/raid1/www/Hosts/bankrupt/TCR_Public/170726.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, July 26, 2017, Vol. 21, No. 206
Headlines
ACHAOGEN INC: Plazomicin Gets FDA Breakthrough Therapy Designation
ALL-STATE FIRE: Wants to Use WF Cash Collateral to Pay Pinnacol
ALLIANCE SECURITY: Wants to Use Cash Collateral for 30 Days
APOLLO MEDICAL: Ceases to Have Controlling Interest in LALC & Hende
AQUION ENERGY: Plan Filing Period Extended Until Nov. 3
ARUBA PETROLEUM: Plan Outline Okayed, Plan Hearing on Sept. 19
ASA LODGING: Taps David Rosenthal as Legal Counsel
ASSUREDPARTNERS INC: Moody's Affirms B3 CFR, Outlook Stable
B&B BACHRACH: Plan Outline Okayed, Plan Hearing on Aug. 8
BAIA LLC: Unsecureds to Get Pro Rata Share from Sale Proceeds
BAILEY'S EXPRESS: Has Interim OK to Use Bankwell Cash Until Aug. 12
BARIA AND SONS: May Continue Using Cash Collateral Until Nov. 6
BEAULIEU GROUP: Seeks to Hire Armory Strategic, Appoint CRO
BIERGARTEN WILLIAMSBURG: Taps Hatzipetros as Legal Counsel
BLUE BEE: Has Access to Cash Collateral Until Oct. 21
BREVARD EYE: Wants Plan Filing Extended Through Oct. 17
BRISTLECONE INC: U.S. Trustee Names E. Frejka as Consumer Ombudsman
BULK EXPRESS: Has Approval to Use Cash Collateral Until Dec. 31
BULK EXPRESS: Wants to Use Interstate Capital's Cash Collateral
CENTRAL ILL. COMPOUNDING: Wants to Use Live Oak's Cash Collateral
CHARLIELUCY LLC: Taps Louis F. Patten as Accountant
CHESAPEAKE ENERGY: Has Private Placement of $750M Senior Notes
CHOW DOWN: Voluntary Chapter 11 Case Summary
CITY TOURS: Plan Outline Okayed, Plan Hearing on Aug. 30
CLAIRE'S STORES: Amends 2016 Form 10K to Add Part III
COMPUWARE HOLDINGS: Moody's Alters Outlook to Pos. & Affirms B3 CFR
CRET RESTORATION: Unsecureds to Get $957,277 from Sale Proceeds
D.J. SIMMONS: Trustee Taps Cordes & Company as Accountant
DELTA BUSINESS: Wants to Use Cash to Fund Office Construction
ENERGY DRILLING: Virtus Obtains Favorable Ruling in Utah Case
ENVIRO-SAFE: Hires CliftonLarsonAllen as Accountant
EVAN JOHNSON & SONS: Names Craig Geno as Bankruptcy Counsel
EVERMILK LOGISTICS: Has Court's Final Nod to Use Cash Collateral
FARMHAND SUPPLY: Disclosure Statement Hearing Set for July 31
FCBM LLC: Asks for Court Approval to Use Cash Collateral
FCBM LLC: Taps Knox McLaughlin as Legal Counsel
FINTUBE LLC: Committee Taps Crowe & Dunlevy as Legal Counsel
FOUNDATION HEALTHCARE: May Obtain Financing, Use Cash Until Sept. 8
FTE NETWORKS: Reports $6.31 Million Net Loss for 2016
FTHG DEVELOPMENT: Taps Bronsther Law Firm as Legal Counsel
GARBER BROS: Has Interim OK to Continue Using Cash Collateral
GO LAWN: Asks for Court Okay to Use Cash Collateral
GO LAWN: Taps Lanigan & Lanigan as Legal Counsel
GOLDEN TOUCH: Has Court's Nod to Use Cash Collateral
GRACE CHURCH: Hires Alter & Brescia as Bankruptcy Counsel
GRAND DAKOTA: Wants to Use American Bank Cash Collateral
GREATER LEWISTON: Court Extends Plan Filing Period to 60 Days
GREEN PLAINS: Moody's Affirms B2 Corporate Family Rating
GREEN PLAINS: S&P Affirms 'B' ICR & Rates New $500MM Loan 'BB-'
GRIER BROS: Has Final Authorization to Use Cash Collateral
GUIDED THERAPEUTICS: Obtains Bridge Financings From Investors
HALKER CONSULTING: Unsecureds to Recoup 100% in Quarterly Payments
HAMKEI GENERATION: Court Gives Final Nod on Cash Collateral Use
HAMPTON ROADS: Moody's Hikes 2007-A Class II Housing Bonds to Ba3
HARBORSIDE ASSOCIATES: Asks for Court OK to Use Cash Collateral
HENDERSON ENTERPRISES: Files Chapter 11 Plan of Liquidation
HILTZ WASTE: Has Interim Approval to Use Cash Collateral
HOUSTON PLATE: Wants to Extend Exclusivity Period Until Oct.1
HUSKY INC: Unsecured Creditors to be Paid 3% in 7 Years
KAMA MANAGEMENT: Requests 90-Day Extension to Confirm Plan
KATY INDUSTRIES: Highview, Victory Park Complete Asset Acquisition
KING'S PEAK ENERGY: Has Interim OK to Use Cash Collateral
KING'S PEAK: Has Nod to Use Cash Collateral, Pay Critical Vendor
LAST FRONTIER: Proposes to Pay Unsecureds in Full With 3% Interest
LEE STEEL: 6th Cir. Affirms Amendment of Sale Order
LEGAL CREDIT: Unsecured Creditors to be Paid 5% Under Exit Plan
LILY ROBOTICS: Proposes to Liquidate Assets to Pay Creditors
LINDERIAN COMPANY: Voting Deadline Set for August 11
LTD MANAGEMENT: Has Interim OK to Use TD Bank Cash Until Sept. 30
MACAVITY COMPANY: Case Summary & 17 Largest Unsecured Creditors
MARTIN'S VIEW: May Use Cash Collateral Through Sept. 25
MCAADS.COM LLC: May Use Cash Collateral Until July 27
METRO NEWSPAPER: Has Court's Final OK to Use Cash Collateral
MOREHEAD MEMORIAL: May Use Cash Collateral Through Aug. 11
OLD TAMPA BAY: Plan Outline Okayed, Plan Hearing on Aug. 22
PAS REAL ESTATE: Wants to Use BCL Bridge's Cash Collateral
PITTSFIELD DEVT: Needs Until Oct. 24 to File Chapter 11 Plan
PME MORTGAGE: Committee Taps Smiley Wang-Ekvall as Legal Counsel
PRECISION WELDING: Disclosure Statement Hearing on Aug. 24
PREMIUM COMMERCIAL: Has Court's Final Nod to Use Cash Collateral
RALSTON-LIPPINCOTT: Allowed to Use Cash Collateral Until Sept. 20
RAVENSTAR INVESTMENTS: Taps Darby Law Practice as Legal Counsel
RCWE HOLDING: Has Court's Final Nod to Use Cash Collateral
RETRO HOME HEALTH: Wants to Use Cash of PC Partners, Strategic Fund
RINCON ISLAND: Trustee Taps Searcy & Searcy as Legal Counsel
RK KEYSTONE: Wants to Use Cash of Bancorp Bank & Bankrupt Estate
RSF 17872: Asks Court to Extend Plan Filing Period Until Nov. 15
SAUL RODRIGUEZ WELDING: Asks Court to OK Financing & Cash Use
SCIENTIFIC GAMES: Moody's Rates New $3.28BB Term Loan B-4 'Ba3'
SCIENTIFIC GAMES: S&P Affirms 'B' CCR, Outlook Stable
SE PROFESSIONALS: May Use BFN Cash Collateral Through Sept. 2
SEASONS PARTNERS: Seeks 120 Days Extension of Exclusivity Periods
SEQUOIA VOTING: Unsecureds to be Paid 9.2% Under Latest Plan
SKY HARBOR: Hearing on Plan Outline Approval Set for Aug. 24
SOUTHEAST HOUSING: Moody's Hikes 2007-I Housing Bonds From Ba2
STARFISH HOLDCO: Moody's Assigns B3 CFR Amid Leveraged Buyout
STEVE'S FROZEN: Unsecureds to Get Less than 1% in 60 Mos.
T & S FARMS: May Obtain Financing & Use Cash Collateral
TEXAS FLUORESCENCE: Has Nod to Enter Into Premium Finance Pact
TEXAS FLUORESCENCE: May Obtain Financing From Francisco Conti
TOTAL OFFICE: Plan Confirmation Hearing on Aug. 23
TUSCANY ENERGY: Has Interim Approval to Use Cash Collateral
VANSCOY CHIROPRACTIC: Asks for Court OK to Use Cash Collateral
VILLAGE VENTURES: Proposes to Liquidate Assets to Pay Creditors
WALL ST. RECYCLING: Wants to Use Wexford Cash Through Aug. 19
WTE S&S AG: May Use State Bank's Cash Collateral Until Aug. 31
*********
ACHAOGEN INC: Plazomicin Gets FDA Breakthrough Therapy Designation
------------------------------------------------------------------
Achaogen, Inc., announced that the U.S. Food and Drug
Administration granted Breakthrough Therapy designation for
plazomicin for the treatment of bloodstream infections caused by
certain Enterobacteriaceae, Klebsiella pneumoniae and Enterobacter
aerogenes. A Breakthrough Therapy drug must show preliminary
clinical evidence of a substantial improvement on a clinically
significant endpoint over available therapies. Breakthrough
Therapy designation is a process designed to expedite the
development and review of designated drugs. Should the clinical
development program not continue to meet the criteria for
Breakthrough Therapy designation, however, the designation may be
rescinded.
About Achaogen, Inc.
South San Francisco, California-based Achaogen, Inc. --
http://www.achaogen.com/-- is a clinical-stage biopharmaceutical
company passionately committed to the discovery, development, and
commercialization of novel antibacterials to treat multi-drug
resistant gram-negative infections. The Company is developing
plazomicin, its lead product candidate, for the treatment of
serious bacterial infections due to MDR Enterobacteriaceae,
including carbapenem-resistant Enterobacteriaceae. In 2013, the
Centers for Disease Control and Prevention identified CRE as a
"nightmare bacteria" and an immediate public health threat that
requires "urgent and aggressive action."
Achaogen reported a net loss of $71.22 million for 2016, a net loss
of $27.09 million for 2015 and a net loss of $20.17 million for
2014.
As of March 31, 2017, Achaogen had $155.8 million in total assets,
$77.16 million in total liabilities, and $78.63 million in total
stockholders' equity.
ALL-STATE FIRE: Wants to Use WF Cash Collateral to Pay Pinnacol
---------------------------------------------------------------
All-State Fire Protection, Inc., asks for permission from the U.S.
Bankruptcy Court for the District of Colorado to assume a worker's
compensation insurance policy or pay a critical vendor, to waive
certain potential preference claim, and to use cash collateral.
The Debtor wants to use cash and accounts receivable to make the
premium payments to Pinnacol Assurance and cure or otherwise pay
the pre-petition arrears.
The Debtor has also determined that it should also seek court
approval to use estate property, namely the Debtor's cash and
accounts receivable pursuant to 11 U.S.C. Section 363(b), in order
to pay the pre-petition Pinnacol debt and post-petition premium
payments to Pinnacol.
Pre-petition, in October 2014, the Debtor entered into a revolving
line of credit with Wells Fargo Bank, N.A., in the principal amount
of $1.5 million. The loan replaced a prior loan with Wells Fargo
Bank and has been extended several times. To secure the loan, the
Debtor granted Wells Fargo Bank a lien on substantially all of its
assets, excluding any purchase money financed equipment, including
its accounts, accounts receivable and cash. Well Fargo Bank
recorded a financing statement with the Colorado Secretary of
State, which was continued several times, including most recently,
on June 27, 2016, at Reception No. 20162057739.
The Debtor understands that Wells Fargo Bank asserts a lien on the
Debtor's cash which the Debtor intends to use to make the
post-petition premium payments to Pinnacol, as well as the cure of
the pre-petition arrears.
The Debtor intends to file a separate motion for further authority
to use cash collateral. The Debtor is in negotiations with Wells
Fargo Bank.
The Debtor's business depends upon uninterrupted access to funds
that were held in its accounts necessary to operate, meet payroll,
and fund its other operating expenses necessary to maintaining its
ordinary course of business. In order to pay its necessary
operating expenses, the Debtor must immediately use funds in which
Wells Fargo Bank may claim a security interest. In addition, the
Debtor will use its cash and accounts receivable in order to
generate revenue and fund its post-petition operations over the
next few months, including payment to Pinnacol and certain other
critical vendors.
Similarly, the Debtor will use cash collateral to generate new
business and accounts receivables during the bankruptcy case.
Absent authorization to use the Debtor's cash and accounts
receivable, the Debtor will be unable to continue its operations
and to proceed with the reorganization of its debts in an orderly
fashion, which could result in a significantly reduced recovery for
the Debtor's estate. Alternatively, if the Debtor is authorized to
use its cash and accounts receivable, the Debtor will be able to
maximize the value of its estate through the continuation of the
Debtor's business.
The Debtor asserts that its use of cash collateral is in the best
interest of the Debtor, its creditors, and the estate.
Pre-petition, the Debtor was insured for work related injuries to
its employees under a Workers' Compensation and Employers Liability
Insurance Policy issued by Pinnacol. The First Policy cancelled in
December 2016 because the Debtor defaulted under certain payment
obligations under the First Policy. The Debtor obtained insurance
from a different provider until early this month.
The Debtor is obligated under the First Policy for pre-petition
amounts totaling $123,720.
Post-petition, Pinnacol has issued a new policy to the Debtor,
subject to, among other things, payment of Pinnacol's pre-petition
debt. The Second Policy requires a down payment of $25,295 and
eight monthly premium payments of $25,299. On July 14, 2017, the
Debtor made the down payment and Pinnacol bound the Second Policy,
effective the next day, subject to the filing of the motion and its
approval on or within 30-days thereafter.
The Debtor's premium for the Second Policy is based upon its
payroll and number of employees. The Debtor believes that Pinnacol
arrived at its premium figure by using the Debtor's pre-petition
payroll data. The Debtor however asserts that due to an employee
theft and creation of fictitious employees that the figures
Pinnacol used were not accurate. Pursuant to the terms and
conditions of the policies and Colorado law, the Debtor may revisit
its actual payroll and number of employees to determine whether the
premium payments can be reduced going forward.
The Debtor and Pinnacol have agreed and stipulated that, to the
extent executory, the Debtor may assume the First Policy by curing
the pre-petition default with six separate and equal payments of
$20,620 to be paid by the Debtor commencing Aug. 15, 2017, and by
the 15th day of each of the five successive months.
The Debtor will pay the cure payments in addition to any other
obligations of the Debtor, including in relation to the Second
Policy and any other policies Pinnacol may issue in the Debtor's
favor.
Per the Debtor's Statement of Financial Affairs, pre-petition, the
Debtor transferred to Pinnacol the amount of $12,263. The amount
was applied by Pinnacol to the oldest amounts owed by the Debtor.
In consideration for Pinnacol's accommodations and willingness to
continue to provide insurance coverage, the Debtor, on behalf of
itself and its estate, seeks to waive any alleged preference claims
it or its estate may have in relation to the transfers. In this
regard, the Debtor has analyzed other pre-petition transfers
concerning Pinnacol and believes that any alleged preference claim
would have little to no chance of success in any event because of
the ordinary course defense.
The Debtor has investigated alternative workers' compensation
insurance, and has concluded that assumption of the policy under
the terms set forth herein is in the estate's best interest because
no alternate insurance is available at a lower price, and changing
insurers would jeopardize the Debtor's need for immediate workers'
compensation insurance coverage.
Pinnacol will consent to assumption of the First Policy. Pinnacol
stipulates that pursuant to 11 U.S.C. Section 365(b), the terms
provide (a) adequate assurance that the Debtor will promptly cure
the prepetition monetary default, and (b) adequate assurance of
future performance.
Pinnacol has issued the Second Policy notwithstanding the Debtor's
payment default to enable the Debtor sufficient breathing room to
meet its post-petition obligations. The Second Policy is essential
to the Debtor's continued operations and the Debtor cannot operate
without it. The Second Policy provides the Debtor with adequate
workers' compensation insurance that is a prerequisite to the
Debtor's ability to operate in Colorado, confirm a plan, and
reorganize. Pinnacol will not cause the Second Policy to remain
effective unless the Debtor pays the pre-petition debt.
The Debtor seeks authority to pay the prepetition claims of
Pinnacol, failing which the Debtor risks losing insurance coverage
that it absolutely requires.
The Debtor seeks approval of the assumption nunc pro tunc to July
15, 2017, the date the new policy was issued.
A copy of the Debtor's request is available at:
http://bankrupt.com/misc/cob17-15844-57.pdf
About All-State Fire Protection Inc.
All-State Fire Protection, Inc., based in Wiggins, Colo.,
specializes in the installation of fire sprinkler systems for
residential and commercial clients. The company filed a Chapter 11
petition (Bankr. D. Colo. Case No. 17-15844) on June 23, 2016. The
Hon. Thomas B. McNamara presides over the case. Kenneth J.
Buechler, Esq., at Buechler & Garber, 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 Raymond
Gibler, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cob17-15844.pdf
ALLIANCE SECURITY: Wants to Use Cash Collateral for 30 Days
-----------------------------------------------------------
Alliance Security, Inc., seeks authorization from the U.S.
Bankruptcy Court for the District of Rhode Island to use cash
collateral of Monitronics Funding, L.P., for 30 days.
On April 22, 2008, the Secured Creditor and the debtor entered into
a certain alarm monitoring purchase agreement. By virtue of the
Agreement, the Debtor sells and has sold alarm monitoring contracts
to the Secured Creditor, who purchases the acounts and provides
monitoring service. As of July 1, 2017, the balance due on the
Agreement was $4,613,000 plus interest, fees and costs.
The Debtor defaulted on its obligations to the Secured Creditor.
The Debtor engaged in efforts to refinance the balance, but has
been unable to find a new investor.
The Debtor seeks to use its prepetition cash, accounts receivable
and post-petition generated receivables to pay its post-petition
operating expenses, U.S. Trustee quarterly fees, professional fees
and any and all other expenses deemed necessary by the Debtor for
the operation of the Debtor and to finance its operation under
Sections 1107 and 1108 of the U.S. Bankruptcy Code and its
anticipated plan of reorganization. The Debtor wants to use its
cash and equivalents despite the security interest of the Secured
Creditor in these assets by offering the Secured Creditor adequate
protection in the form of a replacement lien for any diminution in
value which results from the Debtor's post-petition use of the
prepetition collateral.
The cash currently held and yet to be generated by the operation of
the Debtor's business is the sole source of funding for the
continued operation of the Debtor's business leading to its plan of
reorganization. If the Debtor is unable to use cash collateral it
will be unable to pay the Secured Creditor and its current
operating expenses. The inability to pay these expenses will lead
to the immediate demise of the Debtor's business. The preservation
of the Debtor's business as a going concern is beneficial to all
constituents of the Debtor's business, including the Secured
Creditor. If immediately liquidated, it is unlikely that the
obligations of the Secured Creditor would likely be paid in full,
and the unsecured creditors would receive virtually little to
nothing on account of their claims.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/rib17-11190-5.pdf
About Alliance Security
Headquartered in Warwick, Rhode Island, Alliance Security, Inc. --
http://www.alliancesecurity.com/-- is a security system supplier.
Alliance Security filed for Chapter 11 bankruptcy protection
(Bankr. D. R.I. Case No. 17-11190) on July 14, 2017, estimating its
assets and liabilities at between $1 million and $10 million each.
The petition was signed by Jasjit Gotra, president, CEO.
Judge Diane Finkle presides over the case.
William J. Delaney, Esq., at The Delaney Law Firm LLC, serves as
the Debtor's bankruptcy counsel.
APOLLO MEDICAL: Ceases to Have Controlling Interest in LALC & Hende
-------------------------------------------------------------------
Pulmonary Critical Care Management, Inc., an indirect wholly-owned
subsidiary of Apollo Medical Holdings, Inc., is a party to a
Management Services Agreement dated July 1, 2011, with Los Angeles
Lung Center, a California Medical Corporation. Under the terms of
the LALC MSA, PCCM provides various management services to LALC.
As a result of the LALC MSA, LALC has been treated as a variable
interest entity of the Company, meaning, among other things, that
the results of operations of LALC are consolidated with those of
the Company.
Effective Jan. 1, 2017, PCCM and LALC entered into Amendment No.1
to the LALC MSA. Under the terms of the First LALC Amendment, the
expiration of the term of the LALC MSA has been changed from June
30, 2031 (a 20-year term) to Dec. 31, 2017. The term may be
extended for an additional one year period upon mutual agreement of
the parties. All other provisions of the LALC MSA remain in full
force and effect.
Effective March 24, 2017, PCCM and LALC entered into Amendment No.
2 to the LALC MSA. Under the terms of the Second LALC Amendment,
the scope of services to be provided by PCCM was reduced to align
with the actual course of dealing between the parties.
Additionally, the fee paid to PCCM was changed to a flat fee in the
amount of $6,500 per month. All other provisions of the LALC MSA,
as amended by the First LALC Amendment, remain in full force and
effect.
Verdugo Medical Management, Inc., an indirect wholly-owned
subsidiary of Apollo Medical Holdings, Inc. is a party to a
Management Services Agreement dated Aug. 1, 2012, with Eli E.
Hendel, M.D., a Medical Corporation, a California Medical
Corporation. Under the terms of the Hendel MSA, Verdugo provides
various management services to Hendel. As a result of the Hendel
MSA, Hendel has been treated as a VIE of the Company, meaning,
among other things, that the results of operations of Hendel are
consolidated with those of the Company.
Effective Jan. 1, 2017, Verdugo and Hendel entered into Amendment
No. 1 of the Hendel MSA. Under the terms of the First Hendel
Amendment, the expiration of the term of the Hendel MSA has been
changed from July 31, 2022 (a 10-year term) to Dec. 31, 2017. The
term may be extended for an additional one year period upon mutual
agreement of the parties. All other provisions of the Hendel MSA
remain in full force and effect.
Effective March 24, 2017, Verdugo and Hendel entered into Amendment
No. 2 to the Hendel MSA. Under the terms of the Second Hendel
Amendment, the scope of services to be provided by Verdugo was
reduced to align with the actual course of dealing between the
parties. Additionally, the fee paid to Verdugo was changed to a
flat fee in the amount of $2,000 per month. All other provisions
of the Hendel MSA, as amended by the First Hendel Amendment, remain
in full force and effect.
Among the primary effects of the First LALC Amendment and the First
Hendel Amendment, the Company has determined that it is no longer
the primary beneficiary of either LALC or Hendel. Accordingly,
neither LALC nor Hendel will continue to be treated as a VIE of the
Company and the respective results of operations of LALC and Hendel
will no longer be consolidated with those of the Company effective
Jan. 1, 2017, the date that the Company ceased to have a
controlling financial interest in LALC and Hendel. The Company has
consolidated the results of LALC and Hendel through Dec. 31, 2016.
About Apollo Medical
Apollo Medical Holdings, Inc. and its affiliated physician groups
-- http://apollomed.net/-- are patient-centered, physician-centric
integrated population health management company working to provide
coordinated, outcomes-based medical care in a cost-effective
manner. Led by a management team with over a decade of experience,
ApolloMed has built a company and culture that is focused on
physicians providing high-quality medical care, population health
management and care coordination for patients, particularly senior
patients and patients with multiple chronic conditions. ApolloMed
believes that the Company is well-positioned to take advantage of
changes in the rapidly evolving U.S. healthcare industry, as there
is a growing national movement towards more results-oriented
healthcare centered on the triple aim of patient satisfaction,
high-quality care and cost efficiency.
Apollo Medical reported a net loss attributable to the Company of
$8.96 million on $57.42 million of net revenues for the year ended
March 31, 2017, compared to a net loss attributable to the Company
of $9.34 million on $44.04 million of net revenues for the year
ended March 31, 2016.
As of March 31, 2017, Apollo Medical had $20.64 million in total
assets, $20.37 million in total liabilities, and $270,400 in total
stockholders' equity.
BDO USA, LLP, in Los Angeles, California, expressed substantial
doubt about the Company's ability to continue as a going concern.
The auditors said the Company has suffered recurring losses from
operations and has generated negative cash flows from operations
since inception, resulting in an accumulated deficit of $37.7
million as of March 31, 2017.
AQUION ENERGY: Plan Filing Period Extended Until Nov. 3
-------------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware extended Aquion Energy, Inc.'s exclusive periods for
filing a plan of reorganization and soliciting acceptances to the
plan, to Nov. 3, 2017, and Jan. 3, 2018, respectively.
As previously reported by the Troubled Company Reporter, the Debtor
seeks an extension of the exclusivity period as the Debtor believes
that maintaining the exclusive right to file and solicit votes on a
chapter 11 plan is critical to consummating its Chapter 11
strategy. The Debtor contends that extending the Exclusivity
Periods will afford the Debtor and its stakeholders time to
negotiate and confirm a plan, finalize the transactions
contemplated by the plan, and proceed toward liquidation in an
efficient, organized fashion.
About Aquion Energy
Pittsburgh, Pa.-based Aquion Energy Inc. manufactures saltwater
Batteries with a proprietary, environmentally-friendly
electrochemical design. Aquion was founded in 2008 and had its
first commercial product launch in 2014. Designed for stationary
energy storage in pristine environments, island locations, homes,
and businesses, its batteries have been Cradle to Cradle
Certified,
an environmental sustainability certification that has never
previously been given to a battery producer.
Aquion Energy filed a Chapter 11 petition (Bankr. D. Del. Case No.
17-10500) on March 8, 2017. Suzanne B. Roski, the CRO, signed the
petition. The Debtor estimated $10 million to $50 million in
assets and liabilities.
Judge Kevin J. Carey presides over the case.
The Debtor tapped Laura Davis Jones, Esq., at Pachulski Stang
Ziehl
& Jones LLP, as counsel, and Suzanne Roski of Protiviti, Inc., as
chief restructuring officer. The Debtor also engaged Kurtzman
Carson Consultants, LLC, as claims and noticing agent.
The official committee of unsecured creditors formed in the case
has retained Lowenstein Sandler LLP as counsel, and Klehr Harrison
Harvey Branzburg LLP as Delaware co-counsel.
ARUBA PETROLEUM: Plan Outline Okayed, Plan Hearing on Sept. 19
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Texas is set
to hold a hearing on September 19, at 9:30 a.m., to consider
approval of the Chapter 11 plan of reorganization for Aruba
Petroleum, Inc.
The court on July 11 approved the company's disclosure statement,
allowing it to start soliciting votes from creditors.
The order set a September 8 deadline for creditors to file their
objections. Creditors have until September 13 to cast their votes
accepting or rejecting the plan.
About Aruba Petroleum
Aruba Petroleum, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Tex. Case No. 16-42121) on Nov. 22,
2016. The petition was signed by James Poston, president. At the
time of the filing, the Debtor disclosed zero assets and $4.67
million in liabilities.
Eric A. Liepins, P.C., serves as lead counsel to the Debtor. Ben
K. Barron, Esq., of the Law Office of Ben Barron and Keith
Bradley, Esq., of Bradley Law Firm, serve as special counsel to the
Debtor.
On May 22, 2017, the Debtor filed a Chapter 11 plan of
reorganization and disclosure statement.
ASA LODGING: Taps David Rosenthal as Legal Counsel
--------------------------------------------------
ASA Lodging, LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of Indiana to hire legal counsel.
The Debtor proposes to hire David Rosenthal, Esq., to give legal
advice regarding its duties under the Bankruptcy Code, and provide
other legal services related to its Chapter 11 case.
Mr. Rosenthal does not represent any interest adverse to the
Debtor, according to court filings.
Mr. Rosenthal maintains an office at:
David A. Rosenthal, Esq.
410 Main Street
Lafayette, IN 47901
Tel: (765) 423-5375
Fax: (765) 423-2597
Email: darlaw@nlci.com
About ASA Lodging LLC
Based in Rensselaer, Indiana, ASA Lodging LLC is a small
organization in the hotels and motels industry. It opened in
2007.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ind. Case No. 17-40308) on July 18, 2017. Jagtar
Otal, member, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of $1 million to $10 million.
Judge Robert E. Grant presides over the case.
ASSUREDPARTNERS INC: Moody's Affirms B3 CFR, Outlook Stable
-----------------------------------------------------------
Moody's Investors Service has affirmed the B3 corporate family
rating of AssuredPartners, Inc. following the announcement that the
company will issue $450 million of senior unsecured notes. Net
proceeds from the offering will be used to repay the company's
existing second-lien term loan and pay related fees and expenses.
The rating agency assigned a Caa2 rating to the new notes and also
affirmed the B2 rating on AssuredPartners' existing first-lien
revolver and term loan. Moody's will withdraw the Caa2 rating on
the second-lien term loan once it is repaid. See below for a full
list of ratings. The rating outlook for AssuredPartners is stable.
RATINGS RATIONALE
AssuredPartners' ratings reflect its growing market presence in
middle market insurance brokerage; good diversification across
clients, producers, insurance carriers and product lines; and good
EBITDA margins, said Moody's. Additionally, Moody's anticipates
continued steady improvement in AssuredPartners' organic growth
during 2017 as a result of steps the company has taken to offset
P&C commercial lines pricing pressure. Offsetting these strengths
is the company's elevated financial leverage driven by its high
volume of acquisitions. The March 2017 purchase of California-based
Keenan & Associates represented the company's largest acquisition
to date, exposing it to heightened integration and contingent
risks, particularly since California limits the enforceability of
producer non-compete agreements. AssuredPartners' existing and
acquired operations face potential liabilities from errors and
omissions in the delivery of professional services.
Giving effect to the proposed refinancing, AssuredPartners' pro
forma debt-to-EBITDA ratio for the 12 months through March 2017
would have been slightly above 7.5x, with (EBITDA - capex) interest
coverage slightly below 2x, based on Moody's estimates. These
metrics include Moody's accounting adjustments for operating
leases, deferred earnout obligations and run-rate earnings from
recently completed acquisitions. Moody's expects the company to
reduce its debt-to-EBITDA ratio over the next few quarters through
EBITDA growth and modest amortization of the first-lien term loan.
The performance-based deferred earnout arrangements promote growth
among the company's acquired brokers, but they also add to
AssuredPartners' financial leverage and near-term cash outflows.
Factors that could lead to an upgrade of AssuredPartners' ratings
include: (i) debt-to-EBITDA ratio below 6x, (ii) (EBITDA - capex)
coverage of interest exceeding 2x, and (iii) free-cash-flow-to-debt
ratio exceeding 5%.
Factors that could lead to a rating downgrade include: (i)
debt-to-EBITDA ratio remaining above 7.5x, (ii) (EBITDA - capex)
coverage of interest below 1.2x, or (iii) free-cash-flow-to-debt
ratio below 2%.
Moody's has assigned the following rating (and loss given default
(LGD) assessment):
$450 million senior unsecured notes maturing in 2025 at Caa2
(LGD5).
Moody's has affirmed the following ratings:
Corporate family rating at B3;
Probability of default rating at B3-PD;
$202.5 million first-lien revolving credit facility expiring in
October 2020 at B2 (LGD3);
$1.1 billion first-lien term loan maturing in October 2022 at B2
(LGD3).
When the refinancing closes, Moody's will withdraw the rating from
AssuredPartners' existing second-lien term loan since this loan
will be repaid.
The rating outlook for AssuredPartners is stable.
The principal methodology used in these ratings was Insurance
Brokers and Service Companies published in December 2015.
Based in Lake Mary, Florida, AssuredPartners ranks among the 15
largest US insurance brokers. The company provides property and
casualty and employee benefits products and services on a retail
basis to middle market businesses mainly across the US. The company
generated total revenues of $643 million for the 12 months through
March 2017.
B&B BACHRACH: Plan Outline Okayed, Plan Hearing on Aug. 8
---------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California is
set to hold a hearing on August 8, at 2:00 p.m., to consider final
approval of B&B Bachrach, LLC's disclosure statement and Chapter 11
plan of reorganization.
The hearing will take place at Bankruptcy Courtroom 1545, 255 East
Temple Street, Los Angeles, California.
The court on July 13 conditionally approved both documents,
allowing the company to start soliciting votes from creditors.
The order set a July 31 deadline for creditors to file their
objections and cast their votes accepting or rejecting the plan.
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, doing business as the Bachrach, sought Chapter
11 protection (Bankr. C.D. Cal. Case No. 17-15292), on April 28,
2017, estimating assets and liabilities ranging from $10 million to
$50 million. Brian Lipman, managing member, signed the petition.
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 retained
Pachulski Stang Ziehl & Jones LLP as its legal counsel and FTI
Consulting, Inc. as its financial advisor.
BAIA LLC: Unsecureds to Get Pro Rata Share from Sale Proceeds
-------------------------------------------------------------
BAIA, LLC, and Ridgeville Plaza, Inc., filed with the U.S.
Bankruptcy Court for the District of Maryland a joint restated
disclosure statement with respect to the Debtors' joint restated
plan of liquidation dated July 16, 2017.
The Plan will be funded from the sale of the Debtors' commercial
real property commonly known as the Main Street Plaza, located at
1311 and 1401 South Main Street, Mount Airy, Maryland 21771, and,
to the extent necessary, from recoveries of Avoidance Actions and
Causes of Action. Creditors are expected to receive a distribution
based on the priority of their liens, if any, and consistent with
the provisions of the Plan and the Bankruptcy Code.
Class 6 consists of the Secured Claim of United Bank in the
approximate amount of $919,254.89. The holder of the Class 6 Claim
is secured by a junior lien against the Properties, by virtue of an
Indemnity Deed of Trust and Assignment of Leases and Rents against
the BAIA Properties dated June 30, 2009, and recorded among the
land records for Carroll County, Maryland in Liber 5898 Folio 0284
on July 10, 2009, as well as an Indemnity Deed of Trust, Assignment
of Rents, Security Agreement and Fixture Filing against the
Ridgeville Plaza Properties dated Nov. 18, 2015, and recorded among
the land records for Carroll County, Maryland in Liber 8175 Folio
0190 on Dec. 10, 2015. This class is impaired.
Class 7 consists of General Unsecured Claims filed against and
scheduled by BAIA in the amount of approximately $230,284. In full
and final satisfaction and discharge of each Allowed Class 7 Claim,
each holder of an Allowed Class 7 Claim will receive their pro rata
share of the balance of the proceeds from the sale of the
Properties after all Allowed Secured Claims in Classes 1-6 are
paid, to the extent sufficient funds exist. Payments to the
holders of Class 7 Allowed General Unsecured Claims against BAIA
will be in full and final satisfaction of their allowed claims.
The Debtor or Reorganized Debtor reserves the right to object to
these Claims and nothing herein will constitute an admission that
these claims are allowed. Class 7 is impaired.
Class 8 consists of General Unsecured Claims filed against and
scheduled by Ridgeville Plaza in the amount of approximately
$30,524. In full and final satisfaction and discharge of each
Allowed Class 8 Claim, each holder of an Allowed Class 8 Claim will
receive their pro rata share of the balance of the proceeds from
the sale of the Properties after all Allowed Secured Claims in
Classes 1-6 are paid, to the extent sufficient funds exist.
