/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/170918.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, September 18, 2017, Vol. 21, No. 260 Headlines 1776 AMERICAN: SZD Buying Reims' Houston Condo Units for $210K 1802 PALISADES: IRS Claim Removed in Latest Plan 190 SOUTH STREET: Selling Morristown Property for $3.2 Million 2004 WYOMING: Hearing on Plan Outline Approval Set for Oct. 5 2020 PITKIN REALTY: Sale of Brooklyn Property for $450K Approved 488-486 LEFFERTS: Disclosure Statement Hearing Set for Oct. 2 AAC HOLDINGS: Moody's Affirms B3 CFR & Changes Outlook to Negative AEROGROUP INTERNATIONAL: Case Summary & 30 Top Unsecured Creditors AEROSPACE HOLDINGS: Moody's Rates Proposed $1BB Unsec. Notes Ba3 AGI HOLDCO: Files Voluntary Chapter 11 Bankruptcy Petition ANDREW PIRNIE: Stalwart and Brown Buying Kansas Property for $57K ANTHONY TSIKOURIS: McDermott Buying Hobart Property for $425K ARIZONA FUNDRAISING: May Use Cash Collateral Through Sept. 29 ASCENT GROUP: Files Chapter 11 Plan of Liquidation ASPECT SOFTWARE: Loses Bid to Dismiss Bisk's 2nd Amended Complaint ASTROTURF LLC: Court Narrows Claims in Suit vs. FieldTurf AVAYA INC: First Lien Debt Claimants to Recoup 94.5% in Latest Plan BCP RENAISSANCE: Fitch Rates $1.2BB Sr. Secured Term Loan BB- BD WHITE BIRCH: S&P Alters Outlook to Positive & Affirms 'B' CCR BETHEL HEALTHCARE: KH Capital Buying Default Judgment for $2.2K BIOPLANET CORP: Unsecureds Monthly Payment Increased to $8,700 BLACKRIDGE TECHNOLOGY: Issues Workers 22.8M Shares in Lieu of Cash BLACKRIDGE TECHNOLOGY: Participated at Cyber Security Conference BROOKS AUTOMATION: S&P Assigns 'BB-' CCR, Outlook Stable BYUNG MOOK CHO: Cho Buying Baltimore Liquor Store for $15K CAMBER ENERGY: Receives Final Default Notice from Senior Lender CARRINGTON FARMS: Unsecureds to Get 100% in 120 Mos in Latest Plan CASHMAN EQPT: Sept. 28 Non-Evidentiary Hearing on Sale of Vessels CENTURY ALUMINUM: S&P Alters Outlook to Pos. & Affirms 'B' CCR CHESAPEAKE ENERGY: Appoints Leslie Starr Keating as Director CIRCLE Z: Cigna Blocks Approval of Disclosure Statement CIRCLE Z: Sale of Two Pump Trailers to Valor for $1.1M Approved CLARKE PROJECT: Wants to Use Cash Collateral Through Jan. 31 COSMO ACQUISITION: Moody's Assigns B3 CFR; Outlook Stable COVENANT SURGICAL: S&P Affirms 'B-' CCR Amid KKR Acquisition CREEKSIDE VILLAGE: Exit Plan to Pay Unsecureds in Full at 4.25% CROSSMARK HOLDINGS: S&P Cuts CCR to CCC on Deteriorating Liquidity DECATUR ATHLETIC: Unsecureds to Get 50% of Net Plan Profits in 3Yrs DISPOSAL TEJAS: Disclosures OK'd; Plan Hearing on Nov. 2 DUFOUR PASTRY: Disclosures OK'd; Plan Hearing on Oct. 3 EAC ENTERPRISE: Oct. 5 Hearing on Plan and Disclosure Statement ELDORADO GOLD: Investment Suspension No Impact on Moody's B1 Rating ESHNAM HOSPITALITY: Disclosures OK'd; Plan Hearing on Oct. 6 ESSAR STEEL: Mesabi Says Rival Trying to Mar Plan Implementation EURO BOUTIQUE: Hearing on Plan Outline Rescheduled to Oct. 31 FINJAN HOLDINGS: Blue Coat Barred From Challenging 5 Patents FITNESS UNLIMITED: JDAB Buying Benton Property for $750K FPMI SOLUTIONS: Pays Over $3 Million in Worker Wages, Benefits FREEDOM HOLDING: Issues 12.3M Restricted Shares to Mr. Turlov FX FASHION: Wants to Use Cash Collateral of Yalber /S Capital G.R. TAYLOR: Taps Kahn & Ahart as Legal Counsel GELTECH SOLUTIONS: Adopts 2017 Equity Incentive Plan GELTECH SOLUTIONS: Approves Increase of President's Commission GENERAL MOTORS: S&P Rates $1-Bil. Preferred Stock Series A 'BB+' GENERAL MOTRIZ: Hearing on Plan Outline Approval Moved to Nov. 2 GREAT PLAINS REGIONAL: S&P Cuts 2007 Rev. Bonds Rating to 'B+' GUP'S HILL PLANTATION: Unsecured Creditors to Get 0% Under Plan HAHN HOTELS: Wants to Use Cash From Tall Pines Center Sale HANSELL/MITZEL: Torbets Buying Mount Vernon Property for $145K HARTFORD, CT: S&P Lowers GO Debt Rating to 'B-', Still Watch Neg. HATTIESBURG PUBLIC SD: Moody's Hikes GO Debt Rating to Ba1 INFORMATION SOLUTIONS: Horizon's Secured Claim Increased to $2.35MM INMOBILIARIA LEGUISAMO: $1.5K Monthly Payment for TR's Sec. Claim ISTAR INC: S&P Hikes Issuer Rating to BB- on Announced Refinancing J.R. BOWLES: Taps Newell & Holden as Legal Counsel JACKSON FULGHAM: Proposes a Private Sale of Oak Grove Property JACKSONVILLE BEAUTY: Wants to Use Newtek's Cash Collateral JAMES ARRIGAN: Sale of Interest in Katy Property for $162K Approved JEJP LLC: Sale of Lehman Lathe to Prime Downhole for $110K Approved JERRY BATTEH: Henry Buying Jacksonville Rental Property for $170K JOHNS TRUCKING: Sale of 2007 Peterbilt 379 Tractor for $45K Okayed KEELER'S MEDICAL: Wants to Use Cash to Pay Prepetition Debts L&R DEVELOPMENT: Gets Court Approval for Plan Outline LAWRENCE D. FROMELIUS: Sale of Lisle Property for $235K Approved LBJ HEALTHCARE: Villa Luren Facility Remains Clean and Functional LIBERTY ASSET MGT: South Lake Buying Arcadia Property for $10M LITTLE SAIGON: Hearing on Sale of All Assets Continued to Sept. 25 LLOYD M. HUGHES: Has Interim Nod to Use Cash Collateral LONG-DEI LIU: Standard of Care Maintained, PCO 8th Report Says MARIA SANCHEZ: Alvarez Buying McAllen Property for $302K MARK ANDERSON: Ct. Reverses Order Overruling Objection to BMO Claim MCAFEE LLC: S&P Rates EUR375MM First Lien Term Loan 'B' MICRON TECHNOLOGY: Moody's Affirms Ba2 CFR, Outlook Positive MILFORD AUTO: Unsecureds to be Paid 92% in 5 Years MOHAMAD TABATABAEE: Sale of San Diego Property for $1.1M Approved MONAKER GROUP: Pacific Grove Reports 9.9% Stake as of July 31 MONEY CENTERS: Ex-Exec Can't Dodge Looting Allegations, Court Says MOTORS LIQUIDATION: Seeks Court Approval of New GM Agreement MPM HOLDINGS: Files $100 Million Initial Public Offering MULTI-COLOR CORP: Moody's Confirms Ba3 CFR; Outlook Stable NADER MOMENI: Weschlers Buying Chevy Chase Property for $1.8M NAKED BRAND: Submits Draft of Form F-4 Registration Statement NEIGHBORS' CONSEJO: Unsecureds to Get 100% in Quarterly Payments NEOVASC INC: Provides Tiara Clinical Update NEW ACADEMY: S&P Lowers CCR to 'CCC+', Outlook Negative NOVABAY PHARMACEUTICALS: Incurs $1.7 Million Q2 Net Loss NYC BROOK: Plan Proposes to Pay Unsecured Creditors in Full ON-CALL STAFFING: Plan and Disclosures Hearing Set for Oct. 4 ONSITE TEMP: JRS Plan to Pay Unsecureds 20% Over 5 Years OPEXA THERAPEUTICS: Urges Shareholders to Vote FOR Acer Merger OW BUNKER: Wants Court to Dismiss NCL Lawsuit P3 FOODS: May Use PNC Equipment's Cash Collateral Through Oct. 6 PADCO ENERGY: Cross Keys Bank Opposes Approval of Plan Outline PADCO PRESSURE: Committee, CKB Oppose Approval of Plan Outline PARK AEROSPACE: S&P Rates Senior Unsecured Notes 'BB' PASHA GROUP: Moody's Assigns B3 CFR & B2 Sr. Secured Debt Rating PASS BUSINESS: Plan Confirmation Hearing Moved to Oct. 24 PASSAGE VILLAGE: Has OK to Use Cash Collateral in September PEOPLE'S COMMUNITY: Trustee's Sale of Baltimore Property Approved PERFUMANIA HOLDINGS: CIII Holdings Wants Plan Process Delayed PERFUMANIA HOLDINGS: Hires A&G Realty as Consultant and Advisor PERFUMANIA HOLDINGS: Hires Ankura as Financial Advisors PERFUMANIA HOLDINGS: Hires Imperial Capital as Investment Banker PERFUMANIA HOLDINGS: Hires Skadden Arps as Bankruptcy Counsel PERFUMANIA HOLDINGS: Names Epiq as Claims and Noticing Agent PERFUMANIA HOLDINGS: To Enter Into $100MM Revolving Credit Facility PFO GLOBAL: Trustee's Sale of Assets Approved PNEUMA INTERNATIONAL: Hires Tsao-Wu & Yee as General Counsel POSTO 9 LAKELAND: Wants to Use Sysco, et al.'s Cash Collateral PRESSURE BIOSCIENCES: Amends 2.8M Shares Prospectus With SEC PRICEVILLE PARTNERS: Trustee's Sale of Decatur Property Withdrawn QUEST SOLUTION: Consultant Received Warrants, Not Options RAJYSAN INC: Liquidation Sale of Assets & Inventory by GAGP Okayed RANCHO ARROYO: Sale of Santa Barbara Property for $7M Approved ROBERT TAYLOR: Sale of Interest in Catahoula Cattle at Auction OK'd ROOT9B HOLDINGS: Issues $600,000 Convertible Demand Notes RUTHANNE DREW: Sale of 2007 Nissan Altima to Garcia for $1K Okayed SABLE NATURAL: Files Chapter 11 Liquidation Plan SAMSON RESOURCES: D. Jones Suit Withdrawn from Mediation SENS MECHANICAL: Names Richard Gins as Bankruptcy Counsel SHIRLEY NILSSON: Abramson Buying Los Angeles Property for $2.4M SIERRA CHEMICAL: Wants to Obtain $1.2M DIP Financing From Carus SNAP INTERACTIVE: Will be Acquired by LiveXLive Media for $34-M SOLARWINDS HOLDINGS: S&P Alters Outlook to Stable on Cost Savings SOUTHEAST PROPERTY: Case Summary & 5 Unsecured Creditors SPI ENERGY: Co-COO Resigns Due to Health Reason SRAM LLC: S&P Alters Outlook to Positive & Affirms 'B' CCR STARCO VENTURES: Trustee Selling Unit 505 to Laws for $375K STATEWIDE UTILITY: Plan Outline Okayed, Plan Hearing on Oct. 11 SUBDIVISION OF SILVER: Full Payment for Unsecureds Over 60 Months SUNSET PARTNERS: May Continue Using Cash; Hearing on Oct. 31 SUNSHINE HOME: Sale of Assets to Appl Orchard for $100K Approved TEXAS RHH: Hires Mitchell Law Firm as Counsel TRANSMAR COMMODITY: Lender Wants Auditor to Turn Over E-mails TRANSPLACE HOLDINGS: S&P Assigns 'B-' CCR, Outlook Stable TRIAD GUARANTY: Professional Claims Settled in Latest Plan TSAWD HOLDINGS: Unsecureds to be Paid 11% Under TSA Caribe Plan TUPELO BUYER: Moody's Assigns B3 CFR; Outlook Stable WEBSTER RESTAURANTS: Plan to be Funded from Rental Income WOMEN AND BIRTH: Court Approves Appointment of Julia D. Kyte as PCO WYNIT DISTRIBUTION: U.S. Trustee Forms 5-Member Committee XTREME MACHINING: Pa. L&I Says Reorganization Not Feasible ZETTA JET: Case Summary & 20 Largest Unsecured Creditors [*] Rehmann's Charles Hoebeke Named INSOL International Fellow [^] BOND PRICING: For the Week from Sept. 11 to 15, 2017 ********* 1776 AMERICAN: SZD Buying Reims' Houston Condo Units for $210K -------------------------------------------------------------- 1776 American Property IV, LLC, and affiliates, ask the U.S. Bankruptcy Court for the Southern District of Texas to authorize Reims Holdings, LLC's sale of its condominium units 204, 209, 301, 304, 406 and 1101 at 6001 Reims Road, Houston, Texas, to SZD Investment, LLC for $210,000. A hearing on the Motion is set for Oct. 2, 2017 at 10:30 a.m. Reims owns the seven apartment/condominium units in the Sharpstown area of Houston, Texas. The Properties are not subject to a mortgage. Reims and the Purchaser entered into Commercial Contract – Improved Property Contract for the sale of the Properties and the parties are ready to close. No later than three days after the effective date of the Contract, the Purchaser will deposit $2,800 as earnest money with Fidelity National Title. The total proposed sales price is $210,000. The units would commonly be classified as Class C property. The net sales proceeds will be deposited into the Reims' DIP account. The Properties are more particularly described as: (i) Unit 204 Bldg. 2 - .005108 Int Common Land and Ele Silverfield Condo PH1; (ii) Unit 209 Bldg. 2 - .005113 Int Common Land and Ele Silverfield Condo PH1; (iii) Unit 301 Bldg. 3 - .005111 Int Common Land and Ele Silverfield Condo PH1; (iv) Unit 304 Bldg. 3 - .005139 Int Common Land and Ele Silverfield Condo PH1; (v) Unit 406 Bldg. 4 - .005127 Int Common Land and Ele Silverfield Condo PH1; and (vi) Unit 1101 Bldg. 11 - .004940 Int Common Land and Ele Silverfield Condo PH2. The Properties will be sold, transferred and conveyed free and clear of liens, claims, and encumbrances. All liens will attach to the proceeds of the sale or be paid through the closing by the title company. Reims is represented by RE/MAX Executives and David Hashem in the transaction. The Purchaser is represented by American SMS Real Estate. Pursuant to the Order Authorizing Application to Remax, Reims asks approval of the commission to Remax and the Purchaser's broker at closing. From the proceeds of the sale, the Debtors propose to pay at closing (i) the 2016 and pro-rata 2017 ad-valorem property taxes owed on the Property at the closing; (ii) other secured claim on the property, including past due HOA assessments; and (iii) the normal customary closing costs and fees. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/1776_American_411_Sales.pdf The Purchaser: SZD INVESTMENT, LLC 12730 Sandri Ln Houston, TX 77077-5687 Telephone: (469) 212-2117 E-mail: yingjie08200@gmail.com About 1776 American Properties IV 1776 American Properties IV LLC and its 12 affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-30422) on Jan. 27, 2017. The petitions were signed by Jeff Fisher, director. 1776 American Properties IV estimated assets of $1 million to $10 million and liabilities of less than $50,000. The cases are assigned to Judge Karen K. Brown. Josh T. Judd, Esq., at Andrews Myers PC, serves as the Debtors' bankruptcy counsel. No trustee or examiner has been appointed in the bankruptcy cases and no official committee of unsecured creditors has been established. 1802 PALISADES: IRS Claim Removed in Latest Plan ------------------------------------------------ 1802 Palisades Investments, LLC, filed with U.S. Bankruptcy Court for the Western District of Missouri a first amended plan of reorganization, dated August 31, 2017. The first amended plan reclassifies unsecured creditors into Class 4. Class 4 in the previous plan was the Internal Revenue Service's claim based upon the filing of a Federal Tax Lien. The IRS is no longer classified as a claimant in this plan. A full-text copy of the First Amended Plan is available at: http://bankrupt.com/misc/mowb17-20009-11-42.pdf About 1802 Palisades Headquartered in Leawood, Kansas, 1802 Palisades, LLC, filed for Chapter 11 bankruptcy protection (Bankr. W.D. Mo. Case No. 17-20009) on Jan. 9, 2017, disclosing $2.05 million in total assets and $2.15 million in total liabilities. Patsy Prelogar, authorized representative, signed the petition. Berman, DeLeve, Kuchan & Chapman, LLC, serves as bankruptcy counsel to the Debtor. No official committee of unsecured creditors has been appointed in the case. 190 SOUTH STREET: Selling Morristown Property for $3.2 Million -------------------------------------------------------------- 190 South Street Realty Holdings, L.P., filed with the U.S. Bankruptcy Court for the District of New Jersey a notice of its private sale of real property identified on the tax maps of the Town of Morristown, Morris County, New Jersey as Block 4601, Lot 11, more commonly referred to as 190 South Street, Morristown, New Jersey, to 190 South Street, LLC for $3,200,000. Lawrence S. Berger, the President of Calaloo Building Realty Holdings, Inc., the general partner of the Debtor, certifies that the Debtor owns the Property which is consists of a two-story 8,000 sq. ft. building with a 500 sq. ft. mezzanine office. It includes a parking lot. The approximate pre-petition liabilities of the Debtor as of the Petition Date are: (i) Town of Morristown - $7,000; (ii) ProCapital II, LLC - $16, 491; (iii) Royal Tax Lien Services - $344,119; (iv) TLR-V - $851,563; (v) unsecured claims (non-insider) - $1,073,754; and (vi) unsecured claims (insider) - $76,725. These amounts are derived from proofs of claim filed by the ProCapital, Royal Tax Lien, who transferred its claim to Pendent Capital, LLC, and TLR-V. The secured claims may have increased in amounts by post-petition accruals of interest. These amounts do not include any accrued post-petition administrative expense claims. The Debtor retains the right to object to claims. It anticipates contesting the claims filed by ProCapital and Royal Tax Lien based on the possible inclusion of improper items in their proofs of claim. On Oct. 16, 2015, the Debtor filed its First Modified Plan of Reorganization and First Modified Disclosure Statement. On Oct. 21, 2015, the Court approved the adequacy of the First Modified Disclosure Statement and authorized the Debtor to proceed with the solicitation of acceptances. The confirmation hearing initially set for Dec. 10, 2015 has been adjourned because of on-going settlement discussions between the Debtor and TLR-V, the largest secured creditor. Although the Ballot Tabulation Certification has not been submitted, ProCapital and the unsecured creditors have accepted the First Modified Plan. With approval of the settlement with TLR-V, TLR-V will accept the First Modified Plan. The only party rejecting the First Modified Plan is Royal Tax Lien. On Aug. 25, 2016, the Debtor filed a motion in the Chapter 11 Case to approve the settlement with TLR-V ("Sass Settlement Motion"). Namely, the Debtor sought approval of the Consent Order executed by the Debtor and TLR-V which memorialized the final binding settlement terms between the Debtor and TLR-V, and which initially provided that the Debtor would pay TLR-V in full on Dec. 31, 2016. Royal Tax Lien objected to the Sass Settlement Motion. In May 2017, Royal Tax Lien transferred its claim to Pendant Capital. A hearing on the Sass Settlement Motion occurred on Oct. 11, 2016. At the hearing, the Debtor and TLR-V advised the Court that certain payment deadline dates set forth in the Consent Order required modification, and that such modification would be provided to the Court prior to the Court rendering a decision on the Sass Settlement Motion. The Debtor and TLRV requested that the Court withhold its decision on the Sass Settlement Motion because it related to similar motions in other chapter 11 cases involving the principals of the Debtor and TLR-V. The continued date for the Court to render its decision is currently Sept. 20, 2017. Mr. Berger futher certifies that long before the Petition Date and throughout the course of the Chapter ll Case, the Debtor has made the real estate community aware that the Property is for sale or lease. The Property has been actively marketed and previously listed with Lance Bram, LLC. In August 2017, the Debtor received an offer from the Purchaser to purchase the Property "as is" for a purchase price of $3,200,000 with a closing to occur within 30 days of the effective date of the Contract for Sale. The material terms of the Contract are: a. Date, Time and,Place of Sale — 10th day after the end of the Due Diligence Period, which ends 20 days after the Effective Date b. Purchase Price - $3,200,000 c. Conditions of Sale - "As Is" d. Closing and Other Deadlines - The Contract provides for the Debtor to extend the closing for up to 30 days e. Good Faith Deposit - $250,000 f. Credit Bidding - No credit bidding g. Broker Fee - The Contract provides that Michele Andre Laracy-Bowen of Weichert Commercial Brokerage, Inc. is the only broker and that the Seller agrees to pay the broker a commission in the amount of $75,000, which is less than 2.5% of the purchase price, which will be paid from the closing proceeds. h. Relief from Bankruptcy Rule 6004(h) - The Debtor is requesting relief from Bankruptcy Rule 6004(h) so that it may close and stop the continuing accrual of real estate taxes and interest on the secured claims. A copy of the Contract attached to the Notice is available for free at: http://bankrupt.com/misc/190_South_165_Sales.pdf The Debtor believes the proposed purchase price is fair and reasonable. It does not have an appraisal of the Property; however, it Debtor believes that the purchase price would approximate the appraised value of the Property. The sale proceeds are sufficient to satisfy the TLR-V claim per the proposed Consent Order, and any outstanding real estate taxes, including the tax sale certificates held by Pendant and ProCapital from the closing. The sale proceeds will also be sufficient to satisfy all administrative claims and all non-insider unsecured claims. The Debtor intends on modifying its pending First Modified Plan of Reorganization to provide for the distribution of the sale proceeds that remain alter closing in accordance with the Bankruptcy Code priorities. The Purchaser: Robert E. Dunn, Esq. HANLON, DUNN, ROBERTSON, SCHWARTZ & WEBB 33 Market Street Morristown, NJ 07960 Facsimile: (973) 267-8666 The Escrow Agent: Robert A. Bornstein, Esq. BERGER & BORNSTEIN, LLC 237 South Street P.O. Box 2049 Morristown, NJ 07962-2049 Facsimile: (973) 993-5854 E-mail: rab@.bergerandbornstein.com) About 190 South Street Realty Holdings 190 South Street Realty Holdings, L.P. filed a Chapter 11 petition (Bankr. D.N.J. Case No. 15-14558) on March 16, 2015, estimating assets and liabilities of $1 million to $10 million. The petition was signed by Lawrence S. Berger, president of general partner. The Debtor is represented by Morris S. Bauer, Esq., in Bridgewater, New Jersey. On Oct. 21, 2015, the Court approved the adequacy of the Debtor's First Modified Plan of Reorganization and First Modified Disclosure Statementand authorized the Debtor to proceed with the solicitation of acceptances. The confirmation hearing set for Dec. 10, 2015 has been adjourned because of on-going settlement discussions between the Debtor and TLR-V, the largest secured creditor. 2004 WYOMING: Hearing on Plan Outline Approval Set for Oct. 5 ------------------------------------------------------------- The Hon. John J. Thomas of the U.S. Bankruptcy Court for the Middle District of Pennsylvania has scheduled for Oct. 5, 2017, at 9:30 a.m., the hearing to consider the disclosure statement filed by 2004 Wyoming LP on Aug. 28, 2017, referring to the Debtor's plan of reorganization dated Aug. 28, 2017. Objections to the Disclosure Statement must be filed by Oct. 2, 2017. Class 1 Secured Claim of First National Bank of Pennsylvania is impaired by the Plan. The Debtor will pay to the First National Bank of Pennsylvania in consecutive equal monthly installments over a period of 84 months until the Bank's Allowed Secured Claim together with interest at the underlying contract rate of interest of 4.25% per annum instead of the rate prescribed by the U.S. Supreme Court in Till v. SCS Credit Corp. The Allowed Secured Claim of the Bank will be paid in full in an amount equal to the value reflected by an appraisal commissioned by the Bank of the Debtor's sole real estate asset minus the amount of the senior secured lien of the Luzerne County Tax Claim Bureau. The Bank will retain, until this claim is paid in full, all liens that secure its Allowed Secured Claim, whether the property subject to the liens is retained by the Debtor or transferred to another entity. Class 4 General Unsecured Claims are unimpaired by the Plan. General unsecured creditors will be paid 5% of their allowed claims in equal monthly installments over a period of 84 months commencing no greater than 30 days following the Effective Date or in a shorter period of time as is feasible to the Debtor. The Debtor will fund its obligations under this Plan from its operating income, including, but not limited to, rental payments received from, or funds paid directly to creditors by, Bo Brothers LLC. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/pamb17-02310-31.pdf About 2004 Wyoming, LP 2004 Wyoming LP filed a Chapter 11 bankruptcy petition (Bankr. M.D. Pa. Case No. 17-02310) on June 1, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by David J. Harris, Esq., at the Law Office of David J. Harris. 2020 PITKIN REALTY: Sale of Brooklyn Property for $450K Approved ---------------------------------------------------------------- Judge Elizabeth S. Stong of the U.S. Bankruptcy Court for the Eastern District of New York authorized 2200 Pitkin Realty, LLC's private sale of its sole asset, real property located at 2200 Pitkin Avenue, Brooklyn, New York, to AML West 36st Realty, LLC, for $450,000. A hearing on on the Motion was held on Sept. 8, 2017. The sale is free and clear of all liens, claims, encumbrances or other interests. The Debtor is authorized and directed to distribute the proceeds from the closing of the sale of the Property as follows: (i) $450,000 to Bayview Loan Servicing pursuant to the Discounted Payoff; (ii) all delinquent real property taxes and outstanding post-petition real property taxes pro-rated as of the closing with respect to the real property included among the purchased assets; and (iii) such other customary fees necessary to effectuate the transfer and closing of the sale of the Property pursuant to the Contract of Sale. National Grid and the NYC Water Board, will be paid by the Purchaser at closing. Pursuant to Bankruptcy Rules 7062, 9014, 6004(h) and 6006(d), the Order will be effective upon entry and the Debtor and the Purchaser are authorized to close the Sale upon entry of the Order. About 2200 Pitkin Realty 2200 Pitkin Realty LLC, a single asset real estate, is the owner of real property known as and located at 2200 Pitkin Avenue, Brooklyn, New York. 2200 Pitkin Realty sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 17-40082) on Jan. 9, 2017. The petition was signed by Andres Lopez, owner. The case is assigned to Judge Nancy Hershey Lord. Rashmi Attri, Esq., at E. Waters & Associates, P.C., serves as the Debtor's legal counsel. 488-486 LEFFERTS: Disclosure Statement Hearing Set for Oct. 2 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York is set to hold a hearing on October 2 to consider approval of the disclosure statement, which explains the Chapter 11 plan of reorganization for 488-486 Lefferts LLC. The hearing will be held at 10:30 a.m. (Eastern Times), at Courtroom 3585. Objections are due by September 25. The latest disclosure statement filed on August 1 proposes to pay the allowed amount of Class 4 general unsecured claims in full in cash, plus interest, within 30 days of the effective date of the plan. Unsecured claims total approximately $21,024. About 488-486 Lefferts LLC Headquartered in Richmond Hill, New York, 488-486 Lefferts LLC filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 15-42716) on June 10, 2015, estimating its assets and liabilities at between $1 million and $10 million. The petition was signed by Nir Zeer, managing member. Edward N. Gewirtz, Esq., at Bronstein, Gewirtz & Grossman, LLC, serves as the Debtor's bankruptcy counsel. Jay Gelbein and Company is the Debtor's accountant and financial advisor. On Sept. 9, 2016, the Debtor filed a disclosure statement and proposed Chapter 11 plan of reorganization. AAC HOLDINGS: Moody's Affirms B3 CFR & Changes Outlook to Negative ------------------------------------------------------------------ Moody's Investors Service affirmed the ratings of AAC Holdings, Inc. ("AAC"), parent company of American Addiction Centers, Inc., including the B3 Corporate Family and B3-PD Probability of Default Rating. At the same time, Moody's changed the outlook to negative from stable. These actions follow the announcement that AAC will acquire AdCare, Inc., a provider of inpatient and outpatient addiction treatment services in the Northeastern US, for $85 million. The acquisition will be largely debt funded. Management expects the AdCare acquisition to close in the first half of 2018, subject to regulatory review and customary closing conditions. The affirmation of the ratings acknowledges the strategic value of AdCare which will increase AAC's scale, and diversity by payor and geography. It also provides AAC with a platform to treat Medicare and Medicaid patients. "The negative outlook reflects the heightened execution and financial risk associated with a sizeable debt funded acquisition" said Jessica Gladstone, Moody's Senior Vice President. "This comes at a time when AAC faces risks managing its own rapid growth and evolving business strategy" continued Gladstone. Ratings affirmed: AAC Holdings, Inc. Corporate Family Rating at B3 Probability of Default Rating at B3-PD Senior Secured First Lien Revolver at B3 (LGD 3) from B3 (LGD 4) Senior Secured First Lien Term Loan at B3 (LGD 3) from B3 (LGD 4) Speculative Grade Liquidity Rating, SGL-3 Outlook changed to negative from stable RATINGS RATIONALE The B3 Corporate Family Rating reflects risks associated with the company's rapid expansion and evolving strategy. The rating is also constrained by the company's track record of negative free cash flow and challenges with billing and collections. Further, AAC's absolute size is small compared to other rated healthcare providers, and it will continue to have relatively high financial leverage. The ratings are supported by favorable underlying demand trends as addiction treatment in the US becomes increasingly accepted by patients and payors. Further, the company's significant investment in new facilities, as well as recent cost reduction initiatives, should allow for improved operating leverage and increased profitability going forward. AAC's Speculative Grade Liquidity Rating of SGL-3 reflects Moody's expectation for adequate liquidity over the next twelve months. Liquidity will be supported by a bank revolving credit facility which is currently undrawn. Moody's expects modestly break-even free cash flow over the next 12 months, assuming the company's working capital management improves. The ratings could be downgraded if AAC does not begin to generate sustainable positive free cash flow. The ratings could also be downgraded if profitability declines, or if liquidity weakens for any reason. Further debt-funded acquisitions or operating disruption caused by the company's rapid expansion could also lead to a downgrade. AAC's ratings could be upgraded if the company demonstrates a track record of positive free cash flow, effectively manages its growth, and reduces its reliance on laboratory services for earnings. In addition, Moody's would need to expect that adjusted debt/EBITDA will be sustained below 5.0 times before considering an upgrade. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. AAC Holdings, Inc., headquartered in Brentwood, TN, provides substance abuse treatment services for individuals with drug and alcohol addiction. As of June 30, 2017 the company operated 12 residential substance abuse treatment facilities and 18 standalone outpatient centers as well as three sober living facilities. AAC Holdings is publicly traded and generated approximately $294 million of revenue in for the twelve months ended June 30, 2017. AEROGROUP INTERNATIONAL: Case Summary & 30 Top Unsecured Creditors ------------------------------------------------------------------ Lead Debtor: Aerogroup International, Inc. 201 Meadow Road Edison, NJ 08817 Type of Business: Aerogroup International, Inc. -- http://www.aerosales.com/-- was established in 1987 through a buyout of the What's What division of Kenneth Cole. Aerogroup is a New Jersey-based women's footwear brand offering a wide array of footwear, including heels, flats, wedges, boots and sandals that appeal to broad consumer tastes. The Company's comprehensive, multi-category assortment is infused with the latest comfort technologies, from diamond-flex soles for shock absorption to heel rests, providing differentiated comfort to consumers without compromising style. The Company operates a multi-channel business with five fully-formed profit centers across channels, tiers of retail and geographies, consisting of: (a) direct retail store business, (b) direct e- commerce business, (c) wholesale business, (d) first cost business, and (e) international licensing business. The Company currently operates 78 stores across a variety of formats, including malls, lifestyle centers, street locations and outlet centers. NAICS (North American Industry Classification System) 4-Digit Code that Best Describes Debtor: 4482 Chapter 11 Petition Date: September 15, 2017 Debtor affiliates that simultaneously filed Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Aerogroup International, Inc. 17-11962 AGI HoldCo, Inc. 17-11961 Aerogroup International, LLC 17-11963 Aerogroup International Holdings, LLC 17-11964 Aerogroup Retail Holdings, Inc. 17-11965 Aerogroup Gift Card Company, Inc. 17-11966 Court: United States Bankruptcy Court District of Delaware (Delaware) Judge: Hon. Kevin J. Carey Debtors' Counsel: Erin R. Fay, Esq. Scott D. Cousins, Esq. Erin R. Fay, Esq. Gregory J. Flasser, Esq. BAYARD, P.A. 222 Delaware Avenue, Suite 900 Wilmington, Delaware 19801 Tel: (302) 655-5000 Email: scousins@bayardlaw.com efay@bayardlaw.com gflasser@bayardlaw.com - and - Gregg M. Galardi, Esq. Mark R. Somerstein, Esq. ROPES & GRAY LLP 1211 Avenue of the Americas New York, NY 10036-8704 Tel: (212) 596-9000 Fax: (212) 596-9090 Email: gregg.galardi@ropesgray.com mark.somerstein@ropesgray.com Debtors' Financial Advisor: Mark Weinsten (CRO) BERKELEY RESEARCH GROUP, LLC 75 State St., 18th Floor Boston, MA 02109 https://www.thinkbrg.com/ Tel: 510.285.3300 Fax: 617.673.2170 Debtors' Investment Bankers: PIPER JAFFRAY & CO. Debtors' Claims, Noticing and Administrative Agent: PRIME CLERK LLC Web site: https://cases.primeclerk.com/Aerosoles Consolidated Assets as of the Petition Date: $73 million Consolidated Debts as of the Petition Date: $109 million The petition was signed by Mark Weinsten, chief restructuring officer. A full-text copy of Aerogroup International, Inc.'s petition (Proposed Lead Debtor) is available for free at: http://bankrupt.com/misc/deb17-11962.pdf Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ ICB Asia Co. Ltd. Trade Debt $7,479,363 Attention: President/ General Counsel 13F-C1 No. 185 Taichung Kang Rd Taiwan, R.O.C. Tel: +886 4232877088 Fax: +886 4232870889 Email: crobles@icbintl.com Rival Shoes Design Ltd. Trade Debt $1,771,007 Attention: President/ General Counsel No.1 Golden Road, Baima Area, Nanchang District Dongguan, Guangdong 523080 China Tel: (86) 769-8806-3066 Fax: (86) 769-2236-3627 Email: sherry@rivalshoedesign.com Move On-Componentes E Calcado Trade Debt $1,758,636 Attention: President/ General Counsel Ruo Do Alto Da Torre 100 3885-436 Esmoriz Portugal Tel: 351 256 785 250 Fax: 351 225 074 179 Email: Fatima.Oliveira@movon.pt SRS Acquiom Holdback Loan $1,687,248 Attention: President/General Counsel Payable 950 17t St. Denver, CO 80202 USA Tel: (415) 263-9018 Fax: 415-962-4147 Email: support@srsacquion.com Hongfu International Corp Trade Debt $972,418 Attention: President or General Counsel No. 130 Xing An Road Da Jia District Taichung City 43761 Taiwan Tel: +886 426805818 Fax: +886 426886739 Email: youngrui.shoes@msa.hinet.com HSM/UP Sky Trade Debt $884,552 Attention: President/ General Counsel 9 North Huizhan East Road Nanwu District Houjie Town Dongguan, Guangdong China Email: ellen@fubon-shoes.com ICI Trade Debt $613,990 Attention: President/ General Counsel 6402 South Troy Circle Suite 320 Centennial, CO 80111 USA Tel: (724) 612-38080 Email: diane@incoloradoinc.com World Commerce International Trade Debt $418,916 Attention: President/ General Counsel 32/F, Tower 1 Millenium City 1 388, Kwun Tong Road Kwun Tong, Kowloon Hong Kong Tel: (852) 3972-2276 Fax: (86) 769 2276 2099 Email: hk@worldcomtrading.com Distribution Management Group Trade Debt $371,585 Attention: President/ General Counsel 207 Meadow Road Edison, NJ 08817 USA Tel: (732) 777-3331 Fax: 732-819-9386 Email: john.roca@dmgincusa.com Simon Management Landlord $369,141 Associates, LLC 225 Washington Street Indianapolis, IN 46204-3438 USA Tel: 317-636-1600 Leif J. Ostberg, Inc. (LJO) Trade Debt $351,051 Attention: President/General Counsel 12F No. 309 Sung Chang Road Taipei Taiwan, R.O.C Tel: (973) 389-2643 Fax: 973-956-6991 Email: briant@ljoinc.com DAMCO Customs Services Inc. Trade Debt $131,767 Email: lori.woolis@damco.com BLDG Management Co., LLC Landlord $121,803 Cohnreznick LLP Professional $100,675 Email: Janet.Gay@CohnReznick.com Services Veritiv Operating Company Trade Debt $97,569 Email: Patty.Williams@veritivcorp.com Tanger Properties, LP Landlord $82,030 US Postmaster Trade Debt $81,000 Plan IT Construction USA Inc. Trade Debt $78,981 Email: FACILITIES@planitconstruction.com Zeta Interactive LLC Trade Debt $75,000 Email: janeanderson@zetaglobal.com PPR Washington Square, LLC Landlord $74,071 Email: dustin.rand@macerich.com lisa.kennedy@macerich.com PMX Agency LLC Trade Debt $63,803 Email: Acctsreceivable@pmxagency.com KnowledgePath Solutions, LLC Trade Debt $61,387 Email: mdawley@dminc.com Google Inc. Trade Debt $54,359 Email: collections@google.com Diversified Distribution Syste Trade Debt $51,715 Email: cpaumen@ddsjit.com GGP SI Mall, LLC Landlord $50,979 Cord Meyer Development, LLC Landlord $44,990 Email: JMagone@CordMeyer.com PWalsh@CordMeyer.com D & E Packaging, Inc. Trade Debt $42,627 Email: jkurtz@dnepkg.com Arandell Corp. Trade debt $42,050 Email: info@arandell.com Experian Marketing Solutions Trade Debt $40,524 Email: ExperiaNACollections@experian.com Oracle America, Inc. Trade Debt $36,952 Email: collections_us@oracle.com AEROSPACE HOLDINGS: Moody's Rates Proposed $1BB Unsec. Notes Ba3 ---------------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to the proposed $1 billion senior unsecured notes due 2023 issued by Aerospace Holdings Limited (Park), an indirect subsidiary of Avolon Holdings Limited (Avolon). Avolon's ratings, including its Ba2 corporate family rating and stable rating outlook, are unchanged. Issuer: Park Aerospace Holdings Limited -- US$1000M Backed Senior Unsecured Regular Bond/Debenture, Assigned Ba3 RATINGS RATIONALE Moody's rated the senior notes Ba3 based on Avolon's Ba2 corporate credit profile, the notes' relative priority and proportion in Avolon's capital structure, and the strength of the notes' asset coverage. The key terms of the new notes are consistent with those of existing Park senior unsecured notes. The notes are guaranteed by Avolon and by certain of Avolon's aircraft owning subsidiaries. The company intends to use the proceeds of the notes for general corporate purposes, which may include debt repayment and aircraft acquisitions. Avolon's ratings reflect the company's progress integrating the operations of C2 Aviation Capital Inc. (C2) acquired in April of this year, prospects for solid operating performance, and Moody's expectations that the risk profile of Avolon's parent Bohai Capital Holding Co. Ltd. (Bohai) will improve over the short to intermediate term. Additional credit strengths include Avolon's franchise position as the third largest aircraft leasing company globally, high quality fleet and new aircraft order book, and moderate stand-alone leverage. The company's utilization of secured funding that encumbers a high percentage of its fleet and the relatively weaker credit profile of parent Bohai are primary rating constraints. Avolon's ratings could be upgraded if the company 1) further diversifies its funding to include additional unsecured sources, with a strong liquidity buffer; 2) maintains solid profitability and capital adequacy levels; 3) effectively manages the financing and lease risks of its committed aircraft orders; and 4) better contains the risk of credit-weakening capital outflows to Bohai. Avolon's ratings could be downgraded if the firm pursues aggressive growth that results in significantly higher leverage, its liquidity position weakens, if profitability declines materially below peers, or if Bohai undertakes funding arrangements or transactions that increase risks to Avolon's credit profile. The principal methodology used in this rating was Finance Companies published in December 2016. AGI HOLDCO: Files Voluntary Chapter 11 Bankruptcy Petition ---------------------------------------------------------- AGI HoldCo, Inc., a multi-channel leading women's footwear brand doing business as Aerosoles, on Sept. 15, 2017, disclosed that it, along with certain of its subsidiaries, have voluntarily filed petitions to reorganize under chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware. The Company will continue to manage its stores and operate its businesses as "debtors in possession" under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court. Denise Incandela, the Company's Interim Chief Executive Officer, commented, "For nearly 30 years, Aerosoles has proudly offered consumers stylish and comfortable footwear at a great value. This restructuring will enable Aerosoles to become a stronger, more vibrant brand, and position the Company for future growth." A critical portion of the Company's restructuring is a significant reduction in the number of retail stores it operates in an effort to realign the business with the changing marketplace environment. The Company already had begun store closing sales and is seeking approval from the Bankruptcy Court to proceed with those sales. The Company plans to maintain four flagship stores in New York and New Jersey. Customers may also continue to shop online, as the company continues to enhance its strong digital platform, and at leading retailers throughout North America. "Incandela added, "by improving our financial structure and right-sizing our retail footprint, we will be able to refocus our business efforts on the execution of our turnaround strategy. We will