/raid1/www/Hosts/bankrupt/TCR_Public/170627.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, June 27, 2017, Vol. 21, No. 177
Headlines
125 CANAL: Wants Access to PBLF Cash Collateral Extended to Aug. 25
5 STAR INVESTMENT: Sale of Indiana Properties for $75K Approved
5 STAR INVESTMENT: Trustee Selling Mishwaka Property for $52K
5 STAR INVT: Trustee's Sale of South Bend Property for $29K Okayed
5 STAR RECYCLING: Taps Vasseur Commercial as Real Estate Broker
ADI LIQUIDATION: Court Partly Grants Summary Judgment Against BBU
AGENT PROVOCATEUR: Hires Burges Salmon as Special Counsel
ALLIANCE HOSPITALITY: Court Conditionally Approves Disclosures
ALLIED PORTABLES: Plan Outline Hearing Set for August 24
ALPHATEC HOLDINGS: All Seven Proposals Approved at Annual Meeting
ALTADENA LINCOLN: May Use East West Cash Collateral Until Aug. 31
AQUA LIFE CORP: Has Final Court OK to Use Cash Collateral
ATM MIRROR: Taps Fino and Associates as Accountant
AUBURN ARMATURE: Committee Taps Lowenstein Sandler as Counsel
AUBURN ARMATURE: Taps League Park Advisors as Investment Banker
AVAYA INC: Amended Order on Securities Transfer Protocol Entered
B&B BACHRACH: May Use Cash Collateral Until July 11
BALDWIN PARK: Has Interim Nod on Cash Collateral Use Until July 6
BANK BUILDING ASSOC: Trustee Taps Formanlaw as Legal Counsel
BC EXPRESS: Wants Authorization to Use Cash Collateral
BING ENERGY: Committee Taps Stichter Riedel Blain as Counsel
BIOLARGO INC: All Seven Directors Elected by Stockholders
BONANZA CREEK: Nearly $17M in Professional Fees & Expenses Okayed
BRYANTS DRVETRAIN: July 24 Plan and Disclosure Statement Hearing
C&S MOBILE: Wants to Use IRS's Cash Collateral
CAPITAL REGION YMCA: Taps Sanders Holloway as Accountant
CAPITAL REGION YMCA: Taps Terra Conservation as Realtor
CAPITOL BANCORP: Policy Does Not Cover Suit vs. Officers
CAPRI COAST: Taps Peter C. Bronstein as Legal Counsel
CASHMAN EQUIPMENT: Wants to Use Cash Collateral Until Sept. 17
CGG SA: Court Grants Interim Approval of 1st-Day Motions
CHAMPION EXCAVATION: Wants to Use $165K of Cash Collateral
CHARLES K. BRELAND: Appointment of Chapter 11 Trustee Warranted
CHARLES WALKER: $192K Sale of Nashville Property Approved
CHELLINO CRANE: Committee Taps Freeborn & Peters as Legal Counsel
CHIEF POWER: Moody's Cuts Rating on $387MM Secured Loans to B3
CIRQUE DU SOLEIL: $20MM Loan Upsize Credit Negative, Moody's Says
CITI CARS: Taps Richard S. Gendler as Special Counsel
CLEAR LAKE: Renfroes Buying Perkinston Property for $46K
CORONA BUMPERS: Wants to Use MCC Cash Collateral
CORPORATE CAPITAL: Fitch Affirms BB+ IDR & Alters Outlook to Pos.
COVANTA HOLDING: Moody's Cuts CFR to Ba3; Outlook Stable
CTI BIOPHARMA: Stonepine Has 7.6% of Shares as of June 6
DAVIS HOLDING: July 25 Disclosure Statement Hearing
DEVAL CORP: Newco's Operating Revenues to Fund Latest Plan
DICK CAMPBELL: Taps Holland Law as Special Counsel
DON GREEN: Creditors to be Paid Through Liquidation of Assets
E. ALLEN REEVES: Sale of Vehicles and Misc. Assets Approved
ECRA GROUP: Court Confirms Reorganization Plan
EMPIRE RENTALS: May Use MidCountry's Cash Collateral Until June 28
ERIE STREET: Trustee Hires Ascend Property as Manager
ERIE STREET: Trustee Taps Jones Lang LaSalle as Real Estate Broker
ERNA SCHULTZ: Trust Wants to Use Cash Collateral
ESCONDIDO VENTURES: Allowed to Use Up To $130,000 Cash Collateral
EXCO RESOURCES: Issues 2.7-M Shares as Loan Interest Payment
FABRICA DE BLOQUES: Unsecureds to Get Nothing Under Plan
FAUSER OIL: Hires Halloush Law as Counsel
FB COVENTRY: Wants Access to Cash Collateral Extended to Aug. 25
FB MALL: Wants to Continue Using RN Cash Collateral Until Aug. 25
FIAC CORP: Equity Committee Hires D.F. King as Plan Solicitors
FINJAN HOLDINGS: 2 Director Nominees Elected by Stockholders
FUNCTION(X) INC: Audit Committee Hires Counsel to Conduct Probe
FUNCTION(X) INC: Will Begin Trading Over-the-Counter
GARRY KING: Sale of New Market Property for $230K Approved
GETCHELL AGENCY: Court Awards PPBS $35K on Interim Basis
GFC PROPERTIES: Has Access to Rents From Apartments
GFC PROPERTIES: Taps Sheleen G. Khan as Legal Counsel
GFC PROPERTIES: Valley National's Motion for Accounting Granted
GOD'S HOUSE OF REFUGE: Wants to Access Cash Collateral
GYMBOREE CORP: No Recovery for Unsecured Creditors Under Plan
HAHN HOTELS: Wants to Use Cash Collateral Through Sept. 2
HEBREW HEALTH: May Use Cash Collateral Until July 29
HERIBERT GOUDREAU: Sale of 5 Maine Properties Approved
HIGH COUNTRY FUSION: Taps Source Capital as Financial Advisor
HIS GRACE: Taps GFI Realty as Real Estate Broker
ICAGEN INC: Inks 4-Year Contract With CSO Krafte
INDUSTRIE SERVICE: Taps McCarthy Reynolds as Legal Counsel
INFORMATION SOLUTIONS: Taps A & E Services as Accountant
INTERPACE DIAGNOSTICS: Closes $13.7M Underwritten Public Offering
JAYUYA MEMORIAL: Disclosures Okayed; Plan Outline Confirmed
JEANETTE GUTIERREZ: Selling Property to Son for $255K
JERRY BATTEH: Johnson Buying Jacksonville Property for $215K
JERRY DAVIS: Fleming Buying Jay Property for $23K
JERRY DAVIS: Griswold Buying Allentown Property for $284K
K&H RESTAURANT: Seeks Sept. 19 Plan Filing Exclusivity Extension
KATY INDUSTRIES: Jansan Acquisition Buying All Assets
KCST USA: May Use Axia Net's Cash Collateral Until July 13
KLD ENERGY: Given Until June 30 to File Amended Chapter 11 Plan
KONO CO: Pa. L&I Dept. Asks Court to Deny Plan Confirmation
KRISHNA ASSOCIATES: Plan to Liquidate Remaining Assets
LANDWELL MANAGEMENT: Has $500K DIP Financing From Eternal Life
LEGENDS COLLISION: Unsecureds to be Paid in Full Under Plan
LEWISTON SHOPPING: Needs 30 More Days to File Chapter 11 Plan
LIBERTY TOWERS: Approval of Settlement Agreement Affirmed
LOPEK COMPANIES: Unsecureds to Recoup 100% Under Plan
LOT INC: Full Payment for Unsecured Creditors Over 60 Months
M.B. UNLIMITED: Asks for Approval to Use SLBT Cash Collateral
MIG LLC: Creditors' Panel Objects to Sale of Assets to Shenton Park
MURPHY & DURIEU: Taps Hoffman Mulligan as Tax Accountant
MURPHY & DURIEU: Taps Klestadt Winters as Legal Counsel
NILE SWIM CLUB: Seeks to Hire Ryan Appraisal as Appraiser
NORTHWEST PATIO: Wants to Use IRS's Cash Collateral
NUANCE COMMUNICATIONS: Moody's Alters Outlook to Positive
OCONEE REGIONAL: May Pay Medical Providers' Prepetition Claims
OCONEE REGIONAL: Taps Grant Thornton as Financial Advisor
OLIVER C&I: August 30 Disclosure Statement Hearing
OMEROS CORP: May Issue 3.6 Million Shares Under Incentive Plan
ORIGINAL SOUPMAN: Proposes $2 Million of DIP Financing
PALM BEACH FINANCE: Trustee Taps Kluger Kaplan as Local Counsel
PARKER DEVELOPMENT: SummitBridge Files Chapter 11 Liquidation Plan
PARKER PORK: $40K Private Sale of 2 Cars to Gage Approved
PENICK PRODUCE: Taps Legacy Capital as Investment Banker
PETER HILER: Sale of Wellfleet Property for $248K Approved
PHARMACOGENETICS DIAGNOSTIC: Plan Filing Period Moved to Sept. 5
PIN OAK: Middletown Mall Owner Seeks Access to Rents
PITTSBURGH ATHLETIC: Hires Gleason & Assoc as Financial Advisors
PITTSBURGH ATHLETIC: Hires Tucker Arensberg as Attorneys
PITTSBURGH ATHLETIC: Taps Holliday Fenoglio as Real Estate Advisor
PITTSFIELD DEVELOPMENT: Taps Tassi & Co. as Accountant
PRECISION CASTING: Unsecureds to Recoup 32% Over 6 Years Under Plan
PREMIER MARINE: Intends to Use Cash Collateral Through July 15
PREMIER MARINE: Taps Ravich Meyer as Legal Counsel
R.C.A. RUBBER: Taps Atty. Kevin Lyden as Special Counsel
RADIOLOGY SUPPORT: Says Wells Fargo Must Provide Amount of Claim
RAIN TREE HEALTHCARE: Cash Use Motion Mooted by Dismissal
RCWE HOLDING: Wants to Use Cash of First Nat'l & Enterprise Dev't
RESOLUTE ENERGY: May Issue Add'l 1.45M Shares Under 2009 Plan
RIVERWOOD GAS: Taps Montes & Associates as Special Counsel
RJRAMDHAN GROUP: SJMM Wants to Prohibit Cash Collateral Use
RONALD NAY: Wants to Enter Farmland Lease With Graham
ROOSTER ENERGY: Hires Baker Donelson as Counsel
ROTINI INC: Taps Morgan Fisher as Legal Counsel
ROXANNE DURHAM: Selling Brooklyn Property for $1.5 Million
RVUE HOLDINGS: Roche Completes Foreclosure Sale
SAEXPLORATION HOLDINGS: Stockholders Elected 7 Nominees to Board
SANDFORD AND SON: Sale of Philadelphia Property for $175K Approved
SEARS CANADA: Landlord of Cornwall Store Assessing Options
SECOND SOUTHERN BAPTIST: S6 Realty Buying Bronx Property for $1.35M
SEVEN HILLS: Taps Brockman Drinkard as Accountant
SHRI NATHJI: Hires RLC Lawyers & Consultants as Counsel
SK VISION: Has Authorization to Use Cash Collateral
SKIP BARBER RACING: Proposes Bid Procedures for All Assets
SPECTRUM ALLIANCE: Taps Bambach as Turnaround Consultant
SPECTRUM ALLIANCE: Taps Ciardi Ciardi as Legal Counsel
SPECTRUM ALLIANCE: Taps Griffin Financial as Investment Banker
SQUARE ONE: Affiliates Seek to Use $1.52M of Cash Collateral
SQUARE ONE: The Villages Wants to Use First Citrus Cash Collateral
STANDFAST USA: Sale of Personal Property for $600K Approved
STICHTER & STICHTER: Auction Sale of Vehicles Approved
SUFFERN INTERNATIONAL: TWG Buying Blooming Grove Property for $1.2M
TAKATA CORP: Automakers Sign $300M Accommodation Agreement
TAKATA CORP: Ch. 11 Debtors Propose to Pay $47.4M to Key Vendors
TAKATA CORP: Ch. 11 Debtors to Seek Ancillary Relief in Canada
TAKATA CORP: Ch. 11 Debtors' Case Summary & 50 Top Unsec. Creditors
TANGO TRANSPORT: Taps Quilling Selander for Claims v. Former CRO
THORNTON & THORNTON: Sale of Allen Property for $2.8 Million
TIFARO GROUP: Taps Hoover Slovacek as Legal Counsel
TITAN CONSTRUCTION: August 16 Plan, Disclosures Hearing
TRIAD GUARANTY: $400K Funding for of Warrants, Superpriority
TROXELL COMPANY: MAC Trailer Buying All Assets for $1.7 Million
TROY'S DELI & PIZZARIA: Hires Genova & Malin as Attorneys
TUSK ENERGY: Amended Plan Modifies Treatment of Unsecured Creditors
UNIVERSAL NUTRIENTS: Industrial Lease Sold to Exeter Int'l
WE'RE STEAMED: Has Access to Cash Collateral Until July 31
WELLNESS HOME CARE: Wants to Use Cash Collateral Until Sept. 2
WHISPERS RESTAURANT: Taps Mickler & Mickler as Attorney
WILGRO SERVICES: Needs Cash Collateral Access to Pay Employee Wages
WOMEN'S HEALTH: WHI, But Not ELO, Has Consent to Use Cash
YMCA OF MARQ: Wants to Continue Cash Collateral Until Sept. 10
[^] Large Companies with Insolvent Balance Sheet
*********
125 CANAL: Wants Access to PBLF Cash Collateral Extended to Aug. 25
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125 Canal Street, LLC seeks authorization from the U.S. Bankruptcy
Court for the District of Rhode Island for continued use of the
cash collateral of NextWave Enterprises, LLC; Providence Business
Loan Fund, Inc.; and Sysco Boston, LLC for an additional sixty days
from June 25, 2017 through August 25, 2017.
The Court has previously entered a Final Order on June 7, 2017
authorizing use of Providence Business Loan Fund's through June 24,
2017, with certain bi-weekly cash collateral payments made to
Providence Business Loan Fund. As such, the Debtor proposes to
grant replacement liens to Providence Business Loan Fund to the
extent and priority as more fully set forth in the Final Order.
The Debtor desires to continue to operate and continue its
negotiation to propose a plan. However, the Debtor asserts that
without continued use of cash collateral after June 24, 2017, it
will be unable to fund continued operations and will have to close.
The Debtor needs continued access to cash collateral in order to
continue the operation of its business and maintain its workforce
while it proceeds to negotiate a plan.
A full-text copy of the Debtor's Motion, dated June 20, 2017, is
available at https://is.gd/AHJIgG
About 125 Canal Street
Headquartered at Providence, Rhode Island, 125 Canal Street, LLC
filed a petition under Chapter 11 of the Bankruptcy Code (Bankr.
D.R.I. Case No. 17-10602) on April 14, 2017. The Petition was
signed by Scott Parker, manager. At the time of filing, the Debtor
had less than $50,000 in estimated assets and $100,000 to $500,000
in estimated liabilities.
The Debtor is represented by Peter M. Iascone, Esq. at Peter
Iascone & Associates. The Debtor hires Irving Shechtman & Company,
Inc., as appraisers.
5 STAR INVESTMENT: Sale of Indiana Properties for $75K Approved
---------------------------------------------------------------
Judge Harry C. Dees, Jr. of the U.S. Bankruptcy Court for the
Northern District of Indiana authorized the private sale by Douglas
R. Adelsperger, Trustee of 5 Star Investment Group, LLC and
affiliates, of real estate (i) commonly known as 417 West 12th
Street, Mishawaka, St. Joseph County, Indiana for $35,000; and (ii)
commonly known as 321 North Jacob Street, South Bend, St. Joseph
County, Indiana for $40,000 to Blue & Gold Homes, L.L.C.
The sale of the Real Estate is "as is and where is and with all
faults," no representations or warranties of any kind, and free and
clear of any and all liens, encumbrances, claims or interests.
At closing, the Trustee is authorized to direct Meridian Title Co.
to disburse from the proceeds from the sale, first to pay the costs
and expenses of the sale, including the commission owed to the
Tiffany Group in the approximate sum of $3,750, second to pay all
real estate taxes and assessments outstanding and unpaid at the
time of closing, including the Tax Liens, and third to pay any
other special assessments liens, utilities, water and sewer charges
and any other charges customarily prorated in similar
transactions.
The Trustee is authorized and directed to retain the excess
proceeds from the sale of the Real Estate until further order of
the Court.
Notwithstanding any provisions of the Bankruptcy Code or Bankruptcy
Rules, the Order will be effective and enforceable immediately upon
entry, and any stay thereof, including without limitation
Bankruptcy Rule 6004(h), is abrogated.
About 5 Star Investment Group
On Nov. 5, 2015, the U.S. Securities Exchange Commission ("SEC")
filed a complaint against Earl D. Miller, 5 Star Capital Fund, LLC
and 5 Star Commercial, LLC, in the United States District Court
for
the Northern District of Indiana, Hammond Division ("SEC Action").
In its complaint, the SEC alleged that Miller, 5 Star Capital
Fund,
and 5 Star Commercial defrauded at least 70 investors from whom
they raised funds of at least $3,900,000. Additionally, on Nov.
5,
2015, the SEC obtained an ex parte temporary restraining Order,
asset freeze and other emergency relief in the SEC Action.
5 Star Investment Group, LLC, and its 10 affiliates owned by Eardl
D. Miller sought protection under Chapter 11 of the Bankruptcy
Code
(Bankr. N.D. Ind. Lead Case No. 16-30078) on Jan. 25, 2016. 5
Star
estimated its assets at up to $50,000 and its liabilities between
$1 million and $10 million. The Debtors' counsel was Katherine C.
O'Malley, Esq., at Cozen O'Connor, in Chicago, Illinois.
The cases are assigned to Judge Harry C. Dees, Jr.
On Feb. 29, 2016, Douglas R. Adelsperger was appointed as Chapter
11 trustee in each of the bankruptcy cases.
On March 23, 2016, the Court entered an order consolidating the
bankruptcy cases for purposes of administration only.
On June 24, 2016, the Court entered its agreed order granting the
Trustee's Motion for substantive consolidation, substantively
consolidating the Debtors' bankruptcy cases for all postpetition
matters and purposes, effective as of the Petition Date, and
deeming that all assets and liabilities of the bankruptcy cases to
be consolidated into one bankruptcy estate, to be administered in
accordance with the Bankruptcy Code under the jurisdiction of the
Court ("Consolidated Bankruptcy Estate").
On July 21, 2016, the Court entered order granting application to
employ Tiffany Group Real Estate Advisors, LLC, as the bankruptcy
estates' broker.
The Trustee's attorneys:
RUBIN & LEVIN, P.C.
Meredith R. Theisen
Deborah J. Caruso
John C. Hoard
James E. Rossow, Jr.
Meredith R. Theisen
135 N. Pennsylvania Street, Suite 1400
Indianapolis, Indiana 46204
Tel: (317) 634-0300
Fax: (317) 263-9411
E-mail: dcaruso@rubin-levin.net
johnh@rubin-levin.net
jim@rubin-levin.net
mtheisen@rubin-levin.net
5 STAR INVESTMENT: Trustee Selling Mishwaka Property for $52K
-------------------------------------------------------------
Douglas R. Adelsperger, Trustee of 5 Star Investment Group, LLC,
and affiliates, asks the U.S. Bankruptcy Court for the Northern
District of Indiana to authorize the private sale of real estate
commonly known as 2012 E. LaSalle Avenue, Mishawaka, St. Joseph
County, Indiana, to Scott Doering and Heather Goerke for $52,000.
Prior to the Petition Date, debtor 5 Star Investment Group V, LLC,
was the sole owner of the Real Estate. The Real Estate is subject
to a tax lien for delinquent real estate taxes that have accrued
for 2014 through 2016 and real estate taxes that will accrue for
2017.
Prior to the Petition Date, the Real Estate was subject to a Lease
with an option to purchase in favor of the Purchasers. Pursuant to
the option to purchase under the Lease, the Purchasers deposited
with the Debtor 5 Star Investment Group V a nonrefundable Deposit.
The Trustee and the Purchasers have agreed that the Lease,
including the option to purchase, has expired and that the
Purchasers did not exercise their rights pursuant to the option to
purchase. Accordingly, the Purchasers have no interest in the
property, other than their rights as month-to-month tenants.
On June 21, 2017, the Trustee entered into the Purchase Agreement
for the sale of the Real Estate to the Purchasers for the total
purchase price of $52,000. The Purchase Agreement provides for the
sale of the Real Estate, free and clear of all liens, encumbrances,
claims and interests. It also provides that any portion of the Tax
Lien that represent delinquent real estate taxes, including real
estate taxes that have accrued for 2014 through 2016, will be paid
in full at closing. In addition, the Purchase Agreement provides
that any portion of the Tax Lien that represents real estate taxes
for 2017 will be prorated as of the date immediately prior to the
date of closing. Further, it provides that any other special
assessment liens, utilities, water and sewer charges and any other
charges customarily prorated in similar transactions will be
prorated as of the date immediately prior to the date of closing.
A copy of the Purchase Agreement attached to the Motion is
available for free at:
http://bankrupt.com/misc/5_Star_826_Sales.pdf
Although the Trustee is still in the process of liquidating the
assets of the Consolidated Bankruptcy Estate, it appears that the
assets will fall short of paying the plethora of claimants.
Unfortunately, under these circumstances, no distribution method
can possibly compensate all the investors/creditors fully for their
losses. In order to ensure the fair and equitable treatment of all
investors/creditors in these bankruptcy cases, the Trustee proposes
to sell all real estate free and clear of investor mortgages, with
the liens to attach to the proceeds until further order of the
Court.
The Trustee anticipates that the resolution of how the funds should
be distributed will be raised in the future pursuant to either a
chapter 11 plan and/or separate actions. At such time, all parties
can be heard on how the proceeds from the sale of the Real Estate
secured by the Investor Mortgages should be distributed.
The Trustee submits that the proposed sale pursuant to the Purchase
Agreement will accomplish a "sound business purpose" and will
result in the maximized value for the Real Estate. The Trustee
believes, based on the advice of the Tiffany Group, that the
purchase price of $52,000 reflects the combined fair market value
of the Real Estate, and it therefore maximizes recovery.
Accordingly, the Trustee asks the Court to enter an Order
authorizing him, on behalf of the Consolidated Bankruptcy Estates,
to (i) sell the Real Estate to the Purchaser pursuant to the terms
and conditions of the Purchase Agreement free and clear of all
liens, encumbrances, claims and interests; (ii) disburse from the
sale proceeds, first to pay the costs and expenses of the sale,
second to pay all real estate taxes and assessments outstanding and
unpaid at the time of the sale, including the Tax Lien, and third
to pay the prorated portions for any other special assessment
liens, utilities, water and sewer charges and any other charges
customarily prorated in similar transactions; and (iii) retain the
excess proceeds from the sale until further order of the Court.
The Trustee asks the Court to waive the requirements of Bankruptcy
Rule 6004(h) in order to allow the Trustee to timely and
expeditiously consummate the proposed sale.
The Purchasers can be reached at:
Scott Doering and Heather Goerke
2012 E. La Salle Ave.
Mishawaka, IN 464554
E-mail: scottdoering@ymail.com
About 5 Star Investment Group
On Nov. 5, 2015, the U.S. Securities Exchange Commission ("SEC")
filed a complaint against Earl D. Miller, 5 Star Capital Fund, LLC
and 5 Star Commercial, LLC, in the United States District Court
for
the Northern District of Indiana, Hammond Division ("SEC Action").
In its complaint, the SEC alleged that Miller, 5 Star Capital
Fund,
and 5 Star Commercial defrauded at least 70 investors from whom
they raised funds of at least $3,900,000. Additionally, on Nov.
5,
2015, the SEC obtained an ex parte temporary restraining Order,
asset freeze and other emergency relief in the SEC Action.
5 Star Investment Group and its 10 affiliates owned by Eardl
D. Miller sought protection under Chapter 11 of the Bankruptcy
Code
(Bankr. N.D. Ind. Lead Case No. 16-30078) on Jan. 25, 2016. 5
Star
estimated its assets at up to $50,000 and its liabilities between
$1 million and $10 million. The Debtors' counsel was Katherine C.
O'Malley, Esq., at Cozen O'Connor, in Chicago, Illinois.
The cases are assigned to Judge Harry C. Dees, Jr.
On Feb. 29, 2016, Douglas R. Adelsperger was appointed as Chapter
11 trustee in each of the bankruptcy cases.
On March 23, 2016, the Court entered an order consolidating the
bankruptcy cases for purposes of administration only.
On June 24, 2016, the Court entered its agreed order granting the
Trustee's Motion for substantive consolidation, substantively
consolidating the Debtors' bankruptcy cases for all postpetition
matters and purposes, effective as of the Petition Date, and
deeming that all assets and liabilities of the bankruptcy cases to
be consolidated into one bankruptcy estate, to be administered in
accordance with the Bankruptcy Code under the jurisdiction of the
Court ("Consolidated Bankruptcy Estate").
On July 21, 2016, the Court entered order granting application to
employ Tiffany Group Real Estate Advisors, LLC, as the bankruptcy
estates' broker.
The Trustee's attorneys:
RUBIN & LEVIN, P.C.
Meredith R. Theisen
Deborah J. Caruso
John C. Hoard
James E. Rossow, Jr.
Meredith R. Theisen
135 N. Pennsylvania Street, Suite 1400
Indianapolis, Indiana 46204
Tel: (317) 634-0300
Fax: (317) 263-9411
E-mail: dcaruso@rubin-levin.net
johnh@rubin-levin.net
jim@rubin-levin.net
mtheisen@rubin-levin.net
5 STAR INVT: Trustee's Sale of South Bend Property for $29K Okayed
------------------------------------------------------------------
Judge Harry C. Dees, Jr. of the U.S. Bankruptcy Court for the
Northern District of Indiana authorized the private sale by Douglas
R. Adelsperger, Trustee of 5 Star Investment Group, LLC and
affiliates, of real estate commonly known as 2201 Hollywood Place,
South Bend, Joseph County, Indiana, to Brandon Arizpe for $29,000.
The sale of the Real Estate is "as is and where is and with all
faults," no representations or warranties of any kind, and free and
clear of any and all liens, encumbrances, claims or interests.
At closing, the Trustee is authorized to direct Meridian Title Co.
to disburse from the proceeds from the sale, first to pay the costs
and expenses of the sale, including the commission owed to the
Tiffany Group in the approximate sum of $1,450, second to pay all
real estate taxes and assessments outstanding and unpaid at the
time of closing, including the Tax Lien, and third to pay any other
special assessments liens, utilities, water and sewer charges and
any other charges customarily prorated in similar transactions.
The Trustee is authorized and directed to retain the excess
proceeds from the sale of the Real Estate until further order of
the Court.
Notwithstanding any provisions of the Bankruptcy Code or Bankruptcy
Rules, the Order will be effective and enforceable immediately upon
entry, and any stay thereof, including without limitation
Bankruptcy Rule 6004(h), is abrogated.
About 5 Star Investment Group
On Nov. 5, 2015, the U.S. Securities Exchange Commission ("SEC")
filed a complaint against Earl D. Miller, 5 Star Capital Fund, LLC
and 5 Star Commercial, LLC, in the United States District Court
for
the Northern District of Indiana, Hammond Division ("SEC Action").
In its complaint, the SEC alleged that Miller, 5 Star Capital
Fund,
and 5 Star Commercial defrauded at least 70 investors from whom
they raised funds of at least $3,900,000. Additionally, on Nov.
5,
2015, the SEC obtained an ex parte temporary restraining Order,
asset freeze and other emergency relief in the SEC Action.
5 Star Investment Group, LLC, and its 10 affiliates owned by Eardl
D. Miller sought protection under Chapter 11 of the Bankruptcy
Code
(Bankr. N.D. Ind. Lead Case No. 16-30078) on Jan. 25, 2016. 5
Star
estimated its assets at up to $50,000 and its liabilities between
$1 million and $10 million. The Debtors' counsel was Katherine C.
O'Malley, Esq., at Cozen O'Connor, in Chicago, Illinois.
The cases are assigned to Judge Harry C. Dees, Jr.
On Feb. 29, 2016, Douglas R. Adelsperger was appointed as Chapter
11 trustee in each of the bankruptcy cases.
On March 23, 2016, the Court entered an order consolidating the
bankruptcy cases for purposes of administration only.
On June 24, 2016, the Court entered its agreed order granting the
Trustee's Motion for substantive consolidation, substantively
consolidating the Debtors' bankruptcy cases for all postpetition
matters and purposes, effective as of the Petition Date, and
deeming that all assets and liabilities of the bankruptcy cases to
be consolidated into one bankruptcy estate, to be administered in
accordance with the Bankruptcy Code under the jurisdiction of the
Court ("Consolidated Bankruptcy Estate").
On July 21, 2016, the Court entered order granting application to
employ Tiffany Group Real Estate Advisors, LLC, as the bankruptcy
estates' broker.
The Trustee's attorneys:
RUBIN & LEVIN, P.C.
Meredith R. Theisen
Deborah J. Caruso
John C. Hoard
James E. Rossow, Jr.
Meredith R. Theisen
135 N. Pennsylvania Street, Suite 1400
Indianapolis, Indiana 46204
Tel: (317) 634-0300
Fax: (317) 263-9411
E-mail: dcaruso@rubin-levin.net
johnh@rubin-levin.net
jim@rubin-levin.net
mtheisen@rubin-levin.net
5 STAR RECYCLING: Taps Vasseur Commercial as Real Estate Broker
---------------------------------------------------------------
5 Star Recycling, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Texas to hire a real estate broker.
The Debtor proposes to hire Vasseur Commercial Real Estate, Inc. in
connection with the sale of its real property located at 9801
Highway I35W in Grandview, Texas.
The firm will receive a commission of 6% of the sale price.
Vasseur does not represent any interest adverse to the Debtor or
its bankruptcy estate, and is a "disinterested person" as defined
in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Chris Stewart
Vasseur Commercial Real Estate, Inc.
2931 Oak Park Circle
Fort Worth, TX 76109
Phone: +1 817-335-7575
The Debtor is represented by:
Russell W. King, Esq.
King Law Offices, P.C.
P.O. Box 772
Stephenville, TX 76401
Phone: 254-968-8777
Fax: 254-445-2751
Email: kinglaw@kinglaw.us
About 5 Star Recycling LLC
5 Star Recycling, LLC owns a commercial real estate on 6.925 acres
of land with commercial buildings on the property located at 6970
US Highway 377 Stephenville, Texas, valued at $700,000. It also
owns a fee simple interest in a commercial real estate located at
9901 I-35W Grandview, Texas, with a valuation of $400,000.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Texas Case No. 17-41785) on April 28, 2017.
Nicolle Boyd, manager, signed the petition.
At the time of the filing, the Debtor disclosed $1.10 million in
assets and $949,945 in liabilities.
Judge Mark X. Mullin presides over the case. The Debtor is
represented by Russell W. King, Esq., at King Law Offices, P.C.
ADI LIQUIDATION: Court Partly Grants Summary Judgment Against BBU
-----------------------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware grants in part AW Liquidation, Inc.'s Motion for
Summary Judgment as to Bimbo Bakeries USA, Inc.'s section 503
(b)(9) Administrative Priority Claim with respect to all goods
delivered directly to non-debtor third parties. Judge Carey,
however, denies in part AWI's Motion for Summary Judgment with
respect to the claim for administrative priority in connection with
the goods delivered to Debtor NK Liquidation, Inc.
BBU filed an administrative priority claim for the value of unpaid
goods allegedly delivered to AWI and customers of AWI during the
twenty day period prior to AWI's petition date. AWI contends that
the BBU Administrative Priority Claim should be reclassified as a
general unsecured claim. In its Answering Brief in opposition to
AWI's Motion for Summary Judgment, BBU argues that any
determination is contingent upon material facts in dispute.
Bankruptcy Code section 503(b)(9) provides that, after notice and a
hearing, the bankruptcy court shall allow, as administrative
expenses, "the value of any goods received by the debtor within 20
days before the date of commencement of a case under this title in
which the goods have been sold to the debtor in the ordinary course
of the debtor's business." Administrative expenses receive priority
over other unsecured claims pursuant to Bankruptcy Code section
507(a)(2).
For AWI to prevail on its Motion for Summary Judgment, AWI must
show that BBU will be unable, as a matter of law, to satisfy at
least one of the three requirements of section 503(b)(9).
Accordingly, if BBU cannot allege facts that support that (1) goods
were received by AWI within 20 days before the petition
date,(2)goods were sold to AWI, and (3) the goods were sold in the
ordinary course of business, then AWI's Motion for Summary Judgment
will succeed. The key issue to be considered here is whether AWI
"received" goods from BBU within the meaning of section 503(b)(9).
It is undisputed in the present case that the goods delivered to
AWI Customers were not in AWI's actual physical possession; nor
were AWI Customers bailees for AWI. Therefore, BBU faces a
roadblock to establish receipt under UCC section 2-103 or
Bankruptcy Code section 503(b)(9). BBU seeks to broaden the
definition of constructive receipt to include situations, as here,
when a buyer/debtor is so integrated into the transaction that
there is an indivisible relationship between the buyer/debtor and
third-party recipient of goods, constituting constructive
possession. Specifically, BBU contends that because AWI controlled
most aspects of the day-to-day business transactions between AWI
Customers and BBU, operated the centralized billing program to
facilitate payment from AWI Customers to BBU, as well as a myriad
of other operational support services, AWI constructively received
the goods delivered to AWI Customers.
Judge Carey rules that the definition of constructive receipt
should not be expanded. Courts have held that an arrangement
whereby goods are delivered directly to a non-debtor, non-bailee,
third party does not give rise to constructive possession and,
therefore, there can be no valid administrative priority claim
under section 503(b)(9).
AWI also makes a strong argument that the second section 503(b)(9)
element -- requiring that the goods were sold to AWI -- has also
not been satisfied. The undisputed facts before reveal that, not
only were the goods received by third parties, but also that the
sales themselves were made to third parties, not to AWI. These
facts, asserted on behalf of BBU in support of its Motion, indicate
that the goods were sold to and received by the AWI Customers, not
AWI.
However, despite to whom the goods were sold, BBU cannot, as a
matter of law, satisfy the requirement that AWI must have
"received" the goods with respect to deliveries made to non- debtor
third parties. It is undisputed that AWI did not take actual
physical possession of the goods shipped by BBU directly to
non-debtor third parties. Because AWI did not take actual or
constructive possession of the goods at issue, BBU is not entitled
to an administrative priority claim under section 503(b)(9) for the
value of goods delivered to non-debtor third parties.
A full-text copy of Judge Carey's Opinion is available at:
http://bankrupt.com/misc/deb14-12092-4196.pdf
About Associated Wholesalers
Founded in 1962 and headquartered in Robesonia, Pennsylvania,
Associated Wholesalers Inc. serviced 800 supermarkets, specialty
stores, convenience stores and superettes with grocery, meat,
produce, dairy, frozen foods and general merchandise/health and
beauty care products. AWI, with distribution facilities in
Robesonia, Pennsylvania, and York, Pennsylvania, served the
mid-Atlantic United States. AWI is owned by its 500 retail members,
who in turn operate supermarkets. AWI had 1,459 employees.
White Rose Inc. is a food wholesaler and distributor serving the
greater New York metropolitan area. The company traces its origins
to 1886, when brothers Joseph and Sigel Seeman founded Seeman
Brothers & Doremus to provide grocery deliveries throughout New
York City. White Rose carries out its operations through three
leased warehouse and distribution centers, two of which area
located in Carteret, New Jersey, and one in Woodbridge, New
Jersey.
White Rose has 777 employees.
Associated Wholesalers and its affiliates sought Chapter 11
bankruptcy protection on Sept. 9, 2014, to sell their assets under
11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and
better offers. The Debtors were granted joint administration of
their Chapter 11 cases for procedural purposes, under the lead
case
of AWI Delaware, Inc., Bankr. D. Del. Case No. 14-12092.
As of the Petition Date, the Debtors owed the Bank Group
(consisting of lenders, Bank of America, N.A., Bank of American
Securities LLC as sole lead arranger and joint book runner, Wells
Fargo Capital Finance, LLC as joint book runner and syndication
agent, and RBS Capita, as documentation agent) an aggregate
principal amount of not less than $131,857,966 (inclusive of
outstanding letters of credit), plus accrued interest. The Debtors
estimate trade debt of $72 million. AWI Delaware disclosed $11,440
in assets and $125,112,386 in liabilities as of the Chapter 11
filing.
Saul Ewing LLP and Rhoads & Sinon LLP serve as legal advisors to
the Debtors, Lazard Middle Market serves as financial advisor, and
Carl Marks Advisors as restructuring advisor to AWI. Carl Marks'
Douglas A. Booth has been tapped as chief restructuring officer.
Epiq Systems serves as the claims agent.
The Official Committee of Unsecured Creditors is represented by
David B. Stratton, Esq., and Evelyn J. Meltzer, Esq., at Pepper
Hamilton, LLP, in Wilmington, Delaware; and Mark T. Power, Esq.,
and Christopher J. Hunker, Esq., at Hahn & Hessen LLP, in New
York.
The Committee also has retained Capstone Advisory Group, LLC,
together with its wholly-owned subsidiary Capstone Valuation
Services, LLC, as its financial advisors.
The Troubled Company Reporter, on Nov. 5, 2014, reported that the
Bankruptcy Court authorized Associated Wholesalers to sell
substantially all of its assets, including their White Rose
grocery
distribution business, to C&S Wholesale Grocers, Inc. The C&S
purchase price consists of the lesser of the amount of the bank
debt, which totals about $18.1 million and $152 million, plus
other
liabilities, which amount is valued at $194 million. C&S,
according to Bill Rochelle and Sherri Toub, bankruptcy columnists
for Bloomberg News, ended up paying $86.5 million more cash to be
anointed as the winner at the auction.
Associated Wholesalers, which changed its name to AWI Delaware,
Inc., prior to the approval of the sale. AWI Delaware notified the
Bankruptcy Court on Nov. 12, 2014, that closing occurred in
connection with the sale of their assets to C&S. AWI Delaware then
changed its name to ADI Liquidation, Inc., following the closing
of
the sale.
As reported in the Feb. 29 edition of the TCR, ADI Liquidation,
Inc., f/k/a AWI Delaware, Inc., filed with the U.S. Bankruptcy
Court for the District of Delaware a Chapter 11 plan of
liquidation
and an accompanying disclosure statement.
The TCR reported on July 29, 2016, that ADI Liquidation, Inc., et
al., filed with the U.S. Bankruptcy Court for the District of
Delaware a disclosure statement relating to the first amended
Chapter 11 plan of liquidation. The Disclosure Statement is
available at http://bankrupt.com/misc/deb14-12092-3063.pdf
The TCR, on Oct. 19, 2016, reported that the U.S. Bankruptcy Court
for the District of Delaware confirmed the modified second amended
Chapter 11 plan of liquidation of ADI Liquidation Inc. fka AWI
Delaware and its debtor-affiliates.
AGENT PROVOCATEUR: Hires Burges Salmon as Special Counsel
---------------------------------------------------------
Agent Provocateur, Inc., et al., seek permission from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Burges Salmon LLP, as special counsel, nunc pro tunc to April 11,
2017.
The Debtors operate retail shops in New York and other areas of the
country selling women's lingerie.
The Debtors were left stranded prior to the Petition Date when
their parent's operation were sold pursuant to administration
proceedings in the United Kingdom.
One vital source of continuity has been the Burges Salmon firm,
which proved to be an invaluable source of information with respect
to the Debtors' historical operations, providing guidance on a
number of operational matters and enabling important communications
among various parties to facilitate the Debtors’ ongoing business
operations prior to, simultaneous with, and subsequent to the
bankruptcy filing.
The Debtors require Burges Salmon's assistance in these cases to
continue to provide these services.
The Debtors request that the Court enter an order authorizing the
Debtors to employ and retain Burges Salmon their special United
Kingdom counsel in these chapter 11 cases.
Burges Salmon lawyers who will work on the Debtors' cases and their
hourly rates are:
Andrew Eaton GBP495
Emily Scaife GBP365
Prior to the Petition Date, the Debtors paid Burges Salmon
GBP24,701.50 (Agent Provocateur, Inc.) and GBP3,500 (Agent
Provocateur, LLC).
Burges Salmon will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Andrew Eaton, partner with Burges Salmon LLP, assured the Court
that the firm does not represent any interest adverse to the
Debtors and their estates.
Burges Salmon can be reached at:
Andrew Eaton
Burges Salmon LLP
One Glass Wharf
Bristol BS2 0ZX, England
About Agent Provocateur, Inc.
Agent Provocateur, Inc., based in New York, New York, filed a
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 17-10987-MEW) on
April 11, 2017. The Debtors operate retail shops in New York and
other areas of the country selling women's lingerie.
The Hon. Michael E. Wiles presides over the case. William H.
Schrag, Esq., at Thompson Hine LLP, serves as bankruptcy counsel.
In its petition, the Debtor estimated $1,000,001 to $10 million in
assets and $10,000,001 to $50 million in liabilities.
William K. Harrington, U.S. Trustee for the Southern District of
New York, on May 4 appointed three creditors of Agent Provocateur,
Inc., et al., to serve on the official committee of unsecured
creditors. Fox Rothschild LLP serves as the Committee's counsel.
U.S. Trustee William K. Harrington appointed Warren E. Agin as the
consumer privacy ombudsman for Agent Provocateur, Inc.
ALLIANCE HOSPITALITY: Court Conditionally Approves Disclosures
--------------------------------------------------------------
Judge Thomas L. Saladino of the U.S. Bankruptcy Court for the
District of Nebraska issued an order conditionally approving
Alliance Hospitality, LLC's small business disclosure statement
with respect to its Chapter 11 plan filed on June 15, 2017.
July 17, 2017, is fixed as the last day for filing written
acceptances or rejections of the plan and for filing written
objections to the disclosure statement and confirmation of the
plan.
If objections are filed, the hearing on final approval of the
disclosure statement and on confirmation of the plan shall be held
July 31, 2017, at 10:00 CENTRAL TIME in the Roman L. Hruska
Courthouse, 111 South 18th Plaza, Bankruptcy Courtroom #8, 2nd
Floor, Omaha, Nebraska.
About Alliance Hospitality
The Debtor is a small business company as defined in 11 U.S.C.
Section 101(51D). The Debtor owns a real property located at 1419
West Thirst St. Alliance, NE 69301 valued at $650,000. Foreclosure
sale by business lenders is set for March 15, 2017, for the
Alliance, NE fixed assets; Washer & Dryer $6,243; Safes $8,875; Ice
Machine $468; Canopy $4,877; Breakfast Room $8,084 linked to liens
on business building.
ALLIED PORTABLES: Plan Outline Hearing Set for August 24
--------------------------------------------------------
Judge Caryl E. Delano of the U.S. Bankruptcy Court for the Middle
District of Florida conditionally approved Allied Portables, LLC's
disclosure statement to accompany its plan of reorganization.
Any written objections to the Disclosure Statement shall be filed
with the Court and served no later than seven days prior to the
date of the hearing on confirmation.
The Court will conduct a hearing on confirmation of the Plan on
August 24, 2017, at 1:30 p.m. in Tampa, FL - Courtroom 9A, Sam M.
Gibbons United States Courthouse, 801 N. Florida Avenue.
Parties in interest shall submit to the Clerk's office their
written ballot accepting or rejecting the Plan no later than eight
days before the date of the Confirmation Hearing.
Objections to confirmation shall be filed with the Court and served
no later than seven days before the date of the Confirmation
Hearing.
About Allied Portables, LLC
Allied Portables, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M. D. Fla. Case No. 17-00865) on Feb. 1,
2017. The petition was signed by Connie L. Adamson, president,
treasurer, authorized member.
The case is assigned to Judge Caryl E. Delano.
Michael C. Markham, Esq., at Johnson, Pope, Bokor, Ruppel & Burns
LLP serves as the Debtor's legal counsel.
At the time of the filing, the Debtor estimated assets of less
than
$500,000 and liabilities of $1 million to $10 million.
ALPHATEC HOLDINGS: All Seven Proposals Approved at Annual Meeting
-----------------------------------------------------------------
Alphatec Holdings, Inc., held its annual meeting of stockholders on
June 15, 2017, at which the stockholders:
(1) elected each of Mortimer Berkowitz III, Ian R. Molson,
David H. Mowry, Stephen E. O'Neil, Terry M. Rich, Jeffrey
P. Rydin and Donald A. Williams to serve on the Company's
Board of Directors for a term of one year until the 2018
Annual Meeting of Stockholders and until their respective
successors have been duly elected and qualified, or until
their earlier death or resignation;
(2) ratified the selection of Ernst & Young LLP as the
Company's independent registered public accounting firm for
the fiscal year ending Dec. 31, 2017;
(3) approved the amendment and restatement of the Company's
2016 Equity Incentive Plan;
(4) approved the amendment and restatement of the Company's
2007 Employee Stock Purchase Plan;
(5) approved, on a non-binding advisory basis, the compensation
of the Company's named executed officers;
(6) approved, on a non-binding advisory basis, the holding of
the non-binding advisory vote on the compensation of the
Company's named executive officers on an annual basis; and
(7) approved the issuance of up to an aggregate of 17,525,972
shares of common stock issuable upon the conversion of
outstanding shares of the Company's Series A Convertible
Preferred Stock and the exercise of outstanding warrants.
In light of the results of the stockholder vote on the frequency of
future non-binding advisory votes on the compensation of the
Company's named executive officers, and consistent with the
Company's recommendation, the Company's Board of Directors has
determined that the Company will hold a non-binding advisory vote
on executive compensation annually until the next required vote on
the frequency of future non-binding advisory votes on the
compensation of the Company's named executive officers.
On May 5, 2017, Alphatec filed a Current Report on Form 8-K
announcing that Leslie H. Cross, whose term as a director on the
Board of Directors expired at the annual meeting of stockholders
held on June 15, 2017, had chosen not to stand for re-election at
the annual meeting. In connection with his departure from the
Company’s Board of Directors, Mr. Cross and the Company entered
into a Vesting Acceleration Agreement. Pursuant to the Vesting
Agreement, as of June 15, 2017, all outstanding options to purchase
the Company's common stock and any restricted common stock held by
Mr. Cross as of June 15, 2017, became vested and exercisable. In
addition, the term during which Mr. Cross may exercise any stock
option was extended until the earlier of: (i) June 15, 2019 (or the
following business day if such day is not a business day of the
Company), or (ii) the expiration date that would apply to such
stock option.
About Alphatec Holdings
Alphatec Holdings, Inc., the parent company of Alphatec Spine, Inc.
-- http://www.alphatecspine.com/-- is a medical technology company
focused on the design, development and promotion of products for
the surgical treatment of spine disorders. The Company has a
comprehensive product portfolio and pipeline that addresses the
cervical, thoracolumbar and intervertebral regions of the spine and
covers a variety of spinal disorders and surgical procedures. Its
principal product offerings are focused on the global market for
fusion-based spinal disorder solutions. The Company believes that
its products and systems are attractive to surgeons and patients
due to enhanced product features and benefits that are designed to
simplify surgical procedures and improve patient outcomes.
As of March 31, 2017, Alphatec had $93.57 million in total assets,
$99.10 million in total liabilities, $23.60 million in redeemable
preferred stock, and a $29.13 million total stockholders' deficit.
Alphatec reported a net loss of $29.92 million on $120.2 million of
revenues for the year ended Dec. 31, 2016, compared to a net loss
of $178.7 million on $134.38 million of revenues for the year ended
Dec. 31, 2015.
ALTADENA LINCOLN: May Use East West Cash Collateral Until Aug. 31
-----------------------------------------------------------------
The Hon. Sheri Bluebond of the U.S. Bankruptcy Court for the
Central District of California has authorized Altadena Lincoln
Crossing LLC to use cash collateral of East West Bank through and
including Aug. 31, 2017, to pay the Debtor's necessary
post-petition expenses to non-insiders solely for insurance, real
property taxes, operating expenses other than management fees, and
secured obligations.
EWB, and all other secured creditors with an interest in cash
collateral, are granted a replacement security interest in and lien
against all property of the estate in which they held duly
perfected and valid liens on a pre-petition basis, together with
any proceeds thereof, pursuant to Sections 361 and 363(e) of the
U.S. Bankruptcy Code, which will be in the same order and priority
as their pre-petition liens.
The Court previously authorized the Debtor on June 12 to use the
cash collateral through and including June 14, 2017.
Copies of the court orders are available at:
http://bankrupt.com/misc/cacb17-14276-94.pdf
http://bankrupt.com/misc/cacb17-14276-116.pdf
As reported by the Troubled Company Reporter on May 2, 2017, the
Debtor sought court permission to use all of its cash existing on
the Petition Date, plus the Debtor's postpetition revenue generated
from the operation of its business. The Debtor claims that it
requires the continued use of all cash collateral and proposes to
use cash collateral to pay appropriate (a) post-petition
administrative expenses, including taxes, insurance, and U.S.
Trustee's fees, and (b) adequate protection payments to East West
Bank.
About Altadena Lincoln
Headquartered in Pasadena, California, Altadena Lincoln Crossing
LLC, a Delaware limited liability company, filed for Chapter 11
bankruptcy protection (Bankr. C.D. Cal. Case No. 17-14276) on April
7, 2017, estimating its assets and liabilities at between $10
million and $50 million each. The petition was signed by Greg
Galletly, manager.
The Debtor is an affiliate of BGM Pasadena, LLC, which sought
bankruptcy protection on Nov. 20, 2015 (Bankr. C.D. Cal. Case No.
15-27833).
Judge Julia W. Brand presides over Altadena's case.
James A Tiemstra, Esq., at Tiemstra Law Group PC serves as the
Debtor's bankruptcy counsel.
AQUA LIFE CORP: Has Final Court OK to Use Cash Collateral
---------------------------------------------------------
The Hon. Robert A. Mark of the U.S. Bankruptcy Court for the
Southern District of Florida has entered a final order authorizing
Aqua Life Corp., d/b/a Pinch-A-Penny #43, to use cash collateral of
Wells Fargo, Ocean Bank, and Pinch A Penny.
As adequate protection for the Debtor's use of Cash Collateral, the
Secured Creditors will each have nunc pro tunc as of the Petition
Date a replacement lien on and in all property acquired or
generated post petition by the Debtor to the same extent and
priority and of the same kind and nature as each of the Secured
Creditors' respective prepetition liens and security interests in
the Cash Collateral. The Adequate Protection Liens will be subject
and junior to the fees of the Office of the U.S. Trustee.
In addition to the Adequate Protection Liens:
a. As to Pinch A Penny: the Debtor will continue to abide by
all franchise requirements and protocols in the ordinary
course of business until such time as the franchise
agreement is assumed by the Debtor;
b. As to Wells Fargo: upon the sale of any collateral
financed by Wells Fargo, the Debtor will pay Wells Fargo
from the proceeds of the sale the amount advanced by Wells
Fargo for the Debtor's purchase of the collateral. The
Debtor will make all payments due as reflected in the
Inventory Finance Agreement, and the IFA will remain in
full force and effect. Wells Fargo is authorized to
conduct periodic inventories and audits of its collateral
in the ordinary course of business and pursuant to the
Inventory Finance Agreement (and may contact the Debtor
directly to arrange inspections). Wells Fargo is
authorized to issue monthly invoices to the Debtor on
account of post-petition accrued interest at the non-
default rate;
c. As to Ocean Bank: the Debtor will continue to make monthly
payments to Ocean Bank in the ordinary course of business
in an amount equal to interest-only at the non-default
rate and Ocean Bank may issue monthly statements to the
Debtor directly in the ordinary course of business.
A copy of the court order is available at:
http://bankrupt.com/misc/flsb17-15918-63.pdf
As reported by the Troubled Company Reporter on May 18, 2017, the
Debtor sought interim authority from the Court to use cash
collateral in order to continue operating its business with minimal
interruption. The Debtor believes that it will be able to continue
operating through confirmation of a plan if the Debtor is
authorized to use cash. However, the Debtor maintains that without
the use of the cash, it will not be able to meet its liquidity
needs and will likely cease operations, jeopardizing its ability to
reorganize and possibly forcing liquidation to the detriment of the
Debtor and its creditors.
About Aqua Life Corp.
Aqua Life Corp., which conducts business under the name of
Pinch-A-Penny #43, filed a Chapter 11 petition (Bankr. S.D. Fla.
Case No. 17-15918) on May 10, 2017. The petition was signed by
Raymond E. Ibarra, vice-president. At the time of filing, the
Debtor had $1.07 million in assets and $2.49 million in
liabilities.
The case is assigned to Judge Robert A Mark.
No trustee, examiner or statutory committee has been appointed in
the Debtor's case.
ATM MIRROR: Taps Fino and Associates as Accountant
--------------------------------------------------
ATM Mirror, Inc. seeks approval from the U.S. Bankruptcy Court for
the Southern District of New York to hire an accountant.
The Debtor proposes to hire Fino and Associates to prepare
schedules, operating statements and other accounting information in
connection with its Chapter 11 case.
The firm will charge $250 per hour for the services of its
partners, and $50 per hour for paraprofessionals and administrative
assistantt.
Neil Fino, a certified public accountant, disclosed in a court
filing that his firm does not represent any interest adverse to the
Debtor or its estate.
The firm can be reached through:
Neil Fino
Fino and Associates
1977 Route 9W
Milton, NY 12547
Phone: (845) 795-2777
About ATM Mirror
ATM Mirror, Inc. is a glass manufacturing and installation company,
installing projects from residential frameless shower doors to
commercial architectural glass such as balconies. The Debtor is a
family-owned business operating since 2005.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y.
Case No. 16-23276) on September 21, 2016, disclosing assets and
liabilities of less than $1 million. Dawn Kirby, Esq., at DelBello
Donnellan Weingarten Wise & Wiederkehr, LLP, is the Debtor's
bankruptcy counsel.
No official committee of unsecured creditors has been appointed in
the case.
AUBURN ARMATURE: Committee Taps Lowenstein Sandler as Counsel
-------------------------------------------------------------
The official committee of unsecured creditors of Auburn Armature,
Inc. seeks approval from the U.S. Bankruptcy Court for the Northern
District of New York to hire legal counsel.
The committee proposes to hire Lowenstein Sandler LLP to, among
other things, give legal advice regarding its duties under the
Bankruptcy Code, investigate the financial condition of Auburn
Armature and its affiliates, assist in its analysis of the terms of
a restructuring plan for the Debtors, and analyze claims of
creditors.
The firm's standard hourly rates are:
Partners $575 - $1,150
Senior Counsel/Counsel $405 - $700
Associates $300 - $575
Paralegals/ Assistants $115 - $300
Jeffrey Cohen, Esq., a partner at Lowenstein, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Jeffrey Cohen, Esq.
Lowenstein Sandler LLP
1251 Avenue of the Americas
New York, NY 10020
Tel: 212-262-6700
Fax: 212-262-7402
About Auburn Armature
Based in Auburn, New York, Auburn Armature Inc. --
http://www.aainy.com/index.html-- along with affiliates EASA
Acquisition I, LLC, and EASA Acquisition II, LLC, operates an
electric motor repair service and electrical equipment distribution
network in New York including Binghamton, Rochester, Syracuse,
Albany, Auburn, and Buffalo.
AAI is the sole member of both EASA I and EASA II. All of AAI's
outstanding stock is owned by Electrical Supply Acquisition, Inc.,
which in turn is owned by DeltaPoint Capital IV, LP and DeltaPoint
Capital IV (New York), LP.
AAI, EASA I and EASA II sought Chapter 11 protection (Bankr.
N.D.N.Y. Lead Case No. 17-30743) on May 19, 2017. Geoffrey L.
Murphy, president and CEO, signed the petitions. AAI estimated
$10
million to $50 million in assets and debt.
Judge Margaret M. Cangilos-Ruiz presides over the case. Menter,
Rudin & Trivelpiece, P.C., serves as counsel to the Debtors. The
Debtors hired Harter Secrest & Emery LLP as special counsel, and
League Park Advisors as investment banker.
On June 1, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. No trustee or examiner
has been appointed.
AUBURN ARMATURE: Taps League Park Advisors as Investment Banker
---------------------------------------------------------------
Auburn Armature, Inc., et al., seek authority from the US
Bankruptcy Court for the Northern District of New York, Syracuse
Division, to employ League Park Advisors LLC as investment
bankers.
League Park will have the exclusive authority to initiate and
conduct discussions, assist and advise the Debtors in negotiations,
with all potential purchasers, investors or partners in any
transaction whereby a change in control of the Debtors occurs or
any material interest in or material portion of their businesses or
assets is transferred to a party.
The Debtor shall pay to League Park a monthly retainer of $6,500
beginning October 21, 2016. In addition, should a transaction
involving the Debtor be completed, the Debtor agrees to pay to
League Park a cash fee at closing equal to $275,000. If more than
one transaction occurs, the Debtor shall pay League Park an
incremental $25,000 for each additional transaction.
John W. Dorsey, Managing Director, attests that League Park is
disinterested, as that term is described in 11 U.S.C. Section
101(13).
The Firm can be reached through:
John W. Dorsey
LEAGUE PARK ADVISORS LLC
110 Superior Avenue East, Suite 1650
Cleveland, OH 44114
Tel: (216) 455-9985
Fax: (216) 455-9986
About Auburn Armature
Based in Auburn, New York, Auburn Armature Inc. --
http://www.aainy.com/-- along with affiliates EASA Acquisition I,
LLC, and EASA Acquisition II, LLC, operates an electric motor
repair service and electrical equipment distribution network in New
York including Binghamton, Rochester, Syracuse, Albany, Auburn, and
Buffalo.
AAI is the sole member of both EASA I and EASA II. All of AAI's
outstanding stock is owned by Electrical Supply Acquisition, Inc.,
which in turn is owned by DeltaPoint Capital IV, LP and DeltaPoint
Capital IV (New York), LP.
AAI, EASA I and EASA II sought Chapter 11 protection (Bankr.
N.D.N.Y. Lead Case No. 17-30743) on May 19, 2017. Geoffrey L.
Murphy, president and CEO, signed the petitions. AAI estimated $10
million to $50 million in assets and debt.
Judge Margaret M. Cangilos-Ruiz presides over the case. Menter,
Rudin & Trivelpiece, P.C., serves as counsel to the Debtors. League
Park Advisors is the Debtors' investment banker.
On June 1, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. No trustee or examiner
has been appointed.
AVAYA INC: Amended Order on Securities Transfer Protocol Entered
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
entered an amended final order approving the disclosure procedures
proposed by Avaya Inc. and its debtor-affiliates regarding the
transfers of and declaration of worthlessness with respect to
beneficial ownership stock and preferred stock of the Company.
Under the amended order, a substantial shareholder may not
consummate any purchase, sale, or other transfer of, beneficial
ownership of common stock or preferred stock, in violation of the
procedures, and any such transaction in violation of the procedures
will be null and void ad initio.
In addition, a 50% shareholder may not claim a worthless stock
deduction with respect to beneficial ownership of common stock or
preferred stock, in violation of the procedures, and any such
deduction in violation of the procedures will be null and void ab
initio, and the 50% shareholder will be required to file an amended
tax return revoking the proposed deduction.
About Avaya Inc.
Avaya Inc., together with its affiliates, is a multinational
company that provides communications products and services,
including, telephone communications, internet telephony, wireless
data communications, real-time video collaboration, contact
centers, and customer relationship software to companies of various
sizes.
The Avaya Enterprise serves over 200,000 customers, consisting of
multinational enterprises, small- and medium-sized businesses, and
911 services as well as government organizations operating in a
diverse range of industries. It has approximately 9,700 employees
worldwide as of Dec. 31, 2016.
Avaya Inc. and 17 of its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-10089)
on Jan. 19, 2017. The petitions were signed by Eric S. Koza, CFA,
chief restructuring officer.
Judge Stuart M. Bernstein presides over the cases.
The Debtors have hired Kirkland & Ellis LLP as legal counsel;
Centerview Partners LLC as investment banker; Zolfo Cooper LLC as
restructuring advisor; PricewaterhouseCoopers LLP as auditor; KPMG
LLP as tax and accountancy advisor; and The Siegfried Group, LLP
as financial services consultant. Prime Clerk LLC is the claims
and noticing agent.
On Jan. 31, 2017, the U.S. Trustee for Region 2, appointed an
official committee of unsecured creditors. Morrison & Foerster is
the creditors committee's counsel.
* * *
As reported by the Troubled Company Reporter on May 31, 2017, the
Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York has extended, at the behest of Avaya
Inc., et al., the Debtors' plan filing exclusivity period through
and including July 18, 2017, and the Debtors' soliciting
exclusivity period through and including Sept. 16, 2017.
B&B BACHRACH: May Use Cash Collateral Until July 11
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The Hon. Neil W. Bason of the U.S. Bankruptcy Court for the Central
District of California has entered a fourth interim order
authorizing B&B Bachrach LLC to use cash collateral on an interim
basis, through July 11, 2017, solely to pay the expenditures.
A joint hearing and status conference will be held on July 11,
2017, at 2:00 p.m. (Pacific Standard Time) to consider the Debtor's
request to use cash collateral.
The Debtor and Israel Discount Bank of New York are authorized to
execute all further documents and perform further acts as may
reasonably be required to effectuate the purpose and intent of the
fourth interim court order and the second interim cash collateral
stipulation.
All status reports from interested parties regarding the financial
condition of the Debtor will be in writing and filed with this
Court and served on the Debtor, the U.S. Trustee, IDB, and the
Official Committee of Unsecured Creditors, so as to be received on
or before July 10, 2017, at 12:00 p.m. (Pacific Standard Time).
A copy of Fourth Interim Order is available at:
http://bankrupt.com/misc/cacb17-15292-164.pdf
About B&B Bachrach LLC
Founded in 1877, the Bachrach -- http://www.bachrach.com/-- was
founded by Henry Bachrach, who opened a single store in Decatur,
Illinois, called "Cheap Charley" to serve the growing population of
professional gentlemen who were settling in and developing the
Midwest at the time. In 1910, the name of the Company was changed
to Bachrach when the word "cheap" started to take on connotations
beyond merely a bargain.
Over the next century Bachrach evolved as a purveyor of fine men's
clothing, becoming a brand widely recognizable across not only the
Midwest, but throughout the United States. Bachrach promotes its
brand as a menswear experience based upon a European fashion
aesthetic, superior customer service and an emphasis on lasting
customer relationships.
B&B Bachrach, LLC dba Bachrach filed a Chapter 11 petition (Bankr.
C.D. Cal. Case No. 17-15292), on April 28, 2017, disclosing assets
and liabilities ranging from $10 million to $50 million. The
petition was signed by by Brian Lipman, managing member. The case
is assigned to Judge Neil W. Bason.
The Debtor is represented by Brian L Davidoff, Esq., at Greenberg
Glusker Fields Claman Machtinger LLP. Solid Asset Solutions LP,
serves as the Debtor's liquidation consultant. Grobstein Teeple,
LLP has been tapped as financial advisor.
On May 18, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee hired
Pachulski Stang Ziehl & Jones LLP as its legal counsel.
BALDWIN PARK: Has Interim Nod on Cash Collateral Use Until July 6
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Judge Julia W. Brand of the U.S. Bankruptcy Court for the Central
District of California authorized Baldwin Park Congregate Home,
Inc., to use cash collateral through and including the continued
hearing date of July 6, 2017 on an interim basis.
The Debtor is directed to file a supplemental declaration
containing a cash collateral budget for six months and basing
projections for cash collateral use on such actual operating
results and containing segregated payroll tax obligations in real
numbers by no later than July 5, 2017.
The Court will hold a final hearing on the Debtor's use of cash
collateral on July 6, 2017 at 10:00 a.m.
A full-text copy of the Order, dated June 20, 2017, is available at
https://is.gd/Ywx1i4
About Baldwin Park Congregate Home
Baldwin Park Congregate Home, Inc., owns and operates a skilled
nursing facility in Baldwin Park, Calif. Baldwin Park Congregate
Home filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal.
Case No. 17-13634) on March 24, 2017, estimating assets in the
range of $0 to $50,000 and liabilities of up to $10 million.
Eileen Cambe, the chief executive officer, signed the petition.
The Hon. Julia W. Brand presides over the case. The Debtor is
represented by Giovanni Orantes, Esq. of Orantes Law Firm.
BANK BUILDING ASSOC: Trustee Taps Formanlaw as Legal Counsel
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The Chapter 7 trustee for Bank Building Associates Limited
Partnership seeks approval from the U.S. Bankruptcy Court for the
District of New Jersey to hire his own firm as legal counsel.
Charles Forman proposes to hire Formanlaw LLC to, among other
things, prosecute claims on behalf of the trustee and the Debtor's
estate, and assist him in liquidating assets of the estate.
The hourly rates charged by the firm are:
Charles Forman $625
Erin Kennedy $500
Michael Holt $500
Kim Lynch $500
Michael Connolly $500
Para-Professionals $150 - $200
Legal Assistants $150 - $200
Erin Kennedy, Esq., disclosed in a court filing that the firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
Formanlaw can be reached through:
Erin J. Kennedy, Esq.
Formanlaw LLC dba Forman Holt
66 Route 17 North, First Floor
Paramus, NJ 07652
Phone: (201) 845-1000
Email: msbauer@nmmlaw.com
About Bank Building Associates
Limited Partnership
Based in Monmouth Junction, New Jersey, Bank Building Associates
Limited Partnership sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.J. Case No. 14-35958) on December 30,
2014.
The petition was signed by Lawrence S. Berger, president of USRR,
Inc., and general partner of USLR, general partner of the Debtor.
Judge Michael B. Kaplan presides over the case.
At the time of the filing, the Debtor estimated its assets and
debts at $1 million to $10 million.
A motion to dismiss was filed by the Debtor itself in April 2015.
The hearing on the motion to dismiss was continued several times.
Following the hearing on March 21, 2017, the Court denied the
Motion to Dismiss. The Court entered the denial order on April 3,
2017.
The case was subsequently converted to Chapter 7 liquidation.
Charles M. Forman was appointed as Chapter 7 trustee for the
Debtor.
BC EXPRESS: Wants Authorization to Use Cash Collateral
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BC Express Mart, LLC, seeks authorization from the U.S. Bankruptcy
Court for the Middle District of Georgia to use cash collateral in
order to operate, maintain and protect the business.
The Bank of Dudley has asserted that it is entitled to rents
received by the Debtor from the date the Bankruptcy petition was
filed, and that the automatic stay should be lifted for cause.
Despite having been notified of the filing of the Debtor's
bankruptcy case, Bank of Dudley initiated foreclosure proceedings
against the rental properties (being the property of the Bankruptcy
estate), by mailing foreclosure notices to each of Debtor's rental
properties. In response to the Bank of Dudley's foreclosure
notices, the tenants informed the Debtor that they would no longer
pay the Debtor rents.
The Debtor requires the use of cash collateral to fund all
necessary operating expenses of its business. However, despite
request from the Debtor's counsel, the Bank of Dudley has not
retracted its foreclosure correspondence or sent updated
correspondence to Debtor's rental tenants notifying the same of its
error in initiating foreclosure.
The Debtor acknowledges that the Bank of Dudley may have an
interest in the cash collateral. As such, the Debtor seeks the use
of cash collateral in the ordinary course of business in order to
continue operation of its business which will: (a) preserve the
Debtor's going concern value, (b) enable the Debtor to capitalize
on that value through a reorganization strategy, and (c) ultimately
facilitate the Debtor's ability to confirm a Chapter 11 plan.
The Debtor believes that the use of cash collateral is in the best
interest of the Debtor, its creditors and its estate because it
will enable the Debtor to: (a) continue the orderly operation of
its business and avoid an immediate total shutdown of operations;
(b) meet its obligations for necessary ordinary course
expenditures, and other operating expenses; and (c) make payments
authorized under other orders entered by the Court, in order to
avoid immediate and irreparable harm to the Debtor's estate.
A full-text copy of the Order, dated June 19, 2017, is available at
https://is.gd/GTHSXy
About BC Express Mart
BC Express Mart, LLC, is a Georgia Domestic Limited Liability
Company, and its primary business involves operating a gas station
and convenience store selling fuel, prepared food, and groceries to
customers in Lizella, Georgia.
BC Express filed for bankruptcy protection (Bankr. M.D. Ga., Case
No. 17-50113) on Jan. 18, 2017. The petition was signed by owner,
Belinda Calloway. The Debtor estimated assets and liabilities of
$1 million to $10 million. The case is assigned to Hon. James P.
Smith. Joel A.J. Callins, Esq. of The Callins Law Firm, LLC,
serves as counsel to the Debtor.
BING ENERGY: Committee Taps Stichter Riedel Blain as Counsel
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The Committee of Creditors Holding Unsecured Claims of Bing Energy
International, Inc. and Bing Energy International, LLC seeks
authority from the United States Bankruptcy Court for the Northern
District of Florida, Tallahassee Division, to retain the law firm
of Stichter, Riedel, Blain & Postler, P.A. as its counsel effective
as of May 16, 2017.