Payments to the holders of Class 8 Allowed General Unsecured Claims
against Ridgeville Plaza will be in full and final satisfaction of
their allowed claims. The Debtor or Reorganized Debtor reserves
the right to object to these claims and nothing herein will
constitute an admission that these claims are allowed. Class 8 is
impaired.
A copy of the Joint Restated Disclosure Statement is available at:
http://bankrupt.com/misc/mdb16-26941-122.pdf
As reported by the Troubled Company Reporter on May 9, 2017, the
Debtors filed with the Court a joint disclosure statement dated May
1, 2017, referring to the Debtors' joint plan of reorganization,
which would be funded from the sale of the BAIA property located at
1311 S. Main Street, from rents and, if necessary, from recoveries
of Avoidance Actions and Causes of Action. Holders of Class 7
General Unsecured Claims against BAIA in the aggregate amount of
approximately $230,283.45 would receive payment in full, in
quarterly installments starting on the Effective Date and
continuing on each successive quarter for a period of five years.
Holders of Class 8 General Unsecured Claims filed against
Ridgeville Plaza in the aggregate amount of approximately $30,524
would receive payment in full, in quarterly installments beginning
on the Effective Date and continuing on each successive quarter for
five years.
About Baia, LLC
Baia, LLC, is a limited liability company organized in 2006 with
principal place of business located in Carroll County, Maryland.
It owns, leases and manages commercial real property located in
Mt. Airy, Maryland.
Ridgeville Plaza, Inc., is a corporation formed in 1998 with
principal place of business located in Carroll County, Maryland.
It owns, leases and manages a commercial real property located in
Mt. Airy, Maryland.
Baia and Ridgeville filed Chapter 11 petitions (Bankr. D. Md. Lead
Case No. 16-26941) on Dec. 30, 2016. The petitions were signed by
Frank Illiano, president.
The cases are assigned to Judge David E. Rice. The Debtors are
represented by James Greenan, Esq., at McNamee, Hosea, et al.
At the time of filing Baia estimated assets of less than $50,000
and liabilities of $10 million to $50 million. Ridgeville
estimated less than $50,000 in assets and $10 million to $50
million in liabilities.
BAILEY'S EXPRESS: Has Interim OK to Use Bankwell Cash Until Aug. 12
-------------------------------------------------------------------
Judge Ann M. Nevins of the U.S. Bankruptcy Court for the District
of Connecticut entered an interim order authorizing Bailey's
Express, Inc., to use funds that constitute cash collateral of
Bankwell Bank pursuant to certain prepetition financing
arrangements.
The Debtor is authorized to use up to $472,600 in cash solely to
fund the types and corresponding amounts of itemized expenditures
contained in the proposed operating budget covering the period from
July 14 through August 12, 2017.
The Debtor has executed and delivered to Quinnipiac Bank and Trust
Company, as lender, a certain Business Loan Agreement and
Promissory Note in the principal amount of $150,000. The Loan was
guaranteed by the John M. Hall Marital Trust, which guaranty is
secured by an Open-End Mortgage on property located at 15 Rock
Landing Road, Haddam Neck, Connecticut 06424 and an Assignment of
Rents.
Quinnipiac Bank merged with Bankwell on October 2014, and Bankwell
became successor by merger to Quinnipiac Bank. As of the Petition
Date, the Debtor owed Bankwell approximately $11,000 on the Loan.
Bankwell is granted replacement liens to secure an amount of
Bankwell's prepetition claims equal to the amount of cash
collateral actually expended by the Debtor and an amount equaling
the aggregate decline in the value of the Bankwell Prepetition
Collateral.
In addition to the replacement lien, Bankwell will have a priority
claim in an amount equal to the amount of cash collateral actually
expended by Debtor, which claim will have the highest
administrative priority and will have priority over, and be senior
to, all other administrative claims.
The Debtor's Motion cash collateral use is set for a further
hearing on August 7, 2017 at 1:00 p.m., however, if the Parties
agree to the terms of an Agreed Order providing for more extensive
use of cash collateral by such hearing date, then such hearing may
consist of a final hearing on the Debtor's Motion.
A full-text copy of the Interim Order, dated July 20, 2017, is
available at http://tinyurl.com/y7e3ut93
About Bailey's Express
Headquartered in Middletown, Connecticut, Bailey's Express --
http://www.baileysxpress.com/-- is a Connecticut-based less than
truckload carrier. It provides service across the nation and is
dedicated in helping Connecticut, Massachusetts and Rhode Island
companies market their products throughout the U.S. including
Hawaii and Alaska. The Debtor has distribution points in
Charlotte, Dallas, Denver, Easton, Fontana, Indianapolis,
Jacksonville, Memphis, Neenah, Phoenix, Salt Lake City and Toledo.
It also provides service to Mexico, Puerto Rico & Canada.
Bailey's Express filed for Chapter 11 bankruptcy protection (Bankr.
D. Conn. Case No. 17-31042) on July 13, 2017, estimating its assets
and liabilities at between $1 million and $10 million. The
petition was signed by David Allen, chief financial officer. Judge
Ann M. Nevins presides over the case.
Elizabeth J. Austin, Esq., and Jessica Grossarth Kennedy, Esq., at
Pullman & Comley, LLC, serves as the Debtor's bankruptcy counsel.
No creditors' committee has yet been appointed in the case pursuant
to Section 1102 of the Bankruptcy Code.
BARIA AND SONS: May Continue Using Cash Collateral Until Nov. 6
---------------------------------------------------------------
The Hon. James W. Boyd of the U.S. Bankruptcy Court for the Western
District of Michigan has entered an agreed order extending Baria
and Sons, LLC's interim authority to use cash collateral until Nov.
6, 2017.
The hearing regarding Debtor's request for final authority to use
cash collateral is adjourned until Oct. 26, 2017, at 11:00 a.m.
The Debtor will only use cash collateral for the purposes
enumerated in its cashflow projection covering the period between
July 1, 2017, through Nov. 30, 2017. In addition to the enumerated
uses, Debtor may with the written consent of Chemical Bank and LQD,
or upon further court order, use cash collateral for unexpected,
necessary maintenance or repairs, and to purchase additional
inventory for sale.
Should Debtor fail to make its adequate protection payment on a
timely basis, Chemical Bank or LQD will be entitled to an
accelerated hearing on shortened notice related to termination or
continued use of cash collateral. The hearing may be held 15 days
after Chemical Bank files a notice of default and request for
hearing with the Court, or on the Court's first available date
thereafter.
In addition to adequate protection payments to Chemical Bank as
required, the Debtor will pay LQD adequate protection payments
monthly, on or before the final day of each month of $1,500. The
July payment will be paid out of the Oppenhuizen Law Firm, PLC
IOLTA, from the $1,500 deposited by Debtor on July 7, 2017.
As further adequate protection, the Debtor will provide the
following to Chemical Bank and LQD in accordance with the time
schedule set forth:
a. weekly (Sunday through Saturday) cashflow report showing
daily sales figures, and daily expenses broken down in a
manner consistent with Debtor's ordinary chart of
accounts. Weekly cashflow reports will be due to
Chemical Bank's attorneys and LQD's attorneys by 5:00 p.m.
EDT on the Monday (or first business day) following the
prior Saturday;
b. the Debtor will provide a monthly inventory conducted by a
third party inventory valuation company, and the Debtor
will authorize said third party inventory company to speak
directly with Chemical Bank, its attorneys or
representatives, or LQD, its attorneys or representatives,
at Chemical Bank's or LQD's request. Monthly third party
inventories will be due to Chemical Bank's attorneys and
LQD's attorneys by 5:00 p.m. EDT on the fifth business day
of the following month;
c. the Debtor will comply with all reporting requirements of
the U.S. Trustee for the Western District of Michigan,
providing signed reports, inclusive of required
attachments, including but not limited to bank statements
and bank reconciliations.
A copy of the Agreed Order is available at:
http://bankrupt.com/misc/miwb17-00970-128.pdf
About Baria and Sons
Baria and Sons, LLC, operates a convenience and liquor store in
Spring Lake, Michigan, serving a diverse clientele. The Company
sells a wide variety of liquor, from economy brands to relatively
high end brands. It also has a large and carefully selected
variety of craft beers for sale, including mix and match six packs.
It sells various packaged grocery items, sodas, energy drinks,
water and brewed coffee. Its customers range from those passing
through to locals who live in high end lake homes to economy
housing.
Baria and Sons filed a Chapter 11 petition (Bankr. W.D. Mich. Case
No. 17-00970) on March 6, 2017. Gurinder Baria, general manager,
signed the petition. The Debtor estimated assets and liabilities
between $500,000 and $1 million.
The Debtor is represented by James R. Oppenhuizen, Esq., at
Oppenhuizen Law Firm, PLC.
No trustee or examiner has been appointed in the Debtor's Chapter
11 case, and no committees have been designated.
BEAULIEU GROUP: Seeks to Hire Armory Strategic, Appoint CRO
-----------------------------------------------------------
Beaulieu Group, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Georgia to hire Armory Strategic
Partners LLC.
The firm will provide interim management services to the company
and its affiliates through Armory CEO Scott Avilia and Peter
Richter who will be designated as chief restructuring officer and
co-chief restructuring officer, respectively.
Mr. Avilia will charge an hourly fee of $675 for his services while
Mr. Richter will charge $580 per hour. The rates for associates of
Armory range from $395 to $675 per hour.
Armory will be entitled to a success fee of $350,000, to the extent
that the firm causes the closing of any sale of substantially all
of the Debtors' assets the closing of a refinancing of their
debts.
The firm received a retainer in the amount of $195,000 prior to the
Debtors' bankruptcy filing.
Mr. Avilia 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:
Scott Avilia
Armory Strategic Partners LLC
1230 Rosecrans Avenue, Suite 660
Manhattan Beach, CA 90266
Tel: (310) 220-6400
Fax: (310) 798-6277
About Beaulieu Group
Founded in 1978 by Carl M. Bouckaert and Mieke D. Hanssens,
Beaulieu Group LLC -- http://www.beaulieuflooring.com/-- is a
privately-owned American company that manufactures and distributes
high-end quality products in carpet, engineered hardwood, laminate
and luxury vinyl. Beaulieu Group has 2,500 full and part-time
hourly and salaried employees.
On July 16, 2017, Beaulieu Group, LLC, along with the two other
debtors, filed voluntary petitions seeking relief under the
provisions of Chapter 11 of the United States Bankruptcy Code
(Bankr. N.D. Ga. Lead Case No. 17-41677). The cases are pending
before the Honorable Judge Mary Grace Diehl. The Debtors continues
to operate their businesses and manage their properties as a
Debtors-in-Possession.
Scroggins & Williamson, P.C., is the Debtors' bankruptcy counsel.
McGuireWoods is the special corporate counsel and Armory Strategic
Partners is the restructuring advisor. American Legal Claim
Services, LLC, is the claims and noticing agent and maintains the
Web site https://www.americanlegal.com/beaulieu
BIERGARTEN WILLIAMSBURG: Taps Hatzipetros as Legal Counsel
----------------------------------------------------------
Biergarten Williamsburg, LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of New York to hire legal
counsel.
The Debtor proposes to hire Hatzipetros Law Group P.C. to give
legal advice regarding its duties under the Bankruptcy Code, and
provide other legal services related to its Chapter 11 case.
Peter Hatzipetros, Esq., the attorney who will be handling the
case, will charge an hourly fee of $300. A retainer fee of $10,000
has been paid by the Debtor.
Mr. Hatzipetros disclosed in a court filing that his firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
Hatzipetros Law Group can be reached through:
Peter Hatzipetros, Esq.
Hatzipetros Law Group P.C.
14 W23rd Street
New York, NY 10010
Tel: (347) 804-1206
Fax: (212) 206-8868
Email: peterh@petroslawgroup.com
About Biergarten Williamsburg LLC
Biergarten Williamsburg, LLC owns the 10,000-square-foot restaurant
located at 470 Driggs Avenue, Brooklyn.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 17-41338) on March 22, 2017.
Michael Psilakis, operations manager, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of $1 million to $10 million and liabilities of
$500,000.
Judge Elizabeth S. Stong presides over the case.
BLUE BEE: Has Access to Cash Collateral Until Oct. 21
-----------------------------------------------------
The Hon. Sandra R. Klein of the U.S. Bankruptcy Court for the
Central District of California has authorized Blue Bee, Inc., to
use cash collateral for the 13-week period from July 23, 2017,
through and including Oct. 21, 2017.
The Debtor is authorized to use cash collateral to (i) pay all of
the expenses set forth in the budget, with authority to deviate
from the line items contained in the budget by not more than 20%,
on both a line item and aggregate basis, with any unused portions
to be carried over into the following week(s) and (ii) pay all
quarterly fees owing to the Office of the U.S. Trustee and all
expenses owing to the Clerk of the Court.
A copy of the Order is available at:
http://bankrupt.com/misc/cacb16-23836-190.pdf
As reported by the Troubled Company Reporter on June 30, 2017, the
Debtor sought court authorization to use cash collateral during the
period from July 23, 2017, through and including Oct. 21, 2017, to
enable the Debtor to pay all of its normal and ordinary operating
expenses as they come due in the ordinary course of its business
and to purchase new inventory to replenish merchandise that is sold
to customers at the Debtor's remaining retail stores, which in turn
will facilitate the continued operation of the Debtor's business
and the preservation and maximization of the going-concern value of
the Debtor's business and assets.
About Blue Bee
Headquartered near downtown Los Angeles, California in Vernon,
California, Blue Bee, Inc., doing business as ANGL, is a retailer
doing business under the "ANGL" brand offering stylish and
contemporary women's clothing at reasonable prices to its
fashion-savvy customers. As of the bankruptcy filing, it owned and
operated 21 retail stores located primarily in shopping malls
throughout the state of California.
Blue Bee is the successor-in-interest to Angl, Inc., a California
corporation, which was founded by Jeff Sunghak Kim and his wife,
Young Ae Kim, and was dissolved on Aug. 30, 2013. Substantially
all of the assets of Angl were transferred to, and substantially
all of the liabilities of Angl were assumed by, Blue Bee for tax
and other corporate restructuring and marketing purposes. The same
corporate directors and officers of Angl have acted as the
corporate directors and officers of Blue Bee. Jeff Sunghak Kim and
his wife, Young Ae Kim, continue to be actively involved in Blue
Bee's business operations as the President and Secretary of Blue
Bee, respectively.
Blue Bee filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.
16-23836) on Oct. 19, 2016. The petition was signed by Jeff
Sungkak Kim, president. The Debtor estimated assets and
liabilities at $1 million to $10 million.
The case is assigned to Judge Sandra R. Klein.
The Debtor is represented by Juliet Y. Oh, Esq., at Levene, Neale,
Bender, Yoo & Brill LLP.
BREVARD EYE: Wants Plan Filing Extended Through Oct. 17
-------------------------------------------------------
Brevard Eye Center, Inc., Brevard Surgery Center, Inc., Medical
City Eye Center, P.A., and THMIH, Inc., ask the U.S. Bankruptcy
Court for the Middle District of Florida to extend the exclusivity
period during which they may file a plan through and including Oct.
17, 2017, and an additional 60 days thereafter to obtain
acceptances to the plan.
The Debtors have 120 days from the Petition Date in which they have
the exclusive right to file a Plan of Reorganization, and 180 days
from the Petition Date to obtain acceptances to their Plan of
Reorganization. Currently, the 120-day exclusivity period is
scheduled to conclude on July 19, 2017.
On May 24, 2017, the Debtors filed an eight-count Complaint against
SummitBridge National Investments V LLC, seeking, among other
things, the avoidance and recovery of liens and other transfers and
determination of the validity, extent, and priority of
SummitBridge's $11+ million claim against the Debtors.
SummitBridge's claim in this case represents more than 75% of the
claim amounts in this case. The ultimate resolution, vel non, of
the SummitBridge claim will have a direct and significant bearing
on the terms of the ultimate resolution and confirmation of this
case.
On June 28, 2017, the Debtors and SummitBridge commenced a
Court-approved mediation process and are actively engaged in
mediation and settlement negotiations. The ongoing mediation is
directly related to both the pending litigation and Debtors' Plan
of Reorganization.
The Debtors contend that without a resolution of the mediation, it
would be futile for the Debtors to file a Plan of Reorganization at
this time. It would be a meaningless exercise that would needlessly
incur legal fees and costs and might actually be detrimental to
ongoing negotiations.
About Brevard Eye Center, et al.
Brevard Eye Center Inc., Brevard Surgery Center Inc., Medical City
Eye Center, P.A. and THMIH, Inc., own and operate four retail
optometry centers and clinics and a surgical center. The
optometry
centers and clinics are located in Melbourne, Merritt Island, Palm
Bay, and Orlando, Florida. The surgical center and the corporate
offices are located in Melbourne, Florida.
Brevard Eye Center operates three of the four optometry centers,
Medical City Eye Center operates only the Orlando optometry
center,
and Brevard Surgery Center operates the surgical center. THMIH
owns
the real estate leased to the surgical center/corporate offices
located at 665 S. Apollo Blvd., Melbourne, FL. THMIH also owns
the
real estate leased to the optometry centers at 250 N. Courtenay
Pkwy., Merritt Island, FL and 214 E. Marks St., Orlando, FL.
Medical City Eye Center has been serving East Central Florida as
The Brevard Eye Center for over 28 years and serving Downtown
Orlando as Yager Eye Institute for over 50 years. Dr. Rafael
Trespalacios, an ophthalmologic surgeon, is the 100% owner of
Brevard Eye Center, et al.
Brevard Eye Center, et al., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Case Nos. 17-01828 to
17-01831) on March 21, 2017. The petitions were signed by Dr.
Trespalacios, as president. At the time of the filing, each
debtor
estimated its assets at $1 million to $10 million and liabilities
at $10 million to $50 million.
The Debtors are represented by Geoffrey S. Aaronson, Esq., and
Tamara D. McKeown, Esq., at Aaronson Schantz Beiley P.A.
No official committee of unsecured creditors has been appointed.
BRISTLECONE INC: U.S. Trustee Names E. Frejka as Consumer Ombudsman
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada approved the
U.S. Trustee's appointment of Elise S. Frejka as Consumer Privacy
Ombudsman in the Chapter 11 cases of Bristlecone, Inc., and its
debtor affiliates.
The Debtors previously asked the Court to direct the U.S. Trustee
to appoint a consumer privacy ombudsman pursuant to Sections 332
and 363(b) of the Bankruptcy Code.
The Debtors have filed a motion on June 14, 2017, to sell certain
assets. The U.S. Trustee objected to that motion, on the grounds
that the motion involved the transfer of personally identifiable
information about individuals to persons that are not affiliated
with the Debtors, and the Debtors have a privacy policy in effect
on the Petition Date, and that accordingly, a consumer privacy
ombudsman must be appointed to determine whether the motion is in
accordance with applicable non-bankruptcy law.
The Debtors assert that the June 14 motion did not purport to sell
PII about individuals, but rather customer lists consisting of
existing retail customers who sell goods that the Debtors provided
leasing for. However, subsequent to the filing of the Motion, the
Debtors revised the assets being sold, and are now intending to
sell certain PII about consumers.
The Debtors believe that their privacy policies and lease contracts
allow for the transfer of PII in the manner they propose, and no
privacy ombudsman is required. However, out of an abundance of
caution, the Debtors have agreed to the appointment of a privacy
consumer ombudsman.
The U.S. Trustee, in appointing an ombudsman, has consulted with
the following parties in interest as to what type of work the
consumer privacy ombudsman might have to do in the case, and what
background, qualifications and expertise might lend themselves to
that type of work:
a. Stephen R. Harris, Esq., counsel for the Debtors;
b. Amy Tirre, Esq., counsel for creditor;
c. Valerie A. Hamilton, Esq., counsel for creditor;
d. Sallie Armstrong, Esq., counsel for landlord;
e. William Cope, Esq., counsel for creditor;
f. Frank Gilmore, Esq., counsel for creditor; and
g. Deanna Nelson, Esq., counsel for the State of New York.
To the best of the U.S. Trustee's knowledge, Elise S. Frejka has no
connections with the Debtors, creditors, any other parties in
interest, their respective attorneys and accountants, the United
States Trustee, and persons employed in the Office of the United
States Trustee.
About Bristlecone, Inc.
Bristlecone, Inc. -- http://bristleconeholdings.com/-- develops
financial technologies to help businesses evaluate consumer
creditworthiness. The Debtor uses the software to look at leading
indicators, like bank accounts, social data, and public records to
develop algorithms to make decisions before lending money. It
develops software to lend directly to consumers and small
businesses. The Debtor was founded in 2013 and is headquartered
in
Reno, Nevada.
Bristlecone, Inc., and seven of its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case Nos.
17-50472 to 17-50476 and 17-50478 to 17-50480) on April 18, 2017.
The petitions were signed by Brandon Kyle Ferguson, president and
CEO.
The seven debtor-affiliates are Boonfi LLC, Bristlecone Lending
LLC, Bristolecone SPV I LLC, I Do Lending LLC, Medly LLC, One Road
Lending LLC and Wags Lending LLC.
At the time of the filing, Bristlecone, Inc., estimated its assets
and liabilities at $10 million to $50 million.
The Debtors' cases are assigned to Judge Bruce T. Beesley.
Stephen R. Harris, Esq., at Harris Law Practice LLC, is the
Debtors' counsel.
BULK EXPRESS: Has Approval to Use Cash Collateral Until Dec. 31
---------------------------------------------------------------
Judge Christine M. Gravelle of the U.S. Bankruptcy Court for the
District of New Jersey authorized Bulk Express Logistics, Inc., to
use cash collateral for the period of July 14, 2017, through Dec.
31, 2017.
The cash collateral Budget during the use period reflects total
expenses of approximately $5,432,314. As such, the Debtor is
allowed to use up to the aggregate amount of $1 million per month
for the following purposes:
(a) maintenance and preservation of its assets;
(b) the continued operation of its business, including but not
limited to payroll, payroll taxes, employee expenses, and insurance
costs;
(c) the purchase of replacement equipment as necessary, up to
the sum of $10,000 per piece of equipment; and
(d) payment of quarterly fees to the U.S. Trustee.
Interstate Capital Corporation has asserted a secured claim against
the Debtor in the approximate amount of $900,000 as of the Petition
Date, pursuant to a Factoring Agreement.
The Court finds that the Debtor has been unable to obtain unsecured
credit, and thus, the Debtor wishes to continue its factoring
arrangement with Interstate Capital Post-Petition pursuant to the
Factoring Agreement. Under the terms of the Factoring Agreement,
Interstate Capital will continue to factor the Debtor's
postpetition invoices evidencing accounts receivable due and owing
by various third parties to the Debtor.
Accordingly, Judge Gravelle also authorized the Debtor and
Interstate Capital to continue operating under their factoring
arrangement pursuant to the terms and provisions of the Factoring
Agreement, including without limitation, the right to refuse to
purchase any invoice or account, in order to meet the Debtor's
ordinary cash needs and for the payment of its actual expenses
necessary to maintain and preserve its assets, and to continue
operation of its business as reflected in the cash collateral
Budget.
Interstate Capital is granted a post-petition replacement lien,
which will constitute a valid, duly-perfected, first-priority lien
against all existing and future post-petition collateral until the
existing and future indebtedness due and owing by the Debtor to
Interstate Capital is paid in full.
All of the Debtor's obligations to Interstate Capital for the
indebtedness arising in respect of the interim approval of the
Factoring Agreement is granted a super priority administrative
expense status over any and all administrative expenses of the
Debtor, subject and subordinate to the U.S. Trustee's quarterly
fees. Interstate Capital is also granted a continuing and
exclusive super priority first security interest in and a super
priority first lien upon all after-acquired collateral.
A final hearing on the Debtor's use of cash collateral will be held
on August 15, 2017 at 2:00 p.m. Any creditor or other interested
party having any objection to the Interim Order must file written
objection on or before August 8.
A full-text copy of the Order, dated July 19, 2017, is available at
http://tinyurl.com/y8m8lvt8
About Bulk Express Logistics
Headquartered in Monroe Township, NJ, Bulk Express Logistics, Inc.
-- http://www.bulkexpressloqistics.com/-- is a privately held
company that provides trucking and warehousing services.
Bulk Express Logistics filed a Chapter 11 petition (Bankr. D.N.J.
Case No. 17-24308), on July 14, 2017. The petition was signed by
Charlene M. Barnett-Lombard, president.
Bulk Express Logistics is seeking joint administration with the
case of Robert A. Lombard, Jr. and Charlene M. Barnett-Lombard
(Bankr. D.N.J. Case No. 17-23949).
At the time of filing, the Debtor had $1.97 million in total assets
and $4.51 million in total liabilities.
Judge Christine M. Gravelle is the case judge.
The Debtor is represented by Richard Honig, Esq., at Hellring,
Lindeman, Goldstein & Siegal LLP.
BULK EXPRESS: Wants to Use Interstate Capital's Cash Collateral
---------------------------------------------------------------
Bulk Express Logistics, Inc., seeks permission from the U.S.
Bankruptcy Court for the District of New Jersey to use cash
collateral and enter into postpetition factoring agreement, nunc
pro tunc to the Petition Date.
Interstate Capital Corporation is in the business of factoring
invoices and accounts receivable. The Debtor has factored
receivables with ICC for over ten years.
ICC asserts a first priority lien on most of the accounts
receivable of the Debtor existing as of the Petition Date.
In order for the Debtor to continue business operations in the
ordinary course, it is necessary that the Debtor be authorized to
use cash collateral in accordance with Section 363 of the U.S.
Bankruptcy Code. The Debtor believes that ICC's interest is
adequately protected by the value of the Debtor's accounts
receivable which total approximately $1.25 million.
In addition to seeking authorization to use cash collateral, the
Debtor wishes to continue its factoring arrangement post-Petition
pursuant to the terms of the Factoring Agreement entered into
between the parties dated Nov. 13, 2006, and the amendment dated
July 1, 2015. Under the Factoring Agreement, ICC will continue
postpetition to factor selected accounts receivable due and owing
to the Debtor from its account debtors.
For the period from July 1, 2017, through Dec. 31, 2017, the Debtor
anticipates using approximately $870,000-$970,000 per month to pay
the following items: payroll, taxes, utilities, insurance and other
operating expenses.
Failure to authorize the use of cash collateral and post-Petition
financing on an emergent basis will cause serious damage to the
continuing operation of the Debtor, since the Debtor is without
sufficient unencumbered funds to meet its ongoing payroll and other
normal operating expenses.
The Debtor proposes to provide ICC with adequate protection to the
extent of any diminution in value of its interest in the
prepetition collateral resulting from the Debtor's use, sale or
lease of the prepetition collateral during the Chapter 11 case and
the imposition of the automatic stay by providing ICC with
replacement liens in all prepetition collateral, which includes the
Debtor's cash and accounts receivable. As further protection
against any diminution in the value of ICC's interest in the
prepetition collateral and as further security for postpetition
factoring, ICC shall be granted super priority claims against the
Debtor to the extent provided by Sections 503(b) and 507(b) of the
Bankruptcy Code.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/njb17-24308-3.pdf
About Bulk Express
Headquartered in Monroe Township, New Jersey, Bulk Express
Logistics, Inc. -- http://www.bulkexpressloqistics.com/-- is a
privately held company that provides trucking and warehousing
services. The Debtor is seeking joint administration with the case
of Robert A. Lombard, Jr., and Charlene M. Barnett-Lombard (Bankr.
D.N.J. Case No. 17-23949).
Bulk Express filed for Chapter 11 bankruptcy protection (Bankr. D.
N.J. Case No. 17-24308) on July 14, 2017, listing $1.97 million in
total assets as of July 12, 2017, and $4.51 million in total debts
as of July 12, 2017. The petition was signed by Charlene M.
Barnett-Lombard, president.
Judge Christine M. Gravelle presides over the case.
Richard Honig, Esq., at Hellring, Lindeman, Goldstein & Siegal LLP,
serves as the Debtor's bankruptcy counsel.
CENTRAL ILL. COMPOUNDING: Wants to Use Live Oak's Cash Collateral
-----------------------------------------------------------------
Central Illinois Compounding, Inc., asks for authorization from the
U.S. Bankruptcy Court for the Central District of Illinois to use
cash collateral.
The Debtor's primary secured lender is Live Oak Banking Company, a
North Carolina Corporation, which Debtor believes holds a security
interest in certain personal property of the Debtor.
The Debtor believes Live Oak Bank holds a properly perfected and
valid lien against deposit accounts and accounts receivable of the
Debtor.
As the Debtor needs immediate use of cash collateral in order to
stay a going concern, it respectfully requests that it be allowed
to use the accounts receivable and its deposit accounts on an
interim basis.
The Debtor suggests that a postpetition lien on it post-petition
receivables to replace the loss of any prepetition receivables, and
a lien against the Debtor-In-Possession deposit accounts in favor
of Live Oak Bank would be appropriate.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/ilcb17-81031-2.pdf
About Central Illinois Compounding
Central Illinois Compounding, Inc., doing business as Preckshot
Professional Pharmacy -- http://www.preckshot.com/-- is a pharmacy
in Peoria, Illinois. The Debtor is co-owned by Jennifer Siefert
(51%) and Wade Siefert (49%).
Central Illinois Compounding filed for Chapter 11 bankruptcy
protection (Bankr. C.D. Ill. Case No. 17-81031) on July 17, 2017,
estimating its assets and liabilities at between $1 million and $10
million. The petition was signed by Jennifer Siefert, president.
Judge Thomas L. Perkins presides over the case.
Casey Christopher Kepple, Esq., at Kepple Law Group, LLC, serves as
the Debtor's bankruptcy counsel.
CHARLIELUCY LLC: Taps Louis F. Patten as Accountant
---------------------------------------------------
CHARLIELUCY LLC seeks approval from the U.S. Bankruptcy Court for
the Southern District of Florida to hire an accountant.
The Debtor proposes to hire Louis F. Patten, CPA, PA to prepare any
necessary tax filings and provide advice regarding its tax
obligations. The firm's standard rate is $150 per hour.
Louis Patten, a certified public accountant, disclosed in a court
filing that the firm does not represent any interest adverse to the
Debtor or its estate.
The firm can be reached through:
Louis F. Patten
Louis F. Patten, CPA, PA
7556 Lake Worth Road, Suite 105
Lake Worth, FL 33467
Phone: (561) 868-0426
About CHARLIELUCY LLC
CHARLIELUCY, LLC filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 17-17543) on June 16, 2017. Tarek K. Kiem, Esq.
at Kiem Law, PLLC serves as bankruptcy counsel.
The Debtor's assets and liabilities are both less than $1 million.
CHESAPEAKE ENERGY: Has Private Placement of $750M Senior Notes
--------------------------------------------------------------
Chesapeake Energy Corporation and certain subsidiary guarantors
entered into a purchase agreement with Citigroup Global Markets
Inc., as representative of the several initial purchasers, under
which the Company agreed to sell $750,000,000 aggregate principal
amount of 8.00% Senior Notes due 2027 in a private placement
conducted pursuant to Rule 144A and Regulation S under the
Securities Act. At closing, the Notes are to be issued at par for
net proceeds of approximately $741,000,000, after deducting the
Purchasers' discount and estimated expenses of the offering. The
closing of the issuance of the Notes was expected to occur on June
6, 2017.
The Company intends to use the net proceeds from the Private
Placement, together with cash on hand and borrowings under its
credit facility (if required), to fund the purchase price of its
tender offers that commenced on May 22, 2017, for the Company's
6.625% Senior Notes due 2020, 6.875% Senior Notes due 2020, 6.125%
Senior Notes due 2021, 5.375% Senior Notes due 2021, and 8.00%
Senior Secured Second Lien Notes due 2022. If the Tender Offers
are not consummated or the net proceeds from the offering exceed
the total consideration payable in the Tender Offers, the Company
intends to use the remaining net proceeds for general corporate
purposes, which may include the repayment of outstanding
indebtedness under its credit facility and the repayment or
repurchase of other indebtedness.
To the extent the Purchasers or their affiliates own any of the
Company's senior notes and the Company repurchases or repays such
senior notes using the net proceeds from the Private Placement,
they will receive a portion of such net proceeds.
The Purchase Agreement contains customary representations,
warranties and agreements of the Company and the Guarantors and
customary indemnification rights.
A full-text copy of the Purchase Agreement is available for free at
https://is.gd/IBf4To
About Chesapeake Energy
Chesapeake Energy Corporation (NYSE: CHK) is a petroleum and
natural gas exploration and production company headquartered in
Oklahoma City, Oklahoma. The company was founded in 1989 by Aubrey
McClendon and Tom L. Ward with only a $50,000 initial investment.
As of Dec. 31, 2016, it owned interests in approximately 22,700 oil
and natural gas wells. It has positions in resource plays of the
Eagle Ford Shale in South Texas, the Utica Shale in Ohio, the
Anadarko Basin in northwestern Oklahoma and the stacked pay in the
Powder River Basin in Wyoming. Its natural gas resource plays are
the Haynesville/Bossier Shales in northwestern Louisiana and East
Texas and the Marcellus Shale in the northern Appalachian Basin in
Pennsylvania.
Chesapeake Energy reported a net loss available to common
stockholders of $4.92 billion on $7.87 billion of total revenues
for the year ended Dec. 31, 2016, compared to a net loss available
to common stockholders of $14.85 billion on $12.76 billion of total
revenues for the year ended Dec. 31, 2015.
As of March 31, 2017, Chesapeake had $11.69 billion in total
assets, $12.90 billion in total liabilities, and a $1.2 billion
total deficit.
* * *
In January 2017, S&P Global Ratings raised its corporate credit
rating on Chesapeake Energy to 'B-' from 'CCC+, and removed the
ratings from CreditWatch with positive implications where S&P
placed them on Dec. 6, 2016. The rating outlook is positive.
Chesapeake Energy carries a 'Caa1' corporate family rating from
Moody's Investors Service.
CHOW DOWN: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: Chow Down Corp.
310 Laurel Lane
Laurel Hollow, NY 11711
Tel: 631-2390-6817
Business Description: Chow Down listed its business as a single
asset real estate (as defined in 11 U.S.C.
Section 101(51B)). The Company's principal
place of business is at 4011 Hempstead
Turnpike, Bethpage, NY, 11714.
Chapter 11 Petition Date: July 24, 2017
Case No.: 17-74467
Court: United States Bankruptcy Court
Eastern District of New York (Central Islip)
Judge: Hon. Alan S. Trust
Debtor's Counsel: Edward J. Troy, Esq.
LAW OFFICE OF EDWARD J. TROY
44 Broadway
Greenlawn, NY 11740
Tel: 631-239-6817
Fax: 631-239-68189
E-mail: edwardtroy@optonline.net
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ruby Singh, president.
The Debtor failed to include a list of its 20 largest unsecured
creditors at the time of the filing.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/nyeb17-74467.pdf
CITY TOURS: Plan Outline Okayed, Plan Hearing on Aug. 30
--------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Texas is set
to hold a hearing on August 30, at 9:30 a.m., to consider approval
of the Chapter 11 plan of reorganization for City Tours, Inc.