continue to create product that leads the market in comfort and fashion, grow our ecommerce, wholesale and international businesses, and promote innovative new marketing campaigns that will drive our business forward." In connection with the bankruptcy filing, Aerosoles has filed with the Bankruptcy Court, and expects to obtain approval for, various customary motions for immediate relief. This immediate relief will allow the Company to make certain necessary payments to employees and suppliers that will permit it to continue operating without interruption during the restructuring. The requested approvals include authority to make wage and salary payments, continue various benefits for employees, as well as honor certain customer programs, including gift cards and customer loyalty programs. The Company expects to complete the restructuring within approximately four months. The reorganized business will focus its efforts on the ecommerce, wholesale and international businesses that have continued to gain strength in recent years. "We sincerely appreciate the tremendous efforts of our employees and our partners as we work through the restructuring. We recognize that our success is dependent on the ongoing support of our employees and value the collective efforts of our field and corporate team members. We also appreciate the loyalty and support of our customers. This process will allow us to emerge as a stronger brand and company and reinforces our commitment to providing a superior shopping experience in stores and online," said Ms. Incandela. Aerosoles' legal advisor in connection with the restructuring is Ropes & Gray LLP. Berkeley Research Group, LLC serves as its restructuring advisor and Piper Jaffray & Co. serves as its investment banker for the restructuring. Hilco Merchant Resources is assisting on store closings. Aerosoles has set up a toll-free reorganization hotline, accessible to U.S. callers at: +1-844-858-8887 and international callers at +1-646-757-8472. Customers, employees, or other interested parties who may have questions related to the reorganization may call this hotline for more information. In addition, court filings and other documents related to the restructuring are available on a separate website administered by the Company's claims agent, Prime Clerk at https://cases.primeclerk.com/aerosoles. About Aerosoles Aerosoles is a global footwear company delivering high quality products with both fashion and performance to consumers in over 40 countries around the world. The company was founded in 1987 and is headquartered in Edison New Jersey. Aerosoles is the lead brand of Aerogroup International, which also includes A2, Aerology, and WhatsWhat. ANDREW PIRNIE: Stalwart and Brown Buying Kansas Property for $57K ----------------------------------------------------------------- Andrew Mark and Debra Beatrice Pirnie ask the U.S. Bankruptcy Court for the Western District of Missouri to authorize their sale of duplex located at 9549-9551 Harrison Street, Kansas City, Missouri, to Stalwart Management, LLC and Ronald Brown for $57,000. Objections, if any, must be filed no later than Oct. 4, 2017. The Debtors own the Duplex. They have a contract to sell the Duplex to the Buyers for $57,000. They propose to sell it to the Buyers free and clear of liens. The contract includes that $7,000 (the Seller's paid closing costs) will be credited to the Buyer at closing, and that the title company will hold $4,500 of the Seller proceeds to be used to repair or replace the HVAC. The closing is to occur on Oct. 25, 2017. A copy of the contract is available upon request to the counsel for Debtor. The Court, at confirmation, determined that the value of the Duplex was $35,000. The sale of the Duplex for $57,000 is a fair price and is in the best interest of the bankruptcy estate. The excess proceeds from the sale of the Duplex will allow the Debtors to pay ongoing business expenses and potential capital gains taxes. A 6% commission on the sale will be paid to Keller Williams Southland agent Sally Sargent, who is the Debtors' Agent. Upon information and belief, the Debtors owe a payoff amount of $43,874 to lender BSI Financial Services for the Duplex . The servicing of the loan was transferred from Fay Servicing, LLC to BSI Financial Services effective Aug. 17, 2017. Andrew Mark Pirnie and Debra Beatrice Pirnie sought Chapter 11 protection (Bankr. W.D. Mo. Case No. 09-44568) on Sept. 21, 2009. The Debtors' 11 Plan was confirmed on April 2, 2010. The case was administratively closed and thereafter, due to problems with lenders, their case was re-opened. ANTHONY TSIKOURIS: McDermott Buying Hobart Property for $425K ------------------------------------------------------------- Anthony Tsikouris asks the U.S. Bankruptcy Court for the Northern District of Indiana to authorize the sale of commercial real property located at 3300 East 84th Place, Hobart, Indiana, to McDermott Properties, LLC for the sum of $425,000. The Debtor lists on his Schedule A the Real Estate held as tenants by the entireties. He filed an Amended Schedule C in the case exempting $3,950. His spouse, Diann Tsikouris filed an Amended Schedule C on March 15, 2017 exempting in full the Real Estate pursuant to I.C. 34-55-10-2(c)(5) to the extent that there no joint creditors. The Debtor has recently received an offer to purchase the Real Estate from the Buyer for the sum of $425,000. He proposes to sell the Real Estate free and clear of liens and the allowable liens to attach to the proceeds of the sale in the same order of priority. A copy of the Purchase Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Anthony_Tsikouris_282_Sales.pdf Pursuant to the preliminary title policy, the following parties may have potential liens on the Real Estate and have been served with the Motion and Notice: (i) Indiana Department of Revenue; (ii) Internal Revenue Service; (iii) Lake County Treasurer; (iv) Merrillville Conservancy District; and (v) Francine Carroll (the title company does not show as a lien because the judgment was interlocutory). The Counsel for the Debtor and Diann Tsikouris has reviewed the claims filed with the Court and determined that the following are joint creditors: (i) Internal Revenue Service; secured claim which is a lien on the Real Estate in the amount of $151,000; (ii) Internal Revenue Service; priority claim in the amount of $83,575; (iii) Internal Revenue Service unsecured claim in the amount of $71,858; and (iv) Francine Carroll; $43,961. The Internal Revenue Service has a total secured claim against the Debtor in the amount of $215,006 which attaches to the proceeds from the sale pursuant to existing case law and will be paid accordingly. The Indiana Department of Revenue has also filed a secured claim in the Debtor's case and in Diann Tsikouris' case; however, the claims that are filed with the Court do not indicating joint liability and will not attach to the proceeds. The counsel asserts that the Real Estate is no longer property of Diann Tsikouris' Chapter 13 Estate and any net proceeds that Diann Tsikouris would be entitled to receive are exempt from the claims of her creditors in her Chapter 13 case pending under case number 15-23471 other than the joint creditors listed. The Debtor proposes that the proceeds of the sale be disbursed at the time of closing in the order of the priority of liens as follows: (i) closing Costs, title insurance, recording fees etc.; (ii) real Estate taxes to Lake County Treasurer; (iii) realtor fees and attorney fees incurred; (iv) all remaining funds will be escrowed pending further Order from the Court determining the extent and priority of liens and division of net proceeds between Anthony Tsikouris and Diann Tsikouris. The Court entered an Agreed Order on March 25, 2017, approving the employment of David Lasser as the Debtor's Broker. The Debtor asks the Court to authorize him to pay the Broker. The Debtor believes that the offer by the Purchaser is in the best interest of the estate and that it reduces the secured claims and potentially the priority claims of the Debtor. He asks that the Order approving the Motion becomes effective immediately upon entry, and that the 14-day stay of the Order Pursuant to B.R. 4001(a) be waived by the Court. The Purchaser: MCDERMOTT PROPERRTIES, LLC Attn: Ronald McDermott P.O. Box 195 Crown Point, IN 46308 Telephone: (219) 213-2508 Facsimile: (219) 213-2532 About Anthony Tsikouris Anthony Tsikouris is an individual who is currently employed by Tack Building, LLC. He is an employee of the business and is paid approximately $6,000 a month gross. Mr. Tsikouris has no and never has had an interest in the business. The business is owned by entirely by his wife since it was established. Additionally, Mr. Tsikouris owns commercial real estate located at 3300 80th Place, Hobart, Indiana, with his spouse, which leases 3 units that generate net monthly income to Mr. Tsikouris of $1,800.00. Anthony Tsikouris filed for Chapter 13 protection (Bankr. N.D. Ind. Case No. 15-20208). The Debtor originally filed a Chapter 13 Plan with his spouse, Diann Tsikouris on Feb. 4, 2015 under case number 15-20208. On Nov. 3, 2015, the Debtor voluntarily sever his case from his wife's so that she could remain in Chapter 13 which the Court granted on Nov. 5, 2015. He filed a motion to convert to a Chapter 11, which was granted March 10, 2016. The Court assigned a new case number to Diann Tsikouris, 15-23471 which is still pending before the Court. On March 25, 2017, the Court retained David Lasser as Broker. ARIZONA FUNDRAISING: May Use Cash Collateral Through Sept. 29 ------------------------------------------------------------- The Hon. Madeleine C. Wanslee of the U.S. Bankruptcy Court for the District of Arizona has entered a stipulated order authorizing Arizona Fundraising Solutions, Inc., to use its income and any funds that may be advanced by Apex Fun Run, LLC, to pay expenses through and including Sept. 29, 2017. A continued hearing on the Debtor's Motion will take place on Sept. 26, 2017, at 10:00 a.m. The Debtor is not authorized to expend its funds on anything included within the "Supplies/Prizes/T Shirts" line item included in the budget without Wells Fargo Bank, N.A.'s prior consent. A copy of the Order is available at: http://bankrupt.com/misc/azb17-10016-35.pdf As reported by the Troubled Company Reporter on Sept. 6, 2017, the Debtor asked for court permission to use cash collateral to pay the ordinary and necessary expenses of operating and maintaining the Debtor's business for a period of approximately 90 days. About Arizona Fundraising Solutions Arizona Fundraising Solutions, Inc., d/b/a Apex Fun Run RUN AZ, based in Scottsdale, Ariz., filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 17-10016) on August 25, 2017. In its petition, the Debtors estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Christopher J. Stewart, president. The Hon. Paul Sala preside over the case. Randy Nussbaum, Esq., and Wesley Denton Ray, Esq., at Sacks Tierney P.A., serve as bankruptcy counsel. ASCENT GROUP: Files Chapter 11 Plan of Liquidation -------------------------------------------------- Ascent Group, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Texas a Chapter 11 plan that provides for the liquidation of its remaining assets after it sold substantially all of its operating assets to Uptown ER, LLC. The filing of the liquidating plan is part of the settlement terms incorporated in the court's March 6 order, which approved the sale. The proposed plan adopts the sale order, under which Uptown ER agreed to, among other things, settle certain claims with Highland Park Emergency Center, LLC; assume Ascent Group's debt to Regions Bank; assume the company's bankruptcy loan obligations to My ER STPCR, LP; and pay Ascent Group $107,000 cash. Under the plan, the estimated recovery for creditors holding "ordinary course" trade claims in Class 2 is between 0% and 100%. The total amount of trade claims is $1.208 million. Class 2 consists of all allowed general unsecured claims held by third-party creditors whose claims were incurred in the ordinary course of business before Ascent Group's bankruptcy filing. This class is impaired and is entitled to vote on the plan. Meanwhile, the estimated recovery for Class 3, which is comprised of the claims of iCare Medical Group LLC, Highland Park Emergency Room LLC, and Omega Emergency Physicians PLLC is between 0% and 100%. The total amount of Class 3 claims is $21.4 million. According to the plan, iCare's claim will be allowed as a Class 3 general unsecured claim in the amount of $1,421,432.20 on the effective date of the plan. Also on the effective date, Highland Park's claim will be allowed as a Class 3 general unsecured claim in the amount of $1,421,432.20. Meanwhile, Omega Emergency will be deemed to have withdrawn all claims against Ascent Group. Creditors holding allowed claims in Class 3 will receive a pro rata distribution from the liquidating trust on account of their claims from the net proceeds of any estate causes of action. The recovery to holders of claims against Ascent Group will be derived primarily from the company's remaining cash and causes of action, according to its disclosure statement, which explains the plan. A copy of the disclosure statement is available for free at https://is.gd/WPoErR About Ascent Group Ascent Group, LLC operates a stand-alone acute care medical facility in Dallas, Texas. It conducts business under the name "Physicians ER Oak Lawn." The Debtor filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 16-34436), on November 14, 2016. The petition was signed by Karen Kuo, member. The case is assigned to Judge Stacey G. Jernigan. The Debtor is represented by Marcus Alan Helt, Esq., Gardere Wynne Sewell LLP. At the time of filing, the Debtor had estimated $1 million to $10 million in both assets and liabilities. No official committee of unsecured creditors has been appointed in the Debtor's case. On June 22, 2017, the Debtor filed a disclosure statement, which explains its proposed Chapter 11 plan of liquidation. ASPECT SOFTWARE: Loses Bid to Dismiss Bisk's 2nd Amended Complaint ------------------------------------------------------------------ In the case captioned BISK EDUCATION, INC., Plaintiff, v. ASPECT SOFTWARE, INC., Defendant, Adv. No. 16-51510 (MFW) (Bankr. D. Del.), debtor Aspect Software, Inc., filed a Second Partial Motion to Dismiss the Amended Complaint. The Debtor seeks to dismiss the claims for fraudulent inducement, negligent misrepresentation, and unjust enrichment with prejudice pursuant to Rules 12(b)(6) and 9(b) of the Federal Rules of Civil Procedure, incorporated by Rules 7012 and 7009 of the Federal Rules of Bankruptcy Procedure. Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware denied the motion. The Debtor argues that the claims for fraudulent inducement and negligent misrepresentation fail to state a claim for relief under Florida law. The Debtor contends that they are deficient because they are devoid of allegations that its representatives made false representations; that its representatives knew (or should have known) that the representations were false; and that Bisk relied on those representations. Bisk responds that the Amended Complaint does, in fact, satisfy notice pleading requirements because it alleges that the Debtor knew, or should have known, that its representatives made false statements of material fact because the Debtor's method of performing the contract was different from what was promised. Bisk contends that the Debtor understood the distinction between designing a next-generation unified CRM system (as promised to Bisk) and implementing a contact center platform intended to create a CRM system (as the Debtor actually provided to Bisk). In addition, Bisk contends that the Amended Complaint sufficiently alleges that Bisk relied on the misrepresentations because it alleges that it would not have selected the Debtor to perform such a crucial project but for its purported expertise. The Court agrees with Bisk and concludes that accepting the factual allegations as true, Bisk has adequately pled claims for fraudulent inducement and negligent misrepresentation. The Amended Complaint alleges that the Debtor deliberately misrepresented its experience, expertise, and core competencies with cloud-based CRM systems in order to win the Bisk contract. The Court disagrees with the Debtor that Bisk's allegations of knowledge and intent are inadequately pled. State of mind may be averred generally so long as the facts give rise to a strong inference that the defendant possessed the requisite intent. Accordingly, the Court concludes that Bisk states a claim for fraudulent inducement and negligent misrepresentation because it sufficiently alleges that the Debtor knowingly misrepresented its competency to perform the contract and that Bisk relied on such representations when it selected the Debtor for the project. The Debtor also seeks to dismiss the unjust enrichment claim contending that Bisk cannot attach an equitable claim to a breach of contract claim for which an adequate legal remedy is available. Bisk responds that dismissal of the unjust enrichment claim is premature until the existence of an express breach of contract claim is established. In this case, Bisk contends that the Product and Service Agreement was invalid because it was fraudulently induced to enter into that agreement by the actions of the Debtor. Accordingly, the Court concludes that Bisk may plead unjust enrichment in the alternative. As a result, the Court will deny the partial motion to dismiss the unjust enrichment claim. The bankruptcy case is In re: ASPECT SOFTWARE PARENT, INC., Chapter 11, Debtor. BISK EDUCATION, INC., Plaintiff, v. ASPECT SOFTWARE, INC., Defendant, Case No. 16-10597 (MFW) (Bankr. D. Del.). A full-text copy of Judge Mary F. Walrath's Memorandum Opinion dated Sept. 5, 2017, is available at https://is.gd/L6W9OQ from Leagle.com. Aspect Software Parent, Inc., Debtor, represented by Morton R. Branzburg -- mbranzburg@klehr.com -- Klehr Harrison Harvey Branzburg LLP, William Guerrieri -- will.guerrieri@kirkland.com -- Kirkland & Ellis LLP, Stephen C. Hackney -- stephen.hackney@kirkland.com -- Kirkland & Ellis LLP, Christopher J. Marcus -- christopher.marcus@kirkland.com -- Kirkland & Ellis, LLP, Domenic E. Pacitti -- dpacitti@klehr.com -- Klehr Harrison Harvey Branzburg LLP, Ravi Subramanian Shankar -- ravi.shankar@kirkland.com -- Kirkland & Ellis LLP, James H.M. Sprayregen -- james.sprayregen@kirkland.com -- Kirkland & Ellis LLP, Joshua A. Sussberg -- joshua.sussberg@kirkland.com -- c/o Kirkland & Ellis LLP, Aparna Yenamandra, -- aparna.yenamandra@kirkland.com --Kirkland & Ellis LLP & Michael W. Yurkewicz -- myurkewicz@klehr.com -- Klehr Harrison Harvey Branzburg LLP. U.S. Trustee, U.S. Trustee, represented by Linda J. Casey -- Linda.Casey@UST.DOJ.GOV -- Office of United States Trustee. Prime Clerk, Claims Agent, represented by Benjamin Joseph Steele, Prime Clerk LLC. About Aspect Software Parent Headquartered in Phoenix, Arizona, with 38 offices located in 19 countries, Aspect Software serves as a global provider of software systems and equipment for contact centers that service the needs of customers across various industries. Aspect delivers solutions to more than 2,200 Contact Centers in more than 70 countries, and its products currently support approximately 1.5 million contact center agent seats, managing over 100 million enterprise customer interactions daily. Aspect Software Parent, Inc., Aspect Software, Inc., VoiceObjects Holdings Inc., Voxeo Plaza Ten, LLC and Davox International Holdings, LLC filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 16-10597) on March 9, 2016. Robert Krakauer signed the petitions as executive vice president and chief financial officer. The Debtors are represented by Domenic E. Pacitti, Esq., and Michael W. Yurkewicz, Esq., at Klehr Harrison Harvey Branzburg LLP, in Wilmington, Delaware; Morton Branzburg, Esq., at Klehr Harrison Harvey Branzburg LLP, in Philadelphia, Pennsylvania; and Joshua A. Sussberg, P.C., Esq., and Aparna Yenamandra, Esq., at Kirkland & Ellis LLP, in New York; and James H.M. Sprayregen, P.C., Esq., and William A. Guerrieri, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois. The Debtors also tapped Alix Partners, LLP as financial advisor, Jefferies LLC as investment banker and Prime Clerk LLC as claims, notice, and balloting agent. 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 Aspect Software Parent, Inc. ASTROTURF LLC: Court Narrows Claims in Suit vs. FieldTurf --------------------------------------------------------- Judge Paul W. Bonapfel of the U.S. Bankruptcy Court for the Northern District of Georgia granted in part and denied in part FieldTurf USA, Inc.'s motion to dismiss the complaint filed by AstroTurf, LLC's owners (Textile Management Associates, Inc., William Bryan Peeples, and George Thomas Peeples) for failure to state a claim on which relief can be granted. FieldTurf USA, Inc., and Tarkett, Inc., have a pending infringement lawsuit against AstroTurf, LLC. FieldTurf wants to add the owners as additional defendants in the Patent Case to establish their liability for AstroTurf's patent infringement through the prosecution of alter ego and veil-piercing claims under Georgia law and a patent inducement claim under 35 U.S.C. section 271(b). The TMA Parties filed an adversary proceeding to prevent FieldTurf's prosecution of alter ego and veil-piercing claims. They contend that FieldTurf is asserting claims of AstroTurf that AstroTurf released as part of a global settlement in its Chapter 11 case among AstroTurf, TMA, certain of their affiliates, and the Committee of Unsecured Creditors. FieldTurf insists that the release does not cover its claims. The complaint of the TMA Parties states a claim for a declaratory judgment under 28 U.S.C. section 2201 that FieldTurf can assert only General Claims and has no Specific Claims and for injunctive or other relief in connection with such a determination under 28 U.S.C. section 2202. The Court denies FieldTurf's motion to dismiss this claim for failure to state a claim on which relief can be granted. To the extent that the complaint seeks any other relief, the Court grants FieldTurf's motion to dismiss for failure to state a claim on which relief can be granted. With regard to the claim of the TMA Parties for a declaratory judgment and other relief under 28 U.S.C. section 2201 and section 2202, the Court grants FieldTurf's motion for this Court to exercise its discretion to dismiss it because the TMA Parties filed the declaratory action in anticipation of imminent litigation against them by FieldTurf or, alternatively, because, in the interests of justice, compelling circumstances make it inappropriate for this Court to entertain the declaratory action. Alternatively, the Court sua sponte abstains from hearing the declaratory action under 28 U.S.C. sectopm 1334(c)(1) and will dismiss this claim. Based on, and in accordance with, the foregoing, the Court dismisses the complaint filed by the TMA parties. The adversary proceeding is TEXTILE MANAGEMENT ASSOCIATES, INC., WILLIAM BRYAN PEEPLES, and GEORGE THOMAS PEEPLES, Plaintiffs, v. FIELDTURF USA, INC., AND TARKETT, INC., Defendants, Adv. No. 17-04005-pwb (Bankr. N.D. Ga.). The bankruptcy case is In re: ASTROTURF, LLC, Chapter 11, Debtor. TEXTILE MANAGEMENT ASSOCIATES, INC., WILLIAM BRYAN PEEPLES, and GEORGE THOMAS PEEPLES, Plaintiffs, v. FIELDTURF USA, INC., AND TARKETT, INC., Defendants, Case No. 16-41504-pwb (Bankr. N.D. Ga.). A full-text copy of Judge Bonapfel's Order dated Sept. 5, 2017, is available at https://is.gd/OOcfxf from Leagle.com. AstroTurf, LLC, Debtor, represented by Jeffrey R. Dutson -- jdutson@kslaw.com -- King & Spalding LLP, Mark M. Maloney -- mmaloney@kslaw.com -- King & Spalding, Thomas Glenn Saunders -- thomas.saunders@wilmerhale.com -- Wilmer Cutler Pickering Hale & Dorr LLP & Seth P. Waxman -- seth.waxman@wilmerhale.com -- Wilmer Cutler Pickering Hale and Dorr LL. Guy G. Gebhardt, U.S. Trustee, represented by Martin P. Ochs -- martin.p.ochs@usdoj.gov -- Office of the U. S. Trustee. Official Unsecured Creditors Committee for AstroTurf, LLC, Creditor Committee, represented by Frank W. DeBorde --fdeborde@mmmlaw.com -- Morris, Manning & Martin, LLP, David J. Mayo -- dmayo@mmmlaw.com -- Morris, Manning & Martin LLP & Lisa McVicker Wolgast -- lwolgast@mmmlaw.com -- Morris, Manning & Martin, LLP. About Astroturf, LLC AstroTurf, LLC, formerly known as General Sports Turf, LLC, was formed under the laws of the state of Michigan on Jan. 23, 2003. Initially, the Debtor sold and installed a range of goods and equipment for stadiums, including stands, lighting, and sound systems. In April 2004, Textile Management Associates, Inc., the Debtor's current majority equity holder, purchased the intellectual property associated with the AstroTurf brand pursuant to a sale under Section 363 of the Bankruptcy Code in the bankruptcy case of Southwest Recreational Industries, Inc. (Bankr. N.D. Ga. Case No. 04-40656). In 2009, AstroTurf, LLC, a Georgia limited liability company and subsidiary of TMA, merged with the Debtor -- the Debtor was the surviving entity after the merger. Shortly thereafter, the Debtor changed its name to AstroTurf, LLC. At the time of the merger, the Debtor ceased its sale of stadium equipment and transitioned into the synthetic turf business. On the bankruptcy filing date, the Debtor marketed, sold, and installed high quality indoor and outdoor synthetic grass athletic surfaces, including field, track, and tennis surfaces throughout North America, Europe, Russia, and Africa. The Debtor's customers included university athletic departments, sports facilities, and other purchasers of synthetic turf. During the bankruptcy case, the Debtor sold substantially all of its assets; accordingly, the Debtor no longer operates a synthetic turf business. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N. D. Ga. Case No. 16-41504) on June 28, 2016. The petition was signed by Sean M. Harding, chief restructuring officer. 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 Paul W. Bonapfel. The Debtor is represented by Paul K. Ferdinands, Esq., at King & Spalding LLP, as Chapter 11 counsel, and Wilmer Cutler Pickering Hale and Dorr LLP as special counsel. Kurtzman Carson Consultants LLC serves as the Debtor's claims, noticing, and balloting agent. The official committee of unsecured creditors retained Morris, Manning & Martin, LLP as its legal counsel, and GlassRatner Advisory & Capital Group, LLC as its financial advisor. AVAYA INC: First Lien Debt Claimants to Recoup 94.5% in Latest Plan ------------------------------------------------------------------- Avaya, Inc., and its debtor affiliates filed with the U.S. Bankruptcy Court for the Southern District of New York a disclosure statement for their first amended joint chapter 11 Plan, dated Sept. 8, 2017. The latest plan adds Class 3(B), first lien debt claims with respect to Debtor Avaya Holdings Corp. The estimated recovery for this class is 94.5%. Based on the Settled Valuation and other elements of the Global Plan Settlement, including with respect to the treatment of the adequate protection payments made by the Debtors to or for the benefit of Holders of First Lien Debt Claims during the pendency of the Chapter 11 Cases for Plan distribution purposes, with respect to the Plan for Avaya Holdings Corp., the Class 3(B) Allowed First Lien Debt Claims in Class 3(B) in the amount of $3,281,346,976 will be reduced by the HoldCo Allocation Amount, which reduction is estimated to be approximately $165 million as of the date hereof. The estimated Class 3(B) Allowed First Lien Debt Claim already takes into account the foregoing reduction. The Troubled Company Reporter reported on Sept. 6, 2017, that Class 6 general unsecured creditors will be paid 19.7% of their claims under the companies' latest restructuring plan filed on August 24. Under the plan, the companies increased the estimated amount to be recovered by unsecured creditors to 19.7% from 8.2%. A copy of the Latest Disclosure Statement is available at: http://bankrupt.com/misc/nysb17-10089-1107.pdf About Avaya Inc. Avaya Inc., together with its affiliates, is a multinational company that provides communications products and services, including, telephone communications, internet telephony, wireless data communications, real-time video collaboration, contact centers, and customer relationship software to companies of various sizes. The Avaya Enterprise serves over 200,000 customers, consisting of multinational enterprises, small- and medium-sized businesses, and 911 services as well as government organizations operating in a diverse range of industries. It has approximately 9,700 employees worldwide as of Dec. 31, 2016. Avaya Inc. and 17 of its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-10089) on Jan. 19, 2017. The petitions were signed by Eric S. Koza, CFA, chief restructuring officer. Judge Stuart M. Bernstein presides over the cases. The Debtors have hired Kirkland & Ellis LLP as legal counsel; Centerview Partners LLC as investment banker; Zolfo Cooper LLC as restructuring advisor; PricewaterhouseCoopers LLP as auditor; KPMG LLP as tax and accountancy advisor; and The Siegfried Group, LLP, as financial services consultant. Prime Clerk LLC is their claims and noticing agent. On Jan. 31, 2017, the U.S. Trustee for Region 2, appointed an official committee of unsecured creditors. Morrison & Foerster is the creditors committee's counsel. On April 13, 2017, the Debtors filed their joint Chapter 11 plan of reorganization. Stroock & Stroock & Lavan LLP and Rothschild, Inc., serve as advisors to an ad hoc group -- Ad Hoc Crossholder Group -- comprised of holders of the Company's (i) 33.98% of the $3.235 billion total amount outstanding under loans issued pursuant to a Third Amended and Restated Credit Agreement, amended and restated as of December 12, 2012 (the "Prepetition Cash Flow Term Loans"); (ii) 28.38% of the $1.009 billion total principal amount outstanding under notes issued pursuant to an indenture for the 7.00% Senior Secured Notes Due 2019 (the "7.00% First Lien Notes"); (iii) 12.82% of the $290 million total principal amount outstanding under notes issued pursuant to an indenture for 9.00% Senior Secured Notes Due 2019 (the "9.00% First Lien Notes"); (iv) 83.70% of the $1.384 billion total amount outstanding under notes issued pursuant to an indenture for 10.5% Senior Secured Notes Due 2021 (the "Second Lien Notes"); and (v) 24% of the $725 million outstanding under loans issued under the Debtors' debtor-in-possession financing (the "DIP Facility") pursuant to a Superpriority Secured Debtor-In-Possession Credit Agreement, dated as of Jan. 24, 2017. BCP RENAISSANCE: Fitch Rates $1.2BB Sr. Secured Term Loan BB- ------------------------------------------------------------- Fitch Ratings has assigned an expected rating of 'BB-(EXP)' to BCP Renaissance Parent LLC's (BCP) $1.2 billion senior secured term facility, subject to the receipt of: -- Final documents and financial model that substantially conform to the reviewed term sheet and current financial model as it relates both to the term facility and Blackstone's equity commitment; -- Relevant legal opinions, including non-consolidation opinion; Independent Engineer's (IE) final report that covers the operations and maintenance (O&M) cost and capital expenditure capex) review and IE's sensitivities in line with the assumptions made in the financial model, and includes a favorable opinion regarding the ongoing delays due to FERC's suspension of horizontal directional drilling activity; -- Final version of the Amended and Restated ET Rover Pipeline Agreement that is substantially similar to the reviewed version of the agreement. KEY RATING DRIVERS Summary: BCP Renaissance Parent LLC is acquiring a minority equity interest in the Rover pipeline project (Rover), which consists of a green-field 713-mile interstate pipeline designed to transport 3.25 billion cubic feet per day (bcfd) of natural gas. Rover benefits from contractual revenues anchored by long-term, fixed-price agreements but remains exposed to potential merchant risk for remarketed capacity in the event of a hypothetical shipper bankruptcy. Rover's strong competitive position linking natural gas production in the Marcellus and Utica shale gas regions with major markets minimizes volumetric risks, but basis differentials and shipper credit quality could erode if market conditions weaken due to oversupply and/or slackening demand. BCP's high level of leverage, initially 8.2x in the sponsor case, is partially mitigated by a flexible repayment structure. The term facility provides for rapid deleveraging in the base case with strong prospects for refinancing the balloon maturity even if revenues are reduced and interest rates rise. DSCRs average 1.2x under the rating case during the tenor of the term facility but average more than 2.0x in the post-refinancing period. CONTRACTED REVENUES, WEAK COUNTERPARTIES Revenue risk primarily reflects the sub-investment grade credit quality of the shipper counterparties, with revenues split almost evenly between shippers rated above and at the 'BB' rating level and those that are rated either below the 'BB' rating level or not rated by Fitch. The pricing structure of the take-or-pay agreements provides revenue stability so long as the shippers remain solvent. In the event that a shipper is unable to meet its commitments, Rover would be forced to remarket capacity at prevailing market rates, which may demonstrate high volatility. The potential for a longer-term reduction in demand and the prospect of competing pipeline development could put downward pressure on the pricing of any remarketed capacity. FIRST MOVER, STRONG ECONOMICS Fitch believes Rover should be able to remarket capacity based on the fundamental economics of the Marcellus and Utica shale production regions, particularly in the near to medium term when Rover represents one of the only available transportation option for the contracted shippers. Rover provides shippers with access to multiple regions of steady industrial demand and gas storage locations such that shipper netbacks would improve considerably versus local markets. The competitive position of Rover should support full utilization of the pipeline system going forward, even if pricing is lower than originally contracted following any potential shipper bankruptcy. MITIGATED COMPLETION RISK BCP is largely insulated from completion risks, which are effectively transferred to investment-grade Energy Transfer Partners, LP (ETP, BBB-/Stable) under a joint venture agreement. BCP's equity funding obligation is capped at a fixed amount with ETP bearing the responsibility for cost overruns, and ETP has committed to pay delay damages if Rover is not operational by a date certain. Delay risks are further mitigated by the advanced stage of construction and the 15-month scheduling buffer before the threshold dates that would trigger capacity step-downs under the shipper agreements. STABLE EXPECTED OPERATING PROFILE Operation risk is generally low based on the favorable evaluation of the IE, the non-complex nature of the asset, the use of conventional technology, and the operator's extensive experience. Tempering the otherwise low-risk operating profile is the green-field nature of the pipeline system and the lack of risk transfer from the Rover operating company to third parties. HIGH LEVERAGE, REFINANCING RISK BCP's debt structure includes initially high leverage, variable interest rate risk, and refinancing risk. The term facility employs a partially amortizing structure that triggers a balloon payment at maturity, and BCP's ability to refinance will be dependent upon the efficacy of a cash sweep. Financial metrics are generally robust during the seven-year tenor of the term facility and BCP's project life coverage ratio (PLCR) through Sept. 30, 2037 meets or exceeds 1.2x across various stress scenarios. The structural subordination of BCP's indebtedness is low due to lack of distribution covenants at the Rover operating company in conjunction with restrictions on additional indebtedness and capital expenditure activity. FINANCIAL PERFORMANCE BCP's initially high leverage, 8.2x in the sponsor case and 8.9x in the base case, could fall to 5.4x at maturity if base case conditions are maintained. Fitch's rating case increases the interest rate on the term facility, includes higher operating costs, assumes the issuance of additional indebtedness, and reduces revenues to reflect the high level of merchant risk following any potential shipper bankruptcy. DSCRs average 1.2x under rating case conditions during the tenor of the term facility but average more than 2.0x in the post-refinancing period, reflecting the benefit of the flexible repayment profile and the long-term value of Rover's contracts. Leverage is high at 7.5x in 2024 but rapidly falls due to the cash sweep post-refinancing, such that leverage would fall to 5.5x in 2028. PEER GROUP Fitch has assigned investment-grade ratings to comparable pipeline systems, such as Midcontinent Express Pipeline, LLC (BBB-/Stable) and Ruby Pipeline LLC (BBB-/Stable). BCP's initial leverage exceeds 8.0x, which is considerably weaker than the 3.5x leverage exhibited by higher rated peers that also generally have a stronger mix of shipper counterparties. Additionally, debt at the peer pipelines is directly at the operating level. Fitch recognizes the potential for BCP to rapidly de-lever under the term facility, suggesting that BCP has the capacity to improve the capital structure over time if economic conditions are favorable and the shipper contracts remain in force. RATING SENSITIVITIES Future Developments That May, Individually or Collectively, Lead to Negative Rating Action: -- Increased exposure to merchant risk following a hypothetical shipper bankruptcy, such that Rover is forced to remarket capacity at lower-than-contracted pricing. -- Adverse market conditions that interfere with BCP's ability to meet target amortization levels and/or refinance the balloon maturity in 2024, particularly if leverage exceeds 7.5x. Future Developments That May, Individually or Collectively, Lead to Positive Rating Action: -- Financial performance that allows BCP to consistently meet targeted amortization and reduce leverage below 5.0x. -- Improvement in the credit quality of the shipper counterparties to the 'BB' rating category, such that the proportion of contracted revenue exceeds 75% of total projected revenue. TRANSACTION SUMMARY BCP Renaissance Parent LLC is a special purpose company, created to finance and acquire a minority equity interest in the Rover pipeline project, which consists of a green-field 713-mile interstate pipeline designed to transport 3.25 bcfd of natural gas. The pipeline is primarily situated in northern Ohio, extending from the Vector Pipeline interconnection in southeastern Michigan to Ohio's eastern border, with laterals reaching into West Virginia and Pennsylvania. The project has contracted 98% of the pipeline's capacity with nine natural gas producers/shippers under long-term take-or-pay agreements with 15- to 20-year terms. ETP, which is managing the development and construction of the pipeline, will operate the completed project. The proposed issuance of a $1.2 billion senior secured term facility would finance the sponsors' acquisition of a 32.435% ownership interest in the Rover pipeline from the current majority owner, ETP. The proceeds of the financing will fund the acquisition payment, the sponsors' share of construction costs, interest during construction, and the debt service reserve. Fitch Cases In its base case, Fitch applied a 10% reduction to spot revenues and all revenues associated with speculative-grade shippers. The reduction recognizes the potential for a shipper bankruptcy and is approximately equivalent to the loss of all merchant revenues, or the revenues associated with one of the speculative grade shippers other than Ascent Utica. DSCRs average 1.74x during the tenor of the term facility and 3.38x post-refinancing, as leverage declines to 5.41x in 2024 with a PLCR of 1.67x. In 2024, Fitch assumes an effective extension of the term facility and the cash sweep at an all-in average interest rate of approximately 7.25%. Fitch has also run break-even analyses on key factors with the following results: -- O&M costs