The Committee requires the law firm to:
a. assist the Committee in carrying out the duties enumerated
in 11 U.S.C. Sections 1102 and 1103 in the cases;
b. advise the Committee about any relevant matter arising in
the cases, including but not limited to conducting any review or
research that may be required to properly evaluate the Debtors'
current and prospective financial and operational condition, the
Debtors' prospects for reorganization, and/or the effect of any
proposed plan of reorganization;
c. draft and/or file any and all required documents,
pleadings, or other written instruments required by the Committee
in the cases;
d. represent the Committee when necessary, in any and all
hearings, depositions, conferences, trials, mediations, and/or
other appearances or participations related to the cases; and
e. take any and all other actions deemed necessary to satisfy
the Committee's responsibilities and to protect the Committee's
interests with respect to any matter arising in the cases.
The Firm's current hourly rates are:
Edward J. Peterson $425
Jodi Cooke $300
Associates/Partners $210-$495
Paralegals $150-$200
Edward J. Peterson attests that no attorney in Stichter Riedel
presently represents any creditor, general partner, lessor, lessee,
party to an executory contract with the Debtors, or person
otherwise adverse or potentially adverse to the Debtors or the
estates, on any matter, whether such representation is related or
unrelated to the Debtors or the estates.
The Firm can be reached through:
Edward J. Peterson
Jodi Daniel Cooke
Stichter Riedel Blain & Postler, P.A.
41 N. Jefferson Street, Suite 111
Pensacola, FL 32502
Tel: (850) 637-1836
Fax: (850) 791-6545
Email: epeterson@srbp.com
jcooke@srbp.com
About Bing Energy International
Bing Energy International, LLC and Bing Energy International, Inc.
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Fla. Lead Case No. 16-40323) on July 7, 2016. The petition
was signed by Dean R. Minardi, chief executive officer. At the
time of the filing, Bing Energy International, LLC estimated its
assets at $1 million to $10 million and debts at $500,000 to $1
million. Bing Energy International, Inc. estimated its assets at
$1 million to $10 million and debts at $100,000 to $500,000.
The case is assigned to Judge Karen K. Specie.
The Debtors are represented by:
Brian G. Rich, Esq.
BERGER SINGERMAN LLP
313 N. Monroe Street, Suite 301
Tallahassee, FL 32301
Telephone: (850) 561-3010
Facsimile: (850) 561-3013
Email: brich@bergersingerman.com
Counsel to BEI-DIP, LLC, the DIP Lender, is:
Jason M. Osborn, Esq.
Osborn Group LLC
308 Magnolia Ave., Suite 102
Fairhope, AL 36532
Telephone: (251) 929-5050
Email: josborn@osborngroupllc.com
On August 10, 2016, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.
On June 7, 2017, the Debtors filed a Chapter 11 plan and disclosure
statement. The Disclosure statement provides that DIP lender
BEI-DIP, LLC, has obtained an exit financing facility of
approximately $175,000 from Prime Meridian Bank. All or some of
the members of the DIP Lender have guaranteed the exit facility.
The DIP Lender will exercise its option to convert the debt it is
owed by the Debtors into equity in the Reorganized Debtor and
inject cash into the Debtor's estates in an amount sufficient to
satisfy all allowed administrative expense claims in full, at
confirmation, and make a 1% distribution to holders of General
Unsecured Claims as of the Effective Date or as soon thereafter as
practicable and a payment of 4% payable over three years. To the
extent the Reorganized Debtors operate post-confirmation, the DIP
Lender may provide 100% of the funding that is or may be necessary
to support the operations. All interests in the Debtors will be
cancelled, and the DIP Lender will be the sole holder of interests
in the Reorganized Debtor, as of the Effective Date. As of the
Effective Date, the Reorganized Debtor will own all of the Debtors'
assets, including Bing Inc.'s 100% ownership interest in Bing LLC,
and all of Bing LLC's assets, including its ownership interests in
Nantong Bing Energy Co., Ltd., and EnerFuel2, LLC, and NOLs for
2009-2014.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/flnb16-40322-122.pdf
The Bankruptcy Court will hold a hearing on July 20, at 1:30 p.m.,
to consider approval of the disclosure statement. Disclosure
Objections are due by July 13.
BIOLARGO INC: All Seven Directors Elected by Stockholders
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Biolargo, Inc. held its 2017 annual stockholder meeting on
June 19, 2017, at which the stockholders:
(1) elected Dennis P. Calvert, Kenneth R. Code, Dennis E.
Marshall, Joseph L. Provenzano, Kent C. Roberts II, John S.
Runyan, and Jack B. Strommen to the Company's Board
of Directors;
(2) approved, on an advisory basis, the compensation of
the Company's executive officers; and
(3) ratified the appointment of Haskell & White LLP as
the Company's independent public accounting firm for the
2017 fiscal year.
BioLargo Inc.
BioLargo, Inc., is a provider of platform technologies. The
Company's products are used to eliminate contaminants that threaten
the water, health and quality of life. Its technology has
commercial applications within several industries. The Company
focuses on four areas: water treatment; industrial odor control
applications; commercial, household and personal care products
(CHAPP), and advanced wound care. Its AOS Filter combines iodine,
water filter materials and electrolysis within a water filter
device. It generates oxidation potential in order to oxidize and
breakdown or otherwise eliminate, soluble organic contaminant,
which are found in contaminated water.
Biolargo reported a net loss of $8.07 million on $281,106 of total
revenue for the year ended Dec. 31, 2016, compared with a net loss
of $5.07 million on $127,582 of total revenue for the year ended
Dec. 31, 2015. As of March 31, 2017, Biolargo had $1.49 million in
total assets, $3.12 million in total liabilities and a total
stockholders' deficit of $1.62 million.
Haskell & White LLP, in Irvine, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has incurred
recurring losses, negative cash flows from operations and has
limited capital resources, and a net stockholders' deficit. These
matters raise substantial doubt about the Company's ability to
continue as a going concern.
BONANZA CREEK: Nearly $17M in Professional Fees & Expenses Okayed
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Matt Chiappardi, writing for Bankruptcy Law360, reports that the
Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware approved almost $17 million in fees and expenses for
professionals who worked on the Bonanza Creek Energy Inc. Chapter
11 case.
According Law360, about $16.7 million in fees and $244,000 in
expenses is to be awarded to six professional firms that worked on
the case, the bulk of which is going to bankruptcy counsel Davis
Polk & Wardwell LLP -- roughly $7.6 million in fees and $101,000 in
expenses -- and restructuring financial adviser Perella Weinberg
Partners LP, about $7.6 million in fees and $20,000 in expenses.
Law360 adds that The other firms included in the order are
financial adviser Alvarez & Marsal LLC, awarded $830,000 in fees
and $68,000 in expenses; bankruptcy counsel Richards Layton &
Finger PA, receiving $410,000 in fees and $35,000 in expenses; and
administrative adviser Prime Clerk LLC with a $60,000 fee and $69
in expenses.
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.
In December 2016, Bonanza entered into a restructuring support
agreement with (i) holders 51.1% in aggregate principal amount of
the seniors notes outstanding and (ii) NGL Energy Partners LP and
NGL Crude Logistics, LLC, counterparties to one of the debtors'
crude oil purchase and sale agreements.
On Jan. 4, 2017, Bonanza Creek 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),
to seek court approval of its prepackaged plan of reorganization.
The cases are pending before the Hon. Kevin J. Carey, and the
Debtors have requested joint administration of the cases.
Davis, Polk & Wardwell LLP is acting as legal counsel to Bonanza
Creek; 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;
PricewaterhouseCoopers LLP is the Debtors' accounting advisor; and
Prime Clerk LLC is the notice, claims and solicitation agent.
No official committee of unsecured creditors has been formed in the
Chapter 11 cases.
Kirkland & Ellis LLP and Pachulski Stang Ziehl & Jones LLP are
serving as counsel to the Ad Hoc Group of Noteholders. Evercore
Group L.L.C. is serving as financial advisor to the Ad Hoc Group of
Noteholders.
Chipman Brown Cicero & Cole, LLP and Brown Rudnick LLP are serving
as counsel to the Ad Hoc Equity Committee. The Ad Hoc Committee of
Equity Security Holders is comprised of Fir Tree Inc., HHC Primary
Fund, Ltd., CVI Opportunities Fund I, LLP, Silver Point Capital
Offshore Master Fund, L.P., Silver Point Capital Fund, L.P., and
MatlinPatterson Global Opportunities Master Fund LP.
BRYANTS DRVETRAIN: July 24 Plan and Disclosure Statement Hearing
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Judge Jerry A. Funk of the U.S. Bankruptcy Court for the Middle
District of Florida conditionally approved Bryants Drivetrain of
Ocala LLC's disclosure statement describing its chapter 11 plan of
reorganization filed on June 13, 2017.
Creditors and other parties in interest shall file with the court
their written ballots accepting or rejecting the Plan no later than
10 days before the date of the Confirmation Hearing.
July 24, 2017, is fixed 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 2:30 p.m., in 4th Floor Courtroom
D, 300 North Hogan Street, Jacksonville, Florida.
Any objections to Disclosure or Confirmation shall be filed and
served seven days before the confirmation hearing.
About Bryants Drivetrain
Bryants Drivetrain of Ocala LLC is a limited liability company.
Homer C. Bryant, Jr. is the manager and sole member. Bryants
Drivetrain of Ocala owns the property located at 6050 SW 58th
Terrace, Ocala, Marion County, Florida. The property is being
used
by Bryant's Drivetrain Specialist, Inc. and Bryant's Transport
LLC.
Bryants Drivetrain of Ocala filed a Chapter 11 petition (Bankr.
M.D. Fla. Case No. 17-02169) on June 13, 2017.
C&S MOBILE: Wants to Use IRS's Cash Collateral
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C&S Mobile Truck Repair Inc. asks the U.S. Bankruptcy Court for the
Northern District of California to use the cash collateral interest
of the Internal Revenue Service. A hearing on the Debtor's request
is set for July 26, 2017, at 2:00 p.m.
About C&S Mobile Truck Repair
C&S Mobile Truck Repair Inc. sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Cal. Case No. 17-50249) on Feb. 1,
2017. The petition was signed by George Severo, authorized
representative.
At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $500,000.
Drew Henwood, Esq., at The Law Offices of Drew Henwood, serves as
the Debtor's legal counsel.
CAPITAL REGION YMCA: Taps Sanders Holloway as Accountant
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Capital Region Young Men's Christian Association Inc. seeks
approval from the U.S. Bankruptcy Court for the Northern District
of Florida to hire an accountant.
The Debtor proposes to hire Sanders, Holloway & Ryan, C.P.A. to,
prepare its tax return for the year ended December 31, 2016, for a
fee of $1,800; and provide bookkeeping and controller services for
a weekly fee of $600.
Fees for other services will be based on the firm's current hourly
rate of $200 for partners and $85 for staff accountants. The firm
requires a retainer in the amount of $3,000 before it begins its
work.
Sanders Holloway has no connection with any creditor, according to
court filings.
The firm can be reached through:
Mark J. Ryan
Sanders, Holloway & Ryan, C.P.A.
2878 Mahan Drive
Tallahassee, FL 32308
Phone: 850-222-1608
Fax: 850-222-2982
About Capital Region YMCA
Capital Region Young Men's Christian Association, Inc. is a non
profit organization serving communities in the State of Florida.
It offers day camps, aquatics, youth sports, health and fitness,
and community programs.
Based in Tallahassee, Florida, Capital Region Young Men's Christian
Association, Inc. dba Capital Region Family Health and Fitness
filed a Chapter 11 petition (Bankr. N.D. Fla. Case No. 17-40248) on
June 9, 2017. The Hon. Karen K. Specie presides over the case.
Thomas B. Woodward, Esq., at Thomas B. Woodward, serves as
bankruptcy counsel.
In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Aaron
Boyette, chief volunteer officer.
CAPITAL REGION YMCA: Taps Terra Conservation as Realtor
-------------------------------------------------------
Capital Region Young Men's Christian Association Inc. seeks
approval from the U.S. Bankruptcy Court for the Northern District
of Florida to hire a realtor.
The Debtor proposes to hire Terra Conservation Group LLC in
connection with the sale of its real property known as Camp Indian
Springs located at Wakulla County, Florida.
The firm will get a commission of 5% of the total sales price.
Terra Conservation Group has no connection with any creditor,
according to court filings.
The firm can be reached through:
John A. Russell
Terra Conservation Group LLC
1621 Metropolitan Blvd., Suite C
Tallahassee, FL 32308
Phone: 850-556-1280
Fax: 850-201-6792
About Capital Region YMCA
Capital Region Young Men's Christian Association, Inc. is a non
profit organization serving communities in the State of Florida.
It offers day camps, aquatics, youth sports, health and fitness,
and community programs.
Based in Tallahassee, Florida, Capital Region Young Men's Christian
Association, Inc. dba Capital Region Family Health and Fitness
filed a Chapter 11 petition (Bankr. N.D. Fla. Case No. 17-40248) on
June 9, 2017. The Hon. Karen K. Specie presides over the case.
Thomas B. Woodward, Esq., at Thomas B. Woodward, serves as
bankruptcy counsel.
In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Aaron
Boyette, chief volunteer officer.
CAPITOL BANCORP: Policy Does Not Cover Suit vs. Officers
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The U.S. Court of Appeals for the Sixth Circuit affirmed the
decision of the district court finding that the lawsuit filed by
Clifford Zucker, the Liquidation Trustee of Capitol Bancorp Ltd.,
against the company's officers falls within the
"insured-versus-insured" exclusion in the company's liability
insurance policy with Indian Harbor Insurance Company.
The Liquidation Trustee sued Capitol's officers for $18.8 million
alleging they breached their fiduciary duties to the company. After
the Liquidation Trustee notified Indian Harbor of the lawsuit
against the officers, the insurance company responded by filing a
lawsuit seeking a declaratory judgment that the Trustee's lawsuit
falls within the "insured-versus-insured" exclusion in Capitol's
liability insurance policy. The district court agreed that the
policy does not cover the Trustee's action. Appeals were filed by
Zucker and Joseph Reid, who founded Capitol and served as its
chairman and chief executive officer, his daughter, Cristin Reid,
who served as president, and her husband Brian English as general
counsel.
In affirming the district court's decision, the Sixth Circuit held
that in resolving this dispute, the terms of the contract are a
good place to start. The insured-versus-insured exclusion applies
to claims "by, on behalf of, or in the name or right of, the
Company or any Insured Person" against an Insured Person. Had
Capitol sued the Reids for mismanagement, that would be a claim
"by" the Company (an insured person) against its own officers (also
insured persons), the Sixth Circuit pointed out. The exclusion
would bar the claim, as both sides to this dispute agree.
The Sixth Circuit also finds that it makes no difference that the
bankruptcy court approved the plan transferring the bankruptcy
estate's causes of action from Capitol to the Liquidation Trust.
Zucker and the Reids may be right that court approval offers a
safeguard against the collusive suits that insured-versus-insured
exclusions seek to prevent. But that does not eliminate the
practical and legal difference between an assignee and a
court-appointed trustee that receives the right to sue on the
estate's behalf by statute. The risk of collusion is surely higher
when the insured individuals -- the management of the debtor in
possession -- can negotiate and put conditions on a trustee's right
to sue them. That a contractual term, like a statutory term, was
designed to avoid certain problems does not mean that a
fact-intensive search for that problem -- here for collusion --
must occur each time someone invokes the provision. And it does not
mean that collusion must be found before the provision applies. The
Sixth Circuit asks only whether "the Company" includes Capitol as
debtor in possession. The contract itself, together with core
principles of bankruptcy law, confirms that it does.
Capitol's bankruptcy, it is true, created a new legal entity that
is distinct from Capitol itself: the bankruptcy estate. And when
Capitol filed for bankruptcy, it is also true, this
breach-of-fiduciary-duty claim became property of the bankruptcy
estate. But this reality does not help Zucker and the Reids. The
bankruptcy estate is a nominal entity that cannot act on its own;
it needs a debtor in possession or trustee to sue on its behalf. A
lawsuit by Capitol as debtor in possession on behalf of the
bankruptcy estate remains a lawsuit "by" Capitol and thus would
still fit within the insured-versus-insured exclusion.
For the said reasons, the Sixth Circuit affirms.
In his dissenting opinion, Judge Bernice B. Donald held that the
assigned trustee in this case should have the same right to be
exempt from the insured-versus-insured exclusion as a
court-appointed trustee. The plain language reading of the
insurance contract in this case and Sixth Circuit precedent both
support that finding.
Further, Judge Donald opined that neither the bankruptcy court nor
the district court found any evidence of collusion between the
debtor company and the appointed Liquidation Trustee. Therefore,
there is no reason that the assigned trustee in this case should
trigger the insured-versus-insured exclusion.
The appeals case is INDIAN HARBOR INSURANCE COMPANY,
Plaintiff-Appellee, v. CLIFFORD ZUCKER (16-1695), in his capacity
as Liquidation Trustee for the Liquidation Trust of Capitol Bancorp
Ltd. and Financial Commerce Corporation; JOSEPH REID (16-1697);
CRISTIN K. REID and BRIAN K. ENGLISH (16-1698),
Defendants-Appellants, Case Nos. 16-1695, 16-1697, 16-1698 (6th
Cir.).
A full text-copy of the Sixth Circuit's Opinion is available at
https://goo.gl/tsaLU1 from Leagle.com.
The appeals case is INDIAN HARBOR INSURANCE COMPANY,
Plaintiff-Appellee, v. CLIFFORD ZUCKER (16-1695), in his capacity
as Liquidation Trustee for the Liquidation Trust of Capitol Bancorp
Ltd. and Financial Commerce Corporation; JOSEPH REID (16-1697);
CRISTIN K. REID and BRIAN K. ENGLISH (16-1698),
Defendants-Appellants, Case Nos. 16-1695, 16-1697, 16-1698 (6th
Cir.).
A full text-copy of the Sixth Circuit's Opinion is available at
https://goo.gl/tsaLU1 from Leagle.com.
Sheldon L. Solow -- sheldon.solow@apks.com -- KAYE SCHOLER LLP,
Chicago, Illinois, for Appellant in 16-1695. Leslie S. Ahari --
ahari@troutmansanders.com -- TROUTMAN SANDERS LLP, Tysons Corner,
Virginia, for Appellee.
Sheldon L. Solow, Jason J. Ben -- jason.ben@apks.com -- Elise A.
Nevea -- elise.neveau@apks.com -- KAYE SCHOLER LLP, Chicago,
Illinois, for Appellant in 16-1695. Sharon M. Woods --
swoods@bsdd.com -- Dennis M. Barnes --dbarnes@bsdd.com -- Josh J.
Moss -- jmoss@bsdd.com -- BARRIS, SOTT, DENN & DRIKER, PLLC,
Detroit, Michigan, for Appellants in 16-1697 and 16-1698. Leslie S.
Ahari, TROUTMAN SANDERS LLP, Tysons Corner, Virginia, M. Addison
Draper, TROUTMAN SANDERS LLP, Atlanta, Georgia, for Appellee.
About Capitol Bancorp
Capitol Bancorp Ltd. and Financial Commerce Corporation filed
voluntary Chapter 11 bankruptcy petitions (Bankr. E.D. Mich. Case
Nos. 12-58409 and 12-58406) on Aug. 9, 2012.
Capitol Bancorp -- http://www.capitolbancorp.com/-- is a community
banking company with a network of individual banks and bank
operations in 10 states and total consolidated assets of roughly
$2.0 billion as of June 30, 2012. CBC owns roughly 97% of FCC,
with a number of CBC affiliates owning the remainder. FCC, in
turn, is the holding company for five of the banks in CBC's
network. CBC is registered as a bank holding company under the
Bank Holding Company Act of 1956, as amended, 12 U.S.C. Sec. 1841,
et seq., and trades on the OTCQB under the symbol "CBCR."
Lawyers at Honigman Miller Schwartz and Cohn LLP represent the
Debtors as counsel. John A. Simon, Esq., at Foley & Lardner LLP,
represents the Official Committee of Unsecured Creditors as
counsel.
In its petition, Capitol Bancorp scheduled $112,634,112 in total
assets and $195,644,527 in total liabilities. The petitions were
signed by Cristin K. Reid, corporate president.
The Company's balance sheet at Sept. 30, 2012, showed $1.749
billion in total assets, $1.891 billion in total liabilities, and
a
stockholders' deficit of $141.8 million.
CAPRI COAST: Taps Peter C. Bronstein as Legal Counsel
-----------------------------------------------------
Capri Coast Capital, Inc. seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire legal counsel
in connection with its Chapter 11 case.
The Debtor proposes to hire the Law Office of Peter C. Bronstein
to, among other things, give legal advice on the requirements of
the Bankruptcy Code, and assist in the preparation and
implementation of a bankruptcy plan.
The firm's standard hourly rate is $350. Prior to the Debtor's
bankruptcy filing, it received a payment in the sum of $10,000,
including the filing fee of $1,717.
Bronstein does not hold any interest adverse to the Debtor or its
bankruptcy estate, according to court filings.
The firm can be reached through:
Peter Bronstein, Esq.
Law Office of Peter C. Bronstein
1999 Avenue of the Stars, Floor 11
Los Angeles, CA 90067
Phone: (310) 203-2249
Fax: (310) 203-2259
Email: peterbronz@yahoo.com
About Capri Coast Capital Inc.
Capri Coast Capital, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 17-11136) on April 28,
2017. Erika Rice, chief executive officer, signed the petition.
At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $500,000.
CASHMAN EQUIPMENT: Wants to Use Cash Collateral Until Sept. 17
--------------------------------------------------------------
Cashman Equipment Corp., et al., seek permission from the U.S.
Bankruptcy Court for the District of Massachusetts to use cash
collateral between June 12, 2017, and Sept. 17, 2017.
There are 12 banks that may assert a lien on the Cash Collateral.
The Debtors reserve all of their rights, claims and defenses with
respect to any claims or liens asserted by the Lenders, including,
without limitation, the right to contest the extent, priority and
validity of any lien and the value of any asserted item of
collateral.
The Debtors say that by using cash collateral, they will be able to
preserve the value of the Debtors' ongoing operations and assets,
the jobs of the Debtors' employees, and the value of the Debtors'
bankruptcy estates. The Debtors require the use of Cash Collateral
to pay the expenses necessary to maintain their businesses,
maintain operations and preserve the value of their assets. The
Debtors' budgeted expenses can generally be categorized into these
groups of expenses: (a) general and administrative expenses, (b)
fleeting expenses, (c) repair and maintenance expenses, and (d) tug
and tow expenses. Fleeting expenses are expenses associated with
docking vessels when off charter and the expenses associated with
preparing the vessels for charter, and include expenses such as
pilotage, docking masters, mooring, coast guard fees, and harbor
dues. Repair expenses are the ordinary costs of repairing the
Debtors' vessels when off charter in order to keep the vessels
seaworthy. Tug and tow expenses are expenses associated with
moving the Debtors' vessels when they are off charter in order to
maintain, repair and prepare the vessels for charter.
The budget for the Debtors' operations for the period between June
12, 2017, and Sept. 17, 2017, sets forth estimated receipts and
disbursements for the Budget Period. The Budget shows that during
the Budget Period, the Debtors' aggregate Cash Collateral increases
from approximately $5,783,000 (consisting of cash of approximately
$3,190,000 and receivables of approximately $2,593,000) to
$6,746,000 at the end of the Budget Period (consisting of cash of
approximately $2,858,000 and receivables of approximately
$3,888,000).
The Debtors will provide adequate protection for the use of Cash
Collateral in multiple ways, including by continuing to preserve
the value of the Fleet by chartering, selling, insuring, repairing
and maintaining the vessels in the Fleet, by replacement liens and
by the equity cushion in the Debtors' assets. The vessels in the
Fleet are located around the world, and without the Debtors'
continued operations to maintain the vessels, their value will
decline dramatically. At the same time that the Debtor is
insuring, repairing and maintaining the vessels in the Fleet, the
Debtor will also be preserving their value and creating cash
collateral by chartering and selling the vessels. This continued
preservation of the value of the vessels in the Fleet provides the
Lenders with adequate protection for the use of Cash Collateral.
A copy of the Debtors' request is available at:
http://bankrupt.com/misc/mab17-12205-13.pdf
About Cashman Equipment
Headquartered in Boston, Massachusetts, Cashman Equipment Corp. --
http://4barges.com/-- was founded in 1995 as a barge rental and
marine contracting company with a fleet of 10 barges, 9 of which
were built in the 1950s and 1960s.
Cashman Equipment and certain of its affiliates and subsidiaries
own, operate, rent, and sell a fleet of vessels, including inland
and ocean barges, marine accommodation barges, specialized oil
spill recovery barges, and tugs, as well as marine equipment, such
as cranes, accommodation units, and marine pollution skimmers.
Cashman Equipment and certain of its affiliates and subsidiaries,
Cashman Scrap & Salvage, LLC, Servicio Marina Superior, LLC, Mystic
Adventure Sails, LLC, and Cashman Canada, Inc., filed bare-bones
Chapter 11 petitions (Bankr. D. Mass. Case No. 17-12205 to
17-12209) on June 9, 2017.
The petitions were signed by James M. Cashman, president. Cashman
Equipment estimated its assets and debt at between $100 million and
$500 million. Judge Melvin S. Hoffman presides over Cashman
Canada's case.
Harold B. Murphy, Esq., and Michael K. O'Neil, Esq., at Murphy &
King, Professional Corporation serve as Cashman Equipment, et al.'s
counsel.
James M. Cashman, the president of the Debtors, also commenced his
own Chapter 11 case (Case No. 17-12204). Judge Joan N. Feeney
presides over Mr. Cashman's case. Jeffrey D. Sternklar, Esq., at
Jeffrey D. Sternklar LLC, serves as Mr. Cashman's counsel.
CGG SA: Court Grants Interim Approval of 1st-Day Motions
--------------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, reports that the Hon.
Martin Glenn of the U.S. Bankruptcy Court for the Southern District
of New York has approved CGG Holding (U.S.) Inc.'s interim payments
after the Debtor filed for Chapter 11 bankruptcy to deleverage a
balance sheet by almost $2 billion, allowing the Debtor to continue
operations for the time being.
Judge Glenn, Law360 relates, signed off on a number of the Debtor's
interim "first day" requests and scheduled a follow-up hearing for
final authorizations for July 13, 2017.
According to Law360, the Debtor put before the Court motions to use
lenders' cash collateral, pay critical vendors and employees and
make other payments in the normal course of business to continue
operating while restructuring proceedings continue.
About CGG S.A.
Paris, France-based CGG Group -- http://www.cgg.com/-- provides
geological, geophysical and reservoir capabilities to its broad
base of customers primarily from the global oil and gas industry.
Founded in 1931 as "Compagnie Generale de Geophysique", CGG focuses
on seismic surveys and other techniques to help energy companies
locate oil and natural-gas reserves. The company also makes
geophysical equipment under the Sercel brand name.
The Group has more than 50 locations worldwide, more than 30
separate data processing centers, and a workforce of more than
5,700, of whom more than 600 are solely devoted to research and
development.
CGG is listed on the Euronext Paris SA (ISIN: 0013181864) and the
New York Stock Exchange (in the form of American Depositary Shares.
NYSE: CGG).
After a deal was reached key constituencies on a restructuring that
will eliminate $1.95 billion in debt, on June 14, 2017 (i) CGG SA,
the group parent company, opened a "sauvegarde" proceeding, the
French equivalent of a Chapter 11 bankruptcy filing, (ii) 14
subsidiaries of CGG S.A. have filed voluntary petitions for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case
No. 17-11637) in New York, and (iii) CGG S.A filed a petition under
Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
Case No. 17-11636) in New York, seeking recognition in the U.S. of
the Sauvegarde as a foreign main proceeding.
Chapter 11 debtors CGG Canada Services Ltd. and Sercel Canada Ltd.
will also commence proceedings commenced under the Companies'
Creditors Arrangement Act in the Court of Queen's Bench of Alberta,
Judicial District of Calgary in Calgary, Alberta, Canada, to seek
recognition of the Chapter 11 cases in Canada.
Prime Clerk LLC is the claims agent in the Chapter 11 cases and
maintains the Web site http://www.cggcaseinfo.com/
CGG's legal advisors are Linklaters LLP and Weil Gotshal & Manges
(Paris) LLP for the Sauvegarde and chapter 15 case, and Paul,
Weiss, Rifkind, Wharton & Garrison LLP for the chapter 11 cases.
The company's financial advisors are Lazard and Morgan Stanley, and
its restructuring advisor is Alix Partners, LLP.
Messier Maris & Associes and Millco Advisors, LP, is the financial
advisors to the Ad Hoc Noteholder Group, and Willkie Farr &
Gallagher LLP and DLA Piper LLP, is legal counsel to the Ad Hoc
Noteholder Group.
Kirkland & Ellis LLP, Kirkland & Ellis International LLP, and De
Pardieu Brocas Maffei A.A.R.P.I, serve as counsel to the Ad Hoc
Secured Lender Committee; Zolfo Cooper LLC is the restructuring
advisor; and Rothschild & Co., is the investment banker.
CHAMPION EXCAVATION: Wants to Use $165K of Cash Collateral
----------------------------------------------------------
Champion Excavation Inc. asks for permission from the U.S.
Bankruptcy Court for the District of Oregon to use cash collateral
in the sum of $165,000 between July and December.
On the date of filing, the Debtor had $2,500 in deposit accounts.
The Debtor proposes to use all of the cash. On the date of filing,
the Debtor also had current billings/accounts receivable in the
approximate sum of $45,000. The non-current accounts receivable on
the day of filing total approximately $1,238,081. The Debtor does
not know how much of the accounts receivable is collectible.
Therefore, the Debtor does not seek use of the accounts receivable
to fund operations.
Prior to the filing of the Debtor's petition, these lenders were
granted a security interest in the Debtor's assets:
a. CAN Capital Asset Servicing, Inc. -- granted a security
interest by the Debtor in virtually all of the assets of
the Debtor as security for its loan. The balance of the
loan on the day of filing was approximately $74,557;
b. American Leasing & Financial -- granted a security
interest by the Debtor in a Caterpillar Motor Grader Model
12G, a Caterpillar Water Wagon, and virtually all of the
assets of the company as security for its loan. The
balance of the loan on the day of filing was approximately
$91,920. The Debtor believes the value of the equipment
totals $50,000; and
c. Commercial Credit Group -- granted a security interest by
the Debtor in a 2006 Caterpillar D6NXL Dozer with Cab, a
Kalyn Lowboy Trailer, and virtually all of the assets of
the company as security for its loan. The balance of the
loan on the day of filing was approximately $91,920. The
Debtor believes the value of the equipment totals $83,000.
Among the property securing the claim of CAN Capital, American
Financial, and CCG are accounts, inventory, equipment, chattel
paper, general intangibles, and the proceeds and products of
collateral; the proceeds of which constitute cash collateral.
The Debtor tells the Court that it has no source of income for
operation of the business other than the proceeds from its
construction jobs. The Debtor requires the use of cash collateral
in the operation of the business to pay utilities, pay other
expenses of the operation of the business, executor contract of All
Star Staffing, and to make any adequate protection payments ordered
by the Court. If the Debtor is not permitted to use cash
collateral of the Secured Lenders it will not be able to continue
to operate his businesses. The Debtor proposes to use cash
collateral in which the Secured Lenders may hold a security
interest, on these terms:
a. to use cash from the operation of the business in
conformance with the budgets. In any month, the Debtor
may expend in the aggregate 110% of the budgeted
expenditures for that month. Should the Debtor exceed
110% in any month as previously described, Secured Lenders
or any other party may file a motion with the court for an
order terminating use of cash collateral or for another
remedy;
b. to provide adequate protection to the Secured Lenders
during the term of this agreement:
(i) the Secured Lenders each will be granted liens on and
security interests in all post-petition cash, accounts
receivable, and inventory as security for any claims
they may have arising from the diminution in the value
of the interest in prepetition collateral resulting
from the use by the Debtor thereof from and after the
petition date in the same positions their liens
attached to the Debtor's assets on the date this case
was filed;
(ii) except as otherwise ordered, all funds received will
be deposited in the Debtor's bank account or accounts
and all expenses of the Debtor will be paid from the
accounts, the Debtor will not prepay expenses except
in the ordinary course of business;
(iii) the Debtor will not use cash collateral during the
pendency of this agreement for any purpose which is
not authorized by the U.S. Bankruptcy Code or by an
order of the court;
(iv) the Secured Lenders will have access to and the right
to inspect the Debtor's assets and properties during
business hours;
(v) the Debtor will timely file with the court the monthly
Financial statements which the Debtor is obligated to
file under LBR 2015 and will produce all the
supporting documents that the Debtor is required to
produce to the U.S. Trustee;
(vi) upon reasonable notice, the Debtor will permit the
Secured Lenders to inspect, review and copy any
financial records of the Debtor. These records will
be made available at the Debtor's place of business;
and
(vii) if the Debtor defaults in any of the conditions of
adequate protection, the Secured Lenders may provide
the DIP with written notice of default. The notice
will also be filed with the Court and U.S. Trustee. If
the default has not been cured within 10 days after
notice of default is mailed, the Debtor's authority to
use the cash collateral will terminate without further
notice or order of the Court.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/orb17-61839-9.pdf
About Champion Excavation
Headquartered in Aumsville, Oregon, Champion Excavation Inc. a
privately held company in Aumsville, Oregon, and is an excavating
contractor. It is a small business debtor as defined in 11 U.S.C.
Section 101(51D).
Champion Excavation filed for Chapter 11 bankruptcy protection
(Bankr. D. Ore. Case No. 17-61839) on June 9, 2017, estimating its
assets at between $500,000 and $1 million and liabilities at
between $1 million and $10 million. The petition was signed by
Dwayne Deesing, president.
Judge David W. Hercher presides over the case.
Keith Y. Boyd, Esq., at The Law Offices of Keith Y. Boyd, serves as
the Debtor's bankruptcy counsel.
CHARLES K. BRELAND: Appointment of Chapter 11 Trustee Warranted
---------------------------------------------------------------
The present Motion to alter, amend or vacate judgment filed by
Debtor Charles K. Breland, Jr., requests relief under Fed. R.
Bankr. P. 9023 and 9024 on the grounds that appointing a Chapter 11
Trustee violates the Debtor's freedoms against involuntary
servitude protected by the Thirteenth Amendment.
Having considered the Motion and responses in opposition thereto,
and, having heard oral arguments from counsel for the parties,
Judge Jerry C. Oldshue, Jr., of the U.S. Bankruptcy Court for the
Southern District of Alabama denies Breland's Motion to alter,
amend or vacate judgment.
The subject of the Motion is the Court's prior Memorandum Opinion
and Order.
Responses in Opposition to the Motion were filed by the Bankruptcy
Administrator, Creditor Levada EF Five, LLC, and Creditor Equity
Trust Company, Custodian fbo David E. Hudgens IRA No. 41458,
Hudgens & Associates. The Chapter 11 Trustee A. Richard Maples
filed a Response adopting the Response briefs filed by Levada and
Hudgens.
Rule 9023 of the Federal Rules of Bankruptcy Procedure incorporates
and makes applicable Rule 59 of the Federal Rules of Civil
Procedure to bankruptcy cases. Rule 59(a)(1)(B) allows the court
to, on motion, grant a new trial on all or some of the issues
"after a nonjury trial, for any reason for which a rehearing has
heretofore been granted in a suit in equity in federal court."
Motions to alter or amend may be granted where the moving party
shows at least of the three following circumstances: 1) an
intervening change in the law, 2) newly discovered evidence, or 3)
to correct clear error or prevent manifest injustice.
The Court points out that Mr. Breland's Motion does not allege an
intervening change in the law or newly discovered evidence, so he
must demonstrate a need to correct clear error or prevent manifest
injustice. Beginning with clear error, the Judge Oldshue does not
find that clear error exists sufficient to alter, amend or vacate
the Order appointing a Chapter 11 trustee. Section 1104(a) of the
Bankruptcy Code authorizes a bankruptcy court to appoint a Chapter
11 trustee where cause exists to do so. In deciding whether cause
existed to appoint a Chapter 11 trustee, this Court heard testimony
over the course of three days, accepted evidence and legal
argument, and engaged in the statutory analysis of whether cause
existed under the circumstances of this case. The weight of the
evidence presented at the hearing was sufficient for this Court to
conclude that appointment of a Chapter 11 trustee was warranted.
Accordingly, clear error is not present and this Court will not
alter, amend, or vacate its Memorandum Opinion and Order on that
basis.
Though not specifically stated as so, the Court presumes that it is
Debtor's position that a manifest injustice within the meaning of
Rule 59 is wrought upon the Debtor by requiring him to remain in
bankruptcy under the oversight of this Court and a Chapter 11
trustee in violation of the Thirteenth Amendment. This Court
disagrees that a manifest injustice is present on the grounds that
the Debtor's constitutional argument is premature. Debtor contends
that the 2005 revisions of the Code enacted by the Bankruptcy Abuse
Prevention and Consumer Protection Act providing that under section
1115(a)(2), "earnings from services performed by the debtor after
the commencement of the case but before the case is closed,
dismissed or converted. . ." are included in the debtor's Chapter
11 bankruptcy estate becomes unconstitutional when a Chapter 11
trustee is appointed because the debtor would lose the authority to
request conversion or dismissal and would be forced to work for his
creditors, i.e., involuntary servitude, in violation of the
Thirteenth Amendment.
Judge Oldshue finds this argument to be premature as no plan of
reorganization has been submitted by the Debtor or any other
creditor or party in interest. Though the exclusivity period, that
period within which only the Debtor may propose a plan of
reorganization, has expired, none of the creditors have proposed a
plan in the Debtor's stead. 11 U.S.C. section 1121. To rule on the
constitutionality of a plan of reorganization that has not yet been
submitted, much less confirmed, would be purely speculative at this
point. Courts are forbidden from issuing advisory opinions, and as
such, one of the cornerstones on which any court makes a ruling is
that a justiciable controversy must exist before time and resources
are dedicated to its resolution.
Rule 9024 of the Federal Rules of Bankruptcy Procedure makes Rule
60 of the Federal Rules of Civil Procedure applicable to bankruptcy
cases. Under Rule 60(a), a court may, on motion or on its own,
correct a clerical mistake or a mistake arising from an oversight
or omission whenever one is found in a judgment or order.
The entry of this Court's Memorandum Opinion and Order Appointing a
Chapter 11 Trustee manifested this Court's intent to deny the
concurrently pending motions to dismiss filed by Levada and the
Debtor. Though the Debtor presumes that the Court omitted
consideration of his constitutional argument, such is not the case.
Though not expressly set out, this Court indeed considered the
argument and concluded that it was due to be denied at that time,
and thus the Memorandum Opinion and Order, when entered, accurately
reflected the intent of this Court. As such, no clerical error,
mistake, oversight, or omission exists sufficient upon which Rule
9024 via Rule 60(a) relief may be granted.
A full-text copy of Judge Oldshue's Order dated June 21, 2017, is
available at:
http://bankrupt.com/misc/alsb16-02272-490.pdf
Charles K. Breland filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Ala. Case No. 16-02272) on July 8, 2016, and is
represented by Eric Slocum Sparks, Esq. of Eric Slocum Sparks PC.
CHARLES WALKER: $192K Sale of Nashville Property Approved
---------------------------------------------------------
Judge Randal S. Mashburn of the U.S. Bankruptcy Court for the
Middle District of Tennessee authorized the sale by John C.
McLemore, Trustee for Charles E. Walker, of house and lot at 3303
Colby Dr., Nashville, Tennessee, (Map & Parcel: 133 07 0 009.00),
to Michael Poe for $192,000.
The sale is free and clear of all liens with the liens that may
exist attaching to the proceeds of the sale.
The 14-day stay of the sale of the Property following the entry of
the Order set out in FRBP 6004(h) is waived.
The Trustee will file a report of sale as required by F.R.B.P. Rule
6004(f).
Charles E. Walker sought Chapter 11 protection (Bankr. W.D. Tenn.
Case No. 16-10413) on Feb. 29, 2016. Judge Ronald S. Mashburn is
the case judge. John C. McLemore was appointed as Chapter 11
trustee for the Debtor's estate.
CHELLINO CRANE: Committee Taps Freeborn & Peters as Legal Counsel
-----------------------------------------------------------------
The official committee of unsecured creditors of Chellino Crane,
Inc. seeks approval from the U.S. Bankruptcy Court for the Northern
District of Illinois to hire Freeborn & Peters LLP as legal
counsel.
The firm will provide legal services to the committee in connection
with the Chapter 11 cases of the company and its affiliates. These
services include advising the committee on the terms of a
bankruptcy plan, investigate the Debtors' pre-bankruptcy conduct,
and advising the committee on any potential sale of the Debtors'
assets.
The firm's billing rates range from $310 per hour for new
associates to $815 per hour for senior partners. Paraprofessionals
charge between $235 per hour to $280 per hour.
The attorneys expected to have primary responsibility for the
Debtors' cases are:
Shelly DeRousse Partner $510
Devon Eggert Partner $435
Elizabeth Janczak Associate $350
Trinitee Green Associate $320
Shelly DeRousse, Esq., a partner at Freeborn, disclosed in a court
filing that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases,
Freeborn disclosed that it has not agreed to any variations from,
or alternatives to, its standard or customary billing arrangements
for its employment, and that it has not represented the committee
in the 12 months preceding the petition date.
Freeborn also disclosed that the committee and the firm have not
yet established a budget and staffing plan, and that the firm
intends to negotiate an acceptable budget with the committee.
The firm can be reached through:
Shelly A. DeRousse, Esq.
Devon J. Eggert, Esq.
Elizabeth L. Janczak, Esq.
Freeborn & Peters LLP
311 South Wacker Drive, Suite 3000
Chicago, IL 60606
Tel: 312-360-6000
Fax: 312-360-6520
Email: sderousse@freeborn.com
Email: deggert@freeborn.com
Email: ejanczak@freeborn.com
About Chellino Crane Inc.
Headquartered in Joliet, Illinois, Chellino Crane Inc. and its
affiliates operate cranes for refineries owned by some of the
largest downstream oil and gas refineries in the world. Chellino
consists of two divisions: a Crane Division focused on providing
customers with a full range of crane services, and a Heavy
Haul/Heavy Lift Division, which specializes in transport and heavy
lift or rigging services. Sam Chellino began operating the company
in 1947, and to this day the company is family-owned and operated.
Chellino and four of its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 17-14200) on
May 5, 2017. The petitions were signed by Gregory Chellino,
president.
At the time of the filing, Chellino Crane estimated its assets and
liabilities at $50 million to $100 million.
Judge Carol A. Doyle presides over the cases. The Debtors hired
Sugar Felsenthal Grais & Hammer LLP as lead counsel; Akerman LLP as
special counsel; Conway MacKenzie, Inc. as financial advisor; and
Epiq Bankruptcy Solutions, LLC as noticing, claims and balloting
agent.
On May 17, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee tapped
Brown Rudnick LLP to serve as co-counsel with Freeborn & Peters
LLP.
CHIEF POWER: Moody's Cuts Rating on $387MM Secured Loans to B3
--------------------------------------------------------------
Moody's Investors Service downgraded the rating of Chief Power
Finance, LLC's (Chief Power) senior secured credit facilities to B3
from B2, including its $343.1 million six-year term loan facility
due 2020 and its $44 million five-year revolving credit facility
due 2019. The rating outlook is negative.
RATINGS RATIONALE
The ratings downgrade to B3 from B2 for Chief Power reflects the
second year in a row of weak results from the PJM capacity auction,
which were announced last month. In particular, the 2020-2021
period was 45% lower than results from the 2017-2019 period on
average, which will negatively impact cash flow generation in the
second half of 2019 and during 2020 when the Chief term loan is
scheduled to mature. This growing refinancing risk stems from
substantially lower excess cash flow generation for debt repayment
to date, and the sustained period of lower commodity prices which
is expected to continue. Although Chief's first quarter 2017
financial results were slightly better than budget and operating
results through May indicate higher capacity factors averaging 83%
versus budgeted 73%, Moody's still expects little excess cash flow
generation for the year based on the current forward prices.
The rating action also incorporates the recent and ongoing
implementation of management's performance measures such as
staffing reductions and delay of some major maintenance to contain
and reduce costs in efforts to improve the project's cash flow
position going forward. Although these actions are expected to help
the project's liquidity and cash flow generation in the near-term,
it also highlights the challenging market environment for
coal-fired generation in PJM and the project's weakened competitive
position owing to sustained low natural gas prices requiring the
project to delay maintenance capital spending to preserve
liquidity. Management continues to work with the other
Keystone/Conemaugh owners to find ways to contain costs and improve
liquidity. As part of those actions, the owners are currently
considering fuel strategies for 2019-2021 which would result in
lower fuel costs and related improved capacity factors for the
generating facilities through 2021. Although this is viewed as
credit positive, and likely to improve the project's liquidity
position and cash flow generation for the period in consideration,
the ultimate impact on the growing refinancing risk is still
unknown at this time.
A near-term mitigating rating factor is the project's expected
receipt of PJM capacity revenues during 2017, 2018 and the first
part of 2019 which provide a high degree of some cash flow
certainty as Chief Power's units were able to clear capacity
auctions at prices that exceed $157-MW-day on average. These
capacity revenues along with cost saving initiatives should enable
the project to preserve liquidity through the next two years. That
said, the project's ability to repay indebtedness is highly
dependent upon energy margins which continue to be under pressure
leading to no incremental debt repayment other than the required
amortization. Moreover, Moody's note that capacity revenues during
the second half of 2020 and first half of 2021 decline appreciably
from the 2017-2019 three year average which coincides with the
revolver expiry date of December 31, 2019 and the term loan
maturity date of December 31, 2020. Because of these lower capacity
revenues anticipated in this timeframe and limited level of debt
reduction at the project, extending the revolver and refinancing
the term loan may prove to be challenging.
Moody's also observes that Chief Power's capital structure is
relatively conservative with debt per kw approximating $252/kw
(excluding the revolver balance) providing some protection for
lenders. Moody's also note that the sponsor continues to have a
significant equity stake in the project and has provided support
for the project either in the form of equity contribution or
additional liquidity which are viewed positively for the rating.
The negative outlook reflects Moody's beliefs that continued credit
pressure may continue in light of sustained low energy prices owing
to low natural gas prices, new natural gas fired generation, and
tepid load demand, all of which negatively impact the project's
cash flow ability and liquidity.
Given the negative outlook and expectation of continued environment
of lower commodity prices, the rating is unlikely to be upgraded.
The outlook could stabilize if cash flow generation through the
remainder of FY 2017 is considerably stronger than budget and
continues into FY 2018, signaling the availability of sufficient
liquidity and the potential for excess cash flow generation as the
revolver expiry date and term loan maturity date near.
The rating could be downgraded if near term financial results are
below current revised budget expectations for 2017 owing to weaker
than expected market conditions or significantly increased expenses
or if the Chief Power plants were to experience prolonged
operational issues. Additionally, the rating could be downgraded if
ongoing cash flow generation and available liquidity are deemed
insufficient to cover ongoing operations, required major
maintenance and debt service payments requiring the use of the
project's liquidity resources. A weak 2021-2022 capacity auction
result that will be announced next May could place further negative
pressure on the rating.
Issuer Background
Chief Power Finance, LLC (Chief Power or the Project) is an
affiliate of ArcLight Energy Partners Fund V, LP, formed to fund
the acquisition of ownership interests in the Keystone and
Conemaugh coal-fired generating stations. The plants, which each
have a net base-load capacity of about 1,712 MW, are located
approximately 50 miles away from Pittsburgh in Western Pennsylvania
in the MAAC region of PJM. Chief Power currently owns a total
ownership interest of 44.45% (761MW) in Keystone and 35.11% (601MW)
in Conemaugh.
The plants have multiple owners, each with an undivided interest.
Operations are governed by an owner's committee that provides
direction to the operator (GenOn). Chief Power has the largest
percentage ownership of each plant; however decisions are made by a
vote where there must be 75% agreement, or the support of all but
one of the owners. This means no one owner can be large enough to
block a vote. Chief Power's purchase of the initial and additional
undivided interests was funded with $351 million of term loan
proceeds and approximately $175 million of equity capital.
CIRQUE DU SOLEIL: $20MM Loan Upsize Credit Negative, Moody's Says
-----------------------------------------------------------------
Moody's Investors Services says Cirque du Soleil's proposed first
lien term loan upsize is credit negative, but has no immediate
impact on the company's ratings, including its B2 Corporate Family
Rating (CFR), B2-PD Probability of Default Rating (PDR), B1 rating
on its first lien senior secured term loan and revolving credit
facility, Caa1 rating on its second lien senior secured term loan,
or stable outlook.
Cirque du Soleil is a provider of unique live acrobatic theatrical
performances. The company currently has 8 resident shows (7 in Las
Vegas, 1 in Orlando, New York's Paramour closed on April 2017), and
9 touring shows. For last twelve months ending April 2, 2017, the
company's revenue was $791 million. The company's founder, Guy
Laliberte, retains a 10% minority interest after a leveraged buyout
in July of 2015. TPG Capital Group (55% share), Fosun Capital Group
(25% share) and Caisse de depot et placement du Quebec (10% share)
purchased 90% the company using the proceeds of the credit
facilities plus approximately $630 million of cash equity
contribution.
CITI CARS: Taps Richard S. Gendler as Special Counsel
-----------------------------------------------------
Citi Cars Inc. seeks approval from the U.S. Bankruptcy Court for
the Southern District of Florida to hire Richard S. Gendler &
Associates, P.A. as its special counsel.
The firm will represent the Debtor in litigation recently filed in
the U.S. District Court for the Southern District of Florida (Case
No. 17-22190). The nature of the litigation is the assertion by
the Debtor of violations of, among other things, anti-trust laws
and deceptive practices.
Martin McCarthy, Esq., the attorney designated to represent the
Debtor, agreed to a reduced hourly fee, payable monthly in an
amount not to exceed $800; and a contingency fee of between 20% and
25%, depending on the stage of litigation in which the claims are
resolved.
The firm's discounted hourly rate is $200 to $250 for its attorneys
and $80 for paralegals.
Mr. McCarthy disclosed in a court filing that he and his firm do
not hold or represent any interest adverse to the Debtor's
bankruptcy estate.
The firm can be reached through:
Martin G. McCarthy, Esq.
S. Gendler & Associates, P.A.
2155 South LeJeune Road, Suite 306
Coral Gable, FL 33134
Phone: 305-444-1533
Fax: 305-444-1075
Email: McCarthy@Miami-Law.com
Email: Eyersel@Miami-Law.com
About Citi Cars Inc.
Citi Cars Inc. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 16-26681) on December 19, 2016.
The petition was signed by Bahram Armakan, president. At the time
of filing, the Debtor estimated assets at $100,000 to $500,000 and
liabilities at $500,000 to $1 million in estimated liabilities.
The Debtor is represented by John A. Moffa, Esq., at Moffa &
Breuer, PLLC.
No official committee of unsecured creditors has been appointed.
CLEAR LAKE: Renfroes Buying Perkinston Property for $46K
--------------------------------------------------------
Clear Lake Development, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Mississippi to authorize the sale of a parcel
of real property located at 0 Clear Lake Rd., Perkinston, Stone
County, Mississippi, consisting of 16 acres, part of Stone County
Tax Parcel No. 092-10-001.005 and 092-10-001.013, to Rodney W.
Renfroe and Trina L. Christopher-Renfroe for $46,000.
At the time of the filing of the Petition the Debtor was the owner
of the Property. It has entered into a Contract for the Sale and
Purchase of Real Estate as to the Property, with the Buyers, for a
sale price of $46,000.
Whitney Bank, doing business as Hancock Bank, holds a promissory
and first deed of trust secured by the Property and other land.
Said Note and Deed of Trust are dated Nov. 17, 2015 and the Deed of
Trust is recorded in land records of Stone County at Deed of Trust
Book 393, Page 296.
The Debtor proposes to pay all of the net proceeds of the sale of
the Property to Hancock Bank to pay down the amount due on the
Note.
Property taxes are (i) due to Stone County for tax year 2015 in
amount of approximately $165 which will be paid at or prior to
closing; (ii) to Stone County for tax year 2016 in amount of
approximately $122 which will be paid at closing; and (iii)
projected to be due to Stone County for the tax year 2017 for the
time prior to closing that the Property is owned by the Debtor
during 2017, which are estimated to be in the approximate amount of
$200.
The Debtor has agreed that these expenses, charges and fees should
be paid from the proceeds of the sale if not paid prior to
closing:
a. Proration of the County ad valorem taxes for the current year
of approximately $200, if not paid prior to closing.
b. Payment of county ad valorem taxes for tax year 2016, in the
amount of approximately $122, if not paid prior to closing.
c. Payment or redemption of county ad valorem taxes for tax year
2015, in the amount of approximately $165, if not paid prior to
closing.
d. Estimated fees due to the U.S. Trustee as quarterly fees as a
result of completion of the sale of $2,925, if not paid or withheld
prior to closing.
e. Payment to Hancock Bank of 100% of the Net Proceeds of sale.
The Net Proceeds will be defined, for the purpose of the Motion:
the purchase price, less real estate commissions; ad valorem taxes
paid by the Seller; proration's, title curative costs required by
the Contract, cost of survey, any title insurance premium and/or
binders required to be paid by the Seller, and an estimated amount
that will become due to the U.S. Trustee as quarterly fees as a
result of completion of the sale.
f. Real Estate commission to Joel L. Carter and J. Carter Real
Estate, LLC, in amount of 6% of the sale price of $2,760. Joel L.
Carter and J. Carter Real Estate have been employed by the Debtor
as approved by the Court via Order entered on May 16, 2017.
g. Paydown of the Note in amount of the Net Proceeds to Hancock
Bank.
Hancock Bank will be required to execute a partial release of the
Deed of Trust describing the Property upon receipt of the Net
Proceeds as set out.
The sale contemplated should release the Property from all existing
liens and transfer such lien to the proceeds of sale.
Accordingly, the Debtor asks the Court approve the relief sought.
About Clear Lake Development
Clear Lake Development, LLC, of Biloxi, Mississippi, filed a
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Miss. Case No. 17-50392) on March 6, 2017. The petition was
signed by Bernard Favret, member.
As of March 6, 2017, the Debtor estimated assets of less than $1
million and liabilities of $1 million to $10 million.
Judge Katharine M. Samson presides over the case.
The Debtor is represented by Patrick A. Sheehan, Esq., of Sheehan
Law Firm, PLLC.
CORONA BUMPERS: Wants to Use MCC Cash Collateral
------------------------------------------------
Corona Bumpers, Inc., asks for permission from the U.S. Bankruptcy
Court for the Northern District of California to use cash
collateral subject to the secured interest of Merchant Cash and
Capital, LLC.
A hearing to consider the use of cash collateral will be held on
July 26, 2017, at 2:00 p.m.
About Corona Bumpers
Corona Bumpers, Inc., filed a Chapter 11 petition (Bankr. N.D. Cal.
Case No. 17-50924) on April 20, 2017. The petition was signed by
Mario Vidal, authorized representative. At the time of filing, the
Debtor estimated $50,000 to $100,000 in assets and $100,000 to
$500,000 in liabilities. The case is assigned to Judge Stephen L.
Johnson. The Debtor is represented by Drew Henwood, Esq., at The
Law Offices of Drew Henwood.
CORPORATE CAPITAL: Fitch Affirms BB+ IDR & Alters Outlook to Pos.
-----------------------------------------------------------------
Fitch Ratings has affirmed Corporate Capital Trust's (CCT)
Long-term Issuer Default Rating (IDR) and secured debt rating at
'BB+'. The Rating Outlook has been revised to Positive from
Stable.
KEY RATING DRIVERS
IDR AND SENIOR DEBT
The Outlook revision to Positive is driven by an improvement in
CCT's funding profile resulting from the company accessing the
unsecured debt markets for the first time and the potential for
improved access to the equity markets in the near-to-medium term,
given the firm's intention to conduct an initial public offering.
On April 3, 2017, CCT's board of directors unanimously approved a
number of steps in connection with plans to pursue a potential
listing of the company's shares of common stock on a national
securities exchange, subject to stockholder approval. The company
expects that the potential listing could occur within the next 12
months depending on market conditions and other factors. Fitch
would view the successful completion of a public listing favorably,
as it would enhance CCT's funding flexibility.
The rating affirmations reflect the strength of CCT's relationship
with KKR Credit Advisors (US) LLC (KKR Credit), low leverage and
relatively low portfolio concentrations. In connection with a
potential listing, CCT's Board of Directors approved a new
investment advisory agreement with KKR Credit, which currently
serves as the company's sub-advisor. KKR Credit has a strong and
established track record underwriting credit and has strong access
to deal flow, given its affiliation with KKR & Co. L.P. (Long-Term
IDR 'A').
Rating constraints specific to CCT include an inability to assess
the firm's underwriting acumen through a financial cycle, given its
inception in 2010, weaker-than-peer earnings yields, above average
recent deterioration in asset quality, a lower proportion of
unsecured debt in its funding profile, weaker relative cash
earnings coverage of the dividend, and an inability to access the
equity markets for capital following the expiration of its issuing
authority.
Rating constraints for the business development company (BDC)
sector overall include the capital markets impact on leverage,
given the need to fair value the portfolio each quarter, dependence
on access to the capital markets to fund portfolio growth, and a
limited ability to retain capital due to dividend distribution
requirements.
On June 23, 2017, CCT announced that the firm priced its inaugural
unsecured debt issuance through a private placement of $140 million
in aggregate principal amount of five-year senior unsecured notes.
As a result of the unsecured debt issuance, Fitch believes that
CCT's funding profile will improve given the increased proportion
of unsecured funding in its capital structure. However, Fitch
estimates that the proportion of unsecured funding remains well
below the 53% average for the investment grade-rated peer group.
Fitch's quantitative benchmark range for BDCs in the 'BBB' category
is 35% to 50%.
Leverage, as measured by total debt to equity, was 0.56x, which is
below the peer average and the firm's long-term target of
approximately 0.67x (asset coverage of 250%). At March 31, 2017,
effective borrowing capacity would have allowed the company to
lever to 0.68x (assuming 33% collateral is held against the total
return swap).
CCT's liquidity profile is considered sound with $52.5 million of
balance sheet cash, including foreign currency, and $629.5 million
of availability on various secured funding facilities, subject to
borrowing base requirements, at March 31, 2017. Cash flows from
investment repayments and exits remain significant, amounting to
$388.6 million in the first quarter of 2017, which was up 102% from
the comparable period in 2016. Additionally, 21.3% of fixed
interest rate debt investments had prices generally available from
third-party pricing services at March 31, 2017, which may indicate
increased market liquidity.
Net investment income (NII) dividend coverage has been below 100%
since inception and amounted to 84.4% for the first quarter of
2017, which is below the peer average. Cash earnings coverage of
the dividend, which adjusts for PIK income and total return swap
spread income, was slightly higher, at 87% due to TRS spread income
exceeding PIK income capitalized during the quarter. However, CCT's
non-cash income has historically been elevated compared to the peer
group, although it did decline in 2016 and 1Q17, with PIK
accounting for 3.8% of total investment income in the first three
months of 2017.
Fitch closely monitors non-cash earnings as PIK is often used as a
cash management tool to help struggling companies manage through
periods of liquidity stress. This income stream may be ultimately
uncollectable. While CCT's total cash dividend coverage is strong
when adjusting for dividend reinvestment plan (DRIP) participation,
or when measured on a taxable income basis, Fitch would view
favorably an improvement in cash NII coverage of the dividend. This
is particularly important, as it is likely that DRIP participation
will decline following authority public listing.
CCT's asset quality trends had been strong since inception, but
deteriorated in late 2015 and 2016. Non-accruals amounted to
approximately 7% of the debt portfolio, at cost, and 2.1% of the
portfolio, at value, at March 31, 2017. These metrics are
well-above the peer average and occur in what Fitch considers to be
a relatively benign credit environment. The firm had nine
investments on non-accrual status at 1Q17; four of which were
energy investments, accounting for 31% of non-accruals, at fair
value. After realizing net losses of $2.6 million during 2016, CCT
recorded $18 million of net realized gains in the first three
months of 2017, and has recognized about $116.1 million of
cumulative net realized portfolio gains since inception, which is
considered strong. The firm's ability to work through
underperforming investments without recognizing material realized
losses will inform Fitch's assessment of CCT's underwriting acumen
and workout capabilities.
CCT's operating earnings were solid during the first quarter of
2017. Interest income and total investment income were up 1.5% and
4.5%, respectively, year-over-year. Fitch believes NII has the
potential to grow modestly during the remainder of 2017, as CCT has
leverage capacity and is poised to benefit from a further increase
in interest rates, but a continuation of competitive market
conditions, which may pressure underwriting spreads, and
incremental asset quality issues, could moderate the degree of NII
improvement.
RATING SENSITIVITIES
IDR AND SENIOR DEBT
An upgrade of CCT's rating will be conditioned upon the successful
completion of an initial public offering, strong recovery of recent
asset quality issues, the absence of material incremental portfolio
losses, continued reduction of non-cash income, and stronger cash
earnings dividend coverage. Other positive rating factors could
include an improvement in NII yields and an increase in unsecured
funding.
Negative rating actions for CCT could be driven by an extended
increase in leverage above the targeted range, resulting from
increased borrowings or material realized or unrealized
depreciation, and/or a meaningful increase in the proportion of
equity holdings without a commensurate decline in leverage. A spike
in net realized losses, inability to improve non-accruals,
inability to extend the debt maturity profile as necessary and
weaker cash income dividend coverage would also be viewed
unfavorably from a ratings perspective.
CCT is an externally managed BDC, organized in June 2010 and
commenced investment operations in July 2011. As of March 31, 2017,
the company had investments in 114 portfolio companies amounting to
approximately $3.9 billion.
Fitch has affirmed the following ratings:
Corporate Capital Trust
-- Long-term IDR at 'BB+';
-- Secured debt rating at 'BB+'.
The Rating Outlook has been revised to Positive from Stable.
COVANTA HOLDING: Moody's Cuts CFR to Ba3; Outlook Stable
--------------------------------------------------------
Moody's Investors Service downgraded the corporate family rating
(CFR) of Covanta Holding Corporation (Covanta) to Ba3 from Ba2 and
senior unsecured rating to B1 from Ba3. The Probability of Default
Rating was downgraded to Ba3-PD from Ba2-PD. The company's
speculative grade liquidity rating of SGL-3 is unchanged. The
rating outlook is stable. The downgrade is primarily based on the
continued pressure on Covanta's earnings and cash flows from
sustained weak power prices in the US where Covanta has most of its
operations.
In addition, Moody's is correcting the rating history for the
Massachusetts Development Finance Agency and Niagara Area
Development Corporation Senior Unsecured Revenue Bonds. The Ba2
(LGD3) ratings for the Revenue Bonds should have been affirmed on
March 22, 2016. Due to an internal administrative error, Moody's
did not affirm these ratings at that time.
Downgrades:
Issuer: Covanta Holding Corporation
-- Probability of Default Rating, Downgraded to Ba3-PD from Ba2-
PD
-- Corporate Family Rating, Downgraded to Ba3 from Ba2
-- Senior Unsecured Regular Bond/Debenture, Downgraded to
B1(LGD5) from Ba3(LGD5)
Issuer: Delaware County Industrial Dev. Auth., PA
-- Backed Senior Unsecured Revenue Bonds, Downgraded to Ba3(LGD3)
from Ba2(LGD3)
Issuer: Essex County Improvement Authority, NJ
-- Backed Senior Unsecured Revenue Bonds, Downgraded to Ba3(LGD3)
from Ba2(LGD3)
Issuer: MASSACHUSETTS DEVELOPMENT FINANCE AGENCY
-- Backed Senior Unsecured Revenue Bonds, Downgraded to Ba3(LGD3)
from Ba2(LGD3)
Issuer: Niagara Area Development Corporation
-- Backed Senior Unsecured Revenue Bonds, Downgraded to Ba3(LGD3)
from Ba2(LGD3)
Outlook Actions:
Issuer: Covanta Holding Corporation
-- Outlook, Changed To Stable From Negative
RATINGS RATIONALE
"Covanta continues to face pressures from the weakened power prices
and unpredictable metals prices, resulting in lower earnings and
cash flows. These results in key credit metrics that are more
appropriate for the Ba3 rating, including cash flow from operations
before changes in working capital (CFO pre-WC) to debt in the high
single digits", stated Moody's analyst Jairo Chung.
The Ba3 CFR reflects the exposure to weak wholesale energy and
volatile recycled metals prices in the US as well as re-contracting
risk as Covanta's power contracts expire. Also, it incorporates
Covanta's shareholder-friendly financial policy and its levered
capital structure. The rating benefits from the generally stable
cash flows from the waste disposal and service revenues which
represents approximately 70% of Covanta's consolidated revenue in
2017. The rating also incorporates in the company's strong
operating performance across the portfolio and the high barriers to
entry for most competing technologies.
With significant PPA contract expirations in 2017, Covanta will be
more exposed to market power prices and its hedging program becomes
more crucial to mitigate any potential downside. Even with an
active hedging program, Covanta's earnings and cash flow will be
negatively impacted by lower market power prices as it hedges out
forward, resulting in weaker credit metrics.
Given the outlook for a sustained weak power price environment in
its key markets, Covanta is planning higher capital expenditure to
increase the 'value per ton' of waste processed at its facilities.
This strategy has three main drivers: metal recovery and ash
management initiatives to improve metals recovery and processing
and reduce ash disposal costs, continued growth in its
Environmental Solutions platform focusing on profiled waste, and
continuous improvement cost management initiatives. In addition,
the new facility in Dublin, Ireland (Dublin facility) should
increase diversity in Covanta's portfolio and add incremental cash
flow once it becomes fully operational later in 2017.
Liquidity
Covanta's SGL-3 reflects Moody's expectations that the company will
maintain an adequate liquidity over the next 12 months based on its
lower operating cash flows, ongoing cash balances and access to
committed credit availability.
The SGL-3 is based on the lower revenue primarily due to lower
wholesale power and volatile metals prices as well as higher
capital expenditure. However, Covanta's should improve its negative
cash flow position once the Dublin facility becomes operational in
late 2017.
Rating Outlook
The stable outlook reflects Moody's expectation that Covanta's cash
flow remain generally stable through long-term contracts, Covanta
does not face significantly higher re-contracting risk over the
next 2-3 years, and the key credit metrics remain consistent in the
levels that are appropriate for the Ba3 rating, including CFO
pre-WC to debt in the high single-digits. Also, it incorporates the
expectation that the company's other investment initiatives do not
increase Covanta's business and financial risks significantly.
Factors That Could Lead to an Upgrade
A rating upgrade could be considered if the US power market
dynamics improve such that the power prices increase significantly,
resulting in higher earnings and cash flow generation on a
sustained basis. If key metrics improve, including CFO pre-WC to
debt in the low teens, on a sustained basis, a rating upgrade could
be possible.
Factors That Could Lead to a Downgrade
A rating downgrade could be considered if there is further
deterioration of power prices, resulting in a significant decrease
in Covanta's cash flows and earnings. If key metrics deteriorate,
including CFO pre-WC to debt in the mid single-digits, on a
sustained basis, a rating downgrade is possible. Also, if Covanta
increases its leverage significantly to finance an acquisition or a
return of capital to shareholders, a rating downgrade could be
considered.
Covanta is a developer, owner and operator of waste-to-energy
facilities primarily in North America. Covanta also owns waste
management infrastructure complementary to its waste-to-energy
business including 17 waste transfer stations, 15 environmental
services facilities, four ash disposal landfills and one metal
processing facility.
The principal methodology used in these ratings was Unregulated
Utilities and Unregulated Power Companies published in May 2017.
CTI BIOPHARMA: Stonepine Has 7.6% of Shares as of June 6
--------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Stonepine Capital Management, LLC, Stonepine Capital,
L.P., Jon M. Plexico and Timothy P. Lynch disclosed that as of June
6, 2017, they beneficially own 2,307,446 shares of common stock of
CTI BioPharma Corp. representing 7.6 percent of the shares
outstanding. A full-text copy of the regulatory filing is
available for free at https://is.gd/KXDpbd
About CTI BioPharma
CTI BioPharma Corp. (NASDAQ and MTA: CTIC) --
http://www.ctibiopharma.com/-- formerly known as Cell
Therapeutics, Inc., is a biopharmaceutical company focused on the
acquisition, development and commercialization of novel targeted
therapies covering a spectrum of blood-related cancers that offer a
unique benefit to patients and healthcare providers. The Company
has a commercial presence in Europe and a late-stage development
pipeline, including pacritinib, CTI's lead product candidate that
is currently being studied in a Phase 3 program for the treatment
of patients with myelofibrosis. CTI BioPharma is headquartered in
Seattle, Washington, with offices in London and Milan under the
name CTI Life Sciences Limited.
CTI Biopharma reported a net loss attributable to common
shareholders of $52 million on $57.40 million of total revenues for
the year ended Dec. 31, 2016, compared to a net loss attributable
to common shareholders of $122.6 million on $16.11 million of total
revenues for the year ended Dec. 31, 2015.