The court on July 11 approved the company's disclosure statement,
allowing it to start soliciting votes from creditors.
The order set an August 18 deadline for creditors to file their
objections and cast their votes accepting or rejecting the plan.
Under the proposed plan, creditors holding Class 8 general
unsecured claims will get 50% of their allowed claims, to be paid
quarterly from income generated from future business operations.
About City Tours Inc.
City Tours, Inc., filed a chapter 11 petition (Bankr. W.D. Tex Case
No. 16-51690) on July 29, 2016. The petition was signed by Edward
Torres, president. The Debtor is represented by Dean William
Greer, Esq. The case is assigned to Judge Ronald B. King. The
Debtor estimated assets and liabilities at $1 million to $10
million at the time of the filing.
The Debtor is principally engaged in the business of operating bus
tours and transportation to and from the San Antonio Airport and
surrounding counties.
CLAIRE'S STORES: Amends 2016 Form 10K to Add Part III
-----------------------------------------------------
Claire's Stores Inc. filed with the Securities and Exchange
Commission an amendment to its annual report on Form 10-K for the
fiscal year ended Jan. 28, 2017, for purposes of including the
information in Part III of the Form 10-K, as permitted under
General Instruction G(3) to Form 10-K. The Company has not updated
or amended the disclosures contained in the original Form 10-K to
reflect events that have occurred since the filing of the original
Form 10-K, or modified or updated those disclosures in any way
other than as described in Part III of the Form 10-K.
In May 2007, the Company was acquired by investment funds and
certain co-investment vehicles managed by Apollo Management VI,
L.P., an affiliate of Apollo Global Management, LLC, through a
merger and Claire's Stores, Inc. became a wholly-owned subsidiary
of Claire's Inc.
The Company's current executive officers and directors, and their
ages and positions, are as follows:
Name Age Position
---- --- --------
Ron Marshall 63 Chief Executive Officer and Director
Scott Huckins 50 Executive Vice President and Chief
Financial Officer
Lance A. Milken 41 Non-Executive Chairman of the Board of
Directors
Michael R. D'Appolonia 68 Director
Robert J. DiNicola 69 Director
Rohit Manocha 58 Director
Antoine G. Munfakh 34 Director
Sally Pofcher 49 Director
A full-text copy of the Form 10-K/A is available for free at:
https://is.gd/0ZIryv
About Claire's Stores
Hoffman Estates, Ill.-based Claire's Stores, Inc. --
http://www.clairestores.com/-- is a specialty retailer of
fashionable jewelry and accessories for young women, teens, tweens
and girls ages 3 to 35. The Company operates through its stores
under two brand names: Claire's and Icing. As of July 30, 2016,
Claire's Stores, Inc. operated 2,801 stores in 17 countries
throughout North America and Europe, excluding 806 concession
locations. The Company franchised 596 stores in 29 countries
primarily located in the Middle East, Central and Southeast Asia,
Central and South America, Southern Africa and Eastern Europe.
Claire's Stores reported net income of $53.89 million on $1.31
billion of net sales for the fiscal year ended Jan. 28, 2017,
compared to a net loss of $236.43 million on $1.40 billion of net
sales for the fiscal year ended Jan. 30, 2016. As of April 29,
2017, Claire's Stores had $1.97 billion in total assets, $2.50
billion in total liabilities and a stockholders' deficit of $522.09
million.
* * *
In October 2016, Moody's Investors Service downgraded to 'Ca' from
'Caa3' the corporate family rating of Claire's Stores, Inc., and
took rating actions on various instruments. The outlook remains
negative. "These rating actions result from Claire's closing its
exchange offer, which we characterized as a distressed exchange, as
well as new credit facilities which were issued in tandem with the
closing of the exchange," stated Moody's Vice President Charlie
O'Shea.
As reported by the TCR on May 25, 2017, S&P Global Ratings affirmed
its 'CC' corporate credit rating on Hoffman Estates, Ill.-based
U.S. specialty retailer Claire's Stores Inc. The outlook is
negative. "We believe Claire's will eventually need to complete
further distressed transactions such as exchanging debt at subpar
levels, which we would view as tantamount to default. We note that
various tranches of debt at Claire's continue to trade at a steep
discount to par," said credit analyst Samantha Stone.
COMPUWARE HOLDINGS: Moody's Alters Outlook to Pos. & Affirms B3 CFR
-------------------------------------------------------------------
Moody's Investors Service revised Compuware Holdings, LLC's outlook
to positive from stable and affirmed the company's B3 corporate
family rating and B3-PD probability of default rating. Moody's
downgraded the company's first lien credit facilities to B3 from B2
and affirmed the Caa2 rating on its second lien term loan.
The proceeds of an upsized first lien term loan and balance sheet
cash will be used to repay second lien debt and related expenses.
The transaction is expected to be leverage neutral. The downgrade
to the first lien credit facilities is driven by the increased
proportion of first lien debt in the capital structure following
the transaction.
The revision of the outlook to positive from stable reflects
Compuware's stabilizing revenue base and potential for modest
organic growth. Moody's expects free cash flow to debt to exceed 5%
over the next 12 to 18 months. Leverage is considered high at about
6.6x (excluding certain one-time costs) as of the LTM period ended
December 31, 2016, but should improve over the next year if the
company modestly grows revenue and repays debt. Preliminary March
and June 2017 results suggest performance is improving.
RATING RATIONALE
The B3 corporate family rating reflects Compuware's high financial
leverage and a history of declining revenues. Leverage was about
6.6x for the LTM period ended December 31, 2016, including
adjustments for certain one-time costs. The ratings also recognize
the leading position of Dynatrace in the application performance
monitoring (APM) market and the company's strong position in the
mainframe software tools market. The mainframe business is showing
signs of stabilization after years of declines. The mainframe
business contributes about half of Compuware's EBITDA and cash
flow. While the Dynatrace business declined in the year after the
buyout, it is showing signs of resuming growth and coupled with
stabilization in the mainframe business, could result in overall
revenue growth over the next 12-18 months. In the absence of
material acquisitions, the company has the potential to de-lever if
the company grows organically and repays debt. Cash flow should
continue to improve over the near term as one-time transition
expenses roll off, particularly if Dynatrace can maintain bookings
growth.
The positive rating outlook reflects Moody's expectation that over
the next 12 to 18 months leverage will fall to below 6.5x if the
company is successful in modestly growing revenues after showing
signs of stabilization in recent quarters.
The ratings could be upgraded if the company is able to grow
revenues organically and drive leverage sustainably below 6.5x
while maintaining free cash flow to debt levels in excess of 5%.
The ratings could be downgraded if leverage exceeds 8x or if free
cash flow is expected to be negative on other than a temporary
basis.
Liquidity is good based on an estimated $100 million of cash on the
balance sheet pro forma for the proposed increase to the first lien
term loan and an undrawn $100 million revolver. Moody's expects
annualized FCF well in excess of $75 million over the next 12 to 18
months. The company is required to comply with a first lien net
leverage test when the revolver is over 30% drawn, and is expected
to remain in compliance over the next 12 months.
Outlook Actions:
Issuer: Compuware Holdings, LLC
-- Outlook, Changed To Positive From Stable
Affirmations:
Issuer: Compuware Holdings, LLC
-- Probability of Default Rating, Affirmed B3-PD
-- Corporate Family Rating, Affirmed B3
-- Senior Secured 2nd lien Bank Credit Facility, Affirmed Caa2
(LGD6 from LGD5)
Downgrades:
Issuer: Compuware Holdings, LLC
-- Senior Secured 1st lien Bank Credit Facility, Downgraded to B3
(LGD3) from B2 (LGD3)
The principal methodology used in these ratings was Software
Industry published in December 2015.
Compuware Holdings, LLC is the holding company that was set up to
acquire Compuware Corporation and Keynote Systems. Compuware
Holdings is owned by private equity firm Thoma Bravo. Compuware
Corporation and Keynote are providers of IT operations management
software. The company had revenues of approximately $669 million
for the twelve months ended December 2016.
CRET RESTORATION: Unsecureds to Get $957,277 from Sale Proceeds
----------------------------------------------------------------
CRET Restoration, Inc., filed with the U.S. Bankruptcy Court for
the District of Maryland a disclosure statement dated July 17,
2017, referring to the Debtor's plan of reorganization.
It is anticipated that the sale of the Debtor's real property will
result in a total of $7.37 million being available to pay creditors
and of that amount, $957,277.30 will be available to pay Class 6
Allowed Unsecured Claims. Each claimant agrees that the allocated
amount will fully satisfy their respective claim.
The amount allocated to each claimant will be paid on the Effective
Date of the Plan, or other date as may be agreed upon by the debtor
and the holder of the respective claim. This class is impaired.
The Debtor was formed on Nov. 18, 1997, and obtained title to 7220
Livingston Road, Fort Washington, Maryland 20744 pursuant to a deed
dated Feb. 26, 2003, and recorded among the land records of Prince
George's County, Maryland, on April 4, 2003. The land consists of
three parcels of land totaling 28.45 acres of undeveloped land.
The first parcel (Parcel 291) bears a property tax account number
of 12-1207489, is currently assessed as 36,829 square feet (.85
acres). The second parcel (Parcel 49) bears a property tax account
number of 12-1293448, is currently assessed as 18.07 acres. The
third parcel (Parcel 113) bears a property tax account number of
12-1207471, is currently assessed as 9.53 acres.
The Debtor plans to sell the Property and pay the allowable claims.
The Debtor has signed a letter of intent and a purchase agreement
with Acumen Companies. The Debtor and Acumen have agreed to a
purchase price of $8.90 million. The contract calls for a
inspection period of up to 90 days and will close within 60 days
following the successful completion of the inspection period or 30
days after the rezoning of the portions of the Property that are
not already R-18C to R-18C.
The first aspect of feasibility of the plan is the payment required
upon confirmation. The total amount required at confirmation will
be approximately $7.37 million. If the Debtor does not have
sufficient funds in its debtor-in-possession account at the
confirmation to make the necessary payments, the claimants will be
paid at other date as may be agreed by the holders of the
respective claims. The Debtor plans to pay each creditor in full
with one lump sum payment. The Debtor will be able to pay all
creditors in this manner through the proceeds from the sale of the
Debtor's real property.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/mdb17-13860-40.pdf
About CRET Restoration Inc.
Based in Fort Washington, Maryland, CRET Restoration Inc. sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md.
Case No. 17-13860) on March 20, 2017. The petition was signed by
Vaughn Taylor, president.
The case is assigned to Judge Lori S. Simpson.
Craig A. Butler, Esq., at The Butler Law Group, PLLC, serves as the
Debtor's bankruptcy counsel.
At the time of the filing, the Debtor estimated assets of $10
million to $50 million and liabilities of $1 million to $10
million.
D.J. SIMMONS: Trustee Taps Cordes & Company as Accountant
---------------------------------------------------------
The Chapter 11 trustee for D.J. Simmons Company Limited Partnership
and its affiliates seeks approval from the U.S. Bankruptcy Court in
Colorado to employ his own company as accountant.
In his applications, Edward Cordes proposes to hire Cordes &
Company to, among other things, prepare financial statements and
tax returns, and conduct a forensic review of the Debtors' books
and records.
The hourly rates charged by the firm range from $75 to $425. Mark
Wagner and Robert Neirynck, the employees who will be providing the
accounting services, will charge $225 per hour and $265 per hour,
respectively.
All employees of Cordes & Company are "disinterested persons" as
defined in the Bankruptcy Code, according to court filings.
The firm can be reached through:
Robert E. Neirynck
Mark R. Wagner
Cordes & Company
5299 DTC Boulevard, Suite 815
Greenwood Village, CO 80111
Phone: 303-721-8755
Email: rneirynck@cordesco.com
Email: mark@cordesco.com
About D.J. Simmons
Farmington, New Mexico-based D.J. Simmons Inc. --
http://www.djsimmons.com/-- is an independent oil and gas
exploration and production company.
D.J. Simmons and its affiliates have oil and natural gas reserves
from approximately 100 wells operated by the company, and 500 wells
operated by third parties in Colorado, New Mexico, Utah, and Texas.
Kimbeto Resources, LLC, owns 13 wells in Rio Arriba County, New
Mexico. DJS, Inc., also operates the wells owned by Kimbeto. D.J.
Simmons Company Limited Partnership holds most of the oil and gas
and other assets. Kimbeto holds oil, gas, and other related assets
on land owned by the Jicarilla Apache Tribe. DJS, Inc, operates
the assets and employs a small administrative staff.
DJS Co. LP, Kimbeto and DJS, Inc. filed Chapter 11 petitions
(Bankr. D. Colo. Case Nos. 16-11763, 16-11765 and 16-11767) on
March 1, 2016. The cases are jointly administered under Case No.
16-11763.
The petitions were signed by John Byrom, president of DJS, Inc.
DJS Co. LP disclosed $9.94 million in total assets and $12.9
million in total liabilities. Kimbeto disclosed $976,190 in total
assets and $9.81 million in total liabilities.
Ethan Birnberg, Esq., at Lindquist & Vennum LLP, serves as the
Debtors' counsel.
Edward B. Cordes was appointed as Chapter 11 trustee. No official
committee of unsecured creditors has been appointed in the Debtors'
cases.
DELTA BUSINESS: Wants to Use Cash to Fund Office Construction
-------------------------------------------------------------
Delta Business Center, LLC, seeks authorization from the U.S.
Bankruptcy Court Eastern District of Michigan for the use of cash
collateral to fund a construction draw on Debtor's partially
finished office building located at 2980 Ena Drive, Lansing, MI.
The Debtor claims that the requested draw will be used to fund the
capital expenditures listed on the Budget. The proposed Budget
reflects total disbursement in the aggregate sum of $1,112,798.
The Debtor asserts that failure to allow the Debtor to use these
funds will cause irreparable and immediate harm because its ability
to reorganize will be jeopardized. The Debtor adds that the value
of its assets will increase if the construction draw is funded, and
may decrease if it is not.
The Debtor believes that only BC33, LLC, may have secured claims as
to the cash collateral in no less than $14,600,000. The Debtor
also believes that it has no other creditors with an interest in
cash collateral. BC33, LLC has stipulated to the Debtor's use of
cash collateral.
Accordingly, the Debtor proposes to grant BC33, LLC a replacement
lien on postpetition assets of the same type and to the extent they
have a perfected security interest on the particular type of
prepetition assets, to the extent the prepetition asset constitutes
cash collateral, to the extent that Debtor will be using those
prepetition assets postpetition, and at the same priority as
existed prepetition.
A full-text copy of the Debtor's Motion, dated July 20, 2017, is
available at http://tinyurl.com/y78dnj8h
BC33, LLC, is represented by:
Scott B. Kitei, Esq.
Honigman Miller Schwartz and Cohn LLP
660 Woodward Avenue
2290 First National Building
Detroit, MI 48226-3506
Telephone: (313) 465-7524
E-mail: skitei@honigman.com
About Delta Business Center
Delta Business Center, LLC, and its affiliates Crossroads Business
Center, LLC, Green Bay Business Center III, LLC, Anika, LLC and
Oshkosh Business Center III, LLC filed Chapter 11 petitions (Bankr.
E.D. Mich. Case Nos. 17-49955, 17-49956, 17-49957, 17-49958, and
17-49959, respectively) on July 10, 2017. The petitions were
signed by Murray Wikol, principal.
Delta Business, et al., are affiliated with Green Leedership, LLC,
which sought bankruptcy protection (Bankr. E.D. Mich. Case No.
17-21376) on July 7, 2017.
Delta Business' et al.'s cases are assigned to Judge Daniel S.
Opperman.
The Debtors estimated $1 million to $10 million in assets and $10
million to $50 million in liabilities.
The Debtors are represented by Robert N. Bassel, Esq., in Clinton,
Michigan.
No official committee of creditors holding unsecured claims has
been appointed in the case.
ENERGY DRILLING: Virtus Obtains Favorable Ruling in Utah Case
-------------------------------------------------------------
Virtus Oil and Gas Corporation, on July 24, 2017, disclosed that it
has received a court ruling in favor of Virtus. Energy Services
vs. Virtus Oil and Gas et al. in the Fifth Judicial District Court
in and for Iron County, State of Utah, Case No. 150500183. The
court dismissed the suit with prejudice. The suit claimed that
Virtus was liable to Energy Services, LLC for approximately
$360,000.
Energy Drilling LLC, the drilling contractor, had filed a suit in
the United States District Court for the District of Wyoming. This
suit is currently stayed due to the bankruptcy filing by Energy
Drilling LLC. The bankruptcy court converted the chapter 11 filing
to a chapter 7 and appointed a Trustee to liquidate the assets of
Energy Drilling LLC.
About Virtus Oil and Gas Corporation
Virtus Oil and Gas Corp. (VOIL) (otc pink:VOIL) is a Nevada-based
oil and gas exploration and production company currently focused on
producing assets in the State of Colorado and Utah. Virtus'
strategy is to acquire proven and producing assets and/or develop
oil and gas resources in proven, onshore basins in the United
States.
About Energy Drilling
Energy Drilling, LLC, sought Chapter 11 protection (Bankr. D. Utah
Case No. 16-23671) on April 29, 2016. Thomas H. Richards, Esq., at
Thomas Richards, P.C., serves as counsel. The Debtor estimated
$500,000 to $1 million in assets and debt.
ENVIRO-SAFE: Hires CliftonLarsonAllen as Accountant
---------------------------------------------------
Enviro-Safe Refrigerants Inc. seeks authorization from the U.S.
Bankruptcy Court for the Central District of Illinois to employ
CliftonLarsonAllen LLP as accountant, nunc pro tunc to June 5,
2017.
The Debtor requires the assistance of CLA in, among other duties,
preparation of its required schedules and monthly operating
reports. The Debtor will also have annual and other required tax
filings during the case.
CLA will be paid at these hourly rates:
Senior Staff Accountant $160
Manager $190
Principal $350
CLA will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Matt Smutz, principal/accountant at CLA, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estate.
CLA can be reached at:
Matt Smutz
CLIFTONLARSONALLEN LLP
301 S.W. Adams Street, Suite 1000
Peoria, IL 61602
Tel: (309) 671-4500
Fax: (309) 671-4508
E-mail: Matt.Smutz@claconnect.com
About Enviro-Safe Refrigerants
Headquartered in Pekin, Illinois, Enviro-Safe Refrigerants Inc. --
http://www.es-refrigerants.com/-- provides refrigerant and support
fluids. The Debtor's products include air conditioning tools,
automotive fluids, green gas and industrial supplies.
Enviro-Safe Refrigerants filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Ill. Case No. 17-80827) on June 5, 2017, estimating
assets and liabilities of between $1 million and $10 million each.
The petition was signed by Julie C. Price, president.
Judge Thomas L. Perkins presides over the case. Sumner Bourne,
Esq., at Rafool, Bourne & Shelby, P.C., serves as the Debtor's
bankruptcy counsel.
On July 11, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.
EVAN JOHNSON & SONS: Names Craig Geno as Bankruptcy Counsel
-----------------------------------------------------------
Evan Johnson & Sons Construction Inc. seeks authorization from the
U.S. Bankruptcy Court for the Southern District of Mississippi to
employ the Law Offices of Craig M. Geno, PLLC as attorney.
The Debtor requires Craig Law to:
(a) advise and consult with the Debtor-in-possession regarding
questions arising from certain contract negotiations which
will occur during the operation of business by the Debtor-
in-possession;
(b) evaluate and attack claims of various creditors who may
assert security interests in the assets and who may seek to
disturb the continued operation of the business;
(c) appear, prosecute or defend suits and proceedings and to
take all necessary and proper steps and other matters and
things involved in or connected with the affairs of the
estate of the Debtor;
(d) represent the Debtor in court hearings and to assist in the
preparation of contracts, reports, accounts, petitions,
applications, orders and other papers and documents as may
be necessary in this proceedings;
(e) advise and consult with Debtor in connection with any
reorganization plan which may be proposed in this
proceeding and any matters concerning Debtor which arise
out of or follow the acceptance or consummation of such
reorganization or its rejection; and
(f) perform such other legal services on behalf of the Debtor
as they become necessary in this proceeding.
Craig Law will be paid at these hourly rates:
Craig M. Geno $400
Associates $250
Paralegals $175
Craig Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Craig M. Geno assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estate.
The Debtor paid the law firm a retainer of $16,717 which includes
$1,717 filing fee.
Craig Law can be reached at:
Craig M. Geno, Esq.
LAW OFFICES OF CRAIG M. GENO, PLLC
587 Highland Colony Pkwy.
P.O. Box 3380
Ridgeland, MS 39158-3380
Tel: 601 427-0048
Fax: 601-427-0050
E-mail: cmgeno@cmgenolaw.com
About Evan Johnson & Sons Construction Inc.
Evan Johnson & Sons Construction, Inc., based in Pearl, Miss.,
filed a Chapter 11 petition (Bankr. S.D. Miss. Case No. 17-02192)
on June 15, 2017. The Hon. Edward Ellington presides over the
case. Craig M. Geno, Esq., at The Law Offices of Craig M. Geno,
PLLC, as bankruptcy counsel.
In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Melanie
Johnson, president.
EVERMILK LOGISTICS: Has Court's Final Nod to Use Cash Collateral
----------------------------------------------------------------
The Hon. Jeffrey J. Graham of the U.S. Bankruptcy Court for the
Southern District of Indiana has entered a final order authorizing
Evermilk Logistics LLC to use cash collateral.
The Debtor and the Internal Revenue Service advised the Court on
the record that an agreement had been reached with respect to the
Debtor's use of cash and cash equivalents in which the IRS asserts
a prepetition lien. No other party filed an objection or raised an
objection at the final hearing.
The Debtor is authorized on a final basis to use its cash and cash
equivalents in which the IRS asserts a prepetition perfected
security interest to pay expenses arising in the ordinary course of
the Debtor's business and as otherwise authorized by order of the
Court on these terms and conditions:
a. the Debtor will pay the IRS the sum of $7,069 on
July 14, 2017, and, $7,069 on the 1st day of each month
thereafter as adequate protection pursuant to 11 U.S.C.
Section 361(1), which payments will be applied to reduce
the taxes owed. These payments will continue until the
earlier of one of these events: (1) dismissal, (2)
conversion to Chapter 7, or (3) confirmation of a plan of
reorganization. The Debtor will send these payments, by
mail to: Elizabeth Medina, Internal Revenue Service, 575
North Pennsylvania Street, Mail Stop SB380, Indianapolis,
Indiana 46204;
b. as additional adequate protection, the IRS is granted
replacement liens in the Debtor's postpetition property
but only to the extent that the Debtor's prepetition
collateral subject to federal tax liens as of the
commencement of the case is consumed or otherwise disposed
of. Subject to challenge by a party-in-interest, the IRS
is deemed to have a prepetition secured claim in the
amount of $383,815 for purposes of the court order;
c. the Debtor will keep current in deposit and payment of its
postpetition tax liabilities as they become due by
properly making all federal income tax withholding and
FICA tax deposits and all federal FUTA tax deposits. The
Debtor will within two days after making a tax deposit
report the same by mail to: Elizabeth Medina, Internal
Revenue Service, 575 North Pennsylvania Street, Mail Stop
SB380, Indianapolis, Indiana 46204;
d. the Debtor will timely file any and all necessary
postpetition federal tax returns with the SB/SE
Compliance, Internal Revenue Service, at the above-stated
address, and the IRS acknowledges that the Debtor is
currently working on bringing its prepetition tax filings
current;
e. at all times during the pendency of this case, the Debtor
will maintain in full force and effect insurance coverage
on the property subject to the Federal tax liens, insuring
the reasonable value of said property against loss or
damage by theft and casualty, subject to the customary
deductibles in regard to coverage. The United States of
America, IRS, will be designated on such policy as an
additional insured as its interest may appear, by
appropriate endorsement of any policy. Within 30 days of
the entry of the court order, the Debtor will provide the
IRS with evidence of compliance by mail addressed to
Elizabeth Medina, Internal Revenue Service, 575 North
Pennsylvania Street, Mail Stop SB380, Indianapolis,
Indiana 46204; and
f. should the Debtor fail to comply with any of the
provisions of subparagraphs 1.a through 1.e herein, the
IRS will provide written electronic notice of failure to
the Debtor and to the Debtor's attorney. If seven days
after notification, the default is not cured, the IRS is
authorized to file a motion alleging the default with
supporting affidavit for the purpose of seeking stay
relief provided by 11 U.S.C. Section 362 from the Court.
The IRS will be entitled to a hearing on the motion,
subject to the Court's calendar, on an expedited basis of
not less than 10 days from the filing of the motion and
the Debtor will make any written response not less than
two business days prior to the hearing.
A copy of the Final Cash Collateral Order is available at:
http://bankrupt.com/misc/insb17-03613-70.pdf
As reported by the Troubled Company Reporter on May 19, 2017, the
Debtor asked the Court for authorization to use cash collateral,
against which the IRS may assert a lien, in order to provide
necessary support for continued operations and to allow the Debtor
to reorganize.
About Evermilk Logistics
Evermilk Logistics -- http://www.evermilklogistics.net-- is a
member managed Indiana limited liability company wholly owned by
Teunis Jan Willemsen that operates a commercial milk hauling
trucking business with its principal place of business at 6615 W.
500 N., Frankton, Indiana 46044. The Debtor hauls milk for local
dairy farms that sell milk to Dairy Farmers of America. The Debtor
has been taking milk to the Eastern and Central United States, and
currently is picking up 20-25 tanker loads of milk each day. It
currently employs over 60 driver and administrative/maintenance
personnel.
Evermilk Logistics LLC filed a Chapter 11 petition (Bankr. S.D.
Ind. Case No. 17-03613), on May 15, 2017. The Petition was signed
by Teunis Jan Willemsen, member. The case is assigned to Judge
Jeffrey J. Graham. The Debtor is represented by Terry E. Hall,
Esq., at Faegre Baker Daniels LLP. At the time of filing, the
Debtor had $100,000 to $500,000 in estimated assets and $1 million
to $10 million in estimated liabilities.
No trustee or examiner has been appointed, and no committee has yet
been appointed or designated.
FARMHAND SUPPLY: Disclosure Statement Hearing Set for July 31
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Missouri is
set to hold a hearing on July 31 to consider approval of the
disclosure statement, which explains the Chapter 11 plan of
reorganization for Farmhand Supply, LLC.
Under the latest plan, creditors holding Class 6 general unsecured
claims must file proofs of claim by August 31 as a condition prior
to payment.
General unsecured creditors will be paid 80% of their allowed
claims over eight years. These creditors will receive annual
payments starting on June 1, 2018. They will be considered paid in
full after all eight annual payments are made, according to
Farmhand's latest disclosure statement.
A copy of the fourth amended disclosure statement is available for
free at https://is.gd/B8Zb8Z
About Farmhand Supply LLC
Farmhand Supply, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. E.D. Mo. Case No. 16-10742) on Sept. 9, 2016, estimating
assets and liabilities of less than $50,000. J. Michael Payne,
Esq., at Limbaugh, Russell, Payne & Howard, serves as the Debtor's
bankruptcy counsel.
On January 6, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.
FCBM LLC: Asks for Court Approval to Use Cash Collateral
--------------------------------------------------------
FCBM, LLC, seeks permission from the U.S. Bankruptcy Court for the
Western District of Pennsylvania to use cash collateral.
The Debtor seeks an opportunity in Chapter 11 to maximize the value
of two buildings located at 940 Park Avenue/964-966 Park Avenue,
Meadville, Pennsylvania 16335 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.
The Debtor is maintaining the Property and continues to made
necessary repairs and improvements.
An effective reorganization which incorporates a process will
maximize the value of the Debtor's assets for the benefit of
respondents JTS Capital 2, LLC Assignee of First National Bank of
Pennsylvania, Meadville Redevelopment Authority, and Imogene
Cocolin and the other creditors in the case. JTS Capital 2, LLC
Assignee of First National Bank of Pennsylvania maintains a place
of business at 3208 Greenleaf Drive, Waco, Texas 76710. Meadville
Redevelopment Authority maintains a place of business at 894
Diamond Park, Meadville, Pennsylvania 16335. Imogene Cocolin
maintains a place of business at c/o Watts and Pepicell, Attorneys,
916 Diamond Park, Meadville, Pennsylvania 16335.
The Debtor attempted to enter into negotiations for a voluntary
work-out agreement with the secured creditors, but was unable to
reach an agreement.
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.
Under the protection of Chapter 11, the Debtor will be able to
continue to operate and to pay its administrative expenses.
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.
Unless the Debtor is authorized to use cash collateral, it may be
forced to close down the business. If the Debtor is forced to
close down the business, the going concern value of the Property
will be lost.
The Debtor requests an order authorizing it to use of cash
collateral to avoid immediate and irreparable harm to the Property
and to the estate.
The Debtor proposes to provide adequate protection to the
Respondents by transferring their liens and security interests to
the Debtor's post-petition assets with the same force and effect as
the liens and security interests attached to the Debtor's
pre-petition assets.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/pawb17-10704-12.pdf
Headquartered in Meadville, Pennsylvania, FCBM, LLC, filed for
Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No.
17-10704) on July 5, 2017, estimating its assets and liabilities at
between $500,001 and $1 million each. John F. Kroto, Esq., at Knox
McLaughlin Gornall & Sennett, serves as the Debtor's bankruptcy
counsel.
FCBM LLC: Taps Knox McLaughlin as Legal Counsel
-----------------------------------------------
FCBM, LLC seeks approval from the U.S. Bankruptcy Court for the
Western District of Pennsylvania to hire legal counsel in
connection with its Chapter 11 case.
The Debtor proposes to hire Knox McLaughlin Gornall & Sennett P.C.
to, among other things, give legal advice regarding its duties
under the Bankruptcy Code and assist in the preparation of a plan
of reorganization.
Knox McLaughlin holds a pre-bankruptcy retainer in the amount of
$4,265.
John Kroto, Esq., disclosed in a court filing that his firm does
not hold any interest adverse to the Debtor or its estate.
Knox McLaughlin can be reached through:
John F. Kroto, Esq.
Guy C. Fustine, Esq.
Knox McLaughlin Gornall & Sennett P.C.
120 West Tenth Street
Erie, PA 16501-1461
Phone: (814) 459-2800
Email: jkroto@kmgslaw.com
About FCBM LLC
FCBM, LLC sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Pa. Case No. 17-10704) on July 5, 2017. Ed Fine,
manager, signed the petition. Judge Thomas P. Agresti presides
over the case.
At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of less than $1 million.
FINTUBE LLC: Committee Taps Crowe & Dunlevy as Legal Counsel
------------------------------------------------------------
The official committee of unsecured creditors of Fintube, LLC seeks
approval from the U.S. Bankruptcy Court for the Northern District
of Oklahoma to hire legal counsel.
The committee proposes to hire Crowe & Dunlevy, PC to, among other
things, give legal advice regarding its duties under the Bankruptcy
Code; assist in negotiating favorable terms for unsecured creditors
with respect to any proposed asset sale; and provide legal advice
regarding any proposed bankruptcy plan.
The hourly rates charged by the firm are:
Mark Craige $425
Michael Pacewicz $335
Lysbeth George $250
Andrew Hofland $225
The hourly rates for paraprofessionals range from $160 to $230.
Mark Craige, 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:
Mark A. Craige, Esq.
Michael Pacewicz, Esq.
Andrew J. Hofland, Esq.
Crowe & Dunlevy, PC
500 Kennedy Building
321 South Boston Avenue
Tulsa, OK 74103-3313
Phone: 918-592-9800
Fax: 918-592-9801
- and -
Lysbeth L. George, Esq.
Crowe & Dunlevy, PC
Braniff Building
324 North Robinson, Suite 100
Oklahoma City, OK 73102
Phone: 405-235-7700
Fax: 405-272-5203
Email: lysbeth.george@crowedunlevy.com
About Fintube LLC
Fintube, LLC, is a Delaware limited liability company engaged in
the business of engineering and manufacturing welded, extended
surface tubing and designing and fabricating heat recovery systems
for a worldwide market. The Company has been in business for over
50 years. Its primary facilities are located in Tulsa, Oklahoma.
Fintube filed a Chapter 11 petition (Bankr. N.D. Okla. Case No.
17-11274) on June 27, 2017. The Debtor hired Doerner, Saunders,
Daniel & Anderson, L.L.P. as legal counsel; ClearRidge LLC as
financial advisor; and Bruce Jones, managing director of
ClearRidge, as chief restructuring officer.
On July 10, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. No trustee or examiner
has been appointed.
FOUNDATION HEALTHCARE: May Obtain Financing, Use Cash Until Sept. 8
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas has
entered an interim order authorizing Foundation Healthcare, Inc.,
et al., to obtain up to $450,000 in secured postpetition financing
and use cash collateral.
As reported by the Troubled Company Reporter on June 29, 2017, the
Debtors sought court authorization to obtain secured postpetition
financing (a) up to $450,000 in postpetition financing on an
interim basis, and (b) up to an aggregate total amount of
$1,250,000 in postpetition financing on a final basis. The Debtors
also sought the Court's approval of the postpetition financing
promissory note payable to Texas Capital Bank, National
Association, as administrative agent, pursuant to the terms of the
interim court order or the final court order. In addition, the
Debtors sought authorization from the Court to use cash
collateral.
The Debtors' authorization to use cash collateral and the proceeds
of the interim DIP financing will cease, on the earliest to occur
of: (a) the final hearing (subject to an extension by agreement of
the DIP Agent to the extent the final court order is approved, but
entry of the final court order does not occur until after the date
of the final hearing); (b) Sept. 8, 2017; (c) the occurrence of an
event of default under this interim court order or the postpetition
financing documents; (d) the sale of all or substantially all
assets of the Debtors; or (e) confirmation of a Chapter 11 plan in
these cases.
The Interim DIP Financing will bear interest at a non-default rate
of 6% per annum. After the occurrence of an Event of Default, the
Interim DIP Financing will bear interest at a rate equal to 10% per
annum. Interest on the interim DIP financing will accrue and be
payable on the Maturity Date in accordance with the DIP note.
As adequate protection to the prepetition lenders for any
diminution in value of the prepetition lenders' interests in the
prepetition collateral, including cash collateral, resulting from
the imposition of the automatic stay with respect to the
prepetition collateral and the Debtors' use, sale or lease of the
prepetition collateral during the cases, the prepetition agent, for
and on behalf of the prepetition lenders, is granted valid,
perfected, first-priority additional and replacement security
interests in and liens upon all of the Debtors' right, title and
interest in, to, and under (i) all assets in which the prepetition
lenders hold validly perfected liens as of the Petition Date; and
(ii) all of the Debtors' now owned and after-acquired real and
personal property, assets and rights.
In addition to its DIP Liens, the DIP Agent, for and on behalf of
the DIP Lenders, is granted a super-priority administrative claim
with priority equivalent to a claim under Section 364(c)(1) of the
Bankruptcy Code in an aggregate amount equal to the Interim DIP
Financing, which DIP Super-Priority Claim will have priority over
all other costs and expenses of administration of any kind,
including, without limitation, those specified in, or ordered
pursuant to, Sections 105, 326, 328, 330, 331, 503(b), 506(c),
507(a), 507(b), 546(b), 546(c), 726, 1114 or any other provision of
the Bankruptcy Code or otherwise, and will at all times be senior
to the rights of the Debtors and any successor trustee or other
estate representative in these Cases, but subject in all respects
to the carve out.
