. Fitch has also affirmed the 'BB' Long-Term IDR of Russell Investments Cayman Midco., the holding company for the combined organization (collectively, Russell Investments). The Rating Outlook is revised to Negative from Stable. A full list of rating actions follows at the end of this press release. These rating actions follow Russell Investments' announced intention to increase its secured debt by $200 million. The incremental issuance is expected to be identical, in terms of payment priority, maturity and interest rate, to the existing $650 million of secured debt maturing in June 2023. Debt proceeds would be used for a one-time dividend distribution to Russell Investments' private equity shareholders. Private equity ownership introduces the risk of more equity-oriented actions, as evidenced by these actions. KEY RATING DRIVERS IDRs AND SENIOR SECURED DEBT The affirmations reflect Fitch's view that, pro forma for the new debt issuance, Russell Investments' financial metrics would remain consistent with the assigned ratings. In particular, the increased in debt is mitigated by Russell investments' improving EBITDA generation as a result of modestly improving assets under management (AUM), generally stable net fee rates and realized and expected cost synergies following Russell Investments' separation from the London Stock Exchange Group (LSEG) in 2016. The revision of the Outlook to Negative from Stable reflects Fitch's increased uncertainty with respect to the future financial strategy of the company and its private equity owners. At the time Fitch assigned ratings to Russell Investments in April 2016, management represented an intention to deleverage the company 2.0x on a net debt to EBITDA basis. The announced loan increase runs counter to this previously-articulated strategy and therefore increases uncertainty around future management/ownership actions and the likelihood and pace of future deleveraging. Fitch also believes that, pro forma for the issuance, Russell Investments has incrementally weaker interest coverage and fixed charge coverage, increasing the sensitivity of the ratings to future declines in AUM, fee rates and EBITDA. Fitch calculates that Russell Investments' pro forma cash flow leverage would be 4.7x including the additional $200 million loan amount, installment payments owed to LSEG and accounting for additional run rate cost synergies of $43 million that are already actioned or identified and would be realized in 2017. Leverage of this magnitude remains consistent with Fitch's 'bb' category quantitative leverage benchmark for traditional investment managers of 3.0x to 5.0x. As mentioned, Russell Investments has previously indicated a long-term leverage target (on a net debt basis) of less than 2.0x. The new debt issuance would delay achievement of this articulated target, which is viewed as incrementally negative, particularly given the deviation in financial strategy on behalf of Russell Investments' private equity owners. Inability to execute on cost synergies, and/or a further material deviation from the de-leveraging schedule or overall strategy may put downward pressure on the ratings. Pro forma EBITDA coverage of interest expenses is expected to be 3.5x including the additional interest expense associated with the additional $200 million loan amount. However, pro forma fixed charge coverage is expected to be 2.0x including the $37.5 million installment note payment due in 2017 and the $8.5 million initial required amortization of term-loan principal, which is viewed as weak relative to the assigned ratings. Russell Investments' ratings continue to reflect its strong franchise, AUM diversification across geographies and product sets, scalable business model, and demonstrated track record of delivering strong fund performance relative to benchmarks. Additional strengths include the company's experienced management team and a well-articulated and reasonably achievable long-term operating strategy, including maximum leverage and minimum liquidity targets. As of Dec. 31, 2016, Russell Investments had $258.1 billion of AUM spread across single/multi-asset products and derivative overlay products offered to retail and institutional investors in the U.S., EMEA, APAC and Canada. Russell Investments' Long-Term IDR is equalized with the IDRs assigned to Russell Investments U.S. Institutional Holdco, Inc. and Russell Investments U.S. Retail Holdco Inc. and reflects that all management fee streams flow into Russell Investments and allow it to meet its guarantee obligations to its debt-issuing subsidiaries. The senior secured debt is equalized with the IDRs of Russell Investments, Russell Investments U.S. Institutional Holdco, Inc. and Russell Investments U.S. Retail Holdco Inc., reflecting Fitch's expectation of average recovery prospects for the instrument. RATING SENSITIVITIES IDRs AND SENIOR SECURED DEBT Further deviations in Russell Investments' financial or operating strategies, particularly potential further leveraged shareholder-friendly distributions, could call into question the credibility of management's/ownership's financial articulated financial strategy, and therefore, lead to negative rating action. Inability to achieve sufficient cost-synergies, a sustained increase in cash flow leverage beyond 5.0x, a decrease in EBITDA margins to below 10%, a material decrease in fixed charge coverage, or sustained material investment underperformance or AUM outflows may also lead to a downgrade. A revision of Rating Outlook to Stable would require a sustained track record of executing on financial and operating objectives including successful implementation of cost saving initiatives leading to EBITDA expansion and visible progress in de-leveraging towards articulated targets and improvement of fixed charge coverage. Fitch believes potential positive rating momentum is currently limited as a result of the expected re-levering of the balance sheet. Ratings upside is possible over the longer term, provided the company remains committed to, and successfully executes on its deleveraging, cost improvement and margin expansion plans. Specifically, ratings could be positively influenced by gross debt/EBITDA approaching or below 3.0x, gross EBITDA margins (excluding performance fees) approaching or above 20%, EBITDA/interest approaching or above 6.0x along with a material improvement in fixed charge coverage, and favorable investment performance and asset flows. Additional positive influences include successful execution of strategic objectives, steady AUM growth, and an improvement in diversity of funding as to include a meaningful amount of unsecured debt. The senior secured debt rating would be primarily sensitive to changes in the Long-Term IDR of Russell Investments, and to a lesser extent, the recovery prospects of the instrument. Fitch has taken the following rating actions: Russell Investments Cayman Midco, Ltd. (guarantor) -- Long-Term IDR affirmed at 'BB'. Russell Investments U.S. Institutional Holdco, Inc. (co-borrower) Russell Investments U.S. Retail Holdco, Inc. (co-borrower) -- Long-Term IDR affirmed at 'BB'; -- Senior secured debt affirmed at 'BB'. The Rating Outlook is revised to Negative from Stable. RYCKMAN CREEK: Plan Filing Period Extended Until April 28 --------------------------------------------------------- Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware extended the exclusive periods during which Ryckman Creek Resources, LLC and its affiliated Debtors may file a chapter 11 plan and solicit acceptances to the plan, through April 28, 2017 and June 25, 2017, respectively. The Troubled Company Reporter had earlier reported that the Debtors sought exclusivity extension out of an abundance of caution to ensure that, in the event the Plan will not confirmed at the Confirmation Hearing or the timeline shifts for any reason, the Debtors retain the exclusive right to propose a new plan of reorganization, solicit votes on a plan of reorganization, retain control over their reorganization, and remain at the center of negotiations with their key constituencies. The Debtors filed their Modified Second Amended Joint Chapter 11 Plan of Reorganization on January 5, 2017. The hearing to consider confirmation of the Plan had been scheduled for February 14, 2017, which date, the Debtors contended, was likely to be adjourned to March 2017 while the Debtors finalize certain outstanding issues. The Debtors believed that their Plan, or an amended version of the Plan, will be confirmed at the Confirmation Hearing within the existing Solicitation Period. However, their current Plan Period had been set to expire on January 28, 2017. About Ryckman Creek Resources, LLC. Formed on Sept. 8, 2009, Ryckman Creek Resources, LLC, is engaged in the acquisition, development, marketing, and operation of a Natural gas storage facility known as the Ryckman Creek Facility. The Ryckman Creek Facility is a depleted crude oil and natural gas reservoir located in Uinta County, Wyoming. The Company began development of the reservoir into a natural gas storage facility in 2011. The Ryckman Creek Facility began commercial operations in late 2012 and received injections of customer gas and gas purchased by the Company. The Debtors have approximately 35 employees. Ryckman Creek Resources, LLC, Ryckman Creek Resources Holdings LLC, Peregrine Rocky Mountains LLC and Peregrine Midstream Partners LLC filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10292 to 16-10295) on Feb. 2, 2016. The petitions were signed by Robert Foss as chief executive officer. Kevin J. Carey has been assigned the case. The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP as counsel, AP Services, LLC, as management provider, Evercore Group LLC as investment banker, and Kurtzman Carson Consultants LLC as claims and noticing agent. On April 11, 2016, Ryckman Creek Resources, LLC, disclosed total assets of more than $205 million and total debts of more than $391.2 million. On February 12, 2016, the Office of the United States Trustee appointed an Official Committee of Unsecured Creditors. Counsel for the Committee are Greenberg Traurig, LLP's Dennis A. Meloro, Esq., David B. Kurzweil, Esq., and Shari L. Heyen, Esq. The Committee retained Alvarez & Marsal, LLC, as financial advisors. S&S SCREW: Creditors' Panel Hires Bass Berry as Counsel ------------------------------------------------------- The Official Committee of Unsecured Creditors of S&S Screw Machine Company, LLC, seeks authority from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Bass Berry & Sims PLC as counsel to the Committee. The Committee requires Bass Berry to: a. assist and advise the Committee in connection with the fulfillment of its duties in the bankruptcy proceedings; b. review and analyze the creditors' proofs of claim; c. analyze potential estate causes of action; and d. assist in determining whether, and on what terms, the Debtor can reorganize its business. Bass Berry will be paid at these hourly rates: Paul G. Jennings, Esq. $425 Gene L. Humphreys, Esq. $425 Russell E. Stair, Esq $425 LeAnn Lewis, Paralegal $195 Bass Berry will also be reimbursed for reasonable out-of-pocket expenses incurred. Paul G. Jennings, member of Bass, Berry & Sims PLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) are not creditors, equity security holders or insiders of the Debtor; (b) have not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) do not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Bass Berry can be reached at: Paul G. Jennings, Esq. Bass, Berry & Sims PLC 150 Third Avenue South, Suite 2800 Nashville, TN 37201 Tel: (615) 742-6200 Fax: (615) 742-2767 E-mail: pjennings@bassberry.com About S&S Screw Machine Company S&S Screw Machine Company, LLC, doing business as S&S - Precision, filed a chapter 11 petition (Bankr. M.D. Tenn. Case No. 16-06829) on Sept. 24, 2016. The petition was signed by Lawrence J. Battle, authorized member. The Debtor is represented by Phillip G. Young, Jr., Esq., at Thompson Burton PLLC. The case is assigned to Judge Randal S. Mashburn. The Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. The Office of the U.S. Trustee appointed three creditors to serve on the Official Committee of Unsecured Creditors: Kenny Wine, of Joseph T. Ryerson & Son; Del Miller, of Kaiser Aluminum Fabricated Products; and Stephen L. Cochran, of Production Pattern & Foundry Co. The Committee hires Bass Berry & Sims PLC as counsel. SAAD INC: Wants to Use Cash Collateral Until March 31 ----------------------------------------------------- SAAD, Inc., asks the U.S. Bankruptcy Court for the District of Massachusetts for authorization to use cash collateral from Jan. 31, 2017 through March 31, 2017. The Debtor owns and operates a gas station located at 899 Belmont Street, Brockton, Massachusetts, which has a value of $1,200,000.00 with a first mortgage to TD Bank in the amount of $503,638. The gas station is further encumbered by the City of Brockton in the amount of $24,000 and an execution by Cape Cod Gas Co., Inc. in the amount of $187,000. The Debtor contends it seeks authority to use its cash on hand and income generated by the operation of the Debtor, which may constitute the cash collateral of the lienholders in order to maintain and operate the properties. The Debtor further contends that the use of cash collateral is necessary to permit the Debtor to continue its usual operations and to preserve the value of the buildings and its bankruptcy estate. The Debtor's proposed Budget provides for total expenses in the amount of $4,220 for January, $4,735 for February, and $5,098 for March. The Budget also provides for monthly debt service payments to TD Bank in the amount of $5,108. The Debtor proposes to grant the lienholders with replacement liens on the same types of post-petition property of the estate against which the lienholders held liens as of the Petition Date, of the same priority, validity and enforceability as the lienholders' respective pre-petition liens. The Debtor tells the Court that because its Budget demonstrates that it will have a positive cash flow, the lienholders' interests in the income will be enhanced through the use of the cash collateral and the continued operations of the business. The Debtor further tells the Court that the Debtor's use of the income to operate and maintain the property constitutes additional adequate protection. A full-text copy of the Debtor's Motion, dated Feb. 6, 2017, is available at http://bankrupt.com/misc/SaadInc2016_1613691_76.pdf A full-text copy of the Debtor's proposed Budget, dated Feb. 6, 2017, is available at http://bankrupt.com/misc/SaadInc2016_1613691_76_1.pdf About Saad Inc. Saad, Inc., owns and operates a gas station located at 899 Belmont Street, Brockton, Massachusetts. Saad, Inc. filed a chapter 11 petition (Bankr. D. Mass. Case No. 16-13691) on Sept. 27, 2016. The petition was signed by Yacoub G. Saad, president. The Debtor is represented by Norman Novinsky, Esq., at Novinsky & Associates. The case is assigned to Judge Joan N. Feeney. The Debtor disclosed total assets at $1.26 million and total liabilities at $734,638. The Debtor continues to operate as a debtor-in-possession pursuant to Sections 1107 and 1108 of the Bankruptcy Code. No official committee of creditors has been appointed in the case. SABRE GLBL: S&P Assigns 'BB-' Rating on Proposed $1.9BB Term Loan B ------------------------------------------------------------------- S&P Global Ratings Services assigned its 'BB-' issue-level rating and '3' recovery rating to Sabre GLBL Inc.'s proposed $1.9 billion senior secured term loan B due 2024. The recovery rating indicates S&P's expectation for meaningful recovery (50%-70%; upper half of the range) of principal in the event of a payment default. Sabre GLBL will use the net proceeds from the debt offering to fully repay its outstanding term loan B, B-2, and C. Also, the company will use a portion of the proceeds to repay its mortgage facility and for general corporate purposes. Pro forma for the transaction, Sabre GLBL's adjusted debt leverage increased to about 3.7x, a slight increase from 3.6x as of September 2016. For 2017, S&P expects mid-single-digit percentage revenue and EBITDA growth at Sabre GLBL due to mid-single-digit percentage revenue and EBITDA growth at Sabre Travel Network and Sabre Hospitality Solutions; and modest revenue and EBITDA growth at Sabre Airline Solutions. S&P also expects that Sabre GLBL's debt leverage will decrease modestly from current levels due to EBITDA growth, barring any incremental debt issuance. RATINGS LIST Sabre GLBL Inc. Corporate Credit Rating BB-/Stable/-- New Ratings Sabre GLBL Inc. Senior Secured $1.9 billion term loan B due 2024 BB- Recovery Rating 3H SALON MEDIA: Spear Point Reports 69% Equity Stake as of Jan. 27 --------------------------------------------------------------- In a Schedule 13D filed with the Securities and Exchange Commission, Spear Point Capital Management LLC, et al., disclosed that as of Jan. 27, 2016, they beneficially own 190,154,289 shares of common stock of Salon Media Group, Inc. which represents 69.05 percent of the shares outstanding. Pursuant to a Purchase Agreement among the Salon Media, other purchasers and Spear Point Capital Fund LP which Spear Point Capital Fund LP entered on Jan. 27, 2017, Spear Point Capital Fund LP purchased 443,203 shares of Salon Media's Series A Mandatorily Convertible Voting Preferred Stock, par value $.001 per share in a private placement. Subject to customary adjustments for stock splits, stock dividends, and similar events, each share of Series A Preferred Stock shall be convertible into 100 shares of Common Stock. The shares of Series A Preferred Stock will automatically convert into shares of Common Stock upon the effectiveness of an amendment to the Issuer's current Restated Certificate of Incorporation authorizing sufficient shares of Common Stock for issuance on the conversion of the Series A Preferred Stock, without further consideration from Spear Point Capital Fund LP. Accordingly, upon the effectiveness of the Certificate Amendment, the shares of Series A Preferred Stock purchased by Spear Point Capital Fund LP will automatically convert into 44,320,300 shares of Common Stock. The Reporting Persons expect that the Certificate Amendment shall be effective within 60 days. The net investment cost of the 443,203 shares of Series A Preferred Stock purchased by Spear Point Capital Fund LP, and, therefore, the net investment cost of the shares of Common Stock which will be received upon the automatic conversion of such shares of Series A Preferred Stock, is approximately $550,000. The shares were purchased with working capital. There were no commissions paid. All or part of the shares of stock received or to be received upon conversion of the Series A Preferred Stock may from time to time be pledged with one or more banking institutions or brokerage firms as collateral for loans made by those banks or brokerage firms to Spear Point Capital Fund LP. Those loans bear interest at a rate based upon the broker's call rate from time to time in effect. Such indebtedness may be refinanced with other banks or broker-dealers. A full-text copy of the regulatory filing dated Feb. 6, 2017, is available at https://is.gd/MQHjot About Salon Media San Francisco, Calif.