increase by 300% reduces DSCRs below 1x; Spot revenues and all revenues associated with speculative- grade shippers fall by 40%, resulting in breakeven DSCR coverages across the seven-year tenor of the term facility; -- Revenues fall by 40% to reach PLCR of 1.00x in 2024; -- Loss of 90% of the capacity sold to Ascent Utica, Rover's largest counterparty by projected revenue, due to bankruptcy and sale at a deep discount or any other event causes metrics to reach breakeven levels. The breakeven results illustrate that BCP remains resilient in extreme cases where significant operational and commercial stresses are applied. Fitch assumes the following combination of stresses to develop its rating case and determine BCP's resilience: -- BCP is assumed to immediately exercise its option to issue an additional $50 million of indebtedness; -- LIBOR is assumed to gradually increase from current rates before reaching a plateau of 4% in 2022. The increase in interest rates ranges from 100 to 150 basis points versus the sponsor's assumptions; -- The refinancing rate is increased to 8.5% for the duration of the refinancing period; -- An increase of 10% is applied to all operating expenses and maintenance capital expenditures; -- 15% reduction in spot revenues and all revenues associated with speculative-grade shippers. DSCRs average 1.2x under rating case conditions during the tenor of the term facility but average more than 2.0x in the post-refinancing period, reflecting the benefit of the flexible repayment profile and the long-term value of the shipper contracts. Despite the combination of financial and operating stresses with revenue reductions, BCP's PLCR remains at 1.2x in 2024. Leverage is high at 7.5x in 2024 but rapidly falls due to the cash sweep, which reduces leverage to 5.5x in 2028. Fitch views the rating case as a severe scenario in which a near-term market correction effectively eliminates spot revenues and drives the bankruptcy and irrevocable loss of one of Rover's shippers. The market correction is assumed to persist throughout the entire term of the contracts and is accompanied by a sharp increase in interest rates that also persists indefinitely. Notwithstanding these conditions, BPC issues additional indebtedness in a high interest rate environment. Fitch views BCP's financial performance under these conditions as consistent with the 'BB-' rating. BD WHITE BIRCH: S&P Alters Outlook to Positive & Affirms 'B' CCR ---------------------------------------------------------------- S&P Global Ratings revised its rating outlook on BD White Birch Investment LLC to positive from stable. At the same time, S&P affirmed its 'B' corporate credit rating on the company. S&P said, "We also raised the issue-level rating on the company's first-lien term loan to 'B+' from 'B'. The '2' recovery rating on the first-lien term loan indicates our expectation for substantial (70%-90%; rounded estimate: 75%) recovery of principal in the event of payment default. "The outlook revision reflects our view that an improved pricing environment, sale of high-cost and inefficient assets, and mix shift toward specialty paper will strengthen credit metrics over the next 12 months. An upgrade is predicated on continued strong operating performance given the low-cost position of its current mills and capitalizing on the fragmented specialty papers market through volume and share expansion. By the end of 2017, we expect BD White Birch to reduce its leverage multiple to 3.7x and funds from operations (FFO) to debt at 11.9%. "The positive outlook reflects our expectation for stable pricing in newsprint with declines in demand offset by industry participants idling capacity. Over the next 12 months, we expect the company to use proceeds from asset sales, cash flow from operations, and strategic revolver draw-downs to pay down debt. We expect credit metrics to strengthen over our forecast period as the company navigates the secular decline in paper products. "We could raise our ratings on BD White Birch if debt to EBITDA were sustained below 5x over the next 12 months, supported by lower debt from asset sales and improved profitability as the company aims to shift its sales mix toward higher margin specialty papers. In such a scenario, we would expect a low risk of leveraging above 5x based on the company's financial policy and the owner's financial risk appetite. As such, we expect the company will maintain lower debt levels as newsprint continues its secular decline and the company shifts to higher-margin paper products. "We could return the outlook to stable if the company underperforms our expectation for margin expansion or the newsprint industry suffers another year of accelerated declines, thus causing debt to EBITDA to be maintained above 5x. Although we view this scenario as unlikely given that industrywide capacity curtailments have stabilized pricing and we expect inventories to come down, this could occur if the pace of capacity closures slows, newsprint demand declines further than expected, or pricing declines back to the $500/ton level observed in 2015. On a company-specific basis, this could cause capacity utilization to decline and potentially lower the expected top-line performance." BETHEL HEALTHCARE: KH Capital Buying Default Judgment for $2.2K --------------------------------------------------------------- Bethel Healthcare, Inc., and Corinthian Sub-Acute & Rehabilitation Center, Inc., ask the U.S. Bankruptcy Court for the Central District of California to authorize the bidding procedures in connection with their sale of a judgment in adversary no. 1:15-ap-01060-GM against Susan Henry and Randy Henry, jointly and severally, entered June 20, 2017, in the amount of $492,000 ("Property") to KH Capital, LLC for $2,200, subject to overbid. A hearing on the Motioin is set for Oct. 3, 2017 at 10:00 a.m. Objections, if any, must be filed no later than 14 days prior to the hearing. On March 31, 2015, the Court entered an order approving the stipulation entered into between the Debtors and the official committee of unsecured creditors appointed in the Debtors' bankruptcy cases, which, among other things, conferred on the Committee standing to pursue certain actions for avoidance of transfers under chapter 5 of the Bankruptcy Code as well as various actions against the Debtors' insiders. Shortly thereafter, the Committee completed its investigation and commenced approximately 20 adversary proceedings against various parties, including insiders, that apparently received preferential or fraudulent transfers. Many of the Defendants in the adversary proceedings failed to respond to the complaints. Therefore, the Court entered Default Judgments, including these: a. a judgment in adversary no. 1:15-ap-01057-GM against Cerelina M. Pichay, entered Aug. 26, 2015, in the amount of $21,304, for the benefit of the Corinthian estate; b. a judgment in adversary no. 1:15-ap-01043-GM against Schraders' Medical Supply, Inc., entered Aug. 26, 2015, in the amount of $10,389, for the benefit of the Bethel estate; c. a judgment in adversary no. 1:15-ap-01045-GM against Pharmacy Advantage, Inc., entered Aug. 26, 2015, in the amount of $60,767, for the benefit of the Bethel d. a judgment in adversary no. 1:15-ap-01059-GM against ALH Enterprise, LLC, entered Aug. 26, 2015, in the amount of $69,000, for the benefit of the Corinthian estate; e. a judgment in adversary no. 1:15-ap-01044-GM against Rami M. Shaarawy, entered Sept. 28, 2015, in the amount of $12,000, for the benefit of the Bethel estate; f. a judgment in adversary no. 1:15-ap-01047-GM against Nidosi, Inc., entered Sept. 28, 2015, in the amount of $14,726, for the benefit of the Bethel estate; g. a judgment in adversary no. 1:15-ap-01051-GM against Robo Plumbing, Inc., entered Sept. 28, 2015, in the amount of $13,300, for the benefit of the Corinthian estate; and h. the Property. With respect to the Property, the Committee entered into a Settlement Agreement for the benefit of the Bethel estate. Pursuant to the Settlement Agreement, Susan and Randy Henry and Richard Brenner agreed to pay a total of $100,000 over 36 months, and the Henrys agreed to the entry of a stipulated judgment against them in the amount of $492,000 in the event of default. Upon default, a judgment in the amount of $492,000 was entered on June 20, 2017. To monetize the Property, the Debtors shopped the Property and eventually located KH Capital. On Sept. 12, 2017, after significant, arms-length negotiations, the parties entered into the Asset Purchase Agreement dated Sept. 12, 2017. The Purchase Agreement specifically provides that the sale of the Property is subject to approval by the Court, and that if an order approving the sale is not entered on Nov. 11, 2017, KH Capital may elect to cancel the sale transaction. The key terms of the Purchase Agreement are: a. Purchase Price: $2,200 b. Anticipated Closing Date: Nov. 11, 2017 c. Contingencies: There are no financing contingencies d. Other Costs of Sale: The Debtors believe that there may be legal fees and additional, negligible costs of sale related to the transaction. e. No Viable Alternative Purchasers: There are no viable alternative purchasers. Nevertheless, in an effort to ensure a value-maximizing sale, KH Capital has agreed to submit its Purchase Agreement subject to higher and better offers pursuant to the Bidding Procedures. f. Closing: No later than three business days after a Sale Order entered by the Court becomes a final, non-appealable Order that authorizes and approves the sale to the Purchaser of the Assets The Debtors propose to allocate the proceeds of the sale between the Bethel estate and the Corinthian estate according to each estate's pro rata share of the face values of the judgments entered for its benefit. Given an approximately judgment face value of $693,476, the Bethel estate would be entitled to 85% of the sale proceeds, $1,870, and the Corinthian estate is entitled to 15% of the sale proceeds, $330. The Debtors propose to allocate the proceeds of the sale in this manner. The salient terms of the Bidding Procedures are: a. Bid Deadline: Oct. 3, 2017 at 10:00 a.m. b. Initial Minimum Bids: A purchase price greater than the aggregate consideration offered by KH Capital in the Purchase Agreement plus an initial minimum bid increment of $500. c. KH Capital is a Qualified Bidder and the Purchase Agreement is a Qualified Bid. d. Auction: Unless otherwise ordered by the Court, the Auction will take place on Oct. 3, 2017 at 10:00 a.m. at the U.S. Bankruptcy Court for the Central District of California, San Fernando Valley Division, Courtroom 303, 21041 Burbank Boulevard, Woodland Hills, California. e. Bid Increments: $500 A copy of the Agreement and the Bidding Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/Bethel_Healthcare_710_Sales.pdf The Debtors are not aware of any liens on the Property, and, therefore, the sale will occur at a price that exceeds all liens and encumbrances. Accordingly, the Property may be sold free and clear. Selling the Property as soon as possible and pursuant to the terms of the Purchase Agreement would relieve the Debtors from incurring the risk and fees of collection and would monetize the Property for the benefit of the estates and their creditors. Any alternative Successful Bids will be the product of the Bidding Procedures and Auction process designed to maximize the recovery to the Debtors' estates. In conclusion, the proposed sale of the Property is in the best interest of the Debtors and their creditors. The Purchaser: Noah Kay KH CAPITAL, LLC 6442 Coldwater Cyn. Ave. Suite 215B North Hollywood, CA 91606 Telephone: (818) 660-6624 The Henrys: Randy and Susan Henry 10429 Amberwood Lane Northridge, CA 91326-3936 About Bethel Healthcare About Bethel Healthcare, Inc., doing business as West Valley Convalescent Hospital, and Sub-Acute & Rehabilitation Center, Inc. simultaneously filed their Chapter 11 petitions (Bankr. C.D. Cal. Case Nos. 13-12220 and 13-12221, respectively) on April 1, 2013. Judge Alan M. Ahart is assigned to the cases. Bethel's and Corinthian's bankruptcy cases are jointly administered only and are not substantively consolidated. The petitions were signed by Richard Brenner, chief financial officer. The Debtors each estimated assets and liabilities in the range of $1,000,001 to $10,000,000. The Debtors tapped Hamid R. Rafatjoo, Esq., at Venable LLP, as counsel. BIOPLANET CORP: Unsecureds Monthly Payment Increased to $8,700 -------------------------------------------------------------- Bioplanet Corp. filed with the U.S. Bankruptcy Court for the Southern District of Texas an amended disclosure statement, dated August 31, 2017, explaining its plan of reorganization. Class 8 consists of the executory contracts held by Ford Motor Credit. As reflected in the Debtor's schedules, the Debtor elects to assume the executory contracts. The Debtor is current with the executory contracts and the original terms of the leases shall continue to govern the agreement with Ford Motor Credit. Class 8 under the earlier version of the plan consisted of the executory contracts held by Autonation Ford Katy and Wells Fargo. Class 9 is comprised of general unsecured claims held by 30 creditors for business debt. The Debtor proposes to pay the claims totaling approximately $1,009,466.61, 100% over a period of 10 years at a rate of 4% interest per annum. Regular monthly payments of approximately $8,748.71, beginning on the effective date, will be distributed on a pro-rata basis to the various creditors holding unsecured claims. As reported by the Troubled Company Reporter on July 21, 2017, Class 9 general unsecured claims held by 30 creditors under the plan only amounted to $634,681, and the proposed monthly payment is only $6,426. A copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/txsb17-30684-67.pdf About BioPlanet Corp. BioPlanet Corp., a corporation with its main office in Katy, Texas, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 17-30684) on Feb. 5, 2017. The petition was signed by Bernardo Herrero, director. At the time of the filing, the Debtor estimated its assets and debts at $1 million to $10 million. The case is assigned to Judge Karen K. Brown. The Debtor is represented by Adelita Cavada, Esq. at The Perez Law Firm. On June 15, 2017, the Debtor filed a disclosure statement, which explains its proposed Chapter 11 plan of reorganization. BLACKRIDGE TECHNOLOGY: Issues Workers 22.8M Shares in Lieu of Cash ------------------------------------------------------------------ BlackRidge Technology International, Inc., issued on Sept. 11, 2017, an aggregate 22,807,005 shares of the Company's restricted common stock under certain restricted stock agreements to its employees and affiliates in lieu of cash payment of an aggregate $13,684,192 in deferred wages and compensation at $0.60 per Share. The Company's officers and directors received an aggregate 4,642,489 Shares. The Shares will vest 10 months following the date of grant. Each grantee will have the same voting and dividend rights as a shareholder since the date of grant. About BlackRidge BlackRidge Technology Technology International, Inc., formerly known as Grote Molen Inc. -- http://www.blackridge.us-- provides a next generation cyber defense solution that stops cyber-attacks and blocks unauthenticated access. The Company's patented First Packet Authentication technology was developed for the military to cloak and protect servers and segment networks. BlackRidge Transport Access Control authenticates user and device identity and enforces security policy on the first packet of network sessions. This new level of real-time protection blocks or redirects unidentified and unauthorized traffic to stop attacks and unauthorized access, isolates systems and segments networks, and provides identity attribution. BlackRidge was founded in 2010 to commercialize its military grade and patented network security technology. BlackRidge Technology was incorporated under the laws of the State of Nevada on March 15, 2004, under the name "Grote Molen, Inc." On Sept. 6, 2016, Grote Molen entered into an agreement and plan of reorganization with BlackRidge and Grote Merger Co., a Delaware corporation providing for the Company's acquisition of BlackRidge in exchange for a controlling number of shares of the Company's preferred and common stock pursuant to the merger of Grote Merger Co. with and into BlackRidge, with BlackRidge continuing as the surviving corporation. The transaction contemplated in the agreement closed on Feb. 22, 2017. On July 2, 2017, the Company filed a Certificate to Accompany Restated Articles or Amended and Restated Articles with the Secretary of State of Nevada to, among other things, change the Company's name to BlackRidge Technology International, Inc. Grote Molen reported a net loss of $259,447 for the year ended Dec. 31, 2016, compared to a net loss of $52,120 for the year ended Dec. 31, 2015. As of June 30, 2017, BlackRidge had $7.83 million in total assets against $22.59 million in total liabilities and a total stockholders' deficit of $14.75 million. Pritchett, Siler & Hardy, P.C., in Farmington, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, noting that Grote Molen, Inc., has incurred losses and negative cash flows from operations. These factors raise substantial doubt about the ability of the Company to continue as a going concern. BLACKRIDGE TECHNOLOGY: Participated at Cyber Security Conference ---------------------------------------------------------------- BlackRidge Technology International, Inc., had been invited to participate and is one of the sponsors for the 2017 Cyber Security for Healthcare Exchange Conference, being held on September 13-15, 2017 at the Highlands Dallas in Dallas, Texas. BlackRidge Managing Director of Healthcare Steve Leatherman will be presenting How to Reduce Risk and Improve Patient Care with a New Approach to Cyber Security. Leatherman will review how cyber-attacks, originating from outside or inside your network, can compromise clinical device functionality, and how a best practices approach of implementing micro-segmentation to isolate can protect healthcare systems and legacy devices. "Security breaches are not only putting protected health information 'PHI' at risk, but directly impacting the ability to deliver patient care in a secure, authenticated and appropriate manner," said Leatherman. Today's Healthcare Chief Information Security Officers (CISOs) are working to streamline technology services to improve the quality of care, while still keeping personal and corporate information safe and intellectual property secure. The Cyber Security for Healthcare Exchange Conference features CISOs and industry cyber security professionals presenting on current topics and research in healthcare cyber security and cyber defense. A KPMG 2017 Cyber Healthcare and Life Sciences Survey shows that 47% of healthcare payers and providers experienced security related violations or cyber-attacks that compromised data in 2017, yet 87% rated their readiness to defend at four or better on a five-point scale. According to KPMG Healthcare Advisory Leader Dion Sheidy: Healthcare payers and providers are treacherous ground here and some organizations are underestimating cyber-security risks. Despite rising threats KPMG’s survey found that cyber security as a board agenda item has declined over the past two years to 79% versus 87% in 2015. Meanwhile, on Sept. 12, 2017, BlackRidge participated at the Rodman & Renshaw 19th Annual Global Investment Conference in New York City, New York. A copy of the Company's presentation materials is available for free at https://is.gd/FCCH05 About BlackRidge BlackRidge Technology Technology International, Inc., formerly known as Grote Molen Inc -- http://www.blackridge.us/-- provides a next generation cyber defense solution that stops cyber-attacks and blocks unauthenticated access. The Company's patented First Packet Authentication technology was developed for the military to cloak and protect servers and segment networks. BlackRidge Transport Access Control authenticates user and device identity and enforces security policy on the first packet of network sessions. This new level of real-time protection blocks or redirects unidentified and unauthorized traffic to stop attacks and unauthorized access, isolates systems and segments networks, and provides identity attribution. BlackRidge was founded in 2010 to commercialize its military grade and patented network security technology. BlackRidge Technology was incorporated under the laws of the State of Nevada on March 15, 2004, under the name "Grote Molen, Inc." On Sept. 6, 2016, Grote Molen entered into an agreement and plan of reorganization with BlackRidge and Grote Merger Co., a Delaware corporation providing for the Company's acquisition of BlackRidge in exchange for a controlling number of shares of the Company's preferred and common stock pursuant to the merger of Grote Merger Co. with and into BlackRidge, with BlackRidge continuing as the surviving corporation. The transaction contemplated in the agreement closed on Feb. 22, 2017. On July 2, 2017, the Company filed a Certificate to Accompany Restated Articles or Amended and Restated Articles with the Secretary of State of Nevada to, among other things, change the Company's name to BlackRidge Technology International, Inc. Grote Molen reported a net loss of $259,447 for the year ended Dec. 31, 2016, compared to a net loss of $52,120 for the year ended Dec. 31, 2015. As of June 30, 2017, BlackRidge had $7.83 million in total assets against $22.59 million in total liabilities and a total stockholders' deficit of $14.75 million. Pritchett, Siler & Hardy, P.C., in Farmington, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, noting that Grote Molen, Inc. has incurred losses and negative cash flows from operations. These factors raise substantial doubt about the ability of the Company to continue as a going concern. BROOKS AUTOMATION: S&P Assigns 'BB-' CCR, Outlook Stable -------------------------------------------------------- S&P Global Ratings today assigned its 'BB-' corporate credit rating to Chelmsford, Mass.-based Brooks Automation Inc. The outlook is stable. S&P siad, "At the same time, we assigned our 'BB-' issue-level rating and '3' recovery rating to the company's $200 million first-lien term loan B due 2024. The '3' recovery rating indicates our expectation of meaningful (50%-70%; rounded estimate: 55%) recovery in the event of a default. "The rating is based on Brooks' small scale and significant exposure to the volatile semiconductor market, which could threaten operating performance. The company's ongoing restructuring initiatives, leadership in certain market niches, and its life science segment growth rate partially offset these factors. The rating also reflects our expectation of leverage around the low-2x area at the end of fiscal years 2017 and 2018, respectively. "The stable outlook reflects our view that Brooks is likely to grow faster than the overall semiconductor equipment market and that it can absorb an operating downturn while keeping leverage below 4x. Our base-case expectation for the next year is for adjusted debt to EBITDA below 2.5x. "We could lower the rating over the next year if the company observes adjusted debt to EBITDA above 4x and DCF to debt below 5%. Such a scenario could occur if the company loses key customers or there is a general downturn in capital expenditures by semiconductor manufacturers. "We could raise the ratings in the next year if adjusted debt to EBITDA falls to the low-2x area on a sustained basis through market cycles and adjusted DCF to debt rises above 10%." BYUNG MOOK CHO: Cho Buying Baltimore Liquor Store for $15K ---------------------------------------------------------- Byung Mook Cho asks the U.S. Bankruptcy Court for the District of Maryland to authorize the sale of Fulton Discount Liquors, Inc. ("FDL") located at 551 N. Fulton Ave., Baltimore, Maryland, to Jin Su Peang for $15,000. Objections, if any must be filed by Oct. 5, 2017. If an objection is filed, a hearing will be held on Oct. 19, 2017 at 11:00 a.m. Among the assets the Debtor listed in its bankruptcy petition is the personal property described as a 100% ownership interest in FDL, a liquor store. He listed FDL's value at $15,000, consisting of $5,000 in inventory and $10,000 in non-tangible assets. FDL was not independently appraised by a licensed appraiser nor was it appraised by a professional business evaluator. There are no liens or encumbrances on FDL. FDL has no debts. All proceeds of the sale of the assets will be distributed directly to Mr. Cho. FDL suffered substantial losses as a result of the Baltimore Riots of 2015 and has not recovered. FDL had a loss of $231,418 for FY2015 and a profit of only $18 for FY 2016. If the Debtor is unable to sell the business immediately, he will close the business because it is unprofitable to operate. The Debtor has obtained an offer to purchase FDL through the Business Asset Purchase Agreement for FDL dated Aug. 23, 2017 for $15,000 from the Purchaser. The Debtor has accepted a $1,000 deposit and an additional $5,000 payment toward the purchase price. The remaining balance of $9,000 is to be paid upon transfer of the liquor license. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Byung_Cho_17_Sales.pdf The sale of FDL is commercially reasonable and represents the fair market value of the property. It is in the best interest of the Estate that the Court authorizes the Sale of the Property according to the terms set forth, and the sale is a critical component for the Debtor to obtain Plan confirmation. Pursuant to Local Bankruptcy Rule 9013-2, the Debtor states that he will not file a memorandum of law with the Motion. Counsel for Debtor: Michael S. Myers, Esq. SCARLETT, CROLL & MYERS, P.A. 201 N. Charles St., Ste. 600 Baltimore, MD 21201 Telephone: (410) 468-3100 Byung Mook Cho sought Chapter 11 protection (Bankr. D. Md. Case No. 17-22057) on Sept. 8, 2017. CAMBER ENERGY: Receives Final Default Notice from Senior Lender --------------------------------------------------------------- Camber Energy, Inc., received on Sept. 8, 2017, a final notice of default from its senior lender, International Bank of Commerce, noting a payment default in the Company's failure to pay its Aug. 25, 2017, installment payment. The notice also cited several covenant defaults by the Company. The Company must cure the Payment Default by paying $425,000, as well as any attorney's fees or late fees as determined by IBC, on or before Sept. 16, 2017. The Company has a 30-day cure period under its loan agreement with respect to the covenant defaults. The Company is evaluating its strategic alternatives as to how to address these defaults. The IBC loan is secured by substantially all of the Company's assets other than those assets of CATI Operating LLC, which secure amounts owed under the note held by CATI. The Company also reports that the NYSE American has granted the Company a two-week extension, until Sept. 19, 2017, to submit its plan of compliance addressing how it intends to regain compliance with Sections 1003(a) (ii) and (iii) of the Exchange's Company Guide by Aug. 3, 2018. The Company also reports that it is still pursuing possible resolutions of the default notice received by its wholly owned subsidiary CATI Operating LLC. The cure period on the note expires today at which time all principal, interest and unpaid costs are immediately due and payable. As stated previously, this loan is non-recourse to the public Company itself, but is recourse to CATI, and the lender may take action to enforce its security interest over CATI's assets upon default. The Company further announces that as it has engaged Dykema Gossett as restructuring advisors to assist the Company in continuing to evaluate all strategic alternatives. About Camber Energy Based in Houston, Texas, Camber Energy (NYSE MKT: CEI) -- http://www.camber.energy/-- is a growth-oriented, independent oil and gas company engaged in the development of crude oil and natural gas in the Austin Chalk and Eagle Ford formations in south Texas, the Permian Basin in west Texas, and the Hunton formation in central Oklahoma. Lucas Energy changed its name to Camber Energy, Inc., effective Jan. 5, 2017, to more accurately reflect the Company's strategic shift from its Austin Chalk and Eagleford roots to an expanding addition of shallow oil and gas reserves with longer-lived, lower-risk production profiles. Camber reported a net loss of $89.12 million on $5.30 million of total net operating revenues for the year ended March 31, 2017, compared to a net loss of $25.44 million on $968,146 of total net operating revenues for the year ended March 31, 2016. As of March 31, 2017, Camber Energy had $39.85 million in total assets, $50.42 million in total liabilities and a total stockholders' deficit of $10.56 million. GBH CPAs, PC -- http://www.gbhcpas.com/-- in Houston, Texas, issued a "going concern" opinion on the consolidated financial statements for the year ended March 31, 2017, citing that the Company has incurred significant losses from operations and had a working capital deficit at March 31, 2017. These factors raise substantial doubt about the Company's ability to continue as a going concern, the auditors said. CARRINGTON FARMS: Unsecureds to Get 100% in 120 Mos in Latest Plan ------------------------------------------------------------------ Carrington Farms Condominium Owners' Association filed with the U.S. Bankruptcy Court for the District of New Hampshire an amended disclosure statement, dated Sept. 8, 2017, pertaining to an amended plan of reorganization. The latest plan will give Class 6 General Unsecured Creditors a dividend of 100% of each allowed claim, without interest in 120 consecutive monthly installments, beginning on the 30th day from the Effective Date and on the same date of each succeeding month thereafter until such allowed claim is paid in full. The Plan grants creditors holding Allowed Claims in this Class two different treatment options known as GUC Option A and GUC Option B. Creditors may elect to be paid in full over a period of 10 years without interest or accept a payment equal to 40% of their Allowed Claims on the Effective Date, which gives them essentially the same treatment as Sequel. Creditors who do not elect will be deemed to have chosen the payment in full Option. The Troubled Company Reporter previously reported that under the previous plan, Class 6 General Unsecured Class will get a dividend of 50% of each allowed claim, without interest, in 120 consecutive, equal monthly installments. Projected dividend is a total of $990 per month shared pro rata by creditors holding allowed claims. A full-text copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/nhb17-10137-176.pdf About Carrington Farm Condominium Owners Association Carrington Farms Condominium Owners' Association, a not for profit, voluntary association organized under RSA 292, is responsible for the management and operation of Carrington Farms. It is managed by NH Core Properties, LLC, acting through Tom Carroll. Although it was administratively dissolved, Carrington Farms Condominium Owners' Association has applied for reinstatement. Carrington Farms Condominium Owners' Association filed a Chapter 11 bankruptcy petition (Bankr. D.N.H. Case No. 17-10137) on Feb. 3, 2017. Gary Woscyna, President, signed the petition. At the time of filing, the Debtor estimated $100,000 to $500,000 in assets and $500,000 to $1 million in liabilities. William S. Gannon, Esq., at William S. Gannon PLLC, is serving as counsel to the Debtor. CASHMAN EQPT: Sept. 28 Non-Evidentiary Hearing on Sale of Vessels ----------------------------------------------------------------- Judge Melvin S. Hoffman of the U.S. Bankruptcy Court for the District of Massachusetts held an evidentiary hearing on Cashman Equipment Corp.'s sale of vessels free and clear of liens in the ordinary course of business. Objections to the said sale have been filed by Citizens Asset Finance, Inc. and Rockland Trust Company. A further non-evidentiary hearing will be held on Sept.28, 2107 at 2:00 p.m. About Cashman Equipment Corp. Headquartered in Boston, Massachusetts, Cashman Equipment Corp. -- http://4barges.com/-- was founded in 1995 as a barge rental and marine contracting company with a fleet of 10 barges, 9 of which were built in the 1950s and 1960s. Cashman Equipment and certain of its affiliates and subsidiaries own, operate, rent, and sell a fleet of vessels, including inland and ocean barges, marine accommodation barges, specialized oil spill recovery barges, and tugs, as well as marine equipment, such as cranes, accommodation units, and marine pollution skimmers. Cashman Equipment and certain of its affiliates and subsidiaries, Cashman Scrap & Salvage, LLC, Servicio Marina Superior, LLC, Mystic Adventure Sails, LLC, and Cashman Canada, Inc., filed bare-bones Chapter 11 petitions (Bankr. D. Mass. Lead Case No. 17-12205) on June 9, 2017. The petitions were signed by James M. Cashman, the Debtors' president. Mr. Cashman also commenced his own Chapter 11 case (Bankr. D. Mass. Case No. 17-12204). The cases are jointly administered. Cashman Equipment estimated its assets and debt at between $100 million and $500 million. Judge Melvin S. Hoffman presides over the cases. Harold B. Murphy, Esq., and Michael K. O'Neil, Esq., at Murphy & King, Professional Corporation, serve as Cashman Equipment, et al.'s counsel. Jeffrey D. Sternklar, Esq., at Jeffrey D. Sternklar LLC, serves as Mr. Cashman's counsel, according to Mr. Cashman's petition. An official committee of unsecured creditors has been appointed in the case and is represented by Michael J. Fencer, Esq., and John T. Morrier, Esq., at Casner & Edwards, LLP. CENTURY ALUMINUM: S&P Alters Outlook to Pos. & Affirms 'B' CCR -------------------------------------------------------------- S&P Global Ratings revised its rating outlook on Chicago-based Century Aluminum Co. to positive from stable. At the same time, S&P affirmed its 'B' corporate credit rating on the company. S&P said, "In addition, we affirmed our 'B+' issue-level rating on the company's senior secured notes due 2021. Our recovery rating on the notes remains '2', indicating our expectation for substantial (70%-90%; rounded estimate: 80%) recovery in the event of a payment default. "The outlook revision to positive reflects our view that the recent improvement in Century's operating results, profitability, and credit measures will continue over the next 12 months, supported by notably higher aluminum prices and relatively stable premiums in the U.S. and Europe. We believe that our price assumptions and expectations for production volumes should result in adjusted EBITDA of between $140 million and $150 million and adjusted leverage of about 3x for the full-year 2017. In 2018, we expect the company's EBITDA to decline modestly to between $120 million and $130 million, with adjusted leverage of between 3x and 3.5x, on the back of slightly lower aluminum prices and incrementally higher raw material costs. "The positive outlook reflects our expectation that Century's improving operating results in 2017 will continue into 2018, leading to a sustainable improvement in credit measures over the next 12 months. Specifically, we expect that Century will produce adjusted leverage of about 3x, FFO to debt between 20% and 25% and FOCF to debt between 5% and 10% over that timeframe, which is somewhat strong for the rating. Notably, our ratings on Century continue to reflect our expectation for wide variability in the company's EBITDA and associated credit measures as a result of the highly volatile nature of the aluminum market (through both prices and premiums). "We could raise our ratings on Century over the next 12 months if the company reduced fully adjusted debt to EBITDA below 4x and FFO to debt above 20% on a sustained basis, while maintaining the historical strength of its liquidity profile. We believe such a scenario would be likely if market conditions for aluminum prices and premiums remain robust into 2018, enabling the company to generate meaningful free operating cash flows (FOCF) at our current aluminum price assumptions. The current spot price of aluminum is about $2,100/mt in early September 2017, which could accelerate the improvement in credit measures if sustained. "We could revise the outlook back to stable from positive if adjusted debt to EBITDA reversed course and rose to 7x, which we believe could occur if aluminum prices declined sharply or if the company adopted a more aggressive financial policy, both of which we view as unlikely. We estimate that Century's adjusted debt leverage would increase to this level in 2018 if LME aluminum prices dropped to about $1,800/mt, or about 15% from current prices, and remained at this level for a sustained period. While this would represent an unusually large decline in one year, it is possible. Separately, although also unlikely, we could take a negative rating action if Century's liquidity were to weaken from current levels, presumably due to FOCF deficits given lower aluminum prices, higher raw material costs, or lower revolving credit facility availability." CHESAPEAKE ENERGY: Appoints Leslie Starr Keating as Director ------------------------------------------------------------ The Board of Directors of Chesapeake Energy Corporation appointed Leslie Starr Keating to the Board on Sept. 11, 2017. Ms. Keating will serve on the Audit Committee and Compensation Committee. Upon Ms. Keating's appointment as a non-employee director, Ms. Keating will receive the standard annual benefits paid to each non-employee director, including: (i) an annual retainer of $100,000, paid quarterly in installments; and (ii) an annual grant of restricted stock units with a value of approximately $250,000, issued pursuant to the Company's 2014 Long Term Incentive Plan. Ms. Keating will receive prorated cash and restricted stock unit awards for the remainder of 2017. In connection with her appointment, the Company and Ms. Keating will enter into the Company's standard indemnity agreement for officers and directors. The Company said there are no arrangements or understandings between Ms. Keating and the Company or any other person pursuant to which Ms. Keating was appointed as a director of the Company. Ms. Keating is not related to any officer or director of the Company. There are no transactions or relationships between Ms. Keating and the Company that would be required to be reported under Item 404(a) of Regulation S-K. About Chesapeake Energy Chesapeake Energy Corporation -- http://www.chk.com/-- is an oil and natural gas exploration and production company engaged in the acquisition, exploration and development of properties for the production of oil, natural gas and natural gas liquids (NGL) from underground reservoirs. The Company also owns oil and natural gas marketing and compression businesses. As of Dec. 31, 2016, the Company has sold substantially all of its assets associated with its natural gas gathering business, and prior to June 30, 2014, it owned an oilfield services business. Chesapeake's operations are located onshore in the United States. 