A copy of the Interim Court Order is available at:
http://bankrupt.com/misc/txnb17-42571-48.pdf
About Foundation Healthcare
University General Hospital LLC is a 69-bed health care facility
located at 7501 Fannin Street, Suite 100 Houston, Texas. Prior to
its closure in January 2017, University General Hospital offered a
full array of equipment and services including inpatient and
outpatient medical treatments and surgeries.
Foundation Healthcare Inc., a publicly traded Oklahoma corporation,
was in the business of owning and managing facilities which
operated in the surgical segment of the healthcare industry. It
has ceased to conduct business operations and has no employees.
University General Hospital previously sought Chapter 11 bankruptcy
protection (Bankr. S.D. Tex. Case No. 15-31097) on Feb. 27, 2015.
Foundation HealthCare completed its acquisition of University
General Hospital in January 2016. Foundation HealthCare purchased
the facility for $33 million in a court-approved sale.
University General Hospital and Foundation Healthcare filed Chapter
11 petitions (Bankr. N.D. Tex. Case Nos. 17-42570 and 17-42571) on
June 21, 2017. The petitions were signed by Richard Zahn, manager.
At the time of filing, University General estimated $1 million to
$10 million in assets and $10 million to $50 million in
liabilities. Foundation Healthcare disclosed $1 million to $10
million in assets and liabilities.
The cases are jointly administered under Lead Case No. 17-42571 and
are pending before Judge Russell F. Nelms.
The Debtors' counsel is Vickie L. Driver, Esq. at Husch Blackwell
LLP. Michael S. Miller of Ankura Consulting Group, LLC, is the
chief restructuring officer.
FTE NETWORKS: Reports $6.31 Million Net Loss for 2016
-----------------------------------------------------
FTE Networks, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K reporting a net loss
attributable to common shareholders of $6.31 million on $12.26
million of revenues for the year ended Dec. 31, 2016, compared to a
net loss attributable to common shareholders of $3.63 million on
$14.38 million of revenues for the year ended Sept. 30, 2015.
As of Dec. 31, 2016, FTE Networks had $14.73 million in total
assets, $24.59 million in total liabilities, $437,380 in total
temporary equity, and a total stockholders' deficiency of $10.30
million.
As of Dec. 31, 2016, the Company had an accumulated deficit of
approximately $19.1 million and a working capital deficit of
approximately $3.4 million, which includes approximately $2.2
million of liabilities for unpaid payroll taxes and the related
penalties and interest. In addition, during the year ended Dec.
31, 2016, investing activities provided approximately $2.2 million
of cash, primarily from the restricted cash account, and cash
provided from financing activities was $10.6 million. As a result,
the Company needed to regularly monitor its liquidity situation.
On Oct. 28, 2015, the Company entered into an $8 million senior
secured credit facility of which (a) $1.8 million was utilized to
extinguish $3.5 million of senior secured debt and $1.8 million of
related accrued interest; and (b) $3.0 million was deposited into a
restricted Company bank account which requires the credit
provider's approval to utilize. Management's plans are to continue
to raise additional funds through the sales of debt or equity
securities, until such time that operations generate sufficient
cash to sustain operations.
On April 20, 2017, in conjunction with the acquisition of Benchmark
Builders Inc, Lateral amended its existing credit facility to
provide for approximately $10.1 million towards the cash purchase
price, refinancing this new advance with the existing debt,
extending the maturity date of the facility to March 31, 2019.
Additionally, the Company, in conjunction with the Benchmark
acquisition, took on approximately $50 million dollars of debt,
$12,500,000 which matures on April 20, 2019, $30,000,000 which
matures on April 20, 2020, and $7,500,000 which matures on Oct. 20,
2018. With Benchmark's 2016 annual revenues of $386 million with
adjusted EBITDA of $40.4 million and a backlog as of Dec. 31, 2016,
of $259 million, combined with the Company's backlog as of Dec. 31,
2016, of $45.5 million, the Company believes that it has the
ability to support this additional debt and fund all current
operations. If needed, there is no assurance that additional
financing will be available or that management will be able to
obtain and close financing on terms acceptable to the Company,
enter into an acceptable installment plan with the IRS, which is
scheduled to be presented in the third quarter of 2017, or whether
the Company will become profitable and generate positive operating
cash flow
"There is no assurance that additional financing will be available
when needed or that management will be able to obtain and close
financing on terms acceptable to the Company, enter into an
acceptable installment plan with the IRS, which the Company
anticipates proposing in the second quarter of 2017, or whether the
Company will become more profitable and generate sufficient
positive operating cash flow. If the Company is unable to raise
sufficient additional funds, it will have to develop and implement
a plan to further extend payables and reduce overhead until
sufficient additional capital is raised to support further
operations. There can be no assurance that such a plan will be
successful," the Company stated in the report.
A full-text copy of the Annual Report is available for free at:
https://is.gd/JDulkc
On May 24, 2017, the Company posted an investor presentation to its
website at http://ir.ftenet.com/. A copy of the investor
presentation is also available at https://is.gd/j3MTMc
About FTE Networks
FTE Networks, formerly known as Beacon Enterprise Solutions Group,
Inc., is a vertically integrated company with an international
footprint. Since its inception, FTE Networks has steadily advanced
its management, operational and technical capabilities to become a
leading provider of services to the telecommunications and wireless
sector with a focus on turnkey solutions. FTE Networks provides a
comprehensive array of services centered on quality, efficiency and
customer service.
Beacon Enterprise closed its merger with Focus Venture Partners,
Inc., on June 19, 2013, with Focus continuing as the surviving
corporation. Beacon Enterprise officially changed its corporate
name to FTE Networks in April 2014.
FTHG DEVELOPMENT: Taps Bronsther Law Firm as Legal Counsel
----------------------------------------------------------
FTHG Development, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of New York to hire legal counsel in
connection with its Chapter 11 case.
The Debtor proposes to hire The Bronsther Law Firm P.C. to, among
other things, negotiate with its creditors, evaluate claims, and
assist in the preparation of a bankruptcy plan.
Brian Bronsther, Esq., the attorney who will be handling the case,
will charge an hourly fee of $275. Other associates of the firm
charge $190 per hour.
Bronsther Law Firm received a retainer in the amount of $11,500.
Mr. Bronsther 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:
Brian H. Bronsther, Esq.
The Bronsther Law Firm
12 Century Hill Drive
Latham, NY 12110
Phone: 518-373-9000
Email: brian@bronstherlaw.com
About FTHG Development
Headquartered in Gloversville, New York, FTHG Development, LLC,
owns and operates a mobile home park located at 101 Deer Park
Boulevard, Gloversville, New York.
The Debtor filed for Chapter 11 bankrupcy protection (Bankr.
N.D.N.Y. Case No. 17-60875) on July 5, 2017, disclosing estimated
assets of less than $1 million and liabilities of less than
$500,000. Jaqueline K. Leto, authorized representative, signed the
petition.
GARBER BROS: Has Interim OK to Continue Using Cash Collateral
-------------------------------------------------------------
The Hon. Melvin S. Hoffman of the U.S. Bankruptcy Court for the
District of Massachusetts has granted Garber Bros., Inc., interim
approval to further use funds and assets of the Debtor constituting
cash collateral.
The final hearing is scheduled for Aug. 2, 2017, at 11:15 a.m.
All objections to the further use of cash collateral will be filed
not later than two days prior to the Final Hearing.
A copy of the Interim Order is available at:
http://bankrupt.com/misc/mab17-11802-139.pdf
As reported by the Troubled Company Reporter on July 19, 2017, the
Court granted the Debtor interim approval to further use funds and
assets of the Debtor constituting cash collateral. The Court
previously granted the Debtor interim approval to use funds and
assets of the Debtor constituting cash collateral subject to the
security interest claimed by Citizens Bank, N.A., Zurich American
Insurance Company, and the Massachusetts Department of Revenue as
of the Petition Date as well as funds received and other cash
collateral that are subject to replacement liens granted by the
court order.
About Garber Bros.
Garber Bros., Inc., was a greater Boston convenience store
distributor that abruptly ceased operations in April 2017.
Alleged creditors -- BIC USA, Conagra Brands, Inc., General Mills,
Inc., Mars Financial Services, Mondelez, Nestle USA The Coca-Cola
Company, and The Hershey Company -- signed an involuntary Chapter 7
petition against Garber Bros. (Bankr. D. Mass. Case No. 17-11802)
on May 15, 2017. The petitioning creditors are represented by
Janet E. Bostwick, at Janet E. Bostwick, PC.
The Debtor's motion to convert the case to a Chapter 11 case was
granted on June 7, 2017.
Murphy & King, PC, is serving as counsel to the Debtor in the
Chapter 11 case. Argus Management Corporation is the Debtor's
financial advisor.
Blakeley LLP is counsel to the Official Committee of Unsecured
Creditors.
GO LAWN: Asks for Court Okay to Use Cash Collateral
---------------------------------------------------
Go Lawn Inc. seeks permission from the U.S. Bankruptcy Court for
the Middle District of Florida to use cash collateral.
On July 24, 2014, the Debtor entered into a security agreement with
Yadkin Bank in which the rents, accounts receivables, chattel
paper, contracts, documents, cash, bank accounts, etc., relating to
the Debtor's business operations were pledged as collateral.
The receivables, rents and other property are property of the
Chapter 11 estate of the Debtor were collaterally pledged to the
lender to ensure payment of the prepetition obligations. The
Debtor needs to utilize the pledged cash collateral in order to
meet postpetition payroll, operating expenses and tax obligations
related to the continuing operations of Debtor's business. Without
the ability to use the cash collateral, the Debtor's business
operations will cease.
The Debtor has prepared the following proposed budget showing
anticipated monthly rental income and expenses for the period of
July 1 through Dec. 31, 207. According to the Budget, there will
be a $210,000 income for the months between July and December.
Expenses will total $189,405 in July.
The Debtor is willing to enter into an agreement with the cash
collateral lender to provide a post-petition replacement lien of a
continuing nature on all post-petition accruing cash collateral to
the secured creditor to the same extent, validity and priority as a
security interest held as of the petition date, or, alternatively,
to start immediate interest payments on the secured portion of the
debt to Yadkin Bank.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/flmb17-04697-3.pdf
About Go Lawn Inc.
Headquartered in Orlando, Florida, Go Lawn Inc. --
http://www.golawns.com/-- provides lawncare maintenance services
including ground care management, pesticides, tree pruning,
irrigation maintenance, fertilization and landscaping.
Go Lawn Inc. filed for Chapter 11 bankruptcy protection (Bankr.
M.D. Fla. Case No. 17-04697) on July 17, 2017, estimating its
assets at between $500,000 and $1 million and its liabilities
between $1 million and $10 million. The petition was signed by
Howard Schwartz, president.
Eric A Lanigan, Esq., at Lanigan & Lanigan, PL, serves as the
Debtor's bankruptcy counsel.
GO LAWN: Taps Lanigan & Lanigan as Legal Counsel
------------------------------------------------
Go Lawn Inc. seeks approval from the U.S. Bankruptcy Court for the
Middle District of Florida to hire legal counsel.
The Debtor proposes to hire Lanigan & Lanigan, PL to give legal
advice regarding its duties under the Bankruptcy Code, and provide
other legal services related to its Chapter 11 case.
The hourly rates charged by the firm are:
Eric Lanigan $400
Roddy Lanigan $400
Shannon Bolnick $250
The firm does not hold or represent any interest adverse to the
Debtor's estate, according to court filings.
Lanigan & Lanigan can be reached through:
Eric A. Lanigan, Esq.
Lanigan & Lanigan, PL
831 W. Morse Blvd
Winter Park, FL 32789
Tel: (407) 740-7379
Fax: (407) 740-6812
Email: ecf@laniganpl.com
Email: Roddy.Lanigan@Laniganpl.com
About Go Lawn Inc.
Based in Orlando, Florida, Go Lawn Inc. -- http://www.golawns.com/
-- provides lawncare maintenance services.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 17-04697) on July 17, 2017. Howard
Schwartz, president, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $1 million and liabilities of $1
million to $10 million.
GOLDEN TOUCH: Has Court's Nod to Use Cash Collateral
----------------------------------------------------
The Hon. Jerry C. Oldshue, Jr., of the U.S. Bankruptcy Court for
the Southern District of Alabama has entered a consent order
granting United States adequate protection in Golden Touch
Commercial Cleaning, LLC's use of cash collateral.
The United States has granted its consent to the Debtor's use of
cash collateral.
The Debtor agrees to pay $320 per month in good funds to the United
States as adequate protection on account of its secured claim with
the first payment due on Aug. 1, 2017, and continuing on the first
of every month thereafter until the effective date of a confirmed
plan or the dismissal of the case.
The Debtor will, from the date of the court order forward, act in
full compliance with all federal law, including the tax,
immigration and environmental laws and specifically including the
requirements for timely filing and payment of post-petition taxes.
The Debtor will file all delinquent federal tax returns within 30
days of the date of the court order. The Debtor will allow the
Internal Revenue Service to verify compliance by inspection of its
books at reasonable times.
The Debtor will file a Plan that meets the requirements of 11
U.S.C. Section 1129 within 240 days of the court order.
The Debtor will timely file all reports required by the Bankruptcy
Administrator and, on the same day those reports are due with the
Bankruptcy Administrator, provide copies to Ms. Wilcox of the
Internal Revenue Service and to Assistant U.S. Attorney Jamie A.
Wilson.
The Debtor agrees that, in the event of the dismissal of this case
or its conversion to one under Chapter 7, the Debtor will not
remove any funds from any account into which cash collateral has
been deposited without the consent of the United States, an order
of a court of competent jurisdiction, or the full payment of the
secured claims of the United States.
The United States Internal Revenue Service is granted a replacement
lien on the Debtor's post-petition property in the amount of its
federal tax lien with priority. These liens will be valid,
perfected and enforceable without any further action by the Debtor
or the United States, and without the execution or recording of any
financing statement, security agreement, mortgage or other
document.
A copy of the Consent Order is available at:
http://bankrupt.com/misc/alsb17-01835-43.pdf
As reported by the Troubled Company Reporter on May 30, 2017, the
Debtor sought authorization to use cash collateral. The Debtor
requested permission from the Court to allow the receivables to be
paid directly to the Debtor and to allow the Debtor to use the
funds from its receivables in the ordinary course of business. The
Debtor said it is in urgent need of funds to continue the operation
of its business and requests this motion be heard on an emergency
basis.
Headquartered in Mobile, Alabama, Golden Touch Commercial Cleaning,
L.L.C., filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Ala. Case No. 17-01835) on May 17, 2017, estimating its assets of
up to $50,000 and its liabilities between $100,001 and $500,000.
Robert M. Galloway, Esq., at Galloway Wettermark Everest Rutens &
Gaillard, serves as the Debtor's bankruptcy counsel.
GRACE CHURCH: Hires Alter & Brescia as Bankruptcy Counsel
---------------------------------------------------------
Grace Church Restaurant Corp. seeks authorization from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Alter & Brescia LLP as bankruptcy counsel, nunc pro tunc to June 6,
2017.
The Debtor requires Alter & Brescia to:
(a) give advice to the Debtor with respect to its powers and
duties as debtor-in-possession in the continued management
and operation of its business and property;
(b) prepare and file the Debtor's petition and schedules and
amendments and/or supplements thereto, as necessary;
(c) negotiate with secured, priority and general unsecured
creditors of the Debtor and other parties in interest in
formulating a plan or plans of reorganization, and to take
legal steps necessary to confirm such plan or plans,
including, if need be, negotiations for financing such plan
or plans;
(d) prepare on behalf of the Debtor, as Debtor in Possessions,
necessary applications, motions, complaints, answers,
orders, reports and other pleadings and documents;
(e) appear before the Court and the United States Trustee and
represent the interests of the Debtor before the Court and
the United States Trustee; and
(f) provide such other services for the Debtor as it may
request and as may be necessary or appropriate.
Alter & Brescia will be paid at these hourly rates:
Partners $425-$500
Associates $275-$375
Paraprofessionals $105
Alter & Brescia will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Alter & Brescia requested a retainer for legal services required
during the pendency of the bankruptcy case in the amount of
$12,000, which includes the sum of $1,717 as filing fee.
Bruce R. Alter, a member of Alter & Brescia assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estate.
Alter & Brescia can be reached at:
Bruce R. Alter, Esq.
ALTER & BRESCIA LLP
550 Mamaroneck Avenue,
Suite 401 Harrison,
New York 10528
Tel: (914) 670-0030
E-mail: altergold@aol.com
About Grace Church Restaurant Corp.
Grace Church Restaurant is a small business debtor as defined in 11
U.S.C. Section 101(51D). It is an affiliate of Grace Church Realty
Corp., which sought bankruptcy protection on June 4, 2015 (Bankr.
S.D.N.Y. Case No. 15-22787).
Grace Church Restaurant Corp., based in Port Chester, N.Y., filed a
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 17-22907) on June 6,
2017. The Hon. Robert D. Drain presides over the case. Bruce R.
Alter, Esq., at Alter & Brescia, LLP, as bankruptcy counsel.
In its petition, the Debtor estimated $0 to $50,000 in assets and
$1 million to $10 million in liabilities. The petition was signed
by Juan Cepeda, president.
A list the Debtor's unsecured creditors is available for free at
http://bankrupt.com/misc/nysb17-22907.pdf
GRAND DAKOTA: Wants to Use American Bank Cash Collateral
--------------------------------------------------------
Grand Dakota Hospitality, LLC, asks for authorization from the U.S.
Bankruptcy Court Western District of North Carolina to use cash
collateral, in which American Bank Centre has or asserts an
interest.
Grand Dakota Partners owns the Grand Dakota Lodge, which is the
only full-service hotel in Dickinson, Stark County, North Dakota.
The Debtor owns the liquor license used by the bar and restaurant
at the Hotel.
The Debtor joins in the motion of Grand Dakota Partners, LLC's
motion for the authorization to use cash collateral for payment
of:
(a) Employee wages, salaries, withholding (including without
limitation trust fund taxes) and benefits;
(b) Sales and use taxes, property taxes, and all other taxes
that are "trust-fund" taxes or that are or may result in a lien on
any of Grand Dakota Partners' assets;
(c) Utility services;
(d) Ordinary operating expenses of the Hotel, including the
restaurant and bar; and
(e) Upon separate motion and Court approval, capital
expenditures.
All operating expenses of the Hotel are paid from its revenues
pursuant to that certain Management Agreement between Grand Dakota
Partners and Kinseth Management Company, Inc. Under the Management
Agreement, Kinseth pays the following out of Hotel's revenues:
(a) The costs of maintaining, operating and supervising the
operation of the Hotel;
(b) Salaries and benefits of all on-site employees at the
Hotel;
(c) Costs of obtaining sufficient inventory and operating
supplies; and
(d) Kinseth obtains insurance for the Hotel and pays the
premiums from operating revenues and pays all sales and use,
property, franchise and other taxes relating to the operation of
the Hotel.
The Debtor believes that American Bank Centre, a subsidiary of
American Bancor, Ltd., has a first and second priority liens on the
Hotel, subordinate only to tax liens that may have priority under
applicable law pursuant to two loans made by American Bank to Grand
Dakota Partners and the Debtor. The Debtor also believes that it
owes American Bank a total of approximately $9,396,876 consisting
of $7,011,577 due on the Senior Debt and $2,354,532 due on the
Junior Debt.
The Debtor alleges that it has no other secured debt and is unaware
of any other person or entity which may claim an interest in cash
collateral.
The Debtor claims that the 2016 tax value for the Hotel was
$14,333,800, and thus, American Bank has no risk of diminution in
value of the Hotel.
As such, the Debtor proposes to use the cash collateral without
providing American Bank any periodic payments to reduce the
principal balances of the Senior Loan or the Junior Loan. The
Debtor also requests that it will not be required to grant American
Bank any liens, cash payments, or other adequate protection to
American Bank because American Bank is fully secured.
A full-text copy of the Debtor's Motion, dated July 20, 2017, is
available at http://tinyurl.com/y9g9l3ar
About Grand Dakota
Grand Dakota, a Delaware limited liability company, owns the Ramada
Grand Dakota Hotel Dickinson located near Prairie Hills Mall. The
hotel's rooms and suites have Serta beds, flat-screen TVs, and free
WiFi. It also has an indoor pool, hot tub and fitness center. The
hotel also features an onsite restaurant, barber shop, lounge, and
14,000-square-feet of conference space.
Grand Dakota Partners, LLC, and Grand Dakota Hospitality, LLC,
filed Chapter 11 petitions (Bankr. W.D.N.C. Case Nos. 17-31184 and
17-31185) on July 20, 2017. The petitions were signed by Stephen
D. Barker, president, Cibix Management, Inc., the managing member
of the Debtors.
Grand Dakota Partners estimated $10 million to $50 million in
assets and debt, and Grand Dakota Hospitality estimated up to
$50,000 in assets and
$10 million to $50 million in debt.
Judge Laura T. Beyer presides over the Debtors' cases.
The Debtors are represented by Bradley E. Pearce, Esq. at Pearce
Law PLLC.
GREATER LEWISTON: Court Extends Plan Filing Period to 60 Days
-------------------------------------------------------------
Judge Robert N. Opel, II of the U.S. Bankruptcy Court for the
Middle District of Pennsylvania extended Greater Lewistown Shopping
Plaza LP's exclusivity period for filing its Plan of Reorganization
and Disclosure Statement and soliciting acceptances of a plan to 60
days.
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.
GREEN PLAINS: Moody's Affirms B2 Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service affirmed Green Plains Inc.'s. B2
Corporate Family Rating ("CFR") and assigned a B2 rating to the
company's proposed $500 million senior secured term loan. Proceeds
from the proposed term loan will be used to refinance existing
secured debt at operating subsidiaries containing some of the
company's ethanol plants and recently-acquired Fleischmann's
Vinegar business, pay transaction-related fees and expenses, and
for general corporate purposes. The rating outlook is stable.
Issuer: Green Plains Inc.
Affirmations:
-- Corporate Family Rating, Affirmed B2
-- Probability of Default Rating, Affirmed B2-PD
-- Speculative Grade Liquidity Rating, Affirmed SGL-2
Assignments:
-- Gtd Senior Secured Bank Credit Facility, Assigned B2 (LGD3)
Outlook Actions:
-- Outlook, Remains Stable
The assigned ratings are subject to Moody's review of the final
terms and conditions of the proposed transaction. The ratings on
the existing secured term loan, which will be repaid with the
proceeds from the proposed term loan, are expected to be
withdrawn.
RATINGS RATIONALE
The B2 CFR incorporates expectations for significant short-term
volatility in credit metrics driven by significant
quarter-to-quarter fluctuations in earnings from the ethanol
business, offset by more stable earnings streams from ethanol
byproducts and non-ethanol businesses, and a good liquidity
cushion. Moody's assessments of the ethanol industry incorporates
political uncertainty with respect to regulatory mandates that
support ethanol demand, expected margin volatility from ongoing
fluctuations in corn and ethanol prices, increased reliance on
exports in a global market with multiple feedstock options, and a
highly-competitive environment with minimal product differentiation
and better-capitalized competitors. With much of the industry's
capacity controlled by co-ops and larger companies with other
businesses, Moody's continues to believe that incentives for
undisciplined behavior at the industry level are greater than many
other commodities. Green Plains has improved earnings quality since
its initial rating assignment in March 2014 by adding new ethanol
plants, often at attractive prices during periods of distress,
strengthening earnings streams from byproducts, such as distillers
grains and corn oil, and adding new earnings streams, such as a
consumer-grade vinegar business and cattle feeding operations.
However, the diversification has also roughly doubled the company's
balance sheet debt and its corporate and financial structure remain
more complicated than most rated peers. The rating benefits from
very good cash flow generation during periods of strength in the
ethanol industry, modest cost advantage relative to smaller ethanol
producers evidenced during past periods of margin compression,
adequate hedging practices, and some degree of maturation in the
ethanol industry over the past decade.
The B2 CFR assumes that adjusted financial leverage will range from
about 2.5x-4.0x under mid-cycle conditions assuming ethanol crush
margins in the range of $0.20-$0.25 per gallon. While Moody's
estimated mid-cycle range is representative of longer-term averages
over the past decade, the ethanol industry has changed
significantly over that horizon and average crush margins have been
meaningfully lower since oil prices fell meaningfully about two
years ago and supply continues to increase incrementally at the
industry level. The rating assumes that adjusted financial leverage
generally will remain below 6.0x (Debt/EBITDA) and available
liquidity will remain above $300 million (defined below). The
rating could tolerate short periods with leverage closer to 7.0x
with at least $350 million of available liquidity and 8.0x with at
least $400 million of available liquidity. Moody's expects that
credit metrics could weaken over the next few quarters due to
recent and expected margin compression in the ethanol business.
Moody's calculates adjusted financial leverage of 4.7x
(Debt/EBITDA), adjusted net financial leverage of 3.7x (Net
Debt/EBITDA), and retained cash flow-to-debt of 14.6% (RCF/Debt)
for the twelve months ended March 31, 2017.
The SGL-2 Speculative Grade Liquidity ("SGL") rating is supported
by over $450 million of available liquidity on a pro forma basis
for the proposed transaction. Moody's estimates pro forma cash of
$328 million and $129 million of availability under various
revolving credit facilities. Moody's expects that the company will
generate sufficient EBITDA to cover fixed charges in the near term,
but expects meaningful cash consumption over the next few quarters
as the company builds working capital associated with the
acquisition of cattle feedlots from Cargill in May 2017. Green
Plains has entered into agreements to expand the asset-based
revolving credit facility at Green Plains Cattle from $100 million
to $300 million to accommodate these working capital needs.
The stable outlook assumes that the company will maintain
sufficient liquidity relative to its credit metrics. Moody's could
downgrade the rating with expectations for adjusted financial
leverage sustained above 6 times, available liquidity below $300
million, or balance sheet cash below $200 million. Moody's could
upgrade the rating with expectations for adjusted financial
leverage sustained below 6 times during periods of margin
compression, cash balances sustained above $400 million, and a
public commitment to maintaining cash balances above this level.
The principal methodology used in these ratings was Global Chemical
Industry Rating Methodology published in December 2013.
Green Plains Inc. is a publicly-traded ethanol producer trading
under the ticker symbol GPRE. GPRE owns 60 million bushels of grain
storage, 17 dry mill ethanol plants with 1.5 billion gallons of
capacity, which can produce 4 million tons of distillers grains,
and 340 million pounds of corn oil from units attached to the
ethanol plants. GPRE also owns cattle feed lots and Fleischman's
Vinegar Company. Green Plains Partners LP is a majority-owned MLP
consisting of downstream transportation and storage assets.
GREEN PLAINS: S&P Affirms 'B' ICR & Rates New $500MM Loan 'BB-'
---------------------------------------------------------------
S&P Global Ratings said it affirmed its 'B' issuer credit rating on
Green Plains Inc. The outlook is stable.
S&P said, "At the same time, we assigned our 'BB-' issue-level
rating to the company's proposed term loan B, which is in line with
the current senior secured debt rating on the company. The recovery
rating on the debt is '1', reflecting our expectation of very high
(90%-100%; rounded estimate: 95%) recovery in the event of
default.
"The 'BB-' issue-level rating on Green Plains' proposed $500
million term loan B is based on our 'B' corporate credit rating on
the company and the '1' recovery rating on the term loan. The
company will use the term loan B to refinance Green Plains'
outstanding processing term loan B and all outstanding debt at
Fleischmann's Vinegar Co., to pay transaction-related fees and
expenses, and for general corporate purposes. The refinancing will
increase leverage in the short term, while also supporting
liquidity and simplifying the debt capital structure by providing
additional collateral to support the debt. The affirmation of the
'B' corporate credit rating, with a stable outlook, reflects our
assessment that the company will maintain its weak business risk
profile and aggressive financial risk profile.
"The stable outlook reflects our expectation that while crush
spreads are lower than they have been in some recent years, the
issuer remains somewhat insulated based on adequate liquidity and
the diversity that its other lines of business provides. We expect
the company's adjusted debt to EBITDA ratio to be elevated through
2017 in the 5.3x-5.4x range, but decline gradually and remain at or
below 5x in 2018 and 2019.
"We would likely lower the rating if the company were to face
adjusted debt to EBITDA exceeding 5.5x consistently under our
forecast or if liquidity were to diminish substantially such that
the issuer would be more exposed to sharp swings in commodity
prices. We would also consider a lower rating if the company
pursued acquisitions that increased leverage beyond our base case
assumptions.
"While not likely in the near term, we could consider a positive
rating action if crush spreads improved such that debt to EBITDA
were to drop below 4.5x consistently in our forecast combined with
improvements in scale, scope and diversification."
GRIER BROS: Has Final Authorization to Use Cash Collateral
----------------------------------------------------------
Judge Mary Grace Diehl of the U.S. Bankruptcy Court for the
Northern District of Georgia authorized Grier Bros. Enterprises,
Inc. to use cash collateral for actual and necessary expenses of
operating and conducting the Debtor's business affairs pursuant to
a budget.
The approved Budget reflects total operating expenses of
approximately $265,464 covering the period from July 1 through Aug.
26, 2017. Judge Diehl directed the Debtor to file a revised Budget
with the Court reflecting the receipt of the Garnished Funds and
payments to be made in connection therewith. Commencing on Aug.
15, 2017, the Debtor is also directed to circulate a proposed
budget to the Prepetition Lienholders which will serve as the
Budget for the following sixty day period.
Each Pre-Petition Lienholder is granted a continuing security
interest in, and lien upon, all postpetition assets of the Debtor
of the same type and to the same validity, extent and priority as
the collateral securing the Debtor's indebtedness to such creditor
prior to the Petition Date.
In addition, the Debtor will make full monthly post-petition
payments to Commercial Credit Group Inc., in the aggregate amount
of $28,445 per month, which payments will be due on the dates set
forth in the respective CCG Notes. However, the Debtor may
petition the Court to modify the adequate protection payments in
the event the Debtor determines that it wants wants to return one
or more vehicles subject to the liens of CCG.
The Debtor will make monthly adequate protection payments in the
amount of $600 to Concepcion Salado-Marin, commencing no later than
ten days after the receipt of the Garnished Funds.
Moreover, as a condition to issuing any payroll to employees during
the pendency of this case, the Debtor's CEO is directed to first
either pay or deposit in the Debtor-in-possession account all
local, state and federal taxes, including taxes, Social Security
Taxes and Medicare taxes related to such payroll.
The Debtor will at all times (a) sequester, segregate and account
for all cash collateral that comes into its possession, custody or
control, (b) keep and provide, on a periodic basis, records
reasonable sufficient to determine the status of cash collateral
collections and expenditures, and (c) provide the Pre-Petition
Lienholders with copies of the monthly operating reports filed with
the Court and the Office of the U.S. Trustee.
The Debtor will at all times maintain such insurance on the CCG
Equipment Collateral as required under the CCG Security Agreements
and will name CCG as a loss payee on such insurance policies. To
the extent that it remains necessary and appropriate, the Debtor
will insure the Pre-Petition Collateral and the Post-Petition
Collateral against all risks to which it may be exposed.
The Debtor's authority to use cash collateral will terminate:
(a) Upon payment to such secured creditor of all sums due and
owing from the Debtor to such secured creditor;
(b) Upon confirmation by the Debtor of a Plan of
Reorganization in this case;
(c) Upon further order of the Court limiting or terminating
the Debtor's authority to use cash collateral; or
(e) Upon the occurrence of any of these events of default:
(i) In the event of any material breach, default or
non-compliance with the terms of the Order;
(ii) Conversion of the Debtor's Chapter 11 case to a case
under Chapter 7; or
(iii) Appointment of a Chapter 11 trustee or examiner.
A full-text copy of the Final Order, dated July 19, 2017, is
available at http://tinyurl.com/y8tcfdwz
About Grier Bros. Enterprises
Based in Atlanta, Georgia, Grier Bros. Enterprises, Inc., provides
trucking or transfer services.
Grier Bros. Enterprises sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 17-56817) on April 13,
2017. The petition was signed by Wayne Grier, president.
The Debtor estimated its assets and debts at $1 million to $10
million.
Herbert C. Broadfoot, II, Esq., at Herbert C. Broadfoot II, PC,
serves as the Debtor's bankruptcy counsel.
GUIDED THERAPEUTICS: Obtains Bridge Financings From Investors
-------------------------------------------------------------
Guided Therapeutics, Inc., entered into a securities purchase
agreement with Eagle Equities, LLC, providing for the purchase by
Eagle from the Company of two convertible redeemable notes in the
aggregate principal amount of $88,000, with the first note being in
the amount of $40,000, and the second note being in the amount of
$44,000. The first note was fully funded on May 19, 2017, with the
Company receiving $40,000 of net proceeds (net of a 10% original
issue discount). The second note will initially be paid for by the
issuance of an offsetting $40,000 secured note issued to the
Company by Eagle. The funding of the second note is subject to the
mutual agreement of Eagle and the Company. Eagle is required to
pay the principal amount of its secured note in cash and in full
prior to executing any conversions under the second note issued by
the Company. The notes bear an interest rate of 8%, and are due
and payable on May 17, 2018. The notes may be converted by Eagle
at any time after five months from issuance into shares of
Company's common stock calculated at the time of conversion, except
for the second note, which also requires full payment by Eagle of
the secured note it issued to the Company before conversions may be
made. The conversion price of the notes will be equal to 60% of
the lowest trading price of the common stock for the 20 prior
trading days including the day upon which a notice of conversion is
received by the Company.
Adar Bays Bridge Financing
Also on May 17, 2017, the Company entered into a separate
securities purchase agreement with Adar Bays, LLC, providing for
the purchase by Adar from the Company of two convertible redeemable
notes in the aggregate principal amount of $88,000, with the first
note being in the amount of $40,000, and the second note being in
the amount of $44,000. The first note was fully funded on May 22,
2017, with the Company receiving $40,000 of net proceeds (net of a
10% original issue discount). The second note will initially be
paid for by the issuance of an offsetting $40,000 secured note
issued to the Company by Adar. The funding of the second note is
subject to the mutual agreement of Adar and the Company. Adar is
required to pay the principal amount of its secured note in cash
and in full prior to executing any conversions under the second
note issued by the Company. The notes bear an interest rate of 8%,
and are due and payable on
May 17, 2018. The notes may be converted by Adar at any time after
five months from issuance into shares of Company's common stock (as
determined in the notes) calculated at the time of conversion,
except for the second note, which also requires full payment by
Adar of the secured note it issued to the Company before
conversions may be made. The conversion price of the notes will be
equal to 60% of the lowest trading price of the common stock for
the 20 prior trading days including the day upon which a notice of
conversion is received by the Company.
GHS Investments Bridge Financing
On May 18, 2017, the Company entered into a securities purchase
agreement with GHS Investments, LLC, an existing investor in the
Company, providing for the purchase by GHS from the Company of a
convertible promissory note in the aggregate principal amount of
$66,000, for $60,000 in net proceeds (representing a 10% original
issue discount). The transaction closed on May 19, 2017.