As of March 31, 2017, CTI Biopharma had $44.66 million in total
assets, $55.03 million in total liabilities and a $10.37 million
total shareholders' deficit.
"We will need to continue to conduct research, development, testing
and regulatory compliance activities with respect to our compounds
and ensure the procurement of manufacturing and drug supply
services, the costs of which, together with projected general and
administrative expenses, is expected to result in operating losses
for the foreseeable future. Additionally, we have resumed primary
responsibility for the development and commercialization of
pacritinib as a result of the termination of the Pacritinib License
Agreement in October 2016, and we will no longer be eligible to
receive cost sharing or milestone payments for pacritinib's
development from Baxalta Incorporated and its affiliates, or
Baxalta, which is now part of Shire plc. We have incurred a net
operating loss every year since our formation. As of March 31,
2017, we had an accumulated deficit of $2.2 billion, and we expect
to continue to incur net losses for the foreseeable future.
"Our available cash and cash equivalents were $33.3 million as of
March 31, 2017. We believe that our present financial resources,
together with payments projected to be received under certain
contractual agreements and our ability to control costs, will only
be sufficient to fund our operations into the third quarter of
2017. This raises substantial doubt about our ability to continue
as a going concern," the Company stated in its quarterly report for
the period ended March 31, 2017.
DAVIS HOLDING: July 25 Disclosure Statement Hearing
---------------------------------------------------
Judge Basil H. Lorch III of the U.S. Bankruptcy Court for the
Southern District of Indiana will convene a hearing on July 25,
2017, at 10:00 a.m. to consider approval of Davis Holding Co.,
LLC's amended chapter 11 disclosure statement explaining its
amended Chapter 11 plan filed on June 13, 2017.
Any objection to the disclosure statement must be filed and served
in at least 5 days prior to the hearing date.
About Davis Holding
Davis Holding Co., LLC filed a chapter 11 petition (Bankr. S.D.
Ind. Case No. 16-91361) on August 24, 2016. The petition was
signed by Gregory N. Davis, sole member. The Debtor estimated
assets at $500,000 to $1 million and liabilities at $1 million to
$10 million at the time of the filing.
The case is assigned to Judge Basil H. Lorch III. The Debtor is
represented by David M. Cantor, Esq. and William P. Harbison, Esq.,
at Seiller Waterman LLC.
DEVAL CORP: Newco's Operating Revenues to Fund Latest Plan
----------------------------------------------------------
DeVal Corporation filed with the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania a second amended disclosure
statement in connection with its second amended Chapter 11 plan.
This latest plan added minor changes to the treatment of Class 6
general unsecured creditors. It asserts that holders of Class 6
Allowed General Unsecured Claims (estimated at approximately
$730,000) shall be paid, in cash, their Pro Rata share of payments
in the total amount of $260,000 to be made by NewCo as follows:
NewCo shall fund an initial payment in the amount of $160,000 on or
promptly after the Effective Date, which funds shall be distributed
on a Pro Rata basis; thereafter, NewCo shall fund four (4)
additional semi-annual payments each in the amount of $25,000,
which shall also be distributed on a Pro Rata basis on (i) Jan. 2,
2018, (ii) July 1, 2018, (iii) Jan. 2, 2019 and (iv) July 1, 2019.
These payments shall be in full satisfaction, settlement and
release of, and in exchange for such Allowed Class 6 General
Unsecured Claims. The estimated percentage recovery for Class 6
Claims is 35%.
The previous plan stated that holders of Class 6 General Unsecured
Claims will be paid, in cash, their pro rata share of payments in
the total amount of $260,000 to be made by NewCo. NewCo will fund
an initial payment in the amount of $160,000 on, or after the
Effective Date, which funds will be distributed on a pro rata
basis; thereafter, NewCo will fund four additional semi-annual
payments each in the amount of $25,000, which will also be
distributed on a pro rata basis on (i) Jan. 2, 2018, (ii) July 1,
2018, (iii) Jan. 2, 2019, and July 1, 2019. These payments will be
in full satisfaction, settlement and release of, and in exchange
for such Allowed Class 6 General Unsecured Claims.
Changes have also been added to the implementation of the plan.
It now asserts that pursuant to the terms and conditions of the
Asset Purchase Agreement, the Debtor shall sell substantially all
of the Assets to the assignee of Parts Life, Inc. (i.e. NewCo) and
utilize the Sale proceeds to fund the Plan payments to be made on
or within 30 days after the Effective Date, including BB&T's Class
2 Secured Claims, PDI/D's Class 3 Secured Claim, Equipment
Loan/Lease late charges and fees, Administrative Claims and the
initial payment to Class 6 General Unsecured Claims. Thereafter,
the monthly payments on account of Susquehanna Class 4 Claim and
Wells Fargo's Class 5 Claim, as well as the semi-annual payments on
account of the Class 6 General Unsecured Claims will be funded from
operating revenues of NewCo and/or its reserves.
A copy of the Second Amended Disclosure Statement is available at:
http://bankrupt.com/misc/paeb16-17922-147.pdf
About DeVal Corporation
DeVal Corporation filed a Chapter 11 petition (Bankr. E.D. Pa.
Case
No. 16-17922) on Nov, 11, 2016. The petition was signed by
Dominic
Durinzi, president. The case is assigned to Judge Ashely M. Chan.
The Debtor estimated assets and liabilities at $1 million to $10
million at the time of the filing. The Debtor is represented by
Robert M. Greenbaum, Esq., and David B. Smith, Esq., at Smith Kane
Holman, LLC. Michael C. Lingerman, CPA, LLC, serves as accountant
to the Debtor.
DICK CAMPBELL: Taps Holland Law as Special Counsel
--------------------------------------------------
Dick Campbell Company, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Idaho to hire Holland Law LLP as special
counsel.
The firm will assist the Debtor in prosecuting its appeal of an
unfavorable jury verdict on a patent infringement lawsuit, and
defending the cross appeal by Polara Engineering, Inc. The appeal
is in process before the U.S. Court of Appeal for the Federal
Circuit in Washington, D.C.
Compensation for the firm's services includes a fixed flat fee of
$150,000 for all appellate work, and an additional $35,000 fixed
flat fee for opposing Polara's cross appeal.
Chris Holland, Esq., disclosed in a court filing that his firm has
no connection with creditors of the Debtor's estate.
The firm can be reached through:
Chris Holland, Esq.
Holland Law LLP
220 Montgomery Street, Suite 800
San Francisco, CA 94104
Phone: 415-200-4980
Fax: 415-200-4989
About Dick Campbell Company Inc.
Based in Boise, Idaho, Dick Campbell Company, Inc. manufactures
transportation signaling devices. The Debtor sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho Case No.
17-00756) on June 14, 2017. Phil Tate, president, signed the
petition.
At the time of the filing, the Debtor disclosed $2.63 million in
assets and $2.73 million in liabilities.
Judge Jim D. Pappas presides over the case. Bruce A. Anderson,
Esq., at Elsaesser Jarzabek Anderson Elliot & Macdonald, Chtd.,
serves as bankruptcy counsel.
DON GREEN: Creditors to be Paid Through Liquidation of Assets
-------------------------------------------------------------
Donald Green and his company Don Green Farms Inc. filed with the
U.S. Bankruptcy Court for the Northern District of Florida a
disclosure statement dated June 14, 2017, which explains their
proposed Chapter 11 plan.
Class 3 Claims of General Unsecured Creditors of DFGI are impaired
by the Plan. The holders will receive the proceeds from the
liquidation of DGFI's assets in excess of Regions Bank's secured
claim. The proceeds from the sale will be paid in proportion to
each unsecured creditors' claim in relation to DGFI's total
unsecured debt.
Class 6 Claims of General Unsecured Creditors of Mr. Green are
impaired by the Plan. The holders will receive proportionally the
proceeds from the liquidation of Mr. Green's non-exempt assets in
excess of the respective secured creditors' claims.
Generally, the Plan provides for the liquidation of DGFI and Mr.
Green's nonexempt assets. The Plan will be implemented by (a)
liquidating the Debtors' assets; (b) nominating a liquidating agent
to ensure all of Debtor's non-exempt assets are liquidated for the
benefit of creditors.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/flnb16-10261-166.pdf
http://bankrupt.com/misc/flnb16-10261-166-1.pdf
As reported by the Troubled Company Reporter on June 7, 2017, the
Debtors filed with the Court a disclosure statement, which explains
their proposed Chapter 11 plan. According to the filing, Half Moon
is planning on liquidating its inventory and winding down since the
land on which it operates is being sold. Any consequent
distribution by Half Moon to Mr. Green will be used to pay his
Class 6 obligations under the proposed plan.
About Don Green Farms
Don Green Farms, Inc., filed a Chapter 11 petition (Bankr. N.D.
Fla. Case No. 16-10261) on Nov. 16, 2016. The petition was signed
by Donald R. Green, president, whose Chapter 11 case (Bankr. N.D.
Fla. Case No. 16−10260) is jointly administered with that of
his
company.
Don Green Farms is represented by Seldon J. Childers, Esq., at
ChildersLaw, LLC. The company disclosed total assets of $13,987
and total liabilities of $3.95 million.
On May 4, 2017, the court conditionally approved the disclosure
statement, which explains the Debtors' proposed Chapter 11 plan.
E. ALLEN REEVES: Sale of Vehicles and Misc. Assets Approved
-----------------------------------------------------------
Judge Ashely M. Chan of the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania authorized E. Allen Reeves, Inc.'s sale of
vehicles for $39,875 and miscellaneous assets for $36,650.
The Vehicles and Miscellaneous Assets will be sold free and clear
of liens, claims and encumbrances.
The Debtor is authorized to sell these Vehicles to the Purchasers
in their amounts:
a. 2002 Ford Explorer (VIN 1FMDU73E92UA48139): $300 to Kevin
Young;
b. 2012 Mercedes Model S550V4 (VIN WDDNG9EB9CA457278): $15,500
to Robert Reeves, Jr.;
c. 2016 GMC Arcadia (VIN IGKKVRKD5GJ343913): $20,000 to Reeves,
Jr.;
d. 2007 Carmate 6x12 Storage Trailer: $1,500 to Ken Fort;
e. 8 Foot Aluminum Brake: $125 to Fort; and
f. 2008 Subaru Forester (VIN JFISG65608H703153): $2,450 to
Fort.
The Debtor is also authorized to sell these Miscellaneous Assets to
the Purchaser in their amounts:
a. 2 Used Panasonic Toughbook Laptop with l docking station:
$400 to Joe Zajaczkowski; and
b. Refundable Equity for the Golf Membership at Bay Colony Golf
Club, located in Naples, Florida, for $36,250 to Reeves, Jr.
The stay provisions set forth in Federal Rule of Bankruptcy
Procedure 6004(h) are waived and closing may occur immediately.
About E. Allen Reeves
Founded in 1918, E. Allen Reeves, Inc., is a commercial and
residential contractor based in Abington, Pennsylvania.
E. Allen Reeves sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Pa. Case No. 17-11354) on Feb. 27,
2017. Robert N. Reeves, Jr., president, signed the petition.
At the time of the filing, the Debtor estimated assets and
liabilities at $1 million to $10 million.
The case is assigned to Judge Ashely M. Chan.
The Debtor hired Ciardi Ciardi & Astin, P.C., as legal counsel;
Kreischr Miller as accountant; and Davis Bucco, Esq., as special
counsel.
ECRA GROUP: Court Confirms Reorganization Plan
----------------------------------------------
Judge Edward A. Godoy of the U.S. Bankruptcy Court for the District
of Puerto Rico approved Ecra Group Corp.'s disclosure statement
filed on May 6, 2017, and confirmed its plan of reorganization,
dated May 1, 2017.
The Troubled Company Reporter previously reported that under the
Plan, Class 2 General Secured Claims are estimated at $7,457.71.
Secured claims #1 by the Internal Revenue Services will be paid in
full. Claim #2 by Scotiabank de Puerto Rico will be paid and
treated directly with the bank as per stipulation filed. Any
allowed amount owed under this class will be paid in full over a
period not exceeding five years from the effective date of the
Plan.
The Amended Disclosure Statement is available at:
http://bankrupt.com/misc/prb16-04651-83.pdf
About ECRA Group
ECRA Group, Corp., is organized under the laws of the Commonwealth
of Puerto Rico and organized on Nov. 16, 2005. Annette Cancel
Lorenzana is the president of the corporation and co-owner with
45%
of the stocks; Carlos I. Arce is the owner of 45% of the stocks;
Iannette Arce Cancel is the secretary of the corporation and owner
of 5% of the stocks, and Liannette Arce Cancel is the owner of 5%
of the stocks of the corporation. The Debtor operates its
business
dba Ferreteria Arce at a rented commercial property dedicated to
servicing and selling construction materials and hardware
equipment
and related materials to general customers and construction
technicians. The store is located at road 670.23 Marginal Street,
Parcelas Marquez, Vega Baja, Puerto Rico. The Debtor owns the
real
property dedicated for the leasing business operation.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. D.P.R.
Case No. 16-04651) on June 10, 2016. Luis D. Flores Gonzalez,
Esq., at The Law Offices of Luis D. Flores Gonzalez serves as the
Debtor's bankruptcy counsel.
As of the date of the filing of the Chapter 11 petition, the
Debtor had assets of $545,500 and liabilities of $782,989.
EMPIRE RENTALS: May Use MidCountry's Cash Collateral Until June 28
------------------------------------------------------------------
The Hon. Kathleen H. Sanberg of the U.S. Bankruptcy Court for the
District of Minnesota has granted Empire Rentals, LLC, permission
to use cash collateral that may be subject to the lien of
MidCountry Bank until June 28, 2017.
A final hearing on the Debtor's use of cash collateral will be held
on June 28, 2017.
The Debtor wants to use the cash collateral for these expenses:
Reasonable Appliance Repair -- $273.92 due June 21
Centerpoint Energy -- $151.36 due June 20
Centerpoint Energy -- $30 due June 20
Centerpoint Energy -- $15.70 due June 20
Centerpoint Energy -- $233.78 due June 20
Centerpoint Energy -- $434.35 due June 20
Dakota Electric -- $1648 due June 20
Moseng Locksmithing -- $375.97 due June 27
Northland Irrigation & Landscaping -- $398 due June 23
Josh Greene Maintenance Services -- $325 due June 12,
June 19, June 26
Connie Novak - Deposit Refund -- $200
Wells Fargo Mortgage -- $1,193.55
Miscellaneous / Unanticipated -- $750
For purposes of adequate protection and to the extent of use of
prepetition cash collateral in which the MidCountry Bank has a
security interest, the Debtor is authorized to and will grant
replacement liens to MidCountry Bank in the Debtor's post-petition
assets of the same type and nature as is subject to the prepetition
liens of the MidCountry Bank. The liens will have the same
validity, priority, dignity, and effect as the prepetition liens on
the prepetition property of the Debtor.
About Empire Rentals, LLC
Empire Rentals listed its business as a single asset real estate as
defined in 11 U.S.C. Section 101(51B). The Company has fee simple
interests in real properties located in Vermillion Township,
Minnesota, valued at $2.82 million. The Debtor filed a Chapter 11
petition (Bankr. D. Minn. Case No. 17-31929) on June 9, 2017. The
Hon. Kathleen H Sanberg presides over the case. John D. Lamey,
III, Esq., at Lamey Law Firm, P.A., serves as bankruptcy counsel.
In its petition, the Debtor estimated $3.22 million in assets and
$1.71 million in liabilities. The petition was signed by Vernon
Napper, chief manager.
ERIE STREET: Trustee Hires Ascend Property as Manager
-----------------------------------------------------
Frances Gecker, Chapter 11 trustee of the bankruptcy estate of Erie
Street Investors, LLC and its affiliated debtors, seeks authority
from the United States Bankruptcy Court for the Northern District
of Illinois, Eastern Division, to retain Richard Lillie and Ascend
Property Management LLC, as the Debtors' property manager.
Ascend's property management services includes tenant relations,
building security, janitorial, cleaning, landscape and maintenance.
Property management services provided by APM will be billed to the
Trustee monthly in arrears. Hourly rates are:
Senior VP - Rick Lillie -$245/hour
Vice President - Calvin Denison - $175/hour
Accounting/Administrative - $75/hour
Travel - $75/hour
Richard Lillie attests that Ascend is a disinterested party within
the meaning of Section 101(14) of the Bankruptcy Code.
The Firm can be reached through:
Richard (Rick) Lillie
Ascend Property Management LLC
912 Lake Street
Chicago, IL 60607
Tel: 312-252-9270
Cell: 312-907-5580
Email: rlillie@aregllc.com
About Erie Street Investors, LLC
Erie Street Investors, LLC, and several affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. N.D. Ill. Lead Case No.
17-10554) on April 3, 2017. The affiliates are LaSalle Investors,
LLC, WSC Parking Fund I, George Street Investors, LLC, and
Sheffield Avenue Investors, LLC. The cases are jointly
administered. Arthur Holmer, managing member of Weiland Ventures,
LLC, signed the petitions.
Erie Street Investors and LaSalle Investors each disclosed between
$10 million and $50 million in both assets and liabilities. WSC
Parking Fund listed between $1 million and $10 million in both
assets and liabilities.
The cases are assigned to Judge Deborah L. Thorne. The Debtors are
represented by Scott R Clar, Esq., at Crane, Heyman, Simon, Welch &
Clar.
ERIE STREET: Trustee Taps Jones Lang LaSalle as Real Estate Broker
------------------------------------------------------------------
Frances Gecker, Chapter 11 trustee of the bankruptcy estate of Erie
Street Investors, LLC and its affiliated debtors, seeks authority
from the United States Bankruptcy Court for the Northern District
of Illinois, Eastern Division, to retain Scott Miller and Jones
Lang LaSalle Americas (Illinois), L.P., as her real estate broker.
The Trustee requires the assistance of a real estate broker
experienced in marketing portfolios similar to the Real Property in
the same geographic area for the purpose of marketing the Real
Property for sale.
Under the Leasing and Sale Agreement, JLL will receive sales
commissions:
Property Address JLL Fee Schedule
343 W. Erie Street > of 2% or $275,000
747 N. LaSalle Street > of 2% or $275,000
600 S. Clark Street > 4.0% or $125,000
2852-56 Southport Ave 3.0% if JLL sole Broker
1411 W. George Street 3.0% if JLL sole Broker
2954-58 N. Sheffield Ave 3.0% if JLL sole Broker
Under the Leasing and Sale Agreement, JLL will be receive its
Standard Market Leasing Commission Rates:
a. Lease Transaction without a Cooperating Broker – JLL
commission = $1.25 per rentable square foot per lease year;
b. Lease Transaction with a Cooperating Broker – JLL
commission = $0.625 per rentable square foot per lease year;
c. Cooperating Broker commission = $1.25 per rentable square
foot per lease year.
The Leasing and Sale Agreement further provides that JLL will be
reimbursed for all out-of-pocket expenses, if any, directly related
to negotiating transactions for the Real Property. The Trustee has
capped the expense budget in the aggregate amount of $23,500.
Scott H. Miller of Jones Lang LaSalle Americas, LP attests that JLL
is a disinterested party within the meaning of Sec. 101(14) of the
Bankruptcy Code.
The Broker can be reached through:
Scott H. Miller
Jones Lang LaSalle Americas, LP
200 E. Randolph Street
Chicago, IL 60606
Tel: 312 228 2266
Email: scott.miller@am.jll.com
About Erie Street Investors, LLC
Erie Street Investors, LLC, and several affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. N.D. Ill. Lead Case No.
17-10554) on April 3, 2017. The affiliates are LaSalle Investors,
LLC, WSC Parking Fund I, George Street Investors, LLC, and
Sheffield Avenue Investors, LLC. The cases are jointly
administered. Arthur Holmer, managing member of Weiland Ventures,
LLC, signed the petitions.
Erie Street Investors and LaSalle Investors each disclosed between
$10 million and $50 million in both assets and liabilities. WSC
Parking Fund listed between $1 million and $10 million in both
assets and liabilities.
The cases are assigned to Judge Deborah L. Thorne. The Debtors are
represented by Scott R Clar, Esq., at Crane, Heyman, Simon, Welch &
Clar.
ERNA SCHULTZ: Trust Wants to Use Cash Collateral
------------------------------------------------
Erna Schultz Trust seeks authorization from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to use cash
collateral generated by the Debtor's real estate.
The Debtor has an urgent and critical need for the use of cash
generated by the Real Property, if any. The Debtor has an urgent
and critical need to pay its obligations postpetition, for which it
requires the use of its cash.
No previous motion for the relief request herein has been made by
the Debtor to this or any other court.
A copy of the Debtor's motion is available at:
http://bankrupt.com/misc/paeb17-14137-10.pdf
Headquartered in West Chester, Pennsylvania, the Erna Schultz Trust
is engaged in the business of renting and development of real
estate.
The Erna Schultz Trust filed for Chapter 11 bankruptcy protection
(Bankr. E.D. Pa. Case No. 17-14137) on June 14, 2017, estimating
its assets and liabilities at up to $50,000.
Anthony A. Frigo, Esq., at The Law Offices of Anthony A. Firgo,
serves as the Debtor's bankruptcy counsel.
No trustee or committee of unsecured creditors has been designated
to date in this bankruptcy case.
ESCONDIDO VENTURES: Allowed to Use Up To $130,000 Cash Collateral
-----------------------------------------------------------------
Bankruptcy Judge Ronald B. King for the Western District of Texas
signed a Second Interim Order authorizing Escondido Ventures, LLC,
and its debtor-affiliates to use an additional $130,000 cash to
avoid immediate and irreparable harm to the Debtors and their
bankruptcy estates pending a final hearing.
The Bank of San Antonio, a creditor who asserts a security interest
in cash collateral, is granted a replacement lien and security
interest on all of Debtors' accounts, receivables and proceeds
thereof to the extent acquired after the Petition Date.
A continued hearing on use of cash collateral will be held on June
14, 2017 at 2:00 p.m.
A full-text copy of the Second Interim Order, dated June 20, 2017,
is available at https://is.gd/yd9AsM
About Escondido Ventures
Headquartered in Killeen, Texas, Rockey's Moving & Storage --
http://www.rockeysmoving.com/-- moves household goods for
families, military personnel, commercial offices and medical
facilities. Its turnkey services include, but are not limited to
packing, crating, storing and relocating to new home or office.
Rockey's Moving owns and operates its own fleet of over 100 move
vans for local moves, 25 tractors and 40 trailers for interstate
relocation.
Rockeys Van Lines is a licensed and bonded freight shipping and
trucking company running freight hauling business from Killeen,
Texas.
Escondido Ventures, LLC, holds 100% membership interest in
Escondido Ventures, LLC, Killeen Diesel Service, LLC, Rockey's
Moving & Storage, LLC and Rockey's Moving & Storage, LLC.
On May 31, 2017, Escondido Ventures and affiliates Centex Moving,
Killeen Diesel, Rockey's Moving, and Rockey's Van sought Chapter 11
protection (Bankr. W.D. Tex. Lead Case No. 17-51358). The
petitions were signed by Barcley Houston, authorized representative
for each of the Debtors.
On June 7, 2017, the Court entered an order jointly administering
the five bankruptcy proceedings.
Centex Moving, Rockey's Moving and Escondido Ventures estimated
assets and liabilities between $1 million and $10 million. Killeen
Diesel and Rockey's Van estimated assets between $100,000 and
$500,000 and liabilities between $1 million and $10 million.
Judge Ronald B. King presides over the cases.
William B. Kingman, Esq., at Law Offices of William B. Kingman, PC,
serves as the Debtors' bankruptcy counsel.
The Debtors are operating their businesses as Debtors-in-Possession
pursuant to Sec. 107 (a) and 1108 of the Bankruptcy Code.
No trustee, examiner, or committee of unsecured creditors has been
appointed in these bankruptcy cases. No request has been made for
the appointment of a trustee or examiner.
EXCO RESOURCES: Issues 2.7-M Shares as Loan Interest Payment
------------------------------------------------------------
EXCO Resources, Inc., issued a total of 2,745,754 common shares as
an interest payment under the credit agreement governing its
outstanding 1.75 lien term loans, according to a Form 8-K report
filed with the Securities and Exchange Commission.
The PIK Shares were issued to make an interest payment due in the
amount of $27,594,629 based on the PIK share interest rate of 15%
per annum under the 1.75 lien term loans. The PIK Share payment
was in lieu of a cash interest payment of $22,995,524 at an
interest rate of 12.5% per annum under the 1.75 lien term loans.
The Company intends to use the cash retained by making the PIK
Share payment to fund the development of natural gas properties in
North Louisiana.
The issuance of the PIK Shares was exempt from the registration
requirements of the Securities Act of 1933, as amended, pursuant to
Section 4(a)(2) thereof, Regulation S and Rule 506 of Regulation D
promulgated thereunder, as a transaction not involving any public
offering. The Company's shareholders previously approved the
issuance of the PIK Shares for purposes of the rules of the New
York Stock Exchange at the Company's 2017 Annual Meeting of
Shareholders held on May 31, 2017.
About EXCO
EXCO Resources, Inc. -- http://www.excoresources.com/-- is an oil
and natural gas exploration, exploitation, acquisition, development
and production company headquartered in Dallas, Texas with
principal operations in Texas, Louisiana and Appalachia.
Exco Resources reported a net loss of $225.3 million on $271
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $1.19 billion on $355.70 million of total
revenues for the year ended Dec. 31, 2015. As of Dec. 31, 2016,
Exco Resources had $661.41 million in total assets, $1.53 billion
in total liabilities and a total shareholders' deficit of $871.90
million.
As of March 31, 2017, Exco Resources had $670.71 million in total
assets, $1.53 billion in total liabilities and a $865.44 million
ttoal shareholders' deficit.
KPMG LLP, in Dallas, Texas, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2016, citing that probable failure to comply with a
financial covenant in its credit facility as well as significant
liquidity needs, raise substantial doubt about the Company's
ability to continue as a going concern.
* * *
In December 2016, Moody's Investors Service downgraded EXCO
Resources' corporate family rating to 'Ca' from 'Caa2'. "EXCO's
downgrade reflects its eroded liquidity position which is
insufficient to fully fund development expenditures at the level
required to stem ongoing production declines," commented Andrew
Brooks, Moody's vice president. "Absent an injection of additional
liquidity, the source of which is not readily identifiable, EXCO
could face going concern risk as it confronts an unsustainable
capital structure."
In March 2017, S&P Global Ratings raised its corporate credit
rating on EXCO Resources to 'CCC-' from 'SD' (selective default).
The rating outlook is negative. "The upgrade reflects our
reassessment of our corporate credit rating on EXCO after the
company exchanged most of its outstanding 12.5% second-lien secured
term loans for $683 million new 1.75-lien secured payment-in-kind
(PIK) term loans," said S&P Global Ratings' credit analyst
Alexander Vargas.
FABRICA DE BLOQUES: Unsecureds to Get Nothing Under Plan
--------------------------------------------------------
Fabrica de Bloques Vega Baja, Inc., filed with the U.S. Bankruptcy
Court for the District of Puerto Rico a small business disclosure
statement describing their plan of reorganization, dated June 15,
2017, a full-text copy of which is available at:
http://bankrupt.com/misc/prb17-00965-11-100.pdf
On March 27, 2017, the Debtor and Master Group filed a Motion to
Sell Property Free and Clear of Liens under Section 363(f): (A)
Approving the Asset Purchase Agreement and Sale of the Acquired
Assets Free and Clear of Liens to the Buyer or to the Successful
Bidder; and (B) Approving the Bidding Procedures to Solicit Higher
and Better Offers and Select the Successful Bidder. On April 26,
2017, the Bankruptcy Court entered an order granting the Sale
Motion and approving the bidding procedures pursuant to which the
Debtor could solicit bids for the Acquired Assets from interested
parties. The sale was held as scheduled, on May 9, 2017.
Class 3 under the Plan consists of the unsecured creditors who will
receive a distribution of 0% of their allowed claims. This class is
impaired.
Payments and distributions under the Plan will be funded by the
sale of Debtor's Acquired Assets to Master Group.
The Plan Proponent believes that the Debtor will have enough cash
on hand on the Effective Date of the Plan to pay all the claims and
expenses that are entitled to be paid on that date.
About Fabrica De Bloques Vega Baja
Fabrica De Bloques Vega Baja, Inc., sought protection under
Chapter
11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 17-00965) on
February 15, 2017. The petition was signed by Rafael Ivan
Casanova
Tirado. MRO Attorneys at Law, LLC represents the Debtor as its
legal counsel.
At the time of the filing, the Debtor estimated assets and
liabilities of less than $50,000.
FAUSER OIL: Hires Halloush Law as Counsel
-----------------------------------------
Fauser Oil Co., Inc., et al., seek permission from the U.S.
Bankruptcy Court for the Northern District of Iowa, in Cedar
Rapids, to employ Halloush Law Office, PC as counsel.
Fauser Oil requires Halloush Law to:
a. advise and assist the Debtors with respect to their duties,
authority and powers under the Code;
b. advise the Debtors on the conduct of this Chapter 11 case,
including the legal and administrative requirements of operating in
Chapter 11;
c. attend meetings and negotiate with representatives of the
creditors and other parties in interest;
d. prepare pleadings in connection with this Chapter 11 case,
including motions, applications, answers, orders, reports, and
papers necessary or otherwise beneficial to the administration of
the Debtor's estate;
e. appear before the Court to represent the interest of the
Debtors' estate; and
f. perform all other necessary or appropriate legal services
for the Debtors in connection with the prosecution of these Chapter
11 cases, including:
i. analyzing the Debtors' leases and contracts and the
assumption and assignment or rejection thereof;
ii. analyzing the validity of the liens against the
Debtors, and
iii. advising the Debtors on transactional and litigation
matters.
Halloush Law will be paid at these hourly rates:
Yara E. Halloush $250
Non-Attorney Paraprofessionals $75
Halloush Law is holding $34,772.50 in an advanced deposit in its
retainer trust account.
Halloush Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Yara E. Halloush, Esq. shareholder of the law firm of Halloush Law
Office, 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 Debtors and
their estates.
Halloush Law may be reached at:
Yara E. Halloush, Esq.
Halloush Law Office, PC
1930 St. Andrews CT NE
Cedar Rapids, IA 52402
Tel: (319) 560-9430
E-mail: yelfarhan1@hotmail.com
About Fauser Oil Co., Inc.
Elgin, Iowa-based Fauser Energy Resources, Inc. --
http://www.fauserenergy.com/-- supplies and delivers propane and
fuel products to residential and commercial customers throughout
the Midwest region of the U.S.
Fauser Oil Co. Inc., Fauser Energy Resources Inc., Fauser Transport
Inc. and Ron's L.P. Gas Service LLC sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Iowa Lead Case No. 17-00466)
on April 24, 2017. Paul Fauser, president, signed the petition.
At the time of the filing, Fauser Energy estimated its assets and
debts at $1 million to $10 million.
Judge Thad J. Collins presides over the case.
Sweet DeMarb LLC serves as counsel to the Debtors, with the
engagement led by James D. Sweet, Esq. and Rebecca R. DeMarb, Esq.
Yara El-Farhan Halloush, Esq. of Halloush Law Office, P.C., is the
Debtors' local co-counsel.
On May 12, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors for Fauser Oil. No
creditors' committee has been appointed for the other Debtors. The
Fauser Oil Committee retained Pepper Hamilton as legal counsel.
FB COVENTRY: Wants Access to Cash Collateral Extended to Aug. 25
----------------------------------------------------------------
FB Coventry, LLC seeks authorization from the U.S. Bankruptcy Court
for the District of Rhode Island to continue using the cash
collateral of NextWave Enterprises, LLC; Rewards Network
Establishment Services, Inc.; Vend Lease Company; and Sysco Boston,
LLC for an additional sixty days from June 25, 2017 through August
25, 2017.
The Court has previously entered a Final Order on June 7, 2017
authorizing use of Rewards Network's through June 24, 2017, with
certain bi-weekly cash collateral payments made to Rewards Network.
As such, the Debtor proposes to grant replacement liens to Rewards
Network to the extent and priority as more fully set forth in the
Final Order.
The Debtor desires to continue to operate and continue its
negotiation to propose a plan. However, the Debtor asserts that
without continued use of cash collateral after June 24, 2017, it
will be unable to fund continued operations and will have to
close.
The Debtor needs continued access to cash collateral in order to
continue the operation of its business and maintain its workforce
while it proceeds to negotiate a plan.
A full-text copy of the Debtor's Motion, dated June 20, 2017, is
available at https://is.gd/PiZzzL
About FB Coventry, LLC
FB Coventry, LLC d/b/a Fat Belly's filed a Chapter 11 bankruptcy
petition (Bankr. D.R.I. Case No. 17-10650) on April 24, 2017. The
Petition was signed by Scott Parker, manager. At the time of
filing, the Debtor had less than $50,000 in estimated assets and
$100,000 to $500,000 in estimated liabilities.
Peter M. Iascone, Esq., at Peter Iascone & Associates serves as
bankruptcy counsel. The Debtor employs Irving Shechtman & Company,
Inc., as appraisers.
FB MALL: Wants to Continue Using RN Cash Collateral Until Aug. 25
-----------------------------------------------------------------
FB Mall, LLC, asks the U.S. Bankruptcy Court for the District of
Rhode Island for authorization to continue using cash collateral of
NextWave Enterprises, LLC; Rewards Network Establishment Services,
Inc.; Vend Lease Company; and Sysco Boston, LLC for an additional
sixty days from June 25, 2017 through August 25, 2017.
The Court has previously entered a Final Order on June 6, 2017
authorizing use of Rewards Network's through June 24, 2017, with
certain bi-weekly cash collateral payments made to Rewards Network.
As such, the Debtor proposes to grant replacement liens to Rewards
Network to the extent and priority as more fully set forth in the
Final Order.
The Debtor desires to continue to operate and continue its
negotiation to propose a plan. However, the Debtor asserts that
without continued use of cash collateral after June 24, 2017, it
will be unable to fund continued operations and will have to
close.
The Debtor needs continued access to cash collateral in order to
continue the operation of its business and maintain its workforce
while it proceeds to negotiate a plan.
A full-text copy of the Debtor's Motion, dated June 20, 2017, is
available at https://is.gd/3HhUho
About FB Mall
Headquartered at Warwick, Rhode Island, FB Mall, LLC, filed a
petition under Chapter 11 of the Bankruptcy Code (Bankr. D.R.I.
Case No. 17-10601) on April 14, 2017. The Petition was signed by
Scott Parker, manager. At the time of filing, the Debtor had less
than $50,000 in estimated assets and $100,000 to $500,000 in
estimated liabilities.
The Debtor's bankruptcy attorney is Peter M. Iascone, Esq. at Peter
Iascone & Associates. Irving Shechtman & Company has been tapped
by the Debtor as appraisers.
FIAC CORP: Equity Committee Hires D.F. King as Plan Solicitors
--------------------------------------------------------------
The Official Committee of Equity Security Holders of FIAC Corp.
seeks authority from the United States Bankruptcy Court for the
District of Delaware to retain D.F. King & Co., Inc. to provide
certain plan solicitation services to the Committee.
Services to be provided by D.F. King & Co. are:
a. identify Stockholders;
b. prepare plan Stockholder communications programs in
furtherance of the Committee's objectives for Confirmation;
c. prepare any testimony required in connection with the
services provided under the Engagement Letter;
d. if requested, provide financial printing services in
connection with Confirmation; and
e. provide proxy solicitation services including, without
limitation, customary solicitation services with respect to banks,
brokers and nominees, along with mail, e-mail, telephone and
in-person solicitation contacts with the Debtors' institutional and
retail Stockholders, preliminary vote tabulation services and, if
applicable, post-voting proxy review and challenge services.
The Committee contemplates that King will be compensated with a
non-refundable flat fee of $60,000, and reimbursement of all
reasonable out-of-pocket expenses, including charges for incoming
and outgoing telephone contacts by King with retail Stockholders on
a per unit basis of $5.00 per incoming telephone contact and $5.00
per outgoing telephone contact, not to exceed $15,000.
Richard H. Grubaugh attests is a "disinterested person" as that
term is defined in Bankruptcy Code section 101(14).
The firm can be reached through:
Richard H. Grubaugh
D.F. King & Co., Inc.
118 Wall Street, 22nd Floor
New York, NY 10005
Tel: (212) 493-6950
Fax: (212) 493-6941
email: rgrubaugh@dfking.com
About FIAC Corp.
fka IMX Acquisition
IMX Acquisition Corp., also known as Ion Metrics Inc., and its
affiliates, comprise a leading designer and manufacturer of
systems and sensors that detect trace amounts of explosives and
drugs. Their products, which include handheld and desktop
detection devices, are used in a variety of security, safety, and
defense industries, including aviation, transportation, and
customs
and border protection. The Debtors have sold more than 5,000 of
their detection products to customers such as the United States
Transportation Security Administration, the Canadian Air
Transportation Security Authority, and major airports in the
European Union.
IMX Acquisition Corp. sought Chapter 11 protection (Bankr. D. Del.
Case No. 16-12238) on Oct. 10, 2016. Its affiliates, Implant
Sciences, C Acquisition Corp. and Accurel Systems International
Corp. also sought Chapter 11 protection. The cases are assigned
to Judge Brendan Linehan Shannon.
IMX estimated assets and liabilities in the range of $100 million
to $500 million. The Debtors tapped Paul V. Shalhoub, Esq. and
Debra C. McElligott, Esq., and Jennifer J. Hardy, Esq., at Willkie
Farr & Gallagher, LLP, as counsel.
The petitions were signed by William J. McGann, president.
Andrew Vara, acting U.S. trustee for Region 3, on Oct. 24, 2016,
appointed Harold Coe and four others to serve on the official
committee of equity security holders. Co-counsel to the Official
Committee of Equity Security Holders are William R. Baldiga, Esq.,
and Gerard T. Cicero, Esq., at Brown Rudnick LLP, in New York, and
Sunni P. Beville, Esq., at Brown Rudnick in Boston; and Mark
Minuti, Esq., at Saul Ewing LLP, in Wilmington, Delaware. The
Equity Committee tapped FTI Consulting, Inc., as financial
advisor.
The Committee also hired Higgs & Johnson to serve as its special
counsel.
Tannor Partners Credit Fund, LP., the New DIP Lender, is
represented in the case by Andrew M. Felner, Esq., at Sheppard,
Mullin, Richter & Hampton, LP.
* * *
L3 Technologies on Jan. 5, 2017, disclosed that it has completed
its acquisition of the explosives trace detection (ETD) business
of Implant Sciences. L3 had entered into an asset purchase
agreement (APA) to acquire certain assets of Implant for $117.5
million in cash, plus the assumption of specified liabilities.
The Debtors have changed their names following the sale: FIAC
Corp. from IMX Acquisition Corp.; Secure Point Technologies from
Implant Sciences; FCAC Corp. from C Acquisition Corp.; and FASIC
Corp. from Accurel Systems International Corporation.
FINJAN HOLDINGS: 2 Director Nominees Elected by Stockholders
------------------------------------------------------------
Finjan Holdings, Inc., held its 2017 annual meeting of stockholders
on June 21 at which the stockholders:
(1) elected Alex Rogers and Glenn Daniel as Class 2 directors
to serve three-year terms ending at the 2020 annual meeting
of stockholders and until their respective successors are
elected and qualified or until their earlier death, removal
or resignation;
(2) approved, on an advisory basis, the Company's executive
compensation;
(3) ratified the appointment of Marcum LLP as the Company's
independent registered public accounting firm for the
fiscal year ending Dec. 31, 2017; and
(4) approved the Finjan Holdings, Inc. Amended and Restated
2014 Incentive Compensation Plan.
About Finjan
Established 20 years ago, Finjan -- http://www.finjan.com/-- is a
globally recognized leader in cybersecurity. Finjan's inventions
are embedded within a strong portfolio of patents focusing on
software and hardware technologies capable of proactively detecting
previously unknown and emerging threats on a real-time,
behavior-based basis.
Finjan reported a net loss attributable to common stockholders of
$6.43 million for the year ended Dec. 31, 2016, compared to a net
loss attributable to common stockholders of $12.60 million for the
year ended Dec. 31, 2015. As of March 31, 2017, Finjan had $29.85
million in total assets, $6.54 million in total liabilities, $6.26
million in series A preferred stock and $17.04 million in total
stockholders' equity.
FUNCTION(X) INC: Audit Committee Hires Counsel to Conduct Probe
---------------------------------------------------------------
The Audit Committee of the Board of Directors of Function(X) Inc.
engaged outside legal counsel to conduct an internal investigation
into the Series G Preferred Stock offering and the Company's
internal controls over cash disbursements and disbursements from
the Company to Robert F.X. Sillerman and his affiliates, according
to a Form 8-K report filed with the Securities and Exchange
Commission.
On May 8, 2017, as amended on May 11, 2017, Function(X) Inc.
reported on the Current Report on Form 8-K that the Company entered
into binding agreements for the sale of $10 million of its Series G
Convertible Preferred Stock, and that, of that amount, the
Company's Chairman and Chief Executive Officer, Robert F.X.
Sillerman, subscribed for $2.2 million. Also on May 8, 2017, the
Company issued a press release disclosing that it had accepted
subscriptions for the issuance of $10 million of its Series G
Preferred Stock, that the gross proceeds were expected to be
approximately $10 million after deducting transaction expenses, and
that those proceeds would be used for working capital and for
executing on the Company's expansion plan.
The Company corrected its prior disclosure to report that the
Company has received subscriptions and from those subscriptions,
cash of $4.8 million was funded from investors not affiliated with
the Company. A portion of the cash received by the Company from
such funded subscriptions, together with a series of repayments and
reinvestments by affiliates of Robert FX Sillerman in Series G
Preferred Stock, was used to repay the balance ($5.55 million) of
the Company's line of credit from Sillerman Investment Company IV,
LLC, an affiliate of Robert F.X. Sillerman. The total reinvestment
in Series G Preferred Stock by those affiliates was $3.45 million.
Subsequent to the Company's disclosures on May 8 and May 11, two of
the Series G Preferred Stock investors rescinded their investments,
totaling $0.7 million, and the remaining subscriptions of $2.7
million from May 5, 2017, have not been funded and there is no
assurance they will be funded. However Mr. Sillerman increased his
initial $2.2 million subscriptions to replace $1.25 million of
these. Approximately $1.5 million was retained for use as working
capital.
On May 16, 2016, the Company filed a Form 12b-25 to report that it
would need additional time to complete its quarterly report on Form
10-Q for the quarter ended March 31, 2017. The Company intends to
file its Quarterly Report promptly upon completion of that
investigation.
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 Dec. 31, 2016, Function(x) had $31.80 million in total
assets, $27.94 million in total liabilities and $3.85 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.
FUNCTION(X) INC: Will Begin Trading Over-the-Counter
----------------------------------------------------
Function(x) Inc. has determined to accept the Nasdaq Listing
Qualifications Staff's determination to delist the Company's
securities from Nasdaq. As a result, trading in the Company's
common stock was suspended on Nasdaq effective with the open of
business on Thursday, June 22, 2017, and the Company will be
formally delisted from Nasdaq following Nasdaq's filing of the
requisite Form 25 with the Securities and Exchange Commission,
which will serve to complete the delisting process.
Immediately following the suspension of trading on Nasdaq, the
Company expects its common stock to be quoted on the OTC Pink
market electronic quotation service operated by OTC Markets Group
Inc. The Company's common stock will continue to trade under the
symbol FNCX. For quotes or additional information on the OTC Pink
market, please visit http://www.otcmarkets.com.
For complete details please see the Form 8-K the Company filed this
same date.
Robert F X Sillerman, executive chairman and CEO commented "The
Company came to the conclusion that the overhang of uncertainty and
the continuing expense related to these issues were an unnecessary
cost and distraction as we execute on our vision. Nothing has
changed in our stated goals to become the preeminent digital
media/publisher. We intend to file our 10-Q in the near term, and
follow all necessary steps to both be a responsible and productive
public company and accelerate our growth trajectory."
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 Dec. 31, 2016, Function(x) had $31.80 million in total
assets, $27.94 million in total liabilities and $3.85 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.
GARRY KING: Sale of New Market Property for $230K Approved
----------------------------------------------------------
Judge Suzanne H. Bauknight of the U.S. Bankruptcy Court for the
Eastern District of Tennessee authorized the sale by Garry Edward
King and Hope Moore King of their property located at 2053
Strawberry Drive, New Market, Tennessee, to Brenda K. Badawi for
$230,000.
The sale is free and clear of all liens and encumbrances.
Any funds remaining after the first and second deeds of trust, real
property taxes, and closing costs (including realtor's commission)
are paid will be paid into the Debtors' counsel trust account
pending further order of the Court.
Garry Edward King and Hope Moore King sought Chapter 11
protection
(Bankr. E.D. Tenn. Case No. 16-32746) on Sept. 14, 2016. The
Debtor tapped Thomas Lynn Tarpy, Esq., at Tarpy, Cox, Fleishman &
Leveille, PLLC, as counsel.
GETCHELL AGENCY: Court Awards PPBS $35K on Interim Basis
--------------------------------------------------------
Judge Peter G. Cary of the U.S. Bankruptcy Court for the District
of Maine awards Applicant Point to Point Business Specialists, LLC,
on an interim basis, $33,333.40 in fees and $2,546.50 in expenses
for a total interim award of $35,879.90.
This matter came before the Court on the Second Application of the
Applicant for Compensation seeking allowance, on an interim basis,
of compensation in the amount of $34,962 and reimbursement of
expenses in the amount of $2,546.50 for a total of $37,508.50.
During a hearing held on April 25, 2017, the Court expressed a
number of concerns regarding the Second Fee Application and gave
The Getchell Agency 14 days to submit additional documentation
addressing those concerns. On May 3, 2017, the Applicant timely
submitted a letter in support of the Second Fee Application. On May
31, 2017, TGA filed an additional response entitled the Debtor's
Supplemental Statement in Support of Entry of Proposed Order
Granting Second Application of Point to Point Business Specialists
for Compensation on an Interim Basis.
TGA filed its voluntary Chapter 11 petition on March 25, 2016. On
the same day, Rena J. Getchell, sole shareholder and President and
Chief Executive Officer of TGA, also filed a voluntary Chapter 11
petition. By order dated April 6, 2016, the chapter 11 cases of TGA
and Ms. Getchell are jointly administered, though not substantively
consolidated.
On March 30, 2016, counsel for TGA filed the Retention Application
on the docket in the TGA case seeking authority to retain the
Applicant for the purpose of assisting "the Debtor and the Estate
by providing management consulting, financial consulting, and
accounting services and assistance to the Debtor."
The Applicant represents that it has billed for only a portion of
the services provided to TGA. TGA has represented to the Court,
through its bankruptcy counsel and Ms. Getchell, that the Applicant
has provided extensive, quality services to TGA which have been
critical to any successes achieved by TGA in this chapter 11 case.
While the Court generally believes the representations to be true,
they are not sufficient to meet the requirements established in 11
U.S.C section 330, Fed. R. Bankr. P. 2016 and D. Me. LBR 2016-1.
A fee award constitutes an administrative expense claim under 11
U.S.C. section 330(a) which enjoys priority over the claims of
other creditors. 11 U.S.C.section 503(b)(2), 507(a)(2). This claim
must be supported by sufficient documentation to allow the Court to
conduct the independent review required by 11 U.S.C. section
330(a). In a typical chapter case 13 where the issues are more
limited, the creditor body is less likely to be active, fewer
professionals are involved and the fees are substantially smaller,
fee applications are understandably less detailed. With the
increased fees and complexity presented by chapter 11, however,
retention and fee applications must be clear, detailed and prepared
with care. Failure to appropriately consider the terms of retention
and the nature of the services provided in connection with that
retention may result in a disallowance of fees.
This is an interim fee application pursuant to 11 U.S.C. § 331.
Any fees granted on an interim basis are subject to future
disgorgement unless and until they are allowed on a final basis at
the conclusion of the retention. Taken as whole, the Court is not
offended by the number of fees billed by the Applicant through the
second compensation period. Overall, the fees appear reasonable
even if the supporting document lacks sufficient detail to enable
the Court to engage in the kind of review 11 U.S.C. section 330(a)
requires. As a result, the Court is willing to allow the large
majority of the fees sought in the Second Fee Application on an
interim basis, with the following warnings to the Applicant and the
other professionals in this case: (1) the Court will be reviewing
the fees billed in this case in toto upon submission of final fee
applications and, to the extent that duplication is apparent or the
fees are otherwise unreasonable, compensation awarded on an interim
basis may be subsequently disallowed; and (2) future fee
applications lacking the required specificity may result in orders
disallowing a larger number of fees.
Judge Cary will, for purposes of this Second Fee Application,
assume that if the Applicant had provided the necessary context,
the time entries identified as potentially falling outside the
scope of the Applicant's retention or duplicative of services
provided by other professionals would not have drawn the Court's
scrutiny.
For the stated reasons, the Applicant is allowed, on an interim
basis, fees in the amount of $33,333.40 and reimbursement of
expenses in the amount of $2,546.50 for a total interim award of
$35,879.90. Fees in the amount of $1,628.60 are disallowed. The
Applicant is entitled to interim compensation pursuant to the terms
of the Retention Application, as approved by the Retention Order.
Since fees under the interim compensation procedures are subject to
a 15% holdback and just 5% of the total fees sought here have been
disallowed, the Court does not expect that the Applicant will need
to refund any fees to TGA.
A full-text copy of Judge Cary's Decision dated June 22. 2017, is
available at:
http://bankrupt.com/misc/meb16-10172-623.pdf
About The Getchell Agency
Headquartered in Bangor, Maine, The Getchell Agency, aka Getchell
Agency Inc, aka The Getchell Agency Inc, aka Getchell Agency filed
for Chapter 1 bankruptcy protection (Bankr. D. Maine Case No.
16-10172) on March 25, 2016, estimating under $50,000 in assets
and
between $1 million and $10 million in liabilities. The petition
was signed by Rena J. Getchell, president.
GFC PROPERTIES: Has Access to Rents From Apartments
---------------------------------------------------
The Hon. Robert A. Mark of the U.S. Bankruptcy Court for the
Southern District of Florida has authorized GFC Properties, Inc.'s
ore tenus motion to collect rents directly from tenants.
The Debtor is authorized to collect all rental income generated by
the Debtor's 26-unit apartment complex located at 111 NW 152nd
Street, Miami, Florida 33169, directly from all tenants of the
Property.
A copy of the court order is available at:
http://bankrupt.com/misc/flsb17-16585-30.pdf
As reported by the Troubled Company Reporter on June 20, 2017, the
Court signed an interim order authorizing the Debtor to use the
cash collateral of Valley National Bank, N.A., until June 30, 2017.
The Debtor was authorized to use the rents, fees, charges,
accounts or other payments for the use or occupancy of apartments,
or other income generated by the Debtor's 26-unit apartment complex
located at 111 NW 152nd Street, Miami, FL 33169 to pay only
ordinary business expenses necessary for the operation of the
Property in accordance with the budget.
About GFC Properties
GFC Properties, Inc., owns a 26-unit apartment building located 111
NW 152nd Street, Miami, FL 33169. The sole nature of GFC's
business is simply to rent out the apartments at the Property.
GFC Properties filed a Chapter 11 petition (Bankr. S.D. Fla. Case
No. 17-16585) on May 25, 2017. Ginette Claude, president, signed
the petition. At the time of filing, the Debtor estimated assets
and liabilities to be less than $50,000.
The Debtor is represented by Sheleen G. Khan, Esq., at the Law
Office of Sheleen G. Khan P.A.
No trustee, or examiner or committee has been appointed in the
Chapter 11 case.
GFC PROPERTIES: Taps Sheleen G. Khan as Legal Counsel
-----------------------------------------------------
GFC Properties Inc. seeks approval from the U.S. Bankruptcy Court
for the Southern District of Florida to hire legal counsel in
connection with its Chapter 11 case.
The Debtor proposes to hire the Law Office of Sheleen G. Khan P.A.
to, among other things, give legal advice regarding its duties
under the Bankruptcy Code, and negotiate with creditors in the
preparation of a bankruptcy plan.
Sheleen Khan, Esq., disclosed in a court filing that she and her
firm have no connections with the Debtor or any of its creditors.
The firm can be reached through:
Sheleen G. Khan, Esq.
Law Office of Sheleen G. Khan P.A.
13499 Biscayne Boulevard, Suite T-2
Miami, FL 33181
Phone: 305-454-9126
Email: sgklaw@gmail.com
About GFC Properties
GFC Properties, Inc., owns a 26-unit apartment building located 111
NW 152nd Street, Miami, FL 33169. The sole nature of GFC's
business is simply to rent out the apartments at the Property.
GFC Properties filed a Chapter 11 petition (Bankr. S.D. Fla. Case
No. 17-16585) on May 25, 2017. Ginette Claude, president, signed
the petition. At the time of filing, the Debtor estimated assets
and liabilities of less than $50,000.
Judge Robert A. Mark presides over the case.
No trustee, examiner or committee has been appointed.
GFC PROPERTIES: Valley National's Motion for Accounting Granted
---------------------------------------------------------------
The Hon. Robert A. Mark of the U.S. Bankruptcy Court for the
Southern District of Florida has entered an agreed order granting,
in part, and denying, in part, Valley National Bank's motion to
prohibit GFC Properties, Inc.'s use of cash collateral and for an
accounting.
The Bank's motion to prohibit the Debtor's use of cash collateral
is denied as moot. The Bank's motion for an accounting is
granted.
The Debtor will also provide the Bank with an accounting of all of
the cash in the Debtor's possession, custody or control, at the
time of the Petition Date, and at present.
A copy of the Court Order is available at:
http://bankrupt.com/misc/flsb17-16585-24.pdf
About GFC Properties
GFC Properties, Inc., owns a 26-unit apartment building located 111
NW 152nd Street, Miami, FL 33169. The sole nature of GFC's
business is simply to rent out the apartments at the Property.
GFC Properties filed a Chapter 11 petition (Bankr. S.D. Fla. Case
No. 17-16585) on May 25, 2017. Ginette Claude, president, signed
the petition. At the time of filing, the Debtor estimated assets
and liabilities to be less than $50,000.
The Debtor is represented by Sheleen G. Khan, Esq., at the Law
Office of Sheleen G. Khan P.A.
No trustee, or examiner or committee has been appointed in the
Chapter 11 case.
GOD'S HOUSE OF REFUGE: Wants to Access Cash Collateral
------------------------------------------------------
God's House of Refuge Christian Center, Inc., seeks approval from
the U.S. Bankruptcy Court for the Middle District of Florida to use
cash collateral in the normal course in order to maintain its
business as a going concern.
The Debtor operates a church and an office center, and by virtue of
a mortgage on its real property, has pledged rents.
The Debtor submits that the amount of cash collateral used will
only be that which is necessary for the operations of its business.
The Debtor's projected budget shows total monthly cash expenses of
approximately $7,517.
The submits that the use of cash collateral is necessary in order
to provide adequate protection to the first mortgagee known as
Maurice B. Gralla, and the second mortgagee known as Kevin and Kim
Hooper. The Debtor acknowledges that their total debt is
approximately $1,000,000 while the value of the real property is
believed to be $2,000,000.
The Debtor proposes to provide Ms. Gralla and the Hoopers with
replacement liens as they existed before the bankruptcy, but also
for future rents including new tenants procured by the Debtor. The
Hoopers have also requested for adequate protection payments to be
made to them in order to use such cash collateral.
A full-text copy of the Debtor's Motion, dated June 20, 2017, is
available at https://is.gd/mzf8Ce
About God's House of Refuge
Christian Center Inc.
God's House of Refuge Christian Center, Inc., operates a church and
office center in Cocoa, Florida.
God's House of Refuge Christian Center sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
17-03291) on May 19, 2017. Byron Jones, president, signed the
petition. At the time of the filing, the Debtor estimated its
assets and debts at $1 million to $10 million. The Debtor hired
Raymond J. Rotella, Esq. at Kosto & Rotella P.A. as its legal
counsel in connection with its Chapter 11 case.
GYMBOREE CORP: No Recovery for Unsecured Creditors Under Plan
-------------------------------------------------------------
The Gymboree Corporation and its debtor affiliates filed with the
U.S. Bankruptcy Court for the Eastern District of Virginia a
disclosure statement with respect to their joint chapter 11 plan of
reorganization, dated June 16, 2017.
The Plan provides for the reorganization of the Debtors as a going
concern and will significantly reduce long-term debt and annual
interest payments and preserve the Debtors' existing liquidity,
resulting in a stronger, delivered balance sheet. Specifically, the
Plan contemplates a restructuring of the Debtors through a
debt-for-equity conversion.
The Plan does not contemplate the substantive consolidation of the
Debtors' estates. Instead, the Plan, although proposed jointly,
constitutes a separate plan for each of the Debtors in these
Chapter 11 Cases. Holders of Allowed Claims or Interests against
each of the Debtors will receive the same recovery provided to
other Holders of Allowed Claims or Interests in the applicable
Class and will be entitled to their share of assets available for
distribution to such Class. Class 5 allowed general unsecured
claimants will neither receive nor retain any consideration under
the Plan.
The feasibility of the Plan is premised upon, among other things,
the Debtors' ability to achieve the goals of its long-range
business plan, make the distributions contemplated under the Plan
and pay certain continuing obligations in the ordinary course of
the Reorganized Debtors' business. Although the Debtors' believe
the projections are reasonable and appropriate, they include a
number of assumptions and are subject to a number of risk factors
and to significant uncertainty. Actual results may differ from the
projections, and the differences may be material.
The Troubled Company Reporter previously reported that Gymboree
will emerge from these Chapter 11 Cases with approximately $800
million less funded debt. Gymboree's pro forma exit capital
structure will consist of (a) a $225 million Exit Revolving
Facility, (b) a $48.5 million Exit ABL Term Loan Replacement
Facility, (c) a $35 million Exit Term Loan Facility, and (d) the
New Gymboree Common Shares.
Specifically, the Plan contemplates the following restructuring
transactions: The Debtors' Prepetition ABL Facility has been rolled
up into the DIP ABL Facility, a $273.5 million asset-based lending
facility consisting of an up to $225 million DIP Revolving Loan and
an up to $48.5 million DIP Term Loan. On the Effective Date, the
DIP ABL Revolver Lenders will either be (a) indefeasibly repaid in
full in cash or (b) if a DIP ABL Revolver Lender consents, such
lender's outstanding DIP ABL Revolving Loan Claims and commitments
under the DIP ABL Facility will convert into commitments under a
replacement asset-based revolving loan facility.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/vaeb17-32986-141.pdf
About The Gymboree Corp.
The Gymboree Corporation is a children's apparel retailer in North
America, with 1,291 retail stores as of Jan. 28, 2017 operating
under three brands: Gymboree; Janie & Jack (a higher-end offering
launched in 2002); and Crazy 8 (a value-oriented line launched in
2007). The Company operates online stores at
http://www.gymboree.com/, http://www.janieandjack.com/and
http://www.crazy8.com/
In October 2010, Gymboree was acquired by Bain Capital Private
Equity, LP and certain of its affiliated investment funds or
investment vehicles managed or advised by it -- Sponsor -- for
approximately $1.8 billion.
The Gymboree Corp. and seven affiliates each filed a Chapter 11
voluntary petition (Bankr. E.D. Va. Lead Case No. 17-32986) on
June
11, 2017. James A. Mesterharm, chief restructuring officer,
signed
the petitions. The cases are pending before the Honorable Keith
L.
Phillips.
Gymboree had $755.5 million in assets and $1.36 billion in total
liabilities as of March 14, 2017.
Kirkland & Ellis LLP, is the Debtors' bankruptcy counsel. Kutak
Rock LLP is the Debtors' local bankruptcy counsel. Munger, Tolles
& Olson LLP is the Debtors' special counsel. Lazard Freres & Co.
LLC is the investment banker. AlixPartners, LLP is the
restructuring advisor. Prime Clerk LLC is the claims agent.
Counsel to the Term Loan Agent and the DIP Term Loan Agent are
Milbank, Tweed, Hadley & McCloy LLP; and McGuireWoods LLP.
Rothschild & Co. also serves as advisor to the Term Loan Agent.
Bain Capital Partners is represented by Weil Gotshal & Manges LLP.
Counsel to the DIP ABL Administrative Agent are Morgan, Lewis &
Bockius LLP; and Hunton & Williams LLP.
Counsel to the DIP ABL Term Agent are Choate, Hall & Stewart LLP;
and Whiteford Taylor Preston, LLP.
The indenture trustee for the Debtors' senior unsecured notes is
Deutsche Bank Trust Company Americas.
Counsel to the ad hoc group of senior unsecured noteholders is
Akin
Gump Strauss Hauer & Feld LLP.
Judy A. Robbins, U.S. Trustee for Region 4, on June 22, 2017,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of Gymboree Corp.
HAHN HOTELS: Wants to Use Cash Collateral Through Sept. 2
---------------------------------------------------------
Hahn Hotels of Sulphur Springs, LLC, et al., seek permission from
the U.S. Bankruptcy Court for the Eastern District of Texas to
continue using cash collateral of Austin Bank, First National Bank
of Hughes Springs, Texas Bank and Trust Company, Texas National
Bank, Pilgrim Bank, and the Small Business Association from July 9,
2017, through Sept. 2, 2017.
The Debtors need to use cash to operate their businesses in order
to avoid immediate and irreparable harm to the Debtors and their
estates. Cash Collateral provides the general funding for the
Debtor's operations. As of the Petition Date, the Debtors had
$109,220 in cash on hand, much of which is purportedly subject to
liens in favor of the Prepetition Lenders. The Debtors' businesses
require access to the rental and ancillary income that the Debtors
generate from the operation of the Copeland's restaurant and the
Sleep Inn, Hawthorn Suites, and La Quinta hotels inasmuch as the
Debtors have determined, in their business judgment that they will
be unable to operate generally, even for a limited period, without
use of such Cash Collateral.
The Debtors say that the use of Cash Collateral will maintain the
going-concern value of the Debtors' businesses and improve the
ability of the Debtors to facilitate an effective and timely
reorganization. The Debtors will be able to keep their properties
insured, safe, and secure, as well as provide the cash needed to
sustain ongoing generation of revenues. These are all expenses
necessary to preserve the value of the Debtors' properties.
Without the minimal financial accommodations, the hope of an
effective reorganization may be jeopardized.
The Debtors recognize that the Prepetition Lenders are entitled to
adequate protection of their interests in the Cash Collateral under
the Prepetition Agreements to the extent there is a diminution in
value of such collateral from the Debtors' use from and after the
Petition Date. To the extent that Section 552 of the U.S.
Bankruptcy Code does not apply to extend postpetition the
Prepetition Lenders' prepetition security interests with respect to
a portion of the Cash Collateral, the Debtors grant the Prepetition
Lenders replacement liens in property acquired by the Debtors after
the Petition Date, which is of the same nature, kind and character
as the Prepetition Collateral, and all proceeds and products
thereof solely to secure any diminution in the interests of the
Prepetition Lenders resulting from the use of the Cash Collateral.
The Debtors believe that the asset value of each property securing
the repayment obligations on debt owed to a Prepetition Lender's is
greater than the amount of the debt. The Debtors submit that,
under the circumstances, the equity cushion in the assets securing
the repayment obligations on the Prepetition Lenders' debt
adequately protects the Prepetition Lenders from any diminution of
their interests in the Cash Collateral resulting from use. Payment
of the expenses identified on the budget is necessary to avoid
immediate and irreparable harm to the estate pending opportunity
for a final hearing.
A copy of the Debtors' Motion is available at:
http://bankrupt.com/misc/txeb17-40947-124.pdf
About Hahn Hotels
Headquartered in Sulphur Springs, Texas, Hahn Hotels of Sulphur
Springs, LLC, owns the La Quinta Inns and Suites, which provides
hotel accommodations for business and leisure travelers across the
United States, Canada, and Mexico.
Hahn Hotels of Sulphur Springs, LLC, along with its affiliates,
including Hahn Investments, LLC, sought Chapter 11 protection
(Bankr. E.D. Tex. Lead Case No. 17-40947) on May 1, 2017. The
petitions were signed by Dante Hahn, president.
Judge Brenda T. Rhoades presides over the cases.
Hahn Hotels of Sulphur estimated its assets and liabilities of
between $1 million and $10 million. Hahn Investments estimated
its
assets and liabilities of between $10 million and $50 million.
Jessica Leigh Voyce Lewis, Esq., and Judith W. Ross, Esq., at The
Law Offices of Judith W. Ross and Eric Soderlund, Esq., who has an
office in Dallas Texas, serve as the Debtors' bankruptcy counsel.
HEBREW HEALTH: May Use Cash Collateral Until July 29
----------------------------------------------------
The Hon. Julie A. Manning of the U.S. Bankruptcy Court for the
District of Connecticut has entered an agreed order granting, for a
ninth interim period, Hebrew Health Care, Inc., et al.'s motion for
authority to use cash collateral and to provide adequate protection
for the period from June 18, 2017, through July 29, 2017 at 5:00
p.m. E.S.T.
A further hearing on the Debtors' cash collateral use will be held
on July 25, 2017, at 10:00 a.m. (Eastern Time). Objections to the
Debtors' continued use of cash collateral must be filed by July 21,
2017.
The U.S. Department of Housing and Urban Development consents to
the use of the Debtor Hebrew Home and Hospital, Incorporated and
Debtor Hebrew Community Services, Inc. cash collateral. U.S. Bank
and TD Bank consent to the use of Debtor Hebrew Life Choices Inc.
cash collateral.
As adequate protection of its interest in the HHHI and HCSI Cash
Collateral, HUD is granted valid and automatically perfected
second-priority replacement liens on and replacement security
interests in and upon the HHHI and HCSI Collateral to the same
extent, validity and priority subject only to the carve-out and the
preserved actions. The liens and security interests granted to HUD
pursuant to the court order will be valid and perfected, as of the
Petition Date, without the need for execution or filing of any
further document or instrument otherwise required to be executed or
filed under applicable non-bankruptcy law. Notwithstanding that no
documents need be executed or filed to create or perfect liens and
security interests granted, HHHI, and
HCSI and their officers and agents, will execute and deliver such
further documentation as HUD may reasonably request evidence and to
give notice of the liens and security interests granted pursuant to
the court order, and the automatic stay is modified for that
purpose.
As adequate protection of its interest in the HLCI Cash Collateral,
U.S. Bank is hereby granted valid and automatically perfected
replacement liens on and replacement security interests in and upon
the HLCI Cash Collateral to the same extent, validity and priority
as U.S. Bank possessed as of the Petition Date, subject only to the
liens against accounts, accounts receivable, and cash and
super-priority administrative expense granted to the DIP Lender in
connection with the DIP Financing, the carve-out and the preserved
actions.
As adequate protection of its interest in the HLCI Cash Collateral,
TD Bank is granted valid and automatically perfected replacement
liens on and replacement security interests in and upon the HLCI
Collateral to the same extent, validity and priority as TD Bank
possessed as of the Petition Date, subject only to the liens
against accounts, accounts receivable, and cash and super-priority
administrative expense granted to the DIP Lender in connection with
the DIP Financing and the liens and security interests held by U.S.
Bank.
To the extent the adequate protection is insufficient to adequately
protect U.S. Bank from any diminution of its interests as of the
Petition Date, subject only to the carve-out and the preserved
actions, U.S. Bank is granted a superpriority administrative
expense claim against all of HLCI's assets and all of the other
benefits and protections allowable under Sections 503(b) and 507(b)
of the U.S. Bankruptcy Code, subordinate only to the superpriority
administrative expense claims against HLCI granted to the DIP
Lender by prior Court orders or by court orders entered subsequent
to this court order.
The liens and security interests granted to U.S. Bank and TD Bank
pursuant to this court order will be valid and perfected, as of the
Petition Date, without the need for execution or filing of any
further document or instrument otherwise required to be executed or
filed under applicable nonbankruptcy law. Notwithstanding that no
documents need be executed or filed to create or perfect liens and
security interests granted hereunder, HLCI, and its officers and
agents, will execute and deliver further documentation as U.S. Bank
or TD Bank may reasonably request evidence and give notice of the
liens and security interests granted pursuant to this court order,
and the automatic stay is modified for that purpose.
As adequate protection of the right asserted by DRS to setoff
amounts due and owing, as of the date of this Order, to HHHI by the
State of Connecticut, Department of Social Services, in connection
with the Medicaid program for services provided by HHHI prior to
the Petition Date, against amounts that DRS alleges are due and
owing by HHHI to DRS for unpaid provider taxes arising prior to the
Petition Date, DRS' asserted right to setoff against the
Prepetition Medical Payables will attach to all Medicaid Payables
due and owing to HHHI for services provided by HHHI after the
Petition Date, notwithstanding the restriction against exercising
setoff rights for pre-petition debt against postpetition payables
contained in Section 553 of the Bankruptcy Code; provided, however,
that (a) the expanded setoff rights will only be preserved and
arise to the same extent that DRS possessed
a valid and enforceable right of setoff against the Prepetition
Medicaid Payables as of the Petition Date and (b) the amount shall
be subordinate to the super-priority administrative expense claims
and liens against HHHI granted to the DIP Lender by previous court
orders or by court orders entered subsequent to this interim court
order.