-based Salon Media Group (OTC BB: SLNM.OB) -- http://www.Salon.com/-- is an online news and social networking company and an Internet publishing pioneer. Salon Media reported a net loss of $1.96 million on $6.95 million of net revenues for the year ended March 31, 2016, compared to a net loss of $3.94 million on $4.94 million of net revenues for the year ended March 31, 2015. As of Sept. 30, 2016, the Company had $1.37 million in total assets, $11.16 million in total liabilities and a total stockholders' deficit of $9.78 million. Burr Pilger Mayer, Inc., in San Francisco, California, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2016, citing that the Company has suffered recurring losses and negative cash flows from operations and has an accumulated deficit of $124.6 million as of March 31, 2016. These conditions raise substantial doubt about its ability to continue as a going concern. SANTA CRUZ PLUMBING: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Santa Cruz Plumbing, Inc. 440 Kings Village Rd Bldg 2 Scotts Valley, CA 95066 Case No.: 17-50324 Chapter 11 Petition Date: February 10, 2017 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Hon. Stephen L. Johnson Debtor's Counsel: Lars T. Fuller, Esq. THE FULLER LAW FIRM, PC 60 N Keeble Ave. San Jose, CA 95126 Tel: (408)295-5595 E-mail: Fullerlawfirmecf@aol.com lars.fullerlaw@gmail.com Total Assets: $772,930 Total Liabilities: $3.72 million The petition was signed by Jason Stewart Allison, president. A copy of the Debtor' list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/canb17-50324.pdf SEASPAN CORP: Egan-Jones Lowers Sr. Unsec. Ratings to BB- --------------------------------------------------------- Egan-Jones Ratings, on Jan. 18, 2017, downgraded the senior unsecured ratings on debt issued by Seaspan Corp to BB- from BB. Seaspan Corporation, incorporated on May 3, 2005, is an independent charter owner and manager of containerships. The Company charters pursuant to long-term, fixed-rate time charters with various container liner companies. The Company operates a fleet of approximately 90 containerships. The Company's operating vessels include YM Wish, YM Wellhead, YM Witness, COSCO Glory, MOL Emissary, MOL Efficiency, CSCL Brisbane, Jakarta Express, CSCL Manzanillo and Guayaquil Bridge. The Company's over four 4,800 20-foot equivalent unit (TEU) vessels are chartered by Mediterranean Shipping Company S.A. (MSC) under bareboat charters, which are contracts for the use of a vessel for a fixed period of time at a specified amount. The Company is responsible for the operation and management of vessel, including maintaining the vessel, periodic dry-docking, cleaning and painting and performing work required by regulations under each of the time charters. The Company also provides limited ship management services to Dennis R. Washington's personal vessel owning companies, and ship management and construction supervision services to Greater China Intermodal Investments LLC (GCI). SEMTECH CORP: Egan-Jones Hikes Sr. Unsec. Ratings to BB- -------------------------------------------------------- Egan-Jones Ratings, on Jan. 18, 2017, upgraded the senior unsecured ratings on debt issued by Semtech Corp to BB- from B+. Headquartered in Camarillo, California, Semtech Corporation is a supplier of analog and mixed-signal semiconductors. SHONEY LLC: Acquisition LLC OK'd to Foreclosure on Property ----------------------------------------------------------- Judge Joan N. Feeney of the United States Bankruptcy Court for the District of Massachusetts granted the motion filed by 691 Washington Street Acquisition, LLC, for relief from the automatic stay imposed in the Chapter 11 case of Shoney, LLC. The motion was filed with respect to property located at 691 Washington Street, in South Easton, Massachusetts. Shoney, LLC, filed a Chapter 11 petition on October 12, 2016. On the petition, Shoney indicated that its case is a "single asset real estate" case. Shoney filed its Schedules and Statement of Financial Affairs on November 4, 2016. On Schedule A/B: Assets – Real and Personal Property, Shoney listed an ownership interest in real property located at 691 Washington Street, South Easton, Massachusetts with a fair market value of $500,000, but disclosed no ownership interests in any personal property, such as cash or cash equivalents, office furniture and equipment, or accounts receivable. On Schedule D: Creditors Who Have Claims Secured by Property, Shoney listed Acquisition, LLC as the holder of a disputed secured claim in the sum of $170,000. On Schedule D, Shoney also listed other secured creditors with claims against the property, including Sarah Welcome with a disputed claim in the sum of $278,310.77; Tallage Lincoln LLC with a disputed claim in the sum of $26,100.36 relating to a tax lien; and the Town of Easton with a claim in an unknown sum for real estate taxes. On Schedule E/F: Creditors Who Have Unsecured Claims, Shoney disclosed it had no creditors holding priority or general unsecured claims. On Schedule G: Executory Contracts and Unexpired Leases, Shoney disclosed it had no executory contracts or unexpired leases. On November 23, 2017, Acquisition filed its motion for relief from stay seeking to foreclose its mortgage on the property, asserting that Shoney has no unsecured creditors, no equity in the property, little or no income, and no means of reorganizing. Acquisition added that the case involves "nothing more than two 'two-party disputes' with Shoney's two primary creditors, Acquisition and Welcome, that have both been the subject of well-advanced litigation in the state court," which resulted in findings against Shoney. Acquisition, LLC, sought relief from the automatic stay "for cause" under 11 U.S.C. section 362(d)(1), contending that Shoney filed its petition in bad faith, as well as because Shoney lacks equity in the property and the property is not necessary for an effective reorganization under 11 U.S.C. section 362(d)(2). In its response, Shoney asserted that there is ample equity over and above the alleged amount of the claim of Acquisition, LLC, adding that adequate protection is being provided, that post-petition real estate taxes will be paid, and that the property is insured. Judge Feeney found that Shoney submitted no evidence by way of affidavit or otherwise to rebut Acquisition, LLC's calculation of its claim, which did not include attorney's fees. With respect to the burden of proof under 11 U.S.C. section 362(d)(2)(B), the judge also ruled that Shoney failed to sustain its burden that a reorganization is in prospect. Judge Feeney concluded that Acquisition has established a colorable claim to the property and accordingly, granted Acquisition's motion for relief from stay. A full-text copy of Judge Feeney's February 3, 2017 memorandum is available at: http://bankrupt.com/misc/mab16-13905-51.pdf About Shoney, LLC Shoney, LLC, filed a Chapter 11 petition (Bankr. D. Mass. Case No. 16-13905) on October 12, 2016, and is represented by Gary W. Cruickshank, Esq. SIDEWINDER DRILLING: S&P Withdraws 'SD' CCR on Lack of Information ------------------------------------------------------------------ S&P Global Ratings withdrew its ratings, including its 'SD' long-term corporate credit rating, on oilfield services company Sidewinder Drilling Inc. S&P withdrew its ratings on Sidewinder Drilling due to lack of sufficient information to perform S&P's surveillance. SNACK SHACK: Seeks Authorization to Use Cash Collateral ------------------------------------------------------- Snack Shack, LLC requests the U.S. Bankruptcy Court for the Western District of Texas to allow it to use cash collateral. The Debtor relates that it generates cash from the operation of its business when it generates proceeds and credit card accounts from the sale of its merchandise on daily basis in the ordinary course of its business. The Debtor further relates that it needs to use the cash collateral in order to meet its payroll, to pay rent, to purchase inventory and supplies, and to meet other normal expenses needed in the operation of its business. The Debtor asserts that it has no other funds with which to pay such expenses, and that without the use of cash, the Debtor's business will likely be disrupted and the chances for a successful rehabilitation will be reduced. The Debtor requests permission to pay its usual and customary operating expenses of the same type and approximately the same amounts as set forth in its budget for the months of February thought March, 2017. The Debtor's proposed budget projects total expenses of approximately $11,612. The Debtor identifies Frost Bank as the first lienholder pursuant to three separate loans in the aggregate sum of 450,798, which is secured by all of the the Debtor's assets, which includes general intangibles, instruments, chattel paper, furniture inventory, account, fixtures and equipment. The Debtor also identifies ARF Financial, LLC as a second lienholder, asserting a claim in the approximate amount of $202,638. The Debtor admits that there is no equity in the cash collateral beyond the amount of Frost Bank's secured claim because the amount of Frost Bank's secured claim exceeds the value of the Debtor's assets, including cash collateral. The Debtor proposes to provide the following adequate protection to Frost Bank and ARF Financial: (a) Frost Bank and ARF Financial will be granted a replacement lien to the same extent, priority and validity as their pre-petition lien; (b) The Debtor will continue to operate its business in the ordinary course of business, and generate additional cash collateral; (c) The Debtor will maintain insurance upon the property giving rise to the cash collateral; (d) The Debtors will make regular adequate protection payments on its debts to Frost Bank. A full-text copy of the Debtor's Motion, dated February 7, 2017, is available at http://tinyurl.com/gqsz5rv A full-text copy of the Debtor's proposed Budget, dated February 7, 2017, is available at http://tinyurl.com/h45vphk Snack Shack, LLC is represented by: David T. Cain, Esq. LAW OFFICE OF DAVID T CAIN 8610 N. New Braunfels Ave., Ste. 309 San Antonio, Texas 78217 Phone: (210) 308-0388 Fax: 341-8432 About Snack Shack, LLC Snack Shack, LLC is based in San Antonio, TX and currently operates two stores known as the Bourbon Street Candy Company. The Debtor's business involves the retail sales of candy and other food products. Snack Shack, LLC filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 17-50238), on February 2, 2017. The Debtor is represented by David T. Cain, Esq., at the Law Office of David T. Cain. SOUNDVIEW ELITE: Plan Recovery for Unsecured Creditors Unknown -------------------------------------------------------------- Corinne Ball, in her capacity as Chapter 11 Trustee of Soundview Elite Ltd., et al., filed with the U.S. Bankruptcy Court for the Southern District of New York a disclosure statement with respect to the Debtor's joint plan of liquidation. The Chapter 11 Trustee has collected the Debtors' cash assets and a majority of the non-cash assets, and is in the process of selling substantially all of these Non-Cash Assets of the Designated Debtors. She has obtained an order setting forth the procedures to liquidate the Designated Debtors' Non-Cash Assets. She is pursing recoveries on causes of action brought as part of the insider litigation and will continue to pursue the causes of action that remain unliquidated on the Effective Date of the Plan under supervision and discretion of a plan administrator. These causes of action consist primarily of breach of fiduciary duty claims, fraud, unjust enrichment and fraudulent conveyance claims, among others. Class 3 General Unsecured Claims are impaired by the Plan. With respect to a class of unsecured claims: (1) the Plan provides that each holder of a claim of the class receive or retain on account of claim property of a value, as of the effective date of the Plan, equal to the allowed amount of the claim or (2) the holder of any claim or interest that is junior to the claims of class will not receive or retain under the Plan. The cash distributions to be made pursuant to the Plan and the cash necessary to fund reserves for other priority claims against the Designated Debtors, Priority Tax Claims against the Designated Debtors, Administrative Claims against the Designated Debtors and the Operating Reserve of the Designated Debtors will be available from funds realized in connection with past operations of the Designated Debtors and the liquidation of the non-Cash assets of the Designated Debtors, including the Liquidation Recoveries. The Disclosure Statement is available at: http://bankrupt.com/misc/nysb13-13098-1293.pdf The Plan was filed by the counsel for the Chapter 11 Trustee: Stephen Pearson, Esq. JONES DAY 250 Vesey Street New York, New York 10281 Tel: (212) 326-3939 Fax: (212) 755-7306 E-mail: sjpearson@jonesday.com About SoundView Elite Ltd. Six mutual funds originally created by Citco Group of Cos., including Soundview Elite Ltd., filed petitions for Chapter 11 protection on Sept. 24, 2013, in Manhattan to avoid undergoing bankruptcy liquidation in the Cayman Islands, where they are incorporated. The funds are Soundview Elite (Bankr. S.D.N.Y. Case No. 13-13098) Soundview Premium, Ltd. (Case No. 13-13099); Soundview Star Ltd. (Case No. 13-13101); Elite Designated (Case No. 13-13102); Premium Designated (Case No. 13-13103); and Star Designated (Case No. 13-13104). The petitions were signed by Floyd Saunders as corporate secretary. By order dated Oct. 16, 2013, the Court directed that the Debtors' bankruptcy cases be procedurally consolidated and jointly administered. SoundView Elite Ltd. and two similarly named funds were the target of a winding-up petitions in the Cayman Islands filed in August by Citco, which had sold its interest in the funds' manager years before. An investor, who was removed from the funds' board in June, filed a different winding-up petition in August, aimed at three funds created later to hold illiquid assets. The Debtor disclosed $20,703,641 in assets and $16,402,671 in liabilities as of the Chapter 11 filing. The funds said in a court filing their total cash assets of about $20 million are held in the U.S., where the funds are managed. Court papers list the funds' total assets as $52.8 million, against debt totaling $28 million. Judge Robert E. Gerber presides over the U.S. cases. Warren J. Martin, Jr., Esq., Mark J. Politan, Esq., Terri Jane Freedman, Esq., and Rachel A. Segall, Esq., at Porzio, Bromberg & Newman, PC, serve as the Debtors' counsel. CohnReznick LLP serves as financial advisor. Peter Anderson and Matthew Wright, as Joint Official Liquidators of the Debtors, are represented in the U.S. proceedings by John A. Pintarelli, Esq., James J. Beha, II, Esq., William H. Hildbold, Esq., at Morrison & Foerster LLP. The U.S. Trustee solicited for the formation of an official committee of unsecured creditors, but to date one has not been formed. In April 2014, District Judge J. Paul Oetken affirmed the Bankruptcy Court order appointing a Chapter 11 trustee for SoundView Elite Ltd. and its affiliated debtors, and tossed pro se appeals filed by Alphonse Fletcher, Jr., and George E. Ladner, the sole directors of the mutual funds. SPRINT COMMUNICATIONS: Moody's Hikes Rating on $200MM Notes to Ba2 ------------------------------------------------------------------ Moody's Investors Service has upgraded Sprint Communications, Inc.'s $200 million debentures due 2022 to Ba2 (LGD1) from B3 (LGD5). The upgrade is the result of the outstanding 9.25% notes being secured by collateral pledged by the issuer on an equal and ratable basis with Sprint's new $6 billion secured revolving and term loan credit facility on February 3, 2017. Upgrades: Issuer: Sprint Communications, Inc. -- Senior Secured Regular Bond/Debenture due 2022, Upgraded to Ba2 (LGD1) from B3 (LGD5) RATINGS RATIONALE Sprint Corporation's B2 corporate family rating reflects its high leverage of approximately 5.5x (Moody's adjusted) as of December 31, 2016, intense competitive challenges and Moody's projections for negative free cash flow (excluding cash realized from securitizations) through at least FY2017. The rating incorporates a one notch lift from Moody's expectations that Sprint's parent company and majority shareholder, SoftBank Group Corp. ("SoftBank", Ba1 CFR, stable outlook) will seek to retain the viability of Sprint as a going concern. The rating also recognizes Sprint's recent financing transactions to fund its network modernization plan and address upcoming maturities, improving operating performance, its ongoing cost reduction initiatives, and its valuable spectrum assets. The stable outlook reflects Sprint's improved operating profile and Moody's view that its liquidity can address near term maturities and the cash needed to fund its business for the next 18 months. Moody's could upgrade Sprint's ratings if the company is on track to achieve positive free cash flow and leverage (Moody's adjusted) approaches 5x. Moody's define free cash flow as cash from operations less capex and Moody's include handset financing needs as an operating cash flow. In addition, an upgrade would be predicated upon Sprint maintaining committed, general purpose liquidity sufficient to address at least 18 months of total cash needs, including capital