The note matures upon the earlier of the receipt of $100,000 by the
Company from revenues, loans, investments, or any other means
(other than the other bridge financings described in this current
report) and Dec. 31, 2017. In addition to the 10% original issue
discount, the note accrues interest at a rate of 8% per year. The
Company may prepay the note, in whole or in part, for 110% of
outstanding principal and interest until 30 days from issuance, for
120% of outstanding principal and interest at any time from 31 to
60 days from issuance and for 140% of outstanding principal and
interest at any time from 61 days to 180 days from issuance. The
note may not be prepaid after the 180th day.
After six months from the date of issuance, the note will become
convertible, at any time thereafter, in whole or in part, at the
holder's option, into shares of the Company's common stock, at a
conversion price equal to 60% of the lowest trading price during
the 25 trading days prior to conversion.
The note includes customary event of default provisions and a
default interest rate of the lesser of 20% per year or the maximum
amount permitted by law. Upon the occurrence of an event of
default, the holder of the note may require the Company to redeem
the note (or convert it into shares of common stock) at 150% of the
outstanding principal balance.
A full-text copy of the Form 8-K report is available for free at:
https://is.gd/dyZnjO
About Guided Therapeutics
Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP)
-- http://www.guidedinc.com/-- is developing a rapid and painless
test for the early detection of disease that leads to cervical
cancer. The technology is designed to provide an objective result
at the point of care, thereby improving the management of cervical
disease. Unlike Pap and HPV tests, the device does not require a
painful tissue sample and results are known immediately. GT has
also entered into a partnership with Konica Minolta Opto to
develop a non-invasive test for Barrett's Esophagus using the
LightTouch technology platform.
Guided Therapeutics incurred a net loss attributable to common
stockholders of $4.99 million for the year ended Dec. 31, 2016,
compared to a net loss attributable to common stockholders of $9.50
million for the year ended Dec. 31, 2015. As of March 31, 2017,
Guided Therapeutics had $1.49 million in total assets, $10.54
million in total liabilities and a $9.05 million total
stockholders' deficit.
UHY LLP, in Sterling Heights, Michigan, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company's significant
operating losses raise substantial doubt about its ability to
continue as a going concern.
HALKER CONSULTING: Unsecureds to Recoup 100% in Quarterly Payments
------------------------------------------------------------------
Halker Consulting LLC and Matthew Halker filed with the U.S.
Bankruptcy Court for the District of Colorado a second amended
disclosure statement dated July 17, 2017, for their second amended
joint Chapter 11 plan of reorganization dated July 17, 2017.
Holders of Class 7 General Unsecured Claims against Halker
Consulting -- estimated at $1,476,442.99 -- will recover 100%.
Commencing on the later of (i) the last date of the month
immediately following the month when Coulton Creek is paid in full
in accordance with the Plan, and (ii) the date the General
Unsecured Claim against Halker Consulting becomes an Allowed
General Unsecured Claim against Halker Consulting, the holder's pro
rata share of the greater of (i) $150,000 per quarter, (ii) 50% of
Halker Consulting's Net Income for the Quarter, and (iii) Halker
Consulting's available cash (after a deduction of 1.5x Halker
Consluting's bi-weekly employee-related obligations) at the end of
the quarter, with interest to accrue on the unpaid portion of the
Allowed General Unsecured Claim from the Effective Date at a rate
of 7% per annum, until paid in full, or (b) other treatment as
Halker Consulting or Reorganized Halker Consulting, as applicable,
and the holder will have agreed upon in writing. All distributions
on account of Allowed General Unsecured Claims against Halker
Consulting will be made quarterly, on the 15th day of the month.
Holders of Class 8 General Unsecured Claims against M. Halker --
estimated at $14,827.40 -- will recover 100%. On the later of (i)
the Distribution Date, or (ii) the date that a General Unsecured
Claim against M. Halker that is not on account of or otherwise
related in any way to a guaranty or primary obligation of Halker
Consulting becomes an Allowed General Unsecured Claim against M.
Halker that is neither contingent nor unliquidated, (i) cash in an
amount equal to the unpaid portion of the Allowed General Unsecured
Claim against M. Halker with post-petition interest thereon, or
(ii) other treatment as M. Halker and the holder will have agreed
upon in writing.
A copy of the Second Amended Disclosure Statement is available at:
http://bankrupt.com/misc/cob17-15141-136.pdf
As reported by the Troubled Company Reporter on July 17, 2017, the
Debtors filed with the Court a disclosure statement for their joint
chapter 11 plan of reorganization, dated July 7, 2017. Under that
amended plan, creditors holding Class 7 general unsecured claims
against Halker Consulting would receive a pro rata share of the sum
of $150,000 per quarter, 50% of Halker Consulting's Net Income for
the quarter, and Halker Consulting's Available cash (after a
deduction of 1.5x Halker Consluting's bi-weekly employee-related
obligations) at the end of such Quarter, with interest to accrue on
the unpaid portion of such Allowed General Unsecured Claim from the
Effective Date at a rate of 7% per annum, until paid in full.
About Halker Consulting LLC
Halker Consulting LLC is a nationwide provider of multi-disciplined
engineering, design, project management, procurement and field
services for oil & gas, and other energy industry sectors. It
specializes in oil and gas surface facilities design and
engineering.
The company was founded in 2006 by Matt Halker. It is based in
Centennial, Colorado with field operations in Midland, Texas,
Greeley, Colorado, Durango, Colorado, and Dickinson, North Dakota.
Halker Consulting sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Col. Case No. 17-15141) on June 1,
2017. The petition was signed by its manager Matthew Halker who
filed a separate Chapter 11 petition (Bankr. D. Col. Case No.
17-15143).
At the time of the filing, Halker Consulting disclosed $1.55
million in assets and $3.63 million in liabilities.
HAMKEI GENERATION: Court Gives Final Nod on Cash Collateral Use
---------------------------------------------------------------
Judge W. Homer Drake of the U.S. Bankruptcy Court for the Northern
District of Georgia issued a final order approving the prior
interim order authorizing Hamkei Generation, Inc., to use cash
collateral on a final basis.
By prior interim order entered June 28, 2017, the Court authorized
the Debtor to use cash collateral on an interim basis subject to
objection to such use of cash collateral on a final basis by July
14, 2017. No objections were filed by the Objection Deadline, and
no party appeared in opposition to the Motion or Interim Order at
the Final Hearing.
A full-text copy of the Final Order, dated July 20, 2017, is
available at http://tinyurl.com/ya724ebf
About Hamkei Generation
Hamkei Generation, Inc., is a small business debtor as defined in
11 U.S.C. Section 101 51D) engaged in the retail-convenience stores
business. The Debtor operates a gas station and convenience store
located at 505 Vernon Street, Lagrange, Troup County, Georgia
30240. The Debtor was formed in 2006 and acquired the Store as an
operating business together with the real property.
Hamkei Generation sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 17-11361) on June 26,
2017. Kennin Sato, CEO and president, signed the petition.
At the time of the filing, the Debtor estimated less than $50,000
in assets and $1 million to $10 million in liabilities.
Judge Homer W. Drake presides over the case.
Leslie M. Pineyro, Esq., at Jones & Walden, LLC, serves as the
Debtor's legal counsel.
HAMPTON ROADS: Moody's Hikes 2007-A Class II Housing Bonds to Ba3
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on Hampton Roads
PPV, LLC (VA), Military Housing Taxable Revenue Bonds (Hampton
Roads Unaccompanied Project), 2007 Series A: Class I Bonds to Baa3
from Ba1, Class II Bonds to Ba3 from B1, and Class III Bonds to Ba3
from B1.The outlook on Class II and Class III Bonds has been
revised to positive from stable and the outlook on Class I Bonds
remains stable. Approximately $269 million of bonds are affected by
this rating action.
The ratings upgrade reflects the Project's improved financial
performance evidenced by increasing debt service coverage ratios
(DSCR) and maintenance of high occupancy rate. The upgrade also
captures the volatility of the Basic Allowance for Housing (BAH)
which is the main source of revenue, the lack of a satisfactory
debt service reserve fund (DSRF) to rely on at times of volatile
operating performance, and limited ability to generate excess cash
flow to build reserves for the long-term recapitalization of the
Project. The presence of the Excess Collateral Funding Agreement
(ECFA) with AIG Financial Products Corporation (rated Baa1/P-2,
stable) somewhat mitigates the lack of a satisfactory DSRF during
the period that it's in effect.
Rating Outlook
The revision of outlook on Class II and Class III Bonds to positive
from stable recognizes the upward trend in the DSCR and the overall
positive movement in the Project's financial and operating
performance. The stable outlook on Class I Bonds is based on
Moody's expectations that their coverage will remain in line with
the assigned rating.
Factors that Could Lead to an Upgrade
An upgrade would require significant and sustained improvement in
operating performance, and/or cash funding of DSRF or replacement
of current surety bond provider with another of higher credit
quality.
Factors that Could Lead to a Downgrade
A decline in the DSCR would put a downward pressure on the ratings
with Class II Bonds and Class III Bonds being the most vulnerable
due to their relatively lower coverage.
Legal Security
The Bonds are limited obligations of the Issuer, Hampton Roads PPV
LLC, payable solely from the assets and revenues pledged under the
Indenture, including revenues generated by the operation of the
residential rental housing units, and a first mortgage lien on the
Issuer's leasehold interest in the Project land and a first
mortgage lien on the Project improvements. The revenues consist
primarily of deposit into the Trust Indenture of the military BAH
for military tenants.
Use of Proceeds
Not applicable.
Obligor Profile
The Issuer and Borrower, is Hampton Roads PPV, LLC a limited
liability company. The issuer has two members: Homeport Hampton
Roads, LLC, (HHR), Managing Member, and The United States of
America, Department of the Navy (DON). HHR has two members: Hunt
ELP LTD. An affiliate of Hunt Building Company, and ACC OP (Hampton
Roads), LLC, an affiliate of American Campus Communities Inc.
(ACC). Hampton Roads PPV, LLC was created on December 2007, under
the PPP program. It contracted with the DOD for the acquisition,
development, management and operation of the Project located in
Norfolk and Newport News, Virginia. The term of the contract is 50
years, expiring in 2057.
Methodology
The principal methodology used in this rating was Global Housing
Projects published in June 2017.
HARBORSIDE ASSOCIATES: Asks for Court OK to Use Cash Collateral
---------------------------------------------------------------
Harborside Associates, LLC, asks for authority from the U.S.
Bankruptcy Court for the District of Connecticut to use cash
collateral.
The Debtor owns real property known as 946 Ferry Boulevard,
Stratford, Connecticut. The premises on the Property is a
commercial building with a commercial tenant. By Assignment dated
Dec. 31, 2014, and recorded on Jan. 2, 2015, of the Stratford Land
Records, Sioux, LLC, is the current owner and holder of a certain
mortgage that purports to cover the Property and secures a certain
pre-petition loan to the Debtor as evidence by that certain
commercial mortgage note in the original principal amount of
$1,987,500 dated Dec. 30, 2005, made by the Debtor originally in
favor of Webster Bank, N.A., as modified by the terms of the
Debtor's Plan of Reorganization confirmed by order of the Court
dated Oct. 30, 2013.
The indebtedness evidenced by the Note was secured by:
a. mortgage dated Dec. 30, 2005, and recorded on Jan. 6,
2006, in Volume 2789 at Page 99 of the Stratford Land
Records, assigned to Dakota HRG, LLC, by assignment
recorded on or about Jan. 6, 2012, in Volume 3537 at Page
326 of the Stratford Land Records, and further assigned to
Sioux, LLC, by an assignment recorded on or about Jan. 2,
2015, in Volume 3841 at Page 99 of the Stratford Land
Records; and
b. assignment of rents from Harborside Associates, LLC, to
Webster Bank, N.A., dated Dec. 30, 2005, and recorded on
Jan. 6, 2006, in the Stratford Land Records, as assigned
to Sioux, LLC, by an assignment recorded on Dec. 31, 2014,
in Volume 3841 at Page 99 of the Stratford Land Records.
The liens or encumbrances covering the Property are subsequent in
right to the Mortgage:
a. Mortgage Deed from Harborside Associates, LLC, to The
Salce Companies, LLC, in the original principal amount of
$500,000 dated Sept. 6, 2007, and recorded on Sept. 12,
2007, in Volume 3103 at Page 87 of the Stratford Land
Records, as modified by document dated Feb. 27, 2008, and
recorded on March 5, 2008, in Volume 3164 at Page 120 of
the Stratford Land Records and the terms of the Debtor's
Plan of Reorganization confirmed by Order of the Court
dated Oct. 30, 2013; and
b. lease between Harborside Associates, LLC, as landlord, and
Riverview Bistro, LLC, as tenant, recorded on Jan. 26,
2015, in Volume 3845 at Page 146 of the Stratford Land
Records.
There is currently one commercial tenant, Riverview Bistro at the
Property. The current monthly rental income for the Property is
$18,000.
To the extent Secured Creditor's liens constitute duly perfected,
non-avoidable liens against the rental income arising from the
Property, then the Debtor's rent receipts constitute cash
collateral, as the term is defined under Section 363 of the
Bankruptcy Code. In order to operate and to preserve its going
concern value, the Debtor will be required to use and disburse
certain cash collateral during the period commencing July 18, 2017,
through Aug. 31, 2017, in order to avoid immediate harm to the
Debtor. The Debtor further requests a 10% variance from any line
item on the budget.
As adequate protection against any post-Petition Date diminution of
the Secured Creditor's cash collateral within the meaning of
Bankruptcy Code Sections 361 and 363, the Debtor proposes to grant
the Secured Creditor a replacement lien in all after acquired cash
collateral to the same extent, priority and validity as existed on
the Petition Date subject and subordinate to a carve out of the
replacement lien for (i) amounts payable by the Debtor under 28
U.S.C. Section 1930(a)(6) and (ii) the approved fees and expenses
for the Debtor's professionals. The Debtor proposes to make
regular monthly tax and insurance payments as well as adequate
protection payments to the Secured Creditor as set forth in the
budget. In addition, the Debtor proposes to establish an escrow
account with Debtor's counsel to fund an escrow for the Debtor's
professional fees. The Debtor's professional fees would be paid
from this escrow account after approval of fees by the Court.
Without authorization to use cash collateral, the Debtor will
suffer irreparable harm in that utility services and insurance
coverage for the Property may be jeopardized thereby risking loss
of rental income and impairing the value of the Property.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/ctb17-50749-21.pdf
About Harborside Associates
Harborside Associates, LLC, a single asset real estate as defined
in 11 U.S.C. Section 101(51B), owns real property known as 946
Ferry Boulevard, Stratford, Connecticut. The premises on the
property is a commercial building with a commercial tenant.
The Company previously sought bankruptcy protection on April 12,
2017 (Bankr. D. Conn. Case No. 11-50738.
Harborside Associates again filed a Chapter 11 petition (Bankr. D.
Conn. Case No. 17-50749) on June 28, 2017. The petition was signed
by Luciano Coletta, duly authorized member of Hermanos, LLC. The
Debtor estimated $1 million to $10 million in both assets and
liabilities.
The Hon. Julie A. Manning presides over the new Chapter 11 case.
Douglas S. Skalka, Esq., at Neubert Pepe & Monteith, P.C., serves
as bankruptcy counsel to the Debtor.
HENDERSON ENTERPRISES: Files Chapter 11 Plan of Liquidation
-----------------------------------------------------------
Henderson Enterprises, Inc., filed with the U.S. Bankruptcy Court
for the Western District of Kentucky a disclosure statement dated
July 17, 2017, referring to the Debtor's plan of liquidation.
Class 3 will include all Allowed Unsecured Claims. It is unlikely
that assets will remain after payment of Administrative, Secured
and Priority Claims for distribution to Unsecured Creditors.
However, if funds remain, then they will be distributed by the
Liquidating Agent to Allowed Unsecured Claimholders at the address
shown in their proofs of claims, unless the Liquidating Agent is
notified, in writing, of a change of the claimholder's address.
The Debtor has selected Herron Auction, LLC, 2119 U.S. Highway
41N., Henderson, Kentucky, to conduct an auction sale of its
remaining real and personal property. Herron Auction has been in
the business of selling commercial real and personal property in
the Henderson, Kentucky area for 65 years. It has agreed to
conduct the auction for a commission of 5%, with no additional
charges for advertising. Herron Auction holds no interests which
are adverse to the estate and is not indebted to the estate.
The confirmation of the Plan and the entry of the order of
confirmation will constitute court approval of the contract and
authorize the Debtor's entry into the contract.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/kywb16-40536-55.pdf
About Henderson Enterprises
Henderson Enterprises, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. W.D. Ky. Case No. 16-40536) on June 23, 2016. The Debtor
is represented by Sandra D. Freeburger, Esq., at Deitz Shields &
Freeburger LLP.
HILTZ WASTE: Has Interim Approval to Use Cash Collateral
--------------------------------------------------------
The Hon. Joan N. Feeney of the U.S. Bankruptcy Court for the
District of Massachusetts has entered an eleventh interim order
authorizing Hiltz Waste Disposal, Inc., to use cash collateral.
A final hearing on the Debtor's motion for authorization to use
cash collateral will be held on Aug. 16, 2017, at 9:45 a.m.
Objections to the Debtor's motion must be filed by Aug. 14, 2017,
at 4:30 p.m.
The Debtor will file and serve on Aug. 14, 2017, an actual income
and expense financial statement, compared to its budget for the
period of July 1, 2017, through Aug. 1, 2017, by 4:30 p.m.
The Debtor is authorized to expend cash, deposits, and cash
equivalents for its operations consistent with and up to the
amounts set forth in the Debtor's most recent cash flow projection,
and only through the date of a further hearing on the Debtor's
request and subject to further order of the Court. Until further
court order, the Debtor is directed to make adequate protection
payments to First Ipswich Bank, starting Dec. 1, 2016, in the
amount of $34,000 per month. The application and allocation of the
adequate protection payments will be subject to further order of
the Court. All payments will be made without prejudice to further
modification and to subsequent determination by the Court as to the
manner in which payments should be applied.
Unless and until otherwise ordered by the Court, the Debtor is
authorized to pay monthly rent of $10,000 to Kondelin Road, LLC,
for its use and occupancy of premises located at 24 and 25 Kondelin
Road, Gloucester, Massachusetts.
The Secured Creditor is granted a valid, binding enforceable and
perfected replacement and continuing security interest in, and lien
on, to the same extent, validity and priority as of the petition
date, all of the Debtor's present and after-acquired prepetition
and postpetition assets. The Secured Creditor is granted a
superpriority claim under Section 507(b) of the U.S. Bankruptcy
Code.
A copy of the Order is available at:
http://bankrupt.com/misc/mab16-13459-164.pdf
As reported by the Troubled Company Reporter on June 15, 2017, the
Court approved the agreed terms of the Debtor's further use of cash
collateral through July 18, 2017.
About Hiltz Waste Disposal
Hiltz Waste Disposal, Inc., filed a Chapter 11 petition (Bankr. D.
Mass. Case No. 16-13459) on Sept. 7, 2016. Deborah S. Hiltz,
president, signed the petition. The Debtor estimated assets and
liabilities at $1 million to $10 million.
The case is assigned to Judge Joan N. Feeny.
Aaron S. Todrin, Esq., at Sassoon & Cymrot, LLP, serves as counsel
to the Debtor. Silverman, Avila & Gershaw, CPAs, is the Debtor's
accountants.
The Official Committee of Unsecured Creditors formed in the case
retained Morrissey Wilson & Zafiropoulos, LLP, as counsel to the
Committee, effective as of Oct. 19, 2016.
HOUSTON PLATE: Wants to Extend Exclusivity Period Until Oct.1
-------------------------------------------------------------
Houston Plate Processing, Inc. asks the U.S. Bankruptcy Court for
the Southern District of Texas to extend its exclusivity to file a
plan and disclosure statement through and including Oct. 1, 2017.
The Debtor has hired a salesman that has opened its door to new
customers as well as brought back old customers who have been
inactive for quite some time. Sales have been redirected and
marketed towards jobs that include more labor jobs including
welding and plate forming and less material, thus increasing HPP's
profits and lowering costs at the same time. HPP is also working on
getting a couple major accounts back in the door which will double
if not triple its monthly revenue. HPP is asking for an extension
to file its reorganization plan because it knows it has turned its
business around and additional time will give it the opportunity to
show that.
It is in the best interest of the Debtor as well as the creditors
to receive an extension of its exclusivity to file a plan and
disclosure statement, and the Debtor believes that a 60-day
extension is reasonable under the circumstances.
About Houston Plate Processing
Houston Plate Processing, Inc., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 17-30603) on
Feb. 2, 2017. The petition was signed by Jeremiah E. Thompson,
president. The case is assigned to Judge Karen K. Brown.
Margaret
M. McClure, Esq., at the Law Office of Margaret M. McClure serves
as the Debtor's bankruptcy counsel.
At the time of the filing, the Debtor disclosed $1.13 million in
assets and $2.3 million in liabilities.
HUSKY INC: Unsecured Creditors to be Paid 3% in 7 Years
-------------------------------------------------------
General unsecured creditors will be paid 3% of their claims under a
joint Chapter 11 plan of reorganization proposed by Husky, Inc.,
and Christian Elderly Home Inc.
Under the plan, Class 5 general unsecured claims filed by
governmental entities and Class 6 general unsecured claims filed by
other creditors will be paid in 84 equal monthly
Installments. These unsecured creditors will recover 3% of their
claims.
Funding of the plan will come from the refinancing or sale of
Husky's real property, the surrendering of Christian Elderly's real
properties to secured creditor Scotiabank, the collection of
accounts receivable, and a contribution to be made by shareholders,
if needed.
If the refinancing or sale of Husky's property does not take place
within 24 months from the effective date, Scotiabank will receive
the collateral itself unless otherwise agreed, according to a joint
disclosure statement filed on July 11 with the U.S. Bankruptcy
Court in Puerto Rico.
A copy of the disclosure statement is available for free at
https://is.gd/Jn6CWU
The hearing to consider approval of the disclosure statement is
scheduled for September 19, at 10:00 a.m. Objections must be filed
not less than 14 days prior to the hearing.
About Husky Inc.
Husky, Inc., based in Gurabo, Puerto Rico, is the 100% owner of
Christian Elderly Home, Inc., having a current value of $1 million.
It also owns a 2,320 square-meter lot with concrete building for
storage located at Barrio Rincon and valued at $300,000.
Husky and Christian Elderly filed separate Chapter 11 petitions
(Bankr. D.P.R. Case Nos. 17-02559 and 17-02561) on April 12, 2017.
Edgardo Garcia Rosario, president, signed the petitions.
In its petition, Husky disclosed $1.32 million in assets and
$7.63 million in liabilities. Christian Elderly disclosed $1.04
million in assets and $7.5 million in liabilities.
Judge Enrique S. Lamoutte Inclan presides over the cases. Carmen
D. Conde Torres, Esq., at the Law Offices of C. Conde & Associates,
is the Debtors' bankruptcy counsel.
KAMA MANAGEMENT: Requests 90-Day Extension to Confirm Plan
----------------------------------------------------------
Kama Management, Inc., filed a motion asking the U.S. Bankruptcy
Court for the District of Puerto Rico to extend its time to obtain
confirmation of its amended plan for 90 days.
The Debtor's monthly operating reports demonstrate that debtor has
been able to reorganize his business. The record also shows that he
has entered into a preliminary agreement with secured creditor and
therefore, has averted filing his sister company in bankruptcy.
Therefore, the debtor will be able to confirm its plan within a
reasonable time. The Plan is confirmable because it has the
necessary base to pay all creditors, but needs to address some
other issues raised by creditors.
The Debtor, thus, needs an extension of time to address the
objections filed by creditors, file an amended plan and finish all
the issues pending that will favorably conclude in the plan being
confirmed.
About Kama Management Inc.
Kama Management Inc. filed a Chapter 11 petition (Bankr. D.P.R.
Case No. 16-08008), on October 5, 2016. The Petition was signed
by Alberto Perez Pujals, president. At the time of filing, the
Debtor had no assets and had total debts of $1.45 million.
The Debtor is represented by Maria Soledad Lozada Figueroa, Esq.,
at Lozada Law & Associates, LLC.
KATY INDUSTRIES: Highview, Victory Park Complete Asset Acquisition
------------------------------------------------------------------
Highview Capital, LLC, and Victory Park Capital Advisors, LLC
("VPC") on July 24, 2017, announced the completion of the
acquisition of substantially all of the assets of Katy Industries,
Inc. (OTC:KATY), a leading manufacturer, importer and distributor
of commercial cleaning and consumer storage products. The assets
will be consolidated under a newly formed holding company owned by
Highview and VPC, named American Plastics, LLC. This new platform
will be led by Robert Guerra, recent President and Chief Executive
Officer of Katy, and will continue to operate under the Company's
brands, including Continental Commercial Products, Contico, Wilen,
Fundamentals and Fort Wayne Plastics.
Ryan McCarthy, Co-Founder and Senior Portfolio Manager of Highview,
said, "We are thrilled to partner with Robert and VPC to provide
American Plastics with long-term stability and accelerate its
growth through both organic initiatives and strategic acquisitions.
For 50 years, Katy has established a strong reputation and popular
brands by reliably providing quality products and services to its
customers. Now, with a well-capitalized balance sheet and new
funding, American Plastics is in a strong position to continue that
legacy, execute on its strategic plan and enter a new era of
growth."
Charles Asfour, Partner at VPC, said, "We are very pleased with the
outcome of this transaction . Our partnership with Highview enabled
Katy to complete a quick and efficient sale process within just
three months while also preserving the Company's value and
establishing a new platform for future success. We are confident
that the Company is on the right path for a bright future and look
forward to continuing to work closely with Highview and American
Plastics' management team as we collectively execute upon our
growth and strategic plans going forward."
Robert Guerra, American Plastics President and CEO, added,
"[Mon]day's news is an exciting milestone for our company, marking
the beginning of our next chapter as American Plastics. With the
support and expertise of our new partners, we are now better
equipped than ever to achieve sustainable growth and continue to
meet the needs of our customers, employees and other stakeholders.
We appreciate our customers' loyalty throughout our restructuring
process and are committed to continuing to provide essential
products through the same brands they have come to rely on.
Delivering top-quality products and services to our customers will
always be our top priority, and we look forward to serving all our
customers for many more years to come."
On May 14, 2017, a newly created entity owned by Highview and VPC
was named as the stalking horse bidder in Katy's court-supervised
auction process to purchase the assets sold under Section 363 of
the Bankruptcy Code. Katy completed a sale process to seek the
highest and best offer to purchase the business as a whole or any
of its component parts, in accordance with the court-approved bid
procedures. The acquisition by Highview and VPC was approved by
the United States Bankruptcy Court for the District of Delaware on
July 17, 2017.
The Katy Industries, Inc. Chapter 11 case has been filed in the
U.S. Bankruptcy Court for the District of Delaware in Wilmington
under the Case number 17-11101. Additional information can be
found at http://www.jndla.com/cases/Katy
Robert Guerra Biography
Mr. Guerra is a veteran of the industrial manufacturing sector with
more than 30 years of leadership and operational expertise. Most
recently, Mr. Guerra served as president of IMI Precision
Engineering, where he oversaw financial performance and implemented
numerous strategies to drive sales and profit growth within key
market segments for all business units in the Americas. Before
that, Mr. Guerra served as a president at 3Wire, a Berkshire
Hathaway company, where he led the company to record sales and
profits by introducing and sustaining innovative business
strategies to excel in customer service and product delivery.
About Katy 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 sought Chapter 11
protection (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 DLA Piper LLP (US) as counsel; and Lincoln
Partners Advisors LLC as their investment banker.
On May 26, 2017, the Office of the U.S. Trustee appointed seven
members to the statutory committee of unsecured creditors in the
Debtors' cases.
KING'S PEAK ENERGY: Has Interim OK to Use Cash Collateral
---------------------------------------------------------
The Hon. Michael E. Romero of the U.S. Bankruptcy Court for the
District of Colorado has granted in part King's Peak Energy, LLC's
motion for authority to use cash collateral on an interim basis.
The Court scheduled a final hearing on the Debtor's request to use
cash collateral for Aug. 7, 2017, at 9:30 a.m. Objections to the
Debtor's use of cash collateral must be filed by July 31, 2017.
The Court granted the Debtor's request for authorization to pay its
critical vendor.
As reported by the Troubled Company Reporter on July 17, 2017, the
Debtor sought permission from the Court to use Macquarie Bank
Limited's cash collateral and to pay critical vendor. To continue
oil and gas production, the Debtor must have use of funds on hand,
funds held by others, and funds to be received from the sale of oil
and gas. The Debtor believes those funds are cash collateral
subject to a senior lien in favor of MBL. The cash collateral
which Debtor seeks to use is comprised of funds held in various
bank accounts in contractor Proven Petroleum, Inc.'s name as
operator at NBH Bank, in the Debtor's name at MBL, funds held in
suspense by the oil purchaser, and its ongoing revenues, along with
receivables owed to Debtor.
A copy of the Order is available at:
http://bankrupt.com/misc/cob17-16046-37.pdf
About King's Peak Energy
King's Peak Energy, LLC, is a corporation based in Lakewood,
Colorado and named as a lessee in 27 oil and gas leases. King's
Peak Energy sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Colo. Case No. 17-16046) on June 29, 2017. Fred
Soliz, manager and member, signed the petition.
At the time of the filing, the Debtor estimated its assets and debt
at $10 million to $50 million.
Judge Elizabeth E. Brown presides over the case.
Christian C. Onsager, Esq., and Andrew D. Johnson, Esq., at Onsager
Fletcher Johnson, LLC, serve as the Debtor's bankruptcy counsel.
KING'S PEAK: Has Nod to Use Cash Collateral, Pay Critical Vendor
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado has
authorized King's Peak Energy, LLC, to use cash collateral and to
pay critical vendor Proven Petroleum, Inc.
A final hearing on Debtor's request to use cash collateral will be
held on Aug. 7, 2017, at 9:30 a.m. Any party in interest objecting
to the entry of a final or extended interim order for the use of
cash collateral must be filed by July 31, 2017.
The request for authorization to use cash collateral on an interim
basis is partially granted. The Debtor may use cash collateral
pursuant to the budget, with a line item variance of no more than
15% per week and an overall budget variance of no more than 15% in
the aggregate per week.
Macquarie Bank Ltd. is granted replacement liens with the same
priority and validity as its prepetition liens in Debtor's
postpetition assets, to the extent, but only to the extent, of any
diminution in the value of said party's collateral as it existed on
the date of the filing of Debtor's petition.
To the extent that the Adequate Protection Liens prove to be
insufficient, MBL, will be granted first priority super-priority
administrative expense claims under Section 507(b) of the U.S.
Bankruptcy Code with priority in payment over any other
administrative expenses of the kinds specified or ordered pursuant
to any provision of the Bankruptcy Code.
The Debtor and Proven Petroleum will provide MBL a report by
Tuesday of each week commencing July 25, 2017, of (a) the payments
made to third parties by the Debtor and Proven, (b) the payments
made to Proven by Debtor, out of cash collateral, and (c) the
amounts paid to Proven pursuant to the court order. The Debtor and
Proven will provide to counsel for MBL copies of all invoices for
charges listed as paid in the Payment Report, with the Payment
Report.
United Sales and Big West are hereby authorized and directed to pay
to Debtor all proceeds from the sale of Debtor's hydrocarbons.
The Debtor is not authorized to use Cash Collateral to pay any
Operator Fee or other amounts to Proven or to pay for Forestry
Service Bonds.
A copy of the Order is available at:
http://bankrupt.com/misc/cob17-16046-41.pdf
As reported by the Troubled Company Reporter on July 17, 2017, the
Debtor sought court permission to use MBL's cash collateral and to
pay critical vendor. To continue oil and gas production, the
Debtor must have use of funds on hand, funds held by others, and
funds to be received from the sale of oil and gas. The Debtor
believes those funds are cash collateral subject to a senior lien
in favor of MBL. The cash collateral which Debtor seeks to use is
comprised of funds held in various bank accounts in contractor
Proven Petroleum, Inc.'s name as operator at NBH Bank, in the
Debtor's name at MBL, funds held in suspense by the oil purchaser,
and its ongoing revenues, along with receivables owed to Debtor.
About King's Peak Energy
King's Peak Energy, LLC, is a corporation based in Lakewood,
Colorado and named as a lessee in 27 oil and gas leases. King's
Peak Energy sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Colo. Case No. 17-16046) on June 29, 2017. Fred
Soliz, manager and member, signed the petition. The Debtor
estimated its assets and debt at $10 million to $50 million.
Judge Elizabeth E. Brown presides over the case.
Christian C. Onsager, Esq., and Andrew D. Johnson, Esq., at Onsager
Fletcher Johnson, LLC, serve as the Debtor's bankruptcy counsel.
LAST FRONTIER: Proposes to Pay Unsecureds in Full With 3% Interest
------------------------------------------------------------------
Unsecured creditors of Last Frontier Realty Corp. will receive full
payment under the company's proposed plan to exit Chapter 11
protection.
Under the restructuring plan, creditors holding allowed Class 5
unsecured claims will share pro-rata in the so-called unsecured
creditors' pool. Last Frontier will pay $500 per month for the
number of months necessary to pay all allowed unsecured claims in
full with interest at 3% per annum.
Unsecured creditors will be paid quarterly on the last day of each
quarter. Payments will begin on the last day of the first full
quarter after the effective date of the plan.
The company's schedules show that the total amount of unsecured
creditors will be $27,000. Class 5 is impaired under the plan.
Last Frontier will use its income from ongoing business operations
to fund the plan. All payments will be made through a disbursing
agent, according to the company's disclosure statement filed on
July 11 with the U.S. Bankruptcy Court for the Northern District of
Texas.
A copy of the disclosure statement is available for free at
https://is.gd/2T3hSv
Last Frontier is represented by:
Eric A. Liepins, Esq.
Eric A. Liepins, P.C.
12770 Coit Road, Suite 1100
Dallas, TX 75251
Phone: (972) 991-5591
Fax: (972) 991-5788
About Last Frontier Realty Corp.
Last Frontier Realty Corp. is a Texas corporation which owns two
pieces of real property.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Texas Case No. 17-32681) on July 10, 2017. At
the time of the filing, the Debtor disclosed that it had estimated
assets and liabilities of less than $1 million.
Judge Stacey G. Jernigan presides over the case. Eric A. Liepins,
P.C. is the debtor's bankruptcy counsel.
The Debtor previously filed a Chapter 11 petition (Bankr. N.D.
Texas Case No. 17-30454) on February 6, 2017. This case was
dismissed on July 3, 2017.
LEE STEEL: 6th Cir. Affirms Amendment of Sale Order
---------------------------------------------------
In this present bankruptcy action, assets of Debtor Lee Steel
Corporation were sold to a buyer. The buyer retained many of the
debtor's employees, who were covered by health insurance policies
provided by United Healthcare, the appellee. As part of an effort
to recover premium payments, the liquidating trustee, Gene R.
Kohut, challenges the assignment of contracts governing those
health insurance policies. The question is whether those contracts
were assigned to the buyer under 11 U.S.C. section 365.
Based on the Court's precedent, the bankruptcy court did not abuse
its discretion in amending a sale order to include the policies.