The Debtors do not have sufficient available sources to provide
working capital to operate their businesses in the ordinary course
without being allowed to use the Cash Collateral. The Debtors'
ability to provide patient services, and to maintain their business
relationships with vendors, suppliers and employees, and to
otherwise fund their operations, are essential to the Debtors'
viability. There is an immediate need for funding to minimize the
disruption of the Debtors' business and daily operations, to manage
and to preserve the assets of its bankruptcy estate, to provide
patient care to existing and future patients and to enhance the
likelihood of a successful reorganization for the benefit of the
Debtors' bankruptcy estates, creditors and other
parties-in-interest.
A copy of the Agreed Order is available at:
http://bankrupt.com/misc/ctb16-21311-850.pdf
About Hebrew Health Care
Hebrew Health Care, Inc., provides management, human resources and
payroll services to its three subsidiaries Hebrew Life Choices
Inc., Hebrew Community Services Inc., and Hebrew Home and
Hospital, Incorporated. The three provides rehabilitation
services.
Hebrew Health Care and its subsidiaries filed Chapter 11 petitions
(Bankr. D. Conn. Case Nos. 16-21311, 16-21312, 16-21313, and
16-21314, respectively) on Aug. 15, 2016. The petitions were
signed by Bonnie Gauthier, CEO.
At the time of the filing, Hebrew Health Care estimated assets at
$1 million to $10 million and liabilities at $100,000 to $500,000;
Hebrew Life Choices estimated assets at $10 million to $50 million
and liabilities at $10 million to $50 million; Hebrew Community
Services estimated assets at $500,000 to $1 million and liabilities
at $100,000 to $500,000; and Hebrew Home and Hospital estimated
assets at $1 million to $10 million and liabilities at $10 million
to $50 million.
Judge Ann M. Nevins oversees the Chapter 11 cases.
Pullman and Comley, LLC is serving as bankruptcy counsel to the
Debtors. Altman and Company, LLC and Marcum, LLP serve as
financial advisor and auditor, respectively. Kroll McNamara Evans
& Delehanty LLP has been tapped to perform collection services.
Zangari Cohn Cuthbertson Duhl & Grello P.C. has been tapped to
replace Siegel O'Connor O'Donnell Beck P.C. as labor counsel.
On Aug. 30, 2016, the U.S. Trustee for Region 2 appointed an
official committee of unsecured creditors. The Creditors Committee
retained Zeisler & Zeisler, P.C. as its legal counsel and
EisnerAmper LLP as its financial advisor.
Anne Cahill Kluetsch, director and senior consultant of Kluetsch &
Associates, LLC, was appointed as patient care ombudsman. Ms.
Kluetsch is represented by Coan, Lewendon, Gulliver & Miltenberger,
LLC.
HERIBERT GOUDREAU: Sale of 5 Maine Properties Approved
------------------------------------------------------
Judge Michael A. Fagone of the U.S. Bankruptcy Court for the
District of Maine authorized the sale by Heribert A. Goudreau, Jr.,
and Heidi F. Goudreau of real properties (i) located at 93 Halifax
Street Winslow, Maine, described in Book 11525, Page 246, Kennebec
County Registry of Deeds; (ii) located at 110 College Avenue,
Waterville, Maine, described in Book 6289, Page 234, Kennebec
County Registry of Deeds, minus a small portion of that property
described in Book 6289, Page 234; (iii) located at 113 Middle Road,
Union Maine, described in Book 2185, Page121, Knox County Registry
of Deeds; (iv) located at 65 Middle Road, Union, Maine, described
in Book 1065, Page 25, Knox County Registry of Deeds; and (v)
located at 125 Middle Road, Union, Maine, described in Book 1079,
Page 227, Knox County Registry of Deeds ("Collateral").
The sale is free and clear of all liens and claims.
The Debtors' authorization to sell the Collateral is further
conditioned as follows:
a. The Debtors will sell all the Collateral only if the net sale
price after payment of the broker sales commission exceeds 100% of
the outstanding amount owed to CNB primarily secured by such
Collateral, unless CNB consents in writing to a lower sale price.
The Debtors will be authorized under this Order to distribute the
net sale proceeds, not to exceed the Primary Secured Amount, to CNB
at each sale closing.
b. The sale closings on all of the Collateral will occur on Oct.
31, 2017, unless CNB consents in writing to an extension.
c. Subject to BSB's third mortgage on Parcel III (113 Middle
Road, Union, Maine), after full payment of the Primary Secured
Amount to CNB, any additional sale proceeds will be escrowed in a
segregated account in the Debtors' name at CNB. The Debtors will
authorize the Office of the United States Trustee to have access to
view and monitor the Escrow Account. After all the Collateral is
sold, the Additional Proceeds will first be applied to any
shortfalls in the Primary Secured Amounts (including CNB's
prepetition and post-petition attorneys' fees associated with the
loans) until such shortfalls are eliminated. If the Debtors fail
to pay the Obligations, other than the then-current balance of the
Winslow Loan, in full on the Drop Dead Date, then CNB will be
entitled to immediate relief from the automatic stay to foreclose
on all of the Collateral and the Winslow Collateral, without
further order of the Court. If, however, the Debtors pay all
amounts owed to CNB in full on the Drop Dead Date, other than the
balance owed on the Winslow Loan, then 75% of the Additional
Proceeds will be distributed to CNB for the purpose of principal
reductions to the Winslow Loan, and the remaining 25% of the
Additional Proceeds will be paid to the Debtors' bankruptcy
estate.
d. BSB holds a second and third mortgage on Parcel III. To the
extent there are any net sale proceeds after payments of the sales
commission, real estate taxes, related closing costs and expenses,
and the Primary Secured Amount owed to CNB related to Parcel III,
those remaining net proceeds will be paid to BSB up to the maximum
amount of BSB's secured claim of $35,000 (excluding prepetition and
post-petition attorneys' fees associated with the loans).
e. Provided that the balance of the Winslow Loan is reduced to
less than $1 million by application of Additional Proceeds on the
Drop Dead Date, then CNB will re-amortize the balance of the
Winslow Loan over a 20-year period at the applicable nondefault
interest rate under the associated Winslow Loan documents. This
modified principal and interest amount will be paid monthly.
However, if the Winslow Loan balance is not reduced below $1
million by the Drop Dead Date, then the Winslow Loan will be repaid
according to its existing contract terms.
Heribert A. Goudreau, Jr., and Heidi F. Goudreau sought Chapter 11
protection (Bankr. D. Maine Case No. 17-10251) on May 16, 2017.
The Debtor tapped James F. Molleur, Esq., at Molleur Law Office as
counsel.
HIGH COUNTRY FUSION: Taps Source Capital as Financial Advisor
-------------------------------------------------------------
High Country Fusion Co., Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Idaho to hire a financial
advisor.
The company proposes to hire Source Capital & Consulting, LLC to
assist it in obtaining additional capital, position the company for
an acquisition, and provide other financial advisory services
related to its Chapter 11 case.
Source Capital will be employed under a $2,500 general retainer.
The firm will receive $800 per day or $100 per hour for on-site
advisory services; $200 per hour for courtroom testimony; and a
commission of 15% of target first year compensation if it recruits
a new employee.
Source Capital does not hold any interest adverse to the Debtor or
its bankruptcy estate, according to court filings.
The firm can be reached through:
Gene Thurston
Source Capital & Consulting, LLC
6305 West Interchange Lane
Boise, ID 83709
Phone: (208) 350-6390
About High Country Fusion Co.
Based in Fairfield, Idaho, High Country Fusion Co., Inc. sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho
Case No. 17-40347) on April 26, 2017. At the time of the filing,
the Debtor estimated its assets and debts at $1,000,001 to
$10,000,000.
The case is assigned to Judge Jim D. Pappas. Cosho Humphrey LLP is
the Debtor's bankruptcy counsel.
HIS GRACE: Taps GFI Realty as Real Estate Broker
------------------------------------------------
His Grace Outreach International seeks approval from the U.S.
Bankruptcy Court for the Eastern District of New York to hire a
real estate broker.
The Debtor proposes to hire GFI Realty Services LLC in connection
with the sale of its property located at 1393 Flatbush Avenue,
Brooklyn, New York.
GFI will receive a commission of 5% of the gross sales price. If
another agent obtains a buyer who consummates a sale of the
property, the commission will be divided equally between the agent
and the firm.
Shahram Sadaguati, a real estate broker, disclosed in a court
filing that the firm does not hold or represent any interest
adverse to the Debtor's bankruptcy estate.
GFI can be reached through:
Shahram Sadaguati
GFI Realty Services LLC
140 Broadway Avenue, 41st Floor
New York, NY 10005
Phone: +1 212-668-1444
About His Grace Outreach International
His Grace Outreach International, based in Brooklyn, NY, filed a
Chapter 11 petition (Bankr. E.D.N.Y. Case No. 17-40203) on January
18, 2017. The petition was signed by George Mungai, president.
Judge Elizabeth S. Stong presides over the case. The Debtor is
represented by Robert M. Fox, Esq., at the Law Office of Robert M.
Fox. At the time of the filing, the Debtor said estimated assets
were between $500,000 and $1 million; and estimated assets
liabilities were from $500 million to $1 billion.
ICAGEN INC: Inks 4-Year Contract With CSO Krafte
------------------------------------------------
Icagen, Inc., entered into a four-year employment agreement with
Douglas Krafte, Ph.D. on June 19, 2017, pursuant to which Dr.
Krafte will continue to be engaged as the Company's chief
scientific officer.
He is entitled to an annual base salary of $285,000 and will be
eligible for an annual discretionary performance bonus payments of
up to 35% of his base salary payable in cash, which bonus, if any,
will be awarded in the sole and absolute discretion of the
Company's board of directors and the compensation committee of the
board of directors.
The Employment Agreement also includes confidentiality obligations,
inventions assignments by Dr. Krafte and non-compete and
non-solicitation provisions.
If Dr. Krafte's employment is terminated for any reason, he or his
estate as the case may be, will be entitled to receive the accrued
base salary, vacation pay, expense reimbursement and any other
entitlements accrued by him to the extent not previously paid;
provided, however, that if his employment is terminated at any time
after July 1, 2017, by the Company without Just Cause (as defined
in the Employment Agreement) or by Dr. Krafte for Good Reason (as
defined in the Employment Agreement) then in addition to paying the
Accrued Obligations; the Company will continue to pay Dr. Krafte
his then-current base salary and continue to provide benefits to
Dr. Krafte at least equal to those which he had at the time of
termination for a period of nine months after termination.
About Icagen
Durham, North Carolina-based Icagen, Inc., formerly known as XRpro
Sciences, Inc., is a biopharmaceutical company, focuses on the
discovery, development, and commercialization of
orally-administered small molecule drugs that modulate ion channel
targets. Its drug candidates include ICA-105665, a small molecule
compound that targets specific KCNQ ion channels for the treatment
of epilepsy and pain, which is in Phase II clinical trial stage;
and a compound that targets the sodium channel Nav1.7 for the
treatment of pain, which is in Phase I clinical trial stage.
Icagen reported a net loss of $5.50 million in 2016 following a net
loss of $8.67 million in 2015. As of March 31, 2017, Icagen had
$14.05 million in total assets, $18.23 million in total
liabilities, and a total stockholders' deficit of $4.18 million.
RBSM LLP, in New York, issued a "going concern" opinion on the
consolidated financial statements for the year ended Dec. 31, 2016,
stating that the Company has incurred recurring operating losses,
which has resulted in an accumulated deficit of approximately $27.6
million at Dec. 31, 2016. These conditions, among others, raise
substantial doubt about the Company's ability to continue as a
going concern.
INDUSTRIE SERVICE: Taps McCarthy Reynolds as Legal Counsel
----------------------------------------------------------
Industrie Service, LLC seeks approval from the U.S. Bankruptcy
Court for the District of South Carolina to hire legal counsel in
connection with its Chapter 11 case.
The Debtor proposes to hire McCarthy, Reynolds & Penn LLC to, among
other things, give legal advice regarding its duties under the
Bankruptcy Code, investigate the validity of claims of secured
creditors, and assist other bankruptcy professionals in
investigating its financial condition.
The hourly rates charged by the firm range from $250 to $425 for
attorneys and from $100 to $125 for paralegals and assistants.
The hourly rates for the attorneys who will be primarily involved
in the case are:
G. William McCarthy, Jr. $425
Daniel Reynolds, Jr. $325
W. Harrison Penn $300
McCarthy received retainers in the total amount of $75,000 from the
Debtor prior to its bankruptcy filing.
G. William McCarthy, Jr., Esq., disclosed in a court filing that
his firm is a "disinterested person" as defined in section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
G. William McCarthy, Jr., Esq.
P.O. Box 11332
Columbia, SC 29211-1332
Phone: (803) 771-8836
Fax: (803) 753-6960
Email: bmccarthy@mccarthy-lawfirm.com
About Industrie Service LLC
Industrie Service, LLC is a service establishment equipment company
located in Greer, South Carolina.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D.S.C. Case No. 17-02995) on June 16, 2017.
Hansjuergen Blum, chief director officer and owner, signed the
petition.
At the time of the filing, the Debtor disclosed $1.58 million in
assets and $9.2 million in liabilities.
Judge Helen E. Burris presides over the case.
INFORMATION SOLUTIONS: Taps A & E Services as Accountant
--------------------------------------------------------
Information Solutions Inc. has filed an application seeking
approval from the U.S. Bankruptcy Court for the District of Arizona
to hire an accountant.
In its application, the company proposes to hire A & E Services to
prepare its monthly sales tax reports, and pay the firm a monthly
fee of $70.
Michael Bersch, a certified public accountant with A & E Services,
disclosed in a court filing that his firm has connections with
creditors Cindy Aldridge, City Center Executive Plaza and Culligan
of Havasu, and that it is likely that his firm has connections with
other creditors of the company.
Mr. Bersch also disclosed that A & E Services has been listed in
the company's schedules as an unsecured creditor with an $880
claim.
Information Solutions attorney, S. Cary Forrester, Esq., at
Forrester & Worth PLLC, said that given the "relatively modest"
fees to be charged to the bankruptcy estate and the claim that A &
E Services holds against the company, the firm should be treated as
being "disinterested."
A & E Services can be reached through:
Michael Bersch, CPA
A & E Services
289 S. Lake Havasu Avenue
Lake Havasu City, AZ 86404
About Information Solutions Inc.
Information Solutions -- http://www.refugecountryclub.com/-- owns
the Refuge Golf & Country Club located at 3103 London Bridge Rd.
Lake Havasu City, AZ 86404. The property is valued at $2 million.
Information Solutions, Inc., based in Lake Havasu City, AZ, filed a
Chapter 11 petition (Bankr. D. Ariz. Case No. 17-05481) on May 17,
2017. The Hon. Madeleine C. Wanslee presides over the case.
Forrester & Worth, PLLC, serves as bankruptcy counsel.
In its petition, the Debtor estimated $2.06 million in assets and
$12.78 million in liabilities. The petition was signed by Jerry
Aldridge, president.
INTERPACE DIAGNOSTICS: Closes $13.7M Underwritten Public Offering
-----------------------------------------------------------------
Interpace Diagnostics Group, Inc., has closed its previously
announced underwritten public offering. Total net proceeds to
Interpace were approximately $12.2 million, after deducting the
underwriting discount and commissions and offering expenses payable
by the Company, and excluding any proceeds that may be received
upon the exercise of the warrants sold in the offering. Interpace
sold an aggregate of 9,900,000 shares of common stock, pre-funded
warrants to purchase 2,600,000 shares of common stock and common
warrants to purchase 12,500,000 shares of common stock.
Simultaneously with the closing, the Company sold common warrants
to purchase up to 1,875,000 shares of common stock sold in
connection with the partial exercise of the underwriter's
over-allotment option. The shares of common stock and common
warrants will be issued separately. The common warrants will be
exercisable beginning on the date of issuance for a period of five
years from the issuance date at an exercise price of $1.25 per
share. There is no established public trading market for the
common warrants and Interpace does not expect a market to develop
in the future. Interpace anticipates using the net proceeds from
the offering for working capital, trade payables, payment of legacy
contract sales organization obligations that were not assumed by
the purchaser of substantially all of the Company's CSO business,
and general corporate purposes.
Maxim Group LLC acted as the sole book-running manager for the
offering. WestPark Capital, Inc. acted as co-manager.
The registration statements relating to the offering of these
securities were declared effective by the U.S. Securities and
Exchange Commission on June 15, 2017, and June 16, 2017. The
offering was made only by means of a prospectus. Copies of the
final prospectus relating to this offering are available on the
SEC’s website, www.sec.gov, and may be obtained from Maxim Group
LLC, 405 Lexington Avenue, New York, New York 10174, Attn:
Prospectus Department, or by telephone at (800) 724-0761.
About Interpace Diagnostics
Headquartered in Parsippany, New Jersey, Interpace Diagnostics
Group, Inc., is focused on developing and commercializing
molecular diagnostic tests principally focused on early detection
of high potential progressors to cancer and leveraging the latest
technology and personalized medicine for patient diagnosis and
management. The Company currently has four commercialized
molecular tests: PancraGen, a pancreatic cyst molecular test that
can aid in pancreatic cyst diagnosis and pancreatic cancer risk
assessment utilizing the Company's proprietary PathFinder platform;
ThyGenX, which assesses thyroid nodules for risk of
malignancy, ThyraMIR, which assesses thyroid nodules risk of
malignancy utilizing a proprietary gene expression assay.
Interpace reported a net loss of $8.33 million on $13.08 million of
net revenue for the year ended Dec. 31, 2016, compared with a net
loss of $11.35 million on $9.43 million of net revenue for the year
ended Dec. 31, 2015. As of March 31, 2017, the Company had $46.97
million in total assets, $22.40 million in total liabilities and
$24.56 million in total stockholders' equity.
BDO USA, LLP, in Woodbridge, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has suffered recurring
losses from continuing operations that raise substantial doubt
about its ability to continue as a going concern.
JAYUYA MEMORIAL: Disclosures Okayed; Plan Outline Confirmed
-----------------------------------------------------------
Judge Edward A. Godoy of the U.S. Bankruptcy Court for the District
of Puerto Rico approved Jayuya Memorial Inc.'s disclosure statement
and confirmed its plan of reorganization filed on Feb. 15, 2017.
As previously reported by the Troubled Company Reporter, under the
plan, Class 2 Claims of General Unsecured Creditors are impaired.
Holders of Allowed Class 2 Claims will receive a distribution
$14,400. This distribution is projected to equal a 50% distribution
on the Allowed Class 2 Claims. These claims will be paid via 48
monthly payments in the amount of $300. Payments on the Class 2
Claims will commence on the first day of the 74th month following
the Effective Date of the Plan and continue, on a monthly basis,
through the last day of the 120th month following the Effective
Date of the Plan.
The Disclosure Statement is available at:
http://bankrupt.com/misc/prb16-06235-50.pdf
About Jayuya Memorial
Jayuya Memorial, Inc, is managed and operated by its president,
Juan Morales. It is a mortuary services company which offers
funerary services.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. D.P.R.
Case No. 16-06235) on Aug. 5, 2016, listing under $1 million in
assets and debts.
The Batista Law Group, P.S.C., serves as the Debtor's bankruptcy
counsel.
The Debtor hired Manuel E. Feliciano Rios, CPA, as financial
consultant.
JEANETTE GUTIERREZ: Selling Property to Son for $255K
-----------------------------------------------------
Jeanette M. Gutierrez asks the U.S. Bankruptcy Court for the
Western District of Texas to authorize the private sale to Nathain
Gutierrez of two parcels of real properties (i) located at 5710
Pearsall, San Antonio, Texas, more particularly described as Lot
271, Block 11, New City Block 15627, recorded in the Real Property
Records of Bexar County, Texas for $115,000; and (ii) located at
1019 Fresno, San Antonio, Texas, more particularly described as Lot
132, Block 63, New City Block 7209, recorded in the Real Property
Records of Bexar County, Texas for $140,000.
Objections, if any, must be filed within 21 days from the date of
service.
The Debtor is the owner of Properties. This is a private sale,
wherein the Debtor and her spouse propose to transfer their
interest in the Properties to the Purchaser, one of the Debtor's
sons, free and clear of all liens, claims, and encumbrances
pursuant to the terms of earnest money contracts. The Purchaser is
one of the Debtor's sons.
The Debtor is informed and believes that the Properties are
encumbered by the following liens: (i) Bexar County Texas - $8,500;
(ii) Internal Revenue Service - $930,660; and (iii) M2G Real
Estate, Ltd. - $54,330.
The purchase price set forth in the earnest money contract for 1019
Fresno Property is $140,000 to be paid in cash at closing. The
Debtor estimates that closing costs will total approximately $2,500
and real estate commission will total $8,700. After payment of
closing costs and real estate commission, and the lien of Bexar
County, Texas there will be $128,800 available for payment towards
other lienholders. The estimated or possible tax consequences to
the estate resulting from this sale are capital gains tax in the
amount of $5,800.
The purchase price set forth in the earnest money contract for 5710
Pearsall Property $115,000 to be paid in cash at closing. The
Debtor estimates that closing costs will total approximately $2,500
and real estate commission will total $7,200. After payment of
closing costs and real estate commissions, and the lien of Bexar
County, Texas there will be $105,000 available for payment towards
other lienholders. The estimated or possible tax consequences to
the estate resulting from this sale are capital gains tax in the
amount of $6,500.
A copy of the earnest money contracts attached to the Motion is
available for free at:
http://bankrupt.com/misc/Jeanette_Gutierrez_267_Sales.pdf
The Debtor believes that the proposed purchase prices for the
Properties are fair and reasonable and represents the highest sale
offer that she has received for them.
The Debtor asks that the Order authorizing the sale not be stayed
pursuant to Bankruptcy Rule 6004(g).
The Purchaser can be reached at:
Nathain Gutierrez
2016 Valley Cliff
San Antonio, TX 78238
About Jeanette M. Gutierrez
Jeanette M. Gutierrez and her spouse own and operate a couple of
businesses San Antonio, Texas, including GP Auto Sales, Inc.,
which is involved in used car sales; Gutierrez P. Enterprises,
LLC, which owns and rents several residual rental properties in
San Antonio, Texas; and FCRE, Inc.
Jeanette M. Gutierrez sought Chapter 11 protection (Bankr. W.D.
Tex. Case No. 15-52100) on Aug. 31, 2015.
The Debtor tapped David T. Cain, Esq., at the Law Office of David
T. Cain as counsel.
JERRY BATTEH: Johnson Buying Jacksonville Property for $215K
------------------------------------------------------------
Jerry Batteh asks the U.S. Bankruptcy Court for the Middle District
of Florida to authorize the sale of his rental property located at
5162 Rollins Avenue, Jacksonville, Florida, more particularly
described as Lot 18, Block 3, of Lakewood Unit No. 9, according to
Plat Book 22, Pages 18 and 18A, of the Current Public Records of
Duval County, Florida, to Dee Marie Johnson for $215,000.
Objections, if any, must be filed within 21 days from the date of
service.
The Debtor is the owner of the property. The Debtor has a contract
for the purchase of this property for $215,000
The salient terms of the Purchase and Sale Agreement are:
a. Seller: Jerry Batteh
b. Buyer: Dee Marie Johnson
c. Property: 5162 Rollins Avenue, Jacksonville, Florida
d. Purchase Price: $215,000
e. Deposit: $1,500
f. Terms: On "as is" condition
g. Closing: 45 days after loan approval period
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/Jerry_Batteh_575_Sales.pdf
The balance owed on principal as the date of confirmation was
$80,000. It would be in the best interest of all parties to
authorize the sale of the property.
Jerry Batteh sought Chapter 11 protection (Bankr. M.D. Fla. Case
No. 11-05260) on July 18, 2011. The Debtor's Chapter 11 Plan was
confirmed by order dated March 26, 2014.
JERRY DAVIS: Fleming Buying Jay Property for $23K
-------------------------------------------------
Jerry H. Davis asks the U.S. Bankruptcy Court for the Southern
District of Alabama to authorize the sale of real property known as
Lots Number 15 and 16, located on Highway 182, Pond Creek Estates,
Jay, Santa Rosa County, Florida, to Patrick Fleming, or his
designee, for $23,420.
At the time of the filing, the Debtor owned the Property, subject
to a mortgage in favor of United Bank which mortgage secures a debt
with an unpaid balance of approximately $3,800,000.
He has received an offer to purchase said property from the Buyer
for $23,420 cash, free and clear of liens. The Debtor has agreed
to accept said offer, subject to the Court's approval.
The salient terms of the Purchase Agreement are:
a. Seller: Jerry H. Davis
b. Buyer: Patrick Fleming or his designee
c. Real Property: Lots Number 15 and 16, located on Highway 182,
Pond Creek Estates, Jay, Santa Rosa County, Florida
d. Purchaser Price: $23,420
e. Deposit: $500
f. Closing Date: July 7, 2017
A copy of the Purchase Agreement attached to the Motion is
available for free at:
http://bankrupt.com/misc/Jerry_Davis_160_Sales.pdf
From the gross sales proceeds, the Debtor proposes to pay (i) all
closing costs and fees; (ii) all ad valorem taxes; (3) the amount
of $650 to Irvin Grodsky's P.C.'s IOLTA account to be used to pay
the Chapter 11 Quarterly Fees for the calendar quarter during which
the sale is closed; and (iv) the balance to United Bank, to be
applied against the debt secured by the mortgage against said
property. PHD Realty, LLC may request United Bank to pay it a
commission for said sale.
The Debtor is of the opinion that the proposed purchase price is
fair and reasonable for that the property has been on the market
for several months and the Buyer would close on the sale previously
approved by the Court.
The Purchaser can be reached at:
Patrick Fleming
E-mail: hayleemcbride@yahoo.com
Jerry H. Davis sought Chapter 11 protection (Bankr. S.D. Ala. Case
No. 16-04461) on Dec. 23, 2016. The Debtor tapped Irvin Grodsky,
Esq., as counsel.
JERRY DAVIS: Griswold Buying Allentown Property for $284K
---------------------------------------------------------
Jerry H. Davis asks the U.S. Bankruptcy Court for the Southern
District of Alabama to authorize the sale of real property located
on Penton Road, Allentown, Florida, consisting of 63 acres more or
less known as parcel 31-4N-28-0000-00101-0000, to Paul M. Griswold,
or his designee, for $283,500.
At the time of the filing, the Debtor owned the Property, subject
to a mortgage in favor of United Bank which mortgage secures a debt
with an unpaid balance of approximately $3,800,000.
He has received an offer to purchase said property from the Buyer
for $283,500 cash, free and clear of liens. The Debtor has agreed
to accept said offer, subject to the Court's approval.
The salient terms of the Purchase Agreement are:
a. Seller: Jerry H. Davis
b. Buyer: Paul M. Griswold or his designee
c. Real Property: Penton Road, Allentown, Florida,
consisting of 63 acres more or less known as parcel
31-4N-28-0000-00101-0000
d. Purchaser Price: $283,500
e. Deposit: $1,000
f. Closing Date: Sept. 8, 2017
A copy of the Purchase Agreement attached to the Motion is
available for free at:
http://bankrupt.com/misc/Jerry_Davis_161_Sales.pdf
From the gross sales proceeds, the Debtor proposes to pay (i) all
closing costs and fees; (ii) all ad valorem taxes; (3) the amount
of $650 to Irvin Grodsky's P.C.'s IOLTA account to be used to pay
the Chapter 11 Quarterly Fees for the calendar quarter during which
the sale is closed; and (iv) the balance to United Bank, to be
applied against the debt secured by the mortgage against said
property. PHD Realty, LLC may request United Bank to pay it a
commission for said sale.
The Debtor is of the opinion that the proposed purchase price is
fair and reasonable for that the property has been on the market
for several months and the Buyer would close on the sale previously
approved by the Court.
The Purchaser can be reached at:
Paul M. Griswold
8937 Hwy. 89
Milton, FL 32570
Telephone: (850) 777-9445
E-mail: griswoldpaul@bellsouth.net
Jerry H. Davis sought Chapter 11 protection (Bankr. S.D. Ala. Case
No. 16-04461) on Dec. 23, 2016. The Debtor tapped Irvin Grodsky,
Esq., as counsel.
K&H RESTAURANT: Seeks Sept. 19 Plan Filing Exclusivity Extension
----------------------------------------------------------------
K&H Restaurant, Inc. asks the U.S. Bankruptcy Court for the
Southern District of New York to extend the exclusive periods in
which to file a chapter 11 plan of reorganization and to solicit
acceptances thereof for an additional 90 days, through and
including September 19, 2017 and November 24, 2017, respectively.
The Debtor claims that continuing to operate under its lease of
non-residential real property at 511 Lexington Avenue, New York,
New York 10017 is crucial to its ability to reorganize. The Debtor
asserts that the Lease, which may be assumed in a reorganization
and/or assigned as part of a sale, is its primary asset and has
substantial value.
The Debtor relates that its landlord, Diamondrock NY Lex Owner, LLC
has commenced a commercial holdover proceeding in the Civil Court
of the City of New York, New York County seeking to recover
possession of the property covered by the Lease. In the Civil Court
Action, the Diamondrock claims that the Lease has been terminated
and seeks to evict the Debtor.
The Debtor relates that it has filed an adversary proceeding
entitled K&H Restaurant, Inc. v. Diamondrock NY Lex Owner, LLC,
Highgate Hotels, LP and Marriott International, Inc.; Adv. Proc.
No. 170-01023 on February 13, 2017 alleging, among other things,
that Diamondrock breached its obligations under the Lease by
failing to deliver certain value Diamondrock agreed to provide.
The Debtor relates that the Court has approved its Motion to Extend
the Time to Assume or Reject its Lease of Non-Residential Real
Property through June 11, 2017, and upon consent, this deadline has
been extended through and including June 28, 2017.
Subsequently, the Debtor filed its Motion for Entry of an Order
Authorizing Assumption of its Unexpired Lease of NonResidential
Real Property, and following an initial hearing on the motion to
assume, the Court took the matter under advisement and the parties
engaged in settlement negotiations. The Debtor submits that these
negotiations have proved unsuccessful, thus far and the Court has
scheduled a status conference and further hearing on the motion for
June 28, 2017.
Moreover, the Debtor relates that on May 12, 2017, the Court
entered and order setting June 19, 2017 as the date by which all
parties were required to file proof of claim.
The Debtor asserts that an extension of the Exclusive Periods is
essential because, most importantly, there has been no
determination as to whether the Lease may be assumed or assigned at
this point. The Debtor tells the Court that the soonest it can
possibly know whether it may assume the Lease is on June 28, 2017.
The Debtor contends that there is also a distinct possibility that
there will need to be continued litigation in the Civil Court
Action to determine whether the Lease terminated prepetition. The
Debtor asserts that the Lease is not only its most significant
asset but it is the lynchpin to any potential reorganization plan
that it may propose.
The Debtor claims that the negotiations with Diamondrock concerning
a resolution to the Assumption Motion, the Civil Court Action and
the Adversary Proceeding continued, but have now pushed any
determination of the Assumption Motion past the current Exclusive
Filing Period.
The Debtor asserts that the Lease is the basis of its business, and
if the Bankruptcy Court cannot make a final determination on the
prepetition termination of the Lease, the Debtor should be granted
sufficient time to seek such a final determination from the State
Court before being required to expend the resources necessary to
prepare and file a plan. Moreover, the Debtor asserts that there is
no way for creditors to determine whether to vote to accept or
reject any plan the Debtor may propose without a final
determination of the viability of the Lease.
About K&H Restaurant Inc.
K&H Restaurant, Inc. is a New York corporation that owns and
operates a restaurant under the name of "Raffles Bistro" located in
the ground floor of the Lexington Hotel.
K&H Restaurant filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 16-13151) on November 13, 2016, disclosing
$500,000 to $1 million in estimated assets and $100,000 to $500,000
in estimated liabilities. The Petition was signed by Mr. Adel
Kellel, president.
The Debtor tapped Andrew R. Gottesman, Esq. at Gottesman Law, PLLC
as its new legal counsel, replacing the Law Office of Gabriel Del
Virginia; and Jesse B. Schneider, Esq. at Davis & Gilbert LLP as
its special counsel. The Debtor also engaged Steven Schneiderman
CPA PC as accountants.
No trustee, examiner or official committee of unsecured creditors
has been appointed in the case.
KATY INDUSTRIES: Jansan Acquisition Buying All Assets
-----------------------------------------------------
Katy Industries, Inc., and affiliates served a notice with the U.S.
Bankruptcy Court for the District of Delaware that they have filed
an Amended and Restated Asset Purchase Agreement dated June 21,
2017 in connection with the sale of all substantially all their
assets to Jansan Acquisition, LLC.
On May 14, 2017, the Debtors filed a motion seeking approval of
bidding procedures for the sale of substantially all assets
stalking horse bidder Jansan or to the successful bidder at the
auction.
On June 19, 2017, the Court entered an order approving the bid
procedures.
The Debtors have filed an Amended and Restated Asset Purchase
Agreement pursuant to which the Debtors propose to sell the Assets
to Jansan.
The salient terms of the Amended Agreement are:
a. Sellers: Katy Industries, Inc., Continental Commercial
Products, LLC, Fort Wayne Plastics, Inc., and FTW Holdings, Inc.
b. Buyer: Jansan Acquisition, LLC
c. Purchased Assets: Substantially all assets of the Debtors
d. Purchase Price: An aggregate purchase price equal to (i) the
assumption of the Encina Obligations, which amount will be reduced
by any prepayments; plus (ii) a credit bid in the amount
outstanding under the $7.5 million secured DIP credit facility at
the time of the Closing; plus (iii) a credit bid in the amount of
the Second Lien Debt; plus (iv) the Assumed Liabilities; plus (v)
the Wind Down Reserve; plus (vi) $975,000 less any applicable
credits set forth in that certain engagement letter agreement by
and between Katy Industries, Inc. and Lincoln Partners Advisors,
LLC made and entered into as of March 16, 2017; plus (vii) in the
event a Qualified Bidder other than the Purchaser is the
Successful Bidder, the Optional Closing Period Extension Costs if
such Qualified Bidder exercises the Optional Closing Period
Extension set forth.
e. Assumed Liabilities: The Purchaser will assume and agree to
discharge, when due, the Assumed Liabilities.
f. Breakup Fee and Expense Reimbursement: A Break-up Fee of
600,000 and an Expense Reimbursement of $400,000
g. Bid Deadline: Two days prior to the Auction
h. Excess Amount: $250,000
i. Good Faith Deposit: 5% deposit; calculated on the estimated
Purchase Price, which Good Faith Deposit may be immediately used by
the Sellers to pay the Optional Closing Period Extension Costs if
such Qualified Bidder elects to exercise the Optional Closing
Period Extension
j. Closing: No later than July 21, 2017 or agree to pay an
amount equal to the net cost incurred by the Sellers after July 21,
2017 (which amount includes, among other items, operational costs
and reasonable professional fees) ("Optional Closing Period
Extension Costs") until the closing of such Qualified Bid, provided
that in no event will the closing occur after July 31, 2017
("Optional Closing Period Extension")
k. Auction: Within 61 calendar days of the filing of the
Petition Date
l. Bid Increments: 100,000
m. Sale Order: The Sellers will use commercially reasonable
efforts to cause Section 4.5. the Court to enter a Sale Order
within seven calendar days of the Auction.
n. No Other Representations or Warranties: The sale is "as is,
where is" condition, without any warranty whatsoever, and free and
clear of all claims, liens and encumbrances.
o. The Bidding Procedures Order will have been entered by the
Court no later than 36 days following the Petition Date and will
have become a Final Order.
p. The Sale Order will have been entered by the Court no later
than 68 calendar days following the Petition Date, and the Sale
Order will have become a Final Order.
A copy of the Amended and Restated Asset Purchase Agreement
attached to the Notice is available for free at:
http://bankrupt.com/misc/Katy_Industries_179_Sales.pdf
A Sale Hearing is set for July 17, 2017, at 11:00 a.m. (EDT)
The Purchaser:
JANSAN ACQUISITION, LLC
c/o Highview Capital
11755 Wilshire Blvd, Suite 1400
Los Angeles, CA 90025
Attn: Ryan McCarthy
E-mail: ryan@highviewcp.com
- and -
JANSAN ACQUISITION, LLC
c/o Victory Park Capital Management, LLC
227 W. Monroe, Suite 3900
Chicago, IL 60606
Attn: Scott Zemnick
E-mail: szemnick@vpcadvisors.com
The Purchaser is represented by:
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
Four Times Square
New York, NY 10036
Lisa Laukitis, Esq.
E-mail: lisa.laukitis@skadden.com
About Kay Industries
Katy Industries, Inc. -- http://www.katyindustries.com/-- a
publicly traded Delaware corporation, is a manufacturer, importer,
and distributor of commercial cleaning and consumer storage
products as well as a contract manufacturer of structural foam
products. It distributes its products across the United States
and Canada. It is best known for such brands as Continental,
Huskee, Color Guard, Wilen, Muscle Mop, Contico, Tuffbin, and
SilverWolf, among many others. The Company operates three
manufacturing facilities located in Jefferson City, Missouri,
Tiffin, Ohio, and Fort Wayne, Indiana, with its corporate
headquarters located in St. Louis, Missouri.
Katy Industries, Inc., and its affiliates filed voluntary
petitions for relief under the Bankruptcy Code (Bankr. D. Del. Case
No. 17-11101) on May 14, 2017. Katy Industries disclosed assets at
$821,321 and liabilities at $58,421,346.
The petitions were signed by Lawrence R. Perkins of
SierraConstellation Partners LLC, who serves as the Debtors' chief
restructuring officer.
The Debtors tapped Stuart M. Brown, Esq., at DLA Piper LLP (US) as
counsel; and Lincoln Partners Advisors LLC as their investment
banker.
KCST USA: May Use Axia Net's Cash Collateral Until July 13
----------------------------------------------------------
The Hon. Elizabeth D. Katz of the U.S. Bankruptcy Court for the
District of Massachusetts has granted KCST USA, Inc., interim
authorization to use cash collateral of Axia Net Media Corp. from
June 19, 2017, through July 13, 2017.
A final hearing on approval of the Debtor's continued use of cash
collateral will be held on July 13, 2017, at 11:00 a.m.
The Debtor is in need of continued financing to preserve its assets
and operations.
The Lender is entitled to adequate protection of its interest in
the collateral, and all cash collateral. The Lender has consented
to the Debtor's use of cash collateral during the interim period
subject to and conditioned upon the granting of these protections
for which the Debtor will be obligated:
(a) the Lender will continue to have a valid and perfected
security interest in, and lien on the collateral,
including the cash collateral and the proceeds thereof,
as approved and provided for in the DIP financing court
orders;
(b) the failure or delay by the Lender to exercise its rights
and remedies under this court order will not constitute a
waiver of any of the rights of the Lender hereunder or
otherwise, and any single or partial exercise of the
rights and remedies against the Debtor or the collateral
will not be construed to limit any further exercise of
the rights and remedies against the Debtor and the
collateral; and
(c) the provisions of the court order will be binding upon
and inure to the benefit of each of the Lender and the
Debtor and their respective successors and assigns
(including any estate representative, Chapter 7 trustee,
or other trustee or fiduciary hereafter appointed as a
legal representative of the Debtor or with respect to the
property of the Debtor's estate).
The DIP Loan Facility is extended on the same terms and conditions
as presently in effect, except that: (i) the maturity date is
extended on an interim basis to July 13, 2017; and (ii) the Debtor
may borrow, to the extent necessary, up to an additional $100,000
during the Interim Period.
The Lender will continue to have a senior security interest in and
lien upon the Debtor's assets, provided that, the liens will not
attach to nor be satisfied from the proceeds of the Debtor's claims
and causes of action arising under Chapter 5 of the U.S. Bankruptcy
Code.
A copy of the Interim Order is available at:
http://bankrupt.com/misc/mab17-40501-63.pdf
About KCST USA, Inc.
KCST USA, Inc., based in Concord, MA, filed a Chapter 11 petition
(Bankr. D. Mass. Case No. 17-40501) on March 22, 2017. The Hon.
Elizabeth D. Katz presides over the case. Andrew G. Lizotte, Esq.,
and Harold B. Murphy, Esq., at Murphy & King, P.C., to serve as
bankruptcy counsel. Stephen Darr of Huron Consulting Services,
LLC, as chief restructuring officer.
In its petition, the Debtor estimated $500,000 to $1 million in
assets and $10 million to $50 million in liabilities. The petition
was signed by Terrence Fergus, president.
KLD ENERGY: Given Until June 30 to File Amended Chapter 11 Plan
---------------------------------------------------------------
Judge H. Christopher Mott of the U.S. Bankruptcy Court for the
Western District of Texas extended KLD Energy Technologies, Inc.'s
exclusivity period to amend the existing plan that has been
accepted by each class of claims or interests that is impaired,
through and including June 30, 2017.
The Troubled Company Reporter has previously reported that the
Debtor asked the Court to extend the time to amend its existing
plan. The Debtor filed a Proposed Original Chapter 11 Plan of
Reorganization on May 13, 2016, and thereafter, filed its Original
Chapter 11 Plan of Reorganization, dated June 3, 2016.
The Debtor noted that on February 21, 2017, the Court entered a
Second Supplemental Order authorizing the Debtor to sell
substantially all of its assets to MyWay Group Co., Ltd. Recently,
the Debtor said that the Court also entered an Order Approving
Debtor's Expedited Motion to Compromise Controversy and Approve
Settlement of Claims and Amend December 9, 2016 Sale Order.
Pursuant to the Asset Purchase Agreement, the sale transaction to
MyWay Group is to close on or before April 30, 2017.
As such, the Debtor told the Court that the approved sale to MyWay
Group would require closing documents that are still being
finalized. The Debtor anticipated filing a plan of liquidation to
allow for the appropriate distribution of proceeds as well as the
establishment of a liquidation trust to prosecute any causes of
action held by the Debtor.
About KLD Energy Technologies
KLD Energy Technologies, Inc., which engages in the engineering,
development, and manufacturing of electric drive systems, sought
Chapter 11 protection (Bankr. W.D. Tex. Case No. 16-10345) on March
25, 2016. The petition was signed by Mark Wabschall, chief
financial officer. The case is assigned to Judge Christopher H.
Mott. The Debtor estimated assets and debt of $10 million to $50
million.
The Debtor tapped Lynn H. Butler, Esq., at Husch Blackwell LLP, as
counsel.
No trustees or examiners have been appointed, and no official
committees of creditors or equity interest holders have yet been
established.
KONO CO: Pa. L&I Dept. Asks Court to Deny Plan Confirmation
-----------------------------------------------------------
The Commonwealth of Pennsylvania, Department of Labor and Industry,
and the Pennsylvania Unemployment Compensation Fund objects to the
disclosure statement and confirmation of the Chapter 11 Plan filed
by Kono Co.
The Pennsylvania Department of Labor and Industry, Unemployment
Compensation Fund filed a secured proof of claim in the amount of
$10,262.09 and for priority taxes in the amount of $3,230.37, for a
total of $13,492.46 in unpaid unemployment compensation taxes. L&I
complains that the Disclosure Statement does not disclose this debt
to creditors.
The Plan also does not comply with 11 U.S.C. section 1129(a)(9)(c)
as it does not provide for payment of L&I's secured and priority
claims within 60 months of the petition date, L&I further
complains. Further, the Plan does not provide for Unemployment
Compensation's statutory rate of 9%, as set forth in 43 P.S.
section 788, L&I added.
Additionally, prior to filing the bankruptcy petition, the Debtor
reported wages each quarter for about five to six employees. The
Debtor's website, attached as Exhibit "A", also indicates there are
about six employees, an engineer, a supervisor, machinists, and
"odds and ends" guys. In monthly reports to this Court, Debtor only
reports wages paid to Jack Rushlander, President.
From the said reasons, the Department of Labor and Industry alleges
and avers that the Plan cannot be confirmed and requests the
Honorable Court to deny confirmation of the Plan.
The Troubled Company Reported previously reported that Class 4
General Unsecured Non-Tax Claims totaling $98,750.90 will get a
dividend of $5,000 or 5%.
Funds for planned payments, including funds necessary for capital
replacement, repairs, or improvements will be taken from:
a. profits from business operations,
b. new equity from contributions, and
c. confirmation deposit fund.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/pawb16-10643-104.pdf
The Department of Labor and Industry is represented by:
Jennifer M. Irvin
Assistant Counsel, PA ID No. 89299
Commonwealth of Pennsylvania
Department of Labor and Industry
301 Fifth Avenue, Suite 230
Pittsburgh, PA 15222
Telephone: 412-565-2622
Fax: 412-880-0286
E-mail: jeirvin@pa.gov
About Kono Co.
Kono Co. filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa.
Case No. 16-10643) on July 5, 2016. The petition was signed by
John G. Rushlander, president. The Debtor is represented by John
F. Kroto, Esq., at Knox McLaughlin Gornall & Sennett. The case is
assigned to Judge Thomas P. Agresti. The Debtor estimated assets
and liabilities at $100,001 to $500,000. The Debtor retained
Frank
Miloszewski as accountant.
KRISHNA ASSOCIATES: Plan to Liquidate Remaining Assets
------------------------------------------------------
Krishna Associates, LLC, filed with the U.S. Bankruptcy Court for
the Eastern District of Texas a disclosure statement explaining its
plan of reorganization.
The Plan, as proposed, will pay allowed administrative, priority
and unsecured claims from the proceeds of the liquidation of
remaining assets, including carve out funds. Any potential recovery
of Chapter 5 Claims will be used to pay allowed unsecured claims on
a pro rata basis. Interests of current equity holders will be
terminated. The Debtor believes that the alternative of liquidating
under Chapter 7 of the Bankruptcy Code would result in dramatically
reduced returns.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/txeb15-50148-163.pdf
About Krishna Associates
Headquartered in Texarkana, Texas, Krishna Associates, LLC, owns
Country Inn and Suites and an adjacent vacant lot in Texarkana,
Texas. The Company is owned and managed by Texarkana doctor Hiren
Patel. Krishna Associates sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D. Tex. Case No. 15-50148) on Nov. 3,
2015. The petition was signed by Hiren Patel, president. At the
time of the filing, the Debtor estimated assets and debt at $1
million to $10 million.
LANDWELL MANAGEMENT: Has $500K DIP Financing From Eternal Life
--------------------------------------------------------------
Landwell Management, Inc., seeks permission from the U.S.
Bankruptcy Court for the Central District of California to obtain
postpetition financing from Eternal Life Assisted Living, Inc., for
the aggregate amount of $500,000 to be solely used for remodeling
and repairing the Debtor's two real properties located at 6552
Woodman Avenue, Van Nuys, CA 91401, and 6558 Woodman Avenue, Van
Nuys, CA 91401.
A hearing is set for July 13, 2017, at 2:00 p.m. to consider the
Debtor's request.
The Loan is secured by Deed of Trust in the amount of $500,000 to
be recorded on the Woodman Properties. The Loan will mature 10
years from its approval by the Court. The Loan will have an annual
interest rate of 5.0% fixed. The Debtor will make payment of
$2,083.33 interest payments per month (commencing upon approval of
the Loan by the Court) and a balloon payment at the end of the
10-year Loan.
The Debtor tells the Court that the Woodman Properties are in
deplorable condition due to extensive fire damage. The Loan would
be used to rehabilitate the Woodman Properties to be suitable for
use as an assisted living facility.
Vartan Akopyan, president of the Debtor, tried to obtain
prepetition and postpetition financing to no avail. Mr. Akopyan
has been unable to obtain financing because of the physical
condition of the Woodman Properties until now.
The Debtor assures the Court that the terms of the loan with
Eternal Life are fair, reasonable and the best available to the
Debtor. Eternal Life will be the tenant of the Woodman Properties
once the construction is complete and its loan will be junior to
the existing liens on the Woodman Properties. The interest rate is
fixed at 5.0% with interest only payments. The rehabilitation of
the Woodman Properties will create 6 units for Eternal Life's use.
This loan will substantially improve the Woodman Properties, which
are presently in an uninhabitable condition, and benefit the
Debtor's estate and its creditors. The Debtor will be able to
start to pay the mortgages on the Woodman Properties. Rent
proceeds from Eternal Life will be used to fund the Debtor's
Chapter 11 plan of reorganization.
6552 Woodman is encumbered by these liens: (1) Chase Bank mortgage
loan with an outstanding principal balance of $610,754; (2) a
secured lien in favor of Zion Funding in the amount of $30,000,
which the Debtor is disputing; and (3) City of Los Angeles Building
and Safety lien for $862. Chase Bank is holding settlement
proceeds of $160,739.29, which will be available to the Debtor
after the completion of the construction of 6552 Woodman from the
fire damage.
6558 Woodman is encumbered by these liens: (1) Nationstar mortgage
loan with an estimated outstanding principal balance of
$812,008.32; (2) second position mortgage loan in favor of Real
Time Resolutions with an estimated balance of $82,365; (3) City of
Los Angeles Building and Safety violation with an estimated amount
of $12,227.14; and (4) a judgment lien by Pride Acquisitions LLC
for an estimated amount of $34,521.
A copy of the Debtor's request is available at:
http://bankrupt.com/misc/cacb16-13162-46.pdf
About Landwell Management
Landwell Management, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. C.D.Cal. Case No. 16-13162) on Nov. 2, 2016. The Hon.
Victoria S. Kaufman presides over the case. The Law Offices of
Michael Jay Berger serves as counsel to the Debtor. The Debtor
disclosed total assets of $600,000 and total liabilities of $1.59
million. The petition was signed by Vartan Akopyan, president.
Michael Berger, Esq., at Law Offices of Michael Jay Berger, serves
as the Debtor's bankruptcy counsel.
LEGENDS COLLISION: Unsecureds to be Paid in Full Under Plan
-----------------------------------------------------------
Legends Collision, LLC, filed with the U.S. Bankruptcy Court for
the District of Arizona a small business disclosure statement to
accompany their plan of reorganization.
Class 11 under the plan consists of the general unsecured claims.
All allowed and approved claims under this Class will be paid in
full from all funds available for distribution as set forth in the
Disbursement Schedule. Interest in this Class will not be paid
unless required by law. It is anticipated that payments under this
Class will begin in the 29th month of the Plan, after payment in
full of all allowed administrative expenses and Knight Capital, at
the starting rate of $5,653.41 per month, disbursed on a pro rata
basis.
Class 11A - Administrative Convenience Claims total less than
$20,000 and holders of these claims are willing to accept a sum
equal to 20% of the creditor's total claim in full satisfaction of
the claim. All creditors in this class, may, at their option,
receive 20% of their total claim within 180 days of the Effective
Date in lieu of full payment over the life of the Plan.
The Plan will be a base Plan with payments of all approved and
allowed claims to be made as set forth in the Disbursement
Schedule. The funds necessary for the satisfaction of all approved
and allowed claims will be derived from the Debtor's income from
its operations.
The Debtor reserves the right to accelerate payment under the Plan
from financing obtained either from third party financing or in the
event that is revenues permit it to do so. The Debtor believes that
by virtue of the Plan that it will have the ability to pay all
allowed and approved claims pursuant to the Plan of
Reorganization.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/azb2-16-12658-140.pdf
About Legends Collision
Legends Collision, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 16-12658) on Nov. 3,
2016. The petition was signed by Jonathan J. Conner, managing
member. At the time of the filing, the Debtor disclosed $625,087
in assets and $1.74 million in liabilities.
The case is assigned to Judge Brenda K. Martin.
The Debtor is represented by Allan D. NewDelman, Esq. at Allan D.
NewDelman P.C. The Debtor employed The Alt Key, PLLC as
accountant.
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Legends Collision LLC as of
Dec. 28, according to a court docket.
LEWISTON SHOPPING: Needs 30 More Days to File Chapter 11 Plan
-------------------------------------------------------------
Greater Lewistown Shopping Plaza LP asks the U.S. Bankruptcy Court
for the Middle District of Pennsylvania for an extension of 30 days
from July 23, 2017, the exclusive period to submit its Plan of
Reorganization and Disclosure Statement and to extend the period of
exclusivity for soliciting acceptances of a plan to 60 days
thereafter.
Absent such extension, the exclusivity period expires on July 23,
2017.
The Debtor asserts that there is a necessity of additional time to
permit the Debtor to negotiate a plan of reorganization and prepare
adequate information, among other things:
(a) the Debtor is paying its bills as they become due;
(b) the Debtor has demonstrated good faith progress towards
reorganization;
(c) the Debtor has shown progress in negotiating with
creditors. Specifically, the Debtor has engaged in extensive
negotiations with the first mortgage holder;
(d) the bankruptcy case was filed only 120 days before the
filing of this motion.
About Greater Lewistown Shopping Plaza
Greater Lewistown Shopping Plaza LP sought protection under Chapter
11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 17-00693) on
Feb. 23, 2017. The petition was signed by Nicholas J Moraitis,
president, NJM Lewistown Properties, Inc., sole general partner of
Greater Lewistown Shopping Plaza, L.P. The case is assigned to
Judge Robert N Opel II. At the time of the filing, the Debtor
estimated assets and liabilities of $10 million to $50 million
each. The Debtor is represented by Gary J Imblum, Esq., at Imblum
Law Offices, P.C.
LIBERTY TOWERS: Approval of Settlement Agreement Affirmed
---------------------------------------------------------
Judge Allyne R. Ross of the U.S. District Court for the Eastern
District of New York dismissed the appeal of Debtors Liberty Towers
Realty, LLC, and Liberty Towers Realty I, LLC, together with their
junior secured creditor, NCC Capital, LLC, from the decision of the
Bankruptcy Court approving a settlement agreement Liberty Towers
signed but has since repudiated.
LTR and LTR I are each single asset real estate debtors whose sole
assets are adjacent vacant lots on Staten Island. Appellee WF
Liberty LLC holds mortgages on the Properties and is the senior
lienholder in each case. Appellant NCC holds a junior lien on one
of the Properties. Appellee Richmond Liberty, LLC, holds an
interest in the Properties by virtue of a contract of sale with WF,
whereby WF agreed to sell the Properties to Richmond for $8,500,000
if WF obtained them after foreclosure.
WF initiated foreclosure proceedings against Liberty Towers when
the latter defaulted on its mortgages. On Jan. 24, 2011, WF
obtained a judgment of foreclosure and sale on LTR's property. On
July 7, 2014, WF obtained a judgment of foreclosure and sale on LTR
I's property.
LTR and LTR I filed voluntary petitions for relief under Chapter 11
of the U.S. Bankruptcy Code on Oct. 15, 2014. According to its
petition, WF had a $15,000,000 claim against LTR, of which
$8,000,000 was secured by the Properties, and NCC held a $1,000,000
claim fully secured by a subordinate lien on the Properties.
The parties were all mixed up in a dispute regarding the Properties
and after many years of litigation, encompassing nine bankruptcy
cases and several state court proceedings, the parties entered into
a global settlement agreement on June 2, 2016. The settlement
agreement was signed by Liberty Towers, Richmond, WF, and nonparty
guarantors of Liberty Towers' debts. NCC took no part in the
bankruptcy proceedings prior to this settlement and did not sign
the Settlement Agreement.
Appellants argue, first, that Liberty Towers was entitled to
rescind unilaterally the Settlement Agreement before it was
approved by the bankruptcy court. Second, they contend that
Richmond had no authority to submit the Settlement Agreement for
approval. Third, appellants argue that the bankruptcy court should
not have approved the Settlement Agreement in light of a junior
creditor's objection.
Appellees argue, first, that the existence of a superior offer is
not a valid ground for rescission. Second, they counter that
appellants' alleged "better offer" is impractical and "may or may
not come to fruition." Third, they contend that Richmond had
authority to present the Settlement Agreement as a debtor in its
own Chapter 11 case and by the express terms of the Settlement
Agreement.
Addressing the appellants' first argument, Judge Ross finds that
Liberty Towers was not entitled to rescind the Settlement
Agreement. Citing the case of Sparks 190 B.R. 842, 844 (Bankr. N.D.
Ill. 1996), Judge Ross states that he declines to follow Sparks and
similar cases.
Judge Ross held, "Where a debtor receives a better offer after
settlement but before approval, such a debtor may question whether
its fiduciary obligations to its creditors oblige it to breach its
settlement contract. However, Rule 9019 provides a mechanism for
debtors to respect all of their obligations. The debtor can abide
by its obligations under the settlement agreement, including, if
necessary, filing a motion for settlement approval. Then, to
protect the interest of its creditors, the debtor can present the
post-settlement offer to the bankruptcy court in connection with
the Rule 9019 proceedings. The court will then have the opportunity
to evaluate whether this better offer warrants rejecting the
settlement agreement. Judge Ross opines that Judge Strong
extensively considered the offers proposed after settlement.
"Citing the case of Smart World, 423 F.3d at 181, appellants argue
that, under Second Circuit precedent, only a trustee or
debtor-in-possession may bring a motion for settlement approval
under Rule 9019. Under the facts of this case, where the
debtor-in-possession negotiated and signed the Settlement
Agreement, Smart World is not applicable.
"In any event, the terms of the Settlement Agreement explicitly
contemplate Richmond filing the motion for approval under Section
9019. To the extent that Liberty Towers was solely empowered to
make such a motion, it delegated its authority to do so. Therefore,
the Settlement Agreement was validly presented to the bankruptcy
court for approval."
Finally, NCC argues that the Settlement Agreement is unfair because
it will receive only up to $50,000 in satisfaction of its
$1,000,000 secured claim. However, NCC's mortgage was secondary to
WF's mortgage. Because WF was not paid in full, there was no
requirement that NCC be paid at all in order for the settlement to
be approved.
Judge Ross, thus, concludes that the bankruptcy court did not abuse
its discretion in approving the settlement.
The appeals case is LIBERTY TOWERS REALTY, LLC; LIBERTY TOWERS:
REALTY I, LLC; NCC CAPITAL, LLC, Appellants, v. RICHMOND LIBERTY,
LLC; WF LIBERTY LLC, Appellees, Case No. 17-CV-573 (ARR) (E.D.
N.Y.).
A full-text copy of Judge Ross' Opinion and Order is available at
goo.gl/nujvz4 from Leagle.com.
Liberty Towers, LLC, Plaintiff, Pro se.
Liberty Towers Realty I, LLC, Appellant, represented by Pincus
David Carlebach -- david@carlebachlaw.com -- Law Offices of David
Carlebach, Esq. & Pincus David Carlebach, Law Offices of David
Carlebach, Esq.
NCC Capital, LLC, Appellant, represented by Aryeh Fried, N.C.
Caller P.C.
Richmond Liberty LLC, Appellee, represented by Lori A. Schwartz --
ls@robinsonbrog.com -- Robinson Brog Leinwand Greene Genovese &
Gluck.
WF Liberty LLC, Appellee, represented by Abraham J. Backenroth,
Backenroth Frankel & Krinsky, LLP & Scott Krinsky, Backenroth,
Frankel & Krinsky, LLP.
Liberty Towers Realty I, LLC, Debtor, represented by Pincus David
Carlebach -- david@carlebachlaw.com -- Law Offices of David
Carlebach, Esq. & Pincus David Carlebach, Law Offices of David
Carlebach, Esq.
About Liberty Towers
Liberty Towers Realty LLC owns real estate assets located at 170
Richmond Terrace, Staten Island, New York 10301; 178 Richmond
Terrace, Staten Island, New York 10301, 20-24 Stuyvesant Place,
Staten Island, New York 10301; 18 Stuyvesant Place, Staten Island,
New York, 10301; and 8 Stuyvesant Place, Staten Island, New York
10301.
The Debtor sought bankruptcy protection in Brooklyn, New York
(Bankr. E.D.N.Y. Case No. 14-45187) on Oct. 15, 2014, just three
years after the dismissal of its previous Chapter 11 case. The
petition was signed by Toby Luria as member. The Debtor estimated
assets and debts of $10 million to $50 million. The Carlebach Law
Group serves as the Debtor's counsel.
Liberty Towers' case was initially assigned to Judge Carla E.
Craig but has been reassigned to Judge Elizabeth S. Stong due to
Liberty's previous bankruptcy case (Case 11-42589). The previous
case was dismissed July 27, 2011.
Related entity Liberty Towers Realty I, LLC, also sought bankruptcy
protection (Case No. 14-45189) on Oct. 15, 2014.
LOPEK COMPANIES: Unsecureds to Recoup 100% Under Plan
-----------------------------------------------------
Lopek Companies, LLC, filed a motion asking the U.S. Bankruptcy
Court for the Northern District of Texas to conditionally approve
its small business disclosure statement for its plan of
reorganization filed on June 16, 2016.
If there are no objections to the disclosure statement filed within
the allotted notice period of 28 days, the Debtor requests that the
Court enter an order that approves the disclosure statement without
need for a hearing.
The plan proposes to pay Class 4A general unsecured creditors in
full to be distributed pro rata from the unsecured creditor pool.
The estimated claim of this class is $346,417.59. This class is
impaired.
The Debtor believes that it will have enough cash on hand on the
Effective Date of the Plan to pay all the claims and expenses that
are entitled to be paid on that date. As of June 16, 2017, the
Debtor has approximately $19,045.28 on deposit in its bank
accounts. Additionally, the Debtor anticipates funds from continued
business operations.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/txnb16-34817-11-92.pdf
About Lopek Companies
Lopek Companies, LLC, and HD Retail Repair LLC are in the business
of facilities maintenance for retail outlets. HDRR provides
facilities maintenance services to all Home Depot stores
nationwide. Lopek provides facilities maintenance services to
several local dealerships.
HD Retail and Lopek Companies filed Chapter 11 petitions (Bankr.
N.D. Tex. Case No. 16-34817 and 16-34818) on Dec. 16, 2016. The
petitions were signed by Kevin Loper, president. The cases are
assigned to Judge Stacey G. Jernigan. The Debtors have requested
joint administration of their Chapter 11 cases.
The Debtors are represented by Roberth Thomas DeMarco, Esq., at
DeMarco Mitchell, PLLC.
Lopek Companies estimated assets at $0 to $50,000 and liabilities
at $1 million to $10 million at the time of the filing.
LOT INC: Full Payment for Unsecured Creditors Over 60 Months
------------------------------------------------------------
Lot Inc., d/b/a Lott P.A. Property, Inc., filed with the U.S.
Bankruptcy Court for the Southern District of Texas a disclosure
statement with respect to its first amended plan of reorganization,
dated June 16, 2017.
The Debtor's Plan provides for five classes of claims and
interests. There is a class for the secured claim of East West
Bank, a class for the secured claim of Stephen Mendel, a class for
the secured claim of Jefferson County Tax Assessor, a class for the
general unsecured claims, and a class for the holders of equity
interests in the Debtor. The Plan also provides for the payment of
administrative, priority claims.
The Debtor anticipates having fees due to the U.S. Trustee pursuant
to 28 U.S.C. section 1930(a)(6). Those fees will be paid on the
Effective Date. The Debtor also anticipates having certain other
administrative expense claims of its professionals, such as Wauson
Probus, general counsel to the Debtor, and Lindsay, Lindsay &
Parsons, special litigation counsel to the Debtor. Those
administrative expense claims will be paid in cash, in full when
allowed, or if allowed then on the Effective Date, or as agreed to
between the Debtor and the administrative claimant.
Class 4 unsecured claimants shall be paid in cash, in full in equal
monthly payments over a period of 60 months from the Effective
Date.
On the Effective Date, the Newly Reorganized Debtor will execute
all other documents necessary to the implementation of the Plan and
the Order of Confirmation. All property of the estate shall be
transferred to the Newly Reorganized Debtor.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/txsb17-32456-34.pdf
About Lot Inc.
Lot, Inc., dba Lott P.A. Property, Inc. of Prairie Hill, Houston,
Texas, is a single asset real estate as defined in 11 U.S.C.
Section 101(51B). Its principal assets are located at 3931 South
MLK Drive Port Arthur, TX 77642.
The Debtor filed a voluntary petition under Chapter 11 of the
Bankruptcy Code on April 24, 2017 (Bankr. S.D. Tex. Case No.
17-32456). The Hon. Karen K. Brown presides over the case. Matthew
Brian Probus, Esq. at Wauson Probus serves as general counsel.
In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Loc Tran,
president.
M.B. UNLIMITED: Asks for Approval to Use SLBT Cash Collateral
-------------------------------------------------------------
M.B. Unlimited, Inc., with the consent of South Lafourche Bank &
Trust Company, requests the U.S. Bankruptcy Court for the Eastern
District of Louisiana for immediate interim authorization to use
cash collateral until a final hearing on the use of cash collateral
is concluded.
The Debtor seeks authority to utilize the full amount of the
post-petition funds generated in operations of the business as set
forth in the budget to pay obligations required by the Chapter 11
proceeding. The monthly budget reflects total operating expenses of
approximately $14,259.
South Lafourche Bank asserts a security interest in all of the
Debtor's immovable assets, including but not limited to, the real
estate, the rents, revenues, receivable generated by the real
estate and other tangible and intangible property of the Debtor.
The Debtor generates cash, cash equivalents, proceeds, and rents
which may constitute cash collateral. The Debtor claims that it
does not have sufficient resources available to operate without the
use of cash collateral.
As a result, the Debtor and South Lafourche Bank agree that the use
of cash collateral will prevent immediate and irreparable harm to
Debtor, South Lafourche Bank, the estate, and creditors. Absent
use of cash collateral, the Debtor will not be able to operate and
offer a plan of reorganization.
The Debtor proposes to grant South Lafourche Bank with security
interests, including a replacement lien in post-petition cash
collateral generated by the Debtor, in order to adequately protect
South Lafourche Bank.
The Debtor further seeks a final order regarding use of the cash
collateral subject to providing adequate protection to South
Lafourche Bank in the form of granting postpetition liens in South
Lafourche Bank's collateral and the postpetition receivables and
rent generated by the collateral postpetition.
Such replacement liens granted to South Lafourche Bank should be
subject to the right of payment of court costs and U.S. Trustee
Fees, as well as fees and expenses of Debtor's professionals
approved by the Court in (1) an amount agreed to by Debtor and
South Lafourche Bank, and approved by the Court; or (2) as set or
approved by the Court.
The Debtor and South Lafourche Bank request a final hearing on cash
collateral after notice to all parties on July 21, 2017 at 2:00
p.m.
A full-text copy of the Debtor's Motion, dated June 20, 2017, is
available at https://is.gd/aP2CXN
A copy of the Debtor's Budget is available at https://is.gd/1GYXby
About M.B. Unlimited, Inc.
M.B. Unlimited, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Case No. 17-10903) on April 11, 2017, disclosing under
$50,000 in assets and $50,000 to $100,000 in estimated liabilities.
The petition was signed by Tanya Boudreaux, secretary/treasurer.
The Debtor is represented by Richard W. Martinez, Esq., at Richard
W. Martinez, APLC. The Debtor hires Mitchell C. Compeaux, CPAs as
accountant.
No trustee or examiner or unsecured creditors’ committee has been
sought or approved.
MIG LLC: Creditors' Panel Objects to Sale of Assets to Shenton Park
-------------------------------------------------------------------
Adam Rhodes, writing for Bankruptcy Law360, reports that the
committee of unsecured creditors for MIG LLC filed an objection to
a proposed $72 million asset sale and asked the Hon. Kevin Gross of
the U.S. Bankruptcy Court for the District of Delaware to ensure
that the deal would fall in line with the Debtor's Chapter 11 plan.
According to Law360, the Committee said it not oppose the sale
proposal as a whole but are concerned about whether the sale falls
in line with the plan of reorganization, whether funds have been
set aside for administrative and priority claims and professional
fees, and whether the dismissal of subsidiary ITC Cellular LLC
would come after administrative and priority claims and creditor
distributions have been paid.
Law360 shares that the Committee argued that any order approving
the sale to Shenton Park must follow terms of the Plan that, among
other things, contains provisions related to administration of the
Debtor's estates post-effective date and continued oversight rights
of the unsecured creditors.
About MIG LLC
Formerly operating under the name "Metromedia International Group,
Inc.," MIG LLC -- http://www.migllc-group.com/-- owned and
operated and sold dozens of companies in diverse industries,
including entertainment, photo finishing, garden equipment and
sporting goods, until the late 1990s. In 1997 and 1998, MIG
consummated the sale of substantially all of its U.S.-based
entertainment assets and began focusing on expanding into emerging
communications and media businesses. By 2005, all of MIG's
operating businesses were located in the Republic of Georgia and
operated through its subsidiaries.
MIG LLC and affiliate ITC Cellular, LLC, filed for Chapter 11
bankruptcy protection on June 30, 2014. The cases are currently
jointly administered under Bankr. D. Del. Lead Case No. 14-11605.
As of the bankruptcy filing, MIG's sole valuable asset, beyond its
existing cash, is its indirect interest in Magticom Ltd. The
cases are assigned to Judge Kevin Gross.
Headquartered in Tbilisi, Georgia, Magticom is the leading mobile
telephony operator in Georgia and is also the largest telephone
operator in Georgia. Magticom serves 2.4 million subscribers with
a network that covers 97% of the populated regions in Georgia.
Magticom is owned by International Telcell Cellular, LLC, which is
46% owned by MIG unit ITC Cellular, 51% owned by Dr. George
Jokhtaberidze, and 3% owned by Gemstone Management Ltd.