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 June 30, 2017, the Company had $11.92 billion in total assets, $12.60 billion in total liabilities and a total deficit of $684 million. * * * 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. CIRCLE Z: Cigna Blocks Approval of Disclosure Statement ------------------------------------------------------- Cigna Health and Life Insurance Company objects to the disclosure statement of Circle Z Pressure Pumping, LLC, submitted in connection with its plan of reorganization. Cigna complains that the Disclosure Statement does not contain adequate information. First, the Disclosure Statement fails to recognize, disclose, and account for the Cigna Priority Claim. Second, the Disclosure Statement fails to propose any speciﬁc treatment for claims. Third, the Disclosure Statement fails to provide for payment to holders of claims entitled to section 507(a)(5) priority before any payment to holders of lower priority claims, e.g., sales taxes asserted by the State of Texas. Finally, the Disclosure Statement fails to disclose the projected value and timing of the proposed sources ("net proceeds" of the sale of "collateral," "any positive cash ﬂow" generated by the reorganized Debtor, and avoidance action proceeds) of payment to holders of Priority Claims. As a result of these deﬁciencies, Cigna does not know what, if any, treatment its Priority Claim will receive under the Plan. Further, it appears that any proposed treatment of Cigna's Priority Claim may be in violation of 11 U.S.C. section 507(a). For these reasons, Cigna asks the Court sustain the Objection, deny approval of the Disclosure Statement to the extent inconsistent with this Objection, and grant Cigna such further and additional relief as the Court may deem just and equitable. The Troubled Company Reporter previously reported that during the term of the Plan, the Debtor will continue to operate its business. The Debtor's income will be dedicated to the payment of obligations provided for under the Plan after appropriate allowance for necessary expenses and taxes. Should the net income of the Debtor increase during the term of this Plan such that Debtor may increase payments to the holders of claims in Classes 1-11, the Debtor will do so to pay those claims sooner than as contemplated by the Plan. The Debtor will also distribute to Classes 10 and 11 any funds generated through the refund of 2% of any equipment sold in which Austin Bank holds a lien upon satisfaction of all administrative expenses. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/txeb16-60633-102.pdf Counsel for Cigna Health and Life Insurance Company: Jeffrey C. Wisler (DE Bar No. 2795) The Brandywine Building 1000 West Street, Suite 1400 Wilmington, Delaware 19801 Telephone: (302) 757-7300 Facsimile: (302) 658-0380 About Circle Z Pressure Pumping Circle Z Pressure Pumping, LLC, filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 16-60633) on Oct. 11, 2016. The petition was signed by David Powell, member. The Debtor is represented by Michael E. Gazette, Esq., at the Law Offices of Michael E. Gazette. The Debtor estimated assets and debt of $10 million to $50 million at the time of the filing. The Debtor was originally formed in Texas in 2009. Its corporate headquarters and home office is located in Longview, Panola County, Texas. The Debtor's managing member, David Powell, has been with the Debtor since its formed. The Debtor's business is exclusively in the oil and gas industry rendering services in the hydraulic fracturing of formations to enhance the recovery of oil and gas. CIRCLE Z: Sale of Two Pump Trailers to Valor for $1.1M Approved --------------------------------------------------------------- Judge Bill Parker the U.S. Bankruptcy Court for the Eastern District of Texas authorized Circle Z Pressure Pumping, LLC's sale of 2001 Stewart & Stevenson FT-2251 Pump Trailer, Vin FT225168737000105 ("Unit 129"), for $650,000; and 2001 SWTR Portable Tandem Axle Pump Trailer, VIN 1S9X038201H434080 ("Unit 130") for $450,000, to Valor Energy Services, LLC. The sale is free and clear of all liens, claims, interests, obligations, rights and encumbrances. The liens of BXS, Panola County and Rusk County will attach to the gross sale Proceeds with the same validity, priority and extent that they attached to the Pump Units. The Debtor is authorized and directed to open a second DIP account which complies with the guidelines promulgated by the U.S. Trustee. All sales proceeds received by the Debtor from the Sale Transaction will be deposited into the Escrow Account and kept segregated from any other funds of the Debtor. The Escrow Account will be used solely to hold the segregated sales proceeds in the gross amount of $1.1 million received upon the consummation of the Sale Transaction. The Debtor will not disburse any portion of the Proceeds except in accordance with the Order or any subsequent order of the Court. Upon consummation of the Sale Transaction, and receipt of the Proceeds, the Debtor will be authorized to disburse a portion of the proceeds as follows: (i) $6,500 to the United States Trustee, by check, delivered to the United States Trustee, c/o Sam Baker, 110 N College, Suite 300, Tyler, Texas 75702, owed pursuant to 28 U.S.C. Section 1930 and calculated using the gross amount of the Proceeds assuming that the entirety of the Proceeds will ultimately be disbursed; and (ii) $677,390 to BancorpSouth Bank, by check, delivered to BancorpSouth Bank, c/o Billy J. Babineaux, Jr., 315 Settlers Trace Blvd., Lafayette, Louisiana70508, on account of its claims secured by the Pump Units. The remaining sum of $416,110 ("Tax Escrow") will be held in the Escrow Account pending further order of the Court. The liens of the Tax Authorities and BXS will attach to the Tax Escrow with the same validity, extent and priority as currently exists with respect to the Pump Units. The Tax Escrow will secure the claims of the Tax Authorities for unpaid 2015 through 2017 ad valorem business personal property taxes allocated as follows: (i) Rusk County 2015-2016 - $193,790; (ii) Rusk County 2017 (est.) - $53,775; (iii) Panola County 2015-2016 - $129,383; and (iv) Panola County 2017 (est.) - $39,163. However, the amount of Tax Escrow will not serve as a cap or a limit on the amount which may be paid to the Tax Authorities. BXS will not be prejudiced from asserting entitlement to some or all of the Tax Escrow on account of its liens or claims. It is further ordered that the Tax Authorities will receive payment from the Tax Escrow pursuant to further order of the Court with respect to the Motion for Distribution of Sales Proceeds filed by BXS, or any other order entered by the Court. The Court waived the 14-day stay under Bankruptcy Rules 6004(h) and 6006(d). About Circle Z Pressure Pumping With corporate headquarters and home office is located in Longview, Panola County, Texas, Circle Z Pressure Pumping, LLC, is exclusively in the oil and gas industry, rendering services in the hydraulic fracturing of formations to enhance the recovery of oil and gas. Circle Z's managing member, David Powell, has been with Circle Z since its formed. Circle Z Pressure Pumping filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 16-60633) on Oct. 11, 2016. The petition was signed by David Powell, member. The Debtor estimated assets and debt of $10 million to $50 million at the time of the filing. The Debtor is represented by Michael E. Gazette, Esq., at the Law Offices of Michael E. Gazette. CLARKE PROJECT: Wants to Use Cash Collateral Through Jan. 31 ------------------------------------------------------------ Clarke Project Solutions, Inc., asks the U.S. Bankruptcy Court for the Central District of California to approve the Debtor's first stipulation with Cumming Construction Management, Inc., doing business as Cumming Corporation, for use of cash collateral from Oct. 1, 2107, through Jan. 31, 2018, to continue operating the Debtor's business. A hearing to consider the Debtor's request is set for Sept. 27, 2017, at 10:00 a.m. The Debtor says it has been operating on a profitable basis postpetition. The profit on a cash basis, as reported in the Profit & Loss statement, through July 2017, was a combined profit on a cash basis for the first six months of approximately $290,000. The Debtor's income and expenses for the first six months were consistent with the Debtor's cash budget projections with few exceptions. The cash collateral as of July 31, 2017, was approximately $920,000 in cash and approximately $250,000 in accounts receivable for an estimated total cash collateral of $12 million. The starting cash collateral, as of the filing of the case on Feb. 2, 2017, consisted of cash of approximately $600,000 and accounts receivable of approximately $400,000 for total starting cash collateral of approximately $1.0 million. Cumming Construction is the only creditor that asserts an interest in cash collateral in this case. Cumming Construction asserts both secured and unsecured claims against the Debtor. On May 15, 2017, Cumming Construction filed its 3 Proof of Claim No. 4 asserting an unsecured claim of$270,358.01, and a secured claim of $308,702. On May 25, 2017, Cumming Construction filed its Amended Proof of Claim No. 4-2, submitting additional documents in support of its Proof of Claim No. 4. Cumming Construction alleges a security interest in the cash, accounts receivable and other assets of the Debtor based on the filing of a UCC Financing Statement on June 6, 2013, with the Office of the California Secretary of State as Document Number 380354800002. The Debtor disputes all claims alleged by Cumming Construction, including the validity, extent and priority of the alleged security interest, and asserts that it has no financial obligations owing to Cumming Construction. The Budget also indicates that this collateral pool will include cash in excess of $800,000 which is more than the $600,000 that existed on the Petition Date. The cash balances include the balance in the segregated holding account, to be funded for the potential benefit of Cumming Construction that will be $110,000 by Jan. 31, 2018. The Debtor will deposit in a segregated debtor-in-possession bank account $10,000 per month beginning in October 2017 and each month thereafter through January 2018. This payment is substantially more than accruing interest on any claim that may be allowed in favor of Cumming Construction, and is not required by either contract or by law. The accumulation of cash in this segregated account is proposed as a demonstration of the Debtor's good faith in requesting the use of cash collateral to continue its operations. No payments are to be made to Cumming Construction until its claims are allowed by the Court and the Court enters an order authorizing distribution of the funds. Cumming Construction will be granted a replacement lien as adequate protection to the same validity, priority and extent as existed in its favor on the Petition Date. A copy of the Debtor's Motion is available at: http://bankrupt.com/misc/cacb17-10402-147.pdf As reported by the Troubled Company Reporter on June 5, 2017, the Court authorized the Debtor to use cash collateral through Sept. 30, 2017. About Clarke Project Solutions Clarke Project Solutions, Inc., f/k/a Cumming Clarke, based in Mission Viejo, California, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-10402) on Feb. 2, 2017. Chris Clarke, the president, signed the petition. The Debtor estimated assets at $1 million to $10 million and liabilities at $500,000 to $1 million at the time of the filing. The case is assigned to Judge Theodor Albert. The Debtor's bankruptcy counsel is Pamela Jan Zylstra, Esq. The Debtor has hired Dale K. Quinlain, Esq., at Quinlan Law Corporation, as special litigation counsel. The Debtor has also hired George Shewchuk of Raimond Pettit Group as accountant. COSMO ACQUISITION: Moody's Assigns B3 CFR; Outlook Stable --------------------------------------------------------- Moody's Investors Service announced that it assigned a B3 Corporate Family Rating (CFR) and B3 Probability of Default Rating (PDR) for Cosmo Acquisition Corporation. Cosmo Acquisition Corporation will acquire Covenant Surgical Partners, Inc. ("Covenant Surgical"), the latter of which will become the borrowing entity at which all Moody's ratings will be placed. Moody's also assigned a Ba3 (LGD 1) rating to the company's $25 million senior secured revolving credit facility. Additionally, the rating agency assigned B3 (LGD 4) ratings to Cosmo's $150 million secured subordinated term loan and $45 million secured subordinated delayed draw term loan. The outlook is stable. Proceeds from these transactions will help fund Covenant Surgical's acquisition by private equity firm KKR. Pro forma for the transaction, adjusted debt to EBITDA is approximately 5.4 times. Moody's expects to withdraw all ratings related to the legacy Covenant Surgical once the transaction is completed. Ratings assigned: Cosmo Acquisition Corporation, initially, and Covenant Surgical Partners, Inc. (new) at the transaction's close Corporate Family Rating at B3 Probability of Default Rating at B3-PD Senior secured revolving credit facility expiring 2022 at Ba3 (LGD 1) Secured subordinated term loan due 2024 at B3 (LGD 4) Secured subordinated delayed draw term loan due 2024 at B3 (LGD 4) The outlook is stable. Ratings unchanged that will be withdrawn at close: Covenant Surgical Partners, Inc. (Old) Corporate Family Rating at B3 Probability of Default Rating at B3-PD Senior secured global notes due 2019 at B3 (LGD 4) RATINGS RATIONALE Covenant Surgical's credit profile is constrained by its small size on both an absolute basis and relative to larger competitors, as well as the company's high financial leverage. Covenant Surgical also faces risks associated with its significant concentration in colonoscopy and gastroenterology procedures, which, together with related services, account for nearly 77% of revenues. The company also deploys an aggressive acquisition strategy, which elevates integration risk. However, Moody's acknowledges that the ambulatory surgery center (ASC) industry has favorable long-term growth prospects. This is because patients and payors prefer the outpatient environment (primarily due to lower cost and better outcomes) for certain specialty procedures. The Ba3 rating on the secured revolving credit facility reflects its first priority claim to asset sale proceeds in the event of a default, and the cushion provided by a large amount of junior debt. The secured term loans are legally subordinated to the revolving credit facility in the event of a default. However they are rated B3, the same level as the CFR, as they represent the preponderance of debt in the capital structure. The stable rating outlook reflects Moody's expectation that the company will remain modest in scale, acquisitive, and as a consequence, highly leveraged. Moody's also anticipates that the company will maintain an adequate liquidity profile. The ratings could be downgraded if Covenant Surgical's revenue or profitability weakens or its financial leverage increases. A downgrade could also occur if the company's liquidity deteriorates or negative free cash flow is sustained. The ratings could be upgraded if Covenant Surgical materially increases its scale and geographic diversity while effectively managing its growth. This would need to be accompanied by an expectation that the company sustains debt to EBITDA below 6.0 times. Covenant Surgical Partners, Inc. is an owner and operator of 39 ASCs across 17 states focused on colonoscopy and other gastrointestinal procedures with some ophthalmology procedures. Following the completion of its pending LBO, Covenant Surgical will be owned by private equity sponsor KKR and have pro forma revenues of approximately $171 million. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. COVENANT SURGICAL: S&P Affirms 'B-' CCR Amid KKR Acquisition ------------------------------------------------------------ U.S.-based outpatient surgery facilities owner and operator Covenant Surgical Partners Inc. plans to issue a $25 million revolving credit facility (undrawn at close), a $150 million first-lien term loan, and a $45 million delayed-draw first-lien term loan. This issuance comes as part of a transaction in which private equity sponsor Kohlberg Kravis Roberts & Co. L.P. is acquiring a controlling interest in this business. S&P estimates adjusted debt leverage will be about 7.5x-8.0x for 2017 and 7.2x for 2018, pro forma for the new debt. S&P Global Ratings thus affirmed its 'B-' corporate credit rating on outpatient surgery facilities owner and operator Covenant Surgical Partners Inc. The outlook is stable. S&P said, "At the same time, we assigned a 'B+' issue-level rating to the proposed $25 million secured revolving credit facility, with a '1' recovery rating, indicating our expectation for very high (90%-100%; rounded estimate: 100%) recovery in the event of a payment default. "We also assigned a 'B-' issue-level rating to Covenant's proposed $150 million first-lien term loan and $45 million delayed-draw first-lien term loan, with a '4' recovery rating. The '4' recovery rating indicates our expectation for average (30%-50%; rounded estimate: 30%) recovery in the event of a payment default. "The 'B-' corporate credit rating on Covenant Surgical Partners Inc. reflects its limited operating history, small scale, and narrow operating focus in a highly competitive industry. It also is based on our expectation that leverage, which includes an adjustment for operating leases, will remain above 5x over the next few years and that cash flow generation will be positive, but modest." The stable rating outlook on Covenant Surgical Partners, Inc. reflecting S&P Global Ratings' expectation that the company will remain acquisitive as it seeks increased growth, the reimbursement environment will remain stable, the company's discretionary cash flow will be modestly positive, and its liquidity will remain adequate. S&P said, "We could consider a downgrade if the company suffers discretionary cash flow deficits over an extended period, leading us to view the capital structure as unsustainable. Cash flows could turn negative if the company's organic revenue declines at a high-single-digit rate and margins drop 400 basis points as a result of competition, reductions in reimbursement, or poorly performing acquisitions and integration problems. "We deem an upgrade unlikely over the next couple of years, as the company works to extend its track record of posting solid organic growth, expanding its scale, and successfully acquiring and integrating acquisitions. Additionally, the company would have to generate steady and meaningful discretionary cash flow in the $20 million to $40 million area and reduce adjusted leverage to below 5x. We believe this would likely require the company to nearly double its revenue base." CREEKSIDE VILLAGE: Exit Plan to Pay Unsecureds in Full at 4.25% --------------------------------------------------------------- Unsecured creditors of Creekside Village Development Group, Inc., will receive full payment under the company's proposed plan to exit Chapter 11 protection. Under the restructuring plan, creditors holding Class 7 general unsecured claims will be paid in full with interest accruing at the annual rate of 4.25% from the effective date of the plan. Creekside anticipates paying general unsecured claims in full with interest on or by the 28th day of the 18th month following the effective date. The company scheduled general unsecured claims in the amount of $268,300. Prior to the petition date, Creekside provided development services to Provident Group–Creekside Properties, LLC and other parties. However, since its bankruptcy filing, the company has not provided any development services. Its only source of revenues will be the collection of its Provident receivable and funds from either a bridge loan or sale of its real property. Additionally, Jason Lewis, the chief executive officer, will contribute such funds as necessary to pay priority or secured tax claims until the sale or refinancing of the real property, according to Creekside's disclosure statement filed on September 5 with the U.S. Bankruptcy Court for the Northern District of Georgia. A copy of the disclosure statement is available for free at https://is.gd/N082fj About Creekside Village Development Group Founded in 2013, Creekside Village Development Group Inc. is a small organization in the business services industry. It is owned by Jason Lewis who also serves as its chief executive officer, chief financial officer and secretary. The Debtor owns real property located at 4840 and 4788 Hanson Drive SE, and 0.442 acres on S. Cobb Drive, Smyrna, Georgia. The property consists of a total of 5.416 acres in Cobb County, and is located approximately three miles from downtown Smyrna. The property was acquired in three transactions between 2014 and 2016 and is zoned for a 10 story independent senior living center. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 17-59992) on June 5, 2017. Mr. Lewis signed the petition. At the time of the filing, the Debtor estimated its assets and debts at $1 million to $10 million. Judge Paul W. Bonapfel presides over the case. Jones & Walden, LLC represents the Debtor as bankruptcy counsel. CROSSMARK HOLDINGS: S&P Cuts CCR to CCC on Deteriorating Liquidity ------------------------------------------------------------------ S&P Global Ratings lowered its corporate credit rating on Plano, Texas-based CROSSMARK Holdings Inc. to 'CCC' from 'CCC+'. The outlook is negative. S&P said, "We also lowered our issue-level rating on CROSSMARK's secured first-lien debt to 'CCC' from 'CCC+', and its secured second-lien debt to 'CC' from 'CCC-'. Our '3' recovery rating on the first-lien debt indicates our expectation for meaningful (50%-70%, rounded estimate: 50%) recovery in the event of default. Our '6' recovery rating on the second-lien debt indicates our expectation of negligible (0%-10%, rounded estimate: 0%) recovery in the event of default. Total debt outstanding was about $500 million as of June 30, 2017. "The downgrade and negative outlook reflect the company's deteriorating liquidity and potential for a lower rating if a default or distressed exchange appears imminent. While we previously viewed CROSSMARK's capital structure as unsustainable in the long run, our prior 'CCC+' rating and stable outlook reflected the company's adequate liquidity including sufficient cash, revolver availability, and positive free cash flow. However, operating performance has weakened considerably, free cash flow has turned negative, and liquidity has declined over the last few quarters. We estimate the company could default on its springing first-lien leverage covenant over the next several quarters if liquidity continues to weaken. We believe the risk of a distressed exchange or restructuring has increased meaningfully due to the performance decline and approaching debt maturities, which include the $56.25 million revolver due in June 2019 and $425 million first-lien term loan due in December 2019. "The negative outlook reflects the potential for a lower rating if we believe sustained negative free cash flow will constrain liquidity and cause the company to default on its springing leverage covenant due over the next several quarters. It also reflects our view that the potential for a debt restructuring has increased. "We could lower the ratings if operating performance continues to deteriorate and we believe a default or distressed exchange is inevitable within the next six months. This could occur if cash flow continues to weaken due to customer losses, continued reduced client spending, or difficulties managing the ramp-up of its new Walmart merchandising services business. "We could take a positive rating action if operating performance stabilizes, free cash flow turns positive, and we forecast the company will maintain covenant cushion above 10%. This could occur if declines in CPG client spending begin to moderate and the new Walmart merchandising business provides a meaningful offset to its lost events business. An upgrade also would be predicated on the successful refinancing of its credit facilities." DECATUR ATHLETIC: Unsecureds to Get 50% of Net Plan Profits in 3Yrs ------------------------------------------------------------------- Unsecured creditors of Decatur Athletic Club, LLC, will be paid from 50% of the "net plan profits" under the company's proposed Chapter 11 plan. Unsecured creditors, which assert a total of $56,095.79 in claims, will receive payments for three years or until paid in full. The plan places all unsecured claims in Class 2. The proposed plan will be funded by the operations of the company, according to its disclosure statement filed on September 5 with the U.S. Bankruptcy Court for the Northern District of Alabama. A copy of the disclosure statement is available for free at https://is.gd/kTRaPo About Decatur Athletic Club Decatur Athletic Club, LLC owns the Pulse Fitness Center, a health center located at 1801 Beltline Road SW, Suite 420, Decatur, Alabama. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Case No. 17-81439) on May 10, 2017. Jeremy Goforth, owner, signed the petition. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of less than $500,000. Judge Clifton R. Jessup Jr. presides over the case. Stuart M. Maples, Esq., at Maples Law Firm, PC, serves as the Debtor's bankruptcy counsel. DISPOSAL TEJAS: Disclosures OK'd; Plan Hearing on Nov. 2 -------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas has approved Disposal Tejas, LLC's disclosure statement dated July 7, 2017, referring to the Debtor's plan of reorganization dated July 7, 2017. A hearing to consider the confirmation of the Plan will be held on Nov. 2, 2017, at 1:30 p.m. Objections to the plan confirmation must be filed by Oct. 20, 2017, which is also the deadline for ballots to be received by the Debtor's counsel. As reported by the Troubled Company Reporter on July 19, 2017, the Debtor filed with the Court a combined plan and disclosure statement, dated July 7, 2017, which proposes that Class 2-A under the plan representing unsecured creditors that are non-insider/non-affiliated creditors of the Debtor be paid a pro rata share of all remaining cash generated by the collection of funds from all sources. Remaining cash means the funds left after payment in full of administrative costs and priority tax claimants described in this Plan, and includes both pre- and post-Plan confirmation costs. The Debtor estimates payment of a total dividend of approximately 10% to 13% on all allowed non-insider/non-affiliated creditors unsecured Claims. About Disposal Tejas Disposal Tejas, LLC, operates a single water disposal well in Crockett County, Texas, pursuant to a Produced Water Disposal Contract dated Oct. 3, 2012. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 16-60064) on June 6, 2016. The bankruptcy petition was signed by Francisco J. McGee, manager. The case is assigned to Judge Robert L. Jones. The Debtor estimated both assets and liabilities in the range of $1 million to $10 million. McWhorter, Cobb & Johnson LLP represents the Debtor as legal counsel. The Debtor hired Robinson Burdette Martin & Seright, L.L.P., as accountant; Albert C. Elliott as tax and regulatory consultant; and Billy Boone, Esq., as asset consultant. DUFOUR PASTRY: Disclosures OK'd; Plan Hearing on Oct. 3 ------------------------------------------------------- The Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the Southern District of New York has approved Dufour Pastry Kitchens, Inc.'s first amended disclosure statement dated Aug. 28, 2017, in support of the Debtor's first amended Chapter 11 plan of reorganization dated Aug. 28, 2017. A hearing to consider the confirmation of the Plan will be held on Oct. 3, 2017, at 10:00 a.m. The Debtor's time by which it must confirm the Plan pursuant to Section 1129(e) of the U.S. Bankruptcy Code is extended through and including Oct.3, 2017. Objections to the plan confirmation must be filed by Sept. 26, 2017, at 4:00 p.m. The last date by which the holders of claims and interests may accept or reject the Plan is Sept. 26, 2016, at 4:00 p.m. Eastern time. Class 3 consists of the holders of allowed unsecured claims, which total approximately $800,000. Each holder of an Allowed Class 3 Claim will each receive a distribution equal to 20% of the allowed claim, in full and final satisfaction of Allowed Class 3 Claims, payable in four equal annual installments of 5% each commencing on Dec. 15, 2018, and continuing for the 3 subsequent anniversaries thereafer. Allowed Class 3 Claims are impaired under the Plan. The Plan will be funded from the Debtor's continued and future operations. These funds are expected to be sufficient to pay all Allowed Administrative and Secured Claims in full, as well as to fund a 20% distribution to the holders of Allowed Unsecured Claims, and the Debtor will effectuate all payments due under the Plan. A full-text copy of the First Amended Disclosure Statement is available at: http://bankrupt.com/misc/nysb16-12975-54.pdf About Dufour Pastry Kitchens For over 30 years, Dufour Pastry Kitchens Inc., has made and sold premium frozen ready-to-bake puff pastry dough, tart shells, and hors d'oeuvres. Its products are made by hand in the Bronx using butter sourced from an upstate New York creamery, then shipped across the country to distributors serving the finest caterers, restaurants, hotels, and such specialty supermarket chains as Whole Foods, Sprouts, King's, Giant Eagle and Fresh Market. In New York City, customers include the Waldorf Astoria, Sheraton NY, and Grand Hyatt as well as specialty food shops like Zabar's, Dean & Deluca, Citarella and Fairway. Dufour Pastry Kitchens filed a chapter 11 petition (Bankr. S.D.N.Y. Case No. 16-12975) on Oct. 24, 2016. The petition was signed by Carla Krasner, vice president. The Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. The case is assigned to Judge Stuart M. Bernstein. The Debtor is represented by Dawn Kirby, Esq., and Jonathan S. Pasternak, Esq., at Delbello Donnellan Weingarten Wise & Wiederkehr LLP. EAC ENTERPRISE: Oct. 5 Hearing on Plan and Disclosure Statement --------------------------------------------------------------- Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the Eastern District of Texas conditionally approved EAC Enterprise, LLC, and EATGATOR LLC's disclosure statement to accompany their joint plan of reorganization, dated August 31, 2017. Oct. 4, 2017, is fixed as the last day for filing written acceptances or rejections of the Debtors' proposed Chapter 11 plan which must be received by 5:00 p.m. (CDT). Oct. 2, 2017, is fixed as the last day for filing and serving written objections to the final approval of the Debtors' Disclosure Statement; or confirmation of the Debtors’ proposed Chapter 11 plan. The hearing to consider final approval of the Debtors' Disclosure Statement and to consider the confirmation of the Debtors' proposed Chapter 11 Plan is fixed and shall be held on Oct. 5, 2017, at 9:30 a.m. in the Plano Bankruptcy Courtroom, 660 N. Central Expressway, Third Floor, Plano, Texas 75074. Class 5 under the plan consists of the allowed general unsecured claims. Each holder of an Allowed General Unsecured Claim shall be paid in full over 60 months from the Effective Date. On and after the Effective Date, the two entities shall be substantively consolidated and the Debtor shall continue in existence as EAC Enterprises, LLC, a corporation formed under the laws of the State of Texas. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/txeb17-41276-37.pdf About EAC Enterprises LLC EAC Enterprises, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 17-41276) on June 14, 2017. On June 16, 2017, EATGATOR, LLC filed a Chapter 11 petition (Bankr. E.D. Texas Case No. 17-41296). The cases are jointly administered under Case No. 17-41276. Judge Brenda T. Rhoades presides over the cases. ELDORADO GOLD: Investment Suspension No Impact on Moody's B1 Rating ------------------------------------------------------------------- Moody's Investors Service commented that Eldorado Gold Corporation's announcement that it plans to suspend investment in its assets in Greece is credit negative but has no immediate impact on the company's B1 rating and stable outlook. Headquartered in Vancouver, Canada, Eldorado Gold Corporation owns and operates two gold mines in Turkey, and one lead/zinc/silver mine in Greece. The company is also commissioning the Olympias mine and developing the Skouries gold mine in Greece. ESHNAM HOSPITALITY: Disclosures OK'd; Plan Hearing on Oct. 6 ------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Texas has approved Eshnam Hospitality Inc.'s disclosure statement dated July 19, 2017, referring to the Debtor's plan of reorganization dated July 19, 2017. A hearing for the confirmation of the Plan will be held on Oct. 6, 2017. Objections to the plan confirmation must be filed by Oct. 2, 2017. Acceptances ore rejections of the Plan must be filed by Oct. 2, 2017. As reported by the Troubled Company Reporter on Aug. 2, 2017, the Debtor filed with the Court a disclosure statement dated July 19, 2017, referring to the Debtor's plan of reorganization, which proposes to pay its creditors by distributing funds from the sale of its hotel in Dallas, Texas. About Eshnam Hospitality, Inc. Eshnam Hospitality Inc., based in Cedar Hill, Texas, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 17-30860) on March 6, 2017. The Hon. Barbara J. Houser presides over the case. Eric A. Liepins, Esq., at Eric A. Liepins, P.C., 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 Naureen Mahmood, authorized representative. ESSAR STEEL: Mesabi Says Rival Trying to Mar Plan Implementation ---------------------------------------------------------------- Vince Sullivan, writing for Bankruptcy Law360, reports that Mesabi Metallics Co. LLC, the successor company of Essar Steel Minnesota, filed an adversary complaint in the U.S. Bankruptcy Court for the District of Delaware accusing competitor Cleveland-Cliffs Inc. of sabotaging its efforts to complete a large iron ore mining and pellet manufacturing facility to prevent competition from Mesabi in the Great Lakes region. Cleveland-Cliffs interfered with the implementation of the confirmed Chapter 11 plan by sabotaging contracts with customers and suppliers, Law360 relates, citing Mesabi Metallics. About Essar Steel Minnesota Essar Steel Minnesota LLC, now known as Mesabi Metallics Company LLC, and ESML Holdings Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 16-11627 and 16-11626) on July 8, 2016. The bankruptcy petition was signed by Madhu Vuppuluri, president and chief executive officer. ESML Holdings Inc. estimated assets at $1 billion to $10 billion and debt at $500 million to $1 billion. Essar Steel Minnesota LLC estimated assets and debt at $1 billion to $10 billion. The cases are assigned to Judge Brendan Linehan Shannon. Craig H. Averich, Esq., at White & Case LLP and John L. Bird, Esq., and Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP, serve as counsel to the Debtors. Epic Bankruptcy Solutions, LLC, serves as claims and noticing agent. Andrew Vara, acting U.S. trustee for Region 3, on July 20, 2016, appointed the official committee of unsecured creditors of ESML Holdings, Inc., and its affiliates. The Committee retained Andrew K. Glenn, at Kasowitz Benson Torres & Friedman LLP, to act as counsel. Garvan F. McDaniel, at Hogan McDaniel, act as Delaware counsel. David MacGreevey, at Zolfo Cooper, LLC, is the Committee's financial advisor. EURO BOUTIQUE: Hearing on Plan Outline Rescheduled to Oct. 31 ------------------------------------------------------------- The Hon. Mildred Caban Flores of the U.S. Bankruptcy Court for the District of Puerto Rico has rescheduled to Oct. 31, 2017, at 9:00 a.m. the hearing to consider the final approval of Euro Boutique Auto Group Inc.'s disclosure statement and confirmation of the plan of reorganization. As reported by the Troubled Company Reporter on July 4, 2017, the Court conditionally approved the Debtor's disclosure statement dated June 20, 2017, referring to the Debtor's plan of reorganization. A hearing for the consideration of the final approval of the Disclosure Statement and the confirmation of the Plan was set for Aug. 30, 2017, at 9:00 a.m. About Euro Boutique Euro Boutique Auto Group Inc., filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 16-07887) on Sept. 30, 2016, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Luis D. Flores-Gonzalez, Esq., at the Law Offices of Luis D. Flores Gonzalez. FINJAN HOLDINGS: Blue Coat Barred From Challenging 5 Patents ------------------------------------------------------------ Finjan Holdings, Inc., provided an update on four separate, but related matters including a summary judgment, IPR proceedings, Germany trial and an oral argument against Blue Coat Systems, Inc. First, in Finjan's district court patent infringement suit (5:13-cv-03295-BLF) against Blue Coat the Honorable Beth Labson Freeman entered Orders on matters heard on July 20, 2017, concerning the parties' motions to strike [Dkt. No. 287 *REDACTED] and summary judgment [Dkt. No. 286 *REDACTED*], both entered on Sept. 7, 2017. Significantly, on Finjan's Motion for Summary Judgment and with respect to the validity of certain Finjan's asserted patents, the Court ruled in Finjan's favor and held that asserted Finjan patents, namely, U.S. Patent Nos. 8,566,580, 6,154,844, 6,965,968, and 7,418,731 were "not invalid," thereby barring Blue Coat from challenging these patents at trial. On a fifth asserted patent, U.S. Patent No. 8,677,494, the Court granted Finjan's motion for summary judgment that the '494 Patent is "not invalid over any theory relying on the Nachenberg reference." The trial is currently set for Oct. 30, 2017. Second, in post-grant proceedings before the United States Patent & Trademark Office's (USPTO) Patent Trial and Appeal Board (PTAB), the PTAB denied two additional Blue Coat petitions for Inter Partes Review (IPR), namely, IPR2017- 00996, which challenged the validity of U.S. Patent No. 9,141,786 and IPR2017-00997, which challenged the validity of Finjan's U.S. Patent No. 9,219,755, and instituted trial on IPR2017-00995, which challenges the validity of U.S. Patent No. 9,189,621. Notwithstanding institution, Finjan remains confident that the '621 Patent will survive IPR. To-date only 20% of IPRs have been instituted against Finjan's patents and, more impressively, after institution, 99% of Finjan's claims remain intact. Third, Finjan's infringement action against Blue Coat and Blue Coat Systems GmbH, for infringement of European Patent 0 965 094 in Dusseldorf, Germany, seeks, among other things, a judgment of infringement, a cease and desist order on European sales of infringing products, and an accounting of profits of infringing sales. A one-day trial is currently set for Nov. 27, 2017. Finally, Blue Coat's appeal of the Judgment and jury award entered against it in Finjan, Inc. v. Blue Coat Systems, Inc. (5:13-cv-03999-BLF) (Blue Coat I), oral argument was heard by the U.S. Court of Appeals for Federal Court (CAFC) on Sept. 8, 2017. A decision is expected within the next several weeks. Finjan has pending infringement lawsuits and appeals against FireEye, Inc., Symantec Corp., Palo Alto Networks, Blue Coat Systems, Inc., ESET and its affiliates, Cisco Systems, Inc., Sonicwall, Inc., and Bitdefender and its affiliates relating to, collectively, more than 20 patents in the Finjan portfolio. The court dockets for the foregoing cases are publicly available on the Public Access to Court Electronic Records (PACER) website, www.pacer.gov, which is operated by the Administrative Office of the U.S. Courts. About Finjan Established nearly 20 years ago, Finjan -- http://www.finjan.com/ -- is a cybersecurity company. Finjan's inventions are embedded within a strong portfolio of patents focusing on software and hardware technologies capable of proactively detecting previously unknown and emerging threats on a real-time, behavior-based basis. Finjan continues to grow through investments in innovation, strategic acquisitions, and partnerships promoting economic advancement and job creation. Finjan reported a net loss attributable to common stockholders of $6.43 million for the year ended Dec. 31, 2016, a net loss attributable to common stockholders of $12.60 million for the year ended Dec. 31, 2015, and a net loss of $10.47 million for the year ended Dec. 31, 2014. As of June 30, 2017, Finjan had $43.42 million in total assets, $7.64 million in total liabilities, $18 million in Series A-1 preferred stock and $17.77 million in total stockholders' equity. FITNESS UNLIMITED: JDAB Buying Benton Property for $750K -------------------------------------------------------- Fitness Unlimited Health Club, Inc., asks the U.S. Bankruptcy Court for the Eastern District of Arkansas to authorize the sale of a portion of an improved commercial real estate lot located at or around 1206 Highway 35 North, Benton, Saline County, Arkansas ("Trampoline Park Property"), to JDAB Investments, LLC for $750,000. Objections, if any, must be filed within 21 days from the date of service. The Debtor owns and manages residential and commercial rental real estate and operates a health club facility. The Debtor intends to liquidate a portion of real estate, as part of these chapter 11 proceedings, which efforts are expected to result in returns to creditors at a higher rate than dismissal or conversion. Moreover, due to the need for speed in liquidating certain real estate which is currently burdensome to