The U.S. Court of Appeals, Sixth Circuit, therefore, affirms the
order of the bankruptcy court.
Rule 60(b) authorizes courts to provide relief from a final
judgment, order, or proceeding. A court may provide relief for
enumerated reasons, including "mistake, inadvertence, surprise, or
excusable neglect." A motion based on these reasons "must be made
within a reasonable time . . . no more than a year after the entry
of the judgment or order or the date of the proceeding." Courts can
also provide relief for "any other reason that justifies relief."
In this case, the bankruptcy court found that a mistake was made
when the healthcare policies were not included in the Sale
Agreement and Order as contracts that had been assumed and assigned
to the buyer. The bankruptcy court applied Rule 60(b)(1), examined
its categories for relief, and made findings to cover—though not
explicitly referencing—the factors employed in the Yeschick case.
It noted that: neglect was excusable because the parties were all
"operating on the assumption that there was going to be a contract
in place" even though "the case was in flux," and any subsequent
modification could be completed under Paragraph 22 of the Sale
Agreement and Order; the Trustee did not suffer prejudice because
he would not have had standing to object to the assumption and
assignment of the contracts in the Sale Agreement and Order; and,
"all the affected parties have acted in reliance on the assumption
of the contract" that allowed for employees to receive continuous
healthcare coverage.
The Trustee argues that the bankruptcy court abused its discretion
because relief under Rule 60(b) is binary: a court can either
vacate an order or it can leave the order in place. He points to
the language of the rule: "the court may relieve a party or its
legal representative from a final judgment, order, or proceeding,"
and claims that a court can only relieve a party by vacating an
order. But the rule does not use the word "vacate," and instead
"gives the district court a grand reservoir [of] equitable power to
do justice in a particular case." Consequently, "the rule should be
liberally construed when substantial justice will thus be served."
We have implied that modifying an order can be an appropriate form
of relief under Rule 60(b) when the motion is brought within the
one-year limitation period. The bankruptcy court found this case to
be appropriate for modification of the Sale Agreement and Order
under Rule 60(b), and the Sixth Circuit agrees.
In conclusion, the Sixth Circuit finds that the bankruptcy court
did not abuse its discretion in modifying its Order under Rule
60(b) to clarify that health insurance policies were assumed and
assigned in the sale. Modification under Rule 60(b)(1) was
appropriate because the motion was filed within one year of entry
of the Sale Order being modified and the court properly exercised
its discretion to make the amendment after weighing the relevant
factors.
The appeals case is GENE R. KOHUT, Appellant, v. UNITED HEALTHCARE
INSURANCE COMPANY, Appellee, No. 16-2324 (6th Cir.).
A full-text copy of the Sixth Circuit's Opinion is available at
https://is.gd/YUl3P5 from Leagle.com.
About Lee Steel Corporation
Novi, Michigan-based Lee Steel Corp., provides flat rolled steel,
including hot rolled steel, cold rolled steel, and exposed coated
products for automotive and other manufacturing industries.
Lee Steel and 2 affiliated companies -- Taylor Industrial
Properties, L.L.C., and 4L Ventures, LLC -- filed for separate
bankruptcy protection (Bankr. D. Del. Case No. 15-45784) on April
13, 2015.
The Hon. Marci B. McIvor presides over the cases. Joshua A.
Gadharf, Esq., at McDonald Hopkins PLC, represents the Debtor.
Huron Business Advisory, serves as financial advisor; and Epiq
Bankruptcy Solutions serves as claims and noticing agent.
Lee Steel disclosed $63,206,282 in total assets and $62,659,806 in
total liabilities.
Hilco Global has purchased the steel processing facility located
at
the Lee Steel Corporation site in Romulus, Michigan. The deal
which
was approved in U.S. Bankruptcy Court includes a 200,000 square
foot plant and all of the steel processing equipment located at
that site. The sale is expected to close in mid-September.
The U.S. Trustee for Region 9 appointed three creditors to serve
on
the official committee of unsecured creditors. Conway Mackenzie,
Inc., serves as its financial advisor.
* * *
The Debtors sold their steel processing facility located in
Romulus, Michigan, to Hilco Global for $14 million. The deal
which
was approved in U.S. Bankruptcy Court includes a 200,000 square
foot plant and all of the steel processing equipment located at
that site.
Union Partners I, LLC, won an auction for the Debtors' Wyoming
facility and working capital assets with a $23.6 million offer.
Effective Sept. 18, 2015, the sale to Union Partners closed, and
the Debtors ceased operations and commenced the process of winding
down their affairs. The Debtors changed their names to LSC
Liquidation Inc., et al., following the sale.
LEGAL CREDIT: Unsecured Creditors to be Paid 5% Under Exit Plan
---------------------------------------------------------------
Unsecured creditors of Legal Credit Solutions Inc. will be paid 5%
of their claims under the company's proposed plan to exit Chapter
11 protection.
Under the restructuring plan, creditors holding allowed Class 2
general unsecured claims of $80,000 or less will be paid 5% of
their claims, in cash, on the effective date of the plan.
Meanwhile, creditors holding allowed Class 2 general unsecured
claims in excess of $80,000 will be paid 5% of their claims,
without interest, through 60 equal monthly installments. Payments
will start on the effective date and will continue on the 30th day
of the subsequent 59 months.
Legal Credit will pay creditors through funds generated from its
operations, cash balance available on the effective date, and
collections of accounts receivable, according to the company's
disclosure statement filed on July 11 with the U.S. Bankruptcy
Court in Puerto Rico.
A copy of the disclosure statement is available for free at
https://is.gd/N0W5f7
About Legal Credit Solutions, Inc.
Headquartered in Guaynabo, Puerto Rico, Legal Credit Solutions,
Inc. is primarily engaged in the education of consumers on how to
manage their finances, and help them build a healthy credit
profile. It also provides credit counseling and credit report
monitoring. The Debtor's offices are located at Metro Office Park,
Guaynabo, Puerto Rico.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
P.R. Case No. 16-03685) on May 6, 2016. The petition was signed by
Mrs. Yahairie Tapia, president. At the time of the filing, the
Debtor disclosed that it had estimated assets of less than $50,000
and liabilities of $1 million to $10 million.
Judge Brian K. Tester presides over the case. William Vidal
Carvajal Law Office is the Debtor's bankruptcy counsel. The Debtor
hired CPA Luis R. Carrasquillo & Co., P.S.C. as financial
consultant.
LILY ROBOTICS: Proposes to Liquidate Assets to Pay Creditors
------------------------------------------------------------
The U.S. Bankruptcy Court in Delaware is set to hold a hearing on
September 19, at 10:00 a.m. (prevailing Eastern Time), to consider
approval of the Chapter 11 plan of liquidation for Lily Robotics,
Inc.
The company on July 11 filed a plan that proposes the creation of a
liquidation trust to make distributions to holders of claims.
Once the plan takes effect, Lily Robotics will distribute cash to
holders of claims that are allowed as of the effective date. The
company will then distribute all remaining cash to the liquidation
trust, which will distribute payments to holders of claims that are
allowed after the effective date.
The trust will also pursue causes of action. The company estimates
that by the time distributions are made by the liquidation trustee
on account of recoveries from causes of action, such proceeds will
be distributed solely for the benefit of Class 6 general unsecured
creditors.
General unsecured creditors will receive their pro rata share of
the cash to be distributed by the company or the liquidation trust,
according to the company's disclosure statement filed on July 11.
A copy of the disclosure statement is available for free at
https://is.gd/g4KjUj
About Lily Robotics
Based in Atherton, California, Lily Robotics, Inc., is the
developer of the Lily Camera, a throw-and-shoot camera that
captures pictures and videos from the skies. Its camera flies and
uses GPS and computer vision to follow user's adventure activities.
Lily Robotics sells its products internationally through its Web
site at https://www.lily.camera/
Lily Robotics filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 17-10426) on Feb. 27, 2017, listing $32.99 million in
total assets and $37.53 million in total liabilities as of Dec. 31,
2016. The petition was signed by Spencer L. Wells, director.
Judge Kevin J. Carey presides over the case.
Robert J. Dehney, Esq., Andrew R. Remming, Esq., and Marcy J.
McLaughlin, Esq., at Morris, Nichols, Arsht & Tunnell LLP; Laura
Metzger, Esq., and Jennifer Asher, Esq., and Douglas S. Mintz,
Esq., at Orrick Herrington & Sutcliffe LLP serve as the Debtor's
bankruptcy counsel. Prime Clerk LLC is the Debtor's claims and
noticing agent.
On March 22, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee hired
Lowenstein Sandler LLP as its lead counsel, and Richards, Layton &
Finger, P.A., as its Delaware and conflicts counsel.
No trustee or examiner has been appointed in the case.
LINDERIAN COMPANY: Voting Deadline Set for August 11
----------------------------------------------------
Creditors of The Linderian Company, Ltd., and LDI Management, Inc.,
have until August 11, at 5:00 p.m., to cast their votes accepting
or rejecting the companies' joint Chapter 11 plan of
reorganization.
The restructuring plan proposes to pay general unsecured creditors
of both companies 15% of their allowed claims.
Linderian estimated the total amount of allowed general unsecured
claims against the company at $395,218.91. Meanwhile, the total
amount of allowed general unsecured claims against LDI Management
is estimated at $69,000.
Funding for the companies' exit from bankruptcy and payment to
creditors will come principally from business operations, according
to their disclosure statement, which was approved on July 6 by the
U.S. Bankruptcy Court for the Eastern District of Texas.
A copy of the court-approved version of the disclosure statement
filed on July 11 is available for free at https://is.gd/cqNptX
About The Linderian Company
The Linderian Company, Ltd., based in Longview, Texas, filed a
Chapter 11 petition (Bankr. E.D. Tex. Case No. 16-60031) on Jan.
19, 2016. Mark A. Castillo, Esq., at Curtis Castillo PC 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 Greg Sechrist, managing partner.
LTD MANAGEMENT: Has Interim OK to Use TD Bank Cash Until Sept. 30
-----------------------------------------------------------------
Judge Bruce A. Harwood of the U.S. Bankruptcy Court for the
District of New Hampshire issued an order authorizing LTD
Management, Inc., to use cash collateral through Sept. 30, 2017, on
an interim basis in accordance with the Budget.
The approved Budget provides total expenses of $4,268 for the month
of July 2017, $3,943 for the month of August 2017, and $3,943 for
the month of September 2017.
Judge Harwood finds that the relief requested in the Debtor's cash
collateral is necessary, essential and appropriate, and is in the
best interest of and will benefit the Debtor, its creditors, and
its estate as its implementation will provide the Debtor with the
necessary liquidity to (a) minimize disruption to the Debtor's
business and on-going operations. (b) preserve and maximize the
value of the Debtor's estate for the benefit of the Debtor's
creditors, and (c) avoid immediate and irreparable harm to the
Debtor, its tenants and its assets.
The Debtor owes TD Bank, N.A., $80,000, secured by a first priority
security interest and lien granted by the Debtor upon all of the
assets of the Debtor, including without limitation its cash
collateral. Accordingly, the Debtor is directed to pay $1,000
monthly to TD Bank.
The next motion for continued use of cash collateral will be filed
on or before Sept. 13. Any objections to the motion are due on
Sept. 20. The hearing on the motion will be held on Sept. 27, 2017
at 2:00 p.m.
A full-text copy of the Order, dated July 20, 2017, is available at
http://tinyurl.com/y9d9bxto
About LTD Management
Headquartered in Raymond, New Hampshire, LTD Management, Inc., was
formed in July 1992 for the purpose of owning real estate located
at 63 Route 27 Raymond, New Hampshire, and leasing out certain
units within the building. Lisa D'Aoust owns a 100% interest in
LTD.
LTD Management filed for Chapter 11 bankruptcy protection (Bankr.
D.N.H. Case No. 17-10684) on May 10, 2017, estimating its assets
and liabilities at between $100,001 and $500,000 each. Cheryl C.
Deshaies, Esq., at Deshaies Law, serves as the Debtor's bankruptcy
counsel.
No trustee or examiner has been appointed in the Debtor's case, and
no official statutory committee has yet been appointed or
designated by the U.S. Trustee.
MACAVITY COMPANY: Case Summary & 17 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Macavity Company, LLC
6950 East Milagro Avenue
Mesa, AZ 85209
Type of Business: Macavity Company LLC develops real estate
properties. The company was incorporated in
2008 and is based in Mesa, Arizona. It has
a fee simple interest in an 861.50 acres of
undeveloped land at NW Corner of Monte Carlo
Blvd and FM 75, Princeton, Texas 75407, valued
at $28 million.
Chapter 11 Petition Date: July 24, 2017
Case No.: 17-08474
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judge: Hon. Brenda K. Martin
Debtor's Counsel: John R. Clemency, Esq.
GALLAGHER & KENNEDY, P.A.
2575 East Camelback Road, Suite 1100
Phoenix, AZ 85016
Tel: 602-530-8040
E-mail: john.clemency@gknet.com
Total Assets: $28.12 million
Total Debts: $17.29 million
The petition was signed by Lane Spencer of Ready RDC LLC, sole
member. A full-text copy of the petition is available at:
http://bankrupt.com/misc/nyeb17-74467.pdf
Debtor's List of 17 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Avanco Environmental, Inc. Environmental $1,250
services
Cabco Cabinetry $30,000
Cameron Petersen 2nd Loan $15,000
Cameron Petersen 1st Loan $39,000
Crystal Profit $765,000
Sharing Plan and Trust
11601 N 132nd Place
Scottsdale, AZ 85259
Dallas Petersen $37,500
F2 Group, LLC Landscape $1,456
Architectural
Services
Gary L. Davis 1st Loan $483,333
1791 N Belvedere Ave
Fresno, CA 93722
Gary L. Davis 2nd Loan $216,666
Jay Leuser $30,000
Kane Russell Legal Services $115,812
Norman King 1st Loan $409,021
2707 E El Moro Drive
Mesa, AZ 85204
Norman King 2nd Loan $30,000
Planning & Zoning $1,050
Resource Co.
Spencer Real Estate, LLC $104,000
UEG United Engineering Group engineering $394,000
services
Wasatch Property Mgmt, Inc. $65,000
MARTIN'S VIEW: May Use Cash Collateral Through Sept. 25
-------------------------------------------------------
The Hon. S. Martin Teel, Jr., of the U.S. Bankruptcy Court for the
District of Columbia has authorized, on an interim basis, Martin's
View Apartments, LLC, to use cash collateral through Sept. 25,
2017.
A final hearing to consider the Debtor's requested use of cash
collateral will be held on Aug. 16, 2017, at 10:30 a.m. Objections
to the continued cash collateral use must be filed by Aug. 9, 2017.
As reported by the Troubled Company Reporter on July 24, 2017, the
Debtor sought court authorization to use cash collateral of (a)
EagleBank, a Maryland banking corporation, which holds a first
priority perfected lien and security interest on cash collateral,
and (b) seven private lenders who hold a collective Second Deed of
Trust and Security Agreement, recorded May 24, 2017, with the
District of Columbia Recorder of Deeds, securing claims in the
aggregate principal amount of $2 million.
The Debtor has a need to use its cash collateral. Absent use of
cash collateral, the Debtor will be unable to fund its operating
expenses, and its estate and creditors may suffer irreparable
harm.
As adequate protection for the use and diminution of the interests
of the secured creditors in the cash collateral, the Debtor will
make monthly payments of $42,940.68 to EagleBank during the interim
period on or before the 7th day of each month.
As additional adequate protection, the secured creditors will be
granted: (a) superpriority administrative claims against the Debtor
pursuant to the provisions of Section 507(b) of the U.S. Bankruptcy
Code, which superpriority administrative claims will be limited
solely to any diminution in value of the cash collateral from and
after the Petition Date, having priority in right of payment over
any and all other obligations, liabilities, and indebtedness of
Debtor, whether now in existence or hereafter incurred by Debtor,
and over any and all administrative expenses; and (b) pursuant to
Section 361 of the Bankruptcy Code, replacement liens on all of the
Debtor's post-petition assets, which replacement liens will be
limited solely to any diminution in value of the cash collateral
from and after the Petition Date which will be first and senior in
priority to all other interests and liens of every kind, nature and
description.
The Debtor will make the adequate protection payment of $42,940.68
to EagleBank on or before the 7th day of each month. The Debtor
may not make any monthly payments for management fees unless and
until the adequate protection payment is made in a particular
month. The Debtor will maintain appropriate insurance coverages on
the Debtor's property.
A copy of the court order is available at:
http://bankrupt.com/misc/dcb17-00389-22.pdf
About Martin's View Apartments
Martin's View Apartments, LLC, is a real estate lessor in Bethesda,
Maryland. Its principal assets are located at 4337 - 4363 Martin
Luther King Jr. Avenue SW 200 - 211 Elmira Street SW Washington, DC
20032.
Martin's View Apartments filed for Chapter 11 bankruptcy protection
(Bankr. D.C. Case No. 17-00389) on July 14, 2017, estimating its
assets at between $10 million and $50 million and liabilities at
between $1 million and $10 million. The petition was signed by
Carter A. Nowell, manager.
Kristen E. Burgers, Esq., and Stephen E. Leach, Esq., at Hirschler
Fleischer, PC, serve as the Debtor's bankruptcy counsel.
MCAADS.COM LLC: May Use Cash Collateral Until July 27
-----------------------------------------------------
The Hon. K. Rodney May of the U.S. Bankruptcy Court for the Middle
District of Florida has entered a second interim order granting
MCAAds.Com, LLC, and My Classified Ads, LLC, to use cash collateral
until July 27, 2017.
As reported by the Troubled Company Reporter on June 19, 2017, the
Debtors sought court authorization for the immediate use of
property that may constitute as "cash collateral." The Debtors
believe that Bank of America, SunTrust Bank, and Merchant Capital
Source, LLC, have security interests and liens in both Debtors'
assets that may constitute cash collateral, and their respective
claims are estimated at $1 million, $750,000, and $165,000,
respectively.
The Debtor is authorized nunc pro tunc to June 14, 2017, to use
cash collateral to pay (a) amounts expressly authorized by the
Court, including payments to the U.S. Trustee for quarterly fees,
and (b) the current and necessary expenses set forth in the budget,
plus an amount not to exceed 10% for each line item and 10%
overall, except that (i) Blaire Fanning may only be paid in
accordance with the interim orders granting the Debtors' motions
for order authorizing payment of officer's post-petition
compensation and benefits and (ii) each of the Debtors may pay up
to $7,000 towards the line item for Rent & Expenses, provided that
the total amount paid by both Debtors for the line item for Rent &
Expenses does not exceed $14,000 in the aggregate.
Absent further order of the Court, the Debtors will only utilize
the funds in the Debtors' Fifth Third Bank accounts to pay the
expenses set forth on the budget.
As adequate protection of their asserted interests in the Debtor's
cash collateral, each of the creditors is granted replacement liens
to the same extent, validity and priority as existed on the
Petition Date, in cash collateral of the Debtors owned as of or
acquired after the Petition Date, which replacement liens will be
deemed perfected without the need to file or execute any document
as may otherwise be required under applicable non-bankruptcy law.
As additional adequate protection, Bank of America is authorized to
apply to the Debtors' outstanding loan balance the sum of $11,000
from the deposits which have posted post-petition to the BOA Debtor
Accounts. Bank of America is further authorized and directed to
release any deposits posting in the BOA Debtor Accounts after the
Petition Date in excess of the $11,000 adequate protection payment
and any future Post-Petition Deposits, if any, without further
order of the Court. Funds deposited in the BOA Debtor Accounts
owned by MCA will be wire transferred to MCA's debtor-in-possession
account at Fifth Third Bank. Funds deposited in the BOA Debtor
Accounts owned by My Classified will be wire transferred to My
Classified's debtor-in-possession account at Fifth Third Bank.
Counsel for the Debtor will provide wiring instructions for both
accounts to counsel for Bank of America. The Court will consider
establishing regular cash payments by the Debtors as adequate
protection to Bank of America at the Continued Preliminary Hearing.
As additional adequate protection, SunTrust is authorized to apply
to the Debtors' outstanding loan balance the sum of $5,000 from
Debtors' SunTrust accounts.
The preliminary hearing was scheduled to be continued to July 20,
2017, at 10:00 a.m.
A copy of the court order is available at:
http://bankrupt.com/misc/flmb17-05179-62.pdf
About MCAAds.com LLC
MCAAds.Com, LLC and My Classified Ads, LLC, are small business
debtors as defined in 11 U.S.C. Section 101(51D) that are engaged
in advertising. MCAAds.Com and My Classified Ads filed Chapter 11
petitions (Bankr. M.D. Fla. Case Nos. 17-05179 and 17-05180,
respectively) on June 14, 2017. Blaire Fanning, manager, signed
the petitions.
At the time of filing, MCAAds.Com scheduled $537,689 in assets and
$2,410,000 in liabilities. My Classified Ads disclosed $625,067 in
assets and $2,390,000 in liabilities.
Suzy Tate, Esq. at Suzy Tate, P.A., represents the Debtors as
bankruptcy counsel. The Debtors hired Lexium PLLC as special
counsel.
METRO NEWSPAPER: Has Court's Final OK to Use Cash Collateral
------------------------------------------------------------
The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York has entered a final order authorizing
Metro Newspaper Advertising Services, Inc., to sell certain
accounts receivable and to grant security interests and claims
pursuant to Section 364(c) and (d) of the Bankruptcy Code and to
use Versant Funding LLC's cash collateral.
Nunc pro tunc as of March 27, 2017, the Petition Date, the Debtor
is authorized on a final basis to sell accounts receivable under
the Post Petition Factoring Arrangement to Versant, pursuant to
Section 363(b) of the U.S. Bankruptcy Code, having a face value of
no greater than $6 million.
All accounts receivable sold or otherwise transferred from the
Debtor to Versant in connection with the sales will be sold
pursuant to and in accordance with the terms of the Post-Petition
Factoring Arrangement, will be the sole property of Versant, and
will be transferred free and clear of all liens, claims and
encumbrances, pursuant to Section 363(f) of the Code.
In addition to the liens granted to Versant and pursuant to the
Post-Petition Factoring Arrangement, the Obligations of the Debtor
to Versant that are incurred in connection with the sales made to
Versant pursuant to this court order will constitute an
administrative expense equivalent in priority to a claim under
Section 364(c)(1) of the Code, with priority over all costs and
expenses of administration of the kinds specified in, or ordered
pursuant to, Sections 105, 326, 330, 331, 503(b), 507(a) or 507(b)
of the Code, with the exception of (a) Court fees and the fees of
the U.S. Trustee under 28 U.S.C. Section 1930 and any interest
accrued thereon pursuant to 31 U.S.C. Section 3717, (b) the fees of
a hypothetical Chapter 7 trustee to the extent of $20,000, (c) any
assets of the Debtor which may be subject to a purchase money
security interest, and (d) amounts payable with respect to
Avoidance Actions and any proceeds or property recovered in
connection with the prosecution or settlement of any Avoidance
Action, and will at all times be senior to the rights of the Debtor
and to the rights of any person claiming a lien or security
interest in any assets of the Debtor.
Versant is authorized and directed to collect outstanding accounts
which have been sold (a) before the date the Debtor filed its
Chapter 11 petition, or (b) on an interim or final basis as
approved by orders of the Court, which will become the sole and
exclusive property of Versant.
Reasonable fees and expenses incurred by Versant in connection with
the Post-Petition Factoring Arrangement, including reasonable legal
fees and reasonable and necessary expenses incurred in connection
with the preparation and approval of this Order and further orders
as may be entered in connection therewith, will be charged and paid
as provided in the Post-Petition Factoring Arrangement. In the
event that Versant seeks payment of its legal fees and expenses,
Versant will provide its attorney's invoices to counsel to the
Debtor, the U.S. Trustee and counsel for the Official Committee of
Unsecured Creditors. The invoices will be paid without further
Court order unless the U.S. Trustee or the Creditors' Committee
objects by no later than 10 business days after service of the
invoice. In the event of an objection, the Debtor will promptly
pay all amounts that are not the subject of the objection. Any
hearing on an objection will be limited to the reasonableness of
the fees and expenses which are the subject of such objection.
Versant is authorized to withhold all reasonable costs and expenses
incurred by Versant in connection with (i) the Post-Petition
Factoring Arrangement and the motion seeking approval thereof, (ii)
the preservation and protection of Versant's rights hereunder and
in connection with prepetition obligations with respect to sold
accounts, if any, (iii) the defense of any claim or action asserted
or brought against Versant by any person that arises from or
relates to the Post-Petition Factoring Arrangement or any and all
matters in connection therewith; (iv) the commencement or defense
of, or intervention in any court proceeding in this Chapter 11 case
or any subsequent proceeding under the Code related thereto, (v)
the filing of any petition, complaint, answer, motion or other
pleading, or taking of any other action in or with respect thereto,
(vi) the protection, collection, lease, sale, taking possession of,
liquidation or other disposition of any of the postpetition
collateral or Versant's interest therein, or (vii) any attempt to
enforce any lien on or security interest in any of the postpetition
Collateral from advances against accounts receivable.
In addition to the existing rights and interests of Versant in the
collateral and for the purpose of adequately protecting it from
collateral diminution, Versant is granted replacement liens, to the
extent that said prepetition liens were valid, perfected and
enforceable as of the Petition Date in the continuing order of
priority of its pre-petition liens, without determination as to the
nature, extent and validity of prepetition liens and claims and to
the extent collateral diminution occurs during the Chapter 11 case,
subject and subordinate to or excluding, as the case may be, (i)
U.S. Trustee fees pursuant to 28 U.S.C. Section 1930 and 31 U.S.C.
Section 3717 and any Clerk's filing fees, (ii) the fees and
commissions of a hypothetical Chapter 7 trustee in an amount not to
exceed $10,000, and (iii) any assets of the Debtor which may be
subject to a purchase money security interest. In addition, the
Replacement Liens granted will not attach to any Avoidance Actions
or any proceeds or property recovered in connection with the
prosecution or settlement of any Avoidance Action.
A copy of the final court order is available at:
http://bankrupt.com/misc/nysb17-22445-77.pdf
About Metro Newspaper
Advertising Services, Inc.
Metro Newspaper Advertising Services, Inc. --
http://www.metrosn.com-- is a comprehensive advertising resource
that specializes in newspapers and all newspaper related products,
both print and digital.
Metro Newspaper Advertising Services, Inc., based in Yonkers, N.Y.,
filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 17-22445) on
March 27, 2017. The petition was signed by Phyllis Cavaliere,
chairman & CEO. In its petition, the Debtor estimated $1 million
to $10 million in assets and $10 million to $50 million in
liabilities.
The Hon. Robert D. Drain presides over the case.
Jonathan S. Pasternak, Esq., at DelBello Donnellan Weingarten Wise
& Wiederkehr, LLP, serves as the Debtor's bankruptcy counsel.
MOREHEAD MEMORIAL: May Use Cash Collateral Through Aug. 11
----------------------------------------------------------
The Hon. Benjamin A. Kahn of the U.S. Bankruptcy Court for the
Middle District of North Carolina has entered a stipulation and
agreed interim order authorization Morehead Memorial Hospital to
use cash collateral for the period from July 10, 2017, through and
including Aug. 11, 2017.
An immediate need exists for the Debtor to have access to the cash
collateral of Berkadia Commercial Mortgage, LLC, and First-Citizens
Bank & Trust Company in order to continue its operations, meet its
payroll, and other necessary, ordinary course business
expenditures, administer and preserve the value of its estate, and
maintain adequate access to cash in amounts customary and necessary
for companies of this size in this industry to maintain customer
and vendor confidence. The ability of the Debtor to finance its
operations by way of working capital requires its access to cash
resources, the absence of which would immediately and irreparably
harm the Debtor, its estate, and its creditors. The Debtor
requires these cash resources to operate its businesses, preserve
the confidences of vendors, suppliers and customers, and to
preserve the value of its businesses.
The Lenders consent to the Debtor's use of Berkadia Cash Collateral
and First-Citizens Cash Collateral and the Debtor's use, sale, and
lease of the other Berkadia Pre-Petition Collateral and
First-Citizens Pre-Petition Collateral in the ordinary course of
business pursuant to the terms and conditions of the agreed interim
court order during the Interim Cash Collateral Period. The Debtor
acknowledges and agrees that the Lenders are entitled to adequate
protection pursuant to Sections 361 and 363(e) of the Bankruptcy
Code with respect to Berkadia Cash Collateral, First-Citizens Cash
Collateral, and other Berkadia Pre-Petition Collateral and
First-Citizens Pre-Petition Collateral, including, without
limitation, to compensate the Lenders for any loss or diminution in
the value of Berkadia Cash Collateral, First-Citizens Cash
Collateral, or other Berkadia Pre-Petition Collateral and
First-Citizens Pre-Petition Collateral resulting from the Debtor's
use of Berkadia Cash Collateral or First Citizen Cash Collateral,
the use, sale or lease of other Berkadia Pre-Petition Collateral
and First-Citizens Pre-Petition Collateral in the ordinary course
of business and the imposition of the automatic stay during the
Interim Cash Collateral Period.
The Lenders have consented to the Debtor's use of Berkadia Cash
Collateral, First-Citizens Cash Collateral, and use, sale or lease
of other Berkadia Pre-Petition Collateral and First-Citizens
PrePetition Collateral in the ordinary course of business during
the Interim Cash Collateral Period.
A copy of the Agreed Interim Order is available at:
http://bankrupt.com/misc/ncmb17-10775-40.pdf
As reported by the Troubled Company Reporter on July 21, 2017, the
Debtor sought permission from the Court to use cash collateral for,
among other things, the purchase of new supplies, the funding of
payroll obligations, the operation of its healthcare facilities,
and other working capital needs.
About Morehead Memorial
Morehead Memorial Hospital -- http://www.morehead.org/-- is a
North Carolina non-profit corporation that owns and operates a
108-bed general acute care community hospital on a 22-acre campus
located at 117 East Kings Highway, Eden, North Carolina. Within
the Hospital Real Property, the Debtor also owns and operates a
121-bed skilled nursing facility. In addition to the Hospital Real
Property, the Debtor also owns several other parcels of real
property located in Eden that are contiguous to, or in the general
vicinity of, the Hospital Real Property.
Founded in 1924, Morehead Memorial Hospital is a two-state
healthcare system that serves patients in a 12-zip code area
encompassing Rockingham County, North Carolina and neighboring
southern Virginia areas. A cornerstone in Eden and one of the top
five employers in Rockingham County, the Debtor employs
approximately 700 individuals that provide comprehensive medical
services to the more than 31,000 people who visit the Debtor's
facilities on an annual basis. The Debtor is controlled by an
eleven-member board of trustees comprised of community leaders from
Eden and Rockingham County.
Morehead Memorial Hospital filed for Chapter 11 bankruptcy
protection (Bankr. M.D.N.C. Case No. 17-10775) on July 10, 2017,
estimating its assets and liabilities at between $10 million and
$50 million each. The petition was signed by Dana M. Weston, chief
executive officer.
Judge Benjamin A. Kahn presides over the case.
Thomas W. Waldrep, Jr., Esq., Jennifer B. Lyday, Esq., and
Francisco T. Morales, Esq., at Waldrep LLP, serve as the Debtor's
bankruptcy counsel.
Womble Carlyle Sandridge & Rice, LLP, is the Debtor's special
counsel.
Grant Thornton LLP is the Debtor's financial consultant.
Hanlon Hammond Camp LLC is the Debtor's investment banker.
Donlin, Recano & Company, Inc., is the Debtor's claims and noticing
agent.
OLD TAMPA BAY: Plan Outline Okayed, Plan Hearing on Aug. 22
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida will
consider approval of the Chapter 11 plan for Old Tampa Bay Seafood
Company, LLC at a hearing on August 22.
The hearing will be held at 9:30 a.m., at Courtroom 8B, Sam M.
Gibbons U.S. Courthouse, 801 North Florida Avenue, Tampa, Florida.
The court will also consider at the hearing the final approval of
the company's disclosure statement, which it conditionally approved
on July 13.
The order required creditors to submit their ballot accepting or
rejecting the plan no later than eight days before the hearing.
Objections must be filed no later than seven days before the
hearing.
About Old Tampa Bay Seafood
Headquartered in Saint Petersburg, Florida, Old Tampa Bay Seafood
Company, LLC, dba I.C. Sharks filed for Chapter 11 bankruptcy
protection (Bankr. M.D. Fla. Case No. 16-04576) on May 26, 2016,
estimating its assets at between $1 million and $10 million and
liabilities at between $500,000 and $1 million. The petition was
signed by Brian Storman, managing member.
Judge Catherine Peek McEwen presides over the case. Jake C.
Blanchard, Esq., at Blanchard Law, P.A., is the Debtor's bankruptcy
counsel. The Debtor hired Accu-Tax, Inc. as its accountant.
No official committee of unsecured creditors has been appointed in
the case.
PAS REAL ESTATE: Wants to Use BCL Bridge's Cash Collateral
----------------------------------------------------------
PAS Real Estate LLC – 1460 W Larkin and PAS Real Estate LLC - 308
West New Indian Trail seek permission from the U.S. Bankruptcy
Court for the Northern District of Illinois including the payment
listed to BCL Bridge Funding, LLC, as adequate protection.
A hearing on the Debtor's use of cash collateral will be held on
July 25, 2017, at 10:00 a.m.
The Debtors owned certain real estate located at 1460 W Larkin,
Elgin, Illinois. Liens exist for the Subject Property in favor of
BCL Bridge Funding, LLC.
Once the Debtors have possession of the funds paid for rent the
Debtor will need the entry of an order to allow the use of cash
collateral in order to pay the expenses of the business (including
adequate protection to BCL Bridge insurance and real estate taxes)
subject to the verification of the security interests.
Debtors say that if it is not given the use of cash collateral, the
Debtors will be unable to pay the expenses of the business. If the
expenses are not paid in a timely manner, the Debtors would then be
forced into a premature liquidation.
The Debtors believe that there is a prepetition lien, on the
Subject Property in favor of BCL Bridge in the approximate amount
of $1.80 million which is a cross collateralized loan with three
additional properties as collateral.
BCL Bridge Funding will not be harmed by the interim use of cash
collateral generated from the assets and proceeds thereof. As to
the use thereof, the Debtors propose that BCL Bridge Funding be
granted replacement liens upon the assets in Debtors' possession
subsequent to the filing of the Chapter 11 petition to the extent
of the collateral utilized, subject to verification of the extent
and validity of the liens. In addition, as adequate protection,
the Debtors purpose to make monthly adequate protection payments to
BCL Bridge Funding in the amount of $2,050 per month until
confirmation of Debtors' Chapter 11 Plan.
Debtor 1460 W Larkin wants to utilize the cash collateral to the
extent needed pursuant to the budget including adequate protection
payments starting Aug. 1, 2017, in the amount of $2,050.
Debtor 308 West New Indian Trail wants to utilize the cash
collateral to the extent needed pursuant to the budget including
adequate protection payments starting Aug. 1, 2017, in the amount
of $1,000.