Formerly known as MIG, Inc., MIG was a debtor in a previous case
(Bankr. D. Del. Case NO. 09-12118). It obtained approval of its
reorganization plan in November 2010.
The Debtors have tapped Greenberg Traurig LLP as counsel, Fox
Rothschild Inc. as financial advisor; Cousins Chipman and Brown,
LLP, as conflicts counsel; and Prime Clerk LLC as claims and notice
agent and administrative advisor. The Debtors have retained
Natalia Alexeeva as chief restructuring officer.
A three-member panel has been appointed in these cases to serve as
the official committee of unsecured creditors, consisting of
Walter M. Grant, Paul N. Kiel, and Lawrence P. Klamon. The
Committee is represented by Cole Schotz P.C.'s J. Kate Stickles,
Esq., and Patrick J. Reilley, Esq.; and the Law Offices of Henry F.
Sewell, Jr., LLC.
The Bank of New York Mellon is represented by Gerard Uzzi, Esq.,
and Eric Stodola, Esq., at Milbank Tweed Hadley & McCloy LLP, in
New York; Laura Davis Jones, Esq., at Pachulski Stang Ziehl &
Jones LLP, in Wilmington, Delaware; and Glenn E. Siegel, Esq., and
Rachel Jaffe Mauceri, Esq., at Morgan, Lewis & Bockius LLP, in New
York.
MURPHY & DURIEU: Taps Hoffman Mulligan as Tax Accountant
--------------------------------------------------------
Murphy & Durieu, L.P. seeks approval from the U.S. Bankruptcy Court
for the Southern District of New York to hire a tax accountant.
The Debtor proposes to hire Hoffman Mulligan CPAs, LLP to, among
other things, prepare its tax returns for the period 2014 to 2016,
and prepare amended returns for prior years, if necessary.
The hourly rates charged by the firm range from $250 to $400 for
its associates and from $125 to $175 for staff accountants.
Partners charge $500 per hour.
Janet Mulligan, a certified public accountant and a member of
Hoffman, disclosed in a court filing that her firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Janet Mulligan
Hoffman Mulligan CPAs, LLP
37 West 57th St., 5th Floor
New York, NY 10019
Tel: 212-583-1100
Fax: 212-583-1107
About Murphy & Durieu L.P.
Until 2016, Murphy & Durieu, L.P. was an institutional
broker-dealer qualified and operating under the Financial Industry
Regulatory Authority Inc. with offices at 120 Broadway, New York,
New York. M&D operated as a broker-dealer from 1929 until in or
around March 2015.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 17-22730) on May 16, 2017. Joshua
Rizack, chief restructuring officer, signed the petition.
At the time of the filing, the Debtor estimated its assets and
debts at $1 million to $10 million.
Judge Robert D. Drain presides over the case. Fred Stevens, Esq.,
Brendan M. Scott, Esq., and Lauren C. Kiss, Esq., at Klestadt
Winters Jureller Southard & Stevens, LLP, serve as counsel to the
Debtor.
MURPHY & DURIEU: Taps Klestadt Winters as Legal Counsel
-------------------------------------------------------
Murphy & Durieu, L.P. seeks approval from the U.S. Bankruptcy Court
for the Southern District of New York to hire legal counsel in
connection with its Chapter 11 case.
The Debtor proposes to hire Klestadt Winters Jureller Southard &
Stevens, LLP to, among other things, investigate its financial
condition, communicate with its constituents, and assist in the
preparation and implementation of a plan of reorganization or
liquidation.
The hourly rates charged by the firm range from $495 to $695 for
partners and from $275 to $395 for associates. Paralegals bill at
$175 per hour.
Fred Stevens, Esq., the attorney who will be handling the case,
will charge an hourly fee of $575.
Mr. Stevens disclosed in a court filing that his firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Fred Stevens, Esq.
Brendan M. Scott, Esq.
Lauren C. Kiss, Esq.
Klestadt Winters Jureller
Southard & Stevens, LLP
200 West 41st Street, 17th Floor
New York, NY 10036
Tel: (212) 972-3000
Fax: (212) 972-2245
Email: fstevens@klestadt.com
Email: bscott@klestadt.com
Email: lkiss@klestadt.com
About Murphy & Durieu L.P.
Until 2016, Murphy & Durieu, L.P. was an institutional
broker-dealer qualified and operating under the Financial Industry
Regulatory Authority Inc. with offices at 120 Broadway, New York,
New York. M&D operated as a broker-dealer from 1929 until in or
around March 2015.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 17-22730) on May 16, 2017. Joshua
Rizack, chief restructuring officer, signed the petition.
At the time of the filing, the Debtor estimated its assets and
debts at $1 million to $10 million.
Judge Robert D. Drain presides over the case.
NILE SWIM CLUB: Seeks to Hire Ryan Appraisal as Appraiser
---------------------------------------------------------
The Nile Swim Club of Yeadon, Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to hire
an appraiser.
The Debtor proposes to hire Ryan Appraisal & Real Estate Company to
conduct an appraisal of its real property in Delaware County,
Pennsylvania.
The Debtor intends to submit a Chapter 11 plan that calls for the
sale of a portion of its real property, and needs the services of
the firm to determine the market value of the portion of the
property to be sold, according to court filings.
The appraisal report will incur a professional services fee of
$1,200 for the excess land only or $2,200 for the entirety
including the swim club buildings and pool facilities.
The firm can be reached through:
Kevin Ryan
Ryan Appraisal & Real Estate Company
64 W. Marshall Road
Lansdowne, PA 19050
Phone: (610) 622-1887
Fax: 622-9884
About The Nile Swim Club of Yeadon
The Nile Swim Club of Yeadon, Inc. is a non-profit swim club that
provides swimming facilities for its members, their guests, members
of the Yeadon borough community and the general public.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Pa. Case No. 16-16514) on September 14, 2016.
Gwendolyn Brown, president, signed the petition. At the time of
the filing, the Debtor estimated assets and liabilities of less
than $500,000.
The Debtor is represented by:
Demetrius J. Parrish, Jr., Esq.
The Law Offices of Demetrius J. Parrish
7715 Crittenden Street, Suite 360
Philadelphia, PA 19118
Phone: (215) 735–3377
Fax: (215) 827–5420
Email: djpbkpa@gmail.com
NORTHWEST PATIO: Wants to Use IRS's Cash Collateral
---------------------------------------------------
Triad Guaranty Inc. filed a third motion seeking authorization from
the U.S. Bankruptcy for the District of Delaware to incur
postpetition debt, of up to $400,000, from Triad DIP Investors
LLC.
A hearing to consider the Debtor's request is scheduled for July
12, 2017, at 2:00 p.m. (ET). Objections to the request must be
filed by July 5, 2017, at 4:00 p.m. (ET).
Triad DIP Investors has agreed to the extend the $400,000 loan in
exchange for superpriority administrative expense treatment and a
warrant to acquire 10% of the fully diluted common stock of the
reorganized Debtor.
The Debtor is in the final stages of completing its reorganization
and on its way to emerging from bankruptcy. The Loan is necessary
to fund the Debtor's strategy of proposing a Chapter 11 plan of
reorganization and pay going-forward administrative expenses
attendant thereto, as well as certain other necessary monthly
expenses in the ordinary course of business.
The Loan has an interest rate of 10% per annum, and will mature on
the earliest of: (a) the date on which the Court approves a
debtor-in-possession lending transaction with any other lender, (b)
the effective date of any plan of reorganization of the Debtor, and
(c) the date of the conversion of the Debtor's bankruptcy case to a
case under Chapter 7 liquidation, or the dismissal of the
bankruptcy case. In the event that the maturity date is the
effective date of any confirmed Chapter 11 plan of the Debtor, the
loan shall automatically convert to into a two-year term loan as of
the confirmation date.
The Lender will be granted a superpriority administrative expense
claim for the amount loaned under the note.
The Court has already approved, and the Debtor has received,
$40,000 in postpetition financing from William T. Ratliff, III:
* On March 10, 2016, the Court granted the Debtors' motion to
borrow $20,000 to pay certain fees required to be paid to the
Office of the U.S. Trustee and to extend the D&O Coverage.
* On March 31, 2017, the Court granted the Debtor's motion to
borrow $20,000 to pay fees to the U.S. Trustee and to fund a
further extension of the D&O Coverage.
A copy of the Debtor's Third DIP Financing Motion is available at:
http://bankrupt.com/misc/deb13-11452-469.pdf
About Triad Guaranty
Winston-Salem, N.C.-based Triad Guaranty Inc. (OTC BB: TGIC) --
http://www.triadguaranty.com/-- is a holding company that
historically provided private mortgage insurance coverage in the
United States through its wholly-owned subsidiary, Triad Guaranty
Insurance Corporation. TGIC is a nationwide mortgage insurer
pursuing a run-off of its existing in-force book of business.
In December 2012, the Company's mortgage insurer subsidiary, Triad
Guaranty Insurance Corporation, was placed into rehabilitation,
whereby the Illinois Department of Insurance was vested with
possession and control over all of TGIC's assets and operations.
On May 30, 2013, the magistrate judge for the U.S. District Court
of the Middle District of North Carolina issued an order denying
the Company's motion to dismiss a class action lawsuit against the
company and two of its former officers. Shareholders filed the
class action suit in 2009, claiming the company misled investors
about poor financial results caused by improper underwriting
procedures.
Triad Guaranty Inc. filed a Chapter 11 petition (Bankr. D. Del.
Case No. 13-11452) on June 3, 2013, estimating assets of at least
$100 million and liabilities of less than $50,000.
Attorneys at Womble Carlyle Sandridge & Rice, LLP, serve as counsel
to the Debtor. Triad Guaranty tapped Donlin, Recano & Company,
Inc., as claims and noticing agent.
NUANCE COMMUNICATIONS: Moody's Alters Outlook to Positive
---------------------------------------------------------
Moody's Investors Service affirmed Nuance Communications, Inc.'s
ratings including its Ba3 Corporate Family rating and revised its
ratings outlook to positive from stable. The change in outlook
reflects the improving operating performance, strong cash flow and
expectation of deleveraging over the next 12-18 months.
Ratings Rationale
Nuance's Ba3 corporate family rating reflects its leading position
in the voice recognition and language understanding software
industry offset by uncertain revenue growth prospects, high
leverage levels (estimated at 6.5x as of March 31, 2017 pro forma
for certain one-time costs) and a history of significant share
buybacks. Though leverage is high, free cash flow is expected to
remain strong. Pro forma free cash flow to debt is estimated at
approximately 15% for the twelve months ended March 31, 2017. While
the company continues to maintain a leading position within its
markets, the company's growth profile slowed in recent years due to
changing product mix in its healthcare end market, challenging
conditions in the mobile devices end market and a shift to
subscription sales. Revenues are beginning to show signs of
stabilizing and Moody's expects flat to modest organic growth over
the next several years. The shift to a subscription model for a
significant portion of the company's products contributed to
negative organic growth in recent years but appears to be near an
inflection point. Although the company has slowed its pace of
acquisitions in recent periods, Moody's expects acquisitions will
continue to be an important, albeit smaller, part of the company's
growth strategy. The ratings incorporate the expectation that the
company will continue to use a mix of cash, debt and stock to
finance acquisitions.
The ratings could be upgraded if the company returns to organic
growth and leverage is on track to fall below 5.5x and free cash
flow to debt is sustained above 15 %. The ratings could be
downgraded if pro forma leverage is expected to exceed 7x on other
than a temporary basis, or the free cash flow to debt ratio falls
below 10%. The ratings could also be lowered if there are
detrimental changes in Nuance's core business segments or its
competitive position.
Nuance's speculative grade liquidity rating of SGL-1 indicates a
very good liquidity profile, driven by Moody's expectations of
strong free cash flow, strong cash balances and an undrawn $243
million revolver. The company had $831 million of cash as of March
31, 2017. The company is expected to use its cash to repay $378
million of 2.75% convertible notes that can be put in November
2017. Nuance is expected to generate about $500 million of
annualized FCF over the next 12 to 18 months.
Outlook Actions:
Issuer: Nuance Communications, Inc.
-- Outlook, Changed To Positive From Stable
Affirmations:
Issuer: Nuance Communications, Inc.
-- Corporate Family Rating, Affirmed Ba3
-- Probability of Default Rating, Affirmed Ba3-PD
-- Speculative Grade Liquidity Rating, Affirmed SGL-1
-- Corporate Family Rating, Affirmed Ba3
-- Senior Unsecured Regular Bonds/Debentures, Affirmed Ba3 (LGD4)
The principal methodology used in these ratings was Software
Industry published in December 2015.
Nuance Communications, Inc., headquartered in Burlington, MA is a
leading provider of speech, text and imaging software solutions for
businesses and consumers. The company had revenues of $2 billion
for the twelve months ended March 31, 2017.
OCONEE REGIONAL: May Pay Medical Providers' Prepetition Claims
--------------------------------------------------------------
The Hon. Austin E. Carter of the U.S. Bankruptcy Court for the
Middle District of Georgia has granted Oconee Regional Health
Systems, Inc., et al.'s request for authority to pay certain
prepetition claims of independent medical providers.
The Debtors are authorized to honor and pay up to $80,000 in
unpaid, prepetition wages owed to independent physicians, incurred
during the period from April 1, 2017, through the Petition Dates in
the ordinary course of business.
The Debtors' banks and financial institutions are authorized to
honor and pay any checks issued, and to make other transfers, in
respect of the employee obligations. Any payments pursuant to the
court order will only be made to the extent allowed by any orders
authorizing the Debtors to incur postpetition financing or use cash
collateral, including any budget approved by the court orders.
A copy of the court order is available at:
http://bankrupt.com/misc/gamb17-51005-203.pdf
About Oconee Regional Medical Center
Oconee Regional Medical Center (ORMC) is located in Milledgeville
near the geographic center of Georgia, providing advanced
healthcare technologies to the 90,000 residents living in the seven
surrounding counties.
Oconee Regional Health Systems, Inc., owner of the Oconee Regional
Medical Center, and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. M.D. Ga.) on May 10, 2017. The six
affiliates are Oconee Regional Medical Center, Inc. (Case No.
17-51006), Oconee Regional Health Services, Inc. (Case No.
17-51007), Oconee Regional Emergency Medical Services, Inc. (Case
No. 17-51008), Oconee Regional Health Ventures, Inc., dba Oconee
(Case No. 17-51009), Oconee Internal Medicine, LLC (Case No.
17-51010), and Oconee Orthopedics, LLC (Case No. 17-51011).
Two more affiliates sought bankruptcy protection on May 11, 2017.
These affiliates are ORHV Sandersville Family Practice, LLC (Case
No. 17-51012), and Oconee Regional Senior Living, Inc. (Case No.
17-51013).
The petitions were signed by Steven M. Johnson, interim chief
executive officer.
The Debtors' bankruptcy counsel are Mark I. Duedall, Esq., and
Leah
Fiorenza McNeill, Esq., in Atlanta, Georgia.
The Debtors' special counsel is James-Bates-Brannan-Groover-LLP,
while the Debtors' investment banker is Houlihan Lokey.
Grant Thornton is the Debtors' financial advisor.
OCONEE REGIONAL: Taps Grant Thornton as Financial Advisor
---------------------------------------------------------
Oconee Regional Health Systems, Inc. has filed an application
seeking approval from the U.S. Bankruptcy Court for the Middle
District of Georgia to hire a financial advisor.
In its application, Oconee Regional proposes to hire Grant Thornton
LLP to validate all requests for draws under its postpetition
financing, and assist in revising its debtor-in-possession budget.
The firm may also provide other financial advisory services,
including claims analysis, wind-down budgeting, and assistance on
financial matters necessary to close on a sale of its assets.
The hourly rates charged by the firm range from $250 for associates
to $665 for partners and managing directors. Grant Thornton
received a retainer in the amount of $42,857.18 prior to Oconee
Regional's bankruptcy filing.
Scott Davis, a partner at Grant Thornton, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Scott Davis
Grant Thornton LLP
201 S. College St., Suite 2500
Charlotte, NC 28244
Tel: +1 704-632-3500/+1 704-632-3540
Fax: +1 704-334-7701
Email: scott.davis@us.gt.com
About Oconee Regional Medical Center
Oconee Regional Medical Center (ORMC) is located in Milledgeville
near the geographic center of Georgia, providing advanced
healthcare technologies to the 90,000 residents living in the seven
surrounding counties.
Oconee Regional Health Systems, Inc., owner of the Oconee Regional
Medical Center, and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. M.D. Ga. Lead Case 17-51005) on May
10, 2017. The six affiliates are Oconee Regional Medical Center,
Inc. (Case No. 17-51006), Oconee Regional Health Services, Inc.
(Case No. 17-51007), Oconee Regional Emergency Medical Services,
Inc. (Case No. 17-51008), Oconee Regional Health Ventures, Inc.,
dba Oconee (Case No. 17-51009), Oconee Internal Medicine, LLC (Case
No. 17-51010), and Oconee Orthopedics, LLC (Case No. 17-51011).
Two more affiliates sought bankruptcy protection on May 11, 2017.
These affiliates are ORHV Sandersville Family Practice, LLC (Case
No. 17-51012), and Oconee Regional Senior Living, Inc. (Case No.
17-51013).
The petitions were signed by Steven M. Johnson, interim chief
executive officer.
The Debtors are represented by Mark I. Duedall, Esq., and Leah
Fiorenza McNeill, Esq., at Bryan Cave LLP.
The Debtors hired James-Bates-Brannan-Groover-LLP as special
counsel; Houlihan Lokey as investment banker; and Garden City
Group, LLC as noticing agent.
On May 16, 2017, the Office of the U.S. Trsutee appointed an
official committee of unsecured creditors. Greenberg Traurig, LLP
is the committee's bankruptcy counsel.
OLIVER C&I: August 30 Disclosure Statement Hearing
--------------------------------------------------
Judge Mildred Caban Flores of the U.S. District Court for the
District of Puerto will convene a hearing on August 30, 2017, at
9:00 a.m. to consider and rule upon the adequacy of the disclosure
statement filed by Oliver C&I Corp.
Objections to the form and content of the disclosure statement
should be in writing and filed with the court and served upon
parties in interest not less than 14 days prior to the hearing.
About Oliver C & I Corp.
Oliver C & I Corp., based in Guaynabo, Puerto Rico, filed a
Chapter
11 petition (Bankr. D.P.R. Case No. 16-08311) on October 17, 2016.
The petition was signed by Max Olivera, vice-president and
treasurer. The case is assigned to Judge Mildred Caban Flores.
In
its petition, the Debtor indicated $29.94 million in total assets
and $1.06 million in total liabilities.
The Debtor is represented by Carmen D. Conde Torres, Esq. at C.
Conde & Assoc. The Debtor employs Doris Barroso Vicens of RSM
Puerto Rico as its accountant; and Aurora Oti-Yvonnet of Villafane
& Oti, Certified Public Accountants, PSC, as its external auditor.
OMEROS CORP: May Issue 3.6 Million Shares Under Incentive Plan
--------------------------------------------------------------
Omeros Corporation filed with the Securities and Exchange
Commission a Form S-8 registration statement to register
3,600,000 shares of its common stock issuable under the Company's
2017 Omnibus Incentive Compensation Plan. The proposed maximum
aggregate offering price is $74.48 million. A full-text copy of
the regulatory filing is available for free at:
https://is.gd/QbK4fd
About Omeros Corp
Omeros Corporation -- http://www.omeros.com/-- is a
biopharmaceutical company committed to discovering, developing and
commercializing both small-molecule and protein therapeutics for
large-market as well as orphan indications targeting inflammation,
coagulopathies and disorders of the central nervous system.
Omeros reported a net loss of 66.74 million for 2016 following a
net loss of $75.09 million for 2015. As of March 31, 2017, the
Company had $58.40 million in total assets, $106.51 million in
total liabilities and a total stockholders' deficit of $48.11
million.
Ernst & Young LLP, in Seattle, Washington, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has recurring losses
from operations and has a net capital deficiency that raise
substantial doubt about its ability to continue as a going concern.
ORIGINAL SOUPMAN: Proposes $2 Million of DIP Financing
------------------------------------------------------
Soupman, Inc., et al., ask for permission from the U.S. Bankruptcy
Court for the District of Delaware to obtain first priority and
priming postpetition financing in the form of a $2 million term
loan from Soupman Lending, LLC, and to use cash collateral.
The Debtors ask that the Court allow it to use $1 million of the
DIP Loan on an interim basis, and the remainder of the DIP Loan on
a final basis.
The Debtors say that they have an immediate need for postpetition
financing in order to administer the Chapter 11 cases, operate
their business post-petition, preserve and maximize the value of
the Debtors' assets for the value of creditors, and potentially
consummate a sale of substantially all of its assets.
Due to the fact that virtually all of the Debtors' cash constitutes
cash collateral, and substantially all of its non-cash assets are
subject to the Prepetition Liens and security interests of the
prepetition lenders, the Debtors are currently without sufficient
unencumbered funds with which to pay ongoing operating expenses
necessary to administer the Chapter 11 cases. The Debtors'
immediate access to the proposed DIP Loan is necessary in order to
administer the Chapter 11 cases, operate the Debtors' business,
preserve and maximize the value of the Debtors' assets and estates
for the value of creditors, potentially consummate a sale of
substantially all of the Debtors' assets, and avoid immediate and
irreparable harm to the Debtors' estates and creditors.
As a result of extensive arm's-length negotiations conducted by the
Debtors and the DIP Lender, the DIP Lender have agreed and
consented to provide the Debtor with the DIP Loan and use of Cash
Collateral. In addition, the prepetition lenders have agreed to
permit the Debtor to use Cash Collateral during the interim
postpetition period. These financial accommodations should enable
the Debtors to commence, and continue to administer in an orderly
fashion, the Chapter 11 cases, while exploring the potential sale
of substantially all of the Debtors' assets.
The DIP Liens include: (I) first priority liens upon and security
interests in (a) all Accounts and payment intangibles, (b)
Inventory and Documents for any Inventory, and (c) all Intellectual
Property and related assets; and (II) priority liens upon and
security interests in (i) all of those other items and types of
collateral in which security interests may be created under Article
9 of the Uniform Commercial Code, (ii) all of those other items and
types of collateral not governed by Article 9 of the Uniform
Commercial Code, including, without limitation, to the extent not
permitted by applicable non-bankruptcy law, licenses issued by any
federal or state regulatory authority, any leasehold or other real
property interests, and commercial tort claims of the Debtors,
(iii) any and all other DIP Collateral of any nature or form, and
(iv) the products, rents, offspring, profits, and proceeds of any
of the foregoing.
The DIP agent will be granted, for itself and the ratable benefit
of the DIP Lender, these liens and claims:
a. superpriority administrative expense claims;
b. first priority liens upon and security interest in (a) all
accounts and payment intangibles, (b) inventory and
documents for any inventory, and (c) all intellectual
property and related assets, and on all assets of the
Debtors and their Estates;
c. a first priority security interest and lien on all
unencumbered property of the Debtors and the Estates,
which Section 364(c)(2) Liens will be subject and
subordinate only to the carve-out.
The maturity date of the DIP Facility will be the earliest of: (i)
stated maturity, which shall be first Business Day on or after 90
days after the Petition Date, (ii) the effective date of any
Chapter 11 plan of the Debtors that is reasonably acceptable to the
DIP Lender, (iii) the date that is 30 days after the interim court
order entry date if the final court order will not have been
entered by that date, (iv) entry of a court order converting any of
the Chapter 11 cases to a case under Chapter 7 of the U.S.
Bankruptcy Code or dismissing any of the Chapter 11 cases; (v) the
closing of a sale of substantially all of the Debtors' assets and
(vi) the acceleration of the loans or termination of the
commitments under the DIP Facility, including, without limitation,
as a result of the occurrence of an event of default.
The DIP Loans will bear interest on the unpaid principal amount
thereof plus all obligations owing to, and rights of, the DIP
Lender pursuant to the DIP Credit Agreement, including without
limitation, all interest, fees, and costs accruing thereon from the
date of the entry of the interim court order to and including the
Maturity Date, at an annual interest rate of 15% to be paid monthly
on the first business day of each month.
Upon entry of the interim court order, the Debtors will be
obligated to pay from the proceeds of the DIP Loan: (i) Commitment
Fee of 2% of the full DIP Facility amount, earned and payable in
cash at time of commitment; and (ii) Funding Fee of 2% of the DIP
Facility amount, earned and payable in cash as drawn. In addition,
the Debtors will be obligated to pay an Exit Fee of 5% of the DIP
Facility amount, earned and payable in cash upon the Maturity Date
or upon the Prepayment of the DIP Loan. The Debtors will pay or
reimburse the DIP Lender for all of its reasonable costs and
expenses incurred in connection with the collection or enforcement
of or preservation of any rights under the DIP Credit Agreement,
including, without limitation, the fees and disbursements of
counsel for the DIP Agent, including attorneys' fees out of court,
in trial, on appeal, in bankruptcy proceedings, or otherwise. In
addition to any adequate protection afforded to the DIP Lender, the
Debtors will pay a non-refundable work fee of $100,000 to DIP
Lender's attorney upon entry of the interim court order.
Hillair Capital Management LLC, as the prepetition agent, and the
prepetition secured parties named in the Securities Purchase
Agreement dated as of July 26, 2016, by and between Soupman Inc.,
and each purchaser named therein pursuant to which the Debtor
issued the 8% Senior Secured Original Issue Discount Convertible
Debentures due 2018, will be granted the following adequate
protection to as protection for interests in the prepetition
collateral as set forth in the Prepetition Securities Documents in
an amount equal to the diminution in value of the security
interests calculated in accordance with Section 506(a) of the U.S.
Bankruptcy Code, whether or not the diminution in value results
from the sale, lease or use by the Debtors of the collateral or the
stay of enforcement of any prepetition security interest arising
from Section 362 of the Bankruptcy Code, or otherwise, subject and
subordinate to the carve-out, the DIP Liens and DIP Superpriority
Claims: (a) the Agent, for the benefit of the Prepetition Secured
Parties, will be granted, valid, binding, enforceable
non-avoidable, and automatically perfected junior postpetition
security interests in and liens on the DIP Collateral, which will
be junior only to the DIP Liens and the Carve-out; and (b) the
Agent, for the benefit of the Prepetition Secured Parties, will be
granted, a separate allowed superiority administrative claim in the
Chapter 11 cases.
Any one of these, among others, will constitute an event of default
under the DIP Credit Agreement:
a. failure to pay any obligations to the DIP Lender as and
when due, including, but not limited to, any adequate
protection obligations;
b. failure to file a plan of reorganization and accompanying
disclosure statement reasonably acceptable to the DIP
Lender by Sept. 15, 2017;
c. failure to perform, or otherwise breach, any covenant or
agreement of the Debtors contained in the DIP Credit
Agreement, which failure or breach will continue for
10 days after the date upon which the Debtors have
received a written notice of such failure or breach from
the Lender; and
d. rendering against a Debtor of a final non-appealable
arbitration award, judgment, decree or order for the
payment of money in excess of $100,000 (excluding amounts
covered by insurance to the extent the relevant
independent third-party insurer has not denied coverage
therefor), and the same will remain unsatisfied,
unvacated and unstayed pending appeal for a period of
30 consecutive days after the entry thereof.
A copy of the Debtor's motion is available at:
http://bankrupt.com/misc/deb17-11313-24.pdf
About the Original Soupman
The Original Soupman, Inc. -- http://originalsoupman.com/--
manufactures and sells soups under the brand name "Original
Soupman". Soupman at present sells soups in 17-ounce Tetra Recart
packaging to grocery chains and club stores throughout the United
States, through on-line retailers, and in frozen 4 pound bulk
packaging to its franchise restaurants and to the New York City
School System.
The parent entity, Soupman, Inc., is a publically traded Delaware
corporation on the OTCQB. Kiosk Concepts, Inc., an 80% owned
subsidiary of The Original Soupman, was created to license the
intellectual property to franchisees.
In 2004, Soupman signed a license agreement with Yegan Food Inc.,
which operated a soup restaurant in West 55th Street in New York,
run by Ali "Al" Yeganeh. This restaurant became a worldwide
destination for soups, being rated #1 by Zagat and praised by the
New York Times as "Art, not Soup." The fame of the business and
its soup rose to even greater heights after a 1995 "Seinfeld"
episode in which the irascible Soup Nazi berates customers who
stand in long lines for his legendary soup, often yelling "No soup
for you!"
The Original Soupman, Inc., Soupman, Inc., and Kiosk Concepts,
Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
17-11313) on June 13, 2017.
The Debtors tapped Polsinelli PC as counsel; Wyse Advisors, LLC as
restructuring advisors; and Epiq Bankruptcy Solutions, Inc., as
notice and claims agent. Wyse Advisors managing partner Mike Wyse
is currently interim CFO of the Debtors.
PALM BEACH FINANCE: Trustee Taps Kluger Kaplan as Local Counsel
---------------------------------------------------------------
The liquidating trustee for Palm Beach Finance Partners LP and Palm
Beach Finance II LP seeks approval from the U.S. Bankruptcy Court
for the Southern District of Florida to hire Kluger, Kaplan,
Silverman, Katzen & Levine, P.L.
Barry Mukamal, the liquidating trustee for the two funds victimized
by Thomas Petters, the perpetrator of the third-largest U.S. Ponzi
scheme, proposes to hire the firm as his local counsel in
Minnesota.
Daniel Rosen, Esq., the attorney at Kluger who will be providing
the services, will charge $480 per hour. The hourly rate for
paralegals is $175.
Mr. Rosen disclosed in a court filing that he and his firm do not
represent any interest adverse to the liquidating trustee.
The firm can be reached through:
Daniel N. Rosen, Esq.
Kluger, Kaplan, Silverman
Katzen & Levine, P.L.
80 South 8th Street, Suite 900
Minneapolis, MN 55402
Tel: (612) 767-3000
Fax: (612) 767-3004
About Palm Beach Finance Partners
Palm Beach Gardens, Florida-based hedge fund Palm Beach Finance
Partners, L.P., solicited capital contributions from third-party
limited partners, and proceeded to invest substantial amounts of
the capital with the Petters Company, Inc.
PBFP filed for Chapter 11 protection (Bankr. S.D. Fla. Case No.
09-36379) on Nov. 30, 2009. Its affiliate, Palm Beach Finance II,
L.P., also filed for bankruptcy (Bankr. S.D. Fla. Case No.
09-36396). PBF II estimated $500 million to $1 billion in assets
and liabilities in its petition.
Paul A. Avron, Esq., and Paul Steven Singerman, Esq., at Berger
Singerman LLP, assisted the Debtors in their restructuring
efforts.
On January 29, 2010, the Office of the U.S. Trustee appointed Barry
Mukamal as Chapter 11 trustee in both of the Debtors' estates.
On October 19, 2010, the court confirmed the joint Chapter 11 plan
of liquidation proposed by Mr. Mukamal and Geoffrey Varga, official
liquidator for Palm Beach Offshore, Ltd., and Palm Beach Offshore
II, Ltd.
Mr. Mukamal is the liquidating trustee by virtue of the court's
order confirming the liquidating plan. He is represented by
Michael S. Budwick, Esq., at Meland Russin & Budwick, P.A. The
trustee employed Koyzak Tropin & Throckmorton, LLP as special
co-counsel and Jerome M. Hesch as expert consultant.
PARKER DEVELOPMENT: SummitBridge Files Chapter 11 Liquidation Plan
------------------------------------------------------------------
SummitBridge National Investments III LLC, a secured creditor of
Parker Development, LLC, filed with the U.S. Bankruptcy Court for
the Eastern District of Virginia a disclosure statement describing
its plan of liquidation, dated June 16, 2017, for the Debtor.
The Plan provides that the Court shall appoint a plan trustee who
shall be selected and identified by the Plan Proponent upon notice
to all interested parties. The Plan Trustee shall have full, sole,
and exclusive authority to operate and sell the commercial real
estate in the City of Norfolk, Virginia. The authority to operate
the Property shall include the authority to negotiate new leases,
lease extensions and lease renewals, and to pursue enforcement of
existing and new leases, including the collection of unpaid rent.
The authority to sell the Property shall include the authority to
convey the Property by special warranty deed.
The Plan Trustee, in consultation with the Plan Proponent and
subject to the Plan Proponent's approval, will retain the services
of an auctioneer and commence the process to have the Property
advertised and sold in a commercially reasonable manner at an
auction sale. Any cash on hand will be used to fund the costs of
advertising and marketing for the Auction Sale. The Auction Sale
shall be conducted pursuant to section 363 of the Bankruptcy Code
and all applicable rules of bankruptcy procedure and shall be
conditioned upon approval by the Bankruptcy Court upon motion of
the Plan Trustee, with notice as may be required by applicable
bankruptcy law and rules, including notice to all creditors and to
George Parker, as the sole interest holder of the Debtor. Until the
Property has been sold, the Property shall be operated in the
ordinary course of business.
SummitBridge shall be entitled to the rights provided by 11 U.S.C.
section 363(k) to credit bid its secured claim at the Auction Sale.
Any sale of the Property pursuant to the terms of the Plan shall be
free from imposition of any tax by any state and/or local authority
pursuant to §1146(a) of the Bankruptcy Code.
At the closing of the Auction Sale, the closing agent will be
authorized to distribute the proceeds of sale to pay all costs of
sale, including the compensation of the Auctioneer, all unpaid
postpetition real estate taxes (to the extent not paid from funds
on hand with the Debtor), the Allowed Secured Claim of Norfolk (to
the extent not otherwise paid on the Effective Date from funds on
hand with the Debtor) and the Allowed Secured Claim of
SummitBridge.
The remaining funds on hand shall be distributed by the closing
agent to the Plan Trustee to be held in escrow pending
distribution. The Plan Trustee shall be entitled to reimbursement
of all out-of-pocket expenses incurred by the Plan Trustee in the
performance of his duties under this Plan. In addition, the Plan
Trustee shall be entitled to compensation upon such terms as may be
agreed upon between the Plan Trustee and the Plan Proponent and
approved by the Court.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/vaeb16-73359-76.pdf
About Parker Development
Parker Development, LLC, also known as Parker Development I, LLC,
is a Virginia limited liability company that owns and operates
certain commercial real estate in the City of Norfolk, Virginia.
Parker Development filed a Chapter 11 petition (Bankr. E.D. Va.
Case No. 16-73359) on Sept. 28, 2016. The petition was signed by
George G. Parker, president. Judge Stephen C. St. John presides
over the case. Greer W. McCreedy, II, Esq., at The McCreedy Law
Group, PLLC, serves as bankruptcy counsel. At the time of filing,
the Debtor estimated assets and liabilities at $1 million to $10
million.
PARKER PORK: $40K Private Sale of 2 Cars to Gage Approved
---------------------------------------------------------
Judge Dale L. Somers of the U.S. Bankruptcy Court for the District
of Kansas authorized the private sale by Parker Pork Farms, LLC,
and Edwin Elzie Parker of 1967 Chevrolet Chevelle and 1971 GMC
Pickup to Steve Gage for $20,000 each.
Debtor Parker owns the Vehicles. No creditors have a lien in the
Automobiles. He is authorized to use the sale proceeds for his
living expenses and expenses of administering the bankruptcy
estate, including insurance and quarterly US Trustee fees.
About Parker Pork Farms
Parker Pork Farms own a hog farming operation and a crop growing
operation, consisting of approximately 590 acres of useable crop
ground.
Based in Robinson, Kansas, Parker Pork Farms LLC and its owner
Edwin Elzie Parker sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kan. Lead Case No. 17-20202) on Feb.
13,
2017. The petition was signed by Edwin Elzie Parker, owner.
Carl R. Clark, Esq., at Lentz Clark Deines PA, serves as legal
counsel for the Debtor and its owner.
At the time of the filing, Parker Pork Farms estimated assets of
less than $50,000 and liabilities of $1 million to $10 million.
No trustee or examiner has been appointed, and no official
committee of creditors or equity interest holders has yet been
established.
PENICK PRODUCE: Taps Legacy Capital as Investment Banker
--------------------------------------------------------
Penick Produce Company, Inc. has filed an application seeking
approval from the U.S. Bankruptcy Court for the Northern District
of Mississippi to hire an investment banker.
In its application, Penick proposes to hire Legacy Capital, Inc. to
assist in exploring potential restructuring, financing or sale
transactions with respect to assets of the company and its
affiliates.
Legacy will be paid a retainer of $25,000 to cover expenses and
up-front costs.
The firm will also receive fees in the total amount of $250,000 for
a restructuring transaction; or 5% of the "aggregate sale
consideration" for a sale transaction.
If the Debtor enters into a financing transaction, Legacy will
receive fees equal to (i) 2% of any new senior secured debt
financing; (ii) 4% of the amount of any new junior secured debt
financing; (iii) 4% of any new unsecured debt financing; and 6% of
any new equity financing.
The firm does not represent or hold any interest adverse to the
Debtors, according to court filings.
The firm can be reached through:
Charles D. Porter
Legacy Capital, Inc.
433 Metairie Road, Suite 405
Metairie, LA 70005
Phone: 504-837-3450
Fax: 504-837-3488
About Penick Produce Company
Founded in 1991, Penick Produce Co., Inc., is a small organization
in the fresh fruits and vegetable companies industry located in
Vardaman, Mississippi.
Penick Produce, Co., and affiliates Penick Business LP and Penick
LP sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. N.D. Miss. Lead Case No. 17-11522) on April 26, 2017. The
petitions were signed by Robert A. Langston, president.
At the time of the filing, Penick Produce estimated assets at $10
million to $50 million and debt at $1 million to $10 million.
Judge Jason D. Woodard presides over the cases.
The Debtors are represented by Douglas C. Noble, Esq., at McCraney,
Montagnet, Quin & Noble, PLLC.
An official committee of unsecured creditors was appointed by the
U.S. Trustee on May 16, 2017, and modified on May 18, 2017. The
committee retained the Law Office of Derek A. Henderson, as
counsel.
PETER HILER: Sale of Wellfleet Property for $248K Approved
----------------------------------------------------------
Judge Jean K. FitzSimon of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania authorized Peter C. Hiler's sale
of real estate located at 140 Main Street, Wellfleet,
Massachusetts, to Penn Real Estate Group, Inc. for $247,800.
The sale is free and clear of all liens, claims and encumbrances.
The Debtor is authorized to enter into a lease with the Purchaser
as set forth in the Motion with a buy back provision as identified
therein.
The proceeds of sale will be distributed as follows: (i) first, to
satisfy all closing costs and expenses relating to the sale; (ii)
second, to Flaster/Greenberg, P.C., in the amount of $25,000 on
account of its outstanding administrative claim; (iii) third, to
Seaman's Bank in the amount of $13,310 on account of its priority,
secured claim; (iv) fourth, to Thomas Sabol and Arlene Douglas in
the amount of $24,000 on account of its second priority, secured
claim; and (v) all remaining proceeds to the IRS on account of its
third priority, secured claim, filed in the case.
The stay provisions of the Bankruptcy Rule 6004(h) are waived.
Peter C. Hiler sought Chapter 11 protection (Bankr. E.D. Pa. Case
No. 16-16759) on Sept. 25, 2016. The Debtor tapped Harry J.
Giacometti, Esq., at Flaster/Greenberg, P.C., as counsel.
PHARMACOGENETICS DIAGNOSTIC: Plan Filing Period Moved to Sept. 5
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Kentucky
entered an agreed order extending Pharmacogenetics Diagnostic
Laboratory, LLC's exclusivity periods for filing and soliciting
acceptances of a Plan of Reorganization to and including September
5, 2017, and November 6, 2017, respectively.
The Parties agreed to resolve the Objection filed by The University
of Louisville Foundation which objection was joined by Essential
Molecular Testing Corporation, LLC and Scott Goodman. Among other
things, the Parties agreed that:
(a) the Debtor will not seek any further extension of the
exclusivity periods from the Court without obtaining the consent of
the Foundation, such consent not to be unreasonably withheld; and
(b) the Debtor will file a motion seeking approval of a sale
of all or substantially all of its assets, on or before June 30,
2017, and in the event that the Debtor fails to file the Sale
Motion, all exclusivity periods will terminate effective July 1,
2017.
The Troubled Company Reporter has previously reported that the
Debtor asked the Court to extend its exclusivity periods claiming
that it has significantly downsized its business operations since
the filing and was still continuing to restructure its business
into profitability. In addition, the Debtor claimed that several
entities have expressed interest in purchasing the Debtor.
Accordingly, the Debtor required additional time to fully explore
these options in order to formulate a plan which will be in the
best interest of the estate and its creditors.
About Pharmacogenetics Diagnostic
Pharmacogenetics Diagnostic Laboratory, LLC is a Kentucky limited
liability company and engages in the business of providing
pharmacogenetic testing services and developing technology related
to such services including diagnostic testing.
Pharmacogenetics Diagnostic Laboratory, LLC, d/b/a PGXL
Laboratories, d/b/a PGX Laboratories, filed a Chapter 11 petition
(Bankr. W.D. Ky. Case No. 16-33404) on Nov. 8, 2016. The petition
was signed by Dr. Roland Valdes, Jr., president/CEO. The case is
assigned to Judge Thomas H. Fulton. The Debtor estimated assets at
$500,000 to $1 million, and liabilities at $10 million to $50
million at the time of the filing.
The Debtor's bankruptcy attorney is Charity Bird Neukomm, Esq., at
Kaplan & Partners LLP.
The Debtor tapped Kathie McDonald-McClure, Esq. of Wyatt, Tarrant &
Combs, LLP as special counsel in matters relating to intellectual
property and to a post-payment Medicare audit. The Debtor also
engaged Robert L. Brown, Esq., at Bingham Greenebaum Doll LLP, as
special counsel regarding corporate matters.
The Debtor hired William G. Meyer III and Strothman and Company as
accountant.
PIN OAK: Middletown Mall Owner Seeks Access to Rents
----------------------------------------------------
Pin Oak Properties, LLC, asks for authorization from the U.S.
Bankruptcy Court for the Northern District of West Virginia to use
rental income generated by the Middletown Malls' tenant's lease
payments as cash collateral wherein General Acquisitions, LLC,
holds interests.
The Debtor will use cash collateral for:
a. payment of the Debtor's business expenses arising in the
ordinary course of business, up to and including, employee
payroll, federal and state taxes, utilities, maintenance
and supervision of the Middletown Mall property,
unemployment compensation, and workers' compensation
insurance; and
b. payment of adequate protection in accordance with 11
U.S.C. Sections 361 and 363 as required by any subsequent
court order.
The Debtor's major source of funds with which to operate is from
rental income from leased property of the Middletown Mall in Marion
County, West Virginia. General Acquisitions currently holds a
security interests through a Third Restated Modification Agreement
dated Sept. 30, 2016, pursuant to a Dec. 22, 2005, A Purchase Money
Credit Line Deed of Trust and Security Agreement in favor and to
secure Branch, Banking and Trust Company (BB&T) on 29.64 acres,
0.637 acres, and 0.944 acres of real estate located at and
comprising the Middletown Mall in White Hall, Marion County, West
Virginia. General Acquisitions also holds an Assignment of Leases
and Rents from the Middletown Mall that it acquired from BB&T.
The Middletown Mall is leased to 22 tenants at different rental
rates payable per calendar month (Rental Income). Since January
2017, General Acquisitions has been receiving the Rental Income
from the tenants at the Middletown Mall pursuant to the Assignment
of Leases and Rents.
Prior to the Debtor filing its bankruptcy petition General
Acquisitions had noticed the Debtor that it was in default of the
secured loan agreement and had scheduled a June 8, 2017,
foreclosure date.
The anticipated Rental Income collections per calendar month from
tenants (if paid on time) at the Middletown Mall are approximately
$122,992. It is the Debtor's position that this Rental Income is
the cash collateral requested.
Based on information provided by the Debtor, its anticipated
average monthly expenses range from $107,596 to $115,096 which
includes an $80,808 payment to General Acquisitions based on an
8.06% interest rate.
With General Acquisitions receiving the Rental Income from the
Middletown Mall tenants it is extremely difficult for the Debtor to
meet its related financial obligations consistent with operating in
the ordinary court of business. If the Debtor is unable to receive
and use the Rental Income as cash collateral during this bankruptcy
to pay its financial obligations in the ordinary course of business
it could be forced to terminate its operations.
The Debtor's counsel has not received an adequate protection
payment amount from General Acquisitions for purposes of this
motion and potentially an agreed order permitting the use of the
cash collateral.
A copy of the Debtor's request is available at:
http://bankrupt.com/misc/wvnb17-00608-37.pdf
About Pin Oak Properties, LLC
Pin Oak Properties, LLC, operates the Middletown Mall located at
9429 W Mill Street, White Hall, Marion County, West Virginia.
Pin Oak Properties filed a Chapter 11 petition (Bankr. N.D. W.Va.
Case No. 17-00608) on June 7, 2017. Dietrich Steve Fansler,
managing member and 100% owner, signed the petition.
The Hon. Patrick M. Flatley is the case judge.
The Debtor has hired Gianola, Barnum, Bechtel & Jecklin, LC, in
Morgantown, West Virginia, as counsel; and Steven G. Williams,
CPA/ABV, as
accountant.
PITTSBURGH ATHLETIC: Hires Gleason & Assoc as Financial Advisors
----------------------------------------------------------------
Pittsburgh Athletic Association Land Company, et al., seek
authorization from the U.S. Bankruptcy Court for the Western
District of Pennsylvania to employ Gleason & Associates, PC as
financial advisors, for the Debtors, nunc pro tunc to May 30,
2017.
The Debtor requires Gleason to:
a. assist in the evaluation of the Debtors' businesses and
prospects;
b. assist in the development of the Debtors' long-term
business plan and related financial projections;
c. assist in financial reporting matters occurring
post-petition including but not limited to preparing cash flow
statements, balance sheets, monthly operating reports, tax
preparation and other financial and accounting documents;
d. assist in the development of financial data and
presentations to the Debtors' Board of Directors, various creditors
and other third parties;
e. analyze the Debtors' financial liquidity and evaluate
alternatives to improve such liquidity;
f. analyze various restructuring scenarios and their potential
impact;
g. provide strategic advice with regard to restructuring or
refinancing the Debtors' obligations;
h. evaluate the Debtors' debt capacity and alternative capital
structures;
i. participate in negotiations among the Debtors and their
creditors, suppliers, lessors and other interested parties;
j. advise the Debtors and negotiate with lenders with respect
to potential waivers or amendments of various credit facilities;
k. assist in arranging financing for the Debtors, as
requested;
l. provide expert witness testimony concerning any of the
subjects encompassed by the other services;
m. assist the Debtors in preparing marketing materials in
conjunction with a possible transaction;
n. assist the Debtors in identifying potential buyers or
parties in interest to a transaction and assist in the due
diligence process;
o. assist and advise the Debtors concerning the terms,
conditions and impact of any proposed transaction; and
p. provide such other advisory services as are customarily
provided in connection with the analysis and negotiation of a
restructuring or a transaction, as requested and mutually agreed.
Gleason will be paid at these hourly rates:
VP/Managing Director - Testifying $330
VP/Managing Director $300
Managing Director $260
Director $245
Senior Manager $230
Manager $200
Senior Consultant $175
Staff Consultant II $150
Staff Consultant I $120
Paraprofessional $90
The Debtors have paid the firm $15,000 for pre-petition services
inclusive of a retainer to Gleason in the amount of $5,000.
Gleason will also be reimbursed for reasonable out-of-pocket
expenses incurred.
William Krieger, CPA, managing director of Gleason & Associates,
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 Debtors and their
estates.
Gleason may be reached at:
William Krieger
Gleason & Associates, PC
One Gateway Center, Suite 525
420 Ft. Duquense Blvd.
Pittsburgh, PA 15222
Tel: (412) 391-9010
About Pittsburgh Athletic
Pittsburgh Athletic is a private social club and athletic club in
Pittsburgh, Pennsylvania, USA. Its clubhouse is listed on the
National Register of Historic Places. Pittsburgh Athletic is a
nonprofit membership club chartered in 1908. It has run into
financial difficulties recently and had its liquor license
temporarily suspended for not paying Allegheny County drink taxes.
Affiliated debtors Pittsburgh Athletic Association (Bankr. W.D. Pa.
Case No. 17-22222) and Pittsburgh Athletic Association Land Company
(Bankr. W.D. Pa. Case No. 17-22223) filed for Chapter 11 bankruptcy
protection on May 30, 2017. The Debtors each estimated their
assets and liabilities at between $1 million and $10 million each.
The petitions were signed by James A. Sheehan, president.
Judge Jeffery A. Deller presides over the case.
Jordan S. Blask, Esq., at Tucker Arensberg, P.C., serves as the
Debtors' bankruptcy counsel. Gleason & Associates, P.C., is the
Debtors' financial advisor. Holliday Fenoglio Fowler, L.P., is the
Debtors' real estate advisors.
PITTSBURGH ATHLETIC: Hires Tucker Arensberg as Attorneys
--------------------------------------------------------
Pittsburgh Athletic Association Land Company, et al., seek
authorization from the U.S. Bankruptcy Court for the Western
District of Pennsylvania to retain Tucker Arensberg, PC as
attorneys, for the Debtors, nunc pro tunc to May 30, 2017.
The Debtor requires Tucker Arensberg to:
a. advise the Debtor with respect to its powers and duties as
debtor in possession in the continued management and operation of
its business and properties;
b. prepare on behalf of the Debtor, as debtor in possession,
all necessary motions, applications, answers, orders, reports, and
other papers in connection with the administration of the
Debtor’s estate;
c. attend meetings and negotiate with representatives of
creditors and other parties-in-interest;
d. take all necessary actions to protect and preserve the
Debtor's estate, including the prosecution of actions on the
Debtor's behalf, the defense of any actions commenced against the
Debtor, the negotiation of disputes in which the Debtor is
involved, and prepare objections to claims filed against the
Debtor's estate;
e. negotiate and prepare on the Debtor's behalf any plan(s) of
reorganization, disclosure statement(s), and all related agreements
and/or documents, and take any necessary action on behalf of the
Debtor to obtain confirmation of such plan(s);
f. represent the Debtor in connection with post-petition
financing;
g. advise the Debtor in connection with any potential sale of
assets;
h. appear before this Court, any appellate courts, and the
United States Trustee and protect the interests of the Debtor's
estate before such courts and the United States Trustee;
i. consult with the Debtor regarding non-bankruptcy
disciplines of law such as, by way of example only, tax, labor and
employment, real estate, corporate finance, securities, and certain
litigation matters; and
j. perform all other necessary legal services and provide all
other necessary legal advice to the Debtor in connection with this
Chapter 11 case.
Tucker Arensberg will be paid at these hourly rates:
Attorneys $225-$650
Paraprofessionals $125-$200
Prior to the Petition Date and pursuant to the Engagement Letter,
Tucker Arensberg received $59,919.00 in legal fees inclusive of a
retainer of $30,000.
Tucker Arensberg will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Jordan S. Blask, Esq., shareholder of the law firm of Tucker
Arensberg, 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 Debtors and
their estates.
Tucker Arensberg may be reached at:
Jordan S. Blask, Esq.
Jeremiah J. Vandermark, Esq.
Tucker Arensberg, PC
1500 One PPG Place
Pittsburgh, PA 15222
Phone: (412) 566-1212
E-mail: jblask@tuckerlaw.com
jvandermark@tuckerlaw.com
About Pittsburgh Athletic
Pittsburgh Athletic is a private social club and athletic club in
Pittsburgh, Pennsylvania, USA. Its clubhouse is listed on the
National Register of Historic Places. Pittsburgh Athletic is a
nonprofit membership club chartered in 1908. It has run into
financial difficulties recently and had its liquor license
temporarily suspended for not paying Allegheny County drink taxes.
Affiliated debtors Pittsburgh Athletic Association (Bankr. W.D. Pa.
Case No. 17-22222) and Pittsburgh Athletic Association Land Company
(Bankr. W.D. Pa. Case No. 17-22223) filed for Chapter 11 bankruptcy
protection on May 30, 2017. The Debtors each estimated their
assets and liabilities at between $1 million and $10 million each.
The petitions were signed by James A. Sheehan, president.
Judge Jeffery A. Deller presides over the case.
Jordan S. Blask, Esq., at Tucker Arensberg, P.C., serves as the
Debtors' bankruptcy counsel. Gleason & Associates, P.C., is the
Debtors' financial advisor. Holliday Fenoglio Fowler, L.P., is the
Debtors' real estate advisors.
PITTSBURGH ATHLETIC: Taps Holliday Fenoglio as Real Estate Advisor
------------------------------------------------------------------
Pittsburgh Athletic Association Land Company, et al., seek
authorization from the U.S. Bankruptcy Court for the Western
District of Pennsylvania to employ Holliday Fenoglio Fowler, LP as
real estate and capital advisor for the Debtors, nunc pro tunc to
May 30, 2017.
The Debtor requires HFF to:
a. assist in the outright sale of or long-term ground lease of
the Debtor's property, which may or may not include a lease or
license agreement for continued membership utilization;
b. seek a joint venture with an investor/developer that
includes retention of certain facilities for the Debtors' continued
use along with the Debtors having a share of ownership in the
Property;
c. analyze various restructuring scenarios and the potential
impact of these scenarios;
d. participate in negotiations among the Debtors and other
interested parties;
e. provide expert witness testimony concerning any of the
subjects encompassed by their services including the valuation of
the Property;
f. assist the Debtors in preparing marketing materials in
conjunction with a possible transaction;
g. assist the Debtors in identifying potential buyers or
parties in interest to a transaction and assist in the due
diligence process;
h. assist and advise the Debtors concerning the terms,
conditions and impact of any proposed transaction; and
i. provide such other advisory services as are customarily
provided in connection with the analysis and negotiation of a
restructuring or a transaction, as requested and mutually agreed.
The Debtors shall pay to HFF $325,000 as Success Fee if the Debtors
enter into a successful sale transaction within the agreed upon
term, as more fully detailed in the Engagement Letter.
Mark Popovich, senior managing director of Holliday Fenoglio
Fowler, 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.
HFF may be reached at:
Mark Popovich
Holliday Fenoglio Fowler, LLP
One Oxford Centre
301 Grant Street, Suite 1100
Pittsburgh, PA 15219
Tel: (412) 281-8714 x2026
Fax: (412) 281-2792
About Pittsburgh Athletic
Pittsburgh Athletic is a private social club and athletic club in
Pittsburgh, Pennsylvania, USA. Its clubhouse is listed on the
National Register of Historic Places. Pittsburgh Athletic is a
nonprofit membership club chartered in 1908. It has run into
financial difficulties recently and had its liquor license
temporarily suspended for not paying Allegheny County drink taxes.
Affiliated debtors Pittsburgh Athletic Association (Bankr. W.D. Pa.
Case No. 17-22222) and Pittsburgh Athletic Association Land Company
(Bankr. W.D. Pa. Case No. 17-22223) filed for Chapter 11 bankruptcy
protection on May 30, 2017. The Debtors each estimated their
assets and liabilities at between $1 million and $10 million each.
The petitions were signed by James A. Sheehan, president.
Judge Jeffery A. Deller presides over the case.
Jordan S. Blask, Esq., at Tucker Arensberg, P.C., serves as the
Debtors' bankruptcy counsel. Gleason & Associates, P.C., is the
Debtors' financial advisor. Holliday Fenoglio Fowler, L.P., is the
Debtors' real estate advisors.
PITTSFIELD DEVELOPMENT: Taps Tassi & Co. as Accountant
------------------------------------------------------
Pittsfield Development, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to hire an accountant.
The Debtors proposes to hire Tassi & Company to prepare its
financial reports and serve as accounts receivable and accounts
payable clerk.
The hourly rates charged by the firm are:
Senior Manager $235
Manager $200
Staff Accountant $165
Clerical $125
Joseph Tassi, founder of Tassi & Company, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Joseph Tassi
Tassi & Company
152 E. Main Street
Lake Zurich, IL 60047
Tel: (847) 847-7413
Fax: (847) 847-1331
About Pittsfield Development LLC
Pittsfield Development LLC, owner of approximately one-third of the
Pittsfield Building at 55 East Washington, Chicago, filed a Chapter
11 bankruptcy petition (Bankr. N.D. Ill. Case No. 17-09513) on
March 26, 2017. Robert Danial, its manager, signed the petition.
The Debtor disclosed total assets of $2.34 million and total
liabilities of $8.76 million.
The Hon. Jacqueline P. Cox presides over the case. Factor Law
serves as counsel to the Debtor. The Debtor tapped Kenneth W.
Pilota P.C. as special real estate tax counsel; and Imperial Realty
Company, as real estate broker.
PRECISION CASTING: Unsecureds to Recoup 32% Over 6 Years Under Plan
-------------------------------------------------------------------
Precision Casting Prototypes and Engineering, Inc., filed with the
U.S. Bankruptcy Court for the District of Colorado a disclosure
statement describing their plan of reorganization, dated June 16,
2017, which provides that payments and distributions will be funded
by the Debtor's income and operations.
Class 12 under the Plan is comprised of all creditors who hold
Allowed Unsecured Claims against the Debtor. This class will
receive pro-rata distributions at approximately 32% on an annual
basis from the Debtor's Net Available Cash Fund 30 days of each
anniversary of the Effective Date for a period of six years.
The Debtor is administratively solvent. The Debtor further expects
that after the Effective Date, the Debtors will have sufficient
cash flow to fund payments to all classes of creditors.
The Debtor's financial projections show that the Debtor will have
sufficient annual cash flow to pay all unsecured creditors in full
over the Plan's life. The Debtor is in the early stages of
reestablishing profitable operations. The Debtor has also employed
and project manager to more closely supervise each customer project
to make sure it meets the customer’s requirements and is
profitable for the Company. Based upon its recent turnaround since
filing for relief, the Debtor expects to see by steady growth
during the life of the Plan.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/cob16-20113-142.pdf
About Precious Casting
Precision Casting Prototypes & Engineering, Inc., is a veteran
owned foundry and machine shop in Colorado serving the entire
United States. It operates at a leased property at 7501 East
Dahlia Street in Commerce City, Colorado.
Precise Cast specializes in rapid prototyping and the precision
casting and machining of aluminum, magnesium, and zinc parts
primarily for Fortune 500 companies in the aerospace, defense,
automotive, commercial vehicle, electronic, and medical device
industries.
The Debtor filed a Chapter 11 petition (Bankr. D. Colo. Case No.
16-20113) on Oct. 13, 2016. The petition was signed by Craig R.
Reeves, president. The Debtor is represented by Kenneth J.
Buechler, Esq., at Buechler & Garber, LLC. The case is assigned to
Judge Thomas B. McNamara.
The Debtor estimated $500,000 to $1 million in assets and $1
million to $10 million in debt at the time of the filing.
PREMIER MARINE: Intends to Use Cash Collateral Through July 15
--------------------------------------------------------------
Premier Marine Inc. asks the U.S. Bankruptcy Court for the District
of Minnesota for authorization to use cash collateral from the
Petition Date through the final hearing on July 15, 2017 in an
amount not to exceed $4,348,782.
The Debtor projects that it can operate in the ordinary course
through October 28 with use of cash collateral and post-petition
financing on the terms set forth in the Debtor's Motion to Approve
Post-Petition Financing.
Accordingly, during the final hearing on July 11, 2017 at 10:00
a.m., the Debtor will ask the Court's approval for the use of cash
collateral pursuant to the Budget through October 28, 2017. The
Budget shows total cash disbursements in the aggregate sum of
$20,407,725 during the usage period. Any response to the cash
collateral motion must be filed and served no later than July 6,
2017.
The Debtor is indebted to these entities:
(a) American Bank of the North, which is owed the approximate
total principal amount of $6,521,648 as of the Petition Date,
secured by a duly perfected first priority lien in substantially
all assets of the Debtor. The American Bank Debt is over secured.
(b) Trusek, LLC, which is owed the approximate amount of
$500,000 as of the Petition Date, secured by a duly perfected lien
in substantially all assets of the Debtor. The Trusek Debt is
junior in priority to the lien of American Bank. Trusek has not
consented to the use of cash collateral. The Trusek claims are over
secured.
(c) Wells Fargo Equipment Finance, LLC, which is owed the
approximate principal amount of $143,600 as of the Petition Date,
secured by a first priority lien in specific vehicles. Wells Fargo
has not consented to the use of cash collateral. Wells Fargo
claims are over secured.
(d) Ford Motor Credit, which is owed in the approximate
principal amount of $60,338 as of the Petition Date, secured by a
first priority lien in specific vehicles. Ford Motor has not
consented to the use of cash collateral. Ford Motor claims are over
secured.
(e) TD Auto Finance, which is owed the approximate principal
amount of $21,815 as of the Petition Date, secured by a first
priority lien in a specific vehicle. TD Auto has not consented to
the use of cash collateral.
The Debtor proposes to grant American Bank, Trusek LLC, Wells
Fargo, Ford Motor Credit, and TD Auto Finance with replacement
liens in their respective collateral.
The Debtor will also make monthly cash payments of interest at the
contract rate, as follows:
(a) American Bank in the amount of $29,681;
(b) Trusek LLC in the amount of $5,000;
(c) Wells Fargo in the amount of $520;
(d) Ford Motor Credit in the amount of $169; and
(e) TD Auto Finance in the amount of $54
The Debtor and Northpoint Commercial Finance LLC are parties to a
Repurchase Agreement, under which the Debtor is obligated to
repurchase pontoons for 2 years from the date of dealer purchase.
The Debtor and Northpoint Commercial are also parties to a Cash
Collateral Agreement, under which the Debtor agreed that Northpoint
Commercial may withhold 5% of the net purchase price of each
pontoon sold under the Northpoint Dealer Floor Plan and granted
Northpoint Commercial a security interest in the Collateral Reserve
to secure performance of the Debtor's obligations under the
Northpoint Repurchase Agreement. As of the Petition Date the
Collateral Reserve was approximately $42,000.
The Debtor's dealer network regularly uses the Northpoint Floor
Plan program to finance the purchase of Debtor pontoons,
particularly new model year purchases which first become available
for purchase in August of each year. Without an ongoing floor plan
program dealers would be forced to pay cash on delivery or find an
independent financing source. The Debtor asserts that termination
of the Northpoint floor plan would likely disrupt the purchase
cycle and reduce the number of pontoons sold by the Debtor.
As such, the Debtor proposes to continue to allow Northpoint to
withhold 5% of the net purchase price of each pontoon sold after
the Petition Date under the Northpoint floor plan program according
to the terms of the Northpoint Repurchase Agreement. In exchange,
the Debtor proposes that Northpoint issue a credit to the Debtor,
to be applied to Collateral Reserve obligations as obligations
become due, in an amount equal to the 5% Collateral Reserve deposit
for a pontoon when purchased and removed from the dealer floor
plan.
The Debtor purchases pontoon parts from a number of vendors
qualified to make parts to specification utilizing tooling and
molds owned by the Debtor. Some or all of the vendors may assert
statutory or possessory liens under applicable State law in
response to Debtor's demand for turnover of estate property. The
listed vendors are in possession of the scheduled Debtor tooling
and molds necessary to production of 2017 and 2018 model year
pontoons. The Debtor intends to continue to purchase parts from the
Vendors on a cash basis during the case.
As adequate protection for the Vendors' interests, the Debtor
proposes to grant the Vendors a replacement lien in the estate
property surrendered in response to a Debtor demand for turnover.
The replacement lien will have the same validity, value and
priority as any possessory lien or interest the Vendors had prior
to turnover.
A full-text copy of the Debtor's Motion, dated June 20, 2017, is
available at https://is.gd/Fs029F
Premier Marine Inc. is represented by:
Michael F. McGrath, Esq.
Will R. Tansey, Esq.
Ravich Meyer Kirkman McGrath Nauman & Tansey
A Professional Association
150 S. Fifth Street, Suite 3450
Minneapolis, MN 55402
Telephone: (612) 332-8511
Facsimile: (612) 332-8302
About Premier Marine
Premier Marine Inc., a Minnesota corporation is a family owned
business formed in 1992 by Robert Menne and Eugene Hallberg. The
Menne family controls 72.8% of the Debtor equity. Hallberg
controls the remaining 27.2% and is Premier's landlord.
For 25 years, Premier Marine has manufactured "Premier" brand
pontoon boats -- http://www.pontoons.com/-- in Wyoming,
Minnesota. Premier Marine designs, builds and markets luxury
pontoons and holds many patents on manufacturing elements such as
furniture hinges, J-Clip rail fasteners and the PTX performance
package. The family-owned and operated Company sells its pontoons
through boat dealers located throughout the United States and
Canada. Premier is headquartered in Wyoming, Minn.
The need for reorganization in chapter 11 was precipitated by a
failed acquisition of another pontoon manufacturer in 2011. The
chapter 11 was filed in response to an eviction action commenced by
Hallberg for the nonpayment of rent.
Premier Marine filed a Chapter 11 petition (Bankr. D. Minn. Case
No. 17-32006) on June 19, 2017. The chapter 11 is necessary to
attract a new equity partner, reject the Hallberg leases,
consolidate manufacturing under a single roof and reorganize the
business for the mutual benefit of the Debtor creditors, employees
and dealer network.
The petition was signed by Lori J. Melbostad, president.
The Debtor estimated assets and liabilities between $10 million and
$50 million.
The case is assigned to Judge Katherine A. Constantine.
The Debtor's counsel are Michael F. McGrath, Esq. and Will R.
Tansey, Esq. at Ravich Meyer Kirkman McGrath Nauman & Tansey, A
Professional Association. Richard Gallagher is the Debtor's
financial consultant.
PREMIER MARINE: Taps Ravich Meyer as Legal Counsel
--------------------------------------------------
Premier Marine Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Minnesota to hire legal counsel.
The Debtor proposes to hire Ravich Meyer Kirkman McGrath Nauman &
Tansey, A Professional Association, to give legal advice regarding
its duties under the Bankruptcy Code, and provide other legal
services related to its Chapter 11 case.
Michael McGrath, Esq., and Will Tansey, Esq., the attorneys
designated to represent the Debtor, will charge $475 per hour and
$360 per hour, respectively. Paralegals will charge an hourly fee
of $150.
The firm received a retainer from the Debtor in the amount of
$37,725.50.
Mr. McGrath disclosed in a court filing that neither the firm nor
its shareholders have connection with any party that holds interest
adverse to the Debtor and its bankruptcy estate.
The firm can be reached through:
Michael F. McGrath, Esq.
Ravich Meyer Kirkman McGrath Nauman &
Tansey, A Professional Association
150 S. Fifth Street, Suite 3450
Minneapolis, MN 55402
Tel: 612-332-8511
Email: mfmcgrath@ravichmeyer.com
About Premier Marine Inc.
Premier Marine Inc. designs, builds and markets luxury pontoons and
holds many patents on manufacturing elements such as furniture
hinges, J-Clip rail fasteners and the PTX performance package. The
family-owned and operated company sells its pontoons through boat
dealers located throughout the United States and Canada. It is
headquartered in the City of Wyoming, Minnesota.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Minn. Case No. 17-32006) on June 19, 2017. Lori J.
Melbostad, president, signed the petition.
At the time of the filing, the Debtor estimated its assets and
debts at $10 million to $50 million.
Judge Katherine A. Constantine presides over the case. Richard
Gallagher is the Debtor's financial consultant.
R.C.A. RUBBER: Taps Atty. Kevin Lyden as Special Counsel
--------------------------------------------------------
The R.C.A. Rubber Company seeks approval from the U.S. Bankruptcy
Court for the Northern District of Ohio to hire Kevin Lyden, Esq.,
as its special counsel.
Mr. Lyden will provide legal services to the Debtor in connection
with a claim filed with the Ohio Civil Rights Commission. He will
be paid an hourly fee of $250, and will be reimbursed for
work-related expenses.
In a court filing, Mr. Lyden disclosed that he is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.
Mr. Lyden maintains an office at:
Kevin Lyden, Esq.
1384 Berning Court
Columbus, OH 44328
About The R.C.A. Rubber Company
The R.C.A. Rubber Company filed a Chapter 11 bankruptcy petition
(Bankr. N.D. OH. Case No. 16-52757) on November 18, 2016. The
petition was signed by Shane R. Price, vice president. The Debtor
operates a commercial rubber manufacturing company specializing in
commercial flooring primarily used in the transit/transportation
industry.
The Hon. Alan M. Koschik presides over the case. Michael A. Steel,
Esq. of Brennan, Manna & Diamond, LLC represents the Debtor as
counsel.
The Debtor disclosed total assets of $2.17 million and total
liabilities of $1.57 million.
RADIOLOGY SUPPORT: Says Wells Fargo Must Provide Amount of Claim
----------------------------------------------------------------
Radiology Support Devices, Inc., filed with the U.S. Bankruptcy
Court for the Central District of California a response to Wells
Fargo Bank, N.A.'s statement on the Debtor's motion for continued
cash collateral use.
The Debtor agrees to grant WFB a replacement lien in the
postpetition assets in the same extent, validity, and priority as
WFB's prepetition liens and security interest.