the estate, a sale under 11 U.S.C. Section 363 is preferred over a sale pursuant to a chapter 11 plan. The Trampoline Park Property is located adjacent to the Debtor's main business facilities, but is part of Saline County, Arkansas Tax Parcel #805-15866-000. It comprises 2.04 acres of 5.72 acres (35.67%) currently taxed as part of Tax Parcel #805-15866-000. The Trampoline Park Property is more specifically described as Tract 2 in a Preliminary Plat of Fitness Unlimited Health Club, Inc. dated Dec. 9, 2014 and prepared by Hope Consulting attached to the end of the Real Estate Contract. The Schedule A, B-I Requirements section from Title Commitment File No. 102-170490-TI from First American Title Co. as to all of the Debtor's real estate covered in Tax Parcel #805-15866-000, includes both the 2.04 acres comprising the Trampoline Park Property as well as the remaining approximately 3.68 acres located at 1212 Highway 35 North, Benton, Saline County, Arkansas where the Debtor's fitness club operates and which will remain the property of the Debtor ("Remaining Property"). Pertinent B-I Requirements reflecting all pending liens and their respective priorities as the Trampoline Park Property are: a. A mortagage executed by Ewell Von Pigue and Glenda C. Pigue, husband and wife, in favor of Summit Bank, dated Nov. 7, 2007, and filed for record Nov. 10, 2008 as Saline County Document Number 08 095010. b. A mortagage executed by Ewell Von Pigue and Glenda C. Pigue, husband and wife, in favor of Bank of the Ozarks, dated May 21, 2009 and filed for record June 5, 2009 as Saline County Document Number 09 051475. The Lands described were attached as an Addendum to Mortgage Modification Agreement filed for record June 2, 2010 as Saline County Document Numer 10 043097. c. A mortagage executed by Ewell Von Pigue and Glenda C. Pigue, husband and wife, in favor of Bank of the Ozarks, dated May 21, 2009 and filed for record June 5, 2009 as Saline County Document Numer 09 051475. d. UCC Financing Statement listing Fitness Unlimited Health Club, Inc. as the Debtor and Summit Bank as Secured Party, filed for record Nov. 26, 2007 as Saline County Document Number 07 124569. e. UCC Financing Statement listing Fitness Unlimited Health Club, Inc. as the Debtor and Summit Bank as Secured Party, filed for record April 9, 2008 as Saline County Document Number O8 031961. f. UCC Financing Statement listing Fitness Unlimited Health Club, Inc. as the Debtor and Summit Bank as Secured Party, filed for record June 26, 2008 as Saline County Document Number 08 057440. g. UCC Financing Statement listing Fitness Unlimited Health Club, Inc. as the Debtor and Summit Bank as Secured Party,filed for record Oct. 3, 2008 as Saline County Document Number 08 086414. h. UCC Financing Statement listing Fitness Unlimited Health Club, Inc. as the Debtor and Summit Bank as Secured Party, filed for record Nov. 13, 2008 as Saline County Document Number O8 095743. i. Liens filed by the Department of Finance and Administration, State of Arkansas, against Fitness Unlimited, doing business as Fitness Unlimited (Inc.): Lien Book EE at page 1005, filed June 23, 2011; Lien Book HH at page 662, filed April 16, 2014; Lien Book HH at page 000853, filed June 4, 2014; Lien Book HH at page 001090, filed Aug. 4, 2014; Lien Book HH at page 001783, filed December 10, 2014; Lien Book ll at page 000208, filed Feb. 4, 2015; Lien Book II at page 000476, filed March 16, 2015; Lien Book II at page 001015, filed June 4, 2015; Lien Book ll at page 001527, filed Sept. 3, 2015; instrument Number 2015-077522, filed Oct. 16, 2015; Instrument Number 2015-080678, filed Dec. 7, 2015; Instrument Number 2016-001515, filed Jan. 22, 2016; instrument Number 2016-005195, filed March 18, 2016; instrument Number 2016-008318, filed May 3, 2016; instrument Number 2016-010272, filed June 2, 2016; Instrument Number 2016-01 1120, filed June 15, 2016; instrument Number 2016-015610, filed Aug. 18, 2016; instrument Number 2016-016582, filed Aug. 31, 2016; instrument Number 2016-020829, filed Oct. 31, 2016; instrument Number 2017-000507, filed Jan. 11, 2017; Instrument Number 2017-006042, filed April 4, 2017; Instrument Number 2017-009034, filed May 19, 2017; all in the records of Saline County, Arkansas. j. Liens filed by the Department of Workforce Services of the State of Arkansas, against Fitness Unlimited Health Club: Lien Book GG at page 1324, filed Aug. 27, 2013; Lien Book GG at page 001652, filed Oct. 31, 2013; Lien Bock HH at page 000598, filed April 3, 2014; Lien Book II at page 000145, filed Jan. 27, 2015; all in the records of Saline County, Arkansas. k. Delinquent ad valorem taxes plus penalties and accrued interest on Saline County Tax Parcel No. 805-15866-000. l. Delinquent personal property taxes plus penalties and accrued interest on Saline County Parcel 6035900 assessed to Fitness Unlimited. The Debtor obtained an interest in the Trampoline Park Property and the Remaining Property by virtue of a quitclaim deed from Ewell Von Pigue and Glenda C. Pigue in a Quitclaim Deed dated April 11, 2013 and recorded in the Saline County, Arkansas land records as Instrument No. 13-035589 on April 11, 2013. The Buyer leases the Real Property from the Debtor. The Real Property is currently operated as a trampoline park by the Buyer. The Buyer and the Debtor entered into the Real Estate Offer and Acceptance for the sale of the Property. The Buyer has received a preliminary loan commitment from Arkansas Capital Corporation for an SBA loan. The sale is on a strictly "as is, where is" basis with no warranties being extended except as to title; and free and clear of all Liens. A copy of the Real Estate Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Fitness_Unlimited_11_Sales.pdf On information and belief, despite the fact that the aggregate liens on the Trampoline Park Property exceed the sales proceeds for the Trampoline Park Property to be sold, the primary secured lender, Bank of the Ozarks, which is the holder of both the mortgages of Summit Bank and Bank of the Ozarks, has provided its consent to the sale and the liens of both the Arkansas Department of Finance and Administration and Saline County as to parcel 6035900 (related to personal property taxes) are adequately protected in that such parties have a lien on the Remaining Property owned by the Debtor such that the elements of 11 USC Section 363(f) are otherwise met. The proceeds from the sale of the Trampoline Park Property are to be paid in accordance with and set forth for convenience: a. There will be no real estate commission charged on the sale of the Trampoline Park Property; b. The delinquent real estate taxes related to 35.67% of Saline County Tax Parcel # 805-15866-000: (i) 2011 - $9,544 for base tax, $956 for penalties, $4,654 for interest; (ii) 2012 - $10,431 for base tax, $1,045 for penalties, $4,044 for interest; (iii) 2013 - $10,431 for base tax, $1,045 for penalties, $3,001 for interest; (iv) 2014 - $10,431 for base tax, $1,045 for penalties, $1,958 for interest; (v) 2015 - $10,356 for base tax, $1,037 for penalties, $899 for interest; (vi) 2016 - $10,282 for base tax, $0 for penalties, $0 for interest as well as 35.67% of current real estate taxes due through closing (estimated at $7,134), all to be paid to the Saline County Tax Collector in full at closing; c. Each party will pay closing costs as set forth in the attached Real Estate Contract. d. All remaining net proceeds on the Real Property sales will be paid to Bank of the Ozarks and applied, in the following order, as follows: (i) remaining balances on Loan 6278, 4573, and Loan 9528 after application of closing proceeds on the Olive Street Properties, which are the subject of a separate Motion to Sell; and (ii) principal on Loan 2100, which had a principal balance outstanding on Aug. 31, 2017 of $2,084,324. The sale of the parcels of real property described is in the best interest of the Debtor and its creditors. The sale of the parcels of real property described herein will be final, without further orders of the Court. The Debtor will, however, file a Report of Sale within five days of closing. About Fitness Unlimited Health Club Fitness Unlimited Health Club, Inc., operates a health club facility at 1212 Hwy 35 North Benton, Arkansas. Fitness Unlimited Health Club sought Chapter 11 protection (Bankr. E.D. Ark. Case No. 17-14711) on Aug. 30, 2017. It previously sought bankruptcy protection on Nov. 20, 2013 (Bankr. E.D.Ark. Case No. 13-16393). The petition was signed by Kimberly McClendon, general manager. The Debtor estimated assets and liabilities in the range of $1 million to $10 million. The Debtor tapped Kevin P. Keech, Esq., at Keech Law Firm, PA as counsel. FPMI SOLUTIONS: Pays Over $3 Million in Worker Wages, Benefits -------------------------------------------------------------- The U.S. Department of Labor said FPMI Solutions Inc. has paid back more than $3 million in wages and benefits to workers it stiffed during bankruptcy proceedings in 2016, Braden Campbell, writing for Bankruptcy Law360, reports. FPMI, according to Law360, paid about $2.99 million in back wages to 167 workers and another $170,000 to 143 workers to rectify breaches of the prevailing wage and benefits provisions of the McNamara-O'Hara Service Contract Act. About FPMI Solutions Headquartered in Alexandria, Virginia, FPMI Solutions, Inc., is a government contractor that operates as a business partner to organizations. The company's federal solutions include human capital management, human capital outsourcing, and learning services. Its global/commercial solutions include strategic HR consulting solutions, recruitment process outsourcing and executive search, temporary service providers, shared services, and learning services. FPMI Solutions sought Chapter 11 protection (Bankr. E.D. Va. Case No. 16-12142) on June 20, 2016. The petition was signed by R. Mark McLindon, chief executive officer. The Debtor estimated assets and liabilities in the range of $1,000,000 to $10,000,000. Judge Robert G. Mayer presides over the case. The Debtor is represented by Paul Sweeney, Esq., at Ymkas, Vidmar, Sweeney & Mulrenin, LLC. FREEDOM HOLDING: Issues 12.3M Restricted Shares to Mr. Turlov ------------------------------------------------------------- Freedom Holding Corp., f/k/a BMB Munai, Inc., closed the acquisition of LLC Investment Company Freedom Finance on June 29, 2017, pursuant to a Share Exchange and Acquisition Agreement, dated Nov. 23, 2015, between the Company and Timur Turlov. Mr. Turlov is the Company's CEO, Chairman of the Board and majority shareholder. Pursuant to the terms of the Acquisition Agreement, the Company agreed to issue to Mr. Turlov sufficient shares to increase his ownership interest in the Company's common stock from 80.1% to 93% upon the closing of the acquisition of Freedom RU. At the closing on June 29, 2017, the Company had insufficient authorized but unissued shares of common stock to fulfill that obligation. As an accommodation to facilitate the closing, Mr. Turlov agreed to accept a partial issuance of shares at the closing, with a commitment from the Company to deliver him the remaining shares following a reverse split of the Company's issued and outstanding common stock. As previously reported in a Current Report on Form 8-K filed with the Securities and Exchange Commission on Sept. 5, 2017, the reverse stock split was completed and became effective on Sept. 6, 2017. On Sept. 8, 2017, the Company issued 12,278,602 shares of restricted common stock to Mr. Turlov. The common stock was issued to Mr. Turlov in reliance on the exemptions from registration provided in Section 4(a)(2) of the Securities Act for transactions not involving any public offering and Regulation S promulgated under the Securities Act for offers and sales made outside the United States without registration. Mr. Turlov represented that he was an "accredited investor" as defined in Rule 501(a) of Regulation D and acknowledged, in writing, that the securities must be acquired and held for investment. Mr. Turlov confirmed in writing that he is a non-U.S. person, as defined in Regulation S. All certificates evidencing the shares issued bear a restrictive legend. No underwriter participated in the offer and sale of these securities, and no commission or other remuneration was paid or given directly or indirectly in connection therewith. About Freedom Holding BMB Munai, Inc., now known as Freedom Holding Corp., is a Nevada corporation whose wholly owned subsidiaries are engaged in the securities brokerage, financial services and banking industries in Russia and Kazakhstan. On Nov. 23, 2015, BMBM entered into a Share Exchange and Acquisition Agreement with Timur Turlov with the intent to build an international, broadly based brokerage and financial services firm to meet the growing demand from an increasing number of investors in Russia and Kazakhstan for access to the financial opportunities, relative stability, and comprehensive regulatory reputation of the U.S. securities markets. On Nov. 23, 2015, BMBM acquired 100% of the outstanding common stock of FFIN Securities, Inc., from Mr. Turlov. The Board of Directors of the Company and the Company's majority stockholder, Timur Turlov, approved a reverse stock split of the Company's issued and outstanding shares of common stock at a ratio of (1:25) and a name change of the Company to Freedom Holding Corp. BMB Munai reported a net loss of $578,139 on $0 of revenues for the year ended March 31, 2017, compared to a net loss of $491,999 on $0 of revenues for the year ended March 31, 2016. As of June 30, 2017, BMB Munai had $164.6 million in total assets, $106.58 million in total liabilities and $58.01 million in total stockholders' equity. FX FASHION: Wants to Use Cash Collateral of Yalber /S Capital ------------------------------------------------------------- FX Fashion No 2 Inc. seeks permission from the U.S. Bankruptcy Court for the Northern District of Texas to use cash collateral. The Debtor says it has an immediate need to use the cash collateral of Yalber /S Capital, the Debtor's secured creditor claiming liens on the Debtor's personal property including accounts. The Debtor assures the Court it can adequately protect the interests of the Secured Lender by providing the Secured Lender with post-petition liens, a priority claim in the Chapter 11 bankruptcy case, and cash flow payments. The cash collateral will be used to continue the Debtor's ongoing operations. The Debtor operates a women's clothing store located at 1128 Town East Mall, Mesquite, Texas. The budget attached to the proposed Order permits the payment of ongoing operating expenses of the Debtor in order to allow the Debtor to maintain its operations in Chapter 11. The Debtor intends to rearrange its affairs and needs to continue to operate in order to pay its ongoing expenses, generate additional income and to propose a plan in this case. The Debtor warns this is an emergency matter since the Debtor has no outside sources of funding available to it and must rely on the use of cash collateral to continue its operations and pay its employees. A copy of the Debtor's Motion is available at: http://bankrupt.com/misc/txnb17-33266-4.pdf Headquartered in Mesquite, Texas, FX Fashion No 2 Inc. filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 17-33266) on Aug. 30, 2017, estimating its assets at up to $50,000 and liabilities at between $100,001 and $500,000. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, serves as the Debtor's bankruptcy counsel. G.R. TAYLOR: Taps Kahn & Ahart as Legal Counsel ----------------------------------------------- G.R. Taylor Enterprises, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Arizona to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to employ Kahn & Ahart, PLLC to, among other things, give legal advice regarding its duties under the Bankruptcy Code and assist in the preparation of a plan of reorganization. The firm's standard hourly rates are: Partners $400 Associates $250 Paralegal $175 Kahn & Ahart have no connection with the Debtor's creditors or any "party-in-interest," according to court filings. The firm can be reached through: James F. Kahn, Esq. Krystal M. Ahart, Esq. Kahn & Ahart, PLLC Bankruptcy Legal Center(TM) 301 E. Bethany Home Rd., Suite C-195 Phoenix, AZ 85012-1266 Phone: 602-266-1717 Fax: 602-266-2484 Email: James.Kahn@azbk.biz Email: Krystal.Ahart@azbk.biz About G.R. Taylor Enterprises Inc. Litchfield Park-based G.R. Taylor Enterprises Inc -- http://teiroof.com/home-- dba TEI Roof, is a family-owned roofing contractor that has serviced the West Valley in Phoenix, Arizona, for 27 years. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 14-14290) on September 17, 2014. Judge George B. Nielsen Jr. presides over the case. GELTECH SOLUTIONS: Adopts 2017 Equity Incentive Plan ---------------------------------------------------- The Board of Directors of Geltech Solutions adopted the 2017 Equity Incentive Plan. Employees, directors and consultants of the Company are eligible to participate in the Equity Incentive Plan. The Equity Incentive Plan is administered by the Compensation Committee of the Board or the full Board during such times as no committee is appointed by the Board or during such times as the Board is acting in lieu of the committee. The Equity Incentive Plan provides for the grant of equity-based compensation in the form of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance cash and other share-based awards. The Committee has the authority to determine the type of award, as well as the amount, terms and conditions of each award, under the Equity Incentive Plan, subject to the limitations and other provisions of the Equity Incentive Plan. An aggregate of 5,000,000 shares of the Company's common stock are authorized for issuance under the Equity Incentive Plan, subject to adjustment for stock splits, dividends, distributions, recapitalizations and other similar transactions or events. The Equity Incentive Plan replaces the Company's 2007 Equity Incentive Plan, which expired in January 2017, and no further awards will be made pursuant to that plan. In connection with the adoption of the Plan, the Board was granted an automatic annual grant of options identical to the automatic grants that were previously issued each year for Board service under the Old Plan. A full-text copy of the 2017 Equity Incentive Plan is available for free at https://is.gd/y99eA4 About GelTech Jupiter, Fla.-based GelTech Solutions, Inc., is a Delaware corporation organized in 2006. The Company markets four products: (1) FireIce(R), a water soluble fire retardant used to protect firefighters, structures and wildlands; (2) Soil2O(R) 'Dust Control', its new application which is used for dust mitigation in the aggregate, road construction, mining, as well as, other industries that deal with daily dust control issues; (3) Soil2O(R), a product which reduces the use of water and is primarily marketed to golf courses, commercial landscapers and the agriculture market; and (4) FireIce(R) Home Defense Unit, a system for applying FireIce(R) to structures to protect them from wildfires. GelTech Solutions reported a net loss of $4.67 million on $1.20 million of sales for the year ended Dec. 31, 2016, compared with a net loss of $6.02 million on $1.31 million of sales for the year ended Dec. 31, 2015. As of June 30, 2017, Geltech had $2.31 million in total assets, $8.74 million in total liabilities and a total stockholders' deficit of $6.42 million. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has a net loss and net cash used in operating activities in the amount of $4,672,043 and $3,344,593, respectively, for the year ended December 31, 2016 and has an accumulated deficit and stockholders' deficit of $47,957,926 and $6,363,616, respectively, at Dec. 31, 2016. These matters raise substantial doubt about the Company's ability to continue as a going concern. GELTECH SOLUTIONS: Approves Increase of President's Commission -------------------------------------------------------------- The Board of Directors of GelTech Solutions, Inc. approved an increase on Mr. Peter Cordani's commissions to 5% of the first $5 million of revenue generated by the Company in each calendar year subject to continued employment during the full calendar year. Previously, Mr. Cordani's commission was on the first $2 million of revenue, according to a Form 8-K report filed with the Securities and Exchange Commission. Mr. Cordani is the president of the Company. About GelTech Jupiter, Fla.-based GelTech Solutions. Inc. is a Delaware corporation organized in 2006. The Company markets four products: (1) FireIce(R), a water soluble fire retardant used to protect firefighters, structures and wildlands; (2) Soil2O(R) 'Dust Control', its new application which is used for dust mitigation in the aggregate, road construction, mining, as well as, other industries that deal with daily dust control issues; (3) Soil2O(R), a product which reduces the use of water and is primarily marketed to golf courses, commercial landscapers and the agriculture market; and (4) FireIce(R) Home Defense Unit, a system for applying FireIce(R) to structures to protect them from wildfires. GelTech Solutions reported a net loss of $4.67 million on $1.20 million of sales for the year ended Dec. 31, 2016, compared with a net loss of $6.02 million on $1.31 million of sales for the year ended Dec. 31, 2015. As of June 30, 2017, Geltech had $2.31 million in total assets, $8.74 million in total liabilities and a total stockholders' deficit of $6.42 million. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has a net loss and net cash used in operating activities in the amount of $4,672,043 and $3,344,593, respectively, for the year ended December 31, 2016 and has an accumulated deficit and stockholders' deficit of $47,957,926 and $6,363,616, respectively, at Dec. 31, 2016. These matters raise substantial doubt about the Company's ability to continue as a going concern. GENERAL MOTORS: S&P Rates $1-Bil. Preferred Stock Series A 'BB+' ---------------------------------------------------------------- S&P Global Ratings said it assigned 'BB+' ratings to the company's $1 billion 5.75% fix-to-float cumulative perpetual preferred stock Series A. GM Financial issued non-call 10-year cumulative fix-to-floating rate paper and will use the proceeds for general corporate purposes. The preferred stock rating is two notches below the issuer credit rating to reflect subordination risk and risk of partial or untimely payment. As of June 2017, GM Financial's leverage, measured as debt to adjusted total equity (ATE), was 8.2x. S&P said, "We view this issuance favorably because it allows the company to add equity and on a pro forma basis we expect the captive's leverage to decline to about 7.8x." GENERAL MOTRIZ: Hearing on Plan Outline Approval Moved to Nov. 2 ---------------------------------------------------------------- The Hon. Mildred Caban Flores of the U.S. Bankruptcy Court for the District of Puerto Rico has rescheduled to Nov. 2, 2017, at 9:00 a.m. the hearing on the final approval of General Motriz Inc's disclosure statement and confirmation of the plan of reorganization. The hearing was initial set for Aug. 30, 2017. As reported by the Troubled Company Reporter on Jan. 19, 2017, the Debtor filed with the Court a small business disclosure statement describing its Chapter 11 plan of reorganization, which proposes to pay general unsecured creditors $146.04 in 60 equal monthly installments. The Plan will be funded with cash available proceeds from the revenue that the stores generate, after paying operating expenses and taxes. About General Motriz General Motriz, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 16-02193) on March 21, 2016. The Debtor is represented by Victor Gratacos Diaz, Esq., at Gratacos Law Firm, P.S.C. GREAT PLAINS REGIONAL: S&P Cuts 2007 Rev. Bonds Rating to 'B+' -------------------------------------------------------------- S&P Global Ratings lowered its long-term rating on Oklahoma Development Finance Authority's series 2007 fixed-rate revenue bonds, issued for Great Plains Regional Medical Center (GPRMC), to 'B+' from 'BB-'. The outlook is negative. "The downgrade reflects the hospital's continued weak financial performance and challenging service area demographics," said S&P Global Ratings credit analyst Patrick Zagar. In fiscal 2017, GPRMC posted a $6.1 million operating loss--as measured by S&P Global Ratings--which equates to less than 1x maximum annual debt service coverage and is nearly double the $3.3 million operating loss budgeted by management for the same period. Moreover, after periods of some stability, there was deterioration in unrestricted reserves in 2017. Although GPRMC has successfully recruited new physicians and created new clinical partnerships, S&P believes sizable challenges remain given the economic and reimbursement headwinds faced by providers in the region. S&P said, "The negative outlook is based on our assessment of GPRMC's challenging service area demographics and history of operating losses. We believe the hospital remains vulnerable to further external pressures--such as reimbursement cuts and a declining service area population--which could further weaken GPRMC's balance sheet to levels more commensurate with a lower rating. The outlook also incorporates the likely covenant violation in fiscal 2017, due to coverage of less than 1.1x. "In our view, further negative rating action would most likely stem from the continued weakening of liquidity metrics. Although reserves are currently adequate for the rating, deterioration beyond 2017 levels could result in another negative rating action. Furthermore, if GPRMC is unable to achieve operating results near budgeted levels, we may consider lowering the rating. "We could consider a revision to stable within our one-year outlook horizon if operating losses narrow closer to budgeted or break-even levels, resulting in the accumulation of unrestricted reserves and net assets. We would expect improved operations to be sustainable over time and supported by physician retention and volume growth, not just by one-time or unsustainable factors." GPRMC is in Elk City, 115 miles west of Oklahoma City. GUP'S HILL PLANTATION: Unsecured Creditors to Get 0% Under Plan --------------------------------------------------------------- Gup's Hill Plantation, LLC, filed with the U.S. Bankruptcy Court for the District of South Carolina a fifth amended disclosure statement dated Aug. 28, 2017, referring to the Debtor's plan of reorganization. There are two classes of General Unsecured Claims. Class 9 Claims are all unsecured claims other than disputed claims. There will be only 6 Claims in this class, including five relatively small trade claims and the bifurcated unsecured portion of the Class 2 Claim. As the Plan provides that nothing will be paid on these claims, the Claims in this Class are impaired. Class 10 Claims are disputed unsecured non-recourse claims (1) which arise from loans that were made to obligors other than Debtor and that resulted in no money to Debtor, (2) which arise as a claim against Debtor solely because of the creditor having a judgment lien on real property subsequently transferred to the Debtor, (3) for which the Debtor has filed an objection to claim, (4) as to which the value of the creditor's interest, if any, in the collateral is zero, and (5) for which there are other obligors. As the Plan does not alter the legal, equitable, or contractual rights of the Class 10 Claims, the claims in this class are not impaired. The only Class 10 Claim is that of Apex Bank, as successor to SunTrust Bank. Apex II has asserted a security interest in certain real property of the Debtor which is collateral for a debt in the amount of $1,130,260 which it claims is owed by B. Rainsford. The liens resulting from this claim, if any, will pass through bankruptcy unaffected. Therefore, this class is not impaired. The Debtor disputes the Apex II claim by reason of an agreement reached between Apex Bank and B. Rainsford, for which B. Rainsford brought suit against Apex Bank in the South Carolina Court of Common Pleas to enforce the agreement. That suit was removed to the Bankruptcy Court for the District of South Carolina. The Bankruptcy Court issued an order dismissing the claim, but B. Rainsford appealed that decision to the U.S. District Court, and the District Court has recently reversed the decision of the Bankruptcy Court dismissing the claim and remanded it to that Court for further proceedings. It is anticipated that discovery in that case will commence in the near future. In the event that Mr. Rainsford prevails in his suit against Apex Bank, the lien of Apex II will be disallowed. In the event that Apex II prevails in that suit, the Apex II lien would attach to many of the properties of the Debtor. However, given the magnitude of the senior lien of K. Rainsford, the value of the collateral of Apex II is substantially less than zero. As noted under Class 7 Claims, Apex II has recently filed suit for declaratory judgment against K. Rainsford alleging that her lien has lapsed, and is of no force and effect. K. Rainsford disputes this claim and will vigorously contest the suit of Apex II. This Class 10 Claim will not be paid anything under the Plan. To the extent that a class of claims is to be paid under this Plan, those classes of claims will be funded in full through the sale of the collateral or through deferred cash payments over time. A full-text copy of the Fifth Amended Disclosure Statement is available at: http://bankrupt.com/misc/scb15-04492-447.pdf As reported by the Troubled Company Reporter on May 31, 2017, the Debtor filed with the Court a fourth amended disclosure statement dated May 17, 2017, referring to the Debtor's plan of reorganization, which proposed that Class 10 Claims be paid in full, with interest at 4.0% in equal payments over 60 months, starting on the effective date. For convenience sake, Debtor reserves the right to pay in full at any time any claim under $1,000. There are 7 claims in this class. About Gup's Hill Gup's Hill Plantation, LLC, owns a hotel called the Edgefield Inn, commercial and residential real estate properties, and timberland properties. Gup's Hill Plantation, LLC -- aka Edgefield Inn, LLC and aka Rainsford Holdings, LLC -- filed a Chapter 11 petition (Bankr. D. S.C. Case No. 15-04386) on Aug. 18, 2015. The petition was signed by Bettis C. Rainsford, sole member. The Hon. David R. Duncan presides over the case. Carl F. Muller, Esq., at Carl F. Muller, Attorney At Law, P.A., serves as the Debtor's counsel. HAHN HOTELS: Wants to Use Cash From Tall Pines Center Sale ---------------------------------------------------------- Hahn Hotels of Sulphur Springs, LLC, et al., seek authorization from the U.S. Bankruptcy Court for the Eastern District of Texas to use cash collateral from the sale of Tall Pines Center. The Debtors seek the entry of an order authorizing the Debtors to use any proceeds remaining from the sale of Tall Pines, after payment of the Texas National Bank Note, to complete portions of the City Center property -- a mixed-use development in Longview, Texas, address certain lien issues, and support the Debtors' businesses in accordance with the budget. When Hahn Investments purchased Tall Pines in 2014, the purchase was financed through a loan from Texas National Bank, who then became and is currently the first-lien noteholder on Tall Pines. Approximately $1.2 million is currently outstanding under that note. While it did not loan funds to Hahn Investments with respect to Tall Pines specifically, Texas Bank and Trust holds a second lien on Tall Pines, which was pledged in 2016 as additional collateral for Hahn Investment loan obligations related to the City Center property. Texas Bank and Trust is also the first-lien holder on the City Center. After payment of the TNB Note, the Debtors anticipate that there will be over $600,000 in Tall Pines Proceeds remaining. The Debtors' main issue leading to and during these Chapter 11 cases with respect to their financial obligations and business operations has been the lack of liquidity. The delays, additional costs, and other issues relating to the construction of the City Center have left the Debtors without the funds necessary to complete that project or to meet their collective loan obligations. The sale of Tall Pines pursuant to the assumption motion and the ability to use the proceeds as described herein would allow the Debtors to take significant steps towards addressing these concerns, providing a means stabilizing and increasing monthly cash flow, and forming a path towards reorganization. The Debtors recognize that Texas Bank and Trust, as the second-lien holder on Tall Pines, is entitled pursuant to Sections 361 and 363(e) of the U.S. Bankruptcy Code to adequate protection of its interests in the Tall Pines Proceeds to the extent there is a diminution in value of collateral from the Debtors' use of the collateral. However, the Debtors' proposed use for the Tall Pines Proceeds will increase the value of the City Center and, through rental of additional completed spaces, increase the rental income of that property in which Texas Bank and Trust claims an interest. Similarly, addressing certain lien issues on the property and providing working capital to the Debtors for use either at the City Center or with regard to businesses physically neighboring the City Center protects and enhances Texas Bank and Trust's secured position, instead of weakening it. For this reason, the Debtors believe that the proposed use of the Tall Pines Proceeds is appropriate, that Texas Bank and Trust's interests are adequately protected, and that the Debtors' creditors and estates will benefit from the relief requested herein. If and to the extent the adequate protection of Texas Bank and Trust's interests with regard to the Tall Pines Proceeds proves insufficient, the Texas Bank and Trust will have, among other remedies, if any, determined by the Court, an allowed claim under Section 507(b) of the Bankruptcy Code in the amount of any insufficiency. Finally, because use of the Tall Pines Proceeds in the manner requested will ultimately benefit Texas Bank and Trust, the Debtors' other secured lenders and creditors, and the Debtors in their reorganization pursuits, the relief requested is also appropriate under Bankruptcy Code Section 105(a), which vests in the Court the power to "issue any order, process, or judgment that is necessary or appropriate to carry out the provisions of [the Bankruptcy Code]." A copy of the Debtor's Motion is available at: http://bankrupt.com/misc/txeb17-40947-201.pdf About Hahn Hotels Headquartered in Sulphur Springs, Texas, Hahn Hotels of Sulphur Springs, LLC, owns the La Quinta Inns and Suites, which provides hotel accommodations for business and leisure travelers across the United States, Canada, and Mexico. Hahn Hotels of Sulphur Springs, LLC, along with its affiliates, including Hahn Investments, LLC, sought Chapter 11 protection (Bankr. E.D. Tex. Lead Case No. 17-40947) on May 1, 2017. The petitions were signed by Dante Hahn, president. Hahn Hotels of Sulphur estimated its assets and liabilities of between $1 million and $10 million. Hahn Investments estimated its assets and liabilities of between $10 million and $50 million. Judge Brenda T. Rhoades presides over the cases. Jessica Leigh Voyce Lewis, Esq., and Judith W. Ross, Esq., at The Law Offices of Judith W. Ross and Eric Soderlund, Esq., who has an office in Dallas, Texas, serve as the Debtors' bankruptcy counsel. HANSELL/MITZEL: Torbets Buying Mount Vernon Property for $145K -------------------------------------------------------------- Daniel R. Mitzel and Patricia R. Burklund ask the U.S. Bankruptcy Court for the Western District of Washington to authorize the sale of real property of the estate located at 24340 Nookachamp Hills Drive, Mount Vernon, Washington ("Lot 237"), to Cheryl Torbet and Brian Torbet for $145,000. As has been set forth in prior sale motions, Nookachamp Hills is a residential real estate development project in Mount Vernon, Washington, consisting of 252 lots in 4 phases. The Phases 3 and 4 comprised 91 lots recorded in 2008. Currently, 46 lots remain unsold. The Debtors own 20 lots (following the Court-approved sale of Lots 209, 225 and 239), 25 lots are owned by Paul W. Rutter, and 1 lot is owned by Nookachamp Hills, LLC (an LLC owned 50% by the Debtors and 50% by Paul W. Rutter). Aside from the three post-petition lot sales, the Debtors previously owned and sold 22 Nookachamp Hills lots and they built and sold 1 custom home, and 2 speculative "spec" homes in Divisions 3 and 4 (one of which was Nookchamp House sale approved by the Court. Peoples Bank holds a first position Deed of Trust against Lot 237 as security for a loan in the original amount of approximately $3,350,000; the Bank's Proof of Claim No. 12 for this loan was in the amount of $1,343,715 which does not reflect application of postpetition sale proceeds. The Debtors ask to apply the net sale proceeds to the People Bank secured claim. The proposed Lot 237 sale is for a purchase price of $145,000, free and clear of liens, claims and encumbrances, to the Torbets , with whom the Debtors have no connection outside the proposed sale. The proposed sale has a closing date of Oct. 12, 2017. The Debtors respectfully ask waiver of the Bankruptcy Rule 6004(h) stay of the Order. About Hansell/Mitzel Based in Mt. Vernon, Washington, Hansell/Mitzel LLC, which conducts business under the names Hansell Mitzel Homes and Resort Maintenance Services, filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 16-16311) on Dec. 21, 2016. In its petition, the Debtor estimated $10 million to $50 million in both assets and liabilities. The petition was signed by Daniel R. Mitzel, managing member. The case is administratively consolidated with the Chapter 11 case (Bankr. W.D. Wash. Case No. 17-10565) of Daniel Mitzel and Patricia Burklund. Judge Timothy W. Dore presides over the Chapter 11 cases. Bush Kornfeld LLP serves as the Debtor's bankruptcy counsel. HARTFORD, CT: S&P Lowers GO Debt Rating to 'B-', Still Watch Neg. ----------------------------------------------------------------- S&P Global Ratings has lowered its rating on Hartford, Conn.'s general obligation (GO) bonds four notches to 'B-' from 'BB' and its rating on the Hartford Stadium Authority's lease revenue bonds three notches to 'B-' from 'BB-'. The ratings remain on CreditWatch with negative implications, where they were placed on May 15, 2017. In addition, S&P has lowered the rating on Hartford's 2017 tax anticipation notes (TANs) to 'SP-3' from 'SP-2'. "The downgrade to 'B-' reflects our opinion that Hartford has capacity to pay on its obligations, but due to the current local and Connecticut political, economic, and financial environment, the city is more vulnerable to payment interruptions," said S&P Global Ratings credit analyst Victor Medeiros. S&P said, "The downgrade also reflects the change in the state budget proposal from a recurring infusion of state aid in the city's base payment in the governor's second budget proposal to no additional recurring revenue in the third proposal. The third proposal, however, includes a $46 million set-aside toward aiding distressed communities. The proposal also continues to include a tiered system of system support; .Hartford would be able to access the $46 million made available, but under the tiers other distressed communities may also attempt to access this amount. Hartford's inability to reduce expenses on its own and achieve desired union concessions, and its lack of a plan to achieve structural balance support the downgrade. "The downgrade to 'SP-3' reflects our expectations that the city remains committed to the repayment of the TANs, but its current liquidity conditions are speculative and would likely worsen absent state action to assist the city. As such, the city is more vulnerable to payment interruptions." S&P Global Ratings could further lower the long-term rating should the city continue to seek a bond restructuring or distressed exchange, or file for bankruptcy, in lieu of other reforms or options that may be available with state assistance. S&P said, "While we view state aid to relieve the city's immediate liquidity pressures as a mitigant to the risk of bankruptcy, that credit risk remains as the city has hired a law firm to advise on the option. In