Copies of the Debtors' Motion are available at:
http://bankrupt.com/misc/ilnb17-18809-19.pdf
http://bankrupt.com/misc/ilnb17-18808-20.pdf
About PAS Real Estate LLC
PAS Real Estate LLC - 308 West New Indian Trail and PAS Real Estate
LLC - 1460 West Larkin sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ill. Case Nos. 17-18808 and 17-18809)
on June 22, 2017. Aref Senno, managing member, signed the
petitions.
PAS 308 West estimated assets of less than $50,000 and liabilities
of $1 million to $10 million, and PAS 1460 West estimated assets of
less than $1 million and liabilities of $1 million to $10 million.
Judge Timothy A. Barnes presides over the cases.
The Debtors' attorneys:
Mr. Paul M. Bach, Esq.
Ms. Penelope N. Bach, Esq.
Bach Law Offices
Attorneys At Law
P.O. Box 1285
Northbrook, Illinois 60062
Phone: (847) 564-0808
PITTSFIELD DEVT: Needs Until Oct. 24 to File Chapter 11 Plan
------------------------------------------------------------
Pittsfield Development, LLC requests the U.S. Bankruptcy Court for
the Northern District of Illinois to extend by three months the
exclusive periods for filing a Chapter 11 plan and for soliciting
acceptances of that plan, through Oct. 24, 2017, and Dec. 22, 2017,
respectively.
The Debtor is working to close the recently approved sale of its
real estate Edward Hotel Detroit LLC, and that sale will have a
large effect on the makeup of the creditor body and the amount of
funds available to pay the remaining creditors. Before those issues
are solidified, it makes little sense to expend estate resources
formulating and pursuing a plan. The Debtor, therefore, requests
that the Court extend the exclusivity periods by three months.
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.
PME MORTGAGE: Committee Taps Smiley Wang-Ekvall as Legal Counsel
----------------------------------------------------------------
The official committee of unsecured creditors of PME Mortgage Fund
Inc. seeks approval from the U.S. Bankruptcy Court for the Central
District of California to hire legal counsel.
The committee proposes to hire Smiley Wang-Ekvall, LLP to, among
other things, give legal advice on matters affecting the rights of
unsecured creditors; review proposals for any sale of assets; and
assist in the preparation of a bankruptcy plan.
The customary hourly rates charged by the firm range from $125 to
$610. The attorneys who will be handling the case and their hourly
rates are:
Kyra Andrassy $540
Robert Marticello $490
Michael Simon $290
Smiley Wang-Ekvall and its attorneys are "disinterested" as defined
in section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Kyra E. Andrassy, Esq.
Robert S. Marticello, Esq.
Michael L. Simon, Esq.
Smiley Wang-Ekvall, LLP
3200 Park Center Drive, Suite 250
Costa Mesa, CA 92626
Tel: 714 445-1000
Fax: 714 445-1002
Email: kandrassy@swelawfirm.com
Email: rmarticello@swelawfirm.com
Email: msimon@swelawfirm.com
About PME Mortgage Fund Inc.
PME Mortgage Fund Inc. is a privately held company in Big Bear
Lake, California. It is an affiliate of hard-money lender Pacific
Mortgage Exchange, Inc., which has provided hard money loan
programs for over 30 years.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Case No. 17-15082) on June 19, 2017.
Nicholas Rubin, chief restructuring officer, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of $10 million to $50 million.
On July 17, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.
PRECISION WELDING: Disclosure Statement Hearing on Aug. 24
----------------------------------------------------------
Precision Welding, Inc., asks the U.S. Bankruptcy Court for the
Central District of California to approve its first amended
disclosure statement.
A hearing to consider the adequacy of the Disclosure Statement will
be held on Aug. 24, 2017, at 8:30 a.m.
A copy of the Debtor's motion is available at:
http://bankrupt.com/misc/cacb16-20823-162.pdf
About Precision Welding
Precision Welding, Inc., filed a chapter 11 petition (Bankr. C.D.
Cal. Case No. 16-20823) on Aug. 15, 2016. The petition was signed
by David Jones, president and CEO. The case is assigned to Judge
Sandra R. Klein. The Debtor disclosed total assets of $1.07
million and total liabilities of $909,260.
The Debtor is represented by Steven R. Fox, Esq., at the Law
Offices of Steven R. Fox. The Debtor hired Lucove, Say & Co. as
its accountant.
PREMIUM COMMERCIAL: Has Court's Final Nod to Use Cash Collateral
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas has
entered a final order authorizing Premium Commercial Plumbing,
Inc., to use cash collateral.
Commercial Credit Group, Inc., and the Internal Revenue Service
claim or may claim a security interest in property of the Debtor
consisting of, among other things, the Debtor's accounts receivable
and cash.
The Debtor's reorganization efforts require the use of the
purported cash collateral, the use of the purported cash collateral
will benefit the Debtor and its estate, and the ability of the
Debtor to maximize the value of its estate is dependent upon the
Debtor's ability to use the claimed cash collateral.
The Alleged Secured Creditors of the Debtor will receive
replacement liens on post-petition accounts receivable and cash as
adequate protection, as well as other types of property subject to
their respective liens, which replacement liens will be held by the
Alleged Secured Creditors in the same extent, validity, priority,
and value as they existed prior to the Petition Date.
The Debtor's authorization to use the claimed cash collateral shall
continue until the earlier of (i) the effective date of the
confirmation of a plan of reorganization, including a plan of
liquidation (ii) the sale of substantially all the assets of Debtor
and the payment of proceeds therefrom to the Alleged Secured
Creditors which have been determined by the Court to be secured
creditor; (iii) the conversion of this case under Chapter 7 of the
U.S. Bankruptcy Code; or (iv) the dismissal of the case.
A copy of the Final Cash Collateral Order is available at:
http://bankrupt.com/misc/txnb17-32426-29.pdf
As reported by the Troubled Company Reporter on July 7, 2017, the
Debtor sought permission from the Court to use cash collateral,
saying that if it is not allowed to use the prepetition accounts
receivable and other cash associated with its operations
substantially as it did pre-bankruptcy, immediate and irreparable
harm will occur to its business in that the Debtor will have no
operating funds. The Debtor's business would be immediately shut
down and the Debtor's business operations would have to be
discontinued and its estate immediately liquidated.
About Premium Commercial Plumbing
Headquartered in Caddo Mills, Texas, Premium Commercial Plumbing,
Inc., formerly known as Shadetree Electric Of Arkansas Inc., is a
nonresidential building operator whose principal assets are located
at 4717 State Highway 34 S Greenville, Texas.
Premium Commercial filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Tex. Case No. 17-32426) on June 22, 2017, estimating
its assets and liabilities at between $1 million and $10 million
each. The petition was signed by Roy Wilcox, president.
Judge Harlin DeWayne Hale presides over the case.
Nathan M. Nichols, Esq., and Rosa R. Orenstein, Esq., at Orenstein
Law Group, P.C., serve as the Debtor's bankruptcy counsel.
RALSTON-LIPPINCOTT: Allowed to Use Cash Collateral Until Sept. 20
-----------------------------------------------------------------
Judge Cecelia G. Morris of the U.S. Bankruptcy Court for the
Southern District of New York entered a Fifth Interim Order
authorizing Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home,
Inc. and its affiliated debtors to continue using cash collateral
through Sept. 20, 2017.
The Court entered on Feb. 2, 2017 an interim order ("Interim
Order") providing for the Debtors' use of the cash collateral of
Orange Bank & Trust Company. During the hearing held on July 18,
2017, the Parties requested the Court that the Interim Order
continue in force and effect pending a further hearing on Sept. 19,
2017.
A full-text copy of the Fifth Interim Order, dated July 20, 2017,
is available at http://tinyurl.com/y9h5wkhr
About Ralston-Lippincott-Hasbrouck-Ingrassia
Funeral Home, Inc.
Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home, Inc.,
Lippincott-Ingrassia Funeral Home, Inc., Lippincott Funeral Chapel,
Inc. and CKI, LLC, filed chapter 11 petitions (Bankr. S.D.N.Y. Case
Nos. 17-35114, 17-35115, 17-35116, and 17-35117, respectively) on
Jan. 26, 2017. Anthony Ingrassia, president, signed the petitions.
The Debtors are represented by Mike Pinsky, Esq., at Hayward,
Parker, O'Leary & Pinsky. The cases are assigned to Judge Cecelia
G. Morris.
Ralston-Lippincott-Hasbrouck-Ingrassia disclosed assets at
$1,280,000 and liabilities at 1,110,000, while Lippincott-Ingrassia
Funeral disclosed assets at $557,600 and liabilities at $422,138.
Debtors Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home, Inc.,
Lippincott-Ingrassia Funeral Home, Inc. and Lippincott Funeral
Chapel, Inc. own and operate affiliated funeral homes in Orange
County, New York.
The funeral home owned and operated by
Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home, Inc. is
located at 72 West Main Street in Middletown, New York.
The funeral home owned and operated by Lippincott-Ingrassia Funeral
Home, Inc. is located at 92 Main Street in Chester, New York.
The funeral home owned and operated by Lippincott Funeral Chapel,
Inc., is located at 107 Murray Street in Goshen, New York.
Debtor CKI owns improved real estate located at 4 Oak Street,
Greenwood Lake, New York. The Greenwood Lake Property is rented to
non-debtor affiliate Caitant, Inc., which operates that property as
an affiliated funeral home.
RAVENSTAR INVESTMENTS: Taps Darby Law Practice as Legal Counsel
---------------------------------------------------------------
Ravenstar Investments, LLC received approval from the U.S.
Bankruptcy Court for the District of Nevada to hire Darby Law
Practice, Ltd.
The firm will serve as the Debtor's legal counsel in connection
with its Chapter 11 case. Its services include negotiating with
creditors and investors, and assisting the Debtor in the
preparation of a plan of reorganization.
Darby Law Practice is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Kevin A. Darby, Esq.
Tricia M. Darby, Esq.
Darby Law Practice, Ltd.
4777 Caughlin Parkway
Reno, NV 89519
Tel: (775) 322-1237
Fax: (775) 996-7290
Email: kevin@darbylawpractice.com
About Ravenstar Investments
Ravenstar Investments, LLC, owns fee simple interests in eight
properties located in Sun Valley and Reno, Nevada. It posted gross
revenue from rental income of $38,960 for 2016 and $45,210 for
2015.
The Debtor sought Chapter 11 protection (Bankr. D. Nev. Case No.
17-50751) on June 15, 2017. It disclosed $2.65 million in assets
and $2.59 million in liabilities.
RCWE HOLDING: Has Court's Final Nod to Use Cash Collateral
----------------------------------------------------------
The Hon. Thomas P. Agresti of the U.S. Bankruptcy Court for the
Western District of Pennsylvania has entered a final order allowing
RCWE Holding Company's limited use of cash collateral.
A copy of the Final Order is available at:
http://bankrupt.com/misc/pawb17-10597-53.pdf
As reported by the Troubled Company Reporter on June 27, 2017, 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.
According to the Final Order, the interim court order entered on
June 15, 2017, authorizing the cash collateral use is vacated and
replaced by the final court order.
The Debtor is authorization to use cash collateral in the operation
of its business. The monies currently set aside in the budget are
to be paid directly to FNB in addition to the adequate protection
payment. For a limited time, property management fees may be paid
consistent with the prepetition fee schedule pending further court
order.
The prepetition liens will be continued post-petition as to both
prepetition and post-petition assets, but the value of the liens
will not be greater post-petition than the value thereof at the
time of the filing of the Chapter 11 petition initiating this case,
plus accruals and advances thereafter, and minus payments to the
respondents thereafter. No additional financing statements need to
be filed to perfect the postpetition liens or security interests.
For the time being, the Debtor will make the interest-only,
adequate protection payments provided for in the motion and budget.
Moreover, the Debtor will maintain the value of the business and
collateral as a going concern, pending reorganization or sale, in
accordance with the motion and budget.
About RCWE Holding Company
Headquartered in Erie, Pennsylvania, RCWE Holding Company filed for
Chapter 11 bankruptcy protection (Bankr. 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.
RETRO HOME HEALTH: Wants to Use Cash of PC Partners, Strategic Fund
-------------------------------------------------------------------
Retro Home Health Care Services, Inc., seeks permission from the
U.S. Bankruptcy Court for the Southern District of Indiana to use
cash collateral and provide post-petition liens.
The Debtor alleges that PC Partners, LP, and Strategic Funding
Services, hold a valid and perfected enforceable lien and security
interests in, among other things, the Debtor's accounts, inventory,
equipment, machinery and general intangibles, and all proceeds
thereof, all as more particularly described and evidenced by the
security agreement and finance statements.
The Debtor proposes that in consideration for the Debtor's use of
the cash collateral as provided herein and as adequate protection
for any diminution in the value of the secured creditors' security
interests, Debtor proposes to grant to the secured creditors:
(a) to Funding Circle, a validly perfected first priority
lien on and security interest for its full debt of
approximately $34,000 in the Debtor's post-petition
collateral subject to any existing valid, perfected and
superior lien in the collateral held by any creditor;
(b) to Strategic Funding Partners, a second lien on Debtor's
postpetition accounts receivable to the extent that the
scheduled value of Debtor's collateral ($55,600) exceeds
the debt of Funding Circle; and
(c) in the event of any diminution of value of the secured
creditors' interest in the collateral, a super-priority
claim that will have priority in the Debtor's bankruptcy
case over all priority claims and unsecured claims
against the Debtor and its estate, now existing or
hereafter arising, of any kind or nature whatsoever.
As further adequate protection, the Debtor will make post-petition
monthly payments to Funding Circle, in the amount of $4,000,
pursuant to the Debtor's prepetition loan documents and payments to
Strategic Funding Partners in the amount of $1,000 per month,
unless the Debtor and the secured creditors agree to a different or
lesser amount. These payments shall be applied to satisfy the
prepetition secured claim of each creditor.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/insb17-05297-3.pdf
About Retro Home Health Care
Retro Home Health Care Services, Inc. doing business as Retro Home
Care Services -- http://www.retrohomecareservices.com-- is a home
care service located in Indianapolis, Indiana, with satellites
throughout the state of Indiana. Retro Home Health Care provides
care to disabled persons who want to maintain their independence
and remain in their homes as long as possible. It reported gross
revenue of $2.84 million for 2016 and gross revenue of $2.24
million for 2015.
Retro Home Health Care filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Ind. Case No. 17-05297) on July 17, 2017, listing
$53,100 in total assets and $1.22 million in total liabilities.
The petition was signed by Michelle Cherry, CEO.
Judge Jeffrey J. Graham presides over the case.
Eric C Redman, Esq., at Redman Ludwig, PC, serves as the Debtor's
bankruptcy counsel.
RINCON ISLAND: Trustee Taps Searcy & Searcy as Legal Counsel
------------------------------------------------------------
The Chapter 11 trustee for Rincon Island Limited Partnership seeks
approval from the U.S. Bankruptcy Court for the Northern District
of Texas to hire his own firm as legal counsel.
Jason Searcy, the court-appointed trustee, proposes to hire Searcy
& Searcy, P.C. to, among other things, give legal advice regarding
the administration of the Debtor's estate and provide other legal
services related to its Chapter 11 case.
The hourly rates charged by the firm are:
Jason Searcy Counsel $500
Joshua Searcy Counsel $300
Callan Searcy Counsel $250
Paralegals $125
The firm does not hold or represent any interest adverse to the
Debtor's estate, and is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code, according to court
filings.
Searcy & Searcy can be reached through:
Jason R. Searcy, Esq.
Joshua P. Searcy, Esq.
Callan C. Searcy, Esq.
Searcy & Searcy, P.C.
P.O. Box 3929
Longview, TX 75606
Tel: (903) 757-3399
Fax: (903) 757-9559
About Rincon Island Limited Partnership
Rincon Island Limited Partnership filed a Chapter 11 petition
(Bankr. N.D. Tex. Case No. 16-33174), on August 8, 2016. The
petition was signed by Susan M. Whalen, SVP and general counsel of
general partner. At the time of filing, the Debtor estimated
assets at $50 million to $100 million and liabilities at $100
million to $500 million.
The case is assigned to Judge Harlin DeWayne Hale. The Debtor's
counsel is David A. Zdunkewicz, Esq., at Andrews Kurth, LLP. The
Debtor hired Claro Group, LLC and Richard S. Schmidt as special
purpose fiduciary to negotiate a debtor-in-possession financing.
Jason R. Searcy, Esq., was appointed to serve as Chapter 11 trustee
for the Debtor.
No examiner or official committee of unsecured creditors has been
appointed in the case.
RK KEYSTONE: Wants to Use Cash of Bancorp Bank & Bankrupt Estate
----------------------------------------------------------------
R.K. Keystone Mobile Mart, Inc., seeks permission from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to use
cash collateral of Bancorp Bank and the Bankrupt Estate in the
amount of $30,000 to purchase inventory, equipment, repairs and to
pay vendors and employees.
The bankruptcy estate has an interest in the Building(s) at 1452
West Tilghman Street, Allentown, Pennsylvania 18102-2115 in favor
of the Debtor and the realty, rent roll, inventory and equipment
which is subject to the Creditor's security interest in the
approximate amount of $1.3 million.
The Creditor has not agreed to the Debtor's proposed use of cash
collateral.
The Debtor proposes to provide adequate protection of the
creditor's interest by granting a perfected replacement security
interest under 11 U.S.C. Section 361(2) of the U.S. Bankruptcy Code
to the extent that the secured creditor's cash collateral is used
by the Debtor, to the extent and with the same priority in the
Debtor's postpetition collateral and proceeds thereof that secured
creditor held in the Debtor's prepetition collateral.
The Debtor proposes to retain a Turnaround Management Advisor named
Log Zero Financial to assist the Debtor in creation, from
contemporaneously prepared daily financial tapes, of records in a
general accepted accounting format to enable the Debtor to deal
with the Debtor's secured creditor in reaching an amount for
adequate protection payments to be approved by the Court in order
to enable the Debtor to determine how to proceed in the Chapter 11
case.
Upon creation of financial information from the original entry
records, the Debtor believes that the Debtor will be able to
determine whether to negotiate a Chapter 11 plan for continued
operations or whether to seek authority to sell assets under 11
U.S.C. Sec. 363 to be able to propose a liquidating plan. The
proposal will be determined taking into consideration the best
interests of the Debtor and its creditors.
On July 15, 2017, Gurmeet Singh of the Debtor met with Joseph
Hunsberger of Log Zero Financial at the Debtor's premises. At that
meeting, Mr. Hunsberger, determined that, while sufficient
documentation appeared to exist to prepare records which would
allow creation of a workable cash flow projection, at least 40
hours of time to organize and review documentation. Mr.
Hunsberger, after discussion with Singh, has determined that Singh
either lacks the ability to organize the documents properly or is
otherwise unable to assist in the presentation of information for
review.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/paeb17-14318-50.pdf
R.K. Keystone Mobile Mart, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Pa. Case No. 17-14318). The Debtor is
represented by Michael J. McCrystal, Esq., who has an office in
Coplay, Pennsylvania.
RSF 17872: Asks Court to Extend Plan Filing Period Until Nov. 15
----------------------------------------------------------------
RSF 17872 Via Fortuna LLC asks the U.S. Bankruptcy Court for the
Southern District of California to further extend the exclusive
periods during which the Debtor may file and obtain acceptance to
its plan by 120 days, or through Nov. 15, 2017, and Jan. 16, 2018,
respectively.
This is the Debtor's third motion and it seeks the requested
extensions in order to continue the efforts of its related entities
to liquidate their substantial assets to provide funding for the
Debtor, and for the Debtor to formulate, propose, and confirm a
plan.
About RSF 17872 Via De Fortuna LLC
RSF 17872 Via De Fortuna LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Calif. Case No. 16-04436) on July
22, 2016. The petition was signed by Black Rock Thoroughbreds,
LLLP, manager. The Debtor is represented by Todd Ringstad, Esq.,
at Ringstad & Sanders LLP. At the time of the filing, the Debtor
estimated its assets at $10 million to $50 million and debts at
$1 million to $10 million.
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in
the Chapter 11 case of RSF 17872 Via De Fortuna LLC.
SAUL RODRIGUEZ WELDING: Asks Court to OK Financing & Cash Use
-------------------------------------------------------------
Saul Rodriguez Welding & Trucking, LLC, asks the U.S. Bankruptcy
Court for the Western District of Texas to authorize the
postpetition account receivable financing and use of cash
collateral, nunc pro tunc to the Petition Date.
Diversified Lenders, Inc., has proposed that certain factoring and
security agreement on essentially the same terms as the prepetition
Agreement between the Debtor and TCI Business Capital, Inc.
Pursuant to the DIP Agreement, DLI has agreed to provide accounts
receivable financing up to $1 million whereby DLI will advance 85%
of the gross amount of all invoices purchased from the Debtor.
When the Debtor's customers tender payment, DLI advances the
remaining 15% to the Debtor, less its factoring fees, which range
from 1.75% of the invoice amount for the initial 30 days and 1.75%
each 30 days thereafter. In addition to the foregoing fees, DLI
will charge the Debtor the Wall Street Journal prime rate on the
outstanding Net Funds Employed that have not been paid. DLI will
charge a $500 due diligence fee.
The DIP Agreement will remain fully enforceable between the Debtor
and DLI until confirmation of any plan of reorganization,
conversion or dismissal, whichever occurs first.
To continue its operations and maintain its cash flow, the Debtor
requires accounts receivable financing. Without this accounts
receivable financing, the Debtor will be unable to secure
sufficient working capital to reorganize its affairs. Thus,
obtaining postpetition financing is necessary in order to avoid
immediate and irreparable harm to the Debtor and its estate.
The Debtor is proposing that it be permitted to borrow up to 85% of
the gross value of the invoices sold to DLI per month under the DIP
Agreement pending the final hearing.
The Debtor proposes to use the DIP Lender's cash collateral to pay
ordinary and necessary business expenses. Absent use of the DIP
Lender's cash collateral, the Debtor's operations would cease,
causing the Debtor's estate to suffer immediate and irreparable
harm.
TCI consents to the use of cash collateral in accordance with the
DIP Agreement. TCI will also release the $101,053.14 held in the
cash account upon entry of the interim approval of the DIP
Agreement.
The Debtor requires accounts receivable financing to maintain its
operations. Without accounts receivable financing, the Debtor will
not have sufficient working capital to maintain its operations.
Due to the nature of the Debtor's business and the Debtor's
relationships with its customers, accounts receivable financing is
necessary to maintain positive cash flow.
The ability of the Debtor to continue to operate its businesses
under Chapter 11 depends upon its ability to obtain the financing
memorialized in the DIP Agreement to ensure that the Debtor has
funds to meet the obligations approved by the Court, and so that it
has sufficient liquidity to reorganize. More specifically, the
credit provided under the DIP Agreement will enable the Debtor to
continue to, among other things, satisfy its business needs, pay
its employees, and operate its business in the ordinary course of
business and in an order and reasonable manner to preserve and
enhance the value of the Debtor's estate for the benefit of all
parties in interest.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/txwb17-70115-10.pdf
About Saul Rodriguez
Headquartered in Fort Stockton, Texas, Saul Rodriguez Welding &
Trucking, LLC, was formed on Dec. 13, 2013 as a welding and
trucking company
located in Fort Stockton, Texas. The Company provides welding and
trucking services to oil and gas companies in the Midland/Odessa,
Texas metropolitan area.
Saul Rodriguez Welding & Trucking filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Tex. Case No. 17-70115) on June 28, 2017,
estimating its assets at between $500,001 and $1 million. Marcus
Jermaine Watson, Esq., at M. J. Watson & Associates, P.C., serves
as the Debtor's bankruptcy counsel.
SCIENTIFIC GAMES: Moody's Rates New $3.28BB Term Loan B-4 'Ba3'
---------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Scientific Games
International, Inc.'s (SGI) proposed 7-year $3,283 million term
loan B-4 due 2024. The company's Ba3 rated revolving credit
facility, Ba3 rated senior secured notes, Caa1 rated senior
unsecured notes, and Caa1 rated senior subordinated notes are
unchanged. Scientific Games Corporation's (SGC) B2 Corporate Family
Rating, B2-PD Probability of Default Rating and SGL-2 Speculative
Grade Liquidity rating are also unchanged. The rating outlook
remains stable.
Proceeds from the proposed 7-year $3,283 million term loan B-4 will
be used to refinance the company's existing term loan B-3 in full.
The rating on the company's existing term loan B-3 is unchanged and
will be withdrawn upon the closing of the proposed term loan B-4.
"The proposed refinancing will improve the company's financial
flexibility as it modestly reduces its annual cash interest expense
as well as pushes out debt maturities," stated Adam McLaren,
Moody's Analyst.
Moody's views this increased financial flexibility as a modest
credit positive and supportive of the company's efforts to continue
to delever, which is key to maintaining its existing rating.
Assignments:
Issuer: Scientific Games International, Inc.
-- Senior Secured Bank Credit Facility, Assigned Ba3(LGD3)
RATINGS RATIONALE
Scientific Games Corporation's (SGC) B2 Corporate Family Rating
considers the company's significant leverage that weakly positions
SGC at its current rating. Despite improvement in SGC's leverage
since the company's largely debt-financed $5.1 billion acquisition
of Bally Technologies, Inc. in November 2014, Moody's expects
debt/EBITDA will remain high through fiscal 2018. Another key
credit concern is the less than favorable outlook for slot machine
demand that will increasingly pressure revenue and earnings, both
in terms of pricing and demand, for the company's Gaming operating
segment.
Partly mitigating SGC's high leverage is the company's plan to
further reduce costs and accelerate its deleveraging efforts.
Moody's currently expects debt/EBITDA will drop to 6.0 times by the
end of fiscal 2018 through a modest amount of absolute debt
reduction, 5% annual revenue growth, and margin improvement from
cost reduction initiatives. On a combined basis, Moody's expects
these factors will contribute to low double digit EBITDA growth in
2017 and 2018. Positive rating consideration is given to SGC's
large recurring revenue base. The contract based nature of a
majority of SGC's revenue provides some level of revenue and
earnings stability. The company is also well-positioned to benefit
from the growth of digital gaming products. SGC owns a large
portfolio of complementary gaming products and services, both
digital and non-digital, that it can utilize and cross-sell
globally among its various distribution platforms.
SGC's stable rating outlook takes into consideration the company's
plans to reduce leverage, a key factor needed for SGC to avoid a
downgrade. The stable outlook is also supported by the company's
good liquidity profile. SGC benefits from having no near-term debt
maturities along with Moody's expectation that the company will
remain in compliance with the financial covenants contained in its
credit facilities agreement, and only use a relatively small amount
of its revolver on a regular basis to fund operating activities.
A ratings upgrade is not likely in the foreseeable future given the
expectation that SGC's leverage will remain high. An upgrade is
possible over the longer-term to the extent the company
demonstrates sustainable earnings and free cash flow improvement
and achieves and maintains debt/EBITDA at or below 5.0 times. SGC's
ratings could be lowered if it appears that, for any reason, the
company is not tracking towards reducing debt/EBITDA at or below
6.0 times by the end of fiscal 2018.
Scientific Games Corporation is a developer of technology-based
products and services and associated content for the worldwide
gaming, lottery and interactive gaming industries. SGC is the
parent company of Scientific Games International, Inc., the direct
borrower of over $8 billion of SGC's rated debt. SGC is a publicly
traded company (NASDAQ:SGMS) with consolidated revenue for the
latest 12-month period ended June 30, 2017 of approximately $3
billion.
The principal methodology used in this rating was Business and
Consumer Service Industry published in October 2016.
SCIENTIFIC GAMES: S&P Affirms 'B' CCR, Outlook Stable
-----------------------------------------------------
S&P Global Ratings affirmed its ratings on Las Vegas-based
Scientific Games Corp., including its 'B' corporate credit rating.
The outlook is stable.
S&P said, "At the same time, we assigned our 'B+' issue-level
rating and '2' recovery rating to the company's proposed $3.3
billion term loan B-4 due 2024. The '2' recovery rating reflects
our expectation for substantial recovery (70% to 90%; rounded
estimate: 80%) for lenders in the event of a payment default."
S&P related, "Scientific Games plans to use proceeds from the
proposed term loan B-4 to refinance its existing term loan B-3. We
will withdraw our ratings on the term loan B-3 once it is fully
repaid.
"The affirmation of our 'B' corporate credit rating reflects our
expectation for adjusted EBITDA coverage of interest to remain
around 2x through 2018 and for the company to prioritize the use of
free cash flow for debt repayment, which we believe partially
mitigates currently high leverage. We are forecasting adjusted debt
to EBITDA to be in the low- to mid-7x area in 2017 and around 7x in
2018, given our forecast for only modest EBITDA growth and debt
reduction.
"The stable outlook reflects our expectation that Scientific Games
will achieve modest EBITDA growth and debt reduction over the next
year, but that adjusted debt to EBITDA will remain high, at above
7x, through 2017. Nevertheless, we expect EBITDA coverage of
interest will remain around 2x and we believe the company will
continue to use free cash flow to reduce debt balances over time,
which will support improvement in leverage in 2018 to around 7x.
"We could revise the outlook to negative or lower the ratings if
adjusted EBITDA coverage of interest deteriorated toward the mid-1x
area, if discretionary cash flow generation was insufficient to
support continued debt reduction, or if the company's liquidity
position were to be impaired. A deterioration of interest coverage
and a decline in discretionary cash flow generation and liquidity
would likely result if EBITDA underperformed our current forecast
by about 15% or more as a result of continued declines in the
gaming installed base and revenue per unit, weaker growth in the
interactive segment, and a failure to realize additional cost
savings. We would also consider lower ratings if we believed the
company's relatively good market position in the lottery, gaming,
or systems segments had eroded.
"We would consider higher ratings if adjusted debt to EBITDA were
sustained below 7x and EBITDA coverage of interest stayed above 2x.
This would likely result from an outperformance of EBITDA relative
to our base case, or a meaningful reduction in debt."
SE PROFESSIONALS: May Use BFN Cash Collateral Through Sept. 2
-------------------------------------------------------------
The Hon. Donald R. Cassling of the U.S. Bankruptcy Court for the
Northern District of Illinois has authorized SE Professionals,
S.C., to use cash collateral during the period July 18, 2017,
through Sept. 2, 2017.
A final hearing on the continued use of cash collateral will be
held on Aug. 29, 2017, at 10:00 a.m.
In return of the Debtor's continued interim use of cash collateral,
Bank First National is granted adequate protection for its
purported secured interests in the property of the Debtor. The
Debtor will maintain and pay premiums for insurance to cover all of
its assets from fire, theft and water damage. The Lender will be
granted valid, perfected, enforceable security interests in and to
the Debtor's postpetition assets, including all proceeds and
products which are now or hereafter become property of the estate
to the extent and priority of their alleged prepetition liens, if
valid, but only to the extent of any diminution in the value of
assets during the period from the commencement of the Debtor's
Chapter 11 case through Sept. 2, 2017.
Any expenses that are budgeted for payment in one week but are not
paid in the week will be carried over for payment in subsequent
weeks.
A copy of the Interim Order is available at:
http://bankrupt.com/misc/ilnb17-18113-34.pdf
As reported by the Troubled Company Reporter on June 28, 2017, the
Court authorized the Debtor to use cash collateral on an interim
basis during the period from June 14 through July 22, 2017.
About SE Professionals
SE Professionals, doing business as Premier Vision, is a Wisconsin
service corporation which employs licensed optometrists and sells
eye-wear at three locations in the Milwaukee, Wisconsin area. SE
Professionals' principal place of business is 840 W. Blackhawk St.,
Apt. 413, Chicago, Illinois, which is the residence of the
president, sole director and sole shareholder of SE, namely, D.
King Aymond, M.D.
SE Professionals filed a Chapter 11 petition (Bankr. N.D. Ill. Case
No. 17-18113) on June 14, 2017. King D. Aymond, M.D., president,
signed the petition. At the time of filing, the Debtor had
$100,000 to $500,000 in estimated assets and $1 million to $10
million in estimated liabilities.
The case is assigned to Judge Donald R. Cassling.
The Debtor is represented by Arthur G Simon, Esq., at Crane,
Heyman, Simon, Welch & Clar.
No trustee, examiner or official committee of unsecured creditors
has been appointed in the case.
SEASONS PARTNERS: Seeks 120 Days Extension of Exclusivity Periods
-----------------------------------------------------------------
Seasons Partners, LLC, filed with the U.S. Bankruptcy Court for the
District of Arizona a motion seeking an extension of their
exclusivity period to file a plan and solicit plan acceptances by
120 days.
On June 19, 2017, the Debtor and Somera Road-Seasons Tucson, LLC,
Debtor's primary secured lender, filed a Motion to Approve Loan
Purchase and Sale Agreement. The Closing for the Loan Purchase and
Sale Agreement is scheduled to occur on Sept. 8, 2017.
The Debtor believes that extending the exclusivity period will
reduce potentially unnecessary litigation, facilitate the
settlement between Debtor and Somera Road, and foster resolution of
the case.
The Debtor requests that exclusivity be extended so the closing of
the Loan Purchase and Sale may take place and no interested parties
have objected to the Motion to Approve Loan Purchase and Sale.
Taking steps to enable the Loan Purchase and Sale will in turn
facilitate the resolution of this case. This is Debtor’s first
and only request for an extension of the exclusivity period.
Extending the exclusivity period will prevent potentially
unnecessary litigation of a creditor's plan. Therefore, good cause
exists to extend the exclusivity period by 120 days.
About Seasons Partners LLC
Seasons Partners LLC owns and manages an apartment complex in
Tucson, Arizona, that leases apartments primarily to students at
the University of Arizona.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Ariz. Case No. 17-01746) on Feb. 27, 2017. The
petition was signed by Christian Pezzuto, manager of Seasons
Wetmore LLC.
At the time of the filing, the Debtor estimated its assets and
liabilities at $10 million to $50 million.
The case is assigned to Judge Brenda Moody Whinery. Gerald K.
Smith and John C. Smith Law Offices, PLLC, serve as the Debtor's
legal counsel. The Debtor hired Christopher Linscott as
accountant, Steven Cole as appraiser, and Greystar Management
Services, LP as consultant.
No official committee of unsecured creditors has been appointed in
the case.
SEQUOIA VOTING: Unsecureds to be Paid 9.2% Under Latest Plan
------------------------------------------------------------
General unsecured creditors of Sequoia Voting Systems, Inc., will
be paid 9.2% of their claims under the company's latest Chapter 11
plan.
An earlier version of the plan disclosed a 10% projected recovery
for creditors holding Class 2 general unsecured claims.
Under the latest plan, holders of allowed Class 2 general unsecured
claims will get a pro rata share of available cash after funding
reserve and convenience claims. Class 2 is impaired and general
unsecured creditors are entitled to vote to accept or reject the
plan, according to the company's latest disclosure statement filed
on July 11 with the U.S. Bankruptcy Court in Colorado.
A copy of the latest disclosure statement is available for free at
https://is.gd/vRUT76
SVS Holdings, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
D. Colo. Case No. 10-24238) on June 8, 2010. On October 16, 2012,
the court entered an order converting the case to a Chapter 7
proceeding and appointed Tom H. Connolly as Chapter 7 trustee.
With the approval of the court on February 11, 2014, the trustee
caused Sequoia Voting Systems, Inc., based in Louisville, Colorado,
to file a voluntary Chapter 11 petition (Bankr. D. Colo. Case No.