expenditures and debt maturities. Moody's could downgrade Sprint's ratings if leverage is sustained above 5.5x (Moody's adjusted) or if liquidity is not sufficient to address 18 months of total cash needs. A downgrade could also result from a deterioration in Sprint's operating performance, which could include rising churn, weak subscriber trends or if Sprint introduces irrational price plans. Also, if Moody's believes that SoftBank's commitment to Sprint deteriorates, a rating downgrade is likely. The principal methodology used in this rating was Telecommunications Service Providers published in January 2017. SPRINT CORP: S&P Hikes Rating on $200MM Debentures Due 2022 to BB- ------------------------------------------------------------------ S&P Global Ratings raised its issue-level rating on Sprint Corp.'s $200 million of 9.25% debentures due 2022 to 'BB-', the same as Sprint's secured debt rating, from 'B', and removed it from CreditWatch, where we placed it with positive implications on Jan. 11, 2017. S&P raised the rating and removed it from CreditWatch since the notes are now secured on an equal and ratable basis, as per the bond indenture, with the same collateral pledged by the issuer to secure the credit facility. The recovery rating on the notes was revised to '1', which indicates S&P's expectation for very high (90%-100%) recovery in the event of payment default, from '4'. The corporate credit rating remains 'B' with a stable outlook. RATINGS LIST Sprint Corp. Corporate credit rating B/Stable/-- Issue Rating Raised; Off CreditWatch; Recovery Rating Revised To From Sprint Communications Inc. Senior Secured $200 mil 9.25% debs due 2022 BB- B/Watch Pos Recovery Rating 1 4L STRIDE ACADEMY: S&P Affirms 'B-' Rating on 2016A&B Revenue Bonds ---------------------------------------------------------------- S&P Global Ratings affirmed its 'B-' long-term rating on the city of St. Cloud, Minn.'s series 2016A and series 2016B lease revenue bonds, issued for the STRIDE Academy (academy) and removed the rating from CreditWatch with negative implications where it was placed on Nov. 18, 2016. The outlook is negative. "Since our most recent review, the school has not secured another authorizer nor convinced Friends of Education, its current authorizer, to renew its charter," said S&P Global Ratings credit analyst Kaiti Wang. "The negative outlook reflects our view of the continued, heightened uncertainty with regards to STRIDE Academy's charter, which currently extends through June 30, 2017," Ms. Wang added. S&P understands the school will try to convince Friends of Education to renew during an informal hearing scheduled in March, while exploring opportunities to merge with other charter schools. The academy's charter was issued in 2004 and it commenced operations in fall 2005. It currently serves kindergarten through eighth grade (K-8) in one facility in St. Cloud, Minn. It had 705 students in fall 2016. SULLIVAN VINEYARDS: Court Allows Cash Use on Interim Basis ---------------------------------------------------------- Judge Alan Jaroslovsky of the U.S. Bankruptcy Court for the Northern District of California authorized Sullivan Vineyards Corporation to use Winery Rehabilitation LLC and Stephen A. Finn's cash collateral on an interim basis. The Debtor was authorized to use cash collateral for: (1) Payment to oustside company for bottling: Up to $15,000 (2) Shipping expenses: Up to $2,000 (3) Custody funds and compliance for out-of-state transactions: Up to $5,000 (4) Outside sales: Up to $3,000 A full-text copy of the Order, dated February 6, 2017, is available at http://bankrupt.com/misc/SullivanVineyards2017_1710065_17.pdf About Sullivan Vineyards Corporation Sullivan Vineyards Corporation filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 17-10065), on February 1, 2017. The petition was signed by Ross Sulliva, CEO. The Debtor is represented by Steven M. Olson, Esq., at the Law Office of Steven M. Olson. The case is assigned to Judge Alan Jaroslovsky. The Debtor estimated assets at $1 million to $10 million and liabilities at $10 million to $50 million at the time of the filing. T-REX OIL: Plans to Make Formation Moves With Other Existing Wells ------------------------------------------------------------------ In December 2016, T-Rex Oil, Inc. began its recompletion program in its Cole Creek Field, in the Powder River Basin, Wyoming. The recompletion program encompasses the identification of additional production from formations in existing well bores and then gaining such production through re-work methods. In late December 2016, the Company performed re-work on the first of those well bores, moving from the Second Frontier Formation to the First Frontier Formation, expecting to increase production from the well bore. The Company is awaiting final results of pumping efforts. The Company intends to make similar formation moves with other existing well bores based upon the pending results from its first recompletion effort. Management believes that this a cost efficient method to increase production, according to a Form 8-K report filed with the Securities and Exchange Commission. About T-Rex T-Rex Oil, Inc., f/k/a Rancher Energy Corp., is an energy company, focused on the acquisition, exploration, development and production of oil and natural gas. T-Rex Oil reported a net loss of $15.70 million for the year ended March 31, 2016, compared to a net loss of $11.04 million for the year ended March 31, 2015. As of Sept. 30, 2016, T-Rex Oil had $3.07 million in total assets, $3.44 million in total liabilities and a stockholders' deficit of $378,984. B F Borgers CPA PC, in Denver, Colo., the Company's independent registered public accounting firm, which audited the Company's financial statements as of March 31, 2015, and for each of the years in the two-year period then ended, raised substantial doubt about the Company's ability to continue as a going concern in a July 14, 2015 letter to the Company's board of directors and stockholders. The letter was filed with the Securities and Exchange Commission together with the Company's revised Annual Report on Form 10-K delivered to the Commission in December. B F Borgers said the Company's significant operating losses raise substantial doubt about its ability to continue as a going concern. TANGO TRANSPORT: Plan Trustee Hires Heller Draper as Counsel ------------------------------------------------------------ Christopher J. Moser, the Plan Trustee of Tango Transport, LLC, et al., seek authority from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Heller Draper Patrick Horn & Dabney, L.L.C. as counsel to the Plan Trustee. Tango Transport requires Heller Draper to: a. advise the Plan Trustee with respect to his rights, powers and duties as Plan Trustee; b. prepare on behalf of the Plan Trustee necessary applications, motions, answers, proposed orders, other pleadings, notices, schedules and other documents, and reviewing financial and other reports to be filed; c. advise the Plan Trustee concerning and preparing responses to applications, motions, pleadings, notices and other documents which may be filed by other parties herein; d. appear in Court to protect the interests of the Plan Trustee before the bankruptcy Court; e. investigate the nature and validity of liens asserted against the assets of the Plan Trust and advising the Plan Trustee concerning the enforceability of said liens; f. investigate and advise the Plan Trustee concerning, and take such action as may be necessary to collect income and assets of the Plan Trust in accordance with applicable law, and the recovery of property for the benefit of the Trust Estate; g. advise and assist the Plan Trustee in connection with any potential property dispositions; h. assist the Plan Trustee in reviewing, estimating and resolving claims asserted against the estates; i. assist the Plan Trustee in reviewing, preparation, filing, asserting, commencement and prosecution, or continuation to prosecute existing actions, any and all litigation causes of action relating to turnover and avoidable transfers under Section 541, 542, 543, 544, 545, 547, 548, 549, 550 or 553 of the Bankruptcy Code; j. commence and conduct litigation necessary and appropriate to assert rights held by the Plan Trustee, protect assets of the Plan Trust or otherwise further the goal of maximizing the return to creditors; and k. perform other legal services for the Plan Trustee which may be necessary and proper under the Trust Agreement. Heller Draper will be paid at these hourly rates: Members $450-$375 Associates $350-$250 Paralegals $110-$130 Prior to the petition date, Heller Draper represented the unofficial committee of unsecured creditors. Heller Draper was paid $50,364.69 for pre-petition services from a pre-petition retainer in the amount of $75,000. On May 11, 2016, Heller Draper returned the remaining retainer in the amount of $24,635.31 to the Debtors' counsel. Heller Draper will also be reimbursed for reasonable out-of-pocket expenses incurred. Tristan Manthey, member of Heller Draper Patrick Horn & Dabney, L.L.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) are not creditors, equity security holders or insiders of the Debtor; (b) have not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) do not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Heller Draper can be reached at: Tristan Manthey, Esq. HELLER DRAPER PATRICK HORN & DABNEY, L.L.C. 650 Poydras Street, Suite 2500 New Orleans, LA 70130 Tel: (504) 299-3300 Fax: (504) 299-3399 E-mail: tmanthey@hellerdraper.com About Tango Transport, LLC Tango Transport, LLC provides dry van and flatbed services. It offers over-the-road truckload services; and dedicated/private fleet conversion, expedited, third party logistics, heavy hauling, and brokerage services. The company also provides logistic services, including warehouse and distribution, warehouse management, inventory control, freight payment and audit, and transportation control services; and reverse logistics solutions. It serves Fortune 500 companies in the United States. The company was founded in 1991 and is based in Shreveport, Louisiana. It operates a terminal in Shreveport, Louisiana; and facilities in Sibley, Louisiana; West Memphis, Arkansas; and Madisonville, Kentucky. Tango Transport, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 16-40642) on April 6, 2016. The petition was signed by B.J. Gorman, president of Gorman Group, Inc., sole member of Debtor. The Debtor is represented by Keith William Harvey, Esq., at The Harvey Law Firm, P.C. The Debtor estimated assets of $0 to $50,000 and debts of $10 million to $50 million. The Office of the U.S. Trustee on April 26 appointed three creditors of Tango Transport LLC to serve on the official committee of unsecured creditors. Heller Draper Patrick Horn & Dabney, LLC, serves as counsel, while Stillwater Advisory Group, LLC, serves as financial advisor. TANGO TRANSPORT: Plan Trustee Taps Litzler Segner as Accountant --------------------------------------------------------------- Christopher J. Moser, the Plan Trustee of Tango Transport, LLC, et al., seek authority from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Litzler Segner Shaw & McKenney, LLP as accountant to the Plan Trustee. Tango Transport requires Litzler Segner to: a. assist the Plan Trustee in evaluating the assets of Litigation Trust and their fair value through the review of accounting related documents; b. assist the Plan Trustee in determining the claims against the estate; c. develop litigation strategy accounting data to assist in determining and analyzing whether potential claims or causes of action exist for, among other things, preferences and fraudulent transfers; d. establish accounting procedures and controls in order to generate accurate financial data; and e. consult with the creditors, the Plan Trustee, their attorneys and others on accounting, tax, and financial matters, and to provide such other professional services as may be required. Litzler Segner will be paid at these hourly rates: Partner $365.00 - $425.00 Associates $175.00 - $325.00 Paraprofessional $65.00 - $145.00 Litzler Segner will also be reimbursed for reasonable out-of-pocket expenses incurred. Thomas L. McKenney, member of Litzler Segner Shaw & McKenney, LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) are not creditors, equity security holders or insiders of the Debtor; (b) have not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) do not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Litzler Segner can be reached at: Thomas L. McKenney LITZLER SEGNER SHAW & MCKENNEY, LLP 1412 Main St. Suite 24 Dallas, TX 75202 Tel: (214) 752-0999 About Tango Transport, LLC Tango Transport, LLC provides dry van and flatbed services. It offers over-the-road truckload services; and dedicated/private fleet conversion, expedited, third party logistics, heavy hauling, and brokerage services. The company also provides logistic services, including warehouse and distribution, warehouse management, inventory control, freight payment and audit, and transportation control services; and reverse logistics solutions. It serves Fortune 500 companies in the United States. The company was founded in 1991 and is based in Shreveport, Louisiana. It operates a terminal in Shreveport, Louisiana; and facilities in Sibley, Louisiana; West Memphis, Arkansas; and Madisonville, Kentucky. Tango Transport, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 16-40642) on April 6, 2016. The petition was signed by B.J. Gorman, president of Gorman Group, Inc., sole member of Debtor. The Debtor is represented by Keith William Harvey, Esq., at The Harvey Law Firm, P.C. The Debtor estimated assets of $0 to $50,000 and debts of $10 million to $50 million. The Office of the U.S. Trustee appointed three creditors of Tango Transport LLC to serve on the official committee of unsecured creditors. Heller Draper Patrick Horn & Dabney, LLC, serves as counsel, while Stillwater Advisory Group, LLC, serves as financial advisor. TERESA GIUDICE: James Kridel Wants Ruling on Bankruptcy Pact Junked ------------------------------------------------------------------- Bill Wichert, writing for Bankruptcy Law360, reports that James A. Kridel Jr., former bankruptcy attorney for Teresa Giudice, urged the New Jersey federal court on Wednesday to reverse orders limiting his intervention rights and approving a settlement between the Debtor and a bankruptcy trustee that allows them to jointly prosecute a malpractice lawsuit against him in state court, as the matter belongs in federal court. About the Giudices In June 2010, Teresa Giudice, who portrays a role in Real Housewives of New Jersey, and her husband, Joe, filed for bankruptcy under Chapter 11 in the U.S. Bankruptcy Court in New Jersey. The Giudices owe creditors $10.85 million. Chapter 7 trustee John Sywilok sued the Giudices. The suit claimed that the Debtors concealed key documents about their finances and business transactions. Mr. Sywilok also accused the couple of making false statements under oath about their assets, income and expenses. TRIBE BUYER: Higher Interest Expense No Impact on Moody's B2 CFR ---------------------------------------------------------------- Moody's Investors Service said Tribe Buyer LLC's higher interest expense is a negative credit development, while the plan to increase the amount of its planned senior secured 1st lien term loan due 2024 by $25 million to $255 million from $230 million and reduce the size of its announced senior secured 2nd lien term loan due 2025 to $55 million from $80 million will result in a lowering of the Loss Given Default Assessment on the 2nd lien to LGD6 from LGD5. However, the credit ratings, including the B2 Corporate Family, B1 1st Lien and Caa1 2nd Lien ratings, as well as the stable ratings outlook, remain unchanged at this time. LGD Adjustment: Issuer: Tribe Buyer LLC -- Senior Secured 2nd Lien Term Loan LGD, Adjusted to (LGD6 from LGD5) The principal methodology used in these ratings/analysis was Business and Consumer Service Industry published in October 2016. Tradesmen, controlled by affiliates of The Blackstone Group and based in Cleveland, OH, provides agency-based staffing services for skilled craftsmen to the non-residential, small to medium size construction industry in the U.S.. Moody's expects 2017 GAAP revenues to approach $550 million. ULTRA PETROLEUM: OpCo Funded Debt Claims to Recoup 100% ------------------------------------------------------- Ultra Petroleum Corp., et al., filed with the U.S. Bankruptcy Court for the Southern District of Texas a second amended disclosure statement dated Feb. 8, 2017, with respect to their amended joint Chapter 11 plan of reorganization. Following the consensual adjournment of the January 19, 2017 hearing regarding approval of the adequacy of the Disclosure Statement, the Debtors began to explore potential Plan modifications that would permit the Debtors to satisfy OpCo Funded Debt Claims in full in Cash. On January 21, 2017, the Debtors' advisers solicited indications of interest for a proposed exit facility that would permit the Debtors to satisfy all Allowed Claims against OpCo in full in Cash. In addition, in an effort to force greater stakeholder consensus, the Debtors held an in-person meeting with the advisors for the OpCo Group, the Committee, the OpCo Noteholder Group, and the Backstop Commitment Parties on January 25, 2017. On February 8, 2017, the Debtors entered into the Exit Financing Agreements, pursuant to which, among other things, each Exit Commitment Party has committed to fund the Exit Facility, the proceeds of which will permit the Debtors to satisfy the OpCo Funded Debt Claims in full in Cash, in each case, solely as provided pursuant to the Plan. Thereafter, the Debtors modified the Plan to provide for the satisfaction of all Allowed OpCo Funded Debt Claims in full in Cash as provided in the Plan. Class 5 General Unsecured Claims -- estimated between $190 million and $255 million -- are unimpaired under the Plan. Each holder of a General Unsecured Claim will either be paid in full in cash or receive other treatment rendering the claim unimpaired. Each holder of a Class 4 OpCo Funded Debt Claims -- estimated at $2.523 billion -- will be paid the amount of the allowed claim in full in cash. The principal