addition, given the state budgetary impasse, city officials have publicly indicated they are actively considering bankruptcy within 60 days if the state does not produce a budget. On Sept. 8, the mayor announced a meeting with bondholders to discuss potential debt restructuring. The mayor's statement cited that the need to restructure could remain even if the state budget provides necessary short-term funds. These risks are exacerbated by the uncertainty that the state will not provide the necessary funds on a recurring basis to the city to achieve long-term budgetary balance; this appears to be the central feature of the city's long-term plan for structural balance. Furthermore, we believe Hartford has very weak liquidity, including uncertain access to external liquidity, and very weak management conditions. The CreditWatch Negative status reflects uncertainty over with the city's potential restructuring and bankruptcy discussions, which will become more urgent as liquidity is likely to diminish further if a state budgetary impasse persists beyond October." HATTIESBURG PUBLIC SD: Moody's Hikes GO Debt Rating to Ba1 ---------------------------------------------------------- Moody's Investors Service has upgraded Hattiesburg Public School District's (MS) GO rating to Ba1 from Ba2, and revised the outlook to positive from negative. The upgrade reflects stabilization of the district's financial operations leading to improved reserves and liquidity. The rating also considers the district's stable tax base with institutional presence, low debt burden with rapid amortization, weak resident wealth levels coupled with high poverty and unemployment rates, declining enrollment, and a high pension liability. Rating Outlook The positive outlook reflects the expectation that financial operations and reserve levels will remain stable given recently enacted expenditure reductions and conservative budgeting practices. The outlook also considers the reduced likelihood for state conservatorship. Factors that Could Lead to an Upgrade Continuation of structurally balanced operations leading to significant improvement of reserves and liquidity Significant improvement of resident wealth levels Factors that Could Lead to a Downgrade Return to structural imbalance leading to erosion of reserves Significant tax base contraction Legal Security The district's rated debt is secured with an unlimited general obligation and full faith and credit pledge. Use of Proceeds Not Applicable Obligor Profile Hattiesburg Public School District is located in southern Mississippi in Forrest County with a portion of the district extending into Lamar County. The district provides K-12 education and reported enrollment of approximately 4,300 students for the fiscal 2017 school year. Methodology The principal methodology used in this rating was US Local Government General Obligation Debt published in December 2016. INFORMATION SOLUTIONS: Horizon's Secured Claim Increased to $2.35MM ------------------------------------------------------------------- Information Solutions, Inc., dba Refuge Golf & Country Club, filed with the U.S. Bankruptcy Court for the District of Arizona a disclosure statement for its second amended plan, dated Sept. 8, 2017. Class 3 under the latest plan is Horizon Community Bank's Allowed Secured Claim, which will be paid in full, together with interest at the initial rate of 5.25% per annum from and after the Effective Date with a rate adjustment at the end of the third year to 5.75%. Beginning with the Effective Date, Horizon will be paid monthly based on a 20-year amortization with all remaining amounts due on the 7th anniversary of the Effective Date. The amount of Horizon's Allowed Secured Claim will be fixed at $2.35 million as of the Effective Date. The balance of its Allowed Claim will be treated as a Class 4 general unsecured claim unless Horizon makes the Section 1111(b) election. The earlier version of the plan stated that Horizon's Allowed Secured Claim will be paid in full, together with interest at the rate of 5.25% per annum from and after the Effective Date. The amount of Horizon's Allowed Secured Claim was $2 million. Beginning with the Effective Date, Horizon will be paid monthly based on a 20-year amortization with all remaining amounts due on the 10th anniversary of the Effective Date. The Troubled Company Reporter previously reported that the Plan will be funded by capital contributions from Refuge's shareholders and Refuge's ongoing operations. All funds from these sources will be held by Refuge and used only for Plan payments, operating expenses, and expenses associated with Refuge's course and club. A full-text copy of the Latest Disclosure Statement is available at: http://bankrupt.com/misc/azb0-17-05481-139.pdf About Information Solutions, Inc. Information Solutions -- http://www.refugecountryclub.com/-- owns the Refuge Golf & Country Club located at 3103 London Bridge Rd. Lake Havasu City, AZ 86404. The property is valued at $2 million. Information Solutions, Inc., based in Lake Havasu City, AZ, filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 17-05481) on May 17, 2017. The Hon. Madeleine C. Wanslee presides over the case. Forrester & Worth, PLLC, serves as bankruptcy counsel. In its petition, the Debtor estimated $2.06 million in assets and $12.78 million in liabilities. The petition was signed by Jerry Aldridge, president. INMOBILIARIA LEGUISAMO: $1.5K Monthly Payment for TR's Sec. Claim ----------------------------------------------------------------- Inmobiliaria Leguisamo Inc. filed with the U.S. Bankruptcy Court for the District of Puerto Rico an amended disclosure statement referring to its plan of reorganization, dated August 30, 2017. Class 3 under the latest plan consists of the secured claims of the Department of Treasury, Triangle Reo PR Corp, and CRIM. Triangle Reo - secured claim, matured loan with a debt of $2,363,806.92. The property encumbered by Triangle Reo is located at Ward Leguisamo, Carr 352, km 4.7, Mayaguez, lot no 41,410, registered at the Property Registry of Mayaguez. The Debtor will sell the real property located at Ward Leguisamo, Carr 352, km 4.7, Interior, Mayaguez, within the next 30 months. The debtor will be paid the secured portion of this claim, that is $212,000 (as the value of recent appraisal). This class is not impaired. The debtor submitted the following offers to the creditor Triangle REO PR Corp., related with Inmobiliaria Leguisamo Inc: (1) The debtor proposes to pay and/or sell for $180,000, covering the full payment of this property. (2) The debtor will maintain Adequate Protection Payment of $1,500 per month until the entire sale process is completed. (3) Time frame of 30 months from the effective date to make the sale. (4) Once approved, it is necessary to send a letter of intent to the debtor to request payment. (5) That each transaction be carried out separately (sell or refinance). (6) As of August 30, 2017, the debtor paid an adequate protection of $18,000. The debtor submitted the following offer to the creditor Triangle REO PR Corp., related with HG Management Inc.: (1) The debtor proposes to pay and/or sell for $180,000 covering the full payment of this property (relief all debts). (2) Adequate Protection Payment of $1,500 per month until the entire sale process is completed. (3) Thirty months to make the sale. (4) Once approved, it is necessary to send a letter of intent to the debtor to request payment. (5) That each transaction be carried out separately (sell or refinance). Upon the sale of the property and payment to the creditor, Triangle REO PR Corp. will release all liens on the property. (6) As of August 30, 2017, the debtor paid an adequate protection of $18,000. As reported by the Troubled Company Reporter on July 19, under the previous plan, Triangle Reo will receive nothing for its unsecured claim. A full-text copy of the Amended Disclosure Statement dated August 30, 2017, is available at: http://bankrupt.com/misc/prb16-00123-11-200.pdf About Inmobiliaria Leguisamo Inmobiliaria Leguisamo Inc. owns a commercial building in Mayaguez, Puerto Rico. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 16-00123) on Jan. 13, 2016. The Debtor is represented by Nydia Gonzalez Ortiz, Esq., at Santiago & Gonzalez Law, LLC. ISTAR INC: S&P Hikes Issuer Rating to BB- on Announced Refinancing ------------------------------------------------------------------ IStar Inc. has announced that it is issuing new senior unsecured notes and refinancing its senior secured term loan to repay all upcoming debt maturities and some higher-cost preferred stock, which will reduce funding costs and leverage. S&P Global Ratings thus raised its issuer credit and senior secured and unsecured debt ratings on iStar Inc. to 'BB-' from 'B+'. The outlook is stable. S&P also raised its preferred stock rating to 'B-' from 'CCC+'. S&P said, "Our upgrade reflects iStar's announced capital actions, including issuing new debt to pay off all debt maturities until the third quarter of 2019 and $240 million of higher coupon preferred stock, which will reduce funding costs and leverage, as measured by debt to adjusted total equity, pro forma for the transaction to 6.3x from 6.6x at June 30, 2017. Further, we expect leverage to continue to decline well below 6x as the firm continues to build retained earnings. "The stable outlook on iStar reflects our expectations that operating cash flow and property sales should support continued profitability and adequate liquidity without additional debt issuance over the near term. We also expect leverage to continue to decline." Over the next 12 months, S&P could lower its ratings if: -- S&P expects leverage to increase above 6.5x, or -- The firm suffers material deterioration in asset quality, profitability, or liquidity. S&P sees limited ratings upside over the outlook horizon, but over the longer term, it could raise its rating if iStar: -- Reduces leverage below 4.5x on a sustained basis; and -- Continues to reduce the size and risk of the land, transitional properties, and nonperforming assets portfolios, sufficient to improve overall asset quality and sustain stable profitability. J.R. BOWLES: Taps Newell & Holden as Legal Counsel -------------------------------------------------- J.R. Bowles Logging, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Alabama to hire legal counsel in connection with its Chapter 11 case. The Debtor proposes to employ Newell & Holden LLC to, among other things, give legal advice regarding its duties under the Bankruptcy Code and assist in the preparation of a bankruptcy plan. Herbert Newell III, Esq., and Heath Holden, Esq., the attorneys who will be handling the case, will charge $275 per hour and $250 per hour, respectively. The firm's law clerk and paralegal will charge an hourly fee of $95. The firm does not represent any interest adverse to the Debtor or its estate, according to court filings. Newell & Holden can be reached through: Herbert M. Newell III, Esq. Heath S. Holden, Esq. Newell & Holden LLC 2117 Jack Warner Parkway, Suite 5 Tuscaloosa, AL 35401 Phone: 205-343-0340 Fax: (205) 343-2060 About J.R. Bowles Logging LLC J.R. Bowles Logging, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Case No. 17-71473) on August 18, 2017. JACKSON FULGHAM: Proposes a Private Sale of Oak Grove Property -------------------------------------------------------------- Jackson T. Fulgham asks the U.S. Bankruptcy Court for the Western District of Arkansas to authorize the private sale of 31 contiguous acres with house and all buildings attached to the land commonly known as 345 CR 665, Oak Grove, Arkansas. The property is listed in the Debtor's schedules as having a value of $120,000. The Debtor is in the process of petitioning the Court for the hiring of an appraiser to assist in establishing the fair market value of the property. The parties are not absolutely bound by the valuation of this appraisal but it is expected to be used as a fair estimation of the value of the property to be used for purposes of selling the property. It is believed that Allied Insurance is an undersecured creditor meaning that the sale of this property will be insufficient to pay the entire claim of Allied Insurance. The goal is to obtain the highest and most reasonable offer consistent with the findings and valuation of an appraiser(s). Both the Debtor and Allied Insurance believe they have Buyers for the property. After the appraisal is obtained, the Debtor will submit an offer for the Court to approve based upon the fair market value of the property. The Debtor as fiduciary for the estate would, of course, entertain any higher offer including an offer by Allied's Buyer. The terms of the sale are: a. Once the appraisal is completed, the Debtor and Allied Insurance will communicate what each of their respective Buyers are willing to offer; b. The Debtor can elect to accept any offer which pays full fair market value; c. If either the Debtor of Allied Insurance believes the appraisal obtained is not reflective of fair market value, they may request a hearing on valuation within 30 days after receipt of the appraisal; d. Otherwise, the Debtor intends to bring the sale of the property to closing within 90 days of the receipt of the appraisal. The sale is justified by a sound business purpose. Said purpose includes without limitation: (i) this sale would allow the Debtor to pay down the secured debt obligation; (ii) because both the Debtor and Allied Insurance believe they have Buyers willing to pay the fair market value of the property, there is no need to conduct an auction and incur additional cost; and, (iii) Melinda Richards has first position on sales proceeds. Allied as an undersecured creditor would take the remaining sales proceeds unless and except for any proceeds tied to the Debtor's (d)(1) exemption, if applicable. It is believed that all interested parties would support the Motion to Sell. The Debtor has filed a Motion to Avoid Lien which has been objected to by Allied Insurance. If the Debtor is successful, he would be entitled to receive the portion of the proceeds which impairs the Debtor's alleged exemption). Jackson T. Fulgham sought Chapter 11 protection (Bankr. W.D. Ark. Case No. 17-71558) on June 16, 2017. The Debtor tapped Donald A. Brady, Jr., Esq., at AADR, as counsel. JACKSONVILLE BEAUTY: Wants to Use Newtek's Cash Collateral ---------------------------------------------------------- Jacksonville Beauty Institute, Inc., seeks permission from the U.S. Bankruptcy Court for the Middle District of Florida to use cash collateral to continue operations for 15 days. In 2015 the Debtor obtained a SBA loan which is currently serviced and administered or owned by Newtek Small Business Finance, LLC, which is secured by a UCC1 with filing number 201505195339 against the Debtor's approximately $30,000 in office furnishings, fixtures and equipment on hand as of the Petition Date, approximately $1,000 in inventory on hand as of the Petition Date, and approximately $21,391.50 in business cash on hand as of the Petition Date. The approximate amount owed to Newtek as of the Petition Date was approximately $179,000. The Debtor has listed two other secured creditors in its schedules who purport to have some level of security interest in the collateral: Forwardline Financial, LLC, and Platinum Rapid Funding Group, Lt. However, based upon the information available to the Debtor and a search of the Florida UCC registry it appears that Newtek's UCC and security interest is senior in priority and the value of the collateral is less than the balance owed to Newtek. The Debtor says that the amount of collateral and cash collateral that will be used in the next 15 days is difficult to determine as the Debtor will be transitioning from its historic operations as an accredited cosmetology school to a provider of full-service salons offering hair, skin and nail beauty services to clients. The Debtor proposes to allow Newtek to receive replacement liens on post-petition cash collateral to the same extent, validity and priority as their pre-petition liens on the cash collateral, if any. The Debtor warns that if it is not permitted to use the collateral and cash collateral, it will be forced to halt operations, which will result in reductions of the value of the estate and create an adverse effect on Newtek as well as all other creditors of the Debtor's estate. A copy of the Debtor's Motion is available at: http://bankrupt.com/misc/flmb17-03022-15.pdf About Jacksonville Beauty Institute Jacksonville Beauty Institute Inc. has operated as a cosmetology school providing education and training for students seeking to become state board certified cosmetologists in the areas of hair, skin care and nail care since 1997. As of the Petition Date the Debtor leased and operates in two commercial locations, with the Debtor's administrative offices and headquarters being located at the Jacksonville, Florida location: (a) 5045 Soutel Drive, Suite 80, Jacksonville, Florida 32208; and (b) 5014 E. Busch Boulevard, Unit 103, Tampa, Florida 33617. Prior to the Petition Date, the Debtor operated at 6801 A&B W. Colonial Drive, Orlando, Florida 32818, however, has already moved out of that location. Jacksonville Beauty Institute sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 17-03022) on Aug. 17, 2017, estimating assets of less than $100,000 and liabilities of less than $1 million. Judge Jerry A. Funk presides over the case. Kevin B. Paysinger, Esq., and William B. McDaniel, Esq., at Lansing Roy P.A., serve as the Debtor's bankruptcy counsel. No trustee or examiner has been appointed in the Debtor's case. JAMES ARRIGAN: Sale of Interest in Katy Property for $162K Approved ------------------------------------------------------------------- Judge Mark X. Mullin of the U.S. Bankruptcy Court for the Northern District of Texas authorized James W. Arrigan's sale of his interest in the residential rental property located at 3314 Bent Sprint Court, Katy, Texas, to Hussain Kudair for $162,000. The mortgage of U.S. Bank National Association, as Trustee for Bear Steams Asset Backed Securities I Trust 2006-AC2, Asset Backed Certificates, Series 2006-AC2 by its mortgage servicer Select Portfolio Servicing, Inc. will be paid in full at the time of closing from the title company. The ad valorem property taxes will be paid in full at the sale closing. Any claim or interest of a state or federal taxing district or agency, ad valorem taxing unit and any other party of record not paid at closing will remain on the Property to the extent same are valid. James Arrigan sought Chapter 11 protection (Bankr. N.D. Tex. Case No. 13-43082) on July 1, 2013. JEJP LLC: Sale of Lehman Lathe to Prime Downhole for $110K Approved ------------------------------------------------------------------- Judge David R. Jones of the U.S. Bankruptcy Court for the Southern District of Texas authorized JEJP, LLC's sale of Lehman Lathe MDL 2516 x 192, Serial Number 277, to Prime Downhole for $110,000. The sale is free and clear of all liens, claims, and encumbrances. A bill of sale or any other necessary document, if appropriate, will be used to convey the property. The Debtor is authorized to use the proceeds from the sale to bring Texas Citizens Bank and Eastgroup substantially current under the existing cash collateral orders. About JEJP LLC JEJP, LLC, d/b/a Precision Machined Products, filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 16-33646) on July 22, 2016. The petition was signed by Paul Williams, chairman. The Debtor estimated assets of less than $100,000 and liabilities of $1 million to $10 million at the time of the filing. Judge David R. Jones presides over the case. Julie Mitchell Koenig, Esq., at Cooper & Scully, PC, represents the Debtor as bankruptcy counsel. The Debtor hired EEPB P.C. CPAs and Business Advisors as its accountant. An official committee of unsecured creditors has not yet been appointed. JERRY BATTEH: Henry Buying Jacksonville Rental Property for $170K ----------------------------------------------------------------- Jerry Batteh asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the sale of his rental property located at 6311 Colgate Road, Jacksonville, Florida, to Cooper T. Henry for $170,000. Objections, if any, must be filed within 21 days from the date of service. The Debtor owns the Property which is more particularly described as: Lot 27, Block 19, of Lakewood, Unit No. 12, according to the Plat thereof as recorded in Plat Book 23, page 27, of the current public records of Duval County, Florida. The Debtor and the Buyer has entered into "As Is" Residential Contract for Sale and Purchase for the purchase of the Property for $170,000. It is not a short sale. Under the Agreement, the initial deposit would be $3,000 to be held in escrow. The closing is anticipated to occur on Sept. 29, 2017. The sale is "as is." A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Jerry_Batteh_603_Sales.pdf It would be in the best interest of all parties to authorize the sale of the Property. Counsel for the Debtor: Edward P. Jackson, Esq. 255 North Liberty Street, 1st Floor Jacksonville, FL 32202 Telephone: (904) 358-1952 Facsimile: (904) 358-1288 Jerry Batteh sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 11-05260) on July 18, 2011. The Debtor's Chapter 11 Plan was confirmed by order dated March 26, 2014. JOHNS TRUCKING: Sale of 2007 Peterbilt 379 Tractor for $45K Okayed ------------------------------------------------------------------ Judge R. Kimball Mosier of the U.S. Bankruptcy Court for the District of Utah authorized Johns Trucking, Inc.'s sale of 2007 Peterbilt 379 Tractor Truck # 276, VIN 1XP5D49X17D73 5931, to Mason Diesel Service, Inc. for $45,000. The sale is free and clear of all liens and interests. State Bank of Southern Utah ("SBSU") has a lien on the Truck, which lien will attach to the sales proceeds. Upon closing, the proceeds from the sale will be distributed as follows: (i) $5,000 to SBSU to be applied to Loan # 3534054 and $25,000 will be applied to Loan # 3533905. The balance of the sale proceeds in the amount of $15,000 will be used by the Debtor for operations including but not limited to, paying down its post petition fuel bill with IFleet and/or Fuelman. About Johns Trucking Johns Trucking Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Utah Case No. 17-20954) on Feb. 13, 2017. At the time of the filing, the Debtor estimated assets of less than $1 million. The case is assigned to Judge R. Kimball Mosier. Andres Diaz, Esq., and Timothy J. Larsen, Esq., at Diaz & Larsen, in Salt Lake City, Utah, serve as counsel to the Debtor. No trustee, examiner or creditors' committee has been appointed in the case. KEELER'S MEDICAL: Wants to Use Cash to Pay Prepetition Debts ------------------------------------------------------------ Keeler's Medical Supply, Inc., asks for authorization from the U.S. Bankruptcy Court for the Eastern District of Washington to use cash collateral to pay prepetition debts. The Debtor filed its bankruptcy schedules on Aug. 4, 2017. Unfortunately, in preparing the bankruptcy schedules it appears that claims of Group Health/Kaiser Permanente in the amount of $44,927.64 were omitted. The Debtor is entitled to a credit against Kaiser's claim in the amount of $6,500. As a result, the Kaiser's net claim is $38,427.64. The Debtor believes that Kaiser's claims are unsecured. The Debtor intends to amend its bankruptcy schedules to include the claims of Kaiser. The Debtor tells the Court that it has no source of funds with which to pay Kaiser other than cash collateral in which the Internal Revenue Service has an interest. The Debtor has no unencumbered assets or other mechanism for providing adequate protection to the IRS. However, it should be noted that the IRS has asserted that the Debtor's President, Charles Vetsch, is personally liable for the IRS claims. Mr. Vetsch has personal assets which may well result in the IRS receiving payment of the full amount of its allowed claim. The Debtor is seeking consent from the IRS to utilize cash collateral for purposes of protecting its former employees and the estate from significant additional claims. The Debtor believes that the claims which might be rejected, and thus become the responsibility of the Debtor's employees could exceed $200,000. There is a substantial chance that if the claims are rejected employees could in turn have claims against the Debtor for reimbursement since the Debtor was obligated to pay the insurance premiums during the non-payment period. The potential debt to the Debtor is a prepetition debt of the Debtor. However, in the event that Kaiser is not paid premiums for the non-payment period it is likely that Kaiser would not assert a claim against the Debtor and instead would simply refuse to honor claims of the Debtor's employees during the non-payment period. If the claims are not honored arguably the employee claims against the Debtor would constitute post-petition claims. The Debtor believes it makes sense to pay the $38,427.64 to Kaiser in order to avoid what appears to be over $200,000 in employee claims. The only funds which the Debtor has currently available constitute proceeds of accounts receivable. In addition, the Debtor expects to receive close to $600,000 in net proceeds from the sale of its business assets to Howard's Medical, LLC. The Debtor's assets, including the proceeds of accounts receivable and proceeds from the sale of its business assets may be subject to a number of pre-petition liens and security interests. The Debtor has sufficient funds to pay Kaiser available from its post-petition collection of accounts receivable, without utilizing the proceeds from the sale of the business assets. The Debtor believes that the IRS has a first position lien and security interest against the Debtor's accounts receivable. It is possible that some or all of the parties listed may claim a security interest or lien against the Debtor's accounts receivable, however, the Debtor believes that there are not sufficient accounts receivable or other assets with which to pay the IRS in full, thus resulting in the claims of other parties being treated as unsecured. Kaiser has indicated to the Debtor that if the $38,427.64 is paid prior to Sept. 15, 2017, that it will honor the employee claims during the non-payment period. In addition, Kaiser has indicated that employees who were previously enrolled in the Debtor's medical plan will have the opportunity to convert to a new plan with Kaiser since they are not eligible for COBRA benefits because the Debtor's medical plan has been cancelled. The Debtor is seeking to shorten the time allowed for notice and objections to this motion in order to allow the Debtor to pay Kaiser by Sept. 15, 2017. The Debtor is requesting that the notice period be shortened from the normal 24-day period to 10 days. A copy of the Debtor's request is available at: http://bankrupt.com/misc/waeb17-01849-78.pdf As reported by the Troubled Company Reporter on Sept. 12, 2017, the Court entered a final order authorizing the Debtor to use cash collateral. As partial adequate protection, the IRS and any other party holding a valid, perfected, unavoidable, security interest or lien in the cash collateral is granted a valid, automatically perfected replacement lien against any post-petition accounts receivable (or proceeds thereof) of the Debtor for the full amount of the cash collateral which is utilized pursuant to the court order. The replacement liens granted will have the same validity and priority as the security interests and liens existing against the cash collateral on the date of filing. About Keeler's Medical Supply Keeler's Medical Supply, Inc., is a Washington corporation engaged in the business of selling and leasing medical supplies and equipment as well as providing services related to medical supplies and equipment. Keeler's headquarters and principal place of business are located at 2001 West Lincoln Avenue in Yakima, Washington. Keeler's was formed in 1971. The common stock of Keeler's is owned as follows: (a) 91.35% by the Estate of Sharon Vetsch; (b) 6.51% by Charles E. Vetsch, Jr. (the President and Chief Executive of Keeler's); and (c) 2.14% by Clinton T. Vetsch. Keeler's Medical Supply filed a Chapter 11 petition (Bankr. E.D. Wash. Case No. 17-01849) on June 15, 2017, estimating assets of less than $50,000 and liabilities of $1 million to $10 million. The petition was signed by Charles Vetsch, president. Roger William Bailey, Esq., at Bailey & Busey PLLC serves as the Debtor's legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. L&R DEVELOPMENT: Gets Court Approval for Plan Outline ----------------------------------------------------- L&R Development & Investment Corp. is now a step closer to emerging from Chapter 11 protection after a bankruptcy judge approved the outline of its plan of reorganization. Judge Brian Tester of the U.S. Bankruptcy Court in Puerto Rico on September 5 gave the thumbs-up to the disclosure statement after finding that it contains "adequate information." A hearing to consider confirmation of the plan will be scheduled when the matters pending in the related adversary proceedings are adjudicated, according to Judge Tester's order. Under the proposed plan filed on March 15, creditors holding Class 10 general unsecured claims totaling $3,235,574.99 will be paid a 15% dividend of their allowed claims on equal monthly payments during 60 months from the effective date of the plan. About L&R Development L&R Development & Investment Corp. is a real estate development and investment corporation that was created on May 31, 2002, by two main partners, Hector Noel Roman and Jose Joaquin Lopez. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. P.R. Case No. 16-08792) on Nov. 1, 2016. The petition was signed by Joaquin Lopez, president. At the time of the filing, the Debtor disclosed $3.05 million in assets and $5.56 million in liabilities. The case is assigned to Judge Brian K. Tester. Carmen Conde Torres, Esq., of C. Conde & Assoc. represents the Debtor. Inmuebles Bienes Raices, LLC, has been tapped as realtor to the Debtor. On March 15, 2017, the Debtor filed a Chapter 11 plan of reorganization and disclosure statement. LAWRENCE D. FROMELIUS: Sale of Lisle Property for $235K Approved ---------------------------------------------------------------- Judge Donald R. Cassling of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Lawrence D. Fromelius' sale of the residential real estate located at 1207 Lisle Place, Lisle, Illinois to Lilian Riedy for $235,000. The sale is free and clear of any interest. The terms and conditions of the Contract are approved, and may be modified, amended, or supplemented by agreement of the Debtor and the Buyer without further action of Court. About Lawrence Fromelius Lawrence D. Fromelius filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 15-22373) on June 29, 2015. The Debtor tapped William J. Factor, Esq., Ariane Holtschlag, Esq., and Jeffrey K. Paulsen, Esq., at FactorLaw, as counsel. L. Fromelius Investment Properties LLC filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 15-22943) on July 2, 2015, and Golden Marina Causeway LLC filed for relief under Chapter 11 (Bankr. N.D. Ill. Case No. 16-03587) on Feb. 5, 2016. Mr. Fromelius is the sole member of Investment Properties. He is also the sale member of East Greenfield Investors LLC, which in turn is the sole member of Golden Marina Causeway LLC. On Nov. 24, 2015, Lawrence Fromelius filed his initial plan of reorganization and on Dec. 1, 2016, Investment Properties filed its initial plan of reorganization. Both of the plans have been amended to incorporate changes requested by creditors, including the Ann Marie Barry Trust, which has filed a claim of approximately $6 million. Currently, the Debtors and the Ann Marie Barry Trust are negotiating the terms of a disclosure statement to accompany the plans. Golden Marina owns two parcels of real estate, located at 302 and 311 East Greenfield Avenue in Milwaukee, Wisconsin. The parcel at 311 E. Greenfield consists of 47 acres and the smaller parcel at 302 E. Greenfield is approximately 1 acre. LBJ HEALTHCARE: Villa Luren Facility Remains Clean and Functional ----------------------------------------------------------------- Constance Doyle, the patient care ombudsman for LBJ Healthcare Partners Inc., filed an eight interim report for the period of July 1, 2017, through August 31, 2017, finding that all care provided to the residents at Villa Luren is still within the standard of care. In her July and August visits, the PCO notes that the facility remained clean and functional. A full-text copy of the PCO's Eighth Interim Report dated Sept. 5, 2017, is available at: http://bankrupt.com/misc/cacb2-16-15197-256.pdf About LBJ Healthcare Partners Headquartered in Whittier, Calif., LBJ Healthcare Partners Inc., formerly doing business as Bayshore Villa Healthcare Partners, Inc., filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 16-15197) on April 21, 2016, disclosing $49,370 in assets and $1.27 million in liabilities. The petition was signed by Brian Buenviaje, president and CEO. Judge Vincent P. Zurzolo presides over the case. Robert M. Aronson, Esq., at the Law Office of Robert M. Aronson, serves as the Debtor's bankruptcy counsel. Constance Doyle was appointed patient care ombudsman for the Debtor. LIBERTY ASSET MGT: South Lake Buying Arcadia Property for $10M -------------------------------------------------------------- Liberty Asset Management Corp. asks the U.S. Bankruptcy Court for the Central District of California to authorize the bidding procedures in connection with the sale of real properties and improvements located at (i) 1020 S. Baldwin Avenue, Arcadia, California, APN 5778-006-010 ("Baldwin Property") and (ii) 652 Fairview Avenue, Arcadia, California, APN 5778-006-005 ("Fairview Property") to South Lake 12, LLC for $10,000,000, including the assumption and assignment of the current lease in effect with respect to the Property, subject to overbid. A hearing on the Motion is set for Oct. 3, 2017 at 11:00 a.m. The Property is improved by a bowling alley, which is leased to a third party. The Debtor collects rental income. The Debtor's primary asset consists of Baldwin Property and Fairview Property ("Property"). The Debtor is also the successor in interest to a lease relating to the Property between Arcadia Pacific Investments, LLC and AMF Bowling Centers, Inc. dated March 31, 1999 ("Existing Lease"). The Exiting Lease is a Triple-Net lease pursuant to which the tenant is responsible for all obligations for the property (other than loans), including maintenance and real property taxes. The property taxes are not current and the Debtor asks to consummate the sale of the Property subject to the property tax obligations which will remain unaltered after the sale. The Debtor believes that the Property is encumbered by numerous liens securing asserted secured claims. According to the Preliminary Title Report ("PTR"), the outstanding property taxes are due and owing. Based on the fact that the Existing Lease is a triple-net lease, the tenant is responsible for all property tax obligations. As a result, unless these obligations are satisfied by the tenant prior to the sale closing, the sale will be subject to the property tax obligations, which will survive and remain secured by the Property. Shanghai Commercial Bank, Ltd. asserts a first priority, secured claim in the approximate amount of $3,535,048, which the Debtor does not dispute. The Debtor intends to pay the secured claim of Shanghai Commercial in full from the proceeds of the sale. TT Investment Los Angeles Fund I, LLC, which was the defaulted prior purchaser of the Property, asserts that it holds the second priority secured claim in an amount of approximately $900,000, which was assigned to TT by Blue Sky Communications. The Debtor understands that the Committee is in the process of commencing proceedings against TT to, among other things, invalidate or reduce its asserted claim. Based on the fact that this claim is disputed, it will not be paid upon sale closing. Rather, TT's lien will attach to the sale proceeds with the same validity, extent and priority that TT was entitled to prior to the sale closing, pending resolution of such dispute. Heusing Holdings asserts a third priority secured claim in the amount of $4 million, which the Debtor disputes. The lien of Heusing Holdings will attach to escrowed sale proceeds in the amount of the secured claim pending resolution of the claim dispute. It appears that on Feb. 4, 2016, a lien was recorded for an alleged obligation of Washe, LLC for "Park Inn Radisson" in the amount of $16,588. This appears to have been recorded post-petition of the Debtor and, therefore, void as a violation of the automatic stay. Moreover, the obligation appears to be of a third party relating to a different property. The Debtor is aware that "Park Inn Radisson" was a hotel owned by the Debtor's affiliate, Crystal Waterfalls, LLC, which hotel was sold and, the Debtor believes, all claims satisfied. As a result, this should not be an obligation of the Debtor's estate. Finally, on Nov. 30, 2016, a lien was recorded for an alleged obligation of Washe for unsecured property taxes in the amount of $16,538. It is unclear whether this alleged obligation is the same as that identified. Nevertheless, Washe is a third party entity whose obligations, if any, cannot attach to the Debtor, especially post-petition and in violation of the automatic stay. In May 2016, the Debtor engaged Keller Williams Santa Monica/Pacific Palisades, and in particular Lulu Knowlton to serve as its real estate broker to market the Property for sale. The Court thereafter entered its order authorizing the Debtor's employment of Keller Williams to serve as its real estate broker for the Property. In the event of a successful sale of the Property to a buyer procured by the Broker, the Broker will be entitled to the payment of a broker commission equal to 4% of the gross sale price from the proceeds of such sale at the closing. The Debtor and Keller Williams worked diligently to identify prospective purchasers for the Property. The marketing and sale efforts were fruitful and resulted in the successful negotiation of an Asset Purchase Agreement with TT for a sale price of $13.5 million. In connection with the purchase, TT deposited $405,000 into escrow. TT also held a second priority security interest in the Property to secure an alleged obligation asserted to be over $900,000. After an opportunity for overbid, a sale hearing was held on Nov. 4, 2016, at which time TT was determined to be the successful bidder. An order approving the sale was entered on Nov. 9, 2016 and the deposit of $405,000 became nonrefundable. For unknown reasons, TT failed to close the sale transaction. The Debtor took the position that the deposit has been forfeited to the estate and the Debtor is currently in possession of such funds. Since that time, the Debtor continued to market the Property. Unfortunately, the Debtor was not able to obtain interest close to the terms agreed upon with TT. To date, the highest and best offer was received from the Buyer in the amount of $10,000,000, including the assumption and assignment of the Existing Lease. The parties entered into Commercial Property Purchase Agreement and Joint Escrow Instructions for the sale of the Property. A $300,000 deposit was submitted to escrow. The Buyer was provided with a due diligence period, which successfully passed. As a result, the Debtor is prepared to proceed with a sale to the Buyer subject to overbid. The proposed sale is on an "as is, where is" basis, with no representation or warranty, for cash in the sum of $10,000,000. The APA provides that the sale of the Property and assignment of the Existing Lease must be free and clear of all liens, claims and interests, with the liens of all asserted secured creditors to attach to the sale proceeds with the same validity and priority as such liens had prepetition, provided that the sale will be subject to the liens of the Los Angeles County Tax Collector relating to unpaid property taxes. While the Debtor is prepared to consummate a sale of the Property to the Buyer, the Debtor is also interested in obtaining the maximum price for the Property. Accordingly, the Debtor required that any sale of the Property be subject to better and higher bids. The salient terms of the Bidding Procedures