14-11360) on Feb. 11, 2014. It listed total assets of $547,583 and
total liabilities of $3.38 million. The petition was signed by Tom
H. Connolly, president.
SKY HARBOR: Hearing on Plan Outline Approval Set for Aug. 24
------------------------------------------------------------
The Hon. Paul Sala of the U.S. Bankruptcy Court for the District of
Arizona has scheduled for Aug. 24, 2017, at 11:00 a.m. a hearing to
consider the approval of Sky Harbor Hotel Properties, LLC's
disclosure statement dated July 14, 2017, in support of the
Debtor's plan of liquidation dated July 14, 2017.
Objections to the Disclosure Statement must be filed on or before
five business days prior to the Hearing.
About Sky Harbor Hotel Properties
Headquartered in Tempe, Arizona, Sky Harbor Hotel Properties, LLC,
or SHHP was formed for the purposes of purchasing a parcel of
unimproved real property located at 3210 South 48th Street, in
Phoenix, Arizona, constructing a hotel on the Property and managing
the hotel. SHHP's assets consist primarily of the Hotel Property
and its 50% ownership interest in Soleil Conference Center, LLC.
The goal of the bankruptcy case is to maximize the value of the
assets of the Debtor through a sale process, pay all allowed claims
and interests, and liquidate the Debtor after the net proceeds are
distributed according to the priorities set forth under the
Bankruptcy Code.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Ariz. Case No. 17-08082) on July 14, 2017, listing $1.64 million in
total assets and $900,728 in total liabilities. The petition was
signed by Shane Kuber of SKK, LLC, manager of the Debtor.
John R. Clemency, Esq., Lindsi M. Weber, Esq., and Janel M. Glynn,
Esq., at Gallagher & Kennedy, P.A., serve as the Debtor's
bankruptcy counsel.
SOUTHEAST HOUSING: Moody's Hikes 2007-I Housing Bonds From Ba2
--------------------------------------------------------------
Moody's Investors Service, has upgraded to Baa3 from Ba2 Southeast
Housing LLC's Taxable Military Housing Revenue Bonds, Series 2007
Class I. $408,610,000 of outstanding debt is affected. The outlook
is stable.
The rating action is based on improved debt service coverage as of
the 2016 audit due to increases in BAH and strong expense
management. The rating reflects projections for solid financial
performance, full occupancy including a substantial number of units
rented to non-active military service members, and an increase in
the basic allowance for housing (BAH) for 2017.
Rating Outlook
The stable outlook is based on Moody's expectations of solid
financial performance.
Factors that Could Lead to an Upgrade
Continued strong debt service coverage that is supported by BAH
increases and full occupancy
Factors that Could Lead to a Downgrade
Drop in occupancy rates or rental revenue due to decline in market
position or changes in troop populations at one or more of the
project's bases
Legal Security
The bonds are special limited obligations of the issuer, as such,
the bonds are secured solely by the revenues and trust estate
assets pledged to bondholders pursuant to the Master Trust
Indenture and Security Agreement.
Use of Proceeds
Not applicable.
Obligor Profile
Southeast Housing, LLC (the Issuer) was formed as a Delaware
limited liability company on October 1, 2007 for the purpose of
leasing, constructing, rehabilitating, developing, operating and
selling properties at 11 installations comprising Navy Southeast
located in South Carolina, Texas, Mississippi, and Florida.
Methodology
The principal methodology used in this rating was Global Housing
Projects published in June 2017.
STARFISH HOLDCO: Moody's Assigns B3 CFR Amid Leveraged Buyout
-------------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating
(CFR) and B3-PD Probability of Default Rating (PDR) to Starfish
Holdco, LLC following the announcement of a leveraged buyout. At
the same time, Moody's assigned a B2 rating to the company's
proposed $665 million first lien senior secured credit facility
($75 million revolver and $590 million term loan) and a Caa2 rating
to the proposed $200 million second lien term loan. The ratings
outlook is stable.
Starfish Holdco, LLC is the ultimate parent company of the two
co-borrowers under the new credit facilities, Sahara Parent, Inc.
("Syncsort", initially "Starfish-S Merger Sub, Inc.") and Vero
Parent, Inc. ("Vision Solutions", initially "Starfish-V Merger Sub,
Inc."), and is the guarantor (along with the company's domestic
subsidiaries) of the company's credit facilities. The co-borrowers
will be restricted subsidiaries of Starfish Holdco, LLC (Parent)
and will be jointly and severally liable for the senior secured
debt. For purposes of the credit discussion, Moody's will refer to
Vero Parent, Inc. and Sahara Parent, Inc. collectively as
Syncsort.
Proceeds from the proposed debt financing along with new and
rollover equity will be used to fund a $1.26 billion buyout of
Syncsort and Vision Solutions by financial sponsor Centerbridge
Partners L.P. ("Centerbridge") from Clearlake Capital Group L.P.
("Clearlake"). At closing, Centerbridge will own approximately 80%
of the pro forma equity, while Clearlake and management will own
the remaining 20%. The ratings of predecessor company Syncsort,
Inc., including the B3 CFR and instrument ratings, will be
withdrawn upon closing of the transaction and repayment of existing
debt.
Moody's assigned the following ratings:
Issuer: Starfish Holdco, LLC (Ultimate Parent)
-- Corporate Family Rating at B3
-- Probability of Default Rating at B3-PD
-- Outlook at Stable
Issuer: Starfish-S Merger Sub, Inc. (Starfish-V Merger Sub, Inc.,
co-borrower)
-- Proposed Backed $75 million first lien senior secured
revolving credit facility due 2022 at B2 (LGD3)
-- Proposed Backed $590 million first lien senior secured term
loan due 2024 at B2 (LGD3)
-- Proposed Backed $200 million second lien senior secured term
loan due 2025 at Caa2 (LGD5)
-- Outlook at Stable
The assignment of ratings remain subject to Moody's review of the
final terms and conditions of the proposed financing and merger
transaction that is expected to close by August 2017.
RATINGS RATIONALE
The B3 CFR reflects the company's high pro forma debt-to-EBITDA
leverage, estimated in the mid-7.0 times (Moody's adjusted and
excluding future cost savings and synergies not yet implemented by
the company and expensing all software development costs) at March
31, 2017, elevated integration risk associated with combining two
similarly-sized businesses, and aggressive growth strategies. The
rating also reflects a modest operating scale relative to high
levels of debt and some revenue exposure to products with declining
revenues. Moody's expects free cash flow to be modest in the near
term as initial cash outlays will be needed to complete the
integration, planned cost improvements, and synergies. Moody's
expects the combined company's revenues to grow in the low single
digit percentages over the next 12-24 months while debt-to-EBITDA
declines to about 6.5 times driven mainly by synergy realization.
The ratings are supported by the combined company's improved
competitive position, increased breadth of product offering and
revenue diversity, as well as a track record of high renewal rates
for revenues from software maintenance and subscription/term
licenses contracts. Syncsort and Vision Solutions each have
mission-critical products that are well-regarded in the niche
segments of the enterprise data management software markets.
Moody's expects the company to remain acquisitive and pursue
tuck-in acquisitions to diversify its product portfolio.
The stable ratings outlook reflects Moody's expectation that
management will successfully integrate both businesses and achieve
planned cost savings and synergy benefits, which will be the
principal driver of anticipated deleveraging over the next 12-18
months. Moody's expects the combined company will generate modest
revenue growth with debt-to-EBITDA (Moody's adjusted) declining to
6.5 times by end of 2018.
Moody's could upgrade Syncsort's ratings if the company builds a
track record of sustained organic revenue growth and margin
expansion. Metrics that could support a higher rating include
debt-to-EBITDA (Moody's adjusted) approaching 6.0 times and free
cash flow to debt in the high-single digits.
Moody's could downgrade Syncsort's ratings if revenues decline for
an extended period of time and free cash flow falls to near
breakeven level. The ratings could also be downgraded if operating
challenges or more aggressive financial policy leads to
debt-to-EBITDA (Moody's adjusted) sustained above 7.0 times, or
liquidity becomes weak.
Following the completion of the leveraged buyout, Starfish Holdco,
LLC (dba Syncsort) through its subsidiaries will be a global
software company specializing in Big Data, high speed sorting
products, data protection, data quality and integration software
and services, for mainframe, power systems and open system
environments to enterprise customers. Following the completion of
the leveraged buyout, Syncsort will be majority owned by
Centerbridge, with remaining shares held by Clearlake and
management. Pro forma revenues for the combined businesses of
Syncsort and Vision Solutions are approximately $225 million for
the twelve months ended March 31, 2017.
The principal methodology used in these ratings was Software
Industry published in December 2015.
STEVE'S FROZEN: Unsecureds to Get Less than 1% in 60 Mos.
---------------------------------------------------------
General unsecured creditors of Steve's Frozen Chillers, Inc., will
be paid less than 1% of their claims under the company's proposed
plan to exit Chapter 11 protection.
Under the restructuring plan, creditors holding Class 9 general
unsecured claims will share pro-rata from the amount of $206 per
month paid on a quarterly basis. They will be paid less than 1% of
their allowed claims over 60 months.
Meanwhile, the company's key vendors whose general unsecured claims
are placed in Class 8 will be paid less than 20% of their allowed
claims over 60 months. These creditors will share pro-rata from
the amount of $1,100 per month paid on a quarterly basis.
Steve's Frozen's key vendors include United Food Group, Tone
Products Inc., and National Fruit Flavor Company. Class 8
creditors assert $65,935.93 in claims.
Payments under the plan will come from the company's current stream
of income from the operation of its frozen drink business
supplemented by growing revenues from expanding territories,
according to its disclosure statement filed on July 11 with the
U.S. Bankruptcy Court for the Southern District of Florida.
A copy of the disclosure statement is available for free at
https://is.gd/sTHHyD
About Steve's Frozen Chillers
Founded in 2001, Steve's Frozen Chillers, Inc. --
http://stevesfrozenchillers.com/-- offers more than 20 flavors of
frozen drink mixes, both for alcoholic drinks and non-alcoholic,
including frozen cappuccinos, frozen energy drinks and skinny iced
coffee. In 2016, the Debtor recorded gross revenue of $2.56
million compared to gross revenue of $3.09 million in 2015.
The Debtor filed a Chapter 11 petition (Bankr. S.D. Fla. Case No.
17-13690) on March 27, 2017. The petition was signed by Steven D
Schoenberg, CEO. At the time of filing, the Debtor had $744,658 in
assets and $1.94 million in liabilities.
The case is assigned to Judge Erik P. Kimball.
Angelo A. Gasparri, Esq., at the Law Office of Angelo A. Gasparri,
is the Debtor's bankruptcy counsel. The Debtor hired Boca
Accounting LLC as its accountant and Faraci and Faraci, P.A. as its
litigation counsel.
T & S FARMS: May Obtain Financing & Use Cash Collateral
-------------------------------------------------------
The Hon. Jim D. Pappas of the of the U.S. Bankruptcy Court for the
District of Idaho has granted T&S Farms' amended request to incur
secured DIP financing and to use cash collateral.
The Debtor will pay its obligation to J. R. Simplot Company, doing
business as Simplot Growers Solutions, in no less than five equal
annual payments to commence in 2017 and paid on the following
subsequent 12th month thereafter, to accrue interest at Prime plus
2.7%, based upon the Wall Street Journal Rate. The Simplot
Obligation will continue to be secured by the collateral. Provided
there are no defaults under the credit documents, Simplot will
provide credit advances for the fertilizers and chemical products
purchased from Simplot for the growing of the 2017 crops, to the
amount necessary not to exceed $700,000.
The outstanding principal obligation of the Post-Petition Financing
will accrue interest at Prime plus 3%, based upon the Wall Street
Journal Rate, and will be paid the earlier of when and as the 2017
Crops are sold or July 31, 2018. The Post-Petition Financing will
be secured in a first position priority lien at all times in all
crops that are generated or grown by the Debtor, or in which the
Debtor acquired any interest in 2017.
Other parties-in-interest claiming an interest in the collateral
include Bank of Commerce.
The purpose of the loan is to obtain fertilizer and chemical for
the Debtor to generate and grow crops in 2017.
The right of the Debtor to obtain the Post-Petition Financing will
terminate immediately and automatically upon any of the following
occurrences, each of which is referred to hereinafter as an event
of default:
a. the dismissal of the Debtor's Chapter 11 case or
conversion to Chapter 7;
b. the entry of an Order granting any person or entity a lien
on or a claim in the Post-Petition Collateral that is
senior or prior to the rights of Simplot;
c. except as for the Bank of Commerce, the entry of a court
order granting any person or entity a lien on or a claim
in the collateral or the cash collateral that is senior or
prior to the rights of Simplot;
d. the entry of an Order granting Simplot, relief from the
automatic stay under Section 362;
e. the failure to abide by the terms of the amended motion
and court order regarding the authority for Post-Petition
Financing or the use of cash collateral;
f. the failure to obtain a confirmed plan setting forth the
agreed upon Plan terms with Simplot;
g. the failure to abide by the terms of the budget; and
h. any discontinuance of the operations of the business.
Simplot and The Bank of Commerce will retain their liens with the
same priority and to the extent they existed prepetition, except as
to the Post-Petition Collateral. As to the Post-Petition
Collateral, Simplot has a first secured position to the extent of
the Post-Petition Financing and the Bank of Commerce has a second
lien position.
In consideration for the use of cash collateral, those parties who
claim an interest in the cash collateral to be used are granted a
post-petition adequate protection lien in all new accounts
receivable and income to the same extent and in the same priority
as their prepetition liens existed on the date of filing, but only
to the extent of cash collateral used.
The Debtor will provide the Bank of Commerce's counsel, Simplot's
counsel, and the U.S. Trustee, via fax or e-mail, these financial
information and reports:
a. not later than 120 days after and at the end of Debtor's
fiscal year 2017, and each fiscal year thereafter,
combined reviewed financial statement of the Debtor on a
consolidated and consolidating basis with all of Debtor's
subsidiaries (if any) prepared in accordance with GAAP by
a Certified Public Accountant acceptable to Bank, to
include balance sheet, income statement, statement of cash
flows, statement of member's equity, management report,
reviewer/auditor's report, and all supporting schedules
and footnotes;
b. not later than 15 days after and as of the end of each
month, a financial statement of Debtor, prepared by
Debtor, to include an income statement and balance sheet;
c. not later than 15 days after and as of the end of each
month, a one month rolling cash flow forecast, with actual
results compared to the previous months forecast;
d. not later than 15 days after and as of the end of the last
business day of each month, a current position report of
all crops on hand and sold during the month;
e. not later than 15 days after and as of the end of the last
business day of each month, accounts receivable and
accounts payable aging reports;
f. financial reports prepared by or received by Debtor's
accountant within one day of when received by Debtor;
g. a copy of all reports filed with the U.S. Trustee on the
same day the reports are filed with the U.S. Trustee; and
h. other information as Bank of Commerce, Simplot, or the
U.S. Trustee may reasonably request.
The lenders are granted a security interest in the Debtor's 2017
Crops and proceeds, which security interest and liens as specified
above.
The Debtor is to take reasonable efforts to collect accounts
receivables owing to debtor and to file seed liens under Idaho Code
Section 45-301 et seq. to protect its ability to collect
receivables related to seed potatoes.
A copy of the Order is available at:
http://bankrupt.com/misc/idb17-40375-87.pdf
As reported by the Troubled Company Reporter on May 18, 2017, the
Debtor filed with the Court an amended motion seeking for
authorization to use cash collateral on a continuing basis, namely,
proceeds from the sale of crops, livestock, and livestock products,
to pay the ongoing expenses.
About T & S Farms
Founded in 2002, T & S Farms, an Idaho Partnership, is a small
organization in the crop harvesting companies industry located in
Saint Anthony, ID.
T & S Farms filed a Chapter 11 petition (Bankr. D. Idaho Case No.
17-40375) on May 2, 2017. The petition was signed by Dell W.
(Smokey) Gould, general partner. The Debtor estimated assets and
liabilities at between $1 million and $10 million.
The case is assigned to Judge Jim D Pappas.
Brent T Robinson, Esq., at Robinson & Tribe, is serving as counsel
to the Debtor. Steven J. Hart and Searle Hart & Associates, PLLC,
is the Debtor's accountant.
TEXAS FLUORESCENCE: Has Nod to Enter Into Premium Finance Pact
--------------------------------------------------------------
The Hon. Tony M. Davis of the U.S. Bankruptcy Court for the Western
District of Texas has authorized Texas Fluorescence Laboratories,
Inc., to (a) enter into the premium finance agreement; (b) grant
Premium Assignment Corporation or its successor or assigns a first
priority lien on and security interest in unearned premiums; and
(c) pay PAC or its successor or assigns all sums due under the
Agreement.
Without limitation, the liens, security interests and rights in
unearned premiums granted under the Agreement are senior to the
lien of any DIP Lender in this case and are senior to any claims
under 11 U.S.C. Sections 503, 506(b) or 507(b).
If additional premiums become due to insurance companies under the
policies financed under the Agreement, the Debtor and PAC or its
successor or assigns are authorized to modify the Agreement as
necessary to pay the additional premiums without the necessity of
further hearing or order of the Court.
If the collection and application of unearned premiums is
insufficient to pay the balance owed under the Agreement, PAC or
its successor or assigns may within 21 days after the collection
and application of unearned premiums file a proof of claim for the
unsatisfied amount of any indebtedness under the Agreement
notwithstanding the passage of any bar date for the filing of
proofs of claim.
Objections to the Debtor's Motion are overruled.
A copy of the Order is available at:
http://bankrupt.com/misc/txwb17-10517-44.pdf
About Texas Fluorescence Laboratories
Texas Fluorescence Laboratories, Inc., a small business debtor as
defined in 11 U.S.C. Section 101(51D), develops products for
designing fluorescent and molecular probes. It develops ion
indicators, ionophores, PKC indicators, general fluorophores, and
surfactants for cell biology, biochemistry, biomolecular screening,
molecular biology, microbiology, and neuroscience. The company
also provides probes for electrophysiology, live-cell function,
receptors and ion channels, in situ hybridization, signal
transduction, and ribonucleic acid and deoxyribonucleic acid; and
pH indicators; as well as membrane potential; flow cytometry; and
custom synthesis products. TEF Labs, Inc., is based in Austin,
Texas.
Texas Fluorescence Laboratories, based in Austin, Texas, filed a
Chapter 11 petition (Bankr. W.D. Tex. Case No. 17-10517) on May 1,
2017. The Debtor estimated $100,000 to $500,000 in assets and $1
million to $10 million in liabilities. The petition was signed by
Akwasi Minta, director and officer.
The Hon. Tony M. Davis presides over the case.
B. Weldon Ponder, Jr., Esq., at B. Weldon Ponder, Jr., Attorney at
Law, serves as bankruptcy counsel to the Debtor.
TEXAS FLUORESCENCE: May Obtain Financing From Francisco Conti
-------------------------------------------------------------
The Hon. Tony M. Davis of the U.S. Bankruptcy Court for the Western
District of Texas has authorized Texas Fluorescence Laboratories,
Inc., to borrow on a secured basis from Francisco Conti.
The Court finds that no financing with similar or more advantageous
terms, on a general unsecured or secured basis, appears to be
available to the Debtor and that the secured borrowing proposed in
the motion is necessary and in the best interests of the creditors
and the estate.
The Debtor's borrowing from Francisco Conti is approved with
postpetition claim being secured by a first priority deed of trust
lien on the following real estate owned by the Debtor, with the
lien being subordinate only to Travis County's first priority
statutory lien for property taxes: Portion of Lot 16, Capitol View
Estates, a subdivision in Travis County, Texas, consisting of 2.123
acres of land, plus improvements, commonly referred to as 9415
Capitol View Drive, Austin, Texas 78747.
The Debtor is authorized to execute and deliver a promissory note
and deed of trust to evidence loan and lien.
The Debtor is authorized to make payments on loan per its agreement
with Mr. Conti.
Mr. Conti's lien will be deemed duly perfected without further
action by him.
A copy of the Order is available at:
http://bankrupt.com/misc/txwb17-10517-43.pdf
About Texas Fluorescence Laboratories
Texas Fluorescence Laboratories, Inc., a small business debtor as
defined in 11 U.S.C. Section 101(51D), develops products for
designing fluorescent and molecular probes. It develops ion
indicators, ionophores, PKC indicators, general fluorophores, and
surfactants for cell biology, biochemistry, biomolecular screening,
molecular biology, microbiology, and neuroscience. The company
also provides probes for electrophysiology, live-cell function,
receptors and ion channels, in situ hybridization, signal
transduction, and ribonucleic acid and deoxyribonucleic acid; and
pH indicators; as well as membrane potential; flow cytometry; and
custom synthesis products. TEF Labs, Inc., is based in Austin,
Texas.
Texas Fluorescence Laboratories, based in Austin, Texas, filed a
Chapter 11 petition (Bankr. W.D. Tex. Case No. 17-10517) on May 1,
2017. The Debtor estimated $100,000 to $500,000 in assets and $1
million to $10 million in liabilities. The petition was signed by
Akwasi Minta, director and officer.
The Hon. Tony M. Davis presides over the case.
B. Weldon Ponder, Jr., Esq., at B. Weldon Ponder, Jr., Attorney at
Law, serves as bankruptcy counsel to the Debtor.
TOTAL OFFICE: Plan Confirmation Hearing on Aug. 23
--------------------------------------------------
The Hon. Paul M. Glenn of the U.S. Bankruptcy Court for the Middle
District of Florida has conditionally approved Total Office
Solutions-GSA, Inc.'s disclosure statement dated July 13, 2017,
with respect to the Debtor's Chapter 11 plan dated July 13, 2017.
A hearing to consider the final approval of the Disclosure
Statement and confirmation of the Plan will be held on Aug. 23,
2017, at 2:30 p.m. Any objection to the Disclosure Statement or
plan confirmation must be filed seven days before the Hearing.
Creditors and other parties in interest will file with the Court
their ballots accepting or rejecting the Plan no later than seven
days before the date of the Hearing.
About Total Office Solutions
Based in Jacksonville, Florida, Total Office Solutions, Inc., is in
the business of creating highly efficient, resourceful and
motivating workplaces for businesses. TOS claims to offers some of
the most advanced office furniture, healthcare furniture,
educational furniture, and government furniture products on the
market.
Total Office Solutions sought Chapter 11 bankruptcy protection
(Bankr. M.D. Fla. Case No. 17-01830) on May 19, 2017, disclosing
$2.33 million in assets and $1.59 million in liabilities. Thomas
C. Adam, Esq., at Adam Law Group, serves as counsel to the Debtor.
TUSCANY ENERGY: Has Interim Approval to Use Cash Collateral
-----------------------------------------------------------
The Hon. Erik P. Kimball of the Bankruptcy Court for the Southern
District of Florida has entered a 19th order granting Tuscany
Energy, LLC's motion for authorization to use cash collateral.
The Court will hold an interim hearing on cash collateral on Aug.
16, 2017, at 1:30 p.m.
The Debtor is authorized to use cash collateral in accordance with
the terms and conditions of the interim court order and in the
amounts consistent with the budget to pay those actual and
necessary ordinary course operating expenses pursuant to the terms
of the interim court order.
Unless otherwise approved by the Court upon a duly entered order,
disbursements during the term of the interim court order will not
exceed the gross amount of the total stated in the budget subject
to a 10% variance for the total budgeted, provided however, that
the specific line items in the budget will not be finding or
constitute a restriction upon use of cash collateral. No claims
held by the Bank will be paid with proceeds of cash collateral
without further order of the Court.
With respect to the management fee set forth in the budget, Donald
Sider is entitled to accrue the $15,000 management fee during the
period of the interim court order; however, the Debtor shall only
provide Mr. Sider with a payment of an amount up to $10,000 during
the period of the interim court order; provided that, the amount
leaves the Debtor in a $500 positive cash flow position at the end
of the period of the interim court order.
As security of the use of cash collateral and to provide the Bank
with adequate protection with respect to any decrease in the value
of the Bank's interest in prepetition collateral or cash collateral
such that the value thereof is less than the amount of the
Prepetition Claim, the Debtor hereby grants in favor of the Bank
replacement liens to the same extent and priority that Armstrong
held a properly perfected pre-petition security interest; provided
that, however, under no circumstances will the Bank have a lien on
any causes of action arising under 11 U.S.C. Section 542 et seq.,
547, 548, 549, 550, 551, or any of the Debtor's assets that it did
not have a right to prepetition.
As additional adequate protection, subject to a reduction for the
Holiday Bonuses, the Debtor will maintain the dollar value of
$141,000 in cash and $76,000 in accounts receivable so that on the
date of the interim hearing, the Debtor will have at least a total
of $217,000 in cash on hand and accounts receivable; provided that,
with respect to the amount attributable to the $76,000 in accounts
receivable, the Debtor is permitted a 25% deviation so that it is
required to have no less than a total of $198,000 in the cash
collateral pool at any time prior to and on the date of the interim
hearing. Thus, for example, it is acceptable for the Debtor to
have, on the date of the Interim Hearing, $150,000 in cash and
$48,000 in accounts receivable as the total of both meets the
minimum requirement of $198,000 for the cash collateral pool.
A copy of the Order is available at:
http://bankrupt.com/misc/flsb16-10398-256.pdf
As reported by the Troubled Company Reporter on June 19, 2017, the
Court previously signed an 18th order authorizing the Debtor to use
cash collateral on an interim basis through July 10, 2017.
About Tuscany Energy
Tuscany Energy, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 16-10398) on Jan. 11, 2016. The
petition was signed by Donald Sider, manager. At the time of the
filing, the Debtor estimated assets at $100,000 to $500,000 and
liabilities at $1 million to $10 million. The case is assigned to
Judge Erik P. Kimball. The Debtor is represented by Bradley S.
Shraiberg, Esq., and Bernice Lee, Esq., at Shraiberg, Ferrara, &
Landau P.A. No official committee of unsecured creditors has been
appointed in the case.
VANSCOY CHIROPRACTIC: Asks for Court OK to Use Cash Collateral
--------------------------------------------------------------
VanScoy Chiropractic Corporation Holistic Health Center seeks
permission from the U.S. Bankruptcy Court for the Southern District
of West Virginia to use cash collateral.
The Internal Revenue Service of the United States of America; West
Virginia State Tax Department; and First Bank of Charleston hold
secured claims against the Debtor and the Debtor's accounts
receivable which have a value of approximately $86,000. The Debtor
is still investigating the exact lien priority of the taxing
authorities and the Bank.
The Debtor proposes that the secured creditors be given a
post-petition replacement lien on the Debtor's cash collateral,
including accounts receivable as adequate protection for use of
prepetition accounts receivable.
The Debtor will present a budget prior to a final hearing on this
matter showing its anticipated month payroll and operating
expenses.
Interruption of the flow of accounts receivable were creating a
significant hardship upon the Debtor's operations and could lead to
an immediate shutdown without the ability to pay employees, taxes
or other obligations to the detriment of all creditors in this
case.
No unsecured credit nor alternative secured financing arrangements
are available to the Debtor in an amount sufficient to meet the
Debtor's monthly operating needs.
A copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/wvsb17-30271-38.pdf
About VanScoy Chiropractic Corporation
Holistic Health Center
VanScoy Chiropractic Corporation Holistic Health Center sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
W.Va. Case No. 17-30271) on June 12, 2017. Judge Frank W. Volk,
presides over the case. Joseph W. Caldwell, Esq., at Caldwell &
Riffee serves as the Debtor's legal counsel.
VILLAGE VENTURES: Proposes to Liquidate Assets to Pay Creditors
---------------------------------------------------------------
Village Ventures Realty, Inc. filed with the U.S. Bankruptcy Court
for the Western District of Arkansas a Chapter 11 plan that
proposes to liquidate assets of the company to pay its creditors.
Under the liquidating plan, creditors holding Class 7 general
unsecured claims will receive pro rata distributions of the
proceeds generated from the liquidation of the company's real
estate and personal properties after creditors holding claims in
Classes 2 to 6 are paid in full or as such creditors may otherwise
agree, according to the company's disclosure statement filed on
July 11.
A copy of the disclosure statement is available for free at
https://is.gd/wZoeQ9
About Village Ventures Realty Inc.
Village Ventures Realty, Inc. began operating in 1995 and was
incorporated on January 1, 1996. Initially, the Debtor was a
typical real estate sales firm, listing and selling property of
other people. In 1998, it began buying properties for
subdivisions, building out roads, utilities, and other
infrastructure. The Debtor also entered into the business of
financing home sales in its subdivisions.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Ark. Case No. 16-72187) on September 14, 2016.
The petition was signed by Gary A. Coleman, president.
At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of less than $1 million.
Marc Honey, Esq., at Honey Law Firm, P.A., is the Debtor's
bankruptcy counsel.
WALL ST. RECYCLING: Wants to Use Wexford Cash Through Aug. 19
-------------------------------------------------------------
Wall St. Recycling L.L.C. seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Ohio to use cash
collateral on a preliminary and interim basis during the period
from July 20 through Aug. 19, 2017 .
The Debtor believes that its cash and accounts receivable existing
as of the Petition Date, among certain other assets of its
bankruptcy estate, constitute cash collateral of Wexford
Investments, LLC.
The Debtor asserts that it is in immediate need of cash to meet
payroll, to pay necessary business expenses, to continue its
operations and to avoid immediate and irreparable harm to its
bankruptcy estates. As such, it is imperative that the Debtor
obtains authority to use the cash collateral in order to continue
to operate its businesses and to fund the costs associated with
such operations and the administration of the Chapter 11 Case in
accordance with the Budget.
The proposed Budget reflects total expenses of approximately
$258,060 for Week 1, $170,103 for week 2, $179,432 for Week 3, and
$143,235 for Week 4.
The Debtor and FirstMerit Bank, N.A., entered into the following
loan transactions:
(a) $380,000 loan secured by a mortgage on the Debtor's real
property located at 6751 Wall Street, Ravenna, Ohio 44266.
(b) $4,500,000 loan secured by a lien on substantially all
assets of the Debtor as well as the commercial guaranties of
Joseph, Murray and Ambrose.
(c) $341,000 loan secured by a lien on substantially all assets
of the Debtor.
Subsequently on February 2016, FirstMerit Bank assigned each of the
Loans, as well as its interests in the collateral securing the
Loans, to Ionia, LLC, which in turn, assigned its interest in the
Loans to Wexford Investments, LLC. As of the Petition Date, the
amount outstanding under the Loans was approximately $1,026,760.
The Debtor owns 1.9379% of the shares of Ionia, LLC and Barbara
Joseph, wife of John Joseph, owns 2.23646% of the shares. In
addition, John Joseph and Robert Murphy each invested $250,000 with
Ionia, LLC, in exchange for Depository Receipts which are
convertible at the option of the holders into 25,000 shares of
common membership interests in Wexford Investments. If converted,
the 25,000 shares of common membership interests would represent a
20% stake in Wexford Investments. As of July 20, 2017, none of the
holders of Depository Receipts have exercised their conversion
options.
The Debtor submits that the value of the cash collateral exceeds
the value of Wexford Investments' interests therein and that
Wexford Investments is adequately protected by the equity cushion
that exists in the cash collateral. The Debtor estimates the value
of its real estate, accounts receivable, equipment and inventory to
exceed $3.45 million -- which is more than double the balance of
its obligations to Wexford Investments. Accordingly, the Debtor
believes that there is more than enough of an equity cushion to
protect Wexford Investments' interests and additional adequate
protection is not required.
However, to the extent that the Debtor's use of cash collateral
results in a decrease in the equity cushion or the value of Wexford
Investments' security interest in the cash collateral, as adequate
protection for the Debtor's use of Cash Collateral, the Debtor will
(a) pay monthly installment payments owed to Wexford Investments as
and when due under the Loan Documents; and (b) grant Wexford
Investments with replacement security interests and liens (to the
same extent, validity, enforceability, perfection and priority as
the security interests and liens that Wexford Investments had
immediately preceding the Petition Date) in and to the following
property of the Debtor and its bankruptcy estate.
A full-text copy of the Debtor's Motion, dated July 20, 2017, is
available at http://tinyurl.com/y8mzb3cl
About Wall St. Recycling
Wall St. Recycling -- http://wallstreetrecycling.com/-- is a buyer
and seller of ferrous and nonferrous scrap metals including copper,
aluminum, brass, stainless, cast, iron and steel. Founded in 2000
as a small nonferrous yard located in Ravenna, Ohio, the Company
has grown steadily over the years into a full service recycling
company. The Company's facility is open to the public with
unloading assistance available if needed. John Joseph, Robert
Murray and Michael Ambrose each own 33.33% of the Company.
Wall St. Recycling L.L.C., a/k/a Wall Street Recycling LLC, filed a
Chapter 11 petition (Bankr. N.D. Ohio Case No. 17-51701) on July
19, 2017. Robert Murphy, member, signed the petition. The Debtor
estimated assets and liabilities ranging between $1 million and $10
million. The case is assigned to Judge Alan M. Koschik. The
Debtor is represented by Kate M. Bradley, Esq. and Marc B. Merklin,
Esq. at Brouse McDowell, LPA.
WTE S&S AG: May Use State Bank's Cash Collateral Until Aug. 31
--------------------------------------------------------------
The Hon. Donald R. Cassling of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized WTE-S&S AG Enterprises LLC
to use cash collateral on an interim basis during the period from
Aug. 1, 2017, through Aug. 31, 2017.
A final hearing on the Debtor's request will be held on Aug. 29,
2017, at 10:00 a.m.
In return for the Debtor's continued interim use of cash
collateral, State Bank of Chilton is granted adequate protection
for its purported secured interests in property of the Debtor. The
Debtor will maintain and pay premiums for insurance to cover all of
its assets from fire, theft and water damage. The Lender will be
granted valid, perfected, enforceable security interests in and to
the Debtor's post-petition assets, including all proceeds and
products which are now or hereafter become property of the estate
to the extents and priority of its alleged prepetition liens, if
valid, but only to the extent of any diminution in the value of the
assets during the period from the commencement of the Debtor's
Chapter 11 case through Aug. 31.
Any expenses that are budgeted for payment in one month but are not
paid in the month will be carried over for payment in subsequent
months.
A copy of the Interim Order is available at:
http://bankrupt.com/misc/ilnb16-09913-177.pdf
As reported by the Troubled Company Reporter on June 5, 2017, the
Court authorized the Debtor to use cash collateral on an interim
basis during the period from June 4, 2017, through July 31, 2017.
About WTE-S&S AG Enterprises
WTE-S&S AG Enterprises, LLC, is a limited liability company formed
for the purpose of constructing an anaerobic digester on the
largest dairy farm in Door County, Wisconsin, so as to generate
electricity from harnessing methane extracted from animal waste.
WTE-S&S AG Enterprises filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Ill. Case No. 16-09913) on March 23, 2016. The
petition was signed by James G. Philip, manager and designated
representative. The Debtor estimated assets and liabilities in the
range of $1 million to $10 million at the time of the filing.
The case is assigned to Judge Donald R. Cassling.
The Debtor is represented by David K. Welch, Esq., at Crane,
Heyrnan, Simon, Welch & Clar.
*********
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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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Copyright 2017. All rights reserved. ISSN: 1520-9474.
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