settlement contemplated by the Plan is the Debtors' settlement with their HoldCo stakeholders. The Debtors believe that this settlement, which will fund all distributions under the Plan, is in the best interests of all stakeholders because it will: (1) permit the Debtors to satisfy all claims against the Debtors in full; (2) permit the Debtors to provide a significant recovery to HoldCo's equityholders; and (3) permit the Debtors to expeditiously emerge from Chapter 11 and eliminate the need to continue to pay significant professional fees and expenses. In addition to the Debtors' settlement with their HoldCo stakeholders, the Plan contemplates a settlement of the $303 million General Unsecured Claim asserted by REX against OpCo. The compromise contemplated by the REX Settlement Letter Agreement is beneficial to the OpCo Estate because it reduces by more than half the significant Claim asserted by REX against OpCo and clears the way for the Debtors to enter into a new, seven-year contract with REX on favorable terms. Finally, the Plan contemplates treatment for the OpCo funded debt creditors that pays Allowed OpCo Funded Debt Claims in full in cash. The Debtors remain engaged in discussions with the Committee and their stakeholders regarding other potential settlements and will seek approval of any such settlements in accordance with the Bankruptcy Code and the Bankruptcy Rules. Soma Biswas, writing for The Wall Street Journal Pro Bankruptcy, reported that Ultra Petroleum's revised restructuring plan also calls for the oil and gas driller to raise $2.4 billion in bankruptcy-exit financing. The WSJ said proceeds of the new financing will be used to pay down $2.52 billion of senior bonds and revolver drawings in full and in cash. The proposed exit facility will include a $600 million term loan, a $400 million revolving credit facility and a $1.4 billion bridge loan, which may be converted to an unsecured term loan, the report further related. Barclays Bank PLC has agreed to arrange the financing, WSJ cited court papers as saying. Ultra has asked the U.S. Bankruptcy Court in Houston to review the financing agreement as well as its request to keep the fees associated with the facility shielded from public view, the report said. A blacklined version of the Second Amended Disclosure Statement is available at: http://bankrupt.com/misc/txsb16-32202-1083.pdf As reported by the Troubled Company Reporter on Jan. 24, 2017, the Debtor filed with the Court a disclosure statement with respect to its first amended joint Chapter 11 plan of reorganization, dated Dec. 6, 2016. Under that plan, the settlement plan value of the Ultra Entities will be $6.0 billion; provided, that if the average closing price of the 12-month forward Henry Hub natural gas strip price during the 7 trading days preceding the commencement of the Rights Offering solicitation is: (i) greater than $3.65/MMBtu, the Plan Value will be $6.25 billion; or (ii) less than $3.25/MMBtu, the Plan Value will be $5.5 billion. About Ultra Petroleum Houston, Texas-based Ultra Petroleum Corp. (OTC Pink Marketplace: "UPLMQ") is an independent oil and gas company engaged in the development, production, operation, exploration and acquisition of oil and natural gas properties. On April 29, 2016, Ultra Petroleum Corp. and seven subsidiary companies filed petitions (Bankr. S.D. Tex.) seeking relief under Chapter 11 of the United States Bankruptcy Code. The Debtors' cases have been assigned to Judge Marvin Isgur. These cases are being jointly administered for procedural purposes, with all pleadings filed in these cases will be maintained on the case docket for Ultra Petroleum Corp. Case No. 16-32202. Ultra Petroleum disclosed total assets of $1.28 billion and total liabilities of $3.91 billion as of March 31, 2016. James H.M. Sprayregen, P.C., David R. Seligman, P.C., Michael B. Slade, Esq., Christopher T. Greco, Esq., and Gregory F. Pesce, Esq., at Kirkland & Ellis LLP; and Patricia B. Tomasco, Esq., Matthew D. Cavenaugh, Esq., and Jennifer F. Wertz, Esq., at Jackson Walker, L.L.P., serve as co-counsel to the Debtors. Rothschild Inc. serves as the Debtors' investment banker; Petrie Partners serves as their investment banker; and Epiq Bankruptcy Solutions, LLC, serves as claims and noticing agent. The Office of the U.S. Trustee has appointed seven creditors of Ultra Petroleum Corp. to serve on an Official Committee of Unsecured Creditors. The Committee tapped Weil, Gotshal & Manges LLP as its legal counsel; Opportune LLP as advisor; and PJT Partners LP as its financial advisor. ULTRAPETROL (BAHAMAS): Seeks to Use $6.58 -Mil. Cash Collateral --------------------------------------------------------------- Ultrapetrol (Bahamas) Limited, or UBL, and its affiliated debtors ask the U.S. Bankruptcy Court for the Southern District of New York for authorization to use cash collateral. The Debtors contend that they need the use of cash collateral that has been pledged to the Prepetition Secured Parties to continue their operations during their chapter 11 cases in order to implement the Debtors' Second Amended Prepackaged Plan of Reorganization, which was filed on February 6, 2017. The material terms of the proposed use of cash collateral, among others, are: (1) Entities with an Interest in the Cash Collateral: The Indenture Trustee and IFC and OFID, as lenders under the IFC/OFID Loans. (2) Amount: As of the Commencement Date, the estimated amount of cash collateral the Debtors propose to use is approximately $6.58 million. (3) Duration: In the absence of further order of the Court, after April 15, 2017, Ultrapetrol will no longer be authorized pursuant to the Interim Order to use Cash Collateral without consent of the Prepetition Secured Parties. (4) Adequate Protection: (a) The Indenture Trustee is granted replacement security interests and liens, subject to the Carve-Out, in and upon all of the 2021 Note Obligors’ currently owned and after acquired cash, and cash collateral of the 2021 Note Obligors, any investment of such cash and cash collateral, accounts receivable, any right to payment whether arising before or after the Commencement Date, and the proceeds, products, rents and profits of all of the foregoing prepetition and postpetition assets and properties. (b) IFC and OFID are hereby granted replacement security interests and liens, subject to the Carve-Out, on a pari passu basis in and upon all of the IFC/OFID Loans Obligors’ currently owned and after acquired cash, and cash collateral of the IFC/OFID Loans Obligors, any investment of such cash and cash collateral, accounts receivable, any right to payment whether arising before or after the Petition Date, and the proceeds, products, rents and profits of all of the foregoing prepetition and postpetition assets and properties. (c) The Indenture Trustee is granted claims against each of the 2021 Note Obligors with priority over any and all administrative expenses, adequate protection claims and all other claims against the 2021 Note Obligors, currently existing or later arising, of any kind whatsoever, as provided under sections 503(b) and 507(b) of the Bankruptcy Code, subject to the Carve Out. (d) Each of IFC and OFID are granted claims against each of the IFC/OFID Loans Obligors with priority over any and all administrative expenses, adequate protection claims and all other claims against the IFC/OFID Loans Obligors, now existing or later arising, of any kind whatsoever, as provided under sections 503(b) and 507(b) of the Bankruptcy Code, subject to the Carve Out. (5) Carve Out: The Superpriority Claims and the Adequate Protection Liens will be subject and subordinate to the payment, without duplication, of: (a) statutory fees payable to the Office of the United States Trustee, plus interest at the statutory rate; (b) fees payable to the clerk of the Bankruptcy Court and any agent thereof; (c) reasonable fees and expenses of a trustee incurred after the conversion of the chapter 11 cases to a case under chapter 7 of the Bankruptcy Code, in any amount not to exceed $100,000; (d) professional fees and expenses incurred during the pendency of the chapter 11 cases by professionals retained pursuant to Sections 327(a) and 1103 of the Bankruptcy Code by the Debtors and any statutory committee; (e) professional fees and expenses incurred after the conversion of the chapter 11 cases to a case under chapter 7 of the Bankruptcy Code, by professionals retained pursuant to Sections 327(a) and 1103 of the Bankruptcy Code by the Debtors and any statutory committee, in an aggregate amount not in excess of $5,000,000. The Debtors' proposed 13-Week Budget provides for total cash disbursements in the amount of $33,581,495 for the period beginning on the week ending February 3, 2017 through April 28, 2017. Prior to the Commencement Date, the Debtors solicited votes on proposed alternative joint prepackaged plans of reorganization under chapter 11 of the Bankruptcy Code pursuant to a disclosure statement. The alternative plans contemplated two scenarios: (i) the implementation of a restructuring of Ultrapetrol's River and Ocean Business indebtedness as had been agreed with the secured lenders thereto, pursuant to which the Debtors, other than UBL, would be plan proponents or (ii) if the Debtors also obtained an agreement with the secured lenders to its Offshore Supply Business, the comprehensive agreed restructurings of Ultrapetrol’s River, Ocean, and Offshore Supply Business indebtedness, pursuant to which all Debtors would be plan proponents. The Debtors relate that each of the Parent-Excluded Plan and the Parent-Included Plan have been accepted by the classes required to confirm the Plan. The Debtors contend that by the conclusion of the solicitation period on February 2, 2017, and after a year of discussions followed by an exhaustive marketing process and extensive and vigorous negotiations, Ultrapetrol had reached agreements for the comprehensive restructurings of its River, Ocean, and Offshore Supply Businesses, as reflected in, among other things, restructuring support agreements with both (i) their secured River and Ocean Business lenders, including the holders of over 84% of the 8.875% First Preferred Ship Mortgage Notes due 2021, the International Finance Corporation, or the IFC, the OPEC Fund for International Development, or the OFID, and (ii) all of the holders of their secured Offshore Supply Business indebtedness. The Debtors say that on the Commencement Date, they filed their Plan and the Disclosure Statement with the Court. Under the Parent-Included Plan, the assets and liabilities of the Debtors will be substantively consolidated for Plan purposes and certain affiliates of UBL’s majority shareholder Southern Cross Latin America Private Equity Fund will purchase the River Business, for cash consideration in the amount of $73.0 million, and the Offshore Supply Business, comprised of non-Debtor entities, for cash consideration in the amount of $2.5 million. The River and Ocean Business indebtedness owed to the holders of the 2021 Notes, IFC, and OFID of approximately $322.5 million will be satisfied by the payment of $73 million plus certain additional true-up amounts and the transfer of the proceeds from the sale of the Ocean Business; the Offshore Supply Business indebtedness owed by the Debtors' non-Debtor affiliates to the Offshore Lenders will be restructured out of court, the Offshore Lenders will receive a $10 million prepayment under the Offshore Loan Agreements ratably, and the guarantees by UBL of obligations to the Offshore Lenders will be canceled under the Plan. Other secured claims and general unsecured claims are unimpaired. The Debtors tell the Court that equity interests in UBL will be unimpaired. They further tell the Court, however, that UBL may be dissolved after emergence from chapter 11. A full-text copy of the Debtor's Motion, dated February 6, 2017, is available at http://bankrupt.com/misc/UltrapetrolBahamas2017_1722168rdd_15.pdf About Ultrapetrol (Bahamas) Limited Ultrapetrol is an industrial transportation company serving the marine transportation needs of its clients in the markets on which it focuses. It serves the shipping markets for containers, grain and soy bean products, forest products, minerals, crude oil, petroleum, and refined petroleum products, as well as the offshore oil platform supply market with its extensive and diverse fleet of vessels. These include river barges and pushboats, platform supply vessels, tankers and two container feeder vessels. More information on Ultrapetrol can be found at http://www.ultrapetrol.net/ The Debtors employ approximately 813 personnel located principally in Argentina (462) and Paraguay (351). Ultrapetrol (Bahamas) Limited, and its affiliated Debtors filed chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 17-22168 to 17-22198) on February 6, 2017. The petitions were signed by Maria Cecilia Yad, chief financial officer. The Chapter 11 cases are pending before the Hon. Robert D. Drain, and the Debtors have requested joint administration of the cases under Case No. 17-22168. The Debtors have hired Gary D. Ticoll, Esq. and Bruce R. Zirinsky, Esq., at Zirinsky Law Partners PLLC as lead attorneys; Christopher k. Kiplok, Esq., Dustin P. Smith, Esq., and Erin E. Diers, Esq., at Hughes Hubbard & Reed LLP as co-counsel; Seward & Kissel LLP as special corporate counsel; Miller Buckfire & Co. LLC as financial advisor; Pistrelli, Henry Martin Y Asociados S.R.L., as independent auditor; Ernst & Young Paraguay as the Debtors' Paraguayan subsidiaries' independent auditor; AlixPartners International, LLC as financial advisor; and Prime Clerk LLC as claims, noticing and solicitation agent. The Debtors disclosed total assets of $776,586,000 and total debts of $565,953,000 as of Dec. 31, 2016. ULTRAPETROL (BAHAMAS): Unsecured Claims vs. Cornamusa to Get 1.2% ----------------------------------------------------------------- Ultrapetrol (Bahamas) Limited and 30 affiliated subsidiaries filed with the U.S. Bankruptcy Court for the Southern District of New York a supplement to their disclosure statement dated Nov. 30, 2016, referring to the Debtor's amended prepackaged joint plan of reorganization dated Nov. 17, 2017. The Supplement provides disclosure in respect of certain modifications to the Nov. 30 Plan set forth in the Debtors' Amended Prepackaged Joint Plan. Under the Plan, Class 5 General Unsecured Claims are unimpaired. In full and final satisfaction, settlement, release, and discharge of, and in exchange for, each Allowed General Unsecured Claim, on the Effective Date, each holder of an Allowed General Unsecured Claim will, at the discretion of the Debtors and only to the extent the holder's Allowed General Unsecured Claim was not previously paid, pursuant to an order of the Court or otherwise: (a) have its Allowed General Unsecured Claim reinstated as an obligation of the applicable Reorganized Debtor, and be paid in accordance with the ordinary course terms, (b) receive other treatment as may be agreed between the holder and the applicable Reorganized Debtor, or (c) receive other treatment that will render it unimpaired pursuant to section 1124 of the Bankruptcy Code. In the Parent-Excluded Plan (Parent is not a Plan Debtor), holders of Class 12 - General Unsecured Claims against Cornamusa (Corporacion de Navegacion Mundial S.A.) will receive 1.2% of the Amount of its Allowed Class 12 General Unsecured Claim. In exchange for the consideration provided under the Parent-Included Plan, on the Effective Date, (i) New Holdco 1 will receive 100% of shares of New River Business Holding Company Common Stock and (ii) Parent will, among other things, sell and transfer to New Holdco 2 100% of the equity interest in Offshore Business Holding Company. The Confirmation Order shall authorize the Sale Transaction under sections 363, 365, 1123(b)(4), 1129(b)(2)(A)(iii), 1145, and 1146(a) of the Bankruptcy Code under the terms and conditions of the Investment Agreement. Upon Confirmation, the Debtors will be authorized to take any and all actions necessary to consummate the Sale Transaction. In exchange for the consideration provided under the Parent-Excluded Plan, on the Effective Date, New Holdco 1 will receive 100% of the shares of New River Business Holding Company Common Stock and Princely International Finance Corp. (as designee of New Holdco 1) will receive 100% of the shares of New Cornamusa Common Stock. To the extent that any Offshore Lender Cornamusa Claims are (i) Allowed Claims as of the Effective Date or (ii) disputed Claims as of the Effective Date, then on the Effective Date, in accordance with the Investment Agreement and this Plan, Parent shall pay or cause Offshore Business Holding Company or another Offshore Business Entity to pay by wire transfer in immediately available funds to New Holdco 1 or its designee the sum of (i) the aggregate amount that the Reorganized Debtors are distributing on account of any the Allowed Offshore Lender Cornamusa Claims, plus (ii) the aggregate amount that the Reorganized Debtors are reserving on account of any disputed Offshore Lender Cornamusa Claims. If an Offshore Lender Cornamusa Claim is disputed as of the Effective Date and is subsequently disallowed in whole or in part, then New Holdco shall promptly reimburse Parent the difference between the amount reserved on account of Offshore Lender Cornamusa Claim and the amount distributed on account of Allowed Offshore Lender Cornamusa Claim. The Supplement is available at: http://bankrupt.com/misc/nysb17-22168-19.pdf About Ultrapetrol Ultrapetrol is an industrial transportation company serving the marine transportation needs of its clients in the markets on which it focuses. It serves the shipping markets for containers, grain and soy bean products, forest products, minerals, crude oil, petroleum, and refined petroleum products, as well as the offshore oil platform supply market with its extensive and diverse fleet of vessels. These include river barges and pushboats, platform supply vessels, tankers and two container feeder vessels. More information on Ultrapetrol can be found at http://www.ultrapetrol.net/ The Debtors employ approximately 813 personnel located principally in Argentina (462) and Paraguay (351). Ultrapetrol (Bahamas) Limited and 30 affiliated subsidiaries each filed a voluntary petition