are: a. Stalking Horse APA: The APA will be approved as the Stalking Horse APA and the Buyer as the Stalking Horse Buyer. b. Date for Auction: The auction of the Property and the Existing Lease will be scheduled for the date and time of the hearing on the Motion, which is Oct. 3, 2017 at 11:00 a.m. in the Courtroom. c. Alternative Bid Deadline: Not later than 5:00 p.m. (PPT) on the date that is seven calendar days before the Auction d. Alternative Bid: Must be in the sum of at least 3% over the Purchase Price, or $10,300,000 e. Deposit: 3% of the Alternative Bid f. Bidding Increments: $50,000 g. Closing of Sales: The winning bidder will have until the first business day that is 14 days after the date of entry of a Court order granting the Motion to consummate the sale of the Property. A copy of the APA, the Lease Agreement, and the Bidding Procedures attached to the Motion is availabe for free at: http://bankrupt.com/misc/Liberty_Asset_423_Sales.pdf The Debtor asks the Court to authorize it to assume and assign the Existing Lease to the Buyer or to a successful overbidder. For purposes of disclosure and reservation of rights, the Debtor understands that the lessee under the Existing Lease may not be in full compliance with payment of secured property taxes, which is a requirement based on the Triple-Net terms of the Existing Lease. In the event that outstanding obligations for property taxes are due and owing and the Debtor is required to make such payment from sale proceeds, the Debtor expressly reserves the right to proceed against the lessee for reimbursement of such payments. The Debtor proposes to pay all sale closing costs and undisputed secured claims from the sale proceeds. It asks the Court to authorize it to establish an escrow of the sale proceeds in the amount of the disputed secured claims pending further Order of the Court. The Debtor has ceased operations and its goal in the bankruptcy case is to liquidate its assets to maximize recoveries for creditors. It believes that the liquidation of its assets will generate sufficient proceeds to permit it to pay its creditors a significant distribution. The proposed sale of the Property to the Buyer is anticipated to result in sale proceeds of at least $10,000,000 (subject to increase by overbid), which will facilitate the goal of liquidating assets to pay creditors. Accordingly, the Debtor asks the Court to approve the relief requested. To facilitate the most expeditious sale closing possible, the Debtor requests that the Order granting the Motion be effective immediately upon entry by providing that the fourteen-day stay periods provided by Bankruptcy Rule 6004(h) and 6006(d) are waived. The Lessor: ARCADIA PACIFIC INVESTMENTS, LLC Attn: Robert Yu, Managing Member c/o R. Y. Properties, Inc. 212 S. Palm Ave., Suite 200 Alhambra, CA 91801 Telephone: (626) 282-3100 Facsimile: (626) 282-6588 The Lessee: AMF BOWLING CENTERS, INC. Mark Hatcher, VP of Real Estate 1020 S Baldwin Ave Arcadia, CA 91007-7234 About Liberty Asset Before ceasing operations, West Covina, California-based Liberty Asset Management Corporation was a real estate management company. Its mission was to seek out real estate opportunities throughout Northern and Southern California, invest in such opportunities, and manage them. Liberty Asset Management Corporation filed for Chapter 11 protection (Bankr. C.D. Cal. Case No. 16-13575) on March 21, 2016. The Debtor estimated assets at $100 million to $500 million and debt at $50 million to $100 million. The petition was signed by Benjamin Kirk, CEO. Attorney David B. Golubchik, Esq., at Leven Neale Bender Yoo & Brill LLP, represents the Debtor in its restructuring effort. The Office of the U.S. Trustee on April 27, 2016, appointed three creditors to serve on an official committee of unsecured creditors. The Committee tapped Jeremy V. Richards, Esq., John D. Fiero, Esq., Gail S. Greenwood, Esq., and Victoria A. Newmark, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles, California, as counsel. Development Specialists Inc. serves as the Committee's financial advisor. LITTLE SAIGON: Hearing on Sale of All Assets Continued to Sept. 25 ------------------------------------------------------------------ Judge Julia W. Brand of the U.S. Bankruptcy Court for the Central District of California continued the previously scheduled hearing on Little Saigon Supermarket, LLC's sale of substantially all of its assets and property, which includes a liquor license and all of its rights and interests in that 15-year lease with HMZ Retail, LP, concerning the commercial real property located at 10932 Westminster Ave., Garden Grove, California, to Lucky Taro, Inc. for $600,000, subject to overbid, to Sept. 25, 2017 at 10:00 a.m. The hearing set for Sept. 21, 2017 at 10:00 a.m. is off calendar. The notice of the continued hearing must be served upon all persons/entities entitled to notice by Sept. 13, 2017 at 12:00 p.m. About Little Saigon Supermarket Little Saigon Supermarket, LLC, was formed in August 2015 to develop and operate a Vietnamese supermarket. Little Saigon on Nov. 11, 2015, it entered into 15-year lease with HMZ Retail, LP, concerning the commercial real property located at 10932 Westminster Ave., Garden Grove, California. Thereafter, it spent approximately, one year and $1,800,000 in cash designing, developing and building out the space for a Vietnamese supermarket. On Dec. 3, 2016, Little Saigon opened the "Farmer's Garden Supermarket. The Westminster address is a central location for the Vietnamese community in Orange County. Sun Valley Management, LLC ("SVM") is Little Saigon's Manager and its sole Class A member. Huy Dinh Le and Vo Thi Hong Truc are its Class B members by virtue of their investment under the U.S. Citizenship and Immigration Services EB-5 Immigrant Investor Program. The Market opened in December 2016 and initially operated at a profit, generating gross sales in its first month of $724,180. However, gross sales began to drop and along with it, the Market's profitability. Having difficulty meeting payroll and falling behind to vendors, on June 7, 2017, at a Managers meeting of SVM, the Managers voted to, among other things, (i) close the Market and begin liquidation; (ii) designate Peter Nguyen as the Debtor's authorizes Representative; and (iii) file for bankruptcy. On June 26, 2017, the Market closed its doors. Little Saigon Supermarket sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 17-20227) on Aug. 20, 2017. Elaine V. Nguyen, Esq., at Weintraub Selth and Nguyen, APC, serves as general bankruptcy counsel to the Debtor. LLOYD M. HUGHES: Has Interim Nod to Use Cash Collateral ------------------------------------------------------- The Hon. A. Benjamin Goldgar of the U.S. Bankruptcy Court for the Northern District of Illinois has authorized Lloyd M. Hughes Enterprises, Incorporated, to use on an interim basis cash collateral through and including Sept. 13, 2017. A hearing on the cash collateral use is continued to Sept. 13, 2017, at 10:00 a.m. A copy of the Order is available at: http://bankrupt.com/misc/ilnb17-16025-60.pdf As reported by the Troubled Company Reporter on Aug. 24, 2017, the Court entered an agreed order authorizing the Debtor, on an interim basis, restricted use of cash collateral until Sept. 6, 2017. About Lloyd M. Hughes Enterprises, Incorporated Lloyd M. Hughes Enterprises, Incorporated, is an Illinois corporation that owns and operates a laundry facility consisting of 155 coin operative washers and dryers. The facility is located at 6331 S. Martin Luther King Drive, Chicago, Illinois. Lloyd M. Hughes Enterprises sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 17-16025) on May 24, 2017. Lloyd M. Hughes, chairman and president, signed the petition. At the time of the filing, the Debtor estimated less than $50,000 in assets and $500,001 to $1 million in liabilities. Judge A. Benjamin Goldgar presides over the case. Crane, Heyman, Simon, Welch & Clar serves as counsel to the Debtor. LONG-DEI LIU: Standard of Care Maintained, PCO 8th Report Says -------------------------------------------------------------- Constance Doyle, the patient care ombudsman for Long-Dei Liu, M.D., filed an Eighth interim report for the period of July 1, 2017, through August 31, 2017, finding that all care provided to the patients by the Debtor is well within the standard of care. The PCO reports that no issues were identified during her July and August visits. A full-text copy of the PCO's Eighth Interim Report dated Sept. 6, 2017, is available at: http://bankrupt.com/misc/cacb8-16-11588-328.pdf About Long-Dei Liu Orange, Calif.-based Long-Dei Liu, MD, is a single practitioner who has practiced obstetrics and gynecology since 1981. Long-Dei Liu filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 16-11588). Judge Theodor Albert presides over the case. Constance Doyle was appointed patient care ombudsman for the Debtor. MARIA SANCHEZ: Alvarez Buying McAllen Property for $302K -------------------------------------------------------- Maria Magdalena Sanchez asks the U.S. Bankruptcy Court for the Southern District of Texas to authorize the private sale of a tract of land in Pharr Texas, more particularly described as Tract I, La Lomita (HOIT) W 275.4'-S269'-N610' Lot 129 1.70 AC GR 1.08 AC NET, also known as 2900 North Ware Rd., McAllen, Texas, to Ms. Maria Victoria Alvarez for $302,000. Objections, if any, must be filed within 21 days of the date of service. Per County Appraisal, the property is valued at $503,000. The Debtor proposes to sell the property which also listed on Schedule A of his bankruptcy schedules because of the necessity of consummating the sale that will benefit the estate and the property's first lienholder InterNational Bank ("INB"). The property is not necessary to the operation of his business. The Debtor will maintain other properties for the operation of her business and in that respect only, not necessary to the administration of the estate. The Debtor proposes to sell the property free and clear of any interest. The Debtor believes that the lienholders will consent. INB is a first lien holder of the property. INB valued the property at $335,000. Although, the property is cross collateralized with other property not being proposed to be sold through the Motion, the Debtor believes that the total debt on the loans on this property is approximately $101,590. The proposed sale price of $302,000, in addition to paying off the debt on the loan for this property, will reduce approximately an additional $191,410 from the estate's liabilities to the secured creditor's beyond the specific debt associated with the property. The Debtor proposes to sell the property to Alvarez, in accordance with a commercial contract. The proposed sale price is to be paid at closing. Alvarez, will pay the purchase cost in cash. The $302,000 proposed sales price is below the county appraised value which is $503,000. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Maria_Sanchez_97_Sales.pdf Applying a discount factor of 25% to the aforementioned appraisal value of the property ($503,200) that is encumbered by INB liens would net INB a liquidated value of $377,250. The sale price is at 90.15% of the lienholders appraised value. The sale of this property will prevent any more ad valorem taxes on the property from accumulating. All first liens and all tax liens on the Property will be paid upon closing. The Debtor proposes that the net proceeds be paid to INB. The proceeds of the sale, after closing costs and other reasonable expenses related to the sale as well as payment of the ad valorem taxing authorities, will pay or satisfy INB's claim(s) in full, in exchange for the full release of all of its liens on the property, after deducting expenses of the sale, if any. All other junior liens and encumbrances which are subordinate to the liens of INB and the ad valorem taxing entities will be divested by the sale. Maria Magdalena Sanchez sought Chapter 11 protection (Bankr. S.D. Tex. Case No. 16-70518) on Dec. 5, 2016. The Debtor tapped Antonio Martinez, Jr., Esq., as counsel. The Debtor can be reached at: Maria Magdalena Sanchez 1232 S Bluebonnet St. Pharr, TX 78577 MARK ANDERSON: Ct. Reverses Order Overruling Objection to BMO Claim ------------------------------------------------------------------- In the appeals case captioned CAROL S. ANDERSON and MARK R. ANDERSON, Debtors-Appellants, v. BMO HARRIS BANK, N.A., Appellee, No. 16 C 4748 (D.N.D. Ill.) Carol S. Anderson and Mark R. Anderson appeal from a decision of the U.S. Bankruptcy Court. Upon review, Judge Jorge Alonso of the U.S. District for the Northern District of Illinois reversed the decision of the Bankruptcy Court. In this appeal, as in the bankruptcy court, the debtors argue that BMO is barred by res judicata from seeking to establish Mark's personal liability under the promissory note because BMO litigated that issue to final judgment in the Wing St. Foreclosure Action. BMO responds by arguing that the bankruptcy court correctly ruled that the Wing St. Foreclosure Action does not bar BMO from collecting from Mark on the promissory note because the judgment against him was in rem, not in personam, and Illinois law recognizes that foreclosure of a mortgage and damages for breach of a promissory note are distinct, independent remedies. Further, BMO argues that it could not have obtained an in personam judgment against Mark, even if it had sought one, because it had no authority to litigate its claims against him personally while his bankruptcy proceedings were pending; it had only sought (and only received) relief from the automatic stay in order to proceed with foreclosure to protect its interest in the Wing St. Property, not to proceed against Mark personally. In one of its arguments, BMO contends that the bankruptcy court order from which debtors appeal was not rendered in a proceeding that qualifies as a "subsequent lawsuit on the merits of [BMO's] claim for breach of contract on the Promissory Note, and thus it does not fit the basic criteria for res judicata." Judge Alonso opines that this argument misses the point. It makes no difference for purposes of this appeal whether BMO's filing a proof of claim amounts to re-litigating the Wing St. Foreclosure Action. The order that debtors appeal from is an order overruling their objection to BMO's proof of claim for its breach of contract claim against Mark based on his breach of the promissory note. If an action to assert the claim against the debtor would be barred by res judicata, then the claim is unenforceable and must be disallowed. Because BMO's claim is barred by res judicata, the bankruptcy court should have disallowed the claim. Because the Court concludes that BMO was not barred by the automatic stay of 11 U.S.C. section 362 from proceeding on its breach of contract claim against Mark, and because it follows that BMO's breach of contract claim for breach of the promissory note is barred by res judicata, the Court must reverse the bankruptcy court's order overruling debtors' objection to the proof of claim based on Mark's breach of the promissory note and remand for further proceedings consistent with this opinion. A full-text copy of Judge Alonso's Memorandum Opinion and Order dated Sept. 5, 2017, is available at https://is.gd/EgFcr9 from Leagle.com. Carol S. Anderson, Appellant, represented by David K. Welch -- dwelch@craneheyman.com -- Crane, Heyman, Simon, Welch & Clar. Carol S. Anderson, Appellant, represented by Brian Patrick Welch -- bwelch@craneheyman.com -- Crane, Heyman, Simon, Welch & Clar. Mark R. Anderson, Appellant, represented by David K. Welch, Crane, Heyman, Simon, Welch & Clar & Brian Patrick Welch, Crane, Heyman, Simon, Welch & Clar. BMO Harris Bank, N.A., f/k/a Harris N.A., as assignee of the Federal Deposit Insurance Corporation, as receiver for Amcore Bank, N.A., Appellee, represented by Matthew M. Hevrin --mhevrin@hinshawlaw.com -- Hinshaw & Culbertson & Devin B. Noble -- dnoble@hinshawlaw.com --Hinshaw & Culbertson Llp. Service List, represented by Judge Cox, United States Bankruptcy Court. MCAFEE LLC: S&P Rates EUR375MM First Lien Term Loan 'B' ------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level rating and '3' recovery rating to Santa Clara, Calif.-based security software provider McAfee LLC's euro-denominated first-lien term loan. The '3' recovery rating indicates S&P's expectation for meaningful recovery (50%-70%; rounded estimate: 65%) of principal in the event of a payment default. McAfee is issuing a EUR375 million first-lien term loan, and reducing the size of its previously announced $3.5 billion first-lien term loan to $3.05 billion, leaving the total amount of first-lien debt at $3.5 billion. All other ratings are unaffected by this change in transaction structure. S&P said, "Our 'B' corporate credit rating on McAfee is based on the firm's considerably high leverage (which we estimate at nearly 8x at transaction close, factoring in adjustments for historically allocated Intel overhead expenses), weak profit margins for a software vendor with over $2 billion in revenue, and challenging industry dynamics in core endpoint security products. We view the company's position as the second-largest global provider of security software, recent market share gains in consumer markets, and respectable recurring revenue base as credit strengths. Our outlook is stable, reflecting our expectation that ongoing expense reduction activities will enable McAfee to grow adjusted EBITDA margins to the mid-20% range and reduce leverage to the low-7x area over the course of 2018." RECOVERY ANALYSIS Key Analytical Factors -- S&P assigned a '3' recovery rating to McAfee's euro-denominated first-lien term loan. The '3' and '5' recovery ratings on McAfee's dollar-denominated first- and second-lien debt, respectively, are unchanged. -- S&P values the company on a going-concern basis using a 7x multiple of our projected distressed EBITDA, reflecting the company's recurring revenue base and high switching costs. -- S&P's simulated default scenario contemplates a default in 2020 due to a significant decline in revenue from increasing competition and a failure to maintain technological leadership. -- S&P estimates that approximately 40% of McAfee's recovery value would lie in unrestricted foreign subsidiaries in a default scenario. Simplified Waterfall -- Emergence EBITDA: About $430 million -- Valuation multiple: 7.0x -- Gross recovery value: About $3.0 billion -- Net recovery value after admin. expenses: About $2.9 billion -- First-lien debt claims: approximately $4 billion --Recovery expectations: 50%-70% (rounded estimate: 65%) -- Second-lien claims: approximately $790 million --Recovery expectations: 10%-30% (rounded estimate: 15%) RATINGS LIST McAfee LLC Corporate Credit Rating B/Stable/-- New Rating McAfee LLC Senior Secured EUR375 mil 1st lien term ln due 2024 B Recovery Rating 3(65%) MICRON TECHNOLOGY: Moody's Affirms Ba2 CFR, Outlook Positive ------------------------------------------------------------ Moody's Investors Service affirmed the ratings of Micron Technology, Inc. -- Ba2 Corporate Family Rating ("CFR"), Baa2 Senior Secured rating, Ba3 Senior Unsecured rating, and SGL-2 Speculative Grade Liquidity ("SGL") rating. The outlook is positive. These rating actions reflect Moody's expectation that Micron will use free cash flow ("FCF") to reduce debt over the next two years toward $8 billion from $11.6 billion of reported debt at June 1, 2017. Moody's expectation is based on public comments by Micron's management that the company is targeting a debt level of about two times the expected approximately $4 billion of annual depreciation and amortization in fiscal year 2017. The Ba2 corporate family rating ("CFR") reflects Micron's strong market position in the memory business, low debt to EBITDA (Moody's adjusted), and large cash and marketable investments balances, which Moody's expects to exceed $4.5 billion over time. This liquidity is an important support for the rating due to cash consumption during periods of elevated capital spending for production technology transitions, particularly when coinciding with weak memory market conditions, as was the case during FY2016. During calendar year 2016 and early 2017, debt increased by about 60%, reaching a peak of nearly $13 billion (Moody's adjusted, March 2, 2017). The debt proceeds were used in part to fund the capital spending to convert NAND memory production from planar to three dimensional structures ("3D NAND") and the acquisition of Inotera Memories, Inc ("Inotera") in December 2016. Still, with Micron's progress on production process technology transitions, the strong recovery in the DRAM market beginning in the middle of calendar year 2016 and continued strong market conditions in NAND, debt to EBITDA has declined to the low to mid 1x level (Moody's adjusted, latest twelve months ended June 1, 2017, proforma for Inotera), which is low relative to many other Ba rated issuers. Nevertheless, this level of leverage is appropriate for the rating, given the capital intensity of the business and the volatility of demand and pricing. The positive outlook reflects Moody's expectation that Micron will use FCF to reduce debt by at least $2 billion over the next 12 to 18 months. The outlook also reflects Moody's expectation that Micron will generate increasing FCF, since Moody's expects that the NAND and DRAM markets will not enter a period of excess supply over this period due to the strong end market demand and memory manufacturers maintaining supply discipline. With the strong demand for DRAM and NAND, and Micron's commitment to use FCF to repay debt, Moody's expects that debt to EBITDA will decline towards 1x (Moody's adjusted) over the next 12 to 18 months. The rating could be upgraded if: * Continued debt reduction such that debt to EBITDA (Moody's adjusted) approaches 1x to provide flexibility to manage through an industry downturn. * Evidence of improved operational efficiency, such that Moody's expects that operating margins (Moody's adjusted) will be sustained above the low digit teens percent through the cycle * A market environment of continued stable market pricing and core growth in demand for DRAM and NAND * Maintenance of strong liquidity, through access to cash and generally positive free cash flow Given the positive rating outlook, a rating downgrade is unlikely over the next year. Over the intermediate term, the rating could be downgraded if: * Failure to execute successfully on node transitions in DRAM and NAND, resulting in lost market share or depressed margins * Leverage is sustained above 2.5x EBITDA (Moody's adjusted) The Baa2 rating of the Senior Secured Notes and the Senior Secured Term Loan B, which is three notches above the CFR, reflects the collateral package, which includes the material US assets of Micron and pledge of foreign stock, and the very large cushion of unsecured liabilities behind the senior secured debt. The rating also incorporates the secured debt issued by Inotera. Since Moody's believes that the collateral backing the Inotera debt is less desirable than the collateral backing Micron's senior secured debt, the Inotera secured debt is ranked below Micron's Senior Secured Notes and Term Loan B in Moody's priority of claim waterfall. The Ba3 senior unsecured debt rating is one notch lower than the Ba2 CFR. This reflects the substantial secured debt at Micron's subsidiaries, which are structurally senior to Micron's senior unsecured debt, which does not have the benefit of upstream guarantees from subsidiaries. The Elpida installment obligation remains under the direction of the Japanese bankruptcy court and has a priority claim on Elpida's assets and cash flow until satisfied. Micron's SGL-2 speculative grade liquidity rating ("SGL") recognizes Micron's good liquidity, which includes a cash and marketable securities balance that Moody's expects to remain above $4.5 billion over the next year. Additional liquidity is provided by a largely undrawn revolving credit facility maturing in February 2020 and secured by trade receivables. Borrowing capacity is governed by a borrowing base formula based on eligible collateral subject to maximum borrowing capacity of $750 million. Nevertheless, this good liquidity cushion and modest debt burden is essential, since Micron's FCF can be highly volatile, and has historically experienced brief periods of negative operating margins and extended periods of negative FCF, as was the case in FY2016, due to the industry's steep annual unit price depreciation, short product life cycles, and large required capital expenditures. Over the next year, Moody's expects FCF will increase due to revenue growth driven by continued strong demand and pricing in the DRAM and NAND markets. Ratings Affirmed: Issuer: Micron Technology, Inc. -- Senior Secured Notes, Baa2 (LGD1) -- Senior Secured Term Loan B, Baa2 (LGD1) -- Senior Unsecured Bonds, Ba3 (LGD5) -- Corporate Family Rating, Ba2 -- Probability of Default Rating, Ba2-PD -- Speculative Grade Liquidity Rating, SGL-2 Outlook Actions: Issuer: Micron Technology, Inc. -- Outlook, Positive Micron Technology, Inc., based in Boise, Idaho, manufactures and markets semiconductor devices, principally DRAM, NAND Flash and NOR Flash memory, as well as other innovative memory technologies, packaging solutions and semiconductor systems. The principal methodology used in these ratings was the Semiconductor Industry methodology published in December 2015. MILFORD AUTO: Unsecureds to be Paid 92% in 5 Years -------------------------------------------------- Unsecured creditors of Milford Auto Repair, LLC, will be paid as much as 92% of their claims under the company's proposed plan to exit Chapter 11 protection. Under the restructuring plan, unsecured creditors will be paid of their allowed claims without interest over 60 months on a quarterly basis after payment of secured claims. The dividend to unsecured creditors will not begin until the third year and will be limited to disposable income. It is estimated that 92% of the unsecured claims will be paid at the rate of $400 per month. Milford will continue in operation and will make payments from internal profits of the company at the rate of $400 per month, according to its disclosure statement filed on September 5 with the U.S. Bankruptcy Court for the Eastern District of Michigan. A full-text copy of the disclosure statement is available for free at https://is.gd/4C9qSH About Milford Auto Repair, LLC Milford Auto Repair, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Mich. Case No. 17-43368) on March 10, 2017. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of less than $1 million. The Debtor is represented by Richard F. Fellrath, Esq. MOHAMAD TABATABAEE: Sale of San Diego Property for $1.1M Approved ----------------------------------------------------------------- Judge Laura S. Taylor of the U.S. Bankruptcy Court for the Southern District of California authorized Mohamad H. Tabatabaee's sale of real property located at 7462 Los Brazos, San Diego, California, to Amanda and John Joslin for $1,150,000. The sale of the Property is free and clear of all liens and encumbrances. In the event the Joslins cancel escrow or the sale does not close, the Debtor may sell the Property to Ms. Flossie Wong-Staal for $1,150,000 on the terms and conditions set forth in Debtor's Motion. In the event the Second Buyer cancels escrow or the sale does not close, the Debtor may sell the Property to AJA Rugs, Inc. on the terms and conditions set forth in the Motion, which will require AJA Rugs to pay the US Bank's lien in full from escrow by cash or finance, with the remaining portion of the purchase price to be made by Credit Bid. The sale of the Property must close escrow by Oct. 16, 2011. The secured claim of the US Bank is undisputed and will be paid in full directly from escrow; the US Bank's lien rights in the Property will immediately attach to the sale proceeds with the same force and effect, and in the same priority, validity, and scope as US Bank's lien until the claim is paid in full. The US Bank's claim Witt continue to accrue interest at its per diem rate and fees and costs until said claim is paid in full. The secured claim of AJA Rugs will be paid directly from escrow to the extent of available funds; AJA Rugs lien rights in the Property will immediately attach to the sale proceeds with the same force and effect, and in the same priority, validity, and scope as AJA Rugs lien until the claim is paid in full. AJA Rugs' claim will continue to accrue interest at its per diem rate and fees and costs until said claim is paid in full. The US Bank and AJA Rugs are authorized to speak with Heritage Escrow regarding their respective payoff demand, issuance of a beneficiary demand, and to request an estimated and final HUD-1. Any recorded lien not fully paid from the sale of the Property or which receives no payment at all due to its/their level of priority will nevertheless be removed from the title of the Property as there is no security to which the lien(s) may attach. The Debtor will remain current with his secured loan payments on the Property until the close of escrow. About Mohamad Tabatabaee Mohamad H. Tabatabaee filed a petition for relief under Chapter 13 of the Bankruptcy Code (Bankr. S.D. Cal. Case No. 16-02772) on May 10, 2016. The matter was converted to a Chapter 11 bankruptcy on July 27, 2016. The Debtor's attorney: David L. Speckman, CSB SPECKMAN LAW FIRM 1350 Columbia Street, Suite 503 San Diego, California 92101 Tel: (619) 696-5151 Fax: (619) 696-5196 E-mail: speckmanlawfirm@gmail.com MONAKER GROUP: Pacific Grove Reports 9.9% Stake as of July 31 ------------------------------------------------------------- Robert James Mendola, Jr., Pacific Grove Capital LP, Pacific Grove Capital LLC, Pacific Grove Capital GP LLC, Pacific Grove Master Fund LP reported that as of July 31, 2017, they beneficially owned 1,750,000 shares of common stock, Par Value $0.00001, of Monaker Group, Inc., which constitutes 9.9 percent of the shares outstanding. Pacific Grove International Ltd. also reported beneficial ownership of 1,060,850 common shares. Pacific Grove Master Fund LP purchased the Shares from Monaker in a private placement with working capital at a total purchase price of $1,750,000. Such purchase price included warrants to purchase an additional 875,000 Shares a2t an exercise price of $2.10 per Share, which warrants are currently exercisable and will be exercisable through July 30, 2022. The number of Shares beneficially owned by the Reporting Persons includes the Shares issuable on the exercise of the Warrants. The principal business of the Master Fund is investing in Securities. The principal business of the Fund is investing indirectly in securities through the Master Fund. The principal business of GP is serving as the general partner of the Master Fund and Fund. The principal business of PGC is managing investments in securities and serving as the investment adviser of the Master Fund and Fund. The principal business of LLC is serving as the general partner of PGC. The principal occupation of Mr. Mendola is serving as the manager of LLC, GP, and portfolio manager of the Master Fund and Fund. Monaker entered into a Board Representation Agreement with PCG under which, PGC was granted the right to designate one person to be nominated for election to the Issuer's Board of Directors so long as (i) PGC together with its affiliates beneficially owns at least 4.99% of the Shares, or (ii) PGC together with its affiliates beneficially owns at least 75% of the securities purchased under the Purchase Agreement. PCG has not yet designated such person. "The Reporting Persons acquired the Shares for investment purposes. In the future, depending on general market and economic conditions affecting the Issuer and other relevant factors, the Reporting Persons may purchase additional securities of the Issuer or dispose of some or all of the securities they currently own from time to time in open market transactions, private transactions or otherwise. In pursuing their investment purposes, they may also engage in option, swap or other derivative securities transactions with respect to or otherwise deal in such securities at times, and in such manner, as they deem advisable to benefit from changes in the Shares' market price, changes in the Issuer's operations, business strategy or prospects, or from the sale or merger of the Issuer. To evaluate such alternatives, the Reporting Persons routinely will monitor the Issuer's operations, prospects, business development, management, competitive and strategic matters, capital structure and prevailing market conditions, as well as alternative investment opportunities, the Reporting Persons' liquidity requirements and other investment considerations. Consistent with their investment and evaluation criteria, the Reporting Persons may discuss such matters with the Issuer's management, the Board, other stockholders, industry analysts, existing or potential strategic partners or competitors, investment and financing professionals, sources of credit and other investors." A full-text copy of the regulatory filing is available at: https://is.gd/4v6Nx1 About Monaker Monaker Group, Inc., formerly known as Next 1 Interactive, Inc. -- http://www.monakergroup.com/-- is a technology-driven travel company focused on delivering innovation to alternative lodging rentals (ALR) market. The Monaker Booking Engine (MBE) delivers instant booking of more than 1.5 million vacation rental homes, villas, chalets, apartments, condos, resort residences and castles. MBE offers travel distributors and agencies an industry-first: a customizable instant booking platform for ALR. Monaker's NextTrip.com B2C Web site, powered by the MBE, is the first to offer significant instantly-bookable ALR products along with mainstream travel products and services, all on a single site. NextTrip also features rich content, imagery and high-quality video to enhance a traveler's booking experience and assist in the search, decision and buying process for both individuals and groups. Monaker reported a net loss of $7.10 million on $400,277 of revenues for the year ended Feb. 28, 2017, compared to a net loss of $4.55 million on $544,658 of revenues for the year ended Feb. 29, 2016. As of May 31, 2017, Monaker had $2.11 million in total assets, $2.91 million in total liabilities and a total stockholders' deficit of $804,603. LBB & Associates Ltd. LLP, in Houston, Texas, stated in its report on the Company's consolidated financial statements for the year ended Feb. 28, 2017, that the Company's accumulated deficit and limited financial resources raise substantial doubt about the Company's ability to continue as a going concern. MONEY CENTERS: Ex-Exec Can't Dodge Looting Allegations, Court Says ------------------------------------------------------------------ Matt Chiappardi, writing for Bankruptcy Law360, reports that the Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware has denied former Money Centers of America Inc. Chief Financial Officer Jason Walsh's request to toss the liquidating trustee's accusations he and other top brass looted the Company. According to Law360, Judge Sontchi ruled that Mr. Walsh's personal Chapter 7 bankruptcy doesn't discharge the liability. About Money Centers Headquartered in King of Prussia, Pa., Money Centers of America Inc. (OTC BB: MCAM.OB) -- http://www.moneycenters.com/-- provides cash access services to the gaming industry. The company delivers ATM, credit card advance, POS debit card advance, check cashing services and CreditPlus marker services on an outsourcing basis to casinos. The company also licenses its OnSwitch(TM) transaction management system to casinos so they can operate and maintain their own cash access services, including the addition of merchant card processing. Money Centers filed a Chapter 11 petition (Bankr. D. Del. Case No. 14-10603) on March 21, 2014, in Trenton, New Jersey. The Debtor estimated up to $1 million to $10 million in both assets and liabilities. The petition was signed by Christopher Wolfington, Chairman & CEO. Kevin Scott Mann, Esq., at Cross & Simon, LLC, in Wilmington, in Delaware, serves as counsel to the Debtor. MOTORS LIQUIDATION: Seeks Court Approval of New GM Agreement ------------------------------------------------------------ Motors Liquidation Company GUC Trust executed an agreement on Sept. 12, 2017, documenting an agreement in principle with General Motors LLC ("New GM") with regard to a forbearance agreement. As previously disclosed, including most recently on Aug. 11, 2017, in its quarterly report on Form 10-Q, the Motors Liquidation Company GUC Trust is involved in litigation concerning purported economic losses, personal injuries and/or death suffered by certain lessees and owners of vehicles manufactured by General Motors Corporation prior to its sale of substantially all of its assets to NGMCO, Inc., n/k/a General Motors LLC. Certain of the Potential Plaintiffs have filed lawsuits against New GM, filed motions seeking authority from the Bankruptcy Court for the Southern District of New York to file claims against the GUC Trust, or are members of a putative class covered by those actions. As previously disclosed, the GUC Trust was previously engaged in discussions with certain of the Potential Plaintiffs regarding a potential settlement of the Late Claims Motions and various related issues, and those discussions had meaningfully progressed. The GUC Trust ultimately did not execute the Potential Plaintiff Settlement. Instead, after careful consideration and negotiations, on Aug. 16, 2017, the GUC Trust and New GM filed a letter with the Bankruptcy Court announcing (i) that the GUC Trust was no longer pursuing the Potential Plaintiff Settlement, and (ii) that the GUC Trust and New GM had reached an agreement in principle with regard to a forbearance agreement. The New GM Agreement encompasses the following key terms (all of which are described in greater detail in the New GM Agreement): * During the term of the New GM Agreement, New GM will reimburse the reasonable legal and expert fees of the GUC Trust incurred by it in connection with defending against the Late Claims Motions, opposing the proofs of claim that are the subject of the Late Claims Motions, any related appeals or litigation (including in the pending multi-district litigation proceeding in the Southern District of New York), and the preparation, negotiation and prosecution of the New GM Agreement; * During the term of the New GM Agreement, the GUC Trust will refrain from seeking an order estimating the claims of the Potential Plaintiffs or seeking the issuance of additional "Adjustment Shares" of New GM common stock in respect thereof, until the earlier of (i) the date on which both (x) a final non-appealable order has been entered adjudicating or resolving the Late Claims Motions, and (y) a final non-appealable order has been entered resolving certain class certification issues in the MDL Proceeding; and (ii) the date on which the New GM Agreement otherwise terminates in accordance with its terms; * The Forbearance Obligation will not restrict the GUC Trust from settling any claims asserted against it using solely GUC Trust assets and without seeking the issuance of Adjustment Shares; * In the event that the GUC Trust is in a position to make a distribution of Excess GUC Trust Distributable Assets (as defined in the GUC Trust Agreement) but such distribution is stayed due to the pendency of Late Claims Motions or any related litigation, then the GUC Trust and New GM will engage in good faith discussions regarding whether New GM is willing to pay an appropriate rate of return to the GUC Trust on the principal amount of such stayed distribution and, if so, the amount of that rate of return for such delay in distributions as a result of such litigation; and * In the event that an appropriate rate of return cannot promptly be agreed between the GUC Trust and New GM, the GUC Trust may terminate the New GM Agreement on 30 days written notice to New GM and the Forbearance Obligation will be lifted. While the foregoing terms have been agreed by the GUC Trust and New GM and have been approved by the Trust Monitor of the GUC Trust, the terms of the New GM Agreement remain subject to certain conditions which may or may not ever be satisfied, including obtaining the approval of the Bankruptcy Court, together with a finding that the Potential