The Debtor does not oppose a deadline for the filing of a
Disclosure Statement and Plan, however, WFB must first provide the
current amount and accounting of its claim. Since May 23, 2017,
the Debtor's counsel has requested an accounting of the WFB claim
and to date has not received either an accounting or the current
amount of WFB's claim. On June 8, 2017, WFB's counsel indicated
that it will take some time to calculate the exact amount of WFB's
claim.
A copy of the Debtor's response is available at:
http://bankrupt.com/misc/cacb17-12054-68.pdf
As reported by the Troubled Company Reporter on June 15, 2017, the
Debtor submitted to the Court its evidence and status report
regarding its operations in support of its request for continued
use of cash collateral through Sept. 30, 2017. The Debtor's
current cash collateral authority expires June 30, 2017.
Accordingly, the Debtor requests authorization to use cash
collateral consistent with the Cash Collateral Order entered by the
Court on March 30, 2017, governing the first interim cash
collateral use period, and to exceed the amounts set forth in the
Budget by 15% of the budget total provided that, if the Debtor's
revenues increase above the projections in Debtor's operating
budget, the Debtor's expenditures may increase in proportion to the
increase in actual revenues from budgeted revenues. The Debtor
submits that secured creditors Citibank, N.A., WFB, Clay Lorinksy
and the Internal Revenue Service are adequately protected by the
Debtor's continued profitable operations and a $62,415 to $110,085
increase in cash during the budget period.
About Radiology Support Devices
Radiology Support Devices, Inc., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 17-12054) on Feb.
21, 2017. The petition was signed by Matthew Alderson, president.
At the time of filing, the Debtor estimated $100,000 to $500,000 in
assets and $500,000 to $1 million in liabilities.
Weintraub & Selth, APC, is serving as bankruptcy counsel to the
Debtor, with the engagement led by Daniel Weintraub, Esq., James R.
Selth, Esq., and Elaine V. Nguyen, Esq., Bette Hiramatsu of
Hiramatsu and Associates, Inc., is the Debtor's financial
consultant.
RAIN TREE HEALTHCARE: Cash Use Motion Mooted by Dismissal
---------------------------------------------------------
Based upon the Court's Order dismissing Rain Tree Healthcare of
Winston Salem, LLC's case, Bankruptcy Judge Benjamin A. Kahn for
the Middle District of North Carolina signed an order deying the
Debtor's Motion for authorization to use cash collateral as moot.
About Rain Tree Health Care
Rain Tree Healthcare of Winston Salem, LLC, 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.
Rain Tree Healthcare of Winston Salem filed a Chapter 11 petition
(Bankr. M.D.N.C. Case No. 17-50375) on April 1, 2017. Reema Owens,
managing member/organizer, signed the petition. At the time of
filing, the Debtor estimated assets and liabilities between
$500,000 and $1 million.
The Debtor's counsel is Robert Lewis, Jr., Esq., at Gordon & Melun,
PLLC. The Debtor's accountant is John Edward Brown, CPA.
The Assistant U.S. Bankruptcy Administrator, Robert E. Price, Jr.,
has appointed Victor Orija of the State Long Term Care Ombudsman
for the State of North Carolina, as Patient Care Ombudsman for the
Debtor.
RCWE HOLDING: Wants to Use Cash of First Nat'l & Enterprise Dev't
-----------------------------------------------------------------
RCWE Holding Company seeks authorization from the U.S. Bankruptcy
Court for the Western District of Pennsylvania to use cash
collateral.
The Debtor owes First National Bank of Pennsylvania approximately
$1,171,000. FNB appears to be secured by a first priority mortgage
lien against the Debtor's building located in Erie, Pennsylvania,
and by a first priority security interest in the Debtor's personal
property, including accounts receivable, proceeds and cash. The
Debtor also owes Enterprise Development Fund of Erie County, Inc.,
approximately $278,000. EDF appears to be secured by a second
priority mortgage lien against the Property.
The Debtor has maintained the Property and has made necessary
repairs and improvements, including a new boiler and HVAC system
repair. Furthermore, the Debtor has entered into commercial leases
with the County of Erie and the Commonwealth of Pennsylvania (state
civil service), which leases provide on-going monthly revenues from
rent; however, the monthly expenses, including the monthly payments
due to FNB and EDF are in excess of the monthly revenues. The
Debtor is now facing immediate cash flow deficiencies.
The Debtor says that the debt to FNB alone is greater than, or
approximately equal to, the fair market value of the Property. The
Debtor attempted to enter into negotiations for a voluntary
work-out agreement with the bank, but was unable to reach an
agreement.
The Debtor seeks an opportunity in Chapter 11 to maximize the value
of the Property, for the benefit of all creditors and interested
parties, by establishing a sale process designed to promote
competitive bidding, under the jurisdiction of the Court. An
effective reorganization which incorporates such a process will
maximize the value of the Debtor's assets for the benefit of the
Lenders and the other creditors in the case. Also, the
continuation of the Debtor's business will prevent the diminution
in value of the Debtor's assets which will occur if the business is
forced to shut down.
The Debtor's accounts receivable, rent and cash constitute property
of the estate under Section 541 of the U.S. Bankruptcy Code. The
Debtor requires the use of its cash in order to operate.
The budget provides for a monthly interest payment to FNB -- at
least for the time being -- in the form of a monthly adequate
protection payment, without prejudice to recharacterize the
payments other than as interest payments, after the value of the
Property and the extent of the liens thereagainst are finally
determined. The budget provides that $2,500 per month will be paid
to the Debtor's counsel to be held in escrow. The amount in escrow
is property of the estate and will remain in escrow unless and
until the Court may authorize an appropriate distribution
therefrom, after notice and hearing on an appropriate application
or motion. The budget provides for no monthly payment to EDF in
consideration of the fact that the value of the Property is likely
to be such that there is no equity in the Property for the benefit
of EDF's subordinated mortgage lien.
The Debtor proposes to provide adequate protection to the Lenders
by transferring their liens and security interests to the Debtor's
postpetition assets with the same force and effect as the liens and
security interests attached to the Debtor's prepetition assets.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/pawb17-10597-5.pdf
About RCWE Holding
Headquartered in Erie, Pennsylvania, RCWE Holding Company filed for
Chapter 11 bankruptcy protection (W.D. Pa. Case No. 17-10597) on
June 12, 2017, estimating its assets and liabilities at between $1
million and $10 million. The petition was signed by Mr. Ken Smith,
member of the Board of Directors.
Judge Thomas P. Agresti presides over the case.
Guy C. Fustine, Esq., at Knox Mclaughlin Gornall & Sennett, P.C.,
serves as the Debtor's bankruptcy counsel.
RESOLUTE ENERGY: May Issue Add'l 1.45M Shares Under 2009 Plan
-------------------------------------------------------------
Resolute Energy Corporation filed with the Securities and Exchange
Commission a Form S-8 registration statement to register 1,450,000
shares of common Stock, par value $0.0001 per share, of the Company
issuable under its 2009 Performance Incentive Plan. The proposed
maximum aggregate offering price is $43.57 million.
Resolute Energy previously filed a Registration Statement on Form
S-8 (Registration No. 333-162209) on Sept. 30, 2009, registering
2,760,000 shares of Common Stock issuable pursuant to the 2009
Plan. However, the 2009 Plan set the maximum number of shares of
Common Stock available for issuance pursuant to the 2009 Plan as
the lesser of (i) 2,760,000 shares of Common Stock and (ii) 5% of
the shares of Common Stock outstanding at the closing of the
transactions contemplated by that certain Purchase and IPO
Reorganization Agreement dated Aug. 2, 2009, by and among Hicks
Acquisition Company I, Inc., Resolute Energy, Resolute Subsidiary
Corporation, Resolute Aneth, LLC, Resolute Holdings, LLC, Resolute
Holdings Sub, LLC, and HH-HACI, L.P. As of the closing of the
transactions contemplated by the Acquisition Agreement, there were
53,154,888 shares of Common Stock outstanding. As a result, only
2,657,744 of the 2,760,000 shares of Common Stock registered were
eligible for issuance pursuant to the 2009 Plan.
On June 2, 2011, the Company's stockholders approved amendments to
the 2009 Plan that, among other things, increased the number of
shares of Common Stock available under the 2009 Plan by 6,500,000,
from 2,657,744 to 9,157,744. Accordingly, a Registration Statement
on Form S-8 (No. 333-176147) was filed on Aug. 8, 2011, to register
an additional 6,397,744 shares of Common Stock (the difference
between the 2,760,000 shares of Common Stock registered pursuant to
the Original Registration Statement and the 9,157,744 shares of
Common Stock available to be registered pursuant to the 2009 Plan
as amended).
On June 8, 2015, the Company's stockholders approved additional
amendments to the 2009 Plan that, among other things, increased the
number of shares of Common Stock available under the 2009 Plan by
3,100,000. On May 11, 2016, the Company's stockholders approved an
additional amendment to increase the number of shares of Common
Stock available under the 2009 Plan by 5,000,000, bringing the
total number of shares available under the 2009 Plan to
17,257,744.
On June 7, 2016, the Company effected a 1-for-5 reverse split of
its Common Stock. Pursuant to the terms of the 2009 Plan, the
number of shares issuable under the 2009 Plan was proportionately
adjusted. Accordingly, the aggregate number of shares of Common
Stock available under the 2009 Plan following the reverse stock
split was 3,451,548. Of this amount 1,831,548 were previously
registered. A Registration Statement on Form S-8 (No.
333-213064) was filed on Aug. 10, 2016, to register the 1,620,000
shares of Common Stock available under the 2009 Plan but not
previously registered.
On May 12, 2017, the Company's stockholders approved an additional
amendment to the 2009 Plan to increase the number of shares of
Common Stock available under the 2009 Plan by 1,450,000, bringing
the total number of shares available under the 2009 Plan to
4,901,548. This Registration Statement is being filed to register
these additional 1,450,000 shares of Common Stock.
A full-text copy of the prospectus is available for free at:
https://is.gd/5iisW2
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 $161.7 million in 2016 following a
net loss of $742.27 million in 2015. As of March 31, 2017,
Resolute Energy had $489.6 million in total assets, $565.5 million
in total liabilities, and a total stockholders' deficit of $75.93
million.
* * *
As reported by the TCR on Feb. 27, 2017, Moody's Investors Service
upgraded Resolute Energy Corporation's Corporate Family Rating
(CFR) to 'B3' from 'Caa2', the Probability of Default Rating to
'B3-PD' from 'Caa2-PD' and its senior unsecured notes rating to
'Caa1' from 'Caa3'. The Speculative Grade Liquidity rating was
affirmed at SGL-3. The rating outlook was changed to stable.
"The upgrade to B3 reflects Resolute's improved capital structure,
continued strong drilling results and improved production and
drilling economics, which provide good visibility to continued
growth in a mid $40s oil price environment without increasing debt
leverage," noted John Thieroff, Moody's VP-Senior Analyst. "We
expect moderation in the company's reserve- and production-based
debt metrics from significant production growth at very competitive
drillbit costs."
The TCR reported on May 15, 2017, that S&P Global Ratings assigned
its 'B-' corporate credit rating to Resolute Energy Corp. (REN).
The rating outlook is stable. "The corporate credit rating
reflects our assessment of REN's business risk profile as
vulnerable, its financial risk profile as aggressive, and its
liquidity as less than adequate, said S&P Global Ratings credit
analyst, David Lagasse.
RIVERWOOD GAS: Taps Montes & Associates as Special Counsel
----------------------------------------------------------
Riverwood Gas and Oil LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire Montes &
Associates as special counsel.
Montes & Associates will represent the Debtor in any adversary
proceeding. The firm will also assist in the implementation of a
Chapter 11 plan "only as it relates to the Debtor's operate and
extract minerals" pursuant to a joint operating agreement between
Riverwood Energy LLC and Western States International, according to
court papers.
Mike Montes, Jr., the attorney designated to represent the Debtor,
will charge an hourly fee of $400. Associates and legal assistants
will charge $275 per hour and $90 per hour, respectively.
The firm will receive a retainer of $3,000 from Lilian Hoats,
principal of Inviron Technologies Inc., which is the managing
member of the Debtor.
Mr. Montes disclosed in a court filing that his firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
Montes & Associates can be reached through:
Mike Montes, Jr., Esq.
Montes & Associates
1930 Wilshire Boulevard, Suite 200
Los Angeles, CA 90057
Phone: (213) 353-9416 / (818) 929-4399
Email: mmontes@lawyer.com
About Riverwood Gas and Oil
Riverwood Gas and Oil LLC is a corporation based in Corona,
California. Its business is hydrocarbon exportation of bureau of
land management leases in the Kern front production area of
Bakersfield, California.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Case No. 16-25483) on November 23, 2016.
The petition was signed by Joseph M. Hoats, CEO and President of
Inviron, sole member of Riverwood.
The case is assigned to Judge Neil W. Bason. The Debtor is
represented by Giovanni Orantes, Esq., at The Orantes Law Firm P.C.
At the time of the filing, the Debtor estimated its assets at
$1 billion to $10 billion and debts at $50 million to $100 million.
RJRAMDHAN GROUP: SJMM Wants to Prohibit Cash Collateral Use
-----------------------------------------------------------
St. Johns Mortgage Management, Inc., asks the U.S. Bankruptcy Court
for the Middle District of Florida to prohibit RJRamdhan Group,
LLC, from using cash collateral.
The Debtor owns real property that it leases to other affiliated
companies that are also in Chapter 11.
St. Johns Mortgage holds a purchase money mortgage to the property
that contains an "assignment of rents" provision. As such, St.
Johns Mortgage holds a perfected lien on the cash collateral of the
Debtor.
St. Johns Mortgage asserts that the mortgage is in default, and
prior to the Petition Date, it made demands against the Debtor for
rents. St. Johns Mortgage acknowledges that the only source of
income is the rents.
In addition, St. Johns Mortgage asserts that it has not consented
to the Debtor's use of cash collateral nor has there been an Order
entered permitting the Debtor's use of cash collateral.
St. Johns Mortgage Management is represented by:
Lance Paul Cohen, Esq.
Cohen & Thurston, PA
1912 Hamilton Street, Suite 206
Jacksonville, FL 32210
Phone: 904/388-6500
E-mail: Cohenthurston@cs.com
About RJRamdhan Group
RJRamdhan Group, LLC filed a Chapter 11 petition (Bankr. M.D. Fla.
Case No. 17-02241) on June 19, 2017. The Debtor is represented by
Robert D. Wilcox, Esq., at Wilcox Law Firm.
RONALD NAY: Wants to Enter Farmland Lease With Graham
-----------------------------------------------------
Ronald Markt and Sherry L. Nay ask the U.S. Bankruptcy Court for
the Southern District of Indiana to authorize the lease of a
farmland consisting of approximately 334 acres, of which
approximately 241.66 acres is tillable, to Dave Corya, doing
business as Graham Creek Farms.
The Tenant leased farmland from the Nays, including the Leased
Property, during 2016.
Under the terms of the Agreement, the Tenant will lease the Leased
Property described more specifically by the Nays on lines 1.2–1.6
of the Nays' Schedule A/B. The Tenant will pay $75 per tillable
acre, for a total of $18,125, for the use of the Leased Property
for the remainder of the growing season, and would vacate the
Leased Property after harvest, in late October 2017. The Agreement
is non-renewable.
There are no material contingencies to the sale. The property was
not marketed to be leased. Due to the advanced stage of the
growing season, last weekend presented the Tenant with the final
opportunity to plant crops on the Leased Property and has done so.
This late in the growing season, the range of crops that can be
planted is limited. Accordingly, the Leased Property is of less
value than it may have been if leased earlier in the spring. Also,
there has been and continues to be significant uncertainty about
whether and when the Nays will obtain confirmation of a chapter 11
plan, and if so, whether the confirmed plan would provide for the
retention or sale of the Leased Property. This uncertainty,
including the possibility that the Leased Property could be
marketed for sale during the 2017 growing season, negatively
affects the amount the Nays and their bankruptcy estate could have
and can now realize from a lease of the Leased Property this
season.
The Leased Property is subject to mortgages and assignments of
rents in favor of MainSource Bank. As adequate protection of the
Bank's security in the rent, the Nays propose to assign the rent to
MainSource Bank and to cause the Tenant to pay the rent in the
amount directly to the Bank, when it is payable on Nov. 1, 2017.
The Nays intend to propose to surrender the Leased Property to the
Bank by their forthcoming First Amended Chapter 11 Plan of
Reorganization. MainSource Bank has been consulted about the
Agreement and has indicated to the undersigned that it has no
objection to the Agreement, subject to the conditions described.
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/Ronald_Nay_315_Sales.pdf
The Tenant can be reached at:
GRAHAM CREEK FARMS/Dave Corya
7840 S. Hwy. 3
Commiskey, IN 47227
Telephone: (812) 346-2740
Counsel for MainSource Bank:
Bradley Scott Salyer, Esq.
E-mail: bss@morganandpottinger.com
Counsel for Debtors:
William P. Harbison, Esq.
David M. Cantor, Esq.
Keith J. Larson, Esq.
SEILLER WATERMAN, LLC
Meidinger Tower – 22nd Floor
462 S. Fourth Street
Louisville, K 40202
Telephone: (502) 584-7400
Facsimile: (502) 583-2100
E-mail: cantor@derbycitylaw.com
larson@derbycitylaw.com
harbison@derbycitylaw.com
Ronald Markt Nay and Sherry L. Nay sought Chapter 11 protection
(Bankr. S.D. Ind. Case No. 16-90762) on May 13, 2016. The Debtor
tapped David M. Cantor, Esq., at Seiller Waterman, LLC, as counsel.
ROOSTER ENERGY: Hires Baker Donelson as Counsel
-----------------------------------------------
Rooster Energy, LLC et al., seek permission from the U.S.
Bankruptcy Court for the Western District of Louisiana to employ
Baker, Donelson, Bearman, Caldwell, & Berkowitz, PC as counsel for
the Debtors, nunc pro tunc to the Petition Date.
The Debtors require Baker Donelson to:
a. provide legal advice with respect to the Debtors' powers
and duties and in the continued operation and management of their
businesses and properties;
b. where appropriate, attend meetings with representatives of
the Debtors' creditors and other parties in interest;
c. take all necessary action to protect and preserve the
Debtors estates, including the prosecution of action on the
Debtors' behalf, the defense of any action commenced against the
Debtors, negotiations concerning litigation in which the Debtors
are involved, and object to claims filed against the Debtors'
estates;
d. appear in Court to protect the interests of the Debtors
before this Court;
e. represent the Debtors in connection with use of cash
collateral and/or obtaining post-petition financing;
f. prepare on behalf of the Debtors motions, applications,
answers, orders, reports, schedules, and papers necessary to the
administration of the Debtors' estates;
g. advise the Debtor concerning and prepare responses to
applications, motions, pleadings, notices and other documents which
may be filed by other parties herein;
h. take any necessary action on behalf of the Debtors to
obtain approval of a disclosure statement, confirmation of a plan,
and/or to liquidate the Debtors' assets;
i. advise the Debtor concerning and assist in the negotiation
and documentation of financing agreements, cash collateral orders
and related transactions;
j. investigate the nature and validity of liens asserted
against the property of the Debtors, and advise the Debtors
concerning the enforceability of said liens;
k. advise the Debtors concerning executory contract and
unexpired lease assumptions, assignments and rejections and lease
restructuring, and recharacterizations;
l. assist the Debtors in reviewing, estimating and resolving
claims asserted against the Debtors' estates;
m. appear before this Court to protect the interests of the
Debtors before this Court;
n. perform all other necessary legal services and provide all
other necessary legal advice to the Debtors in connection with this
Chapter 11 case;
Baker Donelson lawyers who will work on the Debtors' cases and
their hourly rates are:
Edward H. "Hank" Arnold. III $435
Jan Hayden $485
Susan Mathews $470
Dan Ferrerti $350
Lacey Rochester $260
Baker Donelson professionals hourly rates:
Attorneys $250-$580
Paralegals $155-$190
Baker Donelson has received a $100,000 retainer for its fees and
services related to the Debtors' Chapter 11 Cases, of which $60,966
has been applied to prepetition fees and expenses incurred by Baker
Donelson for services provided to the Debtors for work in
preparation for the Chapter 11 Case. The remaining Retainer, which
is held in the Trust Account of Baker Donelson, totals $39,060.50.
Baker Donelson will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Edward H. "Hank" Arnold, III, Esq., a member of the law firm of
Baker, Donelson, Bearman, Caldwell & Berkowitz, 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 Debtors and their estates.
The following is provided in response to the request for additional
information set forth in D1 of the U.S. Trustee's Appendix B
Guidelines:
-- Representation over the last 12 months was at Baker
Donelson's standard rate. Baker Donelson's fee rates are adjusted
annually beginning February 1. Fees on the reorganization work have
been charged at the 2017 base rate for services provided on the
reorganization file, which was opened December 22, 2016.
-- The Debtors have approved the budget set forth in their cash
collateral motion.
Baker Donelson may be reached at:
Edward H. "Hank" Arnold, III, Esq.
Donelson, Bearman, Caldwell & Berkowitz, PC
201 Saint Charles, Suite 3600
New Orleans, LA 70170
Tel: (504) 566-5200
Fax: (504) 636-4000
About Rooster Energy
Houston, Texas-based Rooster Energy Ltd. --
http://www.roosterenergyltd.com-- is an integrated oil and natural
gas company with an exploration and production (E&P) business and
a downhole and subsea well intervention and plugging and
abandonment service business. The Company's operations are located
in the state waters of Louisiana and the shallow waters of the Gulf
of Mexico, mature regions that have produced since 1936.
Rooster Energy, L.L.C., Rooster Energy Ltd., and five other
affiliates filed a Chapter 11 petition (Bankr. W.D. La. Lead Case
No. 17-50705) on June 2, 2017. Jan M. Hayden, Esq., Lacey
Rochester, Esq., Susan C. Mathews, Esq., and Daniel J. Ferretti,
Esq., at Baker Donelson Bearman Caldwell & Berkowitz, P.C., serve
as bankruptcy counsel.
In its petition, Rooster Energy L.L.C. estimated $0 to $50,000 in
assets and $50 million to $100 million in liabilities. The
petition was signed by Kenneth F. Tamplain, Jr., president and
chief executive officer.
ROTINI INC: Taps Morgan Fisher as Legal Counsel
-----------------------------------------------
Rotini, Inc. and TK Restaurant Management, Inc. have filed separate
applications seeking approval from the U.S. Bankruptcy Court for
the District of Columbia to hire legal counsel in connection with
their Chapter 11 cases.
The Debtors propose to hire the Law Offices of Morgan Fisher LLC
to, among other things, give legal advice regarding its duties
under the Bankruptcy Code, negotiate with creditors, and assist in
the preparation of a bankruptcy plan.
The firm will charge an hourly fee of $375 for its services.
Morgan Fisher, Esq., disclosed in a court filing that his firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Morgan W. Fisher, Esq.
Law Offices of Morgan Fisher, LLC
1125 West St., Suite 227
Annapolis, MD 21401
Phone: 410-626-6111
Email: mwf@MorganFisherLaw.com
About Rotini Inc.
Rotini, Inc. and TK Restaurant Management, Inc. sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. D.C. Case Nos.
17-00270 and 17-00269) on May 6, 2017. Karen Kowkabi, president,
signed the petitions.
At the time of the filing, Rotini estimated assets of less than
$50,000 and liabilities of $1 million to $10 million. TK
Restaurant estimated assets of less than $50,000 and liabilities of
less than $1 million.
Judge S. Martin Teel, Jr. presides over the cases.
Located in Washington, DC, Rotini Inc. is a small business debtor
as defined in 11 U.S.C. Section 101(51D) and is engaged in the
restaurants business. It previously sought bankruptcy protection
on June 14, 2013 (Bankr. D.C. Case No. 13-00380) and Sept. 23, 2014
(Bank. D. D.C. Case No. 14-00514).
ROXANNE DURHAM: Selling Brooklyn Property for $1.5 Million
----------------------------------------------------------
Judge Elizabeth S. Stong of the U.S. Bankruptcy Court for the
Eastern District of New York will convene a hearing on July 18,
2017 at 9:30 a.m. to consider Roxanne Durham's Residential Contract
of Sale with Hamilton Leithauser and Alma Stumpf in connection with
the short sale of residential property located at 176 Monroe
Street, Brooklyn, New York for $1,500,000.
Objections, if any, must be filed no later than seven days before
the hearing date.
In the Schedule A, originally filed by the Debtor, it was disclosed
the she owned the two-family Property. The Debtor now wishes to
enter into the Contract of Sale of the Property to the Purchasers
for a purchase price of$ 1,500,000.
The salient terms of the Contract are:
a. Property: 176 Monroe Street, Brooklyn, New York
b. Buyers: Hamilton Leithauser and Alma Stumpf, 65 Clifton Ave.,
Brooklyn, New York
c. Seller: Roxanne Durham
d. Purchase Price: $1,500,000
e. Down-payment: $150,000
f. The sale includes all fixtures all to the extent same exist
at the premises.
g. Terms: The sale is "as is" condition, and free and clear of
all liens and encumbrances.
h. Effective Date: The effective date of the Agreement, of a
written commitment from an Institutional Lender pursuant to which
the Institutional Lender agrees to make a first mortgage loan, to
the Purchasers, at their sole cost and expense, of $800,000 for a
term of at least 30 years at the prevailing fixed or adjustable
rate of interest and on other customary commitment terms.
i. Closing: The Closing will take place at the office of the
Seller's counsel or Lender within 20 days of short sale approval.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/Roxanne_Durham_72_Sales.pdf
The Debtor contends that the proposed sale is in the best interest
of the estate, as she intends to utilize the proceeds of the sale
to resolve the claim of the largest creditor of the estate, BR
Holding Fund, Inc.
The Property is subject to outstanding liens and encumbrances
having approximate outstanding balance of $560,000 on the mortgage
held by the Bank.
The Debtor anticipates that after payment of all liens and
encumbrances, property taxes, closing costs and other customary
expenses of the sale; -- estimated closing cost, that are not
calculated until the closing (i.e. transfer tax etc.) -- 2% of
sales price - $30,000; attorney's fee - $1,750; there will be net
proceeds remaining in the approximate amount of $850,000. All
outstanding liens, encumbrances, property taxes, and other
customary closing expenses will be paid at closing of the sale of
the real property.
To facilitate the proposed sale, she has engaged the services of a
licensed real estate broker who has brought about the sale and
procured the buyer, Durham Realty Group, Inc.; the broker's fee for
the Durham Realty is 4% of sales price ($60,000).
The proposed sale will effectuate the Debtor's successful
reorganization and will benefit the interests of the bankruptcy
estate and the creditors thereof.
Roxanne Durham sought Chapter 11 protection (Bankr. E.D.N.Y. Case
No. 15-44355 ) on Sept. 24, 2015.
Roxanne Durham's attorneys:
ALLA KACHAN, Esq.
LAW OFFICES OF ALLA KACHAN, P.C.
3099 Coney Island Avenue, Third Floor
Brooklyn, NY 11235
Tel: (718) 513-3145
- and -
MARTIN WOLF, ESQ.
225 Broadway, Suite 3105
New York, NY 10007
Tel: (212) 608-1660
Fax: (212) 227-4228
E-mail: mwolflaw@yahoo.com
Purchaser:
HAMILTON LEITHAUSER AND ANNA STUMPF
65 Clifton Avenue
Brooklyn, New York 11238
Attorney for Purchaser:
SUSAN F. GROBERG, ESQ.
186 Joralem Street, Suite 1010
Brooklyn, NY 11201
Tel: (718) 858-4880
E-mail: susan@groberesq.com
RVUE HOLDINGS: Roche Completes Foreclosure Sale
-----------------------------------------------
rVue Holdings Holdings, Inc. on June 21. 2017, disclosed that Roche
Enterprises, Ltd., formerly known as Acorn Composite Corp., the
Company's majority shareholder and an affiliate of director Robert
Roche, has completed the process of foreclosing upon its security
interest in the Company's assets. As previously reported in the
Company's press release dated May 10, 2017, the Company was unable
to repay the short-term bridge secured financing provided by Roche
Enterprises in the aggregate principal amount of $416,000. At that
time, Roche Enterprises issued a notice of default to the Company
announcing its intention to foreclose upon the Company's assets and
conduct a public sale of the assets under the Uniform Commercial
Code (UCC) on or about
May 31, 2017.
In mid-May, Roche Enterprises filed public notices of the planned
sale pursuant to the UCC. It commenced the UCC sale on May 31,
2017. Roche Enterprises bid $100,000 of the Company's indebtedness
to it, effectively offering to cancel the Company's indebtedness in
return for taking ownership of the Company's assets. No other
bidders appeared at the sale, however, immediately prior to the
sale, a third party expressed potential interest in a
recapitalization of the Company that would realize an economic
benefit from its net operating losses (NOLs), while another third
party expressed potential interest in acquiring the Company or its
assets. Although it was not legally required to do so, Roche
Enterprises agreed to hold the UCC sale open for one week, through
June 7, 2017, so as to permit the Company to evaluate the potential
for a transaction with one of these parties. The Company, Roche
Enterprises (in its capacity as secured party) and their respective
advisors reviewed their expressions of interest, and Roche
Enterprises agreed to additional extensions of the UCC sale process
through June 19, 2017. The Company had substantial doubt regarding
the ability of either to actually consummate a transaction that
would preserve shareholder value and result in any net proceeds to
the shareholders. Ultimately, neither of the potentially
interested parties appeared willing to provide any interim
financing to continue the Company's operations and permit it to
further explore a transaction, although discussions continued.
On the afternoon of June 19th, Roche Enterprises formally issued
notice of having completed the UCC sale, effective immediately. As
a result, all assets formerly owned by the Company are now the
property of Roche Enterprises. The Company has no remaining cash
or other assets. It has ceased operations and there are no
proceeds available for distribution to the shareholders. The
Company intends to dissolve within 30 days. The Company's current
understanding is that Roche Enterprises intends to operate the rVue
business using the assets acquired in the UCC sale, through a new
entity under its sole ownership.
The Company's CEO, Mark Pacchini, said: "We greatly appreciate the
support of all of our investors and customers. We regret that the
Company could no longer operate in its current form and wish each
of our shareholders and our team nothing but the best."
About rVue
rVue Holdings, Inc. (otc pink:RVUE) -- http://www.rvue.com/-- is
an advertising technology company providing the digital
distribution platform for the Digital Place-Based Advertising
industry. The Company connects approximately one million digital
screens across 175 networks delivering access to 250 million daily
impressions in one simple platform. Backed by the industry's most
intuitive and intelligent platform, rVue has the technology, data
and expertise to connect brands and targeted consumers where and
when it matters most.
SAEXPLORATION HOLDINGS: Stockholders Elected 7 Nominees to Board
----------------------------------------------------------------
SAExploration Holdings, Inc. held its 2017 annual meeting of
stockholders on June 21, 2014, at which the stockholders elected
Jeff Hastings, Brian Beatty, Melvin L. Cooper, Gary Dalton,
Michael Faust, Michael Kass and Jacob Mercer to the Company's Board
of Directors serving until the next Annual Meeting to be held in
2018. The stockholders also ratified the selection of Pannell Kerr
Forster of Texas, P.C. as the Company's independent registered
public accounting firm for the year ending Dec. 31, 2017.
About SAExploration Holdings
Based in Houston, Texas, SAExploration Holdings, Inc. (NASDAQ:
SAEX) is an internationally-focused oilfield services company
offering a full range of vertically-integrated seismic data
acquisition and logistical support services in Alaska, Canada,
South America, and Southeast Asia to its customers in the oil and
natural gas industry. In addition to the acquisition of 2D, 3D,
time-lapse 4D and multi-component seismic data on land, in
transition zones between land and water, and offshore in depths
reaching 3,000 meters, the Company offers a full-suite of
logistical support and in-field data processing services. The
Company operates crews around the world that are supported by over
29,500 owned land and marine channels of seismic data acquisition
equipment and other leased equipment as needed to complete
particular projects.
SAExploration reported a net loss attributable to the Company of
$25.03 million on $205.56 million of revenue from services for the
year ended Dec. 31, 2016, compared to a net loss attributable to
the Company of $9.87 million on $228.13 million of revenue from
services for the year ended Dec. 31, 2015. As of March 31, 2017,
SAExploration had $217.12 million in total assets, $169.67 million
in total liabilities and $47.45 million in total stockholders'
equity.
* * *
In June 2016, S&P Global Ratings lowered its corporate credit
rating on SAExploration Holdings to 'CC' from 'CCC-'. At the same
time, S&P lowered the issue-level rating on the company's senior
secured notes to 'CC' from 'CCC-'. The outlook remains negative.
The downgrade follows SAExploration's announcement that it plans to
launch an exchange offer to existing holders of its 10% senior
secured notes for shares of common equity and a new issue of
second-lien notes. Following the rating action, S&P withdrew the
corporate credit and issue-level ratings at the company's request.
In September 2016, Moody's Investors Service withdrew
SAExploration's 'Caa2' Corporate Family Rating and other ratings.
SANDFORD AND SON: Sale of Philadelphia Property for $175K Approved
------------------------------------------------------------------
Judge Jean K. FitzSimon of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania authorized the private sale by
Sandford and Son and Jay Sandford of real property located at 5016
North 9th Street, Philadelphia, Pennsylvania, to V&C Property, Inc.
and Vielka Garcia for $175,000.
The sale is free and clear of any lien, claim, interest, or
encumbrances, with such liens to attach to the proceeds of the sale
in the order of priority.
Notwithstanding the foregoing, proceeds generated by the sale will
be distributed at closing and in the order of priority under
applicable law to the applicable Creditors where there is no
dispute between the Debtors and Creditors as to payment to be made.
Where there is a dispute about the order or amount of a payment,
the proceeds will be held in escrow until the dispute is resolved.
The Order will be effective immediately upon entry, and the 14-day
stay under Fed. R. Bankr. P. 6004(h) is waived.
About Sandford and Son
Sandford and Son filed a Chapter 11 petition (Bankr. E.D. Pa. Case
No. 14-18330) on Oct. 17, 2014. The company's owner, Jay
Sandford,
also sought Chapter 11 protection (Case No. 14-18364).
Jay Sandford started buying investment properties in Philadelphia
in the 1970s with his late father, Walter Sandford (former jointly
administered debtor in this case), which they rented out to
tenants.
The Hon. Jean K. FitzSimon presides over the cases.
Sandford and Son estimated assets and liabilities of $1 million to
$10 million.
The Debtors tapped John M. Keating, Esq., at Law Office of John M.
Keating, as counsel.
SEARS CANADA: Landlord of Cornwall Store Assessing Options
----------------------------------------------------------
Partners Real Estate Investment Trust (the "REIT") on June 22,
2017, commented on the press release dated June 22, 2017 by Sears
Canada Inc. and its subsidiaries ("Sears Canada") to the effect
that Sears Canada has been granted an order (the "Initial Order")
from the Ontario Superior Court of Justice under the Companies
Creditors Arrangement Act (the "CCAA").
Partners REIT has not yet seen the Initial Order, but Sears Canada
reports that it provides for a stay of proceedings in favour of
Sears Canada for an initial period of 30 days, subject to extension
thereafter as the Court deems appropriate. The Initial Order
authorizes Sears Canada to obtain debtor-in-possession financing
that Sears Canada expects will provide sufficient liquidity to
allow it to maintain operations throughout the CCAA proceedings.
Sears Canada also announced the closing of a number of stores,
including the Sears Outlet store in Cornwall, Ontario, which is an
anchor tenant at the Cornwall Square enclosed mall owned and
operated by Partners REIT.
The specific timing of the store closures has not yet been
finalized by Sears Canada.
The closing of the Sears Outlet store at the Cornwall Square mall
may impact the value of that mall. Partners REIT will be
monitoring the situation and reviewing its alternatives with
respect to this property.
About Partners REIT
Partners REIT is a growth-oriented real estate investment trust
focused on the expansion and management of a portfolio of 35 retail
and mixed-use community and neighbourhood shopping centres. These
properties are located in both primary and secondary markets across
British Columbia, Alberta, Manitoba, Ontario, and Quebec, and
comprise a total of approximately 2.5 million square feet of
leasable space.
About Sears Canada
Sears Canada Inc. (TSX: SCC; NASDAQ: SRSC) -- http://www.sears.ca/
-- is one of Canada's largest multi-format retailers, employing
17,000 people at 225 stores across Canada and at its head office
in
Toronto, Ontario (as of June 22, 2017). Sears Canada and its
subsidiaries sell goods and services through its full-line
department stores, Sears Home, Sears Hometown, Sears Outlet, and
Corbeil stores, and via its online sales platform.
As of June 13, 2017, Sears Holdings Corp. CEO Edward S. Lampert
and
his investment fund ESL Investments, Inc., held 46,162,515 common
shares, representing 45.3% of Sears Canada's total outstanding
common shares. In addition, Sears Holdings held 11,962,391 common
shares, representing 11.7% of the shares outstanding. Fairholme
Capital Management, LLC, held 20,375,533 shares, representing 20%
of the shares outstanding.
The Company's balance sheet as of April 29, 2017, showed total
assets of CA$1.187 billion against total liabilities of CA$1.108
billion.
Amid mounting losses and liquidity constraints Sears Canada and
certain of its subsidiaries on June 22, 2017, applied to the
Ontario Superior Court of Justice (Commercial List) for protection
under the Companies' Creditors Arrangement Act ("CCAA"), in order
to continue to restructure its business.
The Company has engaged BMO Capital Markets, as financial advisor,
and Osler, Hoskin & Harcourt LLP, as legal advisor. The Board of
Directors and the Special Committee of the Board of Directors of
the Company has retained Bennett Jones LLP, as legal advisor.
FTI Consulting Canada Inc. is the monitor. FTI tapped Norton Rose
Fulbright Canada LLP as counsel.
* * *
Sears Canada and its subsidiaries on June 22, 2017, were granted
an
order (the "Initial Order") under the Companies' Creditors
Arrangement Act (the "CCAA"). Pursuant to the Initial Order, FTI
Consulting has been appointed Monitor. The Initial Order also
provides for a stay of proceedings for an initial 30-day period
until July 22, 2017, subject to further extensions by the Court.
SECOND SOUTHERN BAPTIST: S6 Realty Buying Bronx Property for $1.35M
-------------------------------------------------------------------
Second Southern Baptist Church of New York asks the U.S. Bankruptcy
Court for the Southern District of New York to authorize bidding
procedures in connection with the sale of improved real property
located 1340 Edward L. Grant Highway, also known as 59A West 170th
Street, 53-59 West 170th Street, 53-59 West 170th Street, 1372A
Jessup Avenue, Bronx, Bronx County, New York, to S6 Realty Corp.
for $1,350,000, subject to overbid.
A hearing on the Motion is set for July 25, 2017 at 10:00 a.m.
The Debtor, a New York religious corporation, owns the Property.
The filing of the Chapter 11 case was necessitated by the pendency
of a scheduled sale in a municipal tax lien foreclosure proceeding
entitled NYCTL 2012-A Trust vs. Second Southern Baptist Church of
New York, et al., Case No. 260741-2013 which is pending in the
Bronx County Supreme Court. The automatic stay prevented the loss
of the Property and has allowed the Debtor to proceed with its
efforts in the case which led to the arms-length sale of the
Property proposed.
In an attempt to reorganize its financial affairs, the Debtor
undertook extensive efforts to obtain mortgage financing for the
Property to satisfy the Trusts' and other liens against the
Property, aggregating approximately $750,000. Unfortunately, those
attempts failed for several reasons.
Once it became apparent to the Debtor that it was not feasible to
obtain mortgage financing on reasonable terms, rather than lose the
Property at a forced sale by the Trust, it determined that it was
appropriate to proceed with efforts to sell the Property and
dissolve the Church pursuant to the provisions of the New York
Religious Corporations Law. To that end the Debtor decided to
retain the services of a real estate broker to assist in the sale
effort.
On Dec. 7, 2016, the Court granted the Debtor's motion to retain MK
Property Group NYC Corp. as its real estate broker. Through MK's
efforts, several written offers were received, each in ascending
amount. The highest offer was by the Purchaser in the amount of
$1,350,000. The S6 Offer resulted in the entry into the Purchase
Agreement between the Debtor and the Purchaser. The Purchase
Agreement is explicitly subject to the prior approval of the Court
and to any higher or better offer which may be made. The Debtor
asks the Court to approve the terms and conditions of the Purchase
Agreement, and authorize it to consummate such agreement.
The salient terms of the Agreement are:
a. Buyer: S6 Realty Corp.
b. Seller: Second Southern Baptist Church of New York
c. Purchase Price: $1,350,000
d. Property: 1340 Edward L. Grant Highway, also known as 59A
West 170th Street, 53-59 West 170th Street, 53-59 West 170th
Street, 1372A Jessup Avenue, Bronx, Bronx County, New York
e. Deposit: $135,000
f. Terms: The sale is "as is, where is, with all defaults"
basis, with no representations or warranties, and free and clear of
all liens, claims, and encumbrances.
g. Closing: The Closing will take place on a mutually agreed day
and time at the office of Reich Reich & Reich, P.C., the Seller's
attorneys, 235 Main St., 4th Floor, White Plains, New York.
The Debtor asks authority to assume, assign, and/or transfer the
Leases referred to in, and annexed to, the Purchase Agreement.
As the Sale is subject to higher and better offers, the Bidding
Procedures Order includes provisions regarding buyer protections
and other specific bidding procedures typical for transactions of
this nature. The Debtor submits that the Bidding Procedures are
reasonable under the circumstances and will offer interested
parties notice of the Sale Motion and the opportunity to be heard
thereon.
The salient terms of the Bidding Procedures are:
a. Minimum Overbid: $1,400,000
b. Competing Bid Deposit: $140,000 which will apply to any and
all bidders including without limitation any bidder that intends to
proceed by way of "credit bidding" its indebtedness
c. The Auction: If the Debtor does not receive any Qualified
Bids, the Debtor will report to the Court and will proceed with a
sale of the Property to Purchaser under the terms of the Purchase
Agreement. If the Debtor receives a Qualified Bid other than the
bid of the Purchaser, the Debtor will conduct the Auction on a date
to be fixed by the Court.
d. Bid Increments: $50,000
A copy of the Purchase Agreement and Bidding Procedures Order
attached to the Motion is available for free at:
http://bankrupt.com/misc/Second_Southern_Baptist_42_Sales.pdf
The Debtor asks that the Notice for Sale Hearing attached to the
Bidding Procedures Order be set for the earliest convenient date
available on the Court's calendar. At the Sale Hearing, the Debtor
will ask that the Court enters the Sale Order either authorizing
the Debtor to consummate the Purchase Agreement, or, if higher bids
are submitted, confirming the result and approving the Sale to the
Successful Bidder, and granting related relief.
Once the sale of the Property contemplated by the Motion is
authorized by the Court and a closing of title with the Purchaser
takes place, the Debtor intends to file a Chapter 11 plan of
liquidation and an accompanying disclosure statement. When the
Plan is confirmed by the Court, all assets other than the net
proceeds of the Property are marshalled and reduced to cash
proceeds, and all of the Debtor's debts and claims are satisfied,
it is the intention of the Debtor to apply under Section 18 of the
New York Religious Corporations Law for the dissolution of the
Church and the distribution of the surplus funds in accordance with
the requirements of Sec.18.
It is assumed that the Court will take jurisdiction of the sale
process as requested and that compliance with the portions of
Sec.18 which deal with requesting the New York Supreme Court to
order and direct a sale and provide for the ascertaining and
payment of debts will not have to be the subject of a State Court
petition.
The Purchaser:
S6 REALTY CORP.
9 East 167th St.
Bronx, NY 10452
The Purchaser is represented by:
Edward Shendell, Esq.
One James Ave.
Port Washington, NY 11050
About Second Southern
Baptist Church of NY
Second Southern Baptist Church of New York filed a Chapter 11
bankruptcy petition (Bankr. S.D.N.Y.. Case No. 15-12509) on
Sept. 9, 2015. The petition was signed by Mary Willis, vice
president.
The Debtor disclosed total assets of $1.2 million and total
liabilities of $389,384.
The Hon. Sean H. Lane presides over the case.
Reich Reich & Reich P.C. serves as counsel to the Debtor.
MK Property Group NYC Corp. is the Debtor's estate broker.
SEVEN HILLS: Taps Brockman Drinkard as Accountant
-------------------------------------------------
Seven Hills Construction, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Virginia to hire
Brockman, Drinkard & Pennington, PC as accountant.
The firm will assist the company and its sole member Thomas
Hockycko in the preparation of their 2016 financials and tax
returns, prepare their financials for the first quarter of 2017,
and provide other services related to their Chapter 11 cases.
The estimated fee for the proposed work is $4,750.
Jeff Allen, a certified public accountant and partner at Brockman,
disclosed in a court filing that he and his firm do not hold or
represent any interest adverse to the Debtors's estates.
The firm can be reached through:
Jeff Allen
Brockman, Drinkard & Pennington, PC
104 Archway Court
Lynchburg, VA 24052
Phone: (434) 846-8458
About Seven Hills Construction LLC
Headquartered in Lynchburg, Virginia, Seven Hills Construction LLC,
d/b/a Seven Hills Construction LLC of NC, and Thomas J. Hockycko,
sole member, filed for Chapter 11 protection (Bankr. W.D. Va. Lead
Case No. 17-60251) on Feb. 8, 2017.
Seven Hills estimated assets of less than $50,000 and liabilities
of $1 million to $10 million. The petition was signed by Mr.
Hockycko.
Judge Rebecca B. Connelly presides over the cases.
Hannah White Hutman, Esq., at Hoover Pendrod, PLC, serves as the
Debtors' bankruptcy counsel. Century 21 Towne and Country is the
Debtors' real estate broker.
SHRI NATHJI: Hires RLC Lawyers & Consultants as Counsel
-------------------------------------------------------
Shri Nathji, LLP, seeks approval from the US Bankruptcy Court for
the District of Maryland, Baltimore Division, to employ Tate M.
Russack and RLC Lawyers & Consultants as counsel.
The professional services to be rendered by RLC Lawyers are:
a. provide legal advice in the continued possession and
management of its property;
b. prepare the Statement of Financial Affairs, Schedules,
Statement of Executory Contracts and other statements and schedules
required by the Bankruptcy Code, Bankruptcy Rules, and/or Local
Bankruptcy Rules;
c. represent the Debtor, as Debtor-in-Possession, in
connection with any proceedings for relief from stay which may be
instituted in this Court;
d. represent the Debtor, as Debtor-in-Possession, at any
meetings of creditors convened pursuant to Section 341 of the
Bankruptcy Code;
e. represent the Debtor, as Debtor-in-Possession, of all
necessary applications, motions, answers, orders, reports, and
other legal papers and advice, and assist and represent the Debtor
in preparing, filing, and prosecuting a disclosure statement and
plan under Chapter 11;
f. represent the Debtor in collateral litigation before the
Bankruptcy Court and other courts; and,
g. provide other legal services for the Debtor, which may be
necessary, and to generally represent, advise, and assist the
Debtor, as Debtor-in-Possession, in carrying out their duties under
the Bankruptcy Code.
RLC Lawyers & Consultants' normal hourly rates are:
a. Senior attorney: $450.00 per hour
b. Paralegal: $170.00 per hour
c. Secretary/receptionist: no charge.
Prior to the filing of this bankruptcy case, RLC Lawyers &
Consultants received from the Debtor $1,800 for the filing fee in
the Chapter 11 case. The firm holds a trust balance of $83.00.
Tate M. Russack attests that neither he, RLC Lawyers & Consultants
nor its members and associates have a connection to the Debtor,
creditors of the Debtor, other parties-in-interest or their
respective attorneys.
The Counsel can be reached through:
Tate M. Russack #26394
RLC Lawyers and Consultants
7999 N. Federal Hwy., Ste. 100A
Boca Raton, FL 33487
Tel: 561-571-9610
Fax: 800-883-5692
Email: tate@russack.net
About Shri Gurukrupa
Shri Gurukrupa, LLC filed Chapter 11 bankruptcy petition (Bankr. D.
Md. Case No. 16-21645) on August 30, 2016. The petition was signed
by Biten K Bhavsar, managing member. The case is assigned to the
Hon. James F. Schneider. Tate Russack, Esq., at RLC Lawyers &
Consultants serves as the Debtors' counsel.
Shri Gurukrupa estimated its assets in the range of $0 to $50,000,
and liabilities in the range of $1 million to $10 million.
SK VISION: Has Authorization to Use Cash Collateral
---------------------------------------------------
Judge Robert Kwan of the U.S. Bankruptcy Court for the Central
District of California authorized SK Vision LLC to use cash
collateral on the property described as 2307 Mira Vista #106,
Montrose, California 91020.
The Debtor is authorized to use the funds deemed cash collateral to
pay for these monthly expenses on the subject property: (a)
Mortgage -- $1,150; (b) Property taxes -- $470; (c) Property
insurance -- $50; (d) Homeowner's Association Dues -- $130; and
Maintenance and repairs -- $50.
A full-text copy of the Order, dated June 20, 2017, is available at
https://is.gd/LAo33v
About SK Vision LLC
SK Vision LLC filed a Chapter 11 petition (Bankr. C.D. Cal. Case
No. 16-26820), on December 27, 2016. The petition was signed by
Greg Kurdoglanyan, President. At the time of filing, the Debtor
estimated assets and liabilities at $1 million to $10 million. The
case is assigned to Judge Robert N. Kwan. The Debtor is
represented by Aurora Talavera, Esq., at Allied Legal Group, Inc.
SKIP BARBER RACING: Proposes Bid Procedures for All Assets
----------------------------------------------------------
Skip Barber Racing School, LLC, asks the U.S. Bankruptcy Court for
the Southern District of New York to authorize the bidding
procedures in connection with the sale of substantially all assets
and related personal property by auction.
The Debtor filed the chapter 11 case so that it could continue to
operate while pursuing a sale of its assets. It intends to
reorganize by selling its business as a going concern through an
auction process under the supervision of the Court. The Debtor is
presently managed by Michael C. Culver who is the majority
membership interest holder of the Debtor. It employs approximately
20 people.
Despite its robust marketing process, to date, none of the
interested potential bidders has come forward to serve as a
stalking horse for the Sale process. So, in the interests of time,
and in order to maintain maximum flexibility with respect to the
Sale, the Debtor has opted to push forward with the auction
process. It believes that, once bid deadlines and procedures are
in place, interested parties will commit and that a competitive
bidding process will result.
The Sale of the Purchased Assets contemplated is subject to a
competitive Auction process that will assure that the maximum value
for the Purchased Assets will be realized for the Debtor's estate
and its creditors. Accordingly, the Debtor has filed the Motion
asking the approval of the Bidding Procedures and, following a
subsequent hearing (i.e., the Sale Hearing), approval of the Sale
of the Purchased Assets.
The salient terms of the Bidding Procedures are:
a. General Bid Deadline: July 18, 2017 at 5 p.m. (PET)
b. Good Faith Deposit: $100,000 or 5% of the cash purchase
price
c. Credit Bid: People's United Bank, N.A. and CMS Mezzanine Debt
Subpartnership, or their designated affiliate(s), will each be
deemed a Qualified Bidder, and will have the right to submit a
credit bid up to the full amount of its respective allowed secured
claim for the Purchased Assets at the Auction.
d. Break-up Fee: 3% of the stalking-horse bid
e. Auction: July 20, 2017 at 10:00 a.m. (PET)
f. Minimum Overbid: $20,000
g. Sale Hearing: July 24, 2017 at 11:00 a.m. (PET)
h. Sale Objection Deadline: TBD
i. Sale Closing: July 31, 2017
j. Terms of Sale: "As is, where is," free and clear of
Liabilities
The Debtor will assume, sell and assign the Assigned Contracts to
the Prevailing Bidder under the terms of the Asset Purchase
Agreement, as submitted by the Prevailing Bidder after the Auction.
The effective date of any assumption, sale and assignment of any
Assigned Contract will be the Closing.
The proposed Sale to the Prevailing Bidder will be under the
Purchase Agreement, which will be filed by the Debtor with the
Court in advance of the Bidding Procedures Hearing and attached to
the Bidding Procedures Order will set forth the terms and
conditions Sale transaction will be consummated, and the form that
Potential Bidders will use to submit Qualified Bids marked to show
any changes in such bidder's proposed bid. Accordingly, utilizing
the proposed Purchase Agreement will provide a uniform basis for
Potential Bidders to bid and the Debtor to analyze Qualified Bids.
The Debtor will cause to be served, within five business days after
issuance of the Bidding Procedures Order, upon all Notice Parties,
(i) Notice of Bid Deadline, Auction, and Sale Hearing; (ii) the
Bidding Procedures Order including the Bidding Procedures attached
thereto; and (iii) the Motion.
The Debtor will send Notice of Assumption and Assignment within
five business days of the date of the issuance of the Bidding
Procedures Order to all non-Debtor counter-parties to the
Contracts. All Assumption and/or Cure Objection must be filed no
later than the Sale Objection Deadline.
The Debtor asks that at the conclusion of the Sale Hearing, that
the Court enters the Sale Order approving the proposed sale of the
Purchased Assets, free and clear of Liabilities (except for
Liabilities assumed by the Prevailing Bidder) in accordance with
the terms and conditions contained in the Purchase Agreement to the
Prevailing Bidder, authorizing the assumption and assignment of
certain executory contracts and unexpired leases in accordance with
the Purchase Agreement, and granting such other relief as is
necessary to effectuate the transactions contemplated by the
Purchase Agreement.
A copy of the Bidding Procedures and Purchase Agreement is
available for free at:
http://bankrupt.com/misc/Skip_Barber_25_Sales.pdf
The Debtor also asks that the Court waives the 14-day stay that
otherwise may be applicable under Bankruptcy Rules 6004(h) and
6006(d), so that each of the Bidding Procedures Order and the Sale
Order is effective immediately upon entry.
About Skip Barber Racing School
Skip Barber Racing School LLC is a Braselton, Georgia-based racing
school. It operates a fully-integrated system of racing schools,
driving schools, racing championships, corporate events and OEM
events across North America, teaching emergency braking, skid and
slide control, proper cornering techniques, an understanding of
vehicle dynamics, and a variety of other car-control skills.
Skip Barber Racing School filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 17-35871) on May 22, 2017. The petition
was signed by Michael Culver, managing member. The Debtor
estimated $1 million to $10 million in assets and $10 million to
$50 million in debt.
Judge Cecelia G. Morris presides over the case.
No trustee, examiner or committee of creditors has been appointed.
SPECTRUM ALLIANCE: Taps Bambach as Turnaround Consultant
--------------------------------------------------------
Spectrum Alliance, LP seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Pennsylvania to hire a turnaround
consultant.
The Debtor proposes to hire Bambach Enterprises LLC to, among other
things, assist it in restructuring internal operations and
cost-cutting, and to interface with its creditors. Specifically,
the firm will provide these services:
(a) prepare the Debtor's schedules of assets and
liabilities and statement of financial affairs;
(b) assist in the preparation of the Debtor's monthly
operating reports;
(c) assist the Debtor with the overall reduction of its
overhead cost to a sustainable level;
(d) analyze the continuing operations of the Debtor with
focus on streamlining its processes and personnel; and
(e) assist in the preparation of cash flow projections and
financials to support the Debtor's plan of
reorganization.
James McDonough and Keith Northern, the professionals at the firm
who are expected to provide the services, will charge $75 per hour
and $150 per hour, respectively.
Bambach received a pre-bankruptcy retainer of $15,000 from the
Debtor.
John Bambach, managing director, disclosed in a court filing that
no member of his firm holds any interest adverse to the Debtor.
The firm can be reached through:
John Bambach
Bambach Enterprises LLC
735 Island Way
Clearwater Beach, FL 33767
About Spectrum Alliance LP
Based in North Wales, Pennsylvania, Spectrum Alliance LP sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa.
Case No. 17-14250) on June 20, 2017. James R. Wrigley, president,
signed the petition.
At the time of the filing, the Debtor estimated its assets and
debts at $50 million to $100 million.
Judge Jean K. FitzSimon presides over the case. Jennifer E.
Cranston, Esq., at Ciardi Ciardi & Astin, P.C., represents the
Debtor as bankruptcy counsel.
SPECTRUM ALLIANCE: Taps Ciardi Ciardi as Legal Counsel
------------------------------------------------------
Spectrum Alliance, LP seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Pennsylvania to hire legal counsel.
The Debtor proposes to hire Ciardi Ciardi & Astin, P.C. to, among
other things, give legal advice regarding its duties under the
Bankruptcy Code, and provide other legal services related to its
Chapter 11 case.
Albert Ciardi III, Esq., and Jennifer McEntee, Esq., the attorneys
expected to represent the Debtors, will charge $515 per hour and
$350 per hour, respectively. The hourly rate for Stephanie
Frizlen, a paralegal, is $120.
The firm received a payment in the sum of $42,714.09 on January 18,
$30,000 on May 11, and $30,000 on June 19. It currently holds a
retainer in the amount of $19,750.
Mr. Ciardi disclosed in a court filing that he and other members of
his firm do not hold any interest adverse to the Debtor's
bankruptcy estate.
The firm can be reached through:
Albert A. Ciardi, III, Esq.
Ciardi Ciardi & Astin, P.C.
One Commerce Square
2005 Market Street, Suite 3500
Philadelphia, PA 19103
Tel: (215) 557-3550
Fax: 215-557-3551
Email: aciardi@ciardilaw.com
- and -
Jennifer E. Cranston, Esq.
Ciardi Ciardi & Astin, P.C.
One Commerce Square
2005 Market Street, Suite 3500
Philadelphia, PA 19103
Tel: 215 557 3550
Email: jcranston@ciardilaw.com
About Spectrum Alliance LP
Based in North Wales, Pennsylvania, Spectrum Alliance LP sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa.
Case No. 17-14250) on June 20, 2017. James R. Wrigley, president,
signed the petition.
At the time of the filing, the Debtor estimated its assets and
debts at $50 million to $100 million.
Judge Jean K. FitzSimon presides over the case.
SPECTRUM ALLIANCE: Taps Griffin Financial as Investment Banker
--------------------------------------------------------------
Spectrum Alliance, LP seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Pennsylvania to hire an investment
banker.
The Debtor proposes to hire Griffin Financial Group, LLC to pursue
a potential capital markets transaction, including a restructuring
or sale transaction.
Griffin will receive a monthly fee of $12,000, plus a contingent
fee upon the completion of either a restructuring or sale
transaction.
In the case of a restructuring transaction, the firm will get a fee
of $750,000. If it is a sale transaction, the firm will be paid a
fee, upon closing, equal to the greater of $750,000 or 1.5% of the
total consideration. Any monthly fee collected will only be
credited against a sale transaction fee to the extent applicable.
Thomas Whalen, senior managing director of Griffin, disclosed in a
court filing that he and other officers of the firm do not hold or
represent any interest adverse to the Debtor or its estate.
The firm can be reached through:
Thomas G. Whalen
Griffin Financial Group, LLC
620 Freedom Business Center, Suite 210
P.O. Box 61926
King of Prussia, PA 19406
Phone: 610-205-6100
About Spectrum Alliance LP
Based in North Wales, Pennsylvania, Spectrum Alliance LP sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa.
Case No. 17-14250) on June 20, 2017. James R. Wrigley, president,
signed the petition.
At the time of the filing, the Debtor estimated its assets and
debts at $50 million to $100 million.
Judge Jean K. FitzSimon presides over the case. Jennifer E.
Cranston, Esq., at Ciardi Ciardi & Astin, P.C., represents the
Debtor as bankruptcy counsel.
SQUARE ONE: Affiliates Seek to Use $1.52M of Cash Collateral
------------------------------------------------------------
Square One Development, LLC, and its affiliates Square One
Lakeland, LLC, and Square One Gainseville, LLC, seek permission
from the U.S. Bankruptcy Court for the Middle District of Florida
to use $1,524,565 of cash collateral of Stearns Bank and First
Citrus Bank.
As of the Petition Date, the Affiliates owed $3.8 million on a loan
from Stearns Bank. The Loan is secured by a blanket lien on the
personal property of the Affiliates. By virtue of its purported
lien, Stearns Bank may assert a first priority security interest in
the Affiliates' cash on hand and funds to be received into their
operating accounts during normal operations.
Citrus Bank may claim an inferior interest in the cash collateral
by virtue of its purported lien. The Debtors believe Citrus Bank's
inferior interest is wholly unsecured due to the outstanding
balance owed to Stearns Bank.
The Debtors will require the use of cash collateral to continue to
operate their businesses for the next six weeks, and, depending on
the month, a greater or lesser amount will be required for each
comparable period thereafter. The Debtors will use the cash
collateral to pay their respective share of related expenses and
their respective operating expenses, pending a final hearing on the
Debtor's request.
As adequate protection for the use of cash collateral, the
Affiliates will operate on a positive cash flow basis during the
interim six-week period and assert all interests on cash collateral
are adequately protected by the replacement lien.
If the Debtors are not permitted to use cash collateral, they will
be forced to halt operations, creating an adverse effect on
creditors and employees, and will likely eliminate the total value
of assets pledged as collateral. Thus, the Debtors believe that
the protections outlined are fair and reasonable under the
circumstances and will be sufficient to protect the interests of
Stearns Bank's collateral from a diminution in value during the
period of use by the Debtors.
Copies of the motions are available at:
http://bankrupt.com/misc/flmb17-03858-6.pdf
http://bankrupt.com/misc/flmb17-03856-6.pdf
About Square One Development
Headquartered in Tampa, Florida, Square One Development, LLC, is a
multi-member Florida limited liability company formed on April 6,
2010. It owns a group of 12 related entities including eight
gourmet burger restaurants with operations in West Central
Florida.
Square One Development, LLC, filed for Chapter 11 bankruptcy
protection (Bankr. M.D. Fla. Case No. 17-03846) on June 9, 2017.
Affiliates Square One Winter Park, LLC, Square One Tamiami, LLC,
Square One University, LLC, Square One Fort Myers, LLC, Square One
Tampa Bay, LLC, Square One Henderson, LLC, Square One Brandon, LLC,
Square One Tyrone, LLC (Case No. 17-03853), Square One The
Villages, LLC, Square One Gainesville, LLC, Square One Burgers Prop
Co, LLC, and Square One Lakeland, LLC, also sought Chapter 11
protection. The petitions were signed by William Milner, manager.
The Debtors continue to operate their businesses and manage their
properties as debtors-in-possession pursuant to Sections 1107 and
1108 of the Bankruptcy Code.
Square One Winter estimated its assets and liabilities between $1
million and $10 million.
R Scott Shuker, Esq., at Latham, Shuker, Eden & Beaudine, LLP,
serves as the Debtors' bankruptcy counsel.
SQUARE ONE: The Villages Wants to Use First Citrus Cash Collateral
------------------------------------------------------------------
Square One Development, LLC, and subsidiaries Square One The
Villages, LLC, Square One University, LLC, Square One Fort Myers,
LLC, Square One Henderson, LLC, Square One Brandon, LLC, and Square
One Tyrone, LLC, ask for authorization from the U.S. Bankruptcy
Court for the Middle District of Florida to use approximately
$1,524,565 of First Citrus Bank's cash collateral.
As of the Petition Date, the Debtors owed approximately $1.7
million on a loan from Citrus Bank. The Loan is secured by a
blanket lien on the personal property of the Debtors. By virtue of
its purported lien, Citrus Bank may assert a first priority
security interest in the Debtors' cash on hand and funds to be
received into their operating accounts during normal operations.
The Debtors will use the cash collateral to continue to operate
their businesses for the next six weeks, and, depending on the
month, a greater or lesser amount will be required for each
comparable period thereafter. Use of cash collateral will allow
the Debtors to pay their respective share of related expenses and
their respective operating expenses, pending a final hearing on the
Debtors' request.
As adequate protection for the use of cash collateral, the Debtors
propose to grant Citrus Bank a replacement lien to the extent of
any diminution in value, with the lien to have the same validity,
extent, and priority as its respective prepetition lien. The
Debtors will operate on a positive cash flow basis during the
interim six-week period and asserts all interests on cash
collateral are adequately protected by the replacement lien.
The Debtors say that if they are not permitted to use cash
collateral, they will be forced to halt operations, creating an
adverse effect on creditors and employees, and will likely
eliminate the total value of assets pledged as collateral. Thus,
the Debtors believe that the protections outlined are fair and
reasonable under the circumstances and will be sufficient to
protect the interests of Citrus Bank's collateral from a diminution
in value during the period of use by the Debtors. Accordingly,
under the circumstances of the Chapter 11 case, the granting of the
relief in the motion is warranted.
A copy of the Debtors' motion is available at:
http://bankrupt.com/misc/flmb17-03855-6.pdf
About Square One
Square One Winter Park, LLC, and its affiliates own restaurants in
Tampa, Florida.
Square One Winter Park, LLC (Bankr. M.D. Fla. Case No. 17-03843)
and its affiliates Square One Development, LLC (Bankr. M.D. Fla.
Case No. 17-03846), Square One Tamiami, LLC (Bankr. M.D. Fla. Case
No. 17-03847), Square One University, LLC (Bankr. M.D. Fla. Case
No. 17-03848), Square One Fort Myers, LLC (Bankr. M.D. Fla. Case
No. 17-03849), Square One Tampa Bay, LLC (Bankr. M.D. Fla. Case No.
17-03850), Square One Henderson, LLC (Bankr. M.D. Fla. Case No.
17-03851), Square One Brandon, LLC (Bankr. M.D. Fla. Case No.
17-03852), Square One Tyrone, LLC (Bankr. M.D. Fla. Case No.
17-03853), Square One The Villages, LLC (Bankr. M.D. Fla. Case No.
17-03855), Square One Gainesville, LLC (Bankr. M.D. Fla. Case No.
17-03856), Square One Burgers Prop Co, LLC (Bankr. M.D. Fla. Case
No. 17-03857), and Square One Lakeland, LLC (Bankr. M.D. Fla. Case
No. 17-03858) filed Chapter 11 bankruptcy petitions on June 9,
2017. The petitions were signed by William Milner, manager.
R Scott Shuker, Esq., at Latham, Shuker, Eden & Beaudine, LLP,
serves as the Debtors' bankruptcy counsel.
Square One Winter estimated its assets and liabilities at between
$1 million and $10 million each.
STANDFAST USA: Sale of Personal Property for $600K Approved
-----------------------------------------------------------
Judge Kathy Surratt-States of the U.S. Bankruptcy Court for the
Eastern District of Missouri authorized Standfast USA, LLC's sale
of personal property to Standfast TRAM, LLC, for $600,000.
A hearing on the Motion was held on June 19, 2017 at 11:00 a.m.
The objection deadline was June 12, 2017 at 5:00 p.m. (PCT).
The personal property includes, but not limited to cash on hand,
inventory, furniture, fixtures, equipment, accounts receivable and
intangibles (domain name, telephone number, Standfast USA name)
("Acquired Assets").
The Acquired Assets will be transferred to the Purchaser on an "as
is, where is" basis, free and clear of all interests, and any such
interests will attach to the proceeds of sale.
The Purchaser is an insider of the Debtor.
The Debtor is authorized to assign the Assumed Liabilities to
Purchaser, or its assign/designee.
Notwithstanding Bankruptcy Rules 6004(h) of the Federal Rules of
Bankruptcy Procedure, the Court finds that no cause exists to delay
the implementation or effectiveness of the Order and cause exists
to permit the Order to become final in order to permit the
transaction/s authorized. As a result, the Order will not be
stayed and will be effective immediately upon its entry upon the
docket of the Court.
About Standfast USA
Standfast USA, LLC, based in Saint Louis, Missouri, filed a
Chapter 11 petition (Bankr. E.D. Mo. Case No. 16-46691) on Sept.
16, 2016. The petition was signed by Ronald Starczewski,
restructuring officer. The Debtor disclosed $580,903 in total
assets and $2.61 million in total liabilities.
The Hon. Kathy A. Surratt-States presides over the case.
Spencer P. Desai, Esq., and Danielle A. Suberi, Esq., at Desai
Eggmann
Mason LLC, serve as Debtor's bankruptcy counsel.
STICHTER & STICHTER: Auction Sale of Vehicles Approved
------------------------------------------------------
Judge Robert E. Grant of the U.S. Bankruptcy Court for the Northern
District of Indiana authorized Stichter & Stichter Trucking, LLC's
sale of two trucks and two trailers at auction.
A hearing on the Motion and on the objection thereto filed by
Lafayette Community Bank was held on June 21, 2017, with David
Rosenthal, counsel for the Debtor, Pamela Hermes on behalf of Keith
Fafarman, counsel for the Lafayette Community Bank, and Ellen
Triebold, counsel for the United States Trustee, present.
The Court overruled Lafayette Community Bank's objection.
The two trucks and two trailers being sold are:
a. A 1996 Trailmaster with VIN#1T9AA15BOTF003283 secured by
Security Federal;
b. A 2005 Beall with VIN#1BN2T44285P030857 secured by Security
Federal;
c. A 2007 Freightliner secured by Lafayette Community Bank;
and
d. A 2006 International which has no lien.
The two trucks and two trailers are to be sold free and clear of
liens, liens to attach to proceeds of sale.
The proceeds of sale will be held by Auctioneer and disbursed only
after Court Order which the Debtor will file as soon as possible
after sale.