under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of New York on Feb. 6, 2017, in order to implement an agreement reached with their lenders and bondholders on the terms of a comprehensive debt restructuring. The Chapter 11 cases are pending before the Hon. Robert D. Drain, and the Debtors have requested joint administration of the cases under Case No. 17-22168. The Debtors have hired Zirinsky Law Partners PLLC as lead attorneys, Hughes Hubbard & Reed LLP as legal counsel, Seward & Kissel LLP as special corporate counsel, Miller Buckfire & Co. LLC as financial advisor, Pistrelli, Henry Martin Y Asociados S.R.L. as independent auditor, Ernst & Young Paraguay as the Debtors' Paraguayan subsidiaries' independent auditor, AlixPartners International, LLC, as financial advisor and Prime Clerk LLC as claims, noticing and solicitation agent. UNIQUE MOTORSPORTS: Seeks Court Approval for Cash Collateral Use ---------------------------------------------------------------- Unique Motorsports, Inc., asks the U.S. Bankruptcy Court for the Eastern District of Texas for authorization to use cash collateral. The Debtor owes NextGear Capital approximately $13,307. The indebtedness is secured by all the Debtor's assets and properties. The Debtor is also indebted to CarBucks in the approximate amount of $52,717. The indebtedness is secured by certain personal property belong to the Debtor, including inventory, accounts, chattel paper, general intangibles, and all proceeds, among others. The Debtor relates that NextGear Capital appears to be secured by a first priority lien on and security interest in substantially all of the Debtor's personal property. The Debtor further relates that CarBucks appears to be secured by a second priority lien on and security interest in substantially all of the Debtor's personal property. The Debtor tells the Court that it uses cash on hand and cash flow from operations to fund working capital, capital expenditures, fuel, materials, supplies, and other general corporate purposes. The Debtor further tells the Court that an inability to use such funds during the chapter 11 cases would cripple the Debtor's business operations. The Debtor's proposed Budget provides for total expenses in the amount of $107,950 for February 3, 2017 through February 28, 2017. The Debtor proposes to grant its Secured Lenders additional and replacement security interests and liens to the extent that the Secured Lenders may hold valid, perfected, and unavoidable security interests in the Prepetition Collateral. The Debtor contends that in addition to the Replacement Liens, the Secured Lenders are adequately protected as a result of its continued business operations. A full-text copy of the Debtor's Motion, dated February 3, 2017, is available at http://bankrupt.com/misc/UniqueMotorsports2017_1740218_3.pdf NextGear Capital can be reached at: NEXTGEAR CAPITAL 11799 North College Ave. Camel, IN 46032 E-mail: tammy.noe@nextgearcapital.com CarBucks can be reached at: CARBUCKS 417 Woods Lake Rd. Greenville, SC 29607 Unique Motorsports, Inc. is represented by: Robert T. DeMarco, Esq. Michael S. Mitchell, Esq. DEMARCO MITCHELL, PLLC 1225 W. 15th Street, 805 Plano, TX 75075 Telephone: (972) 578-1400 E-mail: robert@demarcomitchell.com mike@demarcomitchell.com About Unique Motorsports, Inc. Unique Motorsports, Inc. filed a chapter 11 petition (Bankr. E.D. Tex. Case No. 17-40218) on February 3, 2017. The Debtor is represented by Robert T. DeMarco, Esq. and Michael S. Mitchell, Esq., at DeMarco Mitchell, PLLC. The Debtor is a Powerstroke diesel performance and repari facility located in Lewisville, Texas. The Debtor also provides a wide range of other vehicle services, including window tinting, audio video installation, and routine maintenance. The Debtor is also a licensed car dealership with a small inventory of trucks and cars. No trustee or examiner has been appointed, and no official committee of unsecured creditors has yet been established. UNIVERSAL SOFTWARE: Creditors' Panel Hires Posternak as Counsel --------------------------------------------------------------- The Official Committee of Unsecured Creditors of Universal Software Corporation seeks authority from the U.S. Bankruptcy Court for the District of Massachusetts to employ Posternak Blankstein & Lund LLP as counsel to the Committee. The Committee requires Posternak to: a. provide legal advice with respect to the Committee's responsibilities, powers, and duties; b. assist in the Committee's investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtor; c. review, and represent the Committee with respect to pending motions before the bankruptcy Court; d. provide legal advice with respect to a proposed plan of reorganization, the prosecution of avoidance actions or claims against third parties, and any other matters relevant to the case or to the formulation of a plan of reorganization in the bankruptcy case; e. prepare on behalf of the Committee necessary applications, motions, answers, responses, orders, reports, and other legal papers; and f. perform all other legal services to the Committee that may be necessary and proper under Section 1103 of the Bankruptcy Code. Adam J. Ruttenberg, member of Posternak Blankstein & Lund LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) are not creditors, equity security holders or insiders of the Debtor; (b) have not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) do not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Posternak can be reached at: Adam J. Ruttenberg, Esq. POSTERNAK BLANKSTEIN & LUND LLP 800 Boylston Street Boston, MA 02199 Tel: (617) 973-6100 About Universal Software Corporation Universal Software Corporation filed for Chapter 11 protection (Bankr. D. Mass. Case No. 16-40872) on May 18, 2016. The petition was signed by Kishore Deshpande, president. The Debtor is represented by George J. Nader, Esq., at Riley & Dever, P.C. Judge Christopher J. Panos presides over the case. The Debtor estimated assets of $1 million to $10 million and estimated liabilities of $1 million to $10 million. The Office of the U.S. Trustee appointed the Official Committee of Unsecured Creditors on July 1, 2016. The Committee hires Posternak Blankstein & Lund LLP as counsel. US FOODS: S&P Raises CCR to 'BB-' on Deleveraging Forecast ---------------------------------------------------------- S&P Global Ratings said that it raised all of its ratings on Rosemont, Ill.-based US Foods Inc., including its corporate credit rating to 'BB-' from 'B+'. The outlook is positive. S&P raised its issue-level rating on the company's $1.3 billion asset-backed revolving credit facility (ABL) to 'BB+' from 'BB', with a recovery rating of '1', indicating S&P's view that lenders could expect very high (90%-100%) recovery in the event of a payment default. Also, S&P raised its issue-level rating on the company's $2.2 billion senior secured term loan B to 'BB' from 'BB-', with a recovery rating of '2', indicating S&P's view that lenders could expect substantial (lower half of the 70%-90% range) recovery in the event of a payment default. In addition, S&P raised its issue-level rating on the company's $600 million senior unsecured notes to 'B+' from 'B', with a recovery rating of '5', indicating S&P's view that lenders could expect modest (upper half of the 10%-30% range) recovery in the event of a payment default. S&P estimates debt outstanding as of Dec. 31, 2016, was about $3.8 billion. The upgrade reflects S&P's expectation of meaningful credit metric improvement as the company gradually reduces debt, executes on cost-saving initiatives, and grows case volume in the relatively high-margin independent operator segment of the restaurant industry. S&P believes the company will continue to prioritize permanent debt reduction, supported by its public (company defined) leverage target of 3x-3.5x (3.8x at end of 2016). Its cost-reduction initiatives should stimulate gradual margin growth and strengthen profitability. S&P estimates debt to EBITDA can improve to the mid-4x area at fiscal-year-end 2017 but that this is influenced by how much free cash flow the company allocates between acquisitions, debt reduction, and any unexpected shareholder distributions. The upgrade also reflects USF's continued reduction in financial sponsor influence, which S&P believes will support a focus on ongoing debt reduction. The company's sponsors, CD&R and KKR, reduced their ownership to around 28% each through a recent secondary offering, and USF recently appointed two new independent directors to its board. The board is still controlled by the sponsors , but S&P believes they will continue to reduce their influence over the next 12 months. S&P's ratings assume that the company does not adopt a more aggressive financial policy once the financial sponsors relinquish control. S&P's ratings on USF continue to reflect its solid No. 2 position in the highly competitive and fragmented foodservice distribution industry, its low but gradually improving operating margins, and its substantial scale. In S&P's view, USF's broad geographic reach and size provide the company with significant purchasing power relative to many smaller competitors. S&P also recognizes USF's good route density, which further supports its cost advantage over these smaller players. However, USF still lags the scope of industry leader Sysco Corp. Sysco's strong route density and efficient operations have produced industry-leading EBITDA margins above 5%. USF's are just below 4%. Nevertheless, USF's margins are meaningfully higher than those of other foodservice peers, and S&P believes that continued focus on cost efficiencies will result in a gradual strengthening of margins over the near to medium term. Despite continued food cost deflation, industry headwinds, and weakening conditions for USF's key customers in the restaurant industry, S&P believes USF will successfully navigate the intensely competitive environment. This is because S&P believes it will generate modest case volume growth with independent street operators, which are generally more profitable than chain customers. USF is well positioned to capitalize on growing in this segment because of its industry-leading e-commerce platform, which has a substantially higher adoption rate from independent restaurant operators than its competitors'. S&P believes its e-commerce technology strongly supports retention rates of its higher-margin independent restaurant customers and increases order rates. Consequently, USF's superior technology, scale, and operating efficiency should enable it to take further market share in the independent restaurant segment from smaller specialty distributors, as it has in recent years. S&P's forecast for USF incorporates the assumption that U.S. real GDP will grow in the mid-2% area over the next two years. S&P also assumes moderate food cost deflation and weakness in the restaurant industry in 2017, followed by modest inflation and improving conditions for the restaurant industry thereafter. Other assumptions underlying S&P's forecast include: -- Low-single-digit percentage revenue growth in 2017, with modest case volume growth from independent restaurants and a small contribution from acquisitions. S&P expects growth will be offset by modest food cost deflation. S&P expects case volume with chains will be roughly flat. -- EBITDA improves by a mid-single-digit rate in 2017 as the company begins to realize cost savings from pension settlements and restructuring initiatives, partially offset by modest ongoing restructuring charges. -- Acquisitions activity of $100 million-$150 million in each of the next two years. -- Annual capital expenditures (capex) of $190 million- $200 million. Based on S&P's assumptions, it forecasts debt to EBITDA in the mid-4x area, funds from operations (FFO) to debt in the mid-teens, and EBITDA interest coverage in the mid-4x area at the end of fiscal 2017, improving to the low-4x area, mid-teens, and low-5x area, respectively, at the end of fiscal 2018. This compares to the 5x area, low-double-digits, and mid-3x area, respectively, at the end of fiscal 2016. S&P believes USF has adequate liquidity based on the company's good cash flow, solid banking relationships, manageable debt maturities, and meaningful availability under its ABL and receivables financing facilities. S&P expects liquidity sources will exceed uses by around 1.9x over the next 12 months and that sources will continue to exceed uses, even with a 30% decline in EBITDA. While quantitative aspects of the company's liquidity profile qualify it for a stronger assessment, S&P do not feel it meets certain qualitative characteristics, including the likely ability to absorb high-impact, low-probability events without refinancing and generally prudent risk management to maintain strong liquidity. Principal liquidity sources: -- $150 million cash as of Sept. 30, 2016; -- Around $850 million in combined availability under the company's ABL and ABS facilities as of Sept. 30, 2016; and -- Cash FFO of around $600 million. Principal liquidity uses: -- Modest amortization requirements over the next 12 months; -- Around $200 million in seasonal working capital outflows; and -- Around $190 million-$200 million in annual capex. S&P's positive outlook reflects the likelihood that it could raise the ratings on USF over the next 12 months if it further improves and commits to sustaining debt to EBITDA around or below 4.5x. Despite challenging industry conditions (food cost deflation and weakening foot traffic in the restaurant sector), S&P believes the company is well positioned to strengthen credit metrics through improved profitability and cash flow generation. S&P expects that the company will modestly grow revenue by leveraging its superior technology, scale, and operating efficiency to take market share in the independent restaurant segment from smaller competitors, and to expand margins by achieving cost savings from restructuring initiatives implemented in 2016. S&P estimates debt to EBITDA could improve to 4.5x if EBITDA improves about 10%. S&P could revise the outlook to stable if credit metrics do not improve over the next 12 months, including debt to EBITDA sustained around 5x. This could occur if food cost deflation deepens significantly, industry competition intensifies such that competitors become more aggressive on pricing to take market share, or if financial policy becomes more aggressive, including meaningful debt-financed acquisitions. VALLEY FORGE: Mountjoy Chilton Wants Ex-CEO in Negligence Suit -------------------------------------------------------------- A negligence lawsuit by the trustee of Valley Forge Composite Technologies Inc. against Mountjoy Chilton Medley LLP and Thompson Coburn LLP should include the Company's former CEO and others as defendants, Natalie Olivo, writing for Bankruptcy Law360, reports, citing Mountjoy Chilton. Law360 relates that the lawsuit seeks to hold the firms liable for not discovering that the company was selling weapon parts to China. About Valley Forge Valley Forge Composite Technologies, Inc., sought Chapter 11 bankruptcy protection (Banrk. M.D. Pa. Case No. 13-05253) on Oct. 9, 2013. The Company, which produces technology products, is represented by Maurice R. Mitts of Mitts Milavec. The case was converted to a Chapter 7 liquidation on Feb. 18, 2015. The case is assigned to Judge John J. Thomas. VALUEPART INC: Seeks Continued Use of Cash Collateral ----------------------------------------------------- Judge Harlin DeWayne Hale of the U.S. Bankruptcy Court for the Northern District of Texas authorized ValuePart, Incorporated to use the cash collateral of ACF FinCo I LP and Skokie Investrade, Inc. on an interim basis. The Debtor was authorized to use cash collateral to fund working capital, operating expenses, capital expenditures, fixed charges, payroll, and all other general corporate purposes arising in the Debtor's ordinary course of business only as shown on the Budget. The approved 4-week Budget projects total operating disbursements of $793,354 for the week ending February 11, 2017, $682,363 for the week ending February 18, 2017, $993,205 for the week ending February 25, 2017, and $1,043,062 for the week ending March 4, 2017. The Debtor was directed make timely and current monthly payments to ACF FinCo in the amount of $50,000 plus accrued interest at the non-default rate in the amount approximated in the Budget as Adequate Protection for Ares. ACF FinCo and Skokie Investrade were each granted replacement liens and security interests in all of the Debtor's assets, specifically including all cash proceeds arising from such accounts and inventory acquired by the Debtor after the Petition Date, in the same nature, extent, priority, and validity that existed on the Petition Date ,in the amount equal to the aggregate diminution in value of the prepetition collateral to the extent of their interests therein. ACF FinCo and Skokie Investrade were also granted a superpriority administrative expense claim under Sections 503 and 507 of the Bankruptcy Code to the extent that the adequate protection provided pursuant to the Fifth Interim Order proves to be inadequate. The Debtor and the Official Committee of Unsecured Creditors were directed to file their objection to any Proof of Claim and any action, objection or challenge to the validity, priority, and enforceability of ACF FinCo's liens by no later than May 1, 2017. An interim hearing to consider further use of cash collateral is scheduled on February 27, 2017, at 1:30 p.m. A full-text copy of the Fifth Interim Order, dated February 7, 2017, is available at http://tinyurl.com/gppckyk About Valuepart Incorporated ValuePart, Incorporated filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 16-34169), on Oct. 27, 2016. The petition was signed by Isa Passini, vice president. The case is assigned to Judge Harlin DeWayne Hale. The Debtor estimated assets and liabilities at $10 million to $50 million. ValuePart is a Chicago-based distributor of aftermarket replacement parts for off-highway earthmoving equipment manufacturers such as Caterpillar, Case, Komatsu, Deere, International, Bobcat and Hitachi, along with many others. At the time of the bankruptcy filing, the Debtor operated from eight locations in Illinois, Texas, Nevada, Washington, Ohio, Georgia, Vancouver