Plaintiff Settlement was not binding on the GUC Trust. In addition, the New GM Agreement may be terminated by the GUC Trust prior to entry of the Approval Order if a material event occurs that causes the GUC Trust Administrator to conclude in good faith that it would be a breach of its duties to consummate the New GM Agreement. On Sept. 12, 2017, the GUC Trust filed a motion with the Bankruptcy Court seeking entry of the Approval Order. No hearing date or time has yet been scheduled for the Approval Motion. Whether the conditions precedent for the effectiveness of certain terms of the New GM Agreement will, at any point, be satisfied is uncertain and subject to numerous risks. Accordingly, holders of Units should carefully consider such uncertainty before making any decisions with respect to their investment in such Units. A copy of the Approval Motion and New GM Agreement is available for free at https://is.gd/3nbdGL About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31, 2011. On Dec. 15, 2011, Motors Liquidation Company was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. MPM HOLDINGS: Files $100 Million Initial Public Offering -------------------------------------------------------- Tom Zanki, writing for Bankruptcy LawLaw360, reports that MPM Holdings Inc. has filed an estimated $100 million initial public offering. According to Law360, MPM did not disclose pricing terms. Law360 says MPM could wind up raising significantly more than $100 million, a figure which is generally a placeholder used to calculate fees, and often changes once actual terms are set. About MPM Holdings MPM Holdings Inc. ("Momentive") -- http://www.momentive.com/-- is a holding company that conducts substantially all of its business through its subsidiaries. Momentive's wholly owned subsidiary, MPM Intermediate Holdings Inc., is a holding company for its wholly owned subsidiary, Momentive Performance Materials Inc. ("MPM") and its subsidiaries. The Company filed a petition on April 13, 2014, with the U.S. Bankruptcy Court for the Southern District of New York for reorganization under the provisions of Chapter 11 of the Bankruptcy Code. The Plan was substantially consummated on Oct. 24, 2014, and the Company emerged from bankruptcy. In connection with its emergence from bankruptcy, the Company adopted fresh start accounting. As a result of MPM's reorganization and emergence from Chapter 11 bankruptcy, Momentive became the indirect parent company of MPM in accordance with MPM's plan of reorganization pursuant to MPM's emergence from Chapter 11 bankruptcy on the Emergence Date. Prior to its reorganization, MPM, through a series of intermediate holding companies, was controlled by investment funds managed by affiliates of Apollo Management Holdings, L.P. Momentive, along with its subsidiaries, is a producer of silicones, silicone derivatives and functional silanes. Momentive is a global leader in the development and manufacture of products derived from quartz and specialty ceramics. MPM Holdings reported a net loss of $163 million for the year ended Dec. 31, 2016, following a net loss of $83 million for the year ended Dec. 31, 2015. As of June 30, 2017, MPM Holdings had $2.65 billion in total assets, $2.14 billion in total liabilities and $514 million in total equity. MULTI-COLOR CORP: Moody's Confirms Ba3 CFR; Outlook Stable ---------------------------------------------------------- Moody's Investors Service confirmed the Ba3 Corporate Family Rating and Ba3-PD Probability of Default Rating of Multi-Color Corporation ("MCC"). Moody's also assigned a Ba2 rating to Multi-Color's proposed Senior Secured Credit Facilities and B2 rating to its Senior Unsecured Notes due 2025. Further details on instrument ratings are provided below. The ratings outlook is stable. This concludes the review for downgrade initiated on July 18, 2017 when MCC announced that it had offered to acquire Constantia in a cash and stock transaction. The proceeds will be used to acquire the Labels Division of Constantia Flexibles ("Constantia") from Constantia Flexibles Holding GmbH (B1 stable) as well as pay fees and expenses associated with the transaction. The transaction is subject to the satisfaction of certain customary conditions and receipt of applicable regulatory approvals and is expected to close in the third fiscal quarter of 2018 (October 2017). Moody's took the following actions: Assignments: Issuer: Multi-Color Corporation -- Senior Secured Bank Credit Facility, Assigned Ba2 (LGD 2) -- Senior Unsecured Regular Bond/Debenture, Assigned B2 (LGD 5) Outlook Actions: Issuer: Multi-Color Corporation -- Outlook, Changed To Stable From Rating Under Review Confirmations: Issuer: Multi-Color Corporation -- Probability of Default Rating, Confirmed at Ba3-PD -- Corporate Family Rating, Confirmed at Ba3 -- Senior Unsecured Regular Bond/Debenture, Confirmed at B2 (LGD 5) Affirmations: Issuer: Multi-Color Corporation -- Speculative Grade Liquidity Rating, Affirmed SGL-2 RATINGS RATIONALE The confirmation of the Ba3 corporate family rating reflects Multi-Color's increased pro forma scale and broadened end market exposure as well as management's pledge to direct all free cash flow to debt reduction over the next 12 to 18 months. Pro forma revenue increases approximately 77% to $1.6 billion. The company will also significantly increase its exposure to food and beverage end markets, establish a presence in the beer end market and percentage of sales from outside the US and to faster growing developing markets. Management has publicly pledged to dedicate all free cash flow to debt reduction until credit metrics are restored to pre-acquisition levels. The Ba3 Corporate Family Rating reflects Multi-Color Corporation's (MCC) scale relative to competitors in the highly-fragmented label industry, significant exposure to the food and beverage end market, and geographic diversity. The rating also reflects the company's long term relationships with blue-chip customers and exposure to faster growing emerging markets. The rating is constrained by MCC's concentration of sales, lengthy lags in contractual cost pass-throughs and the fragmented and competitive industry structure. MCC generates approximately 49% of pro forma revenue from its top ten customers. Lags for the company's contractual cost pass-throughs are lengthy and not all costs are passed through. The company operates in a fragmented and competitive industry with significant price competition. The stable outlook contemplates an expectation that the company will execute on its integration and operating plans and dedicate free cash flow to debt reduction. Moody's could upgrade the rating if the company sustainably improves its credit metrics within the context of a stable operating and competitive environment. An upgrade would also be contingent upon the maintenance of good liquidity and conservative financial policies. Specifically, the rating could be upgraded if debt/EBITDA declined below 4.0 times, EBITDA/Interest rose to over 5.0 times and funds from operation/debt rose to over 16.0%. Moody's could downgrade the rating if credit metrics remained strained or if liquidity or the operating and competitive environment deteriorated. The ratings could also be downgraded if the company undertakes a significant debt financed acquisition or adopts even more aggressive financial policies. Specifically, the ratings could be downgraded if debt/EBITDA remained above 4.8 times, EBITDA/Interest declined below 4.0 times, funds from operation/debt decline below 12.5%. The principal methodology used in these ratings was Packaging Manufacturers: Metal, Glass, and Plastic Containers published in September 2015. Multi-Color Corporation is a publicly-traded global label producer serving end markets including home & personal care, wine & spirit, food & beverage, healthcare, and specialty consumer products. Headquartered in Cincinnati, Ohio, the company generated pro forma revenue of $1.6 billion for the twelve months ended June 30, 2017. NADER MOMENI: Weschlers Buying Chevy Chase Property for $1.8M ------------------------------------------------------------- Nader Momeni asks the U.S. Bankruptcy Court for the District of Maryland to authorize the sale of real property located at 115 Quincy Street, Chevy Chase, Maryland, to Evan R. and Marrisa B. Weschler for $1,800,000, subject to higher or better offers. The Property is subject to these liens: a. secured claim of J.P. Morgan Chase Bank, N.A. in the amount of $1,173,806; b. lien in favor of Stepanie Kenyan & Associates, Inc. filed in the Circuit Court of Montgomery County, Maryland (#141061R); c. judgment lien in favor of Vinay Bhargava and Anjali R. Kataria filed in the Circuit Court of Mongomery County, Maryland (#123003R); d. judgment lien in favor of Mahjoubi Family, LLC and Mahmoud Mahjoubi in the Circuit Court of Montgomery County, Maryland (#378073V); e. judgment lien in favor of Suntrust Bank in the Circuit Court of Montgomery County, Maryland (#337873V); f. judgment lien in favor or American Express Centurion Bank filed in the Circuit Court of Montgomery County, Maryland (#299547V); and g. state tax lien in favor of the State of Maryland filed in the Circuit Court of Montgomery County, Maryland (#406276V). The Property has an assessed value of $1,597,500. It is in the best interest of the estate that said Property be sold to the Buyers pursuant to the Contract for the Sale and Purchase of Real Estate to purchase at a price of $1,800,000 or such higher offer on similar terms as will be made prior to the conclusion of any hearing on the Motion. The Buyers will deposit $10,000 as earnest money with The Diamond Law Group, LLC, 8613 Cedar Street, Silver Spring, Maryland. The closing of the sale will be on Oct. 31. 2017. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Nader_Momeni_313_Sales.pdf The Debtor asks that a date be set for hearing on the Motion by the Court, and that at the hearing an Order be entered authorizing the sale of the Property. The Purchasers: Evan R. and Marrisa B. Weschler 115 Quincy Street Chew Chase, MD 20815 Counsel for the Debtor: Randall J. Borden, Esq. 10627 Jones St., Suite 201-A Fairfax, VA 22030 Telephone: (703) 385-8722 Facsimile: (855) 385-8722 E-mail: rbordenlawfirm@gmail.com Nader Momeni sought Chapter 11 protection (Bankr. D.M.D. Case No. 12-19999) on May 25, 2012. NAKED BRAND: Submits Draft of Form F-4 Registration Statement ------------------------------------------------------------- Naked Brand Group Inc., Bendon Limited, and Naked's merger partner, and Bendon Group Holdings Limited ("Holdco"), announced that Holdco has confidentially submitted a draft registration statement on Form F-4 with the Securities and Exchange Commission related to the previously announced business combination between the parties. The consummation of the business combination is subject to approval by Naked's stockholders and other customary closing conditions and regulatory approvals, including the declaration of effectiveness of the Registration Statement by the Securities and Exchange Commission and the listing of Holdco's ordinary shares on Nasdaq. About Bendon Limited Bendon is an intimate apparel and swimwear manufacturer renowned for its innovation in design, and technology and commitment to premium quality products throughout its 70-year history. Bendon has a portfolio of 10 highly productive brands, including owned brands Bendon, Bendon Man, Davenport, Evollove, Fayreform, Hickory, Lovable (in Australia and New Zealand) and Pleasure State, as well as licensed brands Heidi Klum Intimates and Swimwear, Stella McCartney Lingerie and Swimwear and Frederick's of Hollywood Intimates and Swimwear. In October 2014 Bendon announced supermodel and television host Heidi Klum as the Creative Director and face of Bendon's flagship Intimates collection, succeeding Elle Macpherson after 25 years with the brand. Bendon products are distributed through over 4,000 doors across 43 countries as well as through a growing network of 60 company-owned Bendon retail and outlet stores in Australia, New Zealand and Ireland. Bendon's global supply chain is one of its strongest assets, controlling sourcing, manufacturing and production at over 30 partner facilities across Asia. Bendon has more than 700 staff at offices and stores in Auckland, Sydney, New York, London and Hong Kong and is poised for continued meaningful growth as it opens additional retail stores and expands its current portfolio of products. http://www.bendongroup.com/ About Naked Brand Based in New York, Naked Brand Group Inc. -- http://www.nakedbrands.com-- designs, manufactures, and sells men's innerwear and lounge apparel products in the United States and Canada. It offers various innerwear products, including trunks, briefs, boxer briefs, undershirts, T-shirts, and lounge pants under the Naked brand, as well as under the NKD sub-brand for men. The Company sells its products to consumers and retailers through wholesale relationships and direct-to-consumer channel, which consists of an online e-commerce store, http://www.thenakedshop.com/ Naked Brand reported a net loss of US$10.79 million for the year ended Jan. 31, 2017, compared with a net loss of US$19.06 million for the year ended Jan. 31, 2016. As of July 31, 2017, Naked Brand had US$5.46 million in total assets, US$755,843 in total liabilities and US$4.70 million in total stockholders' equity. BDO USA, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Jan. 31, 2017, stating that the Company incurred a net loss for the year ended Jan. 31, 2017, and the Company expects to incur further losses in the development of its business. This condition raises substantial doubt about the Company's ability to continue as a going concern. NEIGHBORS' CONSEJO: Unsecureds to Get 100% in Quarterly Payments ---------------------------------------------------------------- Unsecured creditors of Neighbors' Consejo will be paid in full under its proposed plan to exit Chapter 11 protection. Under the restructuring plan, unsecured nonpriority claims are divided into two classes. Class 1 consists of allowed claims that are equal to or less than $2,000 while Class 2 consists of allowed claims of $2,000 or more. Creditors holding Class 1 claims in the total amount of $2,353 will be paid in full, with 0.9% interest from the petition date. They will receive payments within 30 days after the effective date. Meanwhile, the total amount of Class 2 claims is estimated at $644,875.52, of which $150,119.34 will be allowed. These allowed claims will be paid in quarterly pro rata installments of $20,000, totaling 100% of the face amount of each claim, with 0.9% interest from the petition date. The quarterly payments will start six months after the effective date of the plan and will continue until Class 2 claims are paid in full. The projected distributions to holders of allowed Class 2 claims will total $150,119.34 and are expected to be completed within two years after the initial quarterly distribution. If the total amount of allowed Class 2 claims increases as pending and contemplated objections to claims are resolved in the court, the company will continue to make quarterly payments of at least $20,000 until such total amount is paid in full. The plan will be funded by cash on hand and business operation of Neighbors' Consejo. Payments will be made directly to creditors, according to the company's disclosure statement filed on September 5 with the U.S. Bankruptcy Court for the District of Columbia. A copy of the disclosure statement is available for free at https://is.gd/VWeXRV Neighbors' Consejo is represented by: Kermit A. Rosenberg, Esq. Bailey & Ehrenberg PLLC 1015 18th Street, N.W., Suite 204 Washington, D.C. 20036 Telephone: 202-350-4670 Fax: 202-318-7071 Email: krosenberg@becounsel.com About Neighbors' Consejo Neighbors' Consejo is a District of Columbia community organization dedicated since 1995 to providing Mental Health Rehabilitative Services and Substance Use Disorder Services to residents of Washington, D.C. free of charge. Additionally, the Debtor has provided transitional housing for the homeless, who also needed MHRS or SUD treatment, since 2004. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.D.C. Case No. 15-00373) on July 16, 2015. The petition was signed by Glenda Rodriguez, executive director. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of $1 million to $10 million. Judge Martin S. Teel, Jr. presides over the case. Bailey & Ehrenberg PLLC represents the Debtor as bankruptcy counsel. No official committee of unsecured creditors has been appointed. NEOVASC INC: Provides Tiara Clinical Update ------------------------------------------- Neovasc Inc. provided an update on the study progress and clinical performance of the Tiara valve, a self-expanding mitral bioprosthesis for transcatheter implantation in patients with Mitral Regurgitation, one of the most prevalent valvular heart diseases in western countries. MR is often severe and can lead to heart failure and death. To date, 34 patients have been treated with the Tiara valve at ten different medical centers across the United States, Canada, Germany, Italy, Belgium, Switzerland and Israel. The technical success rate in these implantations is 31/34 or 91.1%. In these technically successful implantations, paravalvular leak levels were reported as mild, trace or absent in 100% of these cases. All cause, 30-day mortality in the 33 patients who have reached 30 days post implant with Tiara is 12.1% (4/33). The remaining patient treated within the last 30 days is recovering well. To date, the longest surviving patient has passed 3.5 years post implant. "Transcatheter implantation of the Tiara mitral valve resulted in immediate elimination of MR and improved the performance of the heart, without the need for any cardiac support device and with no procedural complications," commented Professor Dr. Ulrich Schafer, an Interventional Cardiologist from the Cardiology Department at the University Heart Center Hamburg and one of the CE Mark trial's principal investigators. "The results we see so far are very encouraging in this very sick and high-risk patient population. These patients with severe MR and severe heart failure tolerate the Tiara implantation procedure without any major issues, and most of them are discharged home 3-5 days after the valve implantation." Implantations of the Tiara are being performed under 3 parallel clinical/ investigational programs: 1) a European pivotal CE Mark trial, TIARA-II; 2) an FDA Early Feasibility trial, TIARA-I; and 3) compassionate use/special access treatment. To date, the Company has received regulatory approval in Italy, Germany and the UK to conduct the TIARA-II study at 10 centers (5 in Italy, 3 in Germany and 2 in the UK). The TIARA-II study, which is the primary focus of the Tiara program, is a 115 patient, non-randomized, prospective clinical study evaluating Tiara's safety and performance. It is expected that data from this study will be used to file for CE Mark approval. In addition, the Company has recruited two new U.S. centers to participate in its TIARA-I study, and is actively recruiting in 4 centers in the U.S., 1 center in Belgium, and 3 centers in Canada. TIARA-I is an international, multicenter early feasibility study being conducted to assess the safety and performance of the Tiara mitral valve system and implantation procedure in high-risk surgical patients suffering from severe mitral regurgitation. Upcoming Presentations TiaraTM results and data continue to be presented at major medical conferences, including on September 9th, when Dr. Paulo Denti, principal investigator at San Raffaele Hospital, Milan, Italy presented a Tiara case example at CSI-UCSF 2017, a conference hosted by the CSI Foundation in association with the University of California, San Francisco (UCSF); and, on September 25th, Dr. Anson Cheung, a principal investigator of the TIARA-I study, will be presenting an update on the Neovasc Tiara program at PCR London Valves 2017 conference, an annual meeting of the European Association for Percutaneous Cardiovascular Interventions. About Tiara Tiara is a self-expanding mitral bioprosthesis specifically designed to treat mitral valve regurgitation (MR) by replacing the diseased valve. Conventional surgical treatments are only appropriate for about half of MR patients, who number an estimated four million in the U.S. with a similar number of patients affected throughout Europe. Tiara is implanted in the heart using a minimally invasive, transapical transcatheter approach without the need for open-heart surgery or use of a cardiac bypass machine. About Neovasc Inc. Neovasc Inc. -- http://www.neovasc.com/-- is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular marketplace. Its products include the Neovasc Reducer, for the treatment of refractory angina which is not currently available in the United States and has been available in Europe since 2015 and the Tiara, for the transcatheter treatment of mitral valve disease, which is currently under investigation in the United States, Canada and Europe. The Company also sells a line of advanced biological tissue products that are used as key components in third-party medical products including transcatheter heart valves. Neovasc reported a net loss of US$86.49 million for the year ended Dec. 31, 2016, following a net loss of US$26.73 million for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Neovasc had US$98.81 million in total assets, US$114.27 million in total liabilities and a US$15.46 million total deficit. Grant Thornton LLP, in Vancouver, Canada, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, emphasizing that the Company was named in a litigation and that the court awarded $112 million in damages against it. This condition, along with other matters, indicate the existence of a material uncertainty that may cast significant doubt about the Company's ability to continue as a going concern, the auditors said. NEW ACADEMY: S&P Lowers CCR to 'CCC+', Outlook Negative ------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Katy, Texas-based sporting goods retailer New Academy Holding Co. LLC to 'CCC+' from 'B-'. S&P also assigned its 'CCC+' corporate credit rating to Academy Ltd., which is the issuer of the company's senior secured term loan. The outlook is negative. S&P said, "At the same time, we lowered the issue-level rating on the company's senior secured term loan facility to 'CCC+' from 'B-'. The '4' recovery rating on the term loan facility is unchanged and reflects our expectation for moderate (30%-50%; rounded estimate: 45%) recovery in the event of a payment default. "The downgrade reflects the company's recent weak operating performance, combined with our view that an increasingly challenged retail and sporting goods environment will continue to pressure profitability and cash flow. Despite Academy's everyday low-price strategy that helps appeal to the growing segment of value-conscious customers, the company has not been able to consistently bring customers into stores. We expect operating performance and profitability will remain challenged over the next 12 months. In addition, we believe persistently low reported pricing indications of the company's term loan, which matures in 2022, could be a near-term incentive for more than trivial debt repurchases below par. "The negative outlook reflects our expectation that operating performance will remain weak. We believe it will be difficult for Academy to meaningfully improve traffic trends because of our expectation for sustained competition from e-commerce retailers and economic weakness in oil and gas dependent markets. In addition, we believe the likelihood of the company opting to repay some portion of its debt below par has increased given reported market prices and available liquidity. "We could lower the ratings if we envision a specific default scenario, including a repayment of debt below par, occurring over the next 12 months. We could also lower the rating if operating performance is below our expectations, resulting in meaningfully negative free operating cash flow and reliance on the revolving credit facility to fund business operations. Under this scenario, revenue would grow modestly, and EBITDA margin would fall an additional 75 bps below our forecast. "Although unlikely, we could revise the outlook back to stable if the company demonstrates improved and consistent performance, with sales gains in the mid-single-digit percentage in fiscal 2017, along with EBITDA margin expansion of about 75 bps above our expectation. This could happen if management executes a more focused and desirable merchandising strategy that resonates well with its core customer, and can manage its inventory effectively to meet demand and limit promotional activity. Under this scenario, free operating cash flow would be meaningfully positive on a sustained basis, and we would believe that the risk of a distressed exchange or proactive debt restructuring is minimal." -- S&P's '4' recovery rating on the term loan B indicates S&P's expectation of average recovery (30% to 50%; rounded estimate: 45%). -- S&P simulates a default in 2019 as a result of a steep decline in revenue and income from a slowdown in consumer discretionary spending in a volatile economy that leads to declining consumer spending on sporting goods and, consequently, lower sales and operating margins for the company. -- After adjusting for the value, S&P attributes to estimated administrative expenses and revolver-related claims, S&P forecasts approximately $777 million in collateral value available to the term loan. -- Simulated year of default: 2019 -- EBITDA at emergence: $248 million -- Implied enterprise value (EV) multiple: 5.0x -- Estimated gross EV at emergence of about $1.24 billion -- Net EV after 5% administrative costs: $1.18 billion -- Secured Revolver claims: $399 million* --Recovery expectations: N/A -- Term loan B claims: $1.681 billion* --Recovery expectations: 30%-50% (rounded estimate: 45%) All debts amounts include six months of prepetition interest. NOVABAY PHARMACEUTICALS: Incurs $1.7 Million Q2 Net Loss -------------------------------------------------------- Novabay Pharmaceuticals, Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss and comprehensive loss of $1.73 million on $4.12 million of total net sales for the three months ended June 30, 2017, compared to a net loss and comprehensive loss of $2.69 million on $2.66 million of total net sales for the three months ended June 30, 2016. The Company recorded a net loss and comprehensive loss of $5.74 million on $7.82 million of total net sales for the six months ended June 30, 2017, compared to a net loss and comprehensive loss of $7.76 million on $4.38 million of total net sales for the same period a year ago. The Company's balance sheet as of June 30, 2017, showed $12.07 million in total assets, $8.86 million in total liabilities and $3.21 million in total stockholders' equity. As of June 30, 2017, the Company's cash and cash equivalents were $5.7 million, compared to $9.5 million as of Dec. 31, 2016. The Company has sustained operating losses for the majority of its corporate history and expects that its 2017 expenses will exceed its 2017 revenues, as it continues to re-invest in its Avenova commercialization efforts. The Company expects to continue incurring operating losses and negative cash flows until revenues reach a level sufficient to support ongoing growth and operations. Accordingly, the Company's planned operations raise doubt about its ability to continue as a going concern. According to the Quarterly Report, the Company's liquidity needs will be largely determined by the success of operations in regards to the commercialization of Avenova. The Company's plans to alleviate the doubt regarding its ability to continue as a going concern, which are being implemented to mitigate these conditions, primarily include its ability to control the timing and spending on its sales and marketing programs and raising additional funds through equity financings. The Company also may consider other plans to fund operations including: (1) out-licensing rights to certain of its products or product candidates, pursuant to which the Company would receive cash milestones or an upfront fee; (2) raising additional capital through debt financings or from other sources; (3) reducing spending on one or more of its sales and marketing programs; and/or (4) restructuring operations to change its overhead structure. The Company may issue securities, including common stock and warrants through private placement transactions or registered public offerings, which would require the filing of a Form S-1 or Form S-3 registration statement with the SEC. The Company's future liquidity needs, and ability to address those needs, will largely be determined by the success of the commercialization of Avenova. For the six months ended June 30, 2017, net cash used in operating activities was $3.6 million, compared to $7.6 million for the six months ended June 30, 2016. The decrease was primarily due to increased sales of Avenova, and an increase in non-cash stock-based compensation expense for options and stock issued to employees and directors. For the six months ended June 30, 2017, net cash used in investing activities for the purchase of property and equipment was $155,000, compared to $38,000 for the six months ended June 30, 2016. Net cash used in financing activities was $10,000 for the six months ended June 30, 2017, which was attributable to the settlement of restricted stock for tax withholding. Net cash provided by financing activities of $8.7 million for the six months ended June 30, 2016, was attributable to the sale of common stock and warrants. A full-text copy of the Form 10-Q is available for free at: https://is.gd/8vhGD8 About NovaBay Pharmaceuticals NovaBay Pharmaceuticals is a biopharmaceutical company focusing on the commercialization of prescription Avenova lid and lash hygiene for the domestic eye care market. Avenova is formulated with Neutrox which is cleared by the U.S. Food and Drug Administration (FDA) as a 510(k) medical device. Neutrox is NovaBay's proprietary pure hypochlorous acid. Laboratory tests show that hypochlorous acid has potent antimicrobial activity in solution yet is non-toxic to mammalian cells and it also neutralizes bacterial toxins. Avenova is marketed to optometrists and ophthalmologists throughout the U.S. by NovaBay's direct medical salesforce. It is accessible from more than 90% of retail pharmacies in the U.S. through agreements with McKesson Corporation, Cardinal Health and AmeriSource Bergen. Novabay reported a net loss of $13.15 million on $11.89 million of total net sales for the year ended Dec. 31, 2016, a net loss of $18.97 million on $4.38 million of total net sales for the year ended Dec. 31, 2015, and a net loss of $15.19 million on $1.05 million of net total sales for the year ended Dec. 31, 2014. NYC BROOK: Plan Proposes to Pay Unsecured Creditors in Full ----------------------------------------------------------- NYC Brook LLC filed with the U.S. Bankruptcy Court for the Eastern District of New York a disclosure statement in support of its plan of reorganization. Class II under the plan consists of all allowed Unsecured Claims against the Debtor. Class II claims will be paid in full in cash on the Effective Date of the plan and disclosure statement. This class is unimpaired. The funds necessary for the implementation of the Plan will be provided from the Sale of the Debtor's Property located in Brooklyn, New York. The value of the Property is estimated at $650,000 by Wells Fargo. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/nyeb1-16-44353-43.pdf About NYC Brook LLC NYC Brook LLC, filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 16-44353) on September 29, 2016, disclosing under $1 million in both assets and liabilities. The Debtor initially hired David Carlebach, Esq., at The Carlebach Law Group. The Law Office of Ira R. Abel, replaced The Carlebach Law Group, as counsel to the Debtor. ON-CALL STAFFING: Plan and Disclosures Hearing Set for Oct. 4 ------------------------------------------------------------- The Hon. Jason D. Woodard of the U.S. Bankruptcy Court for the Northern District of Mississippi conditionally approved On-Call Staffing's disclosure statement with respect to its chapter 11 plan filed on August 24, 2017. Oct. 2, 2017, is fixed as the last day for filing written acceptances or rejections of the Plan. Oct. 4, 2017, at 10:30 a.m., in the Oxford Federal Building, 911 Jackson Avenue, Oxford, MS, is fixed for the hearing on final approval of the Disclosure Statement and for the hearing on the confirmation of Plan. Oct. 2, 2017, is fixed as the last day for filing and serving written objections to the Disclosure Statement and confirmation of the Plan. About On-Call Staffing On-Call Staffing, Inc., filed a Chapter 11 petition (Bankr. N.D. Miss. Case No. 16-13823) on Oct. 28, 2016. The Debtor is represented by J. Walter Newman, IV, Esq., at Newman & Newman. The petition was signed by its President, Lee Garner III. At the time of the filing, the Debtor estimated assets at $100,000 to $500,000 and liabilities at $500,000 to $1 million. ONSITE TEMP: JRS Plan to Pay Unsecureds 20% Over 5 Years -------------------------------------------------------- The JRS Group, secured and unsecured creditors of Onsite Temp Housing Corp., filed with the U.S. Bankruptcy Court for the District of Arizona a disclosure statement explaining their Chapter 11 plan of reorganization. Class 23 under the plan consists of the holders of Allowed Unsecured Claims. Each holder of an Allowed Claim in this class will be paid an amount equal to 20% of his, her or its Allowed Claim in equal quarterly payments over five years beginning on the date which is 90 days after the Effective Date. On the Effective Date, all property belonging to the Debtor and the Estate, including all of the Claims and Causes of Action, any and all leases associated with that property, not rejected, will be transferred to the Reorganized Debtor free and clear of any liens, claims, and encumbrances. A full-text copy of the JRS Disclosure Statement is available at: http://bankrupt.com/misc/azb2-16-10790-300.pdf The JRS Group is represented by: Christopher R. Kaup, Esq. Justin P. Nelson, Esq. TIFFANY & BOSCO, P.A. Seventh Floor, Camelback Esplanade II 2525 East Camelback Road Phoenix, AZ 85016 Tel: (602) 255-6000 Fax: (602) 255-0103 Email: crk@tblaw.com jpn@tblaw.com About Onsite Temp Onsite Temp Housing Corporation, based in Phoenix, Arizona, provides temporary housing solutions to the insurance, construction, mining and natural disaster sectors in the form of RV travel trailers. Onsite Temp Housing filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 16-10790) on Sept. 20, 2016. The petition was signed by Donald Kaebisch, authorized representative. In its petition, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Paul Sala presides over the case. Harold E. Campbell, Esq., at Campbell & Coombs, P.C., serves as bankruptcy counsel. Timothy H. Shaffer of Clotho Corporate Recovery LLC, Morris Anderson & Associates was named chief restructuring officer. Henry and Horne, LLP, was tapped to provide financial consulting services. No official committee of unsecured creditors has been appointed in the case. * * * On Feb. 7, 2017, the Debtor filed a Chapter 11 plan of reorganization and disclosure statement. OPEXA THERAPEUTICS: Urges Shareholders to Vote FOR Acer Merger -------------------------------------------------------------- Opexa Therapeutics, Inc., announced that Institutional Shareholder Services Inc. (ISS) and Glass, Lewis & Co., LLC (Glass Lewis) have both recommended that Opexa shareholders vote "FOR" the proposed merger with Acer Therapeutics Inc. and the related proposals in the Company's proxy statement/prospectus/information statement for the special meeting of its shareholders to be held on Sept. 19, 2017, at 9:00 a.m. Pacific Time. ISS and Glass Lewis are widely recognized as leading independent voting and corporate governance advisory firms. Their analysis and recommendations are relied on by many major institutional investment firms, mutual funds and fiduciaries throughout North America. On June 30, 2017, Opexa, Opexa Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Opexa ("Merger Sub"), and Acer Therapeutics Inc., a Delaware corporation, entered into an Agreement and Plan of Merger and Reorganization, pursuant to which, among other things, subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, Merger Sub will merge with and into Acer, with Acer becoming a wholly-owned subsidiary of Opexa and the surviving corporation of the merger. In its report, ISS stated, among other things, that "A vote FOR this proposal is warranted. The reverse merger with Acer Therapeutics appears to be the most viable alternative to shareholders considering the company's financial condition and its future prospects as a standalone entity." ISS also noted that each of the proposals on the proxy are conditioned upon approval of each other, and that the merger will not be completed without the approval of all proposals. Additionally, Glass Lewis concluded that the proposed transaction would allow existing Opexa shareholders to participate in the potential upside of Acer's development pipeline at a time when Opexa appears to have few viable alternatives. Glass Lewis also noted the proposed transaction follows a thorough review of strategic alternatives on the part of the Opexa board of directors and is reasonable and in the interests of shareholders. Commenting on the proxy advisors' reports, Neil K. Warma, president and chief executive officer of Opexa, stated: "The ISS and Glass Lewis recommendations are consistent with our view that the merger with Acer Therapeutics provides Opexa shareholders with an opportunity for growth in the value of their shares." The merger and related proposals have been unanimously approved by the boards of directors of both companies as well as by a majority of Acer stockholders. The proposed merger is expected to close in the third quarter of 2017 (subject to the approval of the shareholders of Opexa and other customary conditions). Failure to vote or an abstention from voting will have the same effect as a vote "AGAINST" the name change and reverse stock split proposals. All shareholders are asked to vote "FOR" all proposals as soon as possible. For questions and inquiries, please contact Opexa's proxy solicitor: ADVANTAGE PROXY, INC. Toll Free: 1-877-870-8565 Collect: 1-206-870-8565 Email: ksmith@advantageproxy.com About Opexa Therapeutics Opexa Therapeutics -- http://www.opexatherapeutics.com/-- is a biopharmaceutical company that has historically focused on developing personalized immunotherapies with the potential to treat major illnesses, including multiple sclerosis as well as other autoimmune diseases such as neuromyelitis optica. These therapies are based on Opexa's proprietary T-cell technology. Opexa incurred a net loss of $7.98 million for the year ended Dec. 31, 2016, compared to a net loss of $12.01 million for the year ended Dec. 31, 2015. As of June 30, 2017, Opexa had $1.98 million in total assets, $368,547 in total liabilities and $1.61 million in total stockbholders' equity. Malonebailey, LLP -- http://www.malonebailey.com/-- in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has incurred recurring losses, negative operating cash flows and an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. OW BUNKER: Wants Court to Dismiss NCL Lawsuit --------------------------------------------- Shayna Posses, writing for Bankruptcy Law360, reports that O.W. Bunker USA Inc. has asked a Connecticut federal judge to dismiss NCL (Bahamas) Ltd. dba Norwegian Cruise Line's lawsuit stemming from bunkers it ordered. Law360 relates that O.W. Bunker claims that NCL can't get out of paying what it owes just because it voluntarily paid another supplier tied to the transaction and that the dispute belongs in arbitration in London. NCL, Law360 recalls, filed a lawsuit in August, asking to stay the London arbitration the liquidating trustee for O.W. Bunker is trying to initiate. About O.W. Bunker OW Bunker AS is a global marine fuel (bunker) company founded in Denmark. On Nov. 6, 2014, OW Bunker A/S placed OWB Trading and O.W. Bunker Supply & Trading A/S in an in-court restructuring procedure with the probate court in Aalborg, Denmark. By Nov