Stichter & Stichter Trucking, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Ind. Case No. 17-40044) on Feb. 21, 2017,
estimating under $1 million in assets and liabilities. The Debtor
is represented by David A. Rosenthal, Esq.
SUFFERN INTERNATIONAL: TWG Buying Blooming Grove Property for $1.2M
-------------------------------------------------------------------
Suffern International Equities, Inc., asks the U.S. Bankruptcy
Court for the Southern District of New York to authorize the sale
of real property located at 1025 Route 17M, Blooming Grove, New
York to TWG Fabrics, Inc. for $1,200,000.
A hearing on the Motion is set for July 10, 2017 at 10:00 a.m.
Objections, if any, must be filed not less than seven days prior
the motion date.
Counsel Robert S. Lewis affirms that the property is the only asset
of the Bankruptcy Estate. The Debtor is the sole owner of the
property. There is no co-owner.
The Debtor filed its bankruptcy case in an expedited manner to
avoid an auction tax sale on the Debtor's property.
As of the petition date, the Debtor valued the property at
$1,150,000.
The Secured and Administrative claims against the property are the
following: (i) an administrative lien from Orange County Tax
Assessor with Lien in the amount of approximately $450,000; and
(ii) a Secured lien held by Eastern Atlantic Acquisitions, Inc.
with lien in the amount of $2,200,000.
The Debtor wishes to sell the property and pay off all secured and
administrative liens. It proposes to sell the property for the
full appraisal value of $1,150,000 to the Buyer. The Debtor and
the Buyer entered into Contract of Sale dated May 3, 2017 for the
sale and purchase of the property. The property is being sold free
and clear of any interest.
The salient terms of the Contract are:
a. Buyer: TWG Fabrics, Inc.
b. Seller: Suffern International Equities, Inc.
c. Purchase Price: $1,150,000
d. Property: 1025 Route 17 Blooming Grove, New York
e. Terms: "As Is" condition without representations
f. Downpayment: $100,000
g. Closing: July 31, 2017
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/Suffern_International_17_Sales.pdf
From the sale proceeds, the Debtor proposes to pay the costs of the
sale, including reasonable attorney's fees, real estate
commissions, and taxes. In addition, it proposes to pay all
creditors that have an undisputed secured interest in the property,
as of the date of closing. The Debtor estimates that after the
payment of the costs of sale, and satisfaction of secured liens
there will be no net proceeds to claim an exemption with. For this
reason, the sale is in the best interest of the debtor, the estate,
creditors, and other parties in interest and should be approved.
The Purchaser:
Norman Klein
TWG FABRICS, INC.
115 Wisner Ave.
Middletown, NY 10940
The Purchaser is represented by:
Ronald S. Kossar, Esq.
402 East Main St.
P.O. Box 548
Middletown, NY 10940
About Suffern International Equities
Based in Monsey, New York, Suffern International Equities Inc. is
an investment company owned by Simi Weintraub. Suffern has a fee
simple interest in investment property located at 1025 Route 17M,
Blooming Grove, NY, valued at $1,025,000.
Suffern International Equities filed a Chapter 11 petition (Bankr.
S.D.N.Y. Case No. 17-22349) on March 8, 2017. The petition was
signed by Simi Weintraub, president. The Debtor disclosed $1.02
million in assets and $450,000 in liabilities.
The Hon. Robert D. Drain presides over the case.
Robert S. Lewis, Esq., at the Law Offices of Robert S. Lewis, PC,
serves as bankruptcy counsel.
TAKATA CORP: Automakers Sign $300M Accommodation Agreement
----------------------------------------------------------
TK Holdings Inc. and other Takata Corp. units that have sought
Chapter 11 protection are seeking approval from the U.S. Bankruptcy
Court for the District of Delaware of an accommodation agreement
with carmakers which will unlock nearly $300 million in near term
liquidity that will allow Takata to continue supplying replacement
kits and other parts to customers.
"The Global Accommodation Agreement is one of the lynchpins of the
success of the Plan and the Global Transaction and represents
significant value to the Debtors, unlocking nearly three hundred
million dollars ($300,000,000) in near term liquidity through the
waiver of setoff, and guaranteeing that the Secured Accommodation
Parties will, later in the Chapter 11 Cases, accelerate over one
hundred million dollars ($100,000,000) in order to ensure that the
Debtors operations continue and the Global Transaction can be
consummated. These benefits alone, without even considering the
other valuable accommodations and message of stability to the
market, far outweigh the minimal costs and burdens associated with
the Global Accommodation Agreement," Scott E. Caudill, Executive
Vice President and COO of TKH said in a court filing.
The form of Global Accommodation Agreement is an agreement in
principle between Takata affiliates across the globe, other than
the Japan Debtors, and the Consenting OEMs from around the world.
The Consenting OEMs are comprised of members of the Customer Group:
BMW, Daimler Trucks and Mercedes-Benz, Fiat Chrysler Automobiles,
Ford, General Motors, Honda, Jaguar Land Rover, Mazda, Mitsubishi,
Nissan, Subaru, Toyota, Volkswagen, and AB Volvo.
In exchange for the valuable accommodations and liquidity
enhancements the Consenting OEMs will be providing, including
agreeing to forbear from exercising setoffs against their existing
accounts payable to the Debtors, the Debtors will be agreeing to
continue to manufacture and supply parts and replacement kits
during the Chapter 11 Cases and to provide adequate protection,
including replacement liens and superpriority claims, to those
Consenting OEMs that have outstanding prepetition amounts owed to
the Debtors in respect of Component Parts or services provided by
the Debtors under the Purchase Orders -- Secured Accommodation
Parties.
Backing From OEMs
Counsel to the Debtors, Michael J. Merchant, Esq., at Richards,
Layton & Finger, P.A., explains that the Debtors are close to
finalizing the terms of a global sale transaction with a potential
plan sponsor -- Global Transaction -- that has the support of a
significant majority of their original equipment manufacturer
customers -- Consenting OEMs -- and that will pave the way for a
relatively quick and successful emergence of the Debtors' business
from restructuring.
In connection with the anticipated Global Transaction and as an
indication of their support, customers that, in the aggregate,
purchased approximately 90% of PSAN Inflators sold by Takata as of
March, 2017 and hold a substantial majority of the total unsecured
claims against the Debtors' estates -- Consenting OEMs -- have
agreed in principle to enter into accommodation agreements to,
among other things, provide Takata liquidity during the Insolvency
Proceedings -- Chapter 11 proceedings in the U.S. and civil
rehabilitation proceedings in Japan -- and to serve as a bridge to
the closing of the Global Transaction and consummation of the
Chapter 11 Plan.
Pursuant to the Global Accommodation Agreement, during the Chapter
11 Cases, the Customers will agree to provide the Debtors with,
among other accommodations, (a) significant liquidity enhancement
from the acceleration of payment terms on outstanding purchase
orders from the Consenting OEMs' standard payment terms; (b)
restrictions on the Consenting OEMs' ability to resource parts and
programs to the Debtors' competitors during the term of the Global
Accommodation Agreement; (c) certain limitations on the Consenting
OEMs' ability to assert setoffs against the Debtors' accounts
receivable; and (d) a commitment from the Consenting OEMs to
purchase raw materials and furnished goods at established prices in
the event of certain trigger events.
In exchange for these accommodations, the Debtors will commit to
continue to produce and deliver Component Parts to the Consenting
OEMs and to provide other limited accommodations to safeguard the
production of Consenting OEMs. In exchange for agreeing to make
payment on their outstanding accounts payable and forgo valuable
rights of setoff, the Debtors will also agree to provide the
Consenting OEMs adequate protection, including postpetition
replacement liens, superpriority administrative expense claims, and
other related protections with respect to the Debtors. As is
customary, the Debtors will further agree, pursuant to an access
and security agreement, to provide the Consenting OEMs with limited
rights to access and utilize the Debtors' facilities and equipment
in the event there is a continuing default under the Global
Accommodation Agreement which has resulted in a substantial
likelihood that a Consenting OEM's production will be interrupted.
As noted, the Global Accommodation Agreement will set forth certain
milestone dates related to finalizing, executing, and filing the
Global Transaction Documents, including a milestone date for
finalizing the U.S. SAPA and RSA on July 17, 2017. The failure to
meet a milestone set forth in the Global Accommodation Agreement
will constitute a breach thereunder entitling a requisite number of
the Consenting OEMs to terminate the Global Accommodation
Agreement.
The accommodations embodied in the Global Accommodation Agreement
are central to the Debtors' ability to continue to operate during
the Chapter 11 Cases. Without the Consenting OEMs' concessions
provided for in the Global Accommodation Agreements, and the
accommodation agreement in Japan, the Global Transaction would not
be possible.
In addition to certain Events of Default and Consenting OEM
Termination Rights that would entitle a Secured Accommodation Party
or the Requisite Consenting OEMs, as applicable, to terminate the
Global Accommodation Agreement, the Global Accommodation Agreement
includes certain milestones relating to the Plan and other
documents, including the following:
(i) Supplier and the Plan Sponsor shall substantially finalize
definitive Acquisition Agreements for the Sale, in form acceptable
to the Initial Consenting OEMs, on or before July 17, 2017 and such
Acquisition Agreements shall be executed on or before July 31,
2017.
(ii) Supplier, the Plan Sponsor and the applicable Initial
Consenting OEMs shall be substantially finalize the U.S. RSA, which
includes the U.S. Reorganization Plan as an exhibit, and the Japan
RSA, which includes the Japan
Insolvency Plan as an exhibit, each such RSA in form acceptable to
the Initial Consenting OEMs, on or before July 17, 2017, and such
RSAs shall be executed on or before July 31, 2017.
(iii) Supplier and the applicable Initial Consenting OEMs shall
substantially finalize the Settlement Agreements, including the
EMEA Settlement Agreement, in form acceptable to the Initial
Consenting OEMs, on or before July 17, 2017, and such Settlement
Agreements are executed on or before July 31, 2017.
(iv) Entry of the Interim Adequate Protection Order and the
Final Adequate Protection Order assuming the Global Accommodation
Agreement (and the Access Agreement) and approving the Adequate
Protection Rights in the U.S. Proceedings within three calendar
days and 35 calendar days following the Petition Date,
respectively;
(v) Confirmation of, and occurrence of the effective date
under, the U.S. Reorganization Plan; approval of the Section 42
Business Transfer, or, alternatively, approval and confirmation of
the Japan Insolvency Plan; closing of the Sale to the Plan Sponsor
(the "Closing"), and consummation of the Restructuring
(collectively, the "Consummation Date") before Feb. 27, 2018
(the "Outside Date"); provided, however, that if the deadline for
the payment of the USD $850,000,000 restitution payment payable by
Takata under the DOJ Plea Agreement (the "DOJ Restitution Award")
is extended, the Outside Date shall be extended to the new date on
which such restitution payment is due, subject to the consent of
the Requisite Consenting OEMs; and, provided further, the Outside
Date may not be extended beyond March 31, 2018 without the consent
of all Initial Consenting OEMs.
Consenting OEM Accommodations and Commitments:
(a) Pricing on Replacement Kits. The Consenting OEMs have agreed
to maintain the currently applicable pricing for replacement kits
supplied during the term of the Global Accommodation Agreement.
(b) Resourcing Limitation. With certain exceptions, the
Consenting OEMs have agreed not to resource the production of any
programs currently on contract with the Debtors to any of their
competitors other than in connection with certain agreed upon
Permitted Resourcings.
(c) Limitations of Setoffs. Subject to the limitations described
in the Global Accommodation Agreement, each of the Consenting OEMs
has agreed not to exercise its rights to assert setoff, recoupment,
or deduction against amounts owed to the Debtors other than those
setoffs that are determined to be Allowed Setoffs, Materials
Setoffs, Tooling Setoffs, and Professional Fee Setoffs, as set
forth in the Global Accommodation Agreement. In addition, the
Consenting OEMs have also agreed to limit the total amount of any
setoff to 2 percent of the face amount of the respective invoice or
group of invoices. The setoffs permitted above include setoffs for,
among other things, raw materials provided to the Debtors, payments
made to toolmakers on behalf of the Debtors, or for other ordinary
course business issues (e.g., billing errors). The allowed
professional fees setoff amounts relate to both prepetition and
postpetition fees incurred by the Consenting OEMs and are limited
based on a system of sub-caps described in the Global Accommodation
Agreement and, subject to certain exceptions, are limited to the
overall 2 percent Allowed Setoff cap.
(d) Inventory Purchase. Each Consenting OEM has committed, upon
the occurrence of certain events, including a permitted resourcing,
to purchase the Debtors' inventory of such Consenting OEM's parts
and any dedicated raw materials related thereto.
(e) Accounts Payable Acceleration. The Consenting OEMs have
agreed to make payment on their outstanding accounts payables owed
to the Debtors on an expedited basis up to approximately net 15-day
payment terms in accordance with a monthly cash flow.
Setoff Rights and the Proposed Adequate Protection
The Debtors estimate that, based on their books and records, the
Secured Accommodation Parties owe the Debtors approximately
$290,000,000 in Customer Accounts as of the Petition Date.
Certain of the Component Parts include or included non-desiccated
or desiccated phase-stabilized ammonium nitrate ("PSAN") inflators
or components. Certain PSAN inflators and models of Takata's
airbag systems manufactured with PSAN Inflators are the subject of
ongoing recalls and related remedy programs. The Recalls are
unprecedented in scale, and over one hundred million (100,000,000)
vehicles have been recalled. The Secured Accommodation Parties
have and continue to incur costs and expenses relating to the PSAN
Inflators and Subject Takata Airbags in connection with, among
other requirements, complying with and administering the Recalls.
The Secured Accommodation Parties have claims, rights of
reimbursement, indemnification, setoff and/or recoupment, and other
similar rights against Takata for the Customer Recall Costs and
Expenses, pursuant to each Secured
Accommodation Party's Purchase Orders and applicable law.
In addition, the Secured Accommodation Parties have claims against
Takata, including without limitation, for liabilities incurred by
the Secured Accommodation Parties in connection with the various
personal injury, wrongful death, state attorney general, and
economic loss litigations and any other liabilities arising out of
or relating to the PSAN Inflators and the Subject Takata Airbags,
including, without limitation, Customer Recall Costs and Expenses
and Customer Recall Claims.
With respect to each Secured Accommodation Party, it is clear that
the amount of such Secured Accommodation Party's Customer Recall
Costs and Expenses and Customer Indemnification Claims far exceeds
such Secured Accommodation Party's Customer Accounts. A total of
61 million vehicles containing Subject Takata Airbags have been
recalled to date. Each one of these recalled vehicles represents a
substantial cost to the OEMs for which the OEMs are entitled to
indemnity and reimbursement from the Debtors and other Takata
entities. In order to fall below the approximately $290,000,000 in
Customer Accounts, the Secured Accommodation Party's claims would
need to be less than $3 per vehicle, which, on its face, is
evidently not the case. Based on the foregoing, each Secured
Accommodation Party has a valid and enforceable right of setoff
against the Debtors equal in amount to such Secured Accommodation
Party's Customer Accounts, and each such Secured Accommodation
Party has a valid secured claim against the Debtors in the same
magnitude.
Under the terms of the Global Accommodation Agreement, the Secured
Accommodation Parties are agreeing to forebear from exercising
their rights of setoff (with certain limited exceptions) and
release the Customer Accounts in the ordinary course of business in
exchange for the adequate protection package set forth in the
proposed Interim Order. Such adequate protection includes the
Replacement Liens and the Adequate Protection Liens, which ensure
that the Secured Accommodation Parties are adequately protected
against the diminution in value of their secured claims that will
occur when the Secured Accommodation Parties release the Customer
Accounts to the Debtors.
A copy of the Motion is available at:
http://bankrupt.com/misc/Takata_18_M_AA_OEMs.pdf
TK Holdings can be reached at:
T K Holdings Inc.
2500 Takata Drive
Auburn Hills, MI 48326
Attention: Scott Caudill and Ken Bowling
E-mail: Scott.Caudill@Takata.com
Ken.Bowling@Takata.com
- and -
Takata AG
Bahnweg 1
63743 Aschaffenburg, Germany
Attention: Sven Petersen
E-mail: Sven.Petersen@eu.Takata.com
Consenting OEMs
1. BMW:
BMW Manufacturing Co., LLC
1400 Highway 101 South
Greer, SC 29605
Attention: Seann Tzouvelekas
Associate General Counsel
E-mail: seann.tzouvelekas@bmwmc.com
- and -
BMW Aktiengesellschaft
Knorrstrasse 147
80788 Munchen
Attention: Sven Hofmann, MZ-14
Risk Management
E-mail: sven.sh.hofmann@bmw.de
- and -
BMW Aktiengesellschaft
DostlerstraBe 3
80809 Munchen
Attention: Dr. Stephan Wollbrink, AJ-1
Legal Counsel
E-mail: stephan.wollbrink@bmw.de
BMW's attorneys:
David A. Rosenzweig
Norton Rose Fulbright US LLP
1301 Avenue of the Americas
New York, NY 10019
E-mail: david.rosenzweig@nortonrosefulbright.com
2. Daimler:
Daimler Trucks North America, LLC
4555 North Channel Ave
Portland, OR 97217-7549
Attention: Daniel Howard
Associate General Counsel
E-mail: daniel.howard@daimler.com
- and -
Mercedes-Benz U.S. International, Inc.
1 Mercedes Drive
Vance, AL 35490-9310
Attention: Richard Clementz
General Counsel
E-mail: rick.clementz@daimler.com
- and -
Damiler AG
HPC: G036
Schickardstr. 30
D- 71034 Boblingen
Attention: Gotz Rachner
Senior Manager
Risk & Restructuring Management (MP/SR)
Mercedes-Benz Procurement & Supplier Quality
E-mail: goetz.rachner@daimler.com
Daimler's attorneys:
White & Case LLP
1221 Avenue of the Americas
New York, NY 10020-1095
Attention: Thomas Lauria
E-mail: tlauria@whitecase.com
3. FCA:
FCA US LLC
800 Chrysler Drive
Auburn Hills, MI 48326
CIMS 484-01-26
Attention: Sigmund E. Huber
Global Director, Supplier Relations & Risk Management
E-mail: sig.huber@fcagroup.com
- and -
FCA US LLC
1000 Chrysler Drive
Auburn Hills, MI 48326
CIMS 485-14-07
Attention: Mark Werling
E-mail: mark.werling@fcagroup.com
FCA's attorneys:
Sullivan & Cromwell LLP
125 Broad Street
New York, New York 10004
Attention: Brian Glueckstein
E-mail: gluecksteinb@sullcrom.com
4. Ford:
Ford Motor Company
Town Center Offices
18900 Michigan Avenue
Dearborn, MI 48126
Attention: Dennis Barrish
E-mail: dbarrish@ford.com
Ford's attorneys:
McGuireWoods LLP
625 Liberty Avenue
23rd Floor
Pittsburgh, PA 15222
Attention: Mark E. Freedlander, Esq.
E-mail: mfreedlander@mcguirewoods.com
5. GM:
General Motors LLC
Vehicle Engineering Center
29755 Louis Chevrolet Rd.
Warren, MI 48090-9020
M/C 480-210-85
Attention: Mark W Fischer
E-mail: mark.w.fischer@gm.com
- and -
General Motors LLC
Vehicle Engineering Center
29755 Louis Chevrolet Rd.
Warren, MI 48090-9020
M/C 480-210-8N
Attention: Aaron M. Silver
E-mail: aaron.silver@gm.com
GM's attorneys:
Honigman Miller Schwartz and Cohn LLP
2290 First National Building
660 Woodward Avenue
Detroit, MI 48226-3506
Attention: Joseph R. Sgroi
E-mail: jsgroi@honigman.com
- and -
Wellensiek Rechtsanwälte PartG mbB
Guiollettstrasse 54
D - 60325 Frankfurt am Main, Germany
Attention: Till Hafner
E-mail: till.hafner@wellensiek.de
6. Honda:
Honda North America
24000 Honda Parkway
Marysville, OH 43040
Attention: Tom Lake
E-mail: tom_lake@ham.honda.com
Vorys, Sater, Seymour & Pease
52 East Gay Street
Columbus, OH 43215
Attention: Rob Bell
E-mail: rabell@vorys.com
7. JLR:
Jaguar Land Rover Limited
Registered Office: Abbey Road, Whitley, Coventry
CV3 4LF
Registered in England No: 1672070
Attention: Antony Cunningham
E-mail: ACunning@jaguarlandrover.com
- and -
Jaguar Land Rover North America, LLC
555 MacArthur Boulevard
Mahwah, NJ 07430
Attention: Anna-Lisa Corrales
E-mail: acorral8 @jaguarlandrover.com
8. Mazda:
Mazda Motor Corporation
3-1 Shinchi, Fuchu-cho, Aki-gun,
Hiroshima
730-8670 Japan
Attention: Mr. Tetsuto Nakamura, General
Manager, Purchasing Division
E-mail: nakamura.tet@mazda.co.jp
9. Mitsubishi:
Mitsubishi Motors Corporation
1, Nakashinkiri, Hashime-cho
Okazaki, Aichi Pref., Japan
Attention: Toshifumi Kimura, General Manager,
Interior Parts and Aftersales Purchasing Dept.
E-mail: toshifumi.kimura@mitsubishi-motors.com
Mitsubishi's attorneys:
Paul, Weiss, Rifkind, Wharton & Garrison LLP
1285 Avenue of the Americas
New York, NY 10019
Attention: Kevin O'Neill
E-mail: koneill@paulweiss.com
10. Nissan:
Nissan North America, Inc.
39001 Sunrise
Farmington Hills, MI 48331
Attention: Donald P. Parshall, Jr.
E-mail: don.parshall@nissan-usa.com
- and -
Nissan Motor Co., Ltd.
1-1, Takashima 1-chome, Nishi-ku
Yokohama-shi, Kanagawa 220-8686 Japan
Attention: David K. Takeuchi
E-mail: dtakeuchi@mail.nissan.co.jp
Nissan's attorneys:
Jones Day
600 Brickell Avenue, Suite 3300
Miami, FL 33131
Attention: Pedro A. Jimenez
E-mail: pjimenez@jonesday.com
11. Subaru
Subaru Corporation
Ebisu Subaru Bldg., 1-20-8, Ebisu, Shibuya-ku,
Tokyo
150-8544
Japan
Attention: Naoko Taniguchi, Legal Department
E-mail: taniguchi.naoko@subaru.co.jp
- and -
Subaru of America, Inc.
2235 Marlton Pike W.
Cherry Hill, NJ 08002
Attention: Terri Woodard Claybrook, DirectorAssociate
General Counsel
E-mail: tclaybrook@subaru.com
- and -
Subaru of Indiana Automotive, Inc.
5500 State Road 38 E
Lafayette, IN 47905
Attention: Douglas R. Meyer, Senior Manager and
General Counsel Legal/HR/CSR
E-mail: doug.meyer@subaru-sia.com
Subaru's attorneys:
Kramer Levin Naftalis & Frankel LLP
1177 Avenue of the Americas
New York, NY 10036
Attention: Adam Rogoff and Anupama Yerramalli
E-mail: arogoff@kramerlevin.com
ayerramalli@kramerlevin.com
12. Toyota:
Toyota Motor Engineering and Manufacturing
North America
25 Atlantic Avenue
Erlanger, KY 41018
Attention: Jim Holloway
E-mail: jim.holloway@tema.toyota.com
- and -
Toyota Motor Engineering and Manufacturing North America
25 Atlantic Avenue
Erlanger, KY 41018
Attention: Cortney Romans
E-mail: cortney.romans@tema.toyota.com
- and -
Toyota Motor Corporation
1, Toyota-cho
Toyota, Aichi 471-8571
Attention: Takuo Nomura
E-mail: takuo_nomura@mail.toyota.co.jp
Toyota's attorneys:
Frost Brown Todd LLC
150 Third Avenue South, Suite 1900
Nashville, TN 37201- 2043
Attention: Robert Sartin, Esq.
E-mail: rsartin@fbtlaw.com
- and -
Orrick, Herrington & Sutcliffe LLP
51 West 52nd Street
New York, NY 10019-6142
Attention: Lorraine S. McGowen, Esq.
E-mail: lmcgowen@orrick.com
13. Volkswagen:
Volkswagen AG
Brieffach 1618
D-38436 Wolfsburg, Germany
Attention: Dr. Dirk Taeger
E-mail: dirk.taeger@volkswagen.de
Volkswagen's attorneys:
Davis, Polk and Wardwell LLP
450 Lexington Avenue
New York, NY 10017
Attention: Timothy Graulich
E-mail: timothy.graulich@davispolk.com
14. Volvo:
Volvo Group Truck Operations
Dept. BE83000, GC2N
40508 Gothenburg, Sweden
Attention: Alessandro Galluzzi
E-mail: alessandro.galluzzi@volvo.com
Volvo's attorneys:
Baker Hostetler LLP
Key Tower, 127 Public Square, Suite 2000
Cleveland, OH 44114-1214
Attention: Eric R. Goodman, Esq.
E-mail: egoodman@bakerlaw.com
About Takata Corp
Japan-based Takata Corporation (TYO:7312) --
http://www.takata.com/en/-- develops, manufactures and sells
safety products for automobiles. The Company offers seatbelts,
airbags, steering wheels, child seats and trim parts.
Headquartered in Tokyo, Japan, Takata operates 56 plants in 20
countries with approximately 46,000 global employees worldwide.
The Company has subsidiaries located in Japan, the United States,
Brazil, Germany, Thailand, Philippines, Romania, Singapore, Korea,
China and other countries.
In May 1995, a voluntary recall in the U.S. affecting 8 million
predominantly Japanese built vehicles made from 1986 to 1991 with
seat belts manufactured by the Takata was conducted. Large recalls
of vehicles due to faulty Takata-made airbags then began in 2013.
Takata is facing massive costs of recalling 100 million defective
airbag inflators worldwide and lawsuits tied to at least 16 deaths
and numerous injuries.
As of May 19, 2015, Takata has already recalled 40 million
vehicles across 12 vehicle brands for defective airbags.
In November 2015, Takata was fined $200 million by U.S. federal
regulators for mishandling the way it recalled its air bag
inflators. The fine is the largest civil penalty in NHTSA
history.
After reaching a deal to sell all its global assets and operations
to Key Safety Systems (KSS) for US$1.588 billion, Takata and its
Japanese subsidiaries commenced proceedings under the Civil
Rehabilitation Act in Japan in the Tokyo District Court (the "Tokyo
Court") on June 25, 2017.
In addition, on June 25, 2017, Takata's main U.S. subsidiary TK
Holdings Inc. and eleven of its U.S. and Mexican affiliates each
filed voluntary petitions under Chapter 11 of the Bankruptcy Code
in the United States Bankruptcy Court for the District of Delaware.
The Debtors have requested that their cases be jointly
administered under Case No. 17-11375.
Nagashima Ohno & Tsunematsu is the counsel in the Japanese
proceedings. Weil, Gotshal & Manges LLP and Richards, Layton &
Finger, P.A., are serving as counsel in the U.S. cases.
PricewaterhouseCoopers is serving as financial advisor, and Lazard
is serving as investment banker to Takata. Ernst & Young LLP is
tax advisor.
Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal
counsel, KPMG is serving as financial advisor, Jefferies LLC is
acting as lead financial advisor while UBS Investment Bank also
provides financial advice to KSS.
Prime Clerk is the claims and noticing agent and maintains the case
Web site http://www.takata.com/
TAKATA CORP: Ch. 11 Debtors Propose to Pay $47.4M to Key Vendors
----------------------------------------------------------------
TK Holdings Inc. and other Takata Corp. units that have sought
Chapter 11 protection are seeking approval from the U.S. Bankruptcy
Court for the District of Delaware to pay $47.4 million of the $118
million owed to various third-party providers of goods and
services.
The Debtors are only seeking approval to pay the prepetition claims
of "critical vendors", i.e. vendors, suppliers, service providers,
and other similar parties and entities that are essential to
maintaining the going concern value of the Debtors' businesses.
As a major Tier One supplier to the largest automotive
manufacturers in the world, the Debtors rely heavily on the
Critical Vendors to provide them with the specialized and unique
parts, materials, and services necessary to manufacture the seat
belts, airbags, and other critical safety and non-safety components
and parts that the Debtors produce for original equipment
manufacturers. The Debtors have put into place detailed procedures
for identifying and selecting Critical Vendors and ensuring that
only Critical Vendors will be paid on account of their prepetition
claims. The Debtors are not seeking to pay all prepetition claims
of the Critical Vendors, but rather to pay such undisputed amounts
in the ordinary course of the Debtors' businesses and on terms
consistent with the Debtors' prepetition practices. Accordingly,
payments to the Critical Vendors will be contingent on their
agreement to continue to sell goods or provide services to the
Debtors on terms at least as favorable as those in effect before
the Petition Date.
As of the Petition Date, the Debtors estimate that they owe
$47,440,000 for Critical Vendor Claims, of which $35,580,000 will
come due in the first 30 days of the Chapter 11 Cases:
Payment on Payment
Critical Vendor Interim Basis Final Basis
--------------- ------------- -----------
Production Material Suppliers
* Component Parts Suppliers: $30,397,500 $40,530,000
* Raw Material and Other
Production Suppliers: $1,627,500 $2,170,000
MRO Providers
* Essential Operational Service
Providers: $735,000 $980,000
* Dedicated Third-Party
Logistic Providers: $2,820,000 $3,760,000
Critical Vendor Claims Entitled
to 503(b)(9) Administrative
Expense Priority: $16,785,000 $22,380,000
----------- -----------
Total Critical Vendor Claims: $35,580,000 $47,440,000
=========== ===========
Requests for Critical Vendor treatment, or suppliers refusing
shipment due to non-payment of prepetition claims, will first be
received by members of the Debtors' purchasing team and forwarded
to the appropriate employee based on certain payment thresholds.
Material business terms (including proposed payments) require
approval by (i) specifically-designated buyers, for proposed
payments under $5,000, (ii) specifically-designated directors, for
proposed payments of $5,000 up to $25,000, (iii) the Debtors' Vice
President of Supply Chain Management, for proposed payments of
$25,000 up to $150,000, and (iv) the Debtors' Chief Financial
Officer, for proposed payments over $150,000. Payments in excess
of $5,000 will require approval of the Vendors Management Team.
The Debtors' Vendor Management Team (VMT) is comprised of:
* Ken Bowling (TKH)
* Scott Simpton (TKH)
* Tina Wertheimer (TKH)
* Teresa Cromer (TKH)
* Amy Green (TKH)
* Matt Goren (Weil)
* Bill Fasel (PwC)
* Stephen Hammond (PwC)
* Lauren Tauro (Weil)
Matt Goren can be reached at:
Matthew Goren
Counsel
WEIL, GOTSHAL & MANGES LLP
New York
Tel: +1(212)310-8440
E-mail: matthew.goren@weil.com
Lauren Tauro can be reached at:
Lauren Tauro
Associate
WEIL, GOTSHAL & MANGES LLP
New York
Tel: +1(212)310-8025
E-mail: lauren.tauro@weil.com
Bill Fasel can be reached at:
William J. Fasel
Managing Director
Business Recovery Services, Chicago
PRICEWATERHOUSECOOPERS LLP
1 N Wacker Dr
Chicago, IL 60606-2807
E-mail: william.j.fasel@us.pwc.com
About Takata Corp
Japan-based Takata Corporation (TYO:7312) --
http://www.takata.com/en/-- develops, manufactures and sells
safety products for automobiles. The Company offers seatbelts,
airbags, steering wheels, child seats and trim parts.
Headquartered in Tokyo, Japan, Takata operates 56 plants in 20
countries with approximately 46,000 global employees worldwide.
The Company has subsidiaries located in Japan, the United States,
Brazil, Germany, Thailand, Philippines, Romania, Singapore, Korea,
China and other countries.
In May 1995, a voluntary recall in the U.S. affecting 8 million
predominantly Japanese built vehicles made from 1986 to 1991 with
seat belts manufactured by the Takata was conducted. Large recalls
of vehicles due to faulty Takata-made airbags then began in 2013.
Takata is facing massive costs of recalling 100 million defective
airbag inflators worldwide and lawsuits tied to at least 16 deaths
and numerous injuries.
As of May 19, 2015, Takata has already recalled 40 million
vehicles across 12 vehicle brands for defective airbags.
In November 2015, Takata was fined $200 million by U.S. federal
regulators for mishandling the way it recalled its air bag
inflators. The fine is the largest civil penalty in NHTSA
history.
After reaching a deal to sell all its global assets and operations
to Key Safety Systems (KSS) for US$1.588 billion, Takata and its
Japanese subsidiaries commenced proceedings under the Civil
Rehabilitation Act in Japan in the Tokyo District Court (the "Tokyo
Court") on June 25, 2017.
In addition, on June 25, 2017, Takata's main U.S. subsidiary TK
Holdings Inc. and eleven of its U.S. and Mexican affiliates each
filed voluntary petitions under Chapter 11 of the Bankruptcy Code
in the United States Bankruptcy Court for the District of Delaware.
The Debtors have requested that their cases be jointly
administered under Case No. 17-11375.
Nagashima Ohno & Tsunematsu is the counsel in the Japanese
proceedings. Weil, Gotshal & Manges LLP and Richards, Layton &
Finger, P.A., are serving as counsel in the U.S. cases.
PricewaterhouseCoopers is serving as financial advisor, and Lazard
is serving as investment banker to Takata. Ernst & Young LLP is
tax advisor.
Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal
counsel, KPMG is serving as financial advisor, Jefferies LLC is
acting as lead financial advisor while UBS Investment Bank also
provides financial advice to KSS.
Prime Clerk is the claims and noticing agent and maintains the case
Web site http://www.takata.com/
TAKATA CORP: Ch. 11 Debtors to Seek Ancillary Relief in Canada
--------------------------------------------------------------
TK Holdings Inc. and other Takata Corp. units that have sought
Chapter 11 protection in the U.S. said June 26, 2017, that they
will shortly seek ancillary relief in Canada on behalf of the
Debtors' estates in Toronto Canada.
TKH and ultimate parent Takata Corp. ("TKJP") are named defendants
in 14 class actions in four Canadian provinces (British Columbia,
Saskatchewan, Quebec, and Ontario). Although nine of the Canadian
Actions have been formally dismissed or are currently being held in
abeyance, five remain pending against TKH. The Canadian Actions
are brought by putative representative plaintiffs who allege that
they are consumers who purchased/leased vehicles in Canada with
airbags containing PSAN Inflators that are subject to recalls. The
putative representative plaintiffs assert claims for economic
losses largely based on the theory that the recall of PSAN
Inflators has reduced market value of vehicles and/or airbags
containing PSAN Inflators and that they experienced losses arising
from their inability or unwillingness to use their vehicles until
the inflators were replaced and the expenses associated with such
replacement. Although two of the Canadian Actions allege personal
injuries, to date there are no known instances of inflator rupture
in Canada. Claims in the continuing Canadian Actions total an
aggregate of approximately CA$3.5 billion and are all at the
precertification stage. As a result of the pending Canadian
Actions against TKH, it is necessary to ensure that these Chapter
11 Cases as well as certain orders of the U.S. Court are recognized
and enforced in Canada.
TKH (as the proposed Foreign Representative) will shortly seek
ancillary relief in Canada on behalf of the Debtors' estates
pursuant to the Companies' Creditors Arrangement Act (Canada),
R.S.C. 1985, c. C-36 as amended (the "CCAA") in the Ontario
Superior Court of Justice (Commercial List) in Toronto, Ontario,
Canada. The purpose of the ancillary proceedings is to request
that the Canadian Court recognize these Chapter 11 Cases as a
"foreign proceeding" under the applicable provisions of the CCAA in
order to, among other things, ensure that the protections of the
automatic stay are enforced with respect to the Canadian Actions
and to provide clarity and structure to potential creditors in
Canada.
To commence the Canadian Proceedings, the Debtors require authority
for a Debtor entity to act as the "foreign representative" on
behalf of the Debtors' estates. The Debtors accordingly ask the
U.S. Bankruptcy Court for the District of Delaware for authority to
appoint TKH as such Foreign Representative.
About Takata Corp
Japan-based Takata Corporation (TYO:7312) --
http://www.takata.com/en/-- develops, manufactures and sells
safety products for automobiles. The Company offers seatbelts,
airbags, steering wheels, child seats and trim parts.
Headquartered in Tokyo, Japan, Takata operates 56 plants in 20
countries with approximately 46,000 global employees worldwide.
The Company has subsidiaries located in Japan, the United States,
Brazil, Germany, Thailand, Philippines, Romania, Singapore, Korea,
China and other countries.
In May 1995, a voluntary recall in the U.S. affecting 8 million
predominantly Japanese built vehicles made from 1986 to 1991 with
seat belts manufactured by the Takata was conducted. Large recalls
of vehicles due to faulty Takata-made airbags then began in 2013.
Takata is facing massive costs of recalling 100 million defective
airbag inflators worldwide and lawsuits tied to at least 16 deaths
and numerous injuries.
As of May 19, 2015, Takata has already recalled 40 million
vehicles across 12 vehicle brands for defective airbags.
In November 2015, Takata was fined $200 million by U.S. federal
regulators for mishandling the way it recalled its air bag
inflators. The fine is the largest civil penalty in NHTSA
history.
After reaching a deal to sell all its global assets and operations
to Key Safety Systems (KSS) for US$1.588 billion, Takata and its
Japanese subsidiaries commenced proceedings under the Civil
Rehabilitation Act in Japan in the Tokyo District Court (the "Tokyo
Court") on June 25, 2017.
In addition, on June 25, 2017, Takata's main U.S. subsidiary TK
Holdings Inc. and eleven of its U.S. and Mexican affiliates each
filed voluntary petitions under Chapter 11 of the Bankruptcy Code
in the United States Bankruptcy Court for the District of Delaware.
The Debtors have requested that their cases be jointly
administered under Case No. 17-11375.
Nagashima Ohno & Tsunematsu is the counsel in the Japanese
proceedings. Weil, Gotshal & Manges LLP and Richards, Layton &
Finger, P.A., are serving as counsel in the U.S. cases.
PricewaterhouseCoopers is serving as financial advisor, and Lazard
is serving as investment banker to Takata. Ernst & Young LLP is
tax advisor.
Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal
counsel, KPMG is serving as financial advisor, Jefferies LLC is
acting as lead financial advisor while UBS Investment Bank also
provides financial advice to KSS.
Prime Clerk is the claims and noticing agent and maintains the case
Web site http://www.takata.com/
TAKATA CORP: Ch. 11 Debtors' Case Summary & 50 Top Unsec. Creditors
-------------------------------------------------------------------
Lead Debtor: TK Holdings Inc.
2500 Takata Drive
Auburn Hills, MI 48326
Attention: Scott Caudill and Ken Bowling
E-mail: Scott.Caudill@Takata.com
Ken.Bowling@Takata.com
U.S. and Mexican units of Japan-based Takata Corp. that
simultaneously sought Chapter 11 protection:
* Takata Americas - is a Delaware partnership that serves as
the U.S. federal income tax payer for the Company. Takata
Americas owns over 99% of the equity in TKH and generally has
no assets other than the stock in its subsidiaries, which, in
addition to TKH, include TK Finance LLC (a debtor entity
which indirectly owns Takata (Shangai) Automotive Component
Co. Ltd., a non-debtor Chinese entity which may implement an
asset sale under the Global Transaction) and Takata Brasil
S.A. (a non-Debtor entity).
* TK Holdings Inc. (TKH) - is a Delaware-incorporated operating
company that manufactures and sells inflators, airbags and
seat belts, and sells steering wheels (manufactured by its
affiliates). TKH operates five facilities, including a plant
in Moses Lake where TKH produces PSAN propellant, inflators,
and airbag modules, and three sales and administration
offices. TKH's revenues represent 33 percent of Takata's
revenues on a global basis. In addition to owning directly
or indirectly each of the other Debtor entities (excluding
Takata Americas), TKH also directly or indirectly owns the
non-debtor Maquiladoras, Highland, and Syntec, as well as ALS
Inc., a non-Debtor Japanese operating company that provides
logistics and freight forwarding services (i.e., exporting
and importing parts and manufactured goods) to TKJP.
* Takata de Mexico, S.A. de C.V. - is a Mexican incorporated
Maquiladora that manufactures inflators and assembles airbag
modules and replacement kits. TK DM owns two plants,
including a plant in Monclova where TK DM manufactures PSAN
Inflators. Prior to 2014, TK DM contracted with Customers
for the sale of airbag modules containing PSAN Inflators.
* Industrias Irvin de Mexico, S.A. de C.V. Industrias Irvin
is a Mexican incorporated Maquiladora that assembles airbag
modules and seat belts and manufactures seat belt components.
Industrias Irvin leases one plant from an affiliate. Prior
to 2014, Industrias Irvin contracted with Customers for the
sale of airbag modules containing PSAN Inflators.
* Strosshe-Mex, S. de R.L. de C.V. SMX is a Mexican entity
referred to as a "trading sales company" as it is in the
business of contracting with Mexican OEMs for the sale of the
Debtors' products, including airbags containing PSAN
Inflators.
* TK Holdings de Mexico, S. de R.L. de C.V. TK Holdings de
Mexico is a Mexican holding company that provides centralized
administration services for its subsidiaries, including the 4
Maquiladoras, in exchange for a management fee. The
administration services include customs compliance,
management of accounts receivable and payable, taxes, and
certain payroll functions. TK Holdings de Mexico does not
employ its own employees, but rather leases employees from TK
DM in exchange for a monthly fee.
* TK Finance, LLC, TK China LLC, TK Mexico Inc., and TK Mexico
LLC - are each a holding company with no operations, third-
party debt, or assets other than the equity in its respective
subsidiaries.
* Takata Protection Systems Inc. and Interiors in Flight Inc. -
sold substantially all of their assets to TransDigm Group
prepetition and have no ongoing operations.
Chapter 11 Petition Date: June 25, 2017
Case Nos. of Chapter 11 Debtors:
Debtor Case No.
------ --------
Takata Americas 17-11372
TK Finance, LLC 17-11373
TK China, LLC 17-11374
TK Holdings Inc. 17-11375
Takata Protection Systems Inc. 17-11376
Interiors in Flight Inc. 17-11377
TK Mexico Inc. 17-11378
TK Mexico LLC 17-11379
TK Holdings de Mexico, S. de R.L. de C.V. 17-11380
Industrias Irvin de Mexico, S.A. de C.V. 17-11381
Takata de Mexico, S.A. de C.V. 17-11382
Strosshe-Mex, S. de R.L. de C.V. 17-11383
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Debtors'
General
Counsel: Marcia L. Goldstein, Esq.
Ronit J. Berkovich, Esq.
Matthew P. Goren, Esq.
WEIL, GOTSHAL & MANGES LLP
767 Fifth Avenue
New York, NY 10153
Tel: (212) 310-8000
E-mail: ronit.berkovich@weil.com
marcia.goldstein@weil.com
matthew.goren@weil.com
Debtors'
Local
Counsel: Mark D. Collins, Esq.
Michael J. Merchant, Esq.
Amanda R. Steele, Esq.
Brett M. Haywood, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square
920 N. King Street
Wilmington, Delaware 19801
Tel: (302) 651-7700
Fax: (302) 651-7701
E-mail: collins@rlf.com
merchant@rlf.com
steele@rlf.com
haywood@rlf.com
Debtors'
Investment
Banker: LAZARD FRERES & CO. LLC
30 Rockefeller Plaza,
New York, New York 10112
Debtors'
Financial
Advisor: PRICEWATERHOUSECOOPERS LLP
300 Madison
Avenue, New York, New York 10017
Debtors'
Tax
Advisor: ERNST & YOUNG LLP
5 Times Square, New York,
New York 10036
Debtors'
Claims,
Noticing
& Solicitation
Agent and
Administrative
Advisor: PRIME CLERK LLC
830 Third Avenue
9th Floor,
New York, New York 10022
Web site:
https://restructuring.primeclerk.com/takata
Estimated Assets: $1 billion to $10 billion
Estimated Debt: $10 billion to $50 billion
The petitions were signed by Ken Bowling, secretary. A full-text
copy of TK Holdings' petition is available for free at:
http://bankrupt.com/misc/deb17-11375.pdf
Debtors' Consolidated List of 50 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Honda Warranty, Recall Undetermined
24000 Honda Parkway & Indemnification
Marysville, OH 43040
Name: Tom Lake
Email: tom_lake@ham.honda.com
Toyota Warranty, Recall Undetermined
6565 Headquarters Drive & Indemnification
Plano, TX 75024
Name: Cortney Romans
Email: cortney.romans@toyota.com
FCA Warranty, Recall Undetermined
800 Chrysler Drive, Auburn Hills & Indemnification
MI 48321-8004 USA
Name: Sigmund Huber
Email: sig.huber@fcagroup.com
Mazda Warranty, Recall Undetermined
3-1 Shinchi, Fuchu-cho, Aki-gun & Indemnification
Hiroshima, Japan 730-8670
Name: Mr. Tetsuto Nakamura, General
Manager, Purchasing Division
Email: nakamura.tet@mazda.co.jp
Nissan Warranty, Recall Undetermined
39001 Sunrise & Indemnification
Farmington Hills, MI 48331
Name: Don Parshall
Email: don.parshall@nissan-usa.com
BMW Warranty, Recall Undetermined
Knorrstrasse 147 & Indemnification
Munchen, Germany 80788
Name: Sven Hofmann
Email: sven.sh.hofmann@bmw.de
Ford Warranty, Recall Undetermined
Town Center Offices, 18900 & Indemnification
Michigan Ave
Dearborn MI 48126, USA
Name: Dennis Barrish
Email: dbarrish@ford.com
GM/Saab Warranty, Recall Undetermined
30001 Van Dyke Road, Mail Code: & Indemnification
480-210-855
Warren, MI 48090-9020
Name: Mark Fisher
Email: mark.w.fischer@gm.com
Mitsubishi Warranty, Recall Undetermined
1, Nakashinkiri, Hashime-cho, & Indemnification
Okazaki, Aichi Pref., Japan
Name: Takashi Ito
Email: takashi.ito@mitsubishi-motors.com
Subaru Warranty, Recall Undetermined
2235 Marlton Pike W & Indemnification
Cherry Hill, NJ 08002, USA
Name: Terri Woodard Claybrook,
Director-Associate General Counsel
Email: tclaybrook@subaru.com
Daimler/Mercedes Benz/ Warranty, Recall Undetermined
Daimler Trucks & Indemnification
HPC: G036, Schickardstr. 30,
D-71034
Boblingen, Germany
Name: Goetz Rachner
Email: goetz.rachner@daimler.com
Volkswagen/Audi Warranty, Recall Undetermined
Brieffach 1618, D-38436 & Indemnification
Wolfsburg, Germany
Name: Dirk Taeger
Email: dirk.taeger@volkswagen.de
Tesla Warranty, Recall Undetermined
3500 Deer Creek Road & Indemnificatin
Palo Alto, CA 94304, USA
Forest River Warranty, Recall Undetermined
55470 Country Road 1 & Indemnification
Elkhart, IN 4614
Fisker Warranty, Recall Undetermined
5515 East La Palma & Indemnification
Anaheim, CA 92807 USA
Ferrari Warranty, Recall Undetermined
250 Sylvan Ave & Indemnification
Englewood Cliffs, NJ 07632, USA
Jaguar Land Rover Warranty, Recall Undetermined
First Floor Building 552-G/8/3 & Indemnification
Banbury Road
Gaydon, UK CV35 0RR
Name: Antony Cunningham
Email: ACunning@jaguarlandrover.com
US Economic Loss MDL Class Litigation Undetermined
Action, Plaintiffs Steering
Committee
Podhurst Orseck, P.A., 25 W. Flagler
St., Ste. 800
Miami, FL 33130
Name: Peter Prieto of Podhurst Orseck,
P.A. as Chair Lead Counsel
Tel: 305-358-2800
Fax: 305-358-2382
Canada Economic Loss Class Action Litigation Undetermined
Plaintiffs
1561 Ouellette Avenue
Windsor, Ontario, N8X 1K5
Name: Sutts, Strosberg LLP
Tel: 519-258-9333
Fax: 866-316-5311
State of Hawaii, by its Office of Litigation Undetermined
Consumer Protection
Cronin, Fried, Sekiya, Kekina &
Fairbanks
600 Davies Pacific Center
841 Bishop Street
Honolulu, Hawaii 96813
Name: L. Richard Fried, Jr.
Patrick F. McTernan
Tel: 808-524-1433
U.S. Virgin Islands, by its Attorney Litigation Undetermined
General on behalf of the Department
of Licensing and Consumer Affairs
Motley Rice LLC
401 9th St. NW, Suite 1001
Washington, DC 20004
Name: Linda Singer
Tel: 202-386-9626 ext. 5626
Fax: 202-386-9622
State of New Mexico, Litigation Undetermined
by its Attorney General
Dicello, Levitt & Casey
Ten North Dearborn Street, 11th Floor
Chicago, Illinois 60602
Name: Adam J. Levitt
Tel: 312-214-7900
National Highway Traffic Safety Fines $180,000,000
Administration Penalties
1200 New Jersey Avenue, SE, West
Building
Washington, DC 20590
Daicel Safety Systems Trade $11,371,896
720 Old Liberty Church Road
Beaver Dam, KY 42320
Name: Stacey Veteto
Tel: 270-274-2600
XPO Logistics Worldwide Trade $5,000,000
560 Mission Street, Suite 2950
San Francisco, CA 94105-2992
Name: Eric Rudkin
Tel: 503-450-5806
Special Devices, Inc. Trade $3,973,346
3431 N. Reseda Circle
Mesa, AZ, 44060, US
Name: Abel Tejada
Tel: 480-832-0774
ARC Automotive Trade $2,058,845
1357 Veterans Way
Morgantown, KY 42261
Name: Bob Knight
Tel: 734-340-4980
O&S California, Inc. Trade $1,761,915
9731 Siempre Viva Road, Suite E
San Diego, CA 92154
Name: Bianca Gonzalez
Tel: 619-661-1800
Fax: 619 661-1900
Pegasus Auto Parts Trade $1,489,561
Arco Vial 3.8 Numero 3810, Santa
Catarina
Nuevo Leon, CP 66100, Mexico
Name: Masamichi Mima
Tel: 555-136-3377
Kayaku Safety Systems De Trade $1,392,726
Ave. Ruben J. Villarreal S/N Ex.
Hacienda San Isidro, Salinas Victoria
Nuevo Leon, Mexico 65503
Name: Alex Orozco
Tel: 8158-0000 X475
Praxair Mexico S De R Trade $1,132,128
Biologo Masimino Mtz 3804; San
Salvador Xochimanca
PME960701GGo
Mexico D.F. MX 02870
Name: Carlos Cazares
Tel: 866-635-3162
Robles, Delia represented by Litigation Undetermined
Contreras, Jose
19182 Lyle Ave
Corona, CA 92881
Name: Delia Robles
Tel: 951-283-9337
Krasulja, Janiece Litigation Undetermined
450 Seventh Avenue - 44th Floor
New York, NY 10123
Name: Marc J. Rothenberg / The
Rothenberg Law Firm
Tel: 212-563-0100
Contreras, Jose; Martinez, Jessica Litigation Undetermined
and Daisy
1055 West 7th Street, 33rd Floor
Penthouse
Los Angeles, CA 90017
Name: Child & Marton LLP
Tel: 213-627-3113
Fax: 213-623-9237 (fax)
Shinsho K'mac Trade $995,458
26200 Town Center Dr #160
Novi, MI, 38655, US
Name: Yuki Yoshida
Tel: 248-305-9174
Fax: 248-305-9365
AFX Industries LLC Trade $857,251
1411 Third Street, Suite G
Port Huron, MI 48060
Tel: 810-966-4650
Fax: 810-987-8149
Email: mlowrie@afixindustries.com
3D Plastic, Inc. Trade $833,151
P.O. Box 72488
Cleveland, OH 44192-0002
Name: Linda Boles
Tel: 903-291-9333
Fax: 903-844-9338
J&S America Trade $790,789
1820 E. University Drive, Auburn,
AL 36830
Name: C/O Machen, McChesney & Chastain
Tel: 334-501-8900
Fax: 334-501-8905
Matsuju Mexicana Sa De CV Trade $783,108
Circuito San Roque Sur 323
C.P.36275 Parque Industrial Santa Fe
Ampliacion Silao
Guanajuato Mexico
Name: Shoji Kanbara
Tel: 472-748-9092
Extra Publicidad Y Servicios, S.A De C.V. Trade $773,227
Brasil 607 A Col. Guadalupe 25750-
Monclova Monclova Coahuila De
Zaragoza Mexico
Name: Gerardo Aguilar
Tel: 866-631-2269
Hy-GRO Chemicals Trade $755,176
Unit 203,204 2nd Floor; Sardar Patel
Road, Secunderabaad, A.P. India
Name: Vivek Bishnoi
Tel: 00 91 4 27720233
Fax: 00 91 4 27848394
Hayakawa Electronics Trade $704,557
10 Industrial Drive
Oxford, MS, L7l 4x6, US
Name: Allison Bailey
Tel: 662-234-1410
Fax: 662-234-1429
Kalkaska Screw Products Trade $670,452
775 Rabourn Road
Kalkaska, MI, 48026, US
Name: Paul Stewart
Tel: 231-258-2560
Fax: 231-258-5215
Indiana Automotive Trade $644,814
1300 West Anderson Boulevard
Greenfield, IN, 48375, US
Name: Cleo Walker
Tel: 317-467-0100 X231
Fax: 317-467-0400
STT USA Inc Trade $619,752
28175 Haggerty Road Suite 159
Novi, MI 48377
Name: Atsuharu Uchida
Tel: 248-994-5733
Gemini Plastics Inc. Trade $613,483
4385 Garfield St
Ubly, MI, 60673-7149, US
Tel: 989-658-8557
Fax: 989-658-8041
Global Tek (WUXI) CO LTD Trade $501,554
No 17-15 Change Jiang S RD; Wuxi
Nat'l Hi-Tech Ind De; Wuxi
Jiangsu, China 214028
Name: Daisie Chen
Tel: 801-391-7511
Gentherm Inc Trade $482,928
21680 Haggarty Road
Northville, MI 48167
Name: Elias Chidiac
Tel: 248-504-0500
Fax: 248-348-9734
Email: info@gentherm.com
Higuchi Manufacturing America LLC Trade $474,346
14901 Southton Road
San Antonio, TX 78112
Name: Makoto Suzuki
Tel: 210-633-2877
Fax: 210-633-9228
Mitsubishi Chemical Trade $469,684
2001 Hood Road
Greer, SC, 45403, US
Name: Traci Mefford
Telephone: 864-879-5269 or
864-879-5613
TANGO TRANSPORT: Taps Quilling Selander for Claims v. Former CRO
----------------------------------------------------------------
Christopher Moser, the plan trustee for Tango Transport LLC, seeks
approval from the U.S. Bankruptcy Court for the Eastern District of
Texas to hire Quilling, Selander, Lownds, Winslett & Moser, P.C. as
special counsel.
The firm will investigate and pursue potential claims and causes of
action against Daniel Dooley of MorrisAnderson & Associates, Ltd.
who previously served as chief restructuring officer of Tango
Transport and its affiliates.
Quilling will charge a contingency fee of 40% of the amount
recovered. The plan trust will be responsible for advancing or
paying all costs and expenses, subject to a cap of $25,000. The
firm will be responsible for advancing costs and expenses incurred
over $25,000, and will be reimbursed for such costs and expenses
solely out of the recovered amount.
The firm does not hold or represent any interest adverse to the
Debtors, the plan trust or the plan trustee, according to court
filings.
Quilling can be reached through:
Joshua L. Shepherd, Esq.
Quilling, Selander, Lownds Winslett & Moser, P.C.
2001 Bryan Street, Suite 1800
Dallas, TX 75201
Phone: 214-880-1824
Email: jshepherd@qslwm.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 less than $50,000 and debts of $10
million to $50 million.
On April 26, 2016, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. Heller Draper Patrick
Horn & Dabney, LLC, serves as counsel while Stillwater Advisory
Group, LLC, serves as financial advisor.
On December 21, 2016, the court confirmed the Debtor's joint plan
of liquidation and the plan trust agreement, which called for the
appointment of Christopher J. Moser as plan trustee.
THORNTON & THORNTON: Sale of Allen Property for $2.8 Million
------------------------------------------------------------
Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas authorized Thornton & Thornton
Enterprises, Inc.'s sale of real property known as Lot 1 & 2, Block
A, Twin Oaks Private School Addition, Allen, Collin County, Texas,
together with all additions and appurtenances, thereto, including
(i) the assumed name of "Twin Oaks Private School" and "TOPS"; (ii)
the assets located with the facility also known as Twin Oaks
Private School; (iii) all software and software licenses used in
the operation of Twin Oaks Private School and (iv) all permits and
licenses pertaining to the operation of Twin Oaks Private School
for $2,800,000.
A hearing on the Motion was held on June 15, 2017.
The sale is free and clear of all liens, claim, encumbrances and
interests of any kind or nature whatsoever, with the liens to be
paid as described.
The liens that secure all amounts ultimately owed to Allen ISD for
year 2017 ad valorem real and business personal property taxes will
remain attached to the Assets and become the responsibility of the
buyer.
The Court further approved all usual and customary expenses
attendant to the sale of the Assets, i.e. cost of the appraisal,
the cost of the title insurance, settlement or closing fees and
recording fees.
The Court further approved the payment at closing of these tax and
secured liens and U.S. Trustee fees, to wit:
a. Collin County Tax Assessor / Collector – c/o David B.
McCall, Gay McCall Isaacks & Roberts, P.C., 777 E. 15th St, Plano,
TX 75074 (the ad valorem real and business personal property tax
claims);
b. Allen Independent School District – c/o Laurie A. Spindler,
Linebarger Goggan Blair & Sampson, LLP, 2777 N. Stemmons Freeway,
Suite 1000, Dallas, Texas (the ad valorem real and business
personal property tax claims – title company will contact Ms.
Spindler for payoff amount);
c. Synergy Bank, S.S.B. – c/o Robert A. Simon, Whitaker Chalk
Swindle & Schwartz, PLLC, 301 Commerce Street, Suite 3500, Fort
Worth, Texas (the secured mortgage claims);
d. Internal Revenue Service – c/o Lorraine Washington,
Bankruptcy Specialist, Internal Revenue Service, 1100 Commerce St
M/S MC5027DAL, Dallas, Texas (secured tax claims at an allowed
interest rate of 4%); and
e. U.S. Department – Office of the United States Trustee –
c/o Timothy W. O'Neal, Assistant U.S. Trustee, 110 N. College
Avenue, Suite 300, Tyler, Texas (U.S. Trustee Quarterly fee for
distributions of $9,750).
The remaining proceeds of the sale will be deposited in Texas IOLTA
Trust Accounts Gary G Lyon Attorney at Law Trustee, to be held
pending further Orders of the Court.
In accordance with 11 U.S.C. Section 506(b), any secured creditor
that asserts a lien against the Assets or any portion thereof, may
file one of more applications for allowance and payment of
reasonable attorneys' fees and costs for consideration by the
Court.
Subject to Court approval, the allowed attorneys' fees and costs
may be paid from the remaining proceeds deposited in Texas IOLTA
Trust Accounts Gary G Lyon Attorney at Law Trustee.
About Thornton & Thornton
Thornton & Thornton Enterprises, Inc., doing business as, Twin
Oaks
Private School, is a small business debtor. It owns Twin Oaks
Private School in the City of Allen, Collin County, State of
Texas,
valued at $712,009. It also owns a fee simple interest in a
property located at 109 Fountaingate, Allen, Texas, 109
Fountaingate Blk A, Lot 2 with a valuation of $215,360.
Thornton & Thornton Enterprises sought Chapter 11 protection
(Bankr. E.D. Tex. Case No. 17-40759) on April 7, 2017. Misty
Thornton, president, signed the petition.
The Debtor disclosed assets at $1.22 million and liabilities at
$2.10 million.
The Debtor tapped Gary G. Lyon, Esq., at Bailey and Lyon,
Attorneys
at Law, as counsel.
TIFARO GROUP: Taps Hoover Slovacek as Legal Counsel
---------------------------------------------------
The Tifaro Group, Ltd. 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 Hoover Slovacek LLP to, among other
things, give legal advice regarding its duties under the Bankruptcy
Code, review any proposed asset sale, negotiate with creditors, and
assist in the preparation of a plan of reorganization.
The hourly rates charged by the firm are:
Edward Rothberg $475
Annie Catmull $350
Melissa Haselden $335
Deirdre Brown $350
Brendetta Scott $300
Curtis McCreight $320
Legal Assistants $115 - $175
Paralegals $115 - $175
Melissa Haselden, Esq., disclosed in a court filing that she and
her firm are "disinterested persons" as defined in section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Melissa A. Haselden, Esq.
Edward L. Rothberg, Esq.
5051 Westheimer, Suite 1200
Galleria Tower II
Houston, TX 77056
Tel: 713-977-8686
Fax: 713-977-5395
Email: haselden@hooverslovacek.com
Email: rothberg@hooverslovacek.com
About The Tifaro Group Ltd.
The Tifaro Group, Ltd. is a Texas limited partnership organized as
an investment vehicle for the purpose of owning interest in various
healthcare-related entities.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Texas Case No. 17-80171) on June 2, 2017. The
petition was signed by J. Patrick Magill, president of Magill,
P.C., which is the financial agent of The Tifaro Group Management
Company LLC. TGMC is the Debtor's general partner.
At the time of the filing, the Debtor estimated its assets and
debts at $10 million to $50 million.
Judge David R. Jones presides over the case.
No trustee, examiner or official committee of unsecured creditors
has been appointed.
TITAN CONSTRUCTION: August 16 Plan, Disclosures Hearing
-------------------------------------------------------
Judge Robert N. Opel, II of the U.S. Bankruptcy Court for the
Middle District of Pennsylvania granted Titan Construction &
Maintenance, LLC's motion to conditionally approve its combined
disclosure statement and plan of reorganization filed on April 4,
2017.
July 21, 2017, is fixed as the last day for filing written
acceptances or rejections of the plan.
August 16, 2017, at 10:00 a.m. in the Bankruptcy Courtroom, Third
Floor, The Ronald Reagan Federal Building, Third and Walnut
Streets, Harrisburg, Pennsylvania is fixed for the hearing of the
final approval of the disclosure statement and for the hearing of
the confirmation of the plan.
July 21, 2017, is fixed the last for filing and serving written
objections to the disclosure statement and confirmation of the
plan.
The Troubled Company Reporter previously reported that the
restructuring plan proposes to pay Class 5 unsecured creditors 100%
of their allowed claims, without interest, in six years. Titan will
make quarterly payments to unsecured creditors, with a total
payment per year of $50,000. Class 5 consists of trade creditors
and vendors which, together, assert as much as $290,000 in claims.
A copy of the disclosure statement is available for free at
https://is.gd/oKCKpm
About Titan Construction & Maintenance
Formed on November 22, 2005, Titan Construction & Maintenance LLC
operates commercial property maintenance and contracting business
in Harrisburg, Dauphin County, Pennsylvania. The Debtor has four
full-time employees and two part-time employees, and taps
subcontractors for additional manpower for larger jobs.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Pa. Case No. 17-01228) on March 29, 2017. The
case is assigned to Judge Robert N. Opel, II. The Debtor is
represented by Deborah A. Hughes, Esq., at Schiffman, Sheridan &
Brown P.C.
At the time of the filing, the Debtor estimated assets of less
than
$500,000 and liabilities of less than $1 million.
TRIAD GUARANTY: $400K Funding for of Warrants, Superpriority
------------------------------------------------------------
Triad Guaranty Inc. filed a third motion seeking authorization from
the U.S. Bankruptcy for the District of Delaware to incur
postpetition debt, of up to $400,000, from Triad DIP Investors
LLC.
A hearing to consider the Debtor's request is scheduled for July
12, 2017, at 2:00 p.m. (ET). Objections to the request must be
filed by July 5, 2017, at 4:00 p.m. (ET).
Triad DIP Investors has agreed to the extend the $400,000 loan in
exchange for superpriority administrative expense treatment and a
warrant to acquire 10% of the fully diluted common stock of the
reorganized Debtor.
The Debtor is in the final stages of completing its reorganization
and on its way to emerging from bankruptcy. The Loan is necessary
to fund the Debtor's strategy of proposing a Chapter 11 plan of
reorganization and pay going-forward administrative expenses
attendant thereto, as well as certain other necessary monthly
expenses in the ordinary course of business.
The Loan has an interest rate of 10% per annum, and will mature on
the earliest of: (a) the date on which the Court approves a
debtor-in-possession lending transaction with any other lender, (b)
the effective date of any plan of reorganization of the Debtor, and
(c) the date of the conversion of the Debtor's bankruptcy case to a
case under Chapter 7 liquidation, or the dismissal of the
bankruptcy case. In the event that the maturity date is the
effective date of any confirmed Chapter 11 plan of the Debtor, the
loan shall automatically convert to into a two-year term loan as of
the confirmation date.
The Lender will be granted a superpriority administrative expense
claim for the amount loaned under the note.
The Court has already approved, and the Debtor has received,
$40,000 in postpetition financing from William T. Ratliff, III:
* On March 10, 2016, the Court granted the Debtors' motion to
borrow $20,000 to pay certain fees required to be paid to the
Office of the U.S. Trustee and to extend the D&O Coverage.
* On March 31, 2017, the Court granted the Debtor's motion to
borrow $20,000 to pay fees to the U.S. Trustee and to fund a
further extension of the D&O Coverage.
A copy of the Debtor's Third DIP Financing Motion is available at:
http://bankrupt.com/misc/deb13-11452-469.pdf
About Triad Guaranty
Winston-Salem, N.C.-based Triad Guaranty Inc. (OTC BB: TGIC)
-- http://www.triadguaranty.com/-- is a holding company that
historically provided private mortgage insurance coverage in the
United States through its wholly-owned subsidiary, Triad Guaranty
Insurance Corporation. TGIC is a nationwide mortgage insurer
pursuing a run-off of its existing in-force book of business.
In December 2012, the Company's mortgage insurer subsidiary, Triad
Guaranty Insurance Corporation, was placed into rehabilitation,
whereby the Illinois Department of Insurance was vested with
possession and control over all of TGIC's assets and operations.
On May 30, 2013, the magistrate judge for the U.S. District Court
of the Middle District of North Carolina issued an order denying
the Company's motion to dismiss a class action lawsuit against the
company and two of its former officers. Shareholders filed the
class action suit in 2009, claiming the company misled investors
about poor financial results caused by improper underwriting
procedures.
Triad Guaranty Inc. filed a Chapter 11 petition (Bankr. D. Del.
Case No. 13-11452) on June 3, 2013. The Company estimated assets
of at least $100 million and liabilities of less than $50,000.
Attorneys at Womble Carlyle Sandridge & Rice, LLP, serve as counsel
to the Debtor. Triad Guaranty tapped Donlin, Recano & Company,
Inc., as claims and noticing agent.
TROXELL COMPANY: MAC Trailer Buying All Assets for $1.7 Million
---------------------------------------------------------------
Troxell Co., Inc., asks the U.S. Bankruptcy Court for the Northern
District of Texas to authorize the sale of substantially all assets
to MAC Trailer Realty, Inc., for $1,691,341.
The Debtor has not been profitable for some time, having seen its
revenue decline significantly in the past few years due to reduced
domestic drilling. The Troxells have put over $2 million of their
own money into the Debtor since July 2015 to keep the company
afloat. Despite these cash infusions, the company's cash position
is dire. As shown in the Budget, the Debtor's net cash flow will
be negative by about $62,000 by the end of June 2017. By the first
week of July 2017, its ending cash balance/book basis will also be
negative.
Its cash position necessitates the expedited timeline proposed in
the Motion. If the sale is not approved on this timeline, the
Debtor may be forced to shutter operations by the end of June 2017.
Such a result would likely be catastrophic for unsecured
creditors. As shown by its schedules and the Asset Appraisal, the
Debtor's assets primarily consist of heavy equipment. The Debtor
insures its equipment through policies for which premium payments
are due on a monthly basis. It is unlikely that the Debtor can
afford to pay its July 2017 insurance premiums. If insurance
lapses, any damage to the Debtor's equipment that occurs while it
is uninsured threatens the interests of all creditors.
On June 12, 2017, the Debtor filed its Motion to Approve Sale of
Substantially All Assets Free and Clear of All Liens, Claims,
Encumbrances, and Other Interests and Granting Related Relief,
seeking approval of an Asset Purchase Agreement with the Purchaser.
On June 13, 2017, the Debtor filed its Amended Motion to Approve
Sale of Substantially All Assets Free and Clear of All Liens,
Claims, Encumbrances, and Other Interests and Granting Related
Relief. The sole difference between the original motion and the
amended motion is that the Debtor and MAC finalized and executed
their APA on June 13, 2017, which the Debtor attached to the
Amended Sale Motion as an exhibit.