and Toronto, and employed approximately 70 employees. Although headquartered in Vernon Hills, Illinois, the Debtor's largest distribution center is located in Dallas, Texas. The Debtor is represented by Marcus Alan Helt, Esq., Mark C. Moore, Esq. and Thomas C. Scannell, Esq., at Gardere Wynne Sewell LLP. The Debtor's Restructuring Advisor is CR3 Partners, LLC; and the Debtor's Claims and Noticing Agent is Upshot Services LLC. The Office of the U.S. Trustee appointed these creditors to serve on the Official Committee of Unsecured Creditors: Federal Mogul, Kunshan Taiheiya Precision Machinery, Pukdoo Industrial Co., Ltd, and Modena Parts S.R.L. VANGUARD HEALTHCARE: Fights to Keep Fraud Claims in Bankr. Court ---------------------------------------------------------------- Rick Archer, writing for Bankruptcy Law360, reports that Vanguard Healthcare LLC on Wednesday objected to an attempt by the federal government to move the False Claims Act claims against the Debtor from bankruptcy court to district court. Law360 recalls that the federal and Tennessee state governments said in a joint motion filed in January 2017 that the claims that the Debtor defrauded them involve issues that can only be resolved in district court. About Vanguard Healthcare Vanguard is a long-term care provider headquartered in Brentwood, Tennessee, providing rehabilitation and skilled nursing services at 14 facilities in four states (Florida, Mississippi, Tennessee and West Virginia). Vanguard Healthcare, LLC, and 17 of its subsidiaries each filed a Chapter 11 bankruptcy petition (Bankr. M.D Tenn. Lead Case No. 16-03296) on May 6, 2016. The petitions were signed by William D. Orand, the CEO. The cases are assigned to Judge Randal S. Mashburn. Vanguard estimated assets in the range of $100 million to $500 million and liabilities of up to $100 million. The Debtors have hired Bradley Arant Boult Cummings LLP as counsel and BMC Group as noticing agent. The U.S. Trustee for Region appointed seven creditors of Vanguard Healthcare, LLC, to serve on the official committee of unsecured creditors. The committee members are Kindred Nursing Centers East, L.L.C., Medline Industries, Inc., Healthcare Services Group, Inc., Kirk F. Hebert, Signature Healthcare, LLC, et al., Express Courier, and Rezult Group, Inc. VANGUARD NATURAL: In Talks to Sell Non-Core Assets for $84-Mil. --------------------------------------------------------------- Vanguard Natural Resources, LLC, continues to negotiate with various parties regarding potential transactions to restructure the Company's capital structure, according to a Form 8-K report filed with the Securities and Exchange Commission. The Company said it is contemplating a potential sale of non-core assets located in Glasscock County, Texas. The Company is currently in discussions with third parties regarding such third parties becoming a stalking horse bidder with an approximate sale price of $84 million. Such Potential Asset Sale is subject to (i) negotiation of a mutually acceptable purchase and sale agreement and (ii) the procedures and requirements set forth in Section 363 of the Bankruptcy Code. Any sale will be subject to approval by the Bankruptcy Court and would be subject to higher and better offers. About Vanguard Natural Resources Vanguard Natural Resources, LLC -- http://www.vnrllc.com/-- is a publicly traded limited liability company focused on the acquisition, production and development of oil and natural gas properties. Vanguard's assets consist primarily of producing and non-producing oil and natural gas reserves located in the Green River Basin in Wyoming, the Permian Basin in West Texas and New Mexico, the Gulf Coast Basin in Texas, Louisiana, Mississippi and Alabama, the Anadarko Basin in Oklahoma and North Texas, the Piceance Basin in Colorado, the Big Horn Basin in Wyoming and Montana, the Arkoma Basin in Arkansas and Oklahoma, the Williston Basin in North Dakota and Montana, the Wind River Basin in Wyoming, and the Powder River Basin in Wyoming. Vanguard Natural Resources, LLC and certain subsidiaries filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of Texas on Feb. 2, 2017. The Chapter 11 Cases are being administered under the caption In re Vanguard Natural Resources, et al. Case No. 17-30560. The Chapter 11 cases are assigned to Hon. Judge Marvin Isgur. The Debtors listed total assets of $1.54 billion and total debts of $2.3 billion as of Feb. 1, 2017. Paul Hastings LLP is serving as legal counsel and Evercore Partners is acting as financial advisor to Vanguard. Opportune LLP is the Company's restructuring advisor. Prime Clerk LLC is serving as claims and noticing agent. VAPOR CORP: May Offer 100 Billion Common Shares Under Equity Plan ----------------------------------------------------------------- Vapor Corp. filed with the Securities and Exchange Commission a Form S-8 registration statement to register 100,000,000,000 shares of common stock, $0.0001 par value per share, issuable under the Vapor Corp. 2015 Equity Incentive Plan. The Registration Statement has been prepared in accordance with the requirements of Form S-8 under the Securities Act of 1933, as amended, to: * register 100,000,000,000 shares of its common stock, par value $0.0001 per share, issuable pursuant to the Plan; and * include a reoffer prospectus that forms a part of the Registration Statement relating to the resale of "control securities" and/or "restricted securities" that have been or will be acquired under the Plan by certain of the Company's officers and directors, who are the selling stockholders identified in the reoffer prospectus. The Company will not receive any proceeds from the sale of the shares hereunder. However, the Company will receive the proceeds, if any, from the exercise of the options granted under the Plans. The Company's common stock is quoted on the OTC Pink Sheets under the symbol "VPCO." On Feb. 7, 2017, the closing sales price for the Company's common stock on the OTC Pink Sheets was $0.0001 per share. On Nov. 21, 2016, the Company's Board of Directors approved an amendment to the Company's 2015 Equity Incentive Plan to increase the number of shares of its common stock reserved for future awards under the Plan to 100,000,000,000. Following the amendment, a total of 17,000,000,000 shares were available for future awards under the Plan. A full-text copy of Form S-8 prospectus is available for free at: https://is.gd/GBfn1V About Vapor Corp Vapor Corp. operates 20 vape stores in the Southeastern United States and online where it sells vaporizers, liquids for vaporizers and e-cigarettes. The Company also designs, markets and distributes electronic cigarettes, vaporizers, e-liquids and accessories under the Vapor X, Hookah Stix, Vaporin, Krave, and Honey Stick brands. "Electronic cigarettes" or "e-cigarettes," and "vaporizers" are battery-powered products that enable users to inhale nicotine vapor without fire, smoke, tar, ash, or carbon monoxide. The Company also designs and develops private label brands for its distribution customers. Third party manufacturers manufacture the Compoany's products to meet its design specifications. The Company markets its products as alternatives to traditional tobacco cigarettes and cigars. In 2014, as a response to market product demand changes, Vapor began to shift its primary focus from electronic cigarettes to vaporizers. Vapor Corp reported a net loss allocable to common shareholders of $36.26 million in 2015 following a net loss allocable to common shareholders of $13.85 million in 2014. As of Sept. 30, 2016, Vapor Corp. had $20.76 million in total assets, $48.72 million in total liabilities and a total stockholders' deficit of $27.95 million. Marcum LLP, in New York, NY, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that Company has incurred net losses and needs to raise additional funds to meet its obligations and sustain its operations. In addition, the Company currently does not have enough authorized common shares to settle all of its outstanding warrants if those warrants were exercised pursuant to their cashless exercise provisions. As a result, the Company could be required to settle a portion of these warrants with cash. These conditions, the auditors said, raise substantial doubt about the Company's ability to continue as a going concern. VEGA ALTA: Plan Confirmation Hearing on March 22 ------------------------------------------------ The Hon. Edward A Godoy of the U.S. Bankruptcy Court for the District of Puerto Rico has conditionally approved Vega Alta Community Health, Inc.'s disclosure statement filed on Feb. 5, 2017. A hearing for the consideration of the final approval of the Disclosure Statement and the confirmation of the Plan will be held on March 22, 2017, at 9:00 a.m. Objections to the final approval of the Disclosure Statement and the confirmation of the Plan must be filed on or before 14 days prior to the date of the hearing on confirmation of the Plan. Acceptances or rejections of the Plan may be filed in writing by the holders of all claims on or before 14 days prior to the date of the hearing on confirmation of the Plan. The Debtor will file with the Court a statement setting forth compliance with each requirement in section 1129, the list of acceptances and rejections and the computation of the same, within seven working days before the hearing on plan confirmation. About Vega Alta Vega Alta Community Health, Inc., based in Catano, PR, filed a Chapter 11 petition (Bankr. D.P.R. Case No. 16-08128) on Oct. 11, 2016. Jaime Rodriguez Perez, at Jaime Rodriguez Law Office, PSC, serves as bankruptcy counsel. In its petition, the Debtor listed $25,582 in assets and $1.47 million in liabilities. The petition was signed by Luis M Gonzalez Bermudez, president. VERTEX ENERGY: Inks $30-Mil. Credit Facility with Encina Business ----------------------------------------------------------------- Vertex Energy, Inc. has entered into funding agreements with Encina Business Credit, LLC (EBC) providing for up to $30 million of senior secured debt. The financing, which is comprised of a revolving line of credit, a funded term loan and a delayed draw term loan, will be used to refinance certain of the Company's existing indebtedness and to provide working capital for growth. Vertex's Chief Executive Officer, Benjamin P. Cowart said, "The refinance of the company's prior credit facility reflects our belief in the future growth of the company. We believe that this step was necessary in ensuring that we clean up our balance sheet, which includes paying off both of our prior lenders, consolidating our debt into one facility and strengthening our cash position." Mr. Cowart, added, "With the financing completed, we were able to close on the acquisition of the assets of a small collection company in Louisiana. With approximately 90 million gallons of processing capacity, we believe that our collections vertical is key to our growth. Our self-collected gallons today are approximately 20% of our overall production. We anticipate increasing this to 25% in 2017, while we expand our overall production volumes." Mr. Cowart concluded, "We believe that we are well-positioned to grow our business in 2017. Our goal for growth involves expanding collections, increasing production volumes and moving to higher margin products, all of which are underway." A full-text copy of the Credit Agreement is available at the Securities and Exchange Commission website at https://is.gd/7ImoVt About Vertex Energy Vertex Energy, Inc. (VTNR) -- http://www.vertexenergy.com/-- is a refiner and marketer of high-quality specialty hydrocarbon products. With headquarters in Houston, Texas, Vertex processing facilities are located in Houston (TX), Marrero (LA) and Columbus (OH). Vertex reported a net loss of $22.51 million for the year ended Dec. 31, 2015, compared to a net loss of $5.87 million for the year ended Dec. 31, 2014. As of Sept. 30, 2016, Vertex had $86.24 million in total assets, $25.72 million in total liabilities, $22.13 million in temporary equity and $38.38 million in total equity. Hein & Associates LLP, in Houston, Texas, issued a "going concern" qualification on the Company's consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has a working capital deficit of $12.19 million, has suffered losses from operations and is at risk of default of its debt agreements. This raises substantial doubt about the Company's ability to continue as a going concern. VESTCOM INTERNATIONAL: S&P Affirms Then Withdraws 'B' CCR --------------------------------------------------------- S&P Global Ratings affirmed its 'B' corporate credit rating on Little Rock, Ark.-based Vestcom International Inc. The outlook is stable. S&P subsequently withdrew the rating at the company's request. S&P also withdrew all issue-level ratings on Vestcom International Inc.'s debt, following repayment. Rationale The withdrawal reflects the completion of Charlesbank Capital Partners LLC's acquisition of Vestcom International Inc.'s parent company, which resulted in the repayment of Vestcom International Inc.'s debt. Ratings List Ratings Affirmed Vestcom International Inc. Corporate Credit Rating B/Stable/-- Ratings Withdrawn To From Vestcom International Inc. Senior Secured First Lien NR B+ Recovery Rating NR 2H Senior Secured Second Lien NR CCC+ Recovery Rating NR 6 Ratings Withdrawn as Second Action To From Vestcom International Inc. Corporate Credit Rating NR B/Stable/-- VIOLIN MEMORY: Selling or Alternatively Abandoning Office Equipment ------------------------------------------------------------------- Violin Memory, Inc., asks the U.S. Bankruptcy Court for the District of Delaware to authorize the sale, or alternatively, abandonment of office equipment. The Debtor requests the hearing on the Motion to be set for Feb. 15, 2017 at 2:00 p.m. (ET) and the objection deadline for Feb. 14, 2017 at 4:00 p.m. (ET). The Debtor's current lease agreement expires on Feb. 28, 2017. The Debtor is in the process of vacating the office space of its headquarters located at 4555 Great America Parkway, Suite 150, Santa Clara, California ("Premises"). In order for the Debtor to vacate the Premises, there will be property owned by the Debtor, including cubicles, desks, chairs, tables, and other furnishings ("Office Equipment"), that will need to be disposed by either sale or abandonment. Limited expressions of interest have been received on certain Office Equipment which, if consummated, would generate proceeds of less than $5,000; more importantly, it avoids the cost of paying someone to dismantle and dispose of the Office Equipment. Furthermore, selling or abandoning such Office Equipment will permit the Debtor to return a portion of the leased property back to the lessor, saving the estate over $100,000 per month. The Office Equipment is a burden to the estate. Because the Debtor is vacating the Premises, it seeks authority to sell or abandon the Office Equipment prior to the end of the month of February 2017. Accordingly, the Office Equipment should be sold, or alternatively, abandoned as the Debtor deems appropriate. The Debtor proposes to sell the Office Equipment for the highest and best offer received, taking into consideration the exigencies and circumstances in each such sale, under these Office Equipment Sale Procedures: a. With regard to sales of the Office Equipment in any individual transaction or series of related transactions to a single buyer or a group of related buyers with an aggregate selling price equal to or less than $50,000: i. The Debtor is authorized to consummate such transaction(s) without further order of the Court or notice to any party if the Debtor determines in the reasonable exercise of its business judgment that such sales are in the best interests of the estate; and ii. Any such transaction shall be free and clear of all liens, with any such Liens attaching only to the sale proceeds with the same validity, extent and priority as had attached to the Office Equipment immediately prior to such sale. b. With regard to sales of the Office Equipment in any individual transaction or series of related transactions to a single buyer or a group of related buyers with an aggregate selling price greater than $ 50,000 and up to or equal to $500,000: i. The Debtor is authorized to consummate such transaction(s) without further order of the Court if the Debtor determines in the reasonable exercise of its business judgment that such sales are in the best interests of the estate, subject to the procedures set forth; ii. The Debtor will give written Sale Notice to (a) the Office of the U.S. Trustee; (b) the Committee; and (c) those parties requesting notice at least 7 business days prior to the closing of such sale; iii. The Sale Notice will identify (a) the Office Equipment being sold, (b) the purchaser of the assets, (c) the purchase price, and (d) the significant terms of the sale agreement; iv. If no written objections from any of the Notice Parties are filed within 7 business days after the date of receipt of such Sale Notice, then the Debtor is authorized to immediately consummate such sale free and clear of all Liens; and v. If any Notice Party files a written objection to any such sale with the Court within 7 business days after receipt of such Sale Notice, then the relevant Office Equipment will only be sold upon either the consensual resolution of the objection by the parties in question or further order of the Court after notice and a hearing. Notwithstanding the foregoing, the Debtor is mindful of its duty to maximize the value of its estate and will use commercially reasonable efforts to market the Office Equipment proposed to be sold in an effort to obtain the highest consideration for all of its assets. To the extent such Office Equipment cannot be sold at a price greater than the cost of liquidating such assets, the Debtor seeks authority to abandon such Office Equipment in exercise of its reasonable business judgment. The Debtor respectfully asks that the Court grants the relief requested, and such other and further relief as the Court deems just and proper, both at law and in equity. About Violin Memory Violin Memory, Inc., develops and supplies memory-based storage systems for high-speed applications, servers and networks in the Americas, Europe and the Asia Pacific. Founded in 2005, the Company is