On June 15, 2017, the United States Trustee ("UST") filed his
Objection to the Amended Sale Motion. The UST objects on the
following grounds: (i) as of the objection's filing, the Debtor had
yet to file schedules and a statement of financial affairs; (ii)
according to the UST, the Debtor does not sufficiently describe
prepetition marketing efforts for the assets or whether any
competing bids have been made; (iii) according to the UST, the
Debtor does not sufficiently explain why an auction would not
benefit the estate; and (iv) the Amended Sale Motion proposes to
pay the Debtor's proposed chapter 11 counsel a postpetition
retainer. The Debtor has since filed its schedules and statement
of financial affairs.
The Motion amends the Amended Sale Motion to address the UST's
other concerns. Contemporaneously with the filing of the Motion,
the Debtor is filing a response to the UST's objection providing
any additional information covered by the Guidelines for Early
Disposition of Assets in Chapter 11 Cases that is not included in
the Motion.
Through the Motion, the Debtor is proposing to sell substantially
all of the assets free of all liens, claims, encumbrances, and
other interests to generate the maximum amount of funds possible
for distribution to creditors. MAC, the proposed purchaser, is a
related company to MAC Trailer Manufacturing, Inc., an Ohio-based
trailer manufacturer that wishes to expand its presence in Texas.
MAC is the owner of the real property on which the Debtor's Rhome,
Texas facility is situated. The proposed purchase price of
$1,691,341 will satisfy secured debt in full and should provide
some return to unsecured creditors.
The salient terms of the APA are:
a. Transaction: Acquisition by MAC of substantially all assets
of the Debtor free and clear of all liens, claims, encumbrances,
and other interests.
b. Assets: All of the Debtor's assets, except for Excluded
Assets, including (i) inventory; (ii) equipment; (iii) files,
books, records, and data; and (iv) all other assets, tangible or
intangible, used in the Debtor's business save and except for the
Excluded Assets
c. Consideration: $1,691,341, not subject to adjustment
post-closing.
d. Closing: The Closing will take place on June 30, 2017, or at
such other date and time that the parties may agree in writing.
Nearly all reasonably ascertainable value in the Debtor's estate is
in the Debtor's heavy equipment used in its business. The proposed
purchase price is approximately $220,000 higher than an Aug. 25,
2016 auction value appraisal of its equipment obtained by Southside
Bank, the Debtor's prepetition lender.
Aside from equipment, the Debtor's schedules list $167,051 in
collectible accounts receivable and $377,806 in inventory.
Accounts receivable are an "Excluded Asset" under the APA with MAC.
Its inventory consists primarily of parts and work-in-progress,
which are extremely difficult to value, particularly given the
limited market for its products. The Debtor's inventory may well
be worth only a scrap value, well below the value listed on its
schedules. The Debtor has erred on the side of overvaluing, not
undervaluing its inventory on its schedules.
MAC may be willing to provide work to the Troxells in the future.
Pre-bankruptcy, MAC Trailer Texas, Inc., a related company to MAC,
and Robert Troxell entered into a consulting agreement whereby
Robert Troxell will perform sales and related services for the MAC
family of companies as an independent contractor. MAC also may be
willing to lease or otherwise permit the Troxells to use the
purchased assets to perform work for or provided by MAC. After the
sale closes, the Troxells hope to form a new company, in which MAC
and its principals will own no interest, which may be able to
employ at least some of the Debtor's current employees. In
addition, MAC intends to interview the Debtor's employees to
consider hiring some of them.
A copy of the APA attached to the Motion is available for free at:
http://bankrupt.com/misc/Troxell_Co_35_Sales.pdf
If MAC does not purchase the assets, it is less likely that MAC
would be interested in employing some of the Debtor's loyal
employees, since MAC will not own the equipment these employees are
accustomed to using. In short, a shutdown and liquidation would
likely be catastrophic both for unsecured creditors and the
Debtor's employees.
Approving the sale on an expedited basis without an auction is
appropriate given the circumstances of this case. For several
reasons, conducting an auction is far more likely to reduce value
to unsecured creditors than to increase it.
To the best of the Debtor's knowledge, the secured creditors
asserting liens, security interests, encumbrances, or other
interests in its assets are:
a. Southside Bank, the Debtor's prepetition lender, which is the
holder of two promissory notes with an aggregate outstanding
balance of approximately $497,504, secured by a first priority
security interest on substantially all of the Debtor's assets; and
b. Heil, which is owed $800,000 under a settlement agreement and
related promissory note, secured by a second priority security
interest on substantially all of the Debtor's assets.
c. Wise County, which is owed an estimated 2017 tax liability of
$18,772.
d. Northwest ISD, which is owed an estimated 2017 tax liability
of $63,910.
The Debtor understands that the Secured Parties support approving
the proposed sale, including its request that it be permitted to
immediately disburse sale proceeds upon closing sufficient to
satisfy the Secured Parties' claims. MAC has agreed to raise the
$1.65 million purchase price listed in the APA to approximately
$1.69 million to allow its agreed-upon 50% portion of 2017 taxes to
be paid out of post-closing disbursements to the Secured Parties.
The Debtor asks that the Court permits it, upon closing of the Sale
Transaction, to immediately disburse sufficient funds to the
Secured Parties and any other secured creditor to satisfy any
secured claims in full. It further asks that the Court permits it
at such time to disburse $150,000 to Forshey & Prostok, the
Debtor's proposed chapter 11 counsel, as a postpetition retainer.
Forshey & Prostok will hold the $150,000 disbursement in its trust
account pending approval by the Court of its fee applications.
The Sale Transaction must be able to close as soon as possible
after approval to preserve value for creditors, given the Debtor's
financial circumstances. Therefore, the Debtor asks that the Court
waives Rule 6004(h)'s 14-day stay.
The Purchaser:
MAC TRAILER REALTY, INC.
Attn: Michael A. Comiy
14599 Commerce St.
Alliance, OH 44601
The Purchaser is represented by:
KRUGLIAK, WILKINS, GRIFFITHS & DOUGHERTY Co, LPA
Christopher R. Hunt, Esq.
Sam O. Simmerman, Esq.
4775 Munson St. NW
P.O. Box 36963
Canton, OH 44735
E-mail: chunt@kwgd.com
sosimmerman@kwgd.com
About Troxell Company
Troxell Company Inc. -- http://www.troxellcompany.com/-- is an
aluminum trailer manufacturer based in Texas. The Company said it
operates in a modern new facility with the latest in
state-of-the-industry machinery and tooling equipped to handle the
most demanding jobs.
Troxell Company filed a Chapter 11 petition (Bankr. N.D. Tex. Case
No. 17-42453) on June 9, 2017. Robert Troxell, president, signed
the petition. At the time of filing, the Debtor estimated assets
and liabilities of $1 million to $10 million.
The case is assigned to Judge Mark X. Mullin.
The Debtor is represented by Matthias Kleinsasser, Esq., at Forshey
& Prostok, L.L.P.
TROY'S DELI & PIZZARIA: Hires Genova & Malin as Attorneys
---------------------------------------------------------
Troy's Deli & Pizzeria, Inc. seeks authority from the US Bankruptcy
Court for the Southern District of New York, Poughkeepsie Division,
to employ the law firm of Genova & Malin as attorneys.
The professional services Genova & Malin will render are:
a. give the Debtor legal advice with respect to its powers and
duties in its financial situation and management of the property of
the Debtor;
b. take necessary action to void liens against the Debtor's
property;
c. prepare necessary petitions, schedules, orders, pleadings
and other legal papers; and
d. perform all other legal services for the Debtor which may
be necessary.
Andrea B. Malin, Esq. attests that the firm is a disinterested
person within the meaning of 11 U.S.C. Section 101(14).
The Firm can be reached through:
Andrea B. Malin, Esq.
Michelle L. Trier, Esq.
GENOVA AND MALIN
1136 Route 9
Wappingers Falls, NY 12590
Tel: (845) 298-1600
Email: E-mail: michelle_genmal@optonline.net
About Troy's Deli & Pizzeria
Troy's Deli & Pizzeria, Inc, based in Kerhonkson, New York, filed a
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 17-36010) on June 12,
2017. Michelle L Trier, Esq., at Genova & Malin, serves as
bankruptcy counsel.
The Debtor listed under $1 million in both assets and liabilities.
TUSK ENERGY: Amended Plan Modifies Treatment of Unsecured Creditors
-------------------------------------------------------------------
Tusk Energy Services, LLC, et al., filed with the U.S. Bankruptcy
Court for the Western District of Louisiana a second amended
disclosure statement in support of its joint chapter 11 plan of
liquidation.
This amended liquidation plan provides that under the RCC/TC Sale
Order, the Debtors received court approval to sell substantially
all of the assets of Debtors Rene Cross Construction, Inc., and
Tusk Construction, LLC. That sale closed on or about Jan. 12, 2017.
Under the TSS Sale Order, the Debtors received court approval to
sell substantially all of the assets of Tusk Subsea Services, LLC
(representing substantially all of the remaining assets of the
Debtors.) That sale is expected to close on or about April 19,
2017.
Under the RCC/TC Sale Order, the TSS Sale Order, and this Plan,
with the exception of the Carve-Out and the Holdback, which are
reserved, the sale proceeds from the asset sales referenced above
are paid to Origin Bank and applied first to the Debtors'
postpetition obligations to Origin Bank under the DIP Order and
then to the Origin Bank Prepetition Secured Claims. After such
payment and application, Origin Bank will be entitled to a general
unsecured deficiency claim for remaining amounts. Professional Fee
Claims are to be paid from the Carve-Out. The Hold back is to be
transferred to the Liquidating Trust. Any outstanding
Administrative Claims and Priority Claims, if any, will be paid by
the Liquidating Trust.
The plan also modified the treatment of TSS Class 4 General
Unsecured Claimants. It now provides that Allowed Claims in TSS
Class 4 shall be entitled to payment in accordance with the
provisions of Section 8.5.3 on the Distribution Date(s). In the
event that TSS Class 4 General Unsecured Claims are paid in full
and there exists remaining Available Cash as to the respective
Debtor, holders of Allowed Claims in such class shall receive
interest at the Plan Rate.
The previous version of the plan stated that the Liquidating
Trustee will distribute available cash pro rata to holders of
allowed claims in TES Class 4 and the disputed claims reserve on
one or more interim distribution date(s). The liquidating trustee
will have the right, but not the obligation, make interim
distributions to holders of allowed General Unsecured Claims in TES
Class 4 from available cash on the interim distribution dates as
the Liquidating Trustee determines appropriate. In the event that
TES Class 4 General Unsecured Claims are paid in full and there
exists remaining available cash as to the respective Debtor,
holders of allowed claims in that class will receive interest at
the plan rate.
A full-text copy of the Second Amended Disclosure Statement is
available at:
http://bankrupt.com/misc/lawb16-51082-232.pdf
About Tusk Energy
Tusk Energy Services, LLC, Tusk Subsea Services, LLC, Tusk
Construction, LLC, and Rene Cross Construction, Inc., commenced
cases under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La.
Case
Nos. 16-51082 to 16-51085) on Aug. 8, 2016, with the goal of
marketing their businesses and assets for sale.
The Debtors have essentially two operating businesses: (i) a
dredging and jetting services company, operating under the name of
Tusk Subsea and operating through assets of Debtor Tusk Subsea
Services, LLC; and (ii) an inland marine construction business,
operating under the name of Rene Cross Construction and operating
through assets of Debtor Rene Cross Construction, Inc. Tusk Energy
estimated assets in the range of $1 million to $10 million and
debts of up to $10 million.
Locke Lord LLP serves as the Debtors' counsel. The cases are
assigned to Judge Robert Summerhays.
No official committee of unsecured creditors has been appointed in
the case.
UNIVERSAL NUTRIENTS: Industrial Lease Sold to Exeter Int'l
----------------------------------------------------------
Judge Mark X. Mullin of the U.S. Bankruptcy Court for the Northern
District of Texas authorized Universal Nutrients, LLC's sale of
assets; assumption of Industrial Lease Agreement at 14801 Sovereign
Rd., Fort Worth, Texas; and assignment of the Lease to UniWell
Laboratories, LLC, the designee of Exeter International, LLC
("Assignee").
MLRP 14801 Sovereign LLC ("Landlord") and the Debtor ("Tenant")
entered into the Lease dated as of Feb. 28, 2014. The Lease is
assumed effective as of May 18, 2017, by the Debtor and, upon
execution of a written Assignment approved by Landlord, will be
deemed assigned from Tenant to Assignee.
The Landlord retains all right and interests under the Lease and
nothing contained in the Order will limit or modify the rights and
obligations of Landlord and Assignee under the Lease.
About Universal Nutrients
Universal Nutrients, LLC, has its principal office at 14801
Sovereign Drive, Fort Worth, Texas 76155 and is a wholly owned
subsidiary of Universal Group Holdings, LLC, a Texas limited
liability company.
Universal Nutrients is engaged in the business under the tradename
of Uni*Well of manufacturing and developing various nutraceutical
products, OTC pharmaceuticals, and specialty biochemicals with
expertise in development of productivity products, functional
shots, sports nutrition, nutrient deficiency products, elderly
nutrition, children's nutrition, gender-specific nutrition, energy
products, anti-stress products, anti-aging products, internal
beauty products, and condition-specific products.
Universal Nutrients, LLC, filed a chapter 11 petition (Bankr. N.D.
Tex. Case No. 16-43070) on Aug. 5, 2016. The petition was signed
by Chet Burks, manager. The Debtor is represented by Richard W.
Ward, Esq. The case is assigned to Judge Mark X. Mullin. The
Debtor estimated assets and debts at $10 million to $50 million at
the time of the filing.
WE'RE STEAMED: Has Access to Cash Collateral Until July 31
----------------------------------------------------------
The Hon. Tracey N. Wise of the U.S. Bankruptcy Court for the
Eastern District of Kentucky has granted We're Steamed, LLC,
approval to use cash collateral for the period commencing as of May
18, 2017, and up to and including July 31, 2017.
A hearing to consider the use of cash collateral is set for July
18, 2017, at 11:00 a.m.
As reported by the Troubled Company Reporter on June 12, 2017, the
Debtor sought court permission to continue to use the cash
collateral, in which We're Investors, LLC, may have an interest.
The Debtor requested that the Court authorize it to continue to use
cash collateral effective as of May 18, 2017, through July 31,
2017, to enable the Debtor to maintain ongoing operations and to
avoid irreparable harm and prejudice to its estate and all parties
in interest.
We're Investors is granted a postpetition lien in the same priority
to the cash collateral as its prepetition lien effective as of May
18, 2017, and continuing during the Debtor's use of cash collateral
in which it has an interest.
A copy of the court order is available at:
http://bankrupt.com/misc/kyeb17-20510-64.pdf
About We're Steamed LLC
We're Steamed LLC is in the business of owning and operating 2
Firehouse Subs in Northern Kentucky as a franchisee of Firehouse of
America LLC. Firehouse Subs is a food chain offering burgers,
salads, cookies and other deserts.
We're Steamed LLC filed a Chapter 11 bankruptcy petition (Bankr.
E.D. Ky. Case No. 17-20510) on April 14, 2017. The petition was
signed by Timothy Ford, designated member. In its petition, the
Debtor estimated $0 to $50,000 in assets and $1 million to $10
million in liabilities.
The Hon. Tracey N. Wise presides over the case.
Mark J. Sandlin, Esq., at Gooldberg Simpson, LLC, serves as counsel
to the Debtor.
No trustee or examiner has been appointed, and no committee has yet
been appointed or designated.
WELLNESS HOME CARE: Wants to Use Cash Collateral Until Sept. 2
--------------------------------------------------------------
Wellness Home Care Inc. asks for permission from the U.S.
Bankruptcy Court for the Northern District of Illinois to use cash
collateral through Sept. 2, 2017.
The Debtor currently has cash totaling $92,000, and accounts
receivable valued at approximately $212,480. The cash has been
frozen in the Debtor's account at JPMorgan Chase Bank, N.A.,
pursuant to a post-judgment attachment purportedly served upon the
Bank by Yellowstone Capital LLC pursuant to a purported confession
of judgment entered in favor of YSC against the Debtor on May 12,
2017, in the amount of $141,450. The Debtor asserts that the
attachment is voidable pursuant to Section 547 of the U.S.
Bankruptcy Code.
The Debtor says that in order for it to continue to operate its
business, and effectuate an effective reorganization, it is
essential that the Debtor be authorized to use cash collateral for,
among other things, these purposes: payroll, insurance, utilities,
postage, rent, purchases of Supplies and Materials, and other
miscellaneous items needed in the ordinary course of business.
The Debtor proposes, subject to the approval of the Court, to use
cash collateral in which the Secured Parties assert interests. The
Debtor's proposal will permit the Debtor to sustain its business
operations and rehabilitate its financial affairs through the
implementation of a successful plan of reorganization.
Debtor says that unless it is authorized to use cash collateral in
which the Secured Parties assert interests, the Debtor will be
unable to continue to operate, thereby eliminating any reasonable
prospect for a successful reorganization. The cessation of normal
business operations by the Debtor will cause irreparable harm to
the Debtor, its patients, its creditors and this estate.
The Debtor proposes to use cash collateral and provide adequate
protection upon these terms and conditions:
a. the Debtor will permit the Secured Parties to inspect,
upon reasonable notice, within reasonable hours, the
Debtor's books and records;
b. the Debtor will maintain and pay premiums for insurance to
cover all of its assets from fire, theft and water damage;
c. the Debtor will, upon reasonable request, make available
to the Secured Parties evidence of that which purportedly
constitute their collateral or proceeds;
d. the Secured Parties will be granted valid, perfected,
enforceable, security interests in and to Debtor's post-
petition assets which are now or hereafter become property
of the estate, to the extent of their alleged pre-petition
liens, if valid; and
e. the Debtor will execute any documents that may be
reasonably required by the Secured Parties to evidence the
post-petition liens granted.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/ilnb17-17855-5.pdf
Wellness Home Care Inc. is an Illinois corporation with principal
offices located in OakLawn, Illinois, and is a Medicare-Certified
provider of home care services to over 300 seniors annually.
Wellness employs 13 persons.
Wellness Home Care filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Ill. Case No. 17-17855) on June 12, 2017, estimating
its assets at up to $50,000 and its liabilities at between $500,001
and $1 million.
John H. Redfield, Esq., at Crane, Heyman, Simon, Welch & Clar,
serves as the Debtor's bankruptcy counsel.
WHISPERS RESTAURANT: Taps Mickler & Mickler as Attorney
-------------------------------------------------------
Whispers Restaurant & Lounge, LLC, seeks authority from the US
Bankruptcy Court for the Middle District of Florida, Jacksonville
Division, to employ Bryan K. Mickler as attorney.
The professional services Mr. Mickler will render include general
representation of the Debtor in this proceeding and the performance
of all legal services for the Debtor which may be necessary.
Rates for the firm range from $225 to $300 per hour.
Bryan K. Mickler attests that he is not a creditor, an equity
security holder or an insider of the Debtor as provided in 11
U.S.C. Section 101(14)(a); he is not and was not a director,
officer, employee of the Debtor as provided in Section 101(14)(b);
and he has no interests materially adverse to the Debtor as set
forth in Section 101(14)(c).
The Firm can be reached through:
Bryan K. Mickler
LAW OFFICES OF MICKLER & MICKLER, LLP
5452 Arlington Expressway
Jaksonville, FL 32211
Tel: (904) 725-0822
Fax: (904) 725-0855
Email: bkmickleer@planlaw.com
About Whispers Restaurant & Lounge
Whispers Restaurant & Lounge, LLC, based in Jacksonville, Florida,
filed a Chapter 11 petition ( Bankr. M.D. Fla. Case No. 17-02006)
on May 31, 2017. Bryan K. Mickler, Esq., at Law Offices of Mickler
& Mickler, LLP, serves as bankruptcy counsel.
The Debtor listed under $1 million in both assets and liabilities.
WILGRO SERVICES: Needs Cash Collateral Access to Pay Employee Wages
-------------------------------------------------------------------
Wilgro Services, Inc., asks the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania for approval of use of cash
collateral and to permit postpetition financing.
The Debtor requires the immediate use of cash collateral to fund
ongoing operations, and specifically to pay payroll on June 21 and
June 23, 2017. Accordingly, the Debtor asks the Court that a
hearing on use of cash collateral through July 23 be held no later
than June 21, 2017.
The Debtor requires the use of cash and accounts for the payment of
expenses set forth in the Budget in order to maintain and continue
operation of its business. The Debtor believes that it will be able
to maintain the status quo through the payment of the expenses
detailed in the Budget while facilitating its reorganization and
enhancing the collateral.
The Debtor has prepared a Budget detailing its proposed use f cash
collateral from June 20 through July 23, 2017. The Budget reflects
total expenses of $79,249 for week ending June 25, $83,296 for week
ending July 2, $137,742 for week ending July 9, $102,798 for week
ending July 16, and $89,536 for week ending July 23, 2017.
The Debtor and Midtown Resources, LLC, on June 19, 2017, entered
into a Merchant Receivables Purchase Agreement for the purchase for
the Debtor's future receivables owed to the Debtor in the amount of
$258,000 and collateralization by existing and future receivables
for the purchase price of $200,000. The Debtor acknowledges that
$100,000 of the purchase price was advanced to the Debtor
pre-petition. As such, Midtown Resources has an interest in cash
collateral up to the Pre-petition Advancement.
Midtown Resources consents to the Debtor's use of the Pre-Petition
Advancement and existing cash in accordance with the Budget.
Moreover, upon interim approval of the Court, Midtown Resources
will extend to the Debtor the remaining $97,000 due under the
Purchase Price.
The Debtor claims that it is unable to obtain credit on an
unsecured basis or on the basis of a general administrative claim
from any party or entity. Accordingly, the Debtor requires the
financing from Midtown Resources to pay post-petition costs of
operation, including but not limited to: (1) operating expenses;
(2) vendors; (3) salaries; (4) insurance; (5) supplies; and (6) any
other expenses incurred in the operation of its business.
The Debtor has identified several vendors and requests the Court
for authority to continue to pay certain subcontractors, suppliers,
and various other vendors on current projects regardless of whether
the underlying agreements and/or obligations are pre- or
post-petition.
Particularly, the Debtor owes these vendors: BCS Sales, LLC in the
amount of $379.48 (metal sheet supplier); Guardian CSC dba ESCO
Process in the amount of $2,913.20 (chemical water treatment
supplies); Maiocco Associates, Inc. in the amount of $533.18
(custom chill water coil); Pro Crane Rental, Inc. in the amount of
$12,046.35 (crane rental); Riley Sales in the amount of $4,194.01
(metal sheet products); Robert Brown Associates in the amount of
$12,135.24 (pumps and pump parts); Suburban Heating in the amount
of $17,112.63 (vendor supplier); and York International in the
amount of $69,443.5 (air conditioner equipment).
As of the Petition Date, the Debtor owes its employees unpaid gross
wages accruing from June 5 through June 19, 2017. The Debtor's next
scheduled payroll is June 21, 2017 (for 16 employees) and June 23,
2017 (for 4 employees). The Debtor seeks authority to pay all
Employee Benefits in the ordinary course of business. The Debtor
also seeks authority to continue the Employee Benefits program
after the Petition Date.
The Debtor seeks authority to pay Unpaid Compensation on a weekly
basis. The Debtor believes that the Unpaid Compensation payable to
any one employee does not exceed the $10,950 amount to which such
employees would be entitled with administrative priority under the
Code. The Debtor urges the Court to approve the payment of the
amounts owed to these employees, given the critical nature of the
employees to the Debtor's businesses. The Debtor believes that
failure to pay the employees for the pre-petition services in full
would have grave consequences for the Debtor's ability to function
in the future.
Prior to the Petition Date, Fast Advance Funding, LLC, Complete
Business Solutions Group, Inc. and Azadian Group, LLC entered into
factoring agreements with the Debtor. Moreover, Bryn Mawr Trust
Company, successor by merger to First Keystone Bank, made a loan t
the Debtor. Thus, the Debtor believes that the Factoring Companies
and Bryn Mawr Trust may assert an interest in cash collateral.
A full-text copy of the Debtor's Motion, dated June 20, 2017, is
available at https://is.gd/eL4lAP
A copy of the Debtor's Budget is available at https://is.gd/EfEIBB
Albert A. Ciardi, III, Esq.
Nicole M. Nigrelli, Esq.
Ciardi Ciardi & Astin
One Commerce Square
2005 Market Street, Suite 3500
Philadelphia, PA 19103
Telephone: (215) 557-3550
Facsimile: (215) 557-3551
E-mail: aciardi@ciardilaw.com
nnigrelli@ciardilaw.com
About Wilgro Services
Wilgro Services, Inc. is a corporation formed in the State of
Delaware with a principal place of business at 200 Pine Street,
Holmes, Pennsylvania 19043.
The Debtor is a premier Heating and Air Conditioning Company
servicing Pennsylvania, Southern New Jersey and Northern Delaware.
The Debtor provides scheduled maintenance visits, repair services,
and also installs HVAC systems.
Wilgro Services filed a Chapter 11 petition (Bankr. E.D. Pa. Case
No. 17-14259), on June 20, 2017.
No trustee or examiner has been appointed in this Chapter 11 case.
As of June 20, no creditors' committee has been appointed by the
U.S. Trustee in this case.
WOMEN'S HEALTH: WHI, But Not ELO, Has Consent to Use Cash
---------------------------------------------------------
Bankruptcy Judge James P. Smith for the Middle District of Georgia
signed a consent order authorizing The Women's Health Institute of
Macon, PC to use cash collateral for the expenses incurred until
July 5, 2017 in accordance with the Budget.
The Debtor's operating budget for a period of four weeks, from June
23 through July 5, 2017, provides total operating expenses of
approximately $149,156.
The Women's Health Institute of Macon, PC, along with its
affiliated debtor ELO Outpatient Surgery Center, LLC filed their
Joint Motion for Permission to Use Cash Collateral on June 5, 2017.
However, Branch Banking and Trust Company has agreed to permit
only Women's Health Institute to use the cash collateral of BB&T in
accordance with the terms of the Consent Order.
The Debtor has asserted that it requires the use of cash collateral
to continue operating its business, otherwise, serious and
potentially irreparable harm may occur to the Debtor, its creditors
and its estates.
The Debtor is indebted to BB&T in an outstanding principal amount
of not less than $500,000, as of the Petition Date, under the loan
documents.
BB&T is granted valid, binding, enforceable, and automatically
perfected liens on and security interests in the Debtor's personal
property, acquired or arising to, on or after the Petition Date.
The Debtor is directed to make interest payments to BB&T in the
amounts as calculated, as and when payments are due, under the Loan
Documents. With respect to the interest payment that was due June
1, 2017, the Debtor will make such payment to BB&T promptly upon
entry of the Consent Order.
The Debtor is also directed to provide a copy of its monthly
operating report, and any other reports BB&T may reasonably
request.
A final hearing on the Debtor's Motion will be held on July 5, 2017
at 11:00 a.m. Any objections to the use of cash collateral must be
filed nd served no later than three business days prior to the
final hearing.
A full-text copy of the Order, dated June 19, 2017, is available at
https://is.gd/CBVT5Z
Branch Banking and Trust Company is represented by:
Eric W. Anderson, Esq.
Parker Hudson Rainer & Dobbs LLP
303 Peachtree Street, NE, Suite 3600
Atlanta, Georgia 30308
Telephone: (404) 420-4331
Email: EAnderson@PHRD.com
About Women's Health
Haremu Holdings, LLC, The Women's Health Institute of Macon, PC,
and ELO Outpatient Surgery Center, LLC, filed separate Chapter 11
bankruptcy petitions (Bankr. M.D. Ga. Case Nos. 17-51195, 17-51196
and 17-51197) on June 5, 2017. The cases are assigned to Judge
James P. Smith. The cases are not jointly administered.
Women's Health Institute of Macon PC is a group practice with one
location specializing in family medicine and Obstetrics and
Gynecology. ELO Outpatient Surgery Center provides ambulatory
surgical services. Emeka Umerah is the managing member for each
entity.
The Debtors are represented by Wesley J. Boyer, Esq., at Boyer Law
Firm, L.L.C., in Macon, Georgia.
At the time of filing, Haremu disclosed $1 million to $10 million
in assets and liabilities; Women's Health disclosed $1 million to
$10 million in assets and $500,000 to $1 million in liabilities;
and ELO Outpatient disclosed $100,000 to $500,000 in assets and
liabilities.
The petitions were signed by Emeka Umerah, managing member.
YMCA OF MARQ: Wants to Continue Cash Collateral Until Sept. 10
--------------------------------------------------------------
Young Mens Christian Association of Marquette County asks the U.S.
Bankruptcy Court for the Western District of Michigan to authorize
the Debtor's stipulation with the U.S. Department of Agriculture -
Rural Development for the continued use of cash collateral until
Sept. 10, 2017.
As reported by the Troubled Company Reporter on May 18, 2017, the
Court authorized the Debtor to use cash collateral to fund payment
of its normal and ordinary postpetition operating expenses until
June 13, 2017. The Court also approved Stipulation between the
Debtor and USDA for the Debtor's use of cash collateral and
providing adequate protection to the USDA.
About YMCA Marquette County
Young Mens Christian Association of Marq has principal assets
located at 1420 Pine St Marquette, Michigan. Young Mens Christian
Association of Marq filed a Chapter 11 petition (Bankr. W.D. Mich.
Case No. 17-90131) on May 5, 2017. Jenna Zdunek, chief executive
director, signed the petition. The Debtor estimated assets and
liabilities between $1 million and $10 million. The case is
assigned to Judge Scott W. Dales. The Debtor is represented by
Timothy C. Quinnell, Esq., at Quinnell Law Firm, PLLC.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ABSOLUTE SOFTWRE ALSWF US 93.1 (50.1) (33.4)
ABSOLUTE SOFTWRE OU1 GR 93.1 (50.1) (33.4)
ABSOLUTE SOFTWRE ABT CN 93.1 (50.1) (33.4)
ABSOLUTE SOFTWRE ABT2EUR EU 93.1 (50.1) (33.4)
ADOMANI INC ADOM US 3.2 (2.9) (3.6)
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
APPIAN CORP APPN US 96.5 (11.8) 12.9
APPIAN CORP 910 GR 96.5 (11.8) 12.9
APPIAN CORP 910 QT 96.5 (11.8) 12.9
ASPEN TECHNOLOGY AZPN US 244.0 (249.5) (280.2)
ASPEN TECHNOLOGY AST GR 244.0 (249.5) (280.2)
ASPEN TECHNOLOGY AST TH 244.0 (249.5) (280.2)
ASPEN TECHNOLOGY AZPNEUR EU 244.0 (249.5) (280.2)
ATHENEX INC ATNX US 100.5 (3.6) 3.9
AUTOZONE INC AZO US 9,028.3 (1,714.2) (286.3)
AUTOZONE INC AZ5 TH 9,028.3 (1,714.2) (286.3)
AUTOZONE INC AZ5 GR 9,028.3 (1,714.2) (286.3)
AUTOZONE INC AZOEUR EU 9,028.3 (1,714.2) (286.3)
AUTOZONE INC AZ5 QT 9,028.3 (1,714.2) (286.3)
AVID TECHNOLOGY AVID US 250.4 (268.9) (81.7)
AVID TECHNOLOGY AVD GR 250.4 (268.9) (81.7)
AVON - BDR AVON34 BZ 3,426.2 (358.2) 498.0
AVON PRODUCTS AVP US 3,426.2 (358.2) 498.0
AVON PRODUCTS AVP TH 3,426.2 (358.2) 498.0
AVON PRODUCTS AVP* MM 3,426.2 (358.2) 498.0
AVON PRODUCTS AVP GR 3,426.2 (358.2) 498.0
AVON PRODUCTS AVP CI 3,426.2 (358.2) 498.0
AVON PRODUCTS AVP1EUR EU 3,426.2 (358.2) 498.0
AXIM BIOTECHNOLO AXIM US 0.8 (2.9) (2.1)
BENEFITFOCUS INC BNFT US 172.0 (34.2) 18.2
BENEFITFOCUS INC BTF GR 172.0 (34.2) 18.2
BLUE BIRD CORP BLBD US 309.3 (82.2) 8.9
BOMBARDIER INC-B BBDBN MM 23,112.0 (3,555.0) 1,258.0
BOMBARDIER-B OLD BBDYB BB 23,112.0 (3,555.0) 1,258.0
BOMBARDIER-B W/I BBD/W CN 23,112.0 (3,555.0) 1,258.0
BONANZA CREEK EN BCEI US 1,135.2 (73.8) (160.1)
BONANZA CREEK EN B2CN GR 1,135.2 (73.8) (160.1)
BONANZA CREEK EN BCEI1EUR EU 1,135.2 (73.8) (160.1)
BRINKER INTL EAT US 1,403.1 (498.7) (289.1)
BRINKER INTL BKJ GR 1,403.1 (498.7) (289.1)
BRINKER INTL EAT2EUR EU 1,403.1 (498.7) (289.1)
BROOKFIELD REAL BRE CN 99.6 (33.1) 1.6
BUFFALO COAL COR BUC SJ 51.5 (21.4) (19.6)
BURLINGTON STORE BURL US 2,558.9 (40.9) (32.6)
BURLINGTON STORE BUI GR 2,558.9 (40.9) (32.6)
BURLINGTON STORE BURL* MM 2,558.9 (40.9) (32.6)
CADIZ INC CDZI US 62.0 (57.7) 7.1
CADIZ INC 2ZC GR 62.0 (57.7) 7.1
CAESARS ENTERTAI CZR US 14,812.0 (1,926.0) (3,266.0)
CAESARS ENTERTAI C08 GR 14,812.0 (1,926.0) (3,266.0)
CAESARS ENTERTAI CZREUR EU 14,812.0 (1,926.0) (3,266.0)
CALIFORNIA RESOU CRC US 6,237.0 (447.0) (279.0)
CALIFORNIA RESOU 1CLB GR 6,237.0 (447.0) (279.0)
CALIFORNIA RESOU CRCEUR EU 6,237.0 (447.0) (279.0)
CALIFORNIA RESOU 1CL TH 6,237.0 (447.0) (279.0)
CALIFORNIA RESOU 1CLB QT 6,237.0 (447.0) (279.0)
CAMBIUM LEARNING ABCD US 124.3 (58.5) (69.7)
CAMPING WORLD-A CWH US 1,811.9 (2.9) 332.2
CAMPING WORLD-A C83 GR 1,811.9 (2.9) 332.2
CAMPING WORLD-A CWHEUR EU 1,811.9 (2.9) 332.2
CARDCONNECT CORP CCN US 168.8 (3.4) 21.3
CARDCONNECT CORP 55C GR 168.8 (3.4) 21.3
CARDCONNECT CORP CCNEUR EU 168.8 (3.4) 21.3
CASELLA WASTE WA3 GR 621.2 (23.2) 3.3
CASELLA WASTE CWST US 621.2 (23.2) 3.3
CASELLA WASTE CWSTEUR EU 621.2 (23.2) 3.3
CEDAR FAIR LP FUN US 1,958.3 (47.6) (105.4)
CEDAR FAIR LP 7CF GR 1,958.3 (47.6) (105.4)
CHESAPEAKE ENERG CHK US 11,699.0 (1,203.0) (1,428.0)
CHESAPEAKE ENERG CS1 GR 11,699.0 (1,203.0) (1,428.0)
CHESAPEAKE ENERG CS1 TH 11,699.0 (1,203.0) (1,428.0)
CHESAPEAKE ENERG CHK* MM 11,699.0 (1,203.0) (1,428.0)
CHESAPEAKE ENERG CS1 QT 11,699.0 (1,203.0) (1,428.0)
CHESAPEAKE ENERG CHKEUR EU 11,699.0 (1,203.0) (1,428.0)
CHOICE HOTELS CZH GR 904.1 (292.5) 68.8
CHOICE HOTELS CHH US 904.1 (292.5) 68.8
CINCINNATI BELL CBB US 1,474.0 (127.4) 9.3
CINCINNATI BELL CIB1 GR 1,474.0 (127.4) 9.3
CINCINNATI BELL CBBEUR EU 1,474.0 (127.4) 9.3
CLEAR CHANNEL-A C7C GR 5,386.4 (1,234.5) 339.9
CLEAR CHANNEL-A CCO US 5,386.4 (1,234.5) 339.9
CLIFFS NATURAL R CVA GR 1,925.7 (703.0) 503.9
CLIFFS NATURAL R CVA TH 1,925.7 (703.0) 503.9
CLIFFS NATURAL R CLF US 1,925.7 (703.0) 503.9
CLIFFS NATURAL R CLF* MM 1,925.7 (703.0) 503.9
CLIFFS NATURAL R CLF2EUR EU 1,925.7 (703.0) 503.9
COGENT COMMUNICA CCOI US 732.7 (63.6) 248.6
COGENT COMMUNICA OGM1 GR 732.7 (63.6) 248.6
COLGATE-BDR COLG34 BZ 12,448.0 (5.0) 787.0
COLGATE-PALMOLIV CL US 12,448.0 (5.0) 787.0
COLGATE-PALMOLIV CPA GR 12,448.0 (5.0) 787.0
COLGATE-PALMOLIV CL SW 12,448.0 (5.0) 787.0
COLGATE-PALMOLIV CL* MM 12,448.0 (5.0) 787.0
COLGATE-PALMOLIV CLEUR EU 12,448.0 (5.0) 787.0
COLGATE-PALMOLIV CLCHF EU 12,448.0 (5.0) 787.0
COLGATE-PALMOLIV CL EU 12,448.0 (5.0) 787.0
COLGATE-PALMOLIV CPA TH 12,448.0 (5.0) 787.0
COLGATE-PALMOLIV CPA QT 12,448.0 (5.0) 787.0
COLGATE-PALMOLIV CLUSD SW 12,448.0 (5.0) 787.0
CPI CARD GROUP I PMTS CN 261.8 (101.9) 52.1
DELEK LOGISTICS D6L GR 413.6 (19.0) 8.6
DELEK LOGISTICS DKL US 413.6 (19.0) 8.6
DELRAND RESOURCE DRN SJ 0.1 (2.2) (0.8)
DENNY'S CORP DE8 GR 308.2 (64.7) (45.5)
DENNY'S CORP DENN US 308.2 (64.7) (45.5)
DOMINO'S PIZZA EZV TH 742.5 (1,853.7) 159.2
DOMINO'S PIZZA EZV GR 742.5 (1,853.7) 159.2
DOMINO'S PIZZA DPZ US 742.5 (1,853.7) 159.2
DOMINO'S PIZZA EZV QT 742.5 (1,853.7) 159.2
DUN & BRADSTREET DB5 GR 2,279.3 (979.5) (139.6)
DUN & BRADSTREET DB5 TH 2,279.3 (979.5) (139.6)
DUN & BRADSTREET DNB US 2,279.3 (979.5) (139.6)
DUN & BRADSTREET DNB1EUR EU 2,279.3 (979.5) (139.6)
DUNKIN' BRANDS G 2DB GR 3,196.1 (119.0) 218.1
DUNKIN' BRANDS G DNKN US 3,196.1 (119.0) 218.1
DUNKIN' BRANDS G 2DB TH 3,196.1 (119.0) 218.1
DUNKIN' BRANDS G DNKNEUR EU 3,196.1 (119.0) 218.1
EIGHT DRAGONS CO EDRG US - (0.0) (0.0)
ERIN ENERGY CORP ERN SJ 287.4 (250.8) (277.5)
EVERI HOLDINGS I EVRI US 1,320.5 (109.6) 4.1
EVERI HOLDINGS I G2C TH 1,320.5 (109.6) 4.1
EVERI HOLDINGS I G2C GR 1,320.5 (109.6) 4.1
EVERI HOLDINGS I EVRIEUR EU 1,320.5 (109.6) 4.1
FAIRPOINT COMMUN FRP US 1,197.9 (74.0) 15.6
FAIRPOINT COMMUN FONN GR 1,197.9 (74.0) 15.6
FERRELLGAS-LP FEG GR 1,679.3 (703.5) (26.2)
FERRELLGAS-LP FGP US 1,679.3 (703.5) (26.2)
FIFTH STREET ASS FSAM US 191.2 (1.7) -
FIFTH STREET ASS 7FS TH 191.2 (1.7) -
GAMCO INVESTO-A GBL US 182.5 (148.1) -
GCP APPLIED TECH GCP US 1,077.7 (137.7) 259.3
GCP APPLIED TECH 43G GR 1,077.7 (137.7) 259.3
GCP APPLIED TECH GCPEUR EU 1,077.7 (137.7) 259.3
GMCI CORP GMCI US 0.7 (0.9) (1.6)
GNC HOLDINGS INC IGN GR 2,062.6 (69.2) 490.1
GNC HOLDINGS INC GNC US 2,062.6 (69.2) 490.1
GNC HOLDINGS INC IGN TH 2,062.6 (69.2) 490.1
GNC HOLDINGS INC GNC1EUR EU 2,062.6 (69.2) 490.1
GOGO INC GOGO US 1,270.1 (76.6) 348.7
GOGO INC G0G GR 1,270.1 (76.6) 348.7
GOLD RESERVE INC GRZ CN 47.1 (1.2) 34.4
GREEN PLAINS PAR GPP US 93.3 (63.1) 4.3
GREEN PLAINS PAR 8GP GR 93.3 (63.1) 4.3
H&R BLOCK INC HRB US 2,694.1 (60.9) 406.8
H&R BLOCK INC HRB GR 2,694.1 (60.9) 406.8
H&R BLOCK INC HRB TH 2,694.1 (60.9) 406.8
H&R BLOCK INC HRB QT 2,694.1 (60.9) 406.8
H&R BLOCK INC HRBEUR EU 2,694.1 (60.9) 406.8
HALOZYME THERAPE HALO US 226.8 (58.5) 160.6
HALOZYME THERAPE RV7 GR 226.8 (58.5) 160.6
HALOZYME THERAPE HALOEUR EU 226.8 (58.5) 160.6
HALOZYME THERAPE RV7 QT 226.8 (58.5) 160.6
HAMILTON LANE-A HLNE US 207.1 (103.6) -
HAMILTON LANE-A HLNEEUR EU 207.1 (103.6) -
HCA HEALTHCARE I 2BH GR 33,795.0 (5,357.0) 3,574.0
HCA HEALTHCARE I HCA US 33,795.0 (5,357.0) 3,574.0
HCA HEALTHCARE I 2BH TH 33,795.0 (5,357.0) 3,574.0
HCA HEALTHCARE I HCAEUR EU 33,795.0 (5,357.0) 3,574.0
HORTONWORKS INC HDP US 220.6 (15.5) (16.7)
HORTONWORKS INC 14K GR 220.6 (15.5) (16.7)
HORTONWORKS INC 14K QT 220.6 (15.5) (16.7)
HORTONWORKS INC HDPEUR EU 220.6 (15.5) (16.7)
HOVNANIAN-A-WI HOV-W US 2,133.6 (133.9) 1,392.3
HP COMPANY-BDR HPQB34 BZ 28,686.0 (3,955.0) (302.0)
HP INC HPQ* MM 28,686.0 (3,955.0) (302.0)
HP INC HPQ US 28,686.0 (3,955.0) (302.0)
HP INC 7HP TH 28,686.0 (3,955.0) (302.0)
HP INC 7HP GR 28,686.0 (3,955.0) (302.0)
HP INC HPQ TE 28,686.0 (3,955.0) (302.0)
HP INC HPQ CI 28,686.0 (3,955.0) (302.0)
HP INC HPQ SW 28,686.0 (3,955.0) (302.0)
HP INC HWP QT 28,686.0 (3,955.0) (302.0)
HP INC HPQCHF EU 28,686.0 (3,955.0) (302.0)
HP INC HPQUSD EU 28,686.0 (3,955.0) (302.0)
HP INC HPQUSD SW 28,686.0 (3,955.0) (302.0)
HP INC HPQEUR EU 28,686.0 (3,955.0) (302.0)
IDEXX LABS IDXX US 1,572.1 (73.9) (57.5)
IDEXX LABS IX1 GR 1,572.1 (73.9) (57.5)
IDEXX LABS IX1 TH 1,572.1 (73.9) (57.5)
IDEXX LABS IX1 QT 1,572.1 (73.9) (57.5)
IDEXX LABS IDXX AV 1,572.1 (73.9) (57.5)
IMMUNOGEN INC IMU GR 163.3 (167.5) 101.8
IMMUNOGEN INC IMGN US 163.3 (167.5) 101.8
IMMUNOGEN INC IMU TH 163.3 (167.5) 101.8
IMMUNOGEN INC IMU QT 163.3 (167.5) 101.8
IMMUNOGEN INC IMGNEUR EU 163.3 (167.5) 101.8
IMMUNOMEDICS INC IMMU US 52.7 (131.9) (36.5)
IMMUNOMEDICS INC IM3 GR 52.7 (131.9) (36.5)
IMMUNOMEDICS INC IM3 TH 52.7 (131.9) (36.5)
IMMUNOMEDICS INC IM3 QT 52.7 (131.9) (36.5)
INFOR ACQUISIT-A IAC/A CN 233.0 (5.5) 0.3
INFOR ACQUISITIO IAC-U CN 233.0 (5.5) 0.3
INNOVIVA INC INVA US 391.9 (334.2) 193.9
INNOVIVA INC HVE GR 391.9 (334.2) 193.9
INNOVIVA INC INVAEUR EU 391.9 (334.2) 193.9
INTERNATIONAL WI ITWG US 326.6 (14.3) 101.6
JACK IN THE BOX JBX GR 1,230.9 (469.4) (126.4)
JACK IN THE BOX JACK US 1,230.9 (469.4) (126.4)
JACK IN THE BOX JACK1EUR EU 1,230.9 (469.4) (126.4)
JACK IN THE BOX JBX QT 1,230.9 (469.4) (126.4)
JUST ENERGY GROU JE US 1,238.0 (149.3) 109.1
JUST ENERGY GROU 1JE GR 1,238.0 (149.3) 109.1
JUST ENERGY GROU JE CN 1,238.0 (149.3) 109.1
KADMON HOLDINGS KDMN US 67.9 (19.6) 24.8
KADMON HOLDINGS KDF GR 67.9 (19.6) 24.8
KADMON HOLDINGS KDMNEUR EU 67.9 (19.6) 24.8
KENNADY DIAMONDS KDI CN 4.5 (1.4) (3.7)
KERYX BIOPHARM KYX GR 127.7 (22.5) 97.2
KERYX BIOPHARM KERX US 127.7 (22.5) 97.2
KERYX BIOPHARM KYX TH 127.7 (22.5) 97.2
KERYX BIOPHARM KERXEUR EU 127.7 (22.5) 97.2
L BRANDS INC LTD GR 7,882.0 (835.0) 1,321.0
L BRANDS INC LTD TH 7,882.0 (835.0) 1,321.0
L BRANDS INC LB US 7,882.0 (835.0) 1,321.0
L BRANDS INC LBEUR EU 7,882.0 (835.0) 1,321.0
L BRANDS INC LB* MM 7,882.0 (835.0) 1,321.0
L BRANDS INC LTD QT 7,882.0 (835.0) 1,321.0
LAMB WESTON LW US 2,432.2 (650.9) 336.9
LAMB WESTON 0L5 GR 2,432.2 (650.9) 336.9
LAMB WESTON LW-WEUR EU 2,432.2 (650.9) 336.9
LAMB WESTON 0L5 TH 2,432.2 (650.9) 336.9
LANTHEUS HOLDING LNTH US 249.6 (101.2) 67.6
LANTHEUS HOLDING 0L8 GR 249.6 (101.2) 67.6
LENNOX INTL INC LXI GR 1,950.6 (1.0) 148.9
LENNOX INTL INC LII US 1,950.6 (1.0) 148.9
LENNOX INTL INC LII1EUR EU 1,950.6 (1.0) 148.9
MADISON-A/NEW-WI MSGN-W US 864.4 (987.0) 195.4
MANNKIND CORP MNKD IT 85.2 (198.7) (37.0)
MASCO CORP MAS US 5,139.0 (59.0) 1,534.0
MASCO CORP MSQ GR 5,139.0 (59.0) 1,534.0
MASCO CORP MSQ TH 5,139.0 (59.0) 1,534.0
MASCO CORP MAS* MM 5,139.0 (59.0) 1,534.0
MASCO CORP MAS1EUR EU 5,139.0 (59.0) 1,534.0
MCDONALDS - BDR MCDC34 BZ 32,120.3 (2,030.8) 2,686.5
MCDONALDS CORP MDO TH 32,120.3 (2,030.8) 2,686.5
MCDONALDS CORP MCD TE 32,120.3 (2,030.8) 2,686.5
MCDONALDS CORP MDO GR 32,120.3 (2,030.8) 2,686.5
MCDONALDS CORP MCD* MM 32,120.3 (2,030.8) 2,686.5
MCDONALDS CORP MCD US 32,120.3 (2,030.8) 2,686.5
MCDONALDS CORP MCD SW 32,120.3 (2,030.8) 2,686.5
MCDONALDS CORP MCD CI 32,120.3 (2,030.8) 2,686.5
MCDONALDS CORP MDO QT 32,120.3 (2,030.8) 2,686.5
MCDONALDS CORP MCDCHF EU 32,120.3 (2,030.8) 2,686.5
MCDONALDS CORP MCDUSD EU 32,120.3 (2,030.8) 2,686.5
MCDONALDS CORP MCDUSD SW 32,120.3 (2,030.8) 2,686.5
MCDONALDS CORP MCDEUR EU 32,120.3 (2,030.8) 2,686.5
MCDONALDS CORP MCD AV 32,120.3 (2,030.8) 2,686.5
MCDONALDS-CEDEAR MCD AR 32,120.3 (2,030.8) 2,686.5
MDC COMM-W/I MDZ/W CN 1,626.7 (356.8) (280.0)
MDC PARTNERS-A MDZ/A CN 1,626.7 (356.8) (280.0)
MDC PARTNERS-A MDCA US 1,626.7 (356.8) (280.0)
MDC PARTNERS-A MD7A GR 1,626.7 (356.8) (280.0)
MDC PARTNERS-A MDCAEUR EU 1,626.7 (356.8) (280.0)
MDC PARTNERS-EXC MDZ/N CN 1,626.7 (356.8) (280.0)
MEAD JOHNSON MJN US 4,227.1 (392.8) 1,508.5
MEAD JOHNSON 0MJA TH 4,227.1 (392.8) 1,508.5
MEAD JOHNSON 0MJA GR 4,227.1 (392.8) 1,508.5
MEAD JOHNSON MJNEUR EU 4,227.1 (392.8) 1,508.5
MEDLEY MANAGE-A MDLY US 138.5 (14.5) 57.0
MERITOR INC AID1 GR 2,536.0 (125.0) 55.0
MERITOR INC MTOR US 2,536.0 (125.0) 55.0
MERITOR INC MTOREUR EU 2,536.0 (125.0) 55.0
MICHAELS COS INC MIK US 2,009.8 (1,721.9) 502.5
MICHAELS COS INC MIM GR 2,009.8 (1,721.9) 502.5
MIRAGEN THERAPEU MGEN US 57.8 48.0 49.7
MONEYGRAM INTERN MGI US 4,437.5 (199.3) (23.5)
MONEYGRAM INTERN 9M1N GR 4,437.5 (199.3) (23.5)
MONEYGRAM INTERN 9M1N TH 4,437.5 (199.3) (23.5)
MONEYGRAM INTERN MGIEUR EU 4,437.5 (199.3) (23.5)
MOODY'S CORP DUT GR 5,435.9 (724.2) 2,061.7
MOODY'S CORP MCO US 5,435.9 (724.2) 2,061.7
MOODY'S CORP DUT TH 5,435.9 (724.2) 2,061.7
MOODY'S CORP MCOEUR EU 5,435.9 (724.2) 2,061.7
MOODY'S CORP DUT QT 5,435.9 (724.2) 2,061.7
MOODY'S CORP MCO* MM 5,435.9 (724.2) 2,061.7
MOTOROLA SOLUTIO MTLA GR 8,140.0 (1,037.0) 688.0
MOTOROLA SOLUTIO MTLA TH 8,140.0 (1,037.0) 688.0
MOTOROLA SOLUTIO MSI US 8,140.0 (1,037.0) 688.0
MOTOROLA SOLUTIO MOT TE 8,140.0 (1,037.0) 688.0
MOTOROLA SOLUTIO MSI1EUR EU 8,140.0 (1,037.0) 688.0
MSG NETWORKS- A MSGN US 864.4 (987.0) 195.4
MSG NETWORKS- A 1M4 GR 864.4 (987.0) 195.4
MSG NETWORKS- A 1M4 TH 864.4 (987.0) 195.4
MSG NETWORKS- A MSGNEUR EU 864.4 (987.0) 195.4
NANOSTRING TECHN NSTG US 106.5 (3.1) 59.9
NANOSTRING TECHN 0F1 GR 106.5 (3.1) 59.9
NANOSTRING TECHN NSTGEUR EU 106.5 (3.1) 59.9
NATHANS FAMOUS NATH US 78.1 (66.5) 56.8
NATHANS FAMOUS NFA GR 78.1 (66.5) 56.8
NATIONAL CINEMED XWM GR 1,151.9 (54.1) 92.9
NATIONAL CINEMED NCMI US 1,151.9 (54.1) 92.9
NATIONAL CINEMED NCMIEUR EU 1,151.9 (54.1) 92.9
NAVISTAR INTL IHR GR 5,952.0 (5,127.0) 825.0
NAVISTAR INTL NAV US 5,952.0 (5,127.0) 825.0
NAVISTAR INTL IHR TH 5,952.0 (5,127.0) 825.0
NAVISTAR INTL IHR QT 5,952.0 (5,127.0) 825.0
NEFF CORP-CL A NEFF US 652.7 (124.7) 1.3
NEFF CORP-CL A NFO GR 652.7 (124.7) 1.3
NEW ENG RLTY-LP NEN US 190.0 (33.5) -
NYMOX PHARMACEUT NYMX US 1.7 (1.2) (0.2)
OCEAN THERMAL EN CPWR US 0.0 (1.6) (1.6)
OMEROS CORP 3O8 GR 58.4 (48.1) 34.4
OMEROS CORP OMER US 58.4 (48.1) 34.4
OMEROS CORP 3O8 TH 58.4 (48.1) 34.4
OMEROS CORP OMEREUR EU 58.4 (48.1) 34.4
PENN NATL GAMING PN1 GR 4,947.0 (540.7) (50.0)
PENN NATL GAMING PENN US 4,947.0 (540.7) (50.0)
PHILIP MORRIS IN PM1EUR EU 36,627.0 (10,557.0) 3,529.0
PHILIP MORRIS IN PMI SW 36,627.0 (10,557.0) 3,529.0
PHILIP MORRIS IN PM1 TE 36,627.0 (10,557.0) 3,529.0
PHILIP MORRIS IN 4I1 TH 36,627.0 (10,557.0) 3,529.0
PHILIP MORRIS IN PM1CHF EU 36,627.0 (10,557.0) 3,529.0
PHILIP MORRIS IN 4I1 GR 36,627.0 (10,557.0) 3,529.0
PHILIP MORRIS IN PM US 36,627.0 (10,557.0) 3,529.0
PHILIP MORRIS IN PM FP 36,627.0 (10,557.0) 3,529.0
PHILIP MORRIS IN PMI1 IX 36,627.0 (10,557.0) 3,529.0
PHILIP MORRIS IN PMI EB 36,627.0 (10,557.0) 3,529.0
PHILIP MORRIS IN 4I1 QT 36,627.0 (10,557.0) 3,529.0
PINNACLE ENTERTA PNK US 4,003.8 (351.8) (82.3)
PINNACLE ENTERTA 65P GR 4,003.8 (351.8) (82.3)
PITNEY BOWES INC PBW GR 5,747.2 (46.3) (215.3)
PITNEY BOWES INC PBI US 5,747.2 (46.3) (215.3)
PITNEY BOWES INC PBW TH 5,747.2 (46.3) (215.3)
PITNEY BOWES INC PBIEUR EU 5,747.2 (46.3) (215.3)
PLANET FITNESS-A PLNT US 1,156.4 (188.0) 28.1
PLANET FITNESS-A 3PL TH 1,156.4 (188.0) 28.1
PLANET FITNESS-A 3PL GR 1,156.4 (188.0) 28.1
PLANET FITNESS-A 3PL QT 1,156.4 (188.0) 28.1
PLANET FITNESS-A PLNT1EUR EU 1,156.4 (188.0) 28.1
PROS HOLDINGS IN PH2 GR 210.7 (19.9) 63.0
PROS HOLDINGS IN PRO US 210.7 (19.9) 63.0
QUANTUM CORP QNT2 GR 225.0 (116.0) (42.0)
QUANTUM CORP QNT1 TH 225.0 (116.0) (42.0)
QUANTUM CORP QTM US 225.0 (116.0) (42.0)
QUANTUM CORP QTM1EUR EU 225.0 (116.0) (42.0)
QUANTUM CORP QNT1 QT 225.0 (116.0) (42.0)
REATA PHARMACE-A RETA US 88.2 (220.3) 34.5
REATA PHARMACE-A 2R3 GR 88.2 (220.3) 34.5
REATA PHARMACE-A RETAEUR EU 88.2 (220.3) 34.5
REGAL ENTERTAI-A RGC US 2,686.1 (826.1) (7.6)
REGAL ENTERTAI-A RETA GR 2,686.1 (826.1) (7.6)
REGAL ENTERTAI-A RGC* MM 2,686.1 (826.1) (7.6)
RESOLUTE ENERGY R21 GR 489.6 (75.9) (69.6)
RESOLUTE ENERGY REN US 489.6 (75.9) (69.6)
RESOLUTE ENERGY RENEUR EU 489.6 (75.9) (69.6)
REVLON INC-A REV US 2,999.0 (642.0) 343.1
REVLON INC-A RVL1 GR 2,999.0 (642.0) 343.1
REVLON INC-A RVL1 TH 2,999.0 (642.0) 343.1
REVLON INC-A REVEUR EU 2,999.0 (642.0) 343.1
ROSETTA STONE IN RST US 185.9 (1.0) (58.1)
ROSETTA STONE IN RS8 GR 185.9 (1.0) (58.1)
ROSETTA STONE IN RS8 TH 185.9 (1.0) (58.1)
ROSETTA STONE IN RST1EUR EU 185.9 (1.0) (58.1)
RR DONNELLEY & S DLLN GR 3,907.3 (174.1) 725.7
RR DONNELLEY & S RRD US 3,907.3 (174.1) 725.7
RR DONNELLEY & S DLLN TH 3,907.3 (174.1) 725.7
RR DONNELLEY & S RRDEUR EU 3,907.3 (174.1) 725.7
RYERSON HOLDING RYI US 1,738.9 (32.7) 676.2
RYERSON HOLDING 7RY GR 1,738.9 (32.7) 676.2
RYERSON HOLDING 7RY TH 1,738.9 (32.7) 676.2
SAFETY INCOME AN SAFE US 155.8 (65.5) -
SALLY BEAUTY HOL SBH US 2,070.8 (320.6) 657.6
SALLY BEAUTY HOL S7V GR 2,070.8 (320.6) 657.6
SANCHEZ ENERGY C SN US 2,078.6 (77.6) 29.0
SANCHEZ ENERGY C SN* MM 2,078.6 (77.6) 29.0
SANCHEZ ENERGY C 13S GR 2,078.6 (77.6) 29.0
SANCHEZ ENERGY C 13S TH 2,078.6 (77.6) 29.0
SANCHEZ ENERGY C SNEUR EU 2,078.6 (77.6) 29.0
SBA COMM CORP 4SB GR 7,297.4 (1,916.5) 72.7
SBA COMM CORP SBAC US 7,297.4 (1,916.5) 72.7
SBA COMM CORP SBJ TH 7,297.4 (1,916.5) 72.7
SBA COMM CORP SBACEUR EU 7,297.4 (1,916.5) 72.7
SCIENTIFIC GAM-A TJW GR 7,073.2 (1,995.2) 434.7
SCIENTIFIC GAM-A SGMS US 7,073.2 (1,995.2) 434.7
SEARS HOLDINGS SEE GR 9,071.0 (3,527.0) 127.0
SEARS HOLDINGS SEE TH 9,071.0 (3,527.0) 127.0
SEARS HOLDINGS SHLD US 9,071.0 (3,527.0) 127.0
SEARS HOLDINGS SEE QT 9,071.0 (3,527.0) 127.0
SEARS HOLDINGS SHLDEUR EU 9,071.0 (3,527.0) 127.0
SIGA TECH INC SIGA US 160.8 (296.1) 52.6
SILVER SPRING NE SSNI US 449.6 (42.7) 0.7
SILVER SPRING NE 9SI GR 449.6 (42.7) 0.7
SILVER SPRING NE 9SI TH 449.6 (42.7) 0.7
SILVER SPRING NE SSNIEUR EU 449.6 (42.7) 0.7
SIRIUS XM CANADA XSR CN 307.0 (127.9) (152.0)
SIRIUS XM CANADA SIICF US 307.0 (127.9) (152.0)
SIRIUS XM HOLDIN SIRI US 7,931.8 (921.1) (1,901.0)
SIRIUS XM HOLDIN RDO TH 7,931.8 (921.1) (1,901.0)
SIRIUS XM HOLDIN RDO GR 7,931.8 (921.1) (1,901.0)
SIRIUS XM HOLDIN RDO QT 7,931.8 (921.1) (1,901.0)
SIRIUS XM HOLDIN SIRIEUR EU 7,931.8 (921.1) (1,901.0)
SIRIUS XM HOLDIN SIRI AV 7,931.8 (921.1) (1,901.0)
SONIC CORP SONC US 563.8 (173.1) 60.4
SONIC CORP SO4 GR 563.8 (173.1) 60.4
SONIC CORP SONCEUR EU 563.8 (173.1) 60.4
SOURCE ENERGY SE SHLE CN 236.6 (62.2) 18.2
SOURCE ENERGY SE S4O GR 236.6 (62.2) 18.2
SOURCE ENERGY SE SHLEEUR EU 236.6 (62.2) 18.2
STRAIGHT PATH-B STRP US 20.9 (10.2) (7.4)
STRAIGHT PATH-B 5I0 GR 20.9 (10.2) (7.4)
SYNTEL INC SYNT US 443.6 (136.2) 134.5
SYNTEL INC SYE GR 443.6 (136.2) 134.5
SYNTEL INC SYE TH 443.6 (136.2) 134.5
SYNTEL INC SYNT1EUR EU 443.6 (136.2) 134.5
TAILORED BRANDS TLRD US 2,114.2 (113.6) 712.4
TAILORED BRANDS WRMA GR 2,114.2 (113.6) 712.4
TAILORED BRANDS TLRD* MM 2,114.2 (113.6) 712.4
TAUBMAN CENTERS TU8 GR 4,044.9 (75.4) -
TAUBMAN CENTERS TCO US 4,044.9 (75.4) -
TEMPUR SEALY INT TPD GR 2,680.3 (11.3) 90.1
TEMPUR SEALY INT TPX US 2,680.3 (11.3) 90.1
TOCAGEN INC TOCA US 34.3 (1.5) 14.0
TOCAGEN INC 37T GR 34.3 (1.5) 14.0
TOCAGEN INC TOCAEUR EU 34.3 (1.5) 14.0
TRANSDIGM GROUP T7D GR 10,187.3 (2,038.8) 1,587.8
TRANSDIGM GROUP TDG US 10,187.3 (2,038.8) 1,587.8
TRANSDIGM GROUP TDG SW 10,187.3 (2,038.8) 1,587.8
TRANSDIGM GROUP TDGCHF EU 10,187.3 (2,038.8) 1,587.8
TRANSDIGM GROUP T7D QT 10,187.3 (2,038.8) 1,587.8
TRANSDIGM GROUP TDGEUR EU 10,187.3 (2,038.8) 1,587.8
TRANSGENOMIC INC TGKN GR 1.2 (20.6) (20.6)
UBI BLOCKCHAIN I UBIA US 0.0 (0.4) (0.4)
ULTRA PETROLEUM UPL US 1,699.0 (3,016.7) 331.2
ULTRA PETROLEUM UPL1EUR EU 1,699.0 (3,016.7) 331.2
ULTRA PETROLEUM UPM1 GR 1,699.0 (3,016.7) 331.2
UNISYS CORP UISCHF EU 1,962.3 (1,626.7) 19.3
UNISYS CORP UISEUR EU 1,962.3 (1,626.7) 19.3
UNISYS CORP UIS US 1,962.3 (1,626.7) 19.3
UNISYS CORP UIS1 SW 1,962.3 (1,626.7) 19.3
UNISYS CORP USY1 TH 1,962.3 (1,626.7) 19.3
UNISYS CORP USY1 GR 1,962.3 (1,626.7) 19.3
UNITI GROUP INC UNIT US 3,280.7 (1,426.9) -
UNITI GROUP INC 8XC GR 3,280.7 (1,426.9) -
VALVOLINE INC VVV US 1,907.0 (218.0) 261.0
VALVOLINE INC 0V4 GR 1,907.0 (218.0) 261.0
VALVOLINE INC 0V4 TH 1,907.0 (218.0) 261.0
VALVOLINE INC VVVEUR EU 1,907.0 (218.0) 261.0
VECTOR GROUP LTD VGR GR 1,387.1 (264.3) 469.4
VECTOR GROUP LTD VGR US 1,387.1 (264.3) 469.4
VECTOR GROUP LTD VGR QT 1,387.1 (264.3) 469.4
VERISIGN INC VRS TH 2,315.5 (1,187.7) 317.8
VERISIGN INC VRS GR 2,315.5 (1,187.7) 317.8
VERISIGN INC VRSN US 2,315.5 (1,187.7) 317.8
VERISIGN INC VRSNEUR EU 2,315.5 (1,187.7) 317.8
VERITONE INC VERI US 26.3 (25.0) (26.8)
VERITONE INC VEK GR 26.3 (25.0) (26.8)
VERITONE INC VERIEUR EU 26.3 (25.0) (26.8)
VERSUM MATER VSM US 1,120.0 (61.7) 388.9
VERSUM MATER 2V1 GR 1,120.0 (61.7) 388.9
VERSUM MATER VSMEUR EU 1,120.0 (61.7) 388.9
VERSUM MATER 2V1 TH 1,120.0 (61.7) 388.9
VIEWRAY INC VRAY US 90.8 (27.0) 34.6
VIEWRAY INC 6L9 GR 90.8 (27.0) 34.6
VIEWRAY INC VRAYEUR EU 90.8 (27.0) 34.6
WEIGHT WATCHERS WTW US 1,301.0 (1,185.2) (33.3)
WEIGHT WATCHERS WW6 GR 1,301.0 (1,185.2) (33.3)
WEIGHT WATCHERS WW6 TH 1,301.0 (1,185.2) (33.3)
WEIGHT WATCHERS WTWEUR EU 1,301.0 (1,185.2) (33.3)
WEIGHT WATCHERS WW6 QT 1,301.0 (1,185.2) (33.3)
WELBILT INC WBT US 1,837.1 (26.3) 94.8
WELBILT INC 6M6 GR 1,837.1 (26.3) 94.8
WELBILT INC MFS1EUR EU 1,837.1 (26.3) 94.8
WEST CORP WSTC US 3,456.0 (390.6) 243.4
WEST CORP WT2 GR 3,456.0 (390.6) 243.4
WIDEOPENWEST INC WOW US 2,661.6 (645.2) (33.7)
WIDEOPENWEST INC WU5 GR 2,661.6 (645.2) (33.7)
WIDEOPENWEST INC WOW1EUR EU 2,661.6 (645.2) (33.7)
WINGSTOP INC WING US 113.2 (67.3) (3.5)
WINGSTOP INC EWG GR 113.2 (67.3) (3.5)
WINMARK CORP WINA US 47.4 (2.3) 12.4
WINMARK CORP GBZ GR 47.4 (2.3) 12.4
WORKIVA INC WK US 139.8 (5.0) (2.5)
WORKIVA INC 0WKA GR 139.8 (5.0) (2.5)
YRC WORLDWIDE IN YRCW US 1,727.9 (438.0) 243.7
YRC WORLDWIDE IN YEL1 GR 1,727.9 (438.0) 243.7
YRC WORLDWIDE IN YEL1 TH 1,727.9 (438.0) 243.7
YRC WORLDWIDE IN YEL1 QT 1,727.9 (438.0) 243.7
YRC WORLDWIDE IN YRCWEUR EU 1,727.9 (438.0) 243.7
YUM! BRANDS INC YUM US 5,151.0 (5,812.0) (281.0)
YUM! BRANDS INC TGR GR 5,151.0 (5,812.0) (281.0)
YUM! BRANDS INC TGR TH 5,151.0 (5,812.0) (281.0)
YUM! BRANDS INC YUMEUR EU 5,151.0 (5,812.0) (281.0)
YUM! BRANDS INC TGR QT 5,151.0 (5,812.0) (281.0)
YUM! BRANDS INC YUMCHF EU 5,151.0 (5,812.0) (281.0)
YUM! BRANDS INC YUM SW 5,151.0 (5,812.0) (281.0)
YUM! BRANDS INC YUMUSD SW 5,151.0 (5,812.0) (281.0)
YUM! BRANDS INC YUMUSD EU 5,151.0 (5,812.0) (281.0)
*********
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,
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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.
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