headquartered in Santa Clara, California. Violin Memory sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 16-12782) on Dec. 14, 2016. The petition was signed by Cory J. Sindelar, chief financial officer. At the time of the filing, the Debtor disclosed $38.93 million in assets and $145.4 million in liabilities. Pillsbury Winthrop Shaw Pittman LLP serves as the Debtor's legal counsel while Bayard, P.A., serves as co-counsel. The Debtor has hired Houlihan Lokey Capital, Inc., as financial advisor and investment banker. Prime Clerk LLC serves as administrative advisor. The U.S. Trustee, on Dec. 27, 2016, named three creditors to serve on the official committee of unsecured creditors Wilmington Trust, N.A., Clinton Group, Inc., and Forty Niners SC Stadium Company LC. The Committee hires Cooley LLP as lead counsel, and Elliot Greenleaf as its Delaware counsel. * * * According to Matt Chiappardi at Bankruptcy Law360, Violin Memory told the Bankruptcy Court on Jan. 30 that a unit of major creditor Soros Fund Management LLC put in the winning bid for its assets with an offer valued at least $14.5 million, but it needs more time to negotiate terms of a Chapter 11 plan sponsorship agreement. Violin Memory filed with the Bankruptcy Court a notice identifying VM Bidco LLC as the winner of its three-day auction in New York. VIOLIN MEMORY: Wants $8-Million DIP Loan From VM Bidco ------------------------------------------------------ Violin Memory, Inc., asks the U.S. Bankruptcy Court for the District of Delaware for authorization to obtain secured postpetition financing from VM Bidco, LLC, also known as Soros. The Debtor relates that it commenced its chapter 11 case under significant liquidity constraints and with a primary objective of preserving value for its estate and creditors by effectuating a sale of substantially all of its assets as expeditiously as possible. The Debtor further relates that with the support of key creditors and constituencies, and in accordance with the sale process approved by the Court, the Debtor engaged in an extensive marketing process that resulted in several bids and a competitive auction between qualified bidders conducted on January 23-26, 2017. At the auction, the Debtor determined that the highest and best value for the Debtor's estate and its creditors would be obtained under a proposal from Soros, which is an affiliate of an investment fund that holds $25.65 million of the Debtor's outstanding convertible notes, whose investment adviser is Soros Fund Management LLC. The Debtor notes that among other things, the proposal from Soros includes: (i) cash for recoveries equivalent to $15 million to the Debtor’s creditors under a plan of reorganization in which a Soros affiliate will receive all equity interests in the reorganized Debtor in lieu of cash for its claims, and (ii) the DIP Facility to finance the Debtor's continued operations and restructuring efforts to consummate this plan, pursuant to which the DIP Facility will be converted into an exit facility and will therefore not affect recoveries to creditors. The material terms of the DIP Facility, among others, are: (1) Amount/Facility: $8,000,000 non-amortizing term loan debtor-in-possession credit facility. (2) Security: Subject to certain excluded assets and carve-outs, the DIP Facility will be accorded superpriority administrative expense claim status and be secured by a first-priority security interest in all of the Debtor's assets. (3) Maturity Date: The earliest to occur of: (a) August 30, 2017; (b) the effective date of a plan of reorganization; (c) the occurrence of an event of default under the DIP Credit Agreement or the acceleration of the obligations under the DIP Facility; (d) the consummation of any transaction other than the transaction contemplated by the Soros Proposal; (e) the entry of an order by the Court granting: (i) relief from the automatic stay permitting foreclosure of any assets of the Debtor with a value in excess of $100,000 in the aggregate; (ii) a motion or other pleading filed, supported and/or not opposed by the Debtor requesting the appointment of a trustee or an examiner with special powers; or (iii) a motion for the dismissal or conversion of the bankruptcy case; and (f) the filing or support by the Debtor of any Alternate Transaction that does not provide for indefeasible payment in full, in cash of all obligations owing under the DIP Facility. (4) Availability: Up to $3,100,000 will be available to the Debtor upon entry of the Interim Order; up to $3,000,000 will be available to the Debtor upon entry of the Final Order; with incremental availability of up to $1,900,000 subject to the conditions in the DIP Agreement. (5) Interest Rate: LIBOR (subject to a 1.00% floor) + 9.00% per annum, payable in kind. (6) Default Rate: Additional 2% per annum, payable in cash. The Debtor asserts that the Soros Proposal offers the only feasible means for the Debtor to confirm a plan of reorganization. The Debtor further asserts that it does not have sufficient liquidity without the DIP Facility to continue operations beyond February 10, 2017 or to consummate the Soros Proposal, which offers the highest and best value for creditors. The Debtor adds that absent the DIP Facility, the Debtor lacks the liquidity to reorganize and must either immediately close on the backup bid from its sale process, for a sale of substantially all of its assets pursuant to section 363, or immediately shut down operations. A full-text copy of the Debtor's Motion, dated Feb. 6, 2017, is available at http://bankrupt.com/misc/ViolinMemory2016_1612782lss_190.pdf About Violin Memory, Inc. Violin Memory, Inc., develops and supplies memory-based storage systems for high-speed applications, servers and networks in the Americas, Europe and the Asia Pacific. Founded in 2005, the Company is headquartered in Santa Clara, California. Violin Memory sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 16-12782) on Dec. 14, 2016. The petition was signed by Cory J. Sindelar, chief financial officer. At the time of the filing, the Debtor disclosed $38.93 million in assets and $145.4 million in liabilities. Pillsbury Winthrop Shaw Pittman LLP serves as the Debtor's legal counsel while Justin R. Alberto, Esq. and Scott D. Cousins, Esq., at Bayard, P.A., serves as co-counsel. The Debtor has hired Houlihan Lokey Capital, Inc., as financial advisor and investment banker. Prime Clerk LLC serves as administrative advisor. The U.S. Trustee, on Dec. 27, 2016, named three creditors to serve on the official committee of unsecured creditors Wilmington Trust, N.A., Clinton Group, Inc., and Forty Niners SC Stadium Company LC. The Committee hires Cooley LLP as lead counsel, and Elliot Greenleaf as its Delaware counsel. * * * According to Matt Chiappardi at Bankruptcy Law360, Violin Memory told the Bankruptcy Court on Jan. 30, 2017, that a unit of major creditor Soros Fund Management LLC put in the winning bid for its assets with an offer valued at least $14.5 million, but it needs more time to negotiate terms of a Chapter 11 plan sponsorship agreement. Violin Memory filed with the Bankruptcy Court a notice identifying VM Bidco LLC as the winner of its three-day auction in New York. W&T OFFSHORE: Franklin Resources Holds 30% Stake as of Dec. 31 -------------------------------------------------------------- Franklin Resources, Inc., Charles B. Johnson, Rupert H. Johnson, Jr. and Franklin Advisers, Inc., reported in an amended Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2016, they beneficially own 41,120,915 shares of common stock, par value $0.00001, of W&T Offshore, Inc., representing 30 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at https://is.gd/Au8enG About W&T Offshore Based in Houston, Texas, W&T Offshore, Inc., is an independent oil and natural gas producer, active in the exploration, development and acquisition of oil and natural gas properties in the Gulf of Mexico. In October 2015, the Company disposed of substantially all of its onshore oil and natural gas interests with the sale of its Yellow Rose field in the Permian Basin. The Company retained an overriding royalty interest in the Yellow Rose field production. W&T Offshore, Inc. is a Texas corporation originally organized as a Nevada corporation in 1988, and successor by merger to W&T Oil Properties, Inc., a Louisiana corporation organized in 1983. The Company's interest in fields, leases, structures and equipment are primarily owned by the parent company, W&T Offshore, Inc. and its wholly-owned subsidiary, W & T Energy VI, LLC, a Delaware limited liability company. W&T Offshore reported a net loss of $1.04 billion in 2015 following a net loss of $11.66 million in 2014. As of Sept. 30, 2016, W&T Offshore had $832.6 million in total assets, $1.51 billion in total liabilities and a total shareholders' deficit of $678.0 million. * * * As reported by the TCR on Sept. 23, 2016, S&P Global Ratings raised the corporate credit rating on Houston-based oil and gas exploration and production company W&T Offshore Inc. to 'CCC' from 'SD'. At the same time, S&P raised the issue-level rating on the company's 8.5% senior unsecured notes due 2019 to 'CC' from 'D'. WEATHERFORD INTERNATIONAL: Invesco Reports 6.3% Stake as of Dec. 30 ------------------------------------------------------------------- Invesco Ltd., in its capacity as investment adviser, reported in a regulatory filing with the Securities and Exchange Commission that as of Dec. 30, 2016, it may be deemed to beneficially own 62,228,000 shares of common stock of Weatherford International PLC representing 6.3 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at: https://is.gd/OxBnIL About Weatherford Ireland-based Weatherford International plc (NYSE: WFT) -- http://www.weatherford.com/-- is one of the largest multinational oilfield service companies providing innovative solutions, technology and services to the oil and gas industry. The Company operates in over 100 countries and has a network of approximately 1,000 locations, including manufacturing, service, research and development, and training facilities and employs approximately 31,000 people. As of Sept. 30, 2016, Weatherford had $12.63 billion in total assets, $10.25 billion in total liabilities and $2.38 billion in total shareholders' equity. Weatherford reported a net loss attributable to the Company of $1.98 billion for the year ended Dec. 31, 2015, following a net loss of attributable to the Company of $584 million for the year ended Dec. 31, 2014. * * * In November 2016, Fitch Ratings has downgraded the ratings for Weatherford and its subsidiaries, including the companies' Long-Term Issuer Default Ratings (IDRs) to 'CCC' from 'B+'. In November 2016, S&P Global Ratings lowered its corporate credit rating on Weatherford International to 'B+' from 'BB-'. "The downgrade reflects our revised free operating cash flow estimates for Weatherford following weaker-than-anticipated cash inflows in the third quarter," said S&P Global Ratings credit analyst Carin Dehne-Kiley. WHEATON LLC: Case Summary & 2 Unsecured Creditors ------------------------------------------------- Debtor: Wheaton LLC fka Plazdex LLC 9927 Stephen Decatur Hwy F20 Ocean City, MD 21842 Case No.: 17-11789 Chapter 11 Petition Date: February 10, 2017 Court: United States Bankruptcy Court District of Maryland (Baltimore) Judge: Hon. Thomas J. Catliota Debtor's Counsel: Ronald J Drescher, Esq. DRESCHER & ASSOCIATES 4 Reservoir Circle, Suite 107 Baltimore, MD 21208 Tel: (410)484-9000 E-mail: ecfdrescherlaw@gmail.com rondrescher@drescherlaw.com Total Assets: $1.5 million Total Liabilities: $936,689 The petition was signed by Paul Palitti, sole member. A copy of the Debtor's list of two unsecured creditors is available for free at http://bankrupt.com/misc/mdb17-11789.pdf WOLVERINE WORLD: Egan-Jones Cuts Sr. Unsec. Ratings to BB --------------------------------------------------------- Egan-Jones Ratings, on Jan. 17, 2017, lowered the senior unsecured ratings on debt issued by Wolverine World Wide Inc to BB from BB+. Wolverine World Wide, Inc. or Wolverine Worldwide is an American footwear manufacturer based in Rockford, Michigan, known for their own brand, Wolverine Boots and Shoes, as well as their subsidiaries such as Hush Puppies and Merrell. ZALER POP: Has Until Aug. 2 to File Plan Outline ------------------------------------------------ The U.S. Bankruptcy Court for the Western District of Pennsylvania has given Zaler Pop Holdings of Wilkinsburg LLC until Aug. 2, 2017, to file a disclosure statement referring to the Debtor's plan of reorganization. Zaler Pop Holdings of Wilkinsburg LLC filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 17-20390) on Feb. 3, 2017. Judge Thomas P. Agresti presides over the case. The Debtor is represented by: J. Michael Baggett, Esq. MCCANN GARLAND RIDALL & BURKE 11 Stanwix Street Suite 1030 Pittsburgh, PA 15222 Tel: (412) 566-1818 Fax : (412) 566-1817 E-mail: BAGGETTMJ@aol.com [*] Moody's: Global Speculative-Grade Default Rate Up in January ---------------------------------------------------------------- Moody's global speculative-grade default rate closed at 4.6% for the trailing 12-month period ended Jan. 31, 2017, up from 4.5% the prior month, the rating agency says in its latest global default monitor. Moody's expects the global speculative-grade default rate to fall to 3.0% by the end of this year, which if realized will be below its long-term average of 4.3%. In the US, the comparable rate is anticipated to reach 3.6% and in Europe, 2.0% by the end of the 2017. "After an elevated pace of defaults in the first half of 2016 as many energy companies suffered from the slump in oil prices, defaults eased in the second half as oil prices rose," said Sharon Ou, a Moody's Vice President and Senior Credit Officer. "Going into 2017, Moody's expects defaults in the energy sector to continue to abate, since many weak companies have already defaulted and remaining firms are for the most part healthier." In the year ahead, Moody's expects the oil and gas sector to fall to eighth place globally in terms of default rates, Ou says. In the US, the metals and mining sector is likely to see the highest rate of defaults, and in Europe the retail sector will be the most troubled in terms of default risk. In the opening month of 2017, there were 10 defaults among Moody's-rated global speculative-grade issuers. Four of the defaulting companies were from the oil and gas sector; they included Bonanza Creek Energy Inc., which filed for bankruptcy. The largest default in January was telecom concern Avaya Inc., which had around $6 billion of rated debt. US issuers accounted for half of January's defaults, and European firms for two. Meanwhile, in the leveraged loan market, Moody's recorded six defaults in January, with four from the US. The issuer-weighted US loan default rate finished the month at 2.7%, down slightly from 2.8% at year-end 2016. And in the high-yield market the global bond default rate closed at 3.5% in January on a dollar-volume basis, unchanged from the prior month. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ABSOLUTE SOFTWRE ABT2EUR EU 98.6 (49.8) (31.0) ABSOLUTE SOFTWRE OU1 GR 98.6 (49.8) (31.0) ABSOLUTE SOFTWRE ABT CN 98.6 (49.8) (31.0) ABSOLUTE SOFTWRE ALSWF US 98.6 (49.8) (31.0) ADVANCED EMISSIO OXQ1 GR 40.5 (0.3) (1.4) ADVANCED EMISSIO ADES US 40.5 (0.3) (1.4) ADVANCEPIERRE FO APFHEUR EU 1,210.5 (329.7) 254.3 ADVANCEPIERRE FO APFH US 1,210.5 (329.7) 254.3 ADVANCEPIERRE FO 1AC GR 1,210.5 (329.7) 254.3 AEROJET ROCKETDY GCY TH 1,952.0 (63.9) 82.6 AEROJET ROCKETDY AJRDEUR EU 1,952.0 (63.9) 82.6 AEROJET ROCKETDY GCY GR 1,952.0 (63.9) 82.6 AEROJET ROCKETDY AJRD US 1,952.0 (63.9) 82.6 AGENUS INC AGEN US 174.8 (21.0) 74.7 AGENUS INC AJ81 TH 174.8 (21.0) 74.7 AGENUS INC AGENEUR EU 174.8 (21.0) 74.7 AGENUS INC AJ81 GR 174.8 (21.0) 74.7 ALPINE 4 TECHNOL ALPP US 11.1 (0.7) (0.3) ALTERNATE HEALTH AHG CN 0.0 (0.0) (0.0) AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) ANGIE'S LIST INC ANGIEUR EU 159.9 (8.8) (33.9) ANGIE'S LIST INC ANGI US 159.9 (8.8) (33.9) ANGIE'S LIST INC 8AL GR 159.9 (8.8) (33.9) ARIAD PHARM ARIA US 676.6 (46.3) 240.4 ARIAD PHARM APS QT 676.6 (46.3) 240.4 ARIAD PHARM APS GR 676.6 (46.3) 240.4 ARIAD PHARM ARIAEUR EU 676.6 (46.3) 240.4 ARIAD PHARM ARIA SW 676.6 (46.3) 240.4 ARIAD PHARM ARIACHF EU 676.6 (46.3) 240.4 ARIAD PHARM APS TH 676.6 (46.3) 240.4 ARRAY BIOPHARMA AR2 GR 166.9 (52.1) 93.8 ARRAY BIOPHARMA AR2 TH 166.9 (52.1) 93.8 ARRAY BIOPHARMA ARRY US 166.9 (52.1) 93.8 ARRAY BIOPHARMA AR2 QT 166.9 (52.1) 93.8 ARRAY BIOPHARMA ARRYEUR EU 166.9 (52.1) 93.8 ASCENT SOLAR TEC ASTIEUR EU 12.4 (12.1) (14.5) ASPEN TECHNOLOGY AZPN US 267.4 (192.9) (226.6) ASPEN TECHNOLOGY AST GR 267.4 (192.9) (226.6) ASPEN TECHNOLOGY AZPNEUR EU 267.4 (192.9) (226.6) ASPEN TECHNOLOGY AST TH 267.4 (192.9) (226.6) AUTOZONE INC AZ5 GR 8,742.5 (1,895.2) (481.5) AUTOZONE INC AZ5 TH 8,742.5 (1,895.2) (481.5) AUTOZONE INC AZOEUR EU 8,742.5 (1,895.2) (481.5) AUTOZONE INC AZO US 8,742.5 (1,895.2) (481.5) AUTOZONE INC AZ5 QT 8,742.5 (1,895.2) (481.5) AVID TECHNOLOGY AVD GR 262.9 (272.7) (91.6) AVID TECHNOLOGY AVID US 262.9 (272.7) (91.6) AVISTA HEALTH-A AHPA US 0.8 (0.0) (0.7) AVISTA HEALTHCAR AHPAUEUR EU 0.8 (0.0) (0.7) AVISTA HEALTHCAR AWF GR 0.8 (0.0) (0.7) AVISTA HEALTHCAR AHPAU US 0.8 (0.0) (0.7) AVON - BDR AVON34 BZ 3,905.5 (336.4) 853.1 AVON PRODUCTS AVP QT 3,905.5 (336.4) 853.1 AVON PRODUCTS AVP TH 3,905.5 (336.4) 853.1 AVON PRODUCTS AVP US 3,905.5 (336.4) 853.1 AVON PRODUCTS AVP GR 3,905.5 (336.4) 853.1 AVON PRODUCTS AVP CI 3,905.5 (336.4) 853.1 AVON PRODUCTS AVP* MM 3,905.5 (336.4) 853.1 AXIM BIOTECHNOLO AXIM US 1.2 (3.2) (3.0) BARRACUDA NETWOR CUDAEUR EU 453.7 (5.0) (3.8) BARRACUDA NETWOR 7BM GR 453.7 (5.0) (3.8) BARRACUDA NETWOR CUDA US 453.7 (5.0) (3.8) BASIC ENERGY SVS BAS US 1,003.0 (152.3) (869.2) BASIC ENERGY SVS B8JN GR 1,003.0 (152.3) (869.2) BASIC ENERGY SVS BASEUR EU 1,003.0 (152.3) (869.2) BASIC ENERGY SVS B8JN TH 1,003.0 (152.3) (869.2) BENEFITFOCUS INC BNFT US 153.4 (35.4) 4.3 BENEFITFOCUS INC BTF GR 153.4 (35.4) 4.3 BLUE BIRD CORP BLBD US 257.8 (93.1) (0.2) BOMBARDIER INC-B BBDBN MM 23,876.0 (3,865.0) 1,686.0 BOMBARDIER-B OLD BBDYB BB 23,876.0 (3,865.0) 1,686.0 BOMBARDIER-B W/I BBD/W CN 23,876.0 (3,865.0) 1,686.0 BRINKER INTL EAT2EUR EU 1,498.1 (530.6) (245.5) BRINKER INTL BKJ GR 1,498.1 (530.6) (245.5) BRINKER INTL BKJ QT 1,498.1 (530.6) (245.5) BRINKER INTL EAT US 1,498.1 (530.6) (245.5) BROOKFIELD REAL BRE CN 97.2 (33.5) 1.6 BUFFALO COAL COR BUC SJ 50.0 (20.4) (18.0) BURLINGTON STORE BURL* MM 2,688.1 (135.4) 27.2 BURLINGTON STORE BURL US 2,688.1 (135.4) 27.2 BURLINGTON STORE BUI GR 2,688.1 (135.4) 27.2 CADIZ INC 2ZC GR 59.0 (70.2) (39.7) CADIZ INC CDZI US 59.0 (70.2) (39.7) CAESARS ENTERTAI CZR US 15,351.0 (971.0) (2,334.0) CAESARS ENTERTAI C08 GR 15,351.0 (971.0) (2,334.0) CALIFORNIA RESOU 1CLB GR 6,332.0 (493.0) (302.0) CALIFORNIA RESOU CRCEUR EU 6,332.0 (493.0) (302.0) CALIFORNIA RESOU 1CL TH 6,332.0 (493.0) (302.0) CALIFORNIA RESOU CRC US 6,332.0 (493.0) (302.0) CAMBIUM LEARNING ABCD US 159.5 (65.5) (49.9) CAMPING WORLD-A CWH US 1,367.5 (354.3) 197.2 CAMPING WORLD-A CWHEUR EU 1,367.5 (354.3) 197.2 CAMPING WORLD-A C83 GR 1,367.5 (354.3) 197.2 CARDCONNECT CORP CCN US 157.6 (42.9) 16.4 CARDCONNECT CORP 55C GR 157.6 (42.9) 16.4 CARDCONNECT CORP CCNEUR EU 157.6 (42.9) 16.4 CARRIZO OIL&GAS CO1 GR 1,420.5 (205.4) (152.2) CARRIZO OIL&GAS CO1 TH 1,420.5 (205.4) (152.2) CARRIZO OIL&GAS CRZO US 1,420.5 (205.4) (152.2) CARRIZO OIL&GAS CRZOEUR EU 1,420.5 (205.4) (152.2) CASELLA WASTE WA3 GR 635.3 (13.9) 2.2 CASELLA WASTE CWST US 635.3 (13.9) 2.2 CEB INC CEB US 1,467.4 (85.8) (123.7) CEB INC FC9 GR 1,467.4 (85.8) (123.7) CHESAPEAKE ENERG CHK* MM 12,523.0 (932.0) (2,539.0) CHESAPEAKE ENERG CHK US 12,523.0 (932.0) (2,539.0) CHESAPEAKE ENERG CS1 TH 12,523.0 (932.0) (2,539.0) CHESAPEAKE ENERG CS1 GR 12,523.0 (932.0) (2,539.0) CHOICE HOTELS CHH US 846.3 (337.4) 113.4 CHOICE HOTELS CZH GR 846.3 (337.4) 113.4 CINCINNATI BELL CBBEUR EU 1,529.9 (194.8) (40.7) CINCINNATI BELL CIB1 GR 1,529.9 (194.8) (40.7) CINCINNATI BELL CBB US 1,529.9 (194.8) (40.7) CLEAR CHANNEL-A CCO US 5,675.6 (995.0) 616.1 CLEAR CHANNEL-A C7C GR 5,675.6 (995.0) 616.1 CLIFFS NATURAL R CLF US 1,923.9 (1,330.5) 433.5 CLIFFS NATURAL R CLF2EUR EU 1,923.9 (1,330.5) 433.5 CLIFFS NATURAL R CVA QT 1,923.9 (1,330.5) 433.5 CLIFFS NATURAL R CLF* MM 1,923.9 (1,330.5) 433.5 CLIFFS NATURAL R CVA GR 1,923.9 (1,330.5) 433.5 CLIFFS NATURAL R CVA TH 1,923.9 (1,330.5) 433.5 COGENT COMMUNICA OGM1 GR 617.6 (40.5) 140.3 COGENT COMMUNICA CCOI US 617.6 (40.5) 140.3 COMMUNICATION 8XC GR 3,217.5 (1,287.0) - COMMUNICATION CSAL US 3,217.5 (1,287.0) - COMSTOCK RES INC CRK US 885.5 (220.0) 18.5 CONTURA ENERGY I CNTE US 827.7 (4.6) 56.6 CORGREEN TECHNOL CGRT US 2.9 (0.2) (0.6) CPI CARD GROUP I PMTS US 270.7 (89.0) 58.7 CPI CARD GROUP I PMTS CN 270.7 (89.0) 58.7 CPI CARD GROUP I CPB GR 270.7 (89.0) 58.7 CROWN BAUS CAPIT CBCA US 0.0 (0.0) (0.0) DELEK LOGISTICS D6L GR 393.2 (14.0) 4.8 DELEK LOGISTICS DKL US 393.2 (14.0) 4.8 DENNY'S CORP DENN US 297.7 (53.8) (48.1) DENNY'S CORP DE8 GR 297.7 (53.8) (48.1) DOMINO'S PIZZA EZV QT 676.6 (1,936.1) 62.1 DOMINO'S PIZZA EZV GR 676.6 (1,936.1) 62.1 DOMINO'S PIZZA EZV TH 676.6 (1,936.1) 62.1 DOMINO'S PIZZA DPZ US 676.6 (1,936.1) 62.1 DUN & BRADSTREET DB5 GR 2,016.9 (1,054.3) (151.7) DUN & BRADSTREET DB5 TH 2,016.9 (1,054.3) (151.7) DUN & BRADSTREET DNB US 2,016.9 (1,054.3) (151.7) DUN & BRADSTREET DNB1EUR EU 2,016.9 (1,054.3) (151.7) DUNKIN' BRANDS G DNKN US 3,227.4 (163.3) 182.2 DUNKIN' BRANDS G 2DB TH 3,227.4 (163.3) 182.2 DUNKIN' BRANDS G DNKNEUR EU 3,227.4 (163.3) 182.2 DUNKIN' BRANDS G 2DB GR 3,227.4 (163.3) 182.2 EASTMAN KODAK CO KODN GR 1,981.0 (23.0) 814.0 EASTMAN KODAK CO KODK US 1,981.0 (23.0) 814.0 ERIN ENERGY CORP U8P2 GR 342.4 (161.2) (255.1) ERIN ENERGY CORP ERN SJ 342.4 (161.2) (255.1) ERIN ENERGY CORP ERN US 342.4 (161.2) (255.1) FAIRMOUNT SANTRO FMSA US 1,239.0 (13.3) 284.0 FAIRMOUNT SANTRO FM1 GR 1,239.0 (13.3) 284.0 FAIRMOUNT SANTRO FMSAEUR EU 1,239.0 (13.3) 284.0 FAIRPOINT COMMUN FONN GR 1,248.8 (41.0) 11.0 FAIRPOINT COMMUN FRP US 1,248.8 (41.0) 11.0 FERRELLGAS-LP FGP US 1,667.2 (746.9) (123.1) FERRELLGAS-LP FEG GR 1,667.2 (746.9) (123.1) FORESIGHT ENERGY FHR GR 1,735.8 (70.0) 55.4 FORESIGHT ENERGY FELP US 1,735.8 (70.0) 55.4 GAMCO INVESTO-A GBL US 149.2 (166.6) - GARTNER INC GGRA GR 2,277.7 (10.5) (171.5) GARTNER INC IT US 2,277.7 (10.5) (171.5) GARTNER INC IT* MM 2,277.7 (10.5) (171.5) GCP APPLIED TECH 43G GR 1,061.0 (118.4) 282.5 GCP APPLIED TECH GCP US 1,061.0 (118.4) 282.5 GENESIS HEALTHCA SH11 GR 5,886.6 (771.5) 237.4 GENESIS HEALTHCA GEN US 5,886.6 (771.5) 237.4 GIYANI GOLD CORP GGC NW 1.7 (0.4) (0.5) GOGO INC GOGO US 1,224.2 (18.0) 398.4 GOGO INC G0G GR 1,224.2 (18.0) 398.4 GOGO INC G0G QT 1,224.2 (18.0) 398.4 GREEN PLAINS PAR 8GP GR 93.8 (64.2) 5.0 GREEN PLAINS PAR GPP US 93.8 (64.2) 5.0 GUIDANCE SOFTWAR GUID US 74.8 (1.1) (20.9) GUIDANCE SOFTWAR ZTT GR 74.8 (1.1) (20.9) H&R BLOCK INC HRB US 2,082.2 (557.5) 268.6 H&R BLOCK INC HRB TH 2,082.2 (557.5) 268.6 H&R BLOCK INC HRB GR 2,082.2 (557.5) 268.6 H&R BLOCK INC HRB QT 2,082.2 (557.5) 268.6 H&R BLOCK INC HRBEUR EU 2,082.2 (557.5) 268.6 HALOZYME THERAPE RV7 GR 282.5 (12.0) 219.9 HALOZYME THERAPE HALOEUR EU 282.5 (12.0) 219.9 HALOZYME THERAPE RV7 QT 282.5 (12.0) 219.9 HALOZYME THERAPE HALO US 282.5 (12.0) 219.9 HCA HOLDINGS INC 2BH QT 33,758.0 (5,633.0) 3,252.0 HCA HOLDINGS INC HCA US 33,758.0 (5,633.0) 3,252.0 HCA HOLDINGS INC HCAEUR EU 33,758.0 (5,633.0) 3,252.0 HCA HOLDINGS INC 2BH TH 33,758.0 (5,633.0) 3,252.0 HCA HOLDINGS INC 2BH GR 33,758.0 (5,633.0) 3,252.0 HELIX TCS INC HLIX US 4.3 (1.7) (0.9) HOVNANIAN-A-WI HOV-W US 2,379.4 (128.5) 1,291.2 HP COMPANY-BDR HPQB34 BZ 29,010.0 (3,889.0) (340.0) HP INC HPQUSD SW 29,010.0 (3,889.0) (340.0) HP INC HPQ US 29,010.0 (3,889.0) (340.0) HP INC 7HP TH 29,010.0 (3,889.0) (340.0) HP INC HPQ* MM 29,010.0 (3,889.0) (340.0) HP INC HWP QT 29,010.0 (3,889.0) (340.0) HP INC HPQ TE 29,010.0 (3,889.0) (340.0) HP INC HPQ SW 29,010.0 (3,889.0) (340.0) HP INC HPQ CI 29,010.0 (3,889.0) (340.0) HP INC HPQCHF EU 29,010.0 (3,889.0) (340.0) HP INC 7HP GR 29,010.0 (3,889.0) (340.0) IBI GROUP INC IBIBF US 271.9 (17.5) 41.6 IBI GROUP INC IBG CN 271.9 (17.5) 41.6 IDEXX LABS IDXX US 1,530.7 (108.2) (89.0) IDEXX LABS IX1 QT 1,530.7 (108.2) (89.0) IDEXX LABS IX1 TH 1,530.7 (108.2) (89.0) IDEXX LABS IX1 GR 1,530.7 (108.2) (89.0) IMMUNOMEDICS INC IMMU US 53.1 (75.2) 20.0 IMMUNOMEDICS INC IM3 GR 53.1 (75.2) 20.0 IMMUNOMEDICS INC IM3 TH 53.1 (75.2) 20.0 INFOR ACQUISIT-A IAC/A CN 233.1 (3.8) 0.6 INFOR ACQUISITIO IAC-U CN 233.1 (3.8) 0.6 INNOVIVA INC INVA US 379.0 (353.0) 186.6 INNOVIVA INC HVE GR 379.0 (353.0) 186.6 INTERNATIONAL WI ITWG US 324.8 (12.0) 99.6 INTERUPS INC ITUP US 0.0 (2.4) (2.4) IRHYTHM TECHNOLO I25 GR 28.7 (14.2) 12.5 IRHYTHM TECHNOLO IRTCEUR EU 28.7 (14.2) 12.5 IRHYTHM TECHNOLO IRTC US 28.7 (14.2) 12.5 JACK IN THE BOX JBX GR 1,348.8 (217.2) (124.2) JACK IN THE BOX JACK1EUR EU 1,348.8 (217.2) (124.2) JACK IN THE BOX JACK US 1,348.8 (217.2) (124.2) JUST ENERGY GROU JE US 1,287.8 (209.6) 104.5 JUST ENERGY GROU 1JE GR 1,287.8 (209.6) 104.5 JUST ENERGY GROU JE CN 1,287.8 (209.6) 104.5 KADMON HOLDINGS KDMNEUR EU 86.8 (8.8) 26.1 KADMON HOLDINGS KDF GR 86.8 (8.8) 26.1 KADMON HOLDINGS KDMN US 86.8 (8.8) 26.1 KEY ENERGY SERV KEG US 995.6 (163.1) (864.7) KEY ENERGY SERV KEGEUR EU 995.6 (163.1) (864.7) L BRANDS INC LB US 7,663.0 (1,188.0) 879.0 L BRANDS INC LBEUR EU 7,663.0 (1,188.0) 879.0 L BRANDS INC LTD GR 7,663.0 (1,188.0) 879.0 L BRANDS INC LTD TH 7,663.0 (1,188.0) 879.0 L BRANDS INC LTD QT 7,663.0 (1,188.0) 879.0 L BRANDS INC LB* MM 7,663.0 (1,188.0) 879.0 LAMB WESTON 0L5 TH 2,400.2 (708.6) 330.9 LAMB WESTON LW-WEUR EU 2,400.2 (708.6) 330.9 LAMB WESTON LW US 2,400.2 (708.6) 330.9 LAMB WESTON 0L5 GR 2,400.2 (708.6) 330.9 LANTHEUS HOLDING 0L8 GR 255.0 (121.2) 71.3 LANTHEUS HOLDING LNTH US 255.0 (121.2) 71.3 MADISON-A/NEW-WI MSGN-W US 854.1 (1,033.7) 217.3 MANITOWOC FOOD MFS US 1,817.7 (72.2) 39.5 MANITOWOC FOOD 6M6 GR 1,817.7 (72.2) 39.5 MANITOWOC FOOD MFS1EUR EU 1,817.7 (72.2) 39.5 MANNKIND CORP MNKD IT 96.1 (238.7) (57.2) MASCO CORP MSQ QT 5,137.0 (103.0) 1,474.0 MASCO CORP MAS1EUR EU 5,137.0 (103.0) 1,474.0 MASCO CORP MSQ GR 5,137.0 (103.0) 1,474.0 MASCO CORP MSQ TH 5,137.0 (103.0) 1,474.0 MASCO CORP MAS* MM 5,137.0 (103.0) 1,474.0 MASCO CORP MAS US 5,137.0 (103.0) 1,474.0 MCDONALDS - BDR MCDC34 BZ 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MDO QT 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MCD* MM 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MCD TE 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MDO GR 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MDO TH 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MCDUSD SW 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MCDCHF EU 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MCD SW 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MCD CI 32,486.9 (1,624.1) (174.6) MCDONALDS CORP MCD US 32,486.9 (1,624.1) (174.6) MCDONALDS-CEDEAR MCD AR 32,486.9 (1,624.1) (174.6) MDC COMM-W/I MDZ/W CN 1,642.3 (451.7) (319.2) MDC PARTNERS-A MDCAEUR EU 1,642.3 (451.7) (319.2) MDC PARTNERS-A MD7A GR 1,642.3 (451.7) (319.2) MDC PARTNERS-A MDZ/A CN 1,642.3 (451.7) (319.2) MDC PARTNERS-A MDCA US 1,642.3 (451.7) (319.2) MDC PARTNERS-EXC MDZ/N CN 1,642.3 (451.7) (319.2) MEAD JOHNSON MJN US 4,087.7 (472.1) 1,462.4 MEAD JOHNSON 0MJA TH 4,087.7 (472.1) 1,462.4 MEAD JOHNSON 0MJA GR 4,087.7 (472.1) 1,462.4 MEAD JOHNSON 0MJA QT 4,087.7 (472.1) 1,462.4 MEAD JOHNSON MJNEUR EU 4,087.7 (472.1) 1,462.4 MEDLEY MANAGE-A MDLY US 116.6 (23.4) 35.7 MERRIMACK PHARMA MACK US 118.4 (227.1) 1.3 MERRIMACK PHARMA MP6 GR 118.4 (227.1) 1.3 MERRIMACK PHARMA MACKEUR EU 118.4 (227.1) 1.3 MICHAELS COS INC MIK US 2,291.5 (1,659.5) 576.1 MICHAELS COS INC MIM GR 2,291.5 (1,659.5) 576.1 MIDSTATES PETROL MPO US 695.7 (1,533.1) 1.8 MONEYGRAM INTERN MGI US 4,426.1 (208.5) 2.7 MOODY'S CORP MCOEUR EU 5,019.3 (357.9) 1,614.4 MOODY'S CORP DUT QT 5,019.3 (357.9) 1,614.4 MOODY'S CORP DUT GR 5,019.3 (357.9) 1,614.4 MOODY'S CORP MCO US 5,019.3 (357.9) 1,614.4 MOODY'S CORP DUT TH 5,019.3 (357.9) 1,614.4 MOTOROLA SOLUTIO MSI US 8,425.0 (952.0) 800.0 MOTOROLA SOLUTIO MTLA TH 8,425.0 (952.0) 800.0 MOTOROLA SOLUTIO MTLA GR 8,425.0 (952.0) 800.0 MOTOROLA SOLUTIO MOT TE 8,425.0 (952.0) 800.0 MSG NETWORKS- A MSGNEUR EU 854.1 (1,033.7) 217.3 MSG NETWORKS- A 1M4 TH 854.1 (1,033.7) 217.3 MSG NETWORKS- A 1M4 GR 854.1 (1,033.7) 217.3 MSG NETWORKS- A MSGN US 854.1 (1,033.7) 217.3 NANOSTRING TECHN NSTG US 102.3 (6.6) 61.9 NANOSTRING TECHN 0F1 GR 102.3 (6.6) 61.9 NANOSTRING TECHN NSTGEUR EU 102.3 (6.6) 61.9 NATHANS FAMOUS NFA GR 78.3 (67.3) 55.7 NATHANS FAMOUS NATH US 78.3 (67.3) 55.7 NATIONAL CINEMED XWM GR 1,029.8 (181.3) 75.4 NATIONAL CINEMED NCMI US 1,029.8 (181.3) 75.4 NAVIDEA BIOPHARM NAVB IT 11.2 (63.8) (54.3) NAVISTAR INTL IHR TH 5,653.0 (5,293.0) 556.0 NAVISTAR INTL NAV US 5,653.0 (5,293.0) 556.0 NAVISTAR INTL IHR GR 5,653.0 (5,293.0) 556.0 NAVISTAR INTL IHR QT 5,653.0 (5,293.0) 556.0 NEFF CORP-CL A NFO GR 673.2 (150.2) 19.8 NEFF CORP-CL A NEFF US 673.2 (150.2) 19.8 NEKTAR THERAPEUT NKTR US 425.1 (67.9) 206.2 NEKTAR THERAPEUT ITH GR 425.1 (67.9) 206.2 NEW ENG RLTY-LP NEN US 192.7 (30.9) - NORTHERN OIL AND NOG US 410.4 (476.1) (26.3) OCH-ZIFF CAPIT-A OZM US 1,388.3 (251.3) - OCH-ZIFF CAPIT-A 35OA GR 1,388.3 (251.3) - OMEROS CORP 3O8 GR 72.8 (22.8) 44.6 OMEROS CORP OMER US 72.8 (22.8) 44.6 OMEROS CORP 3O8 TH 72.8 (22.8) 44.6 OMEROS CORP OMEREUR EU 72.8 (22.8) 44.6 ONCOMED PHARMACE O0M GR 218.2 (3.2) 157.2 ONCOMED PHARMACE OMED US 218.2 (3.2) 157.2 OPHTH0TECH CORP OPHT US 350.6 (36.6) 289.8 PAPA JOHN'S INTL PZZA US 498.8 (2.8) 17.6 PAPA JOHN'S INTL PP1 GR 498.8 (2.8) 17.6 PENN NATL GAMING PN1 GR 5,251.7 (553.9) (199.9) PENN NATL GAMING PENN US 5,251.7 (553.9) (199.9) PHILIP MORRIS IN 4I1 GR 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PM US 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PMI SW 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN 4I1 QT 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PMI EB 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PM1EUR EU 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PM FP 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PMI1 IX 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PM1 TE 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN 4I1 TH 36,851.0 (10,900.0) 1,141.0 PHILIP MORRIS IN PM1CHF EU 36,851.0 (10,900.0) 1,141.0 PINNACLE ENTERTA 65P GR 4,101.2 (356.9) (120.4) PINNACLE ENTERTA PNK US 4,101.2 (356.9) (120.4) PITNEY BOWES INC PBI US 5,839.7 (101.2) (6.0) PITNEY BOWES INC PBW GR 5,839.7 (101.2) (6.0) PITNEY BOWES INC PBIEUR EU 5,839.7 (101.2) (6.0) PITNEY BOWES INC PBW TH 5,839.7 (101.2) (6.0) PLY GEM HOLDINGS PG6 GR 1,348.9 (2.9) 310.6 PLY GEM HOLDINGS PGEM US 1,348.9 (2.9) 310.6 PROS HOLDINGS IN PRO US 227.7 (3.4) 76.9 PROS HOLDINGS IN PH2 GR 227.7 (3.4) 76.9 QUINTILES IMS HO QTS GR 4,128.8 (81.9) 1,023.2 QUINTILES IMS HO Q US 4,128.8 (81.9) 1,023.2 REATA PHARMACE-A 2R3 GR 101.8 (212.3) 39.8 REATA PHARMACE-A RETA US 101.8 (212.3) 39.8 REATA PHARMACE-A RETAEUR EU 101.8 (212.3) 39.8 REGAL ENTERTAI-A RGC US 2,477.6 (861.5) (89.0) REGAL ENTERTAI-A RETA GR 2,477.6 (861.5) (89.0) REGAL ENTERTAI-A RGC* MM 2,477.6 (861.5) (89.0) RESOLUTE ENERGY R21 GR 294.9 (339.1) (16.8) RESOLUTE ENERGY RENEUR EU 294.9 (339.1) (16.8) RESOLUTE ENERGY REN US 294.9 (339.1) (16.8) REVLON INC-A REV US 3,113.7 (559.6) 457.4 REVLON INC-A RVL1 GR 3,113.7 (559.6) 457.4 RYERSON HOLDING 7RY TH 1,643.3 (33.2) 696.4 RYERSON HOLDING 7RY GR 1,643.3 (33.2) 696.4 RYERSON HOLDING RYI US 1,643.3 (33.2) 696.4 SALLY BEAUTY HOL S7V GR 2,109.9 (289.0) 687.4 SALLY BEAUTY HOL SBH US 2,109.9 (289.0) 687.4 SANCHEZ ENERGY C SN* MM 1,185.1 (761.1) 265.1 SANCHEZ ENERGY C SN US 1,185.1 (761.1) 265.1 SANCHEZ ENERGY C 13S TH 1,185.1 (761.1) 265.1 SANCHEZ ENERGY C 13S GR 1,185.1 (761.1) 265.1 SANDRIDGE ENERGY SA2B GR 1,886.5 (2,675.5) 585.8 SANDRIDGE ENERGY SA2B TH 1,886.5 (2,675.5) 585.8 SANDRIDGE ENERGY SDEUR EU 1,886.5 (2,675.5) 585.8 SANDRIDGE ENERGY SD US 1,886.5 (2,675.5) 585.8 SBA COMM CORP 4SB GR 7,915.7 (1,669.1) 119.4 SBA COMM CORP SBACEUR EU 7,915.7 (1,669.1) 119.4 SBA COMM CORP SBJ TH 7,915.7 (1,669.1) 119.4 SBA COMM CORP SBAC US 7,915.7 (1,669.1) 119.4 SCIENTIFIC GAM-A SGMS US 7,376.6 (1,750.0) 417.1 SCIENTIFIC GAM-A TJW GR 7,376.6 (1,750.0) 417.1 SEARS HOLDINGS SEE QT 10,865.0 (3,375.0) 236.0 SEARS HOLDINGS SEE GR 10,865.0 (3,375.0) 236.0 SEARS HOLDINGS SHLD US 10,865.0 (3,375.0) 236.0 SEARS HOLDINGS SEE TH 10,865.0 (3,375.0) 236.0 SILVER SPRING NE SSNI US 437.4 (21.3) 19.2 SILVER SPRING NE 9SI TH 437.4 (21.3) 19.2 SILVER SPRING NE SSNIEUR EU 437.4 (21.3) 19.2 SILVER SPRING NE 9SI GR 437.4 (21.3) 19.2 SIRIUS XM CANADA SIICF US 311.5 (125.2) (154.9) SIRIUS XM CANADA XSR CN 311.5 (125.2) (154.9) SIRIUS XM HOLDIN SIRI US 8,003.6 (792.0) (2,026.0) SIRIUS XM HOLDIN RDO TH 8,003.6 (792.0) (2,026.0) SIRIUS XM HOLDIN RDO QT 8,003.6 (792.0) (2,026.0) SIRIUS XM HOLDIN RDO GR 8,003.6 (792.0) (2,026.0) SONIC CORP SONCEUR EU 593.3 (118.2) 33.6 SONIC CORP SONC US 593.3 (118.2) 33.6 SONIC CORP SO4 GR 593.3 (118.2) 33.6 SUPERVALU INC SJ1 QT 4,474.0 (253.0) (747.0) SUPERVALU INC SJ1 TH 4,474.0 (253.0) (747.0) SUPERVALU INC SVU US 4,474.0 (253.0) (747.0) SUPERVALU INC SJ1 GR 4,474.0 (253.0) (747.0) SYNTEL INC SYNT US 1,705.1 (220.7) 97.2 SYNTEL INC SYE GR 1,705.1 (220.7) 97.2 TABULA RASA HEAL TRHC US 73.9 (2.4) (37.0) TABULA RASA HEAL TRHCEUR EU 73.9 (2.4) (37.0) TABULA RASA HEAL 43T GR 73.9 (2.4) (37.0) TAILORED BRANDS TLRD US 2,175.1 (77.7) 726.2 TAILORED BRANDS TLRD* MM 2,175.1 (77.7) 726.2 TAILORED BRANDS WRMA GR 2,175.1 (77.7) 726.2 TAUBMAN CENTERS TU8 GR 4,010.9 (62.0) - TAUBMAN CENTERS TCO US 4,010.9 (62.0) - TRANSDIGM GROUP T7D GR 10,037.1 (1,874.6) 1,536.5 TRANSDIGM GROUP TDGCHF EU 10,037.1 (1,874.6) 1,536.5 TRANSDIGM GROUP TDG SW 10,037.1 (1,874.6) 1,536.5 TRANSDIGM GROUP TDGEUR EU 10,037.1 (1,874.6) 1,536.5 TRANSDIGM GROUP T7D QT 10,037.1 (1,874.6) 1,536.5 TRANSDIGM GROUP TDG US 10,037.1 (1,874.6) 1,536.5 ULTRA PETROLEUM UPLEUR EU 1,420.2 (2,895.9) 308.6 ULTRA PETROLEUM UPM GR 1,420.2 (2,895.9) 308.6 ULTRA PETROLEUM UPLMQ US 1,420.2 (2,895.9) 308.6 UNISYS CORP UIS US 2,021.6 (1,647.4) 45.7 UNISYS CORP UISCHF EU 2,021.6 (1,647.4) 45.7 UNISYS CORP USY1 GR 2,021.6 (1,647.4) 45.7 UNISYS CORP UISEUR EU 2,021.6 (1,647.4) 45.7 UNISYS CORP USY1 TH 2,021.6 (1,647.4) 45.7 UNISYS CORP USY LN 2,021.6 (1,647.4) 45.7 UNISYS CORP UIS1 SW 2,021.6 (1,647.4) 45.7 VALVOLINE INC VVVEUR EU 1,865.0 (286.0) 266.0 VALVOLINE INC 0V4 GR 1,865.0 (286.0) 266.0 VALVOLINE INC VVV US 1,865.0 (286.0) 266.0 VECTOR GROUP LTD VGR GR 1,464.7 (198.6) 566.4 VECTOR GROUP LTD VGR QT 1,464.7 (198.6) 566.4 VECTOR GROUP LTD VGR US 1,464.7 (198.6) 566.4 VERISIGN INC VRS TH 2,334.6 (1,200.6) 320.4 VERISIGN INC VRS GR 2,334.6 (1,200.6) 320.4 VERISIGN INC VRSN US 2,334.6 (1,200.6) 320.4 VERSUM MATER VSM US 1,043.8 (103.4) 363.7 VERSUM MATER 2V1 TH 1,043.8 (103.4) 363.7 VERSUM MATER 2V1 GR 1,043.8 (103.4) 363.7 VERSUM MATER VSMEUR EU 1,043.8 (103.4) 363.7 VIEWRAY INC VRAY US 55.8 (33.5) 9.0 WEIGHT WATCHERS WW6 QT 1,261.4 (1,228.3) (98.6) WEIGHT WATCHERS WW6 GR 1,261.4 (1,228.3) (98.6) WEIGHT WATCHERS WTW US 1,261.4 (1,228.3) (98.6) WEIGHT WATCHERS WTWEUR EU 1,261.4 (1,228.3) (98.6) WEIGHT WATCHERS WW6 TH 1,261.4 (1,228.3) (98.6) WEST CORP WSTC US 3,440.8 (441.8) 199.7 WEST CORP WT2 GR 3,440.8 (441.8) 199.7 WESTMORELAND COA WME GR 1,719.7 (581.2) (43.5) WESTMORELAND COA WLB US 1,719.7 (581.2) (43.5) WINGSTOP INC EWG GR 112.3 (79.9) (4.5) WINGSTOP INC WING US 112.3 (79.9) (4.5) WINMARK CORP GBZ GR 43.5 (15.7) 13.5 WINMARK CORP WINA US 43.5 (15.7) 13.5 WYNN RESORTS LTD WYR GR 10,925.9 (64.4) 626.9 WYNN RESORTS LTD WYR QT 10,925.9 (64.4) 626.9 WYNN RESORTS LTD WYR TH 10,925.9 (64.4) 626.9 WYNN RESORTS LTD WYNNCHF EU 10,925.9 (64.4) 626.9 WYNN RESORTS LTD WYNN SW 10,925.9 (64.4) 626.9 WYNN RESORTS LTD WYNN US 10,925.9 (64.4) 626.9 WYNN RESORTS LTD WYNN* MM 10,925.9 (64.4) 626.9 YRC WORLDWIDE IN YEL1 TH 1,770.0 (416.2) 218.9 YRC WORLDWIDE IN YRCWEUR EU 1,770.0 (416.2) 218.9 YRC WORLDWIDE IN YRCW US 1,770.0 (416.2) 218.9 YRC WORLDWIDE IN YEL1 GR 1,770.0 (416.2) 218.9 YUM! BRANDS INC YUMUSD SW 5,478.0 (5,656.0) 113.0 YUM! BRANDS INC YUM US 5,478.0 (5,656.0) 113.0 YUM! BRANDS INC YUMCHF EU 5,478.0 (5,656.0) 113.0 YUM! BRANDS INC YUM SW 5,478.0 (5,656.0) 113.0 YUM! BRANDS INC YUMEUR EU 5,478.0 (5,656.0) 113.0 YUM! BRANDS INC TGR TH 5,478.0 (5,656.0) 113.0 YUM! BRANDS INC TGR GR 5,478.0 (5,656.0) 113.0 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2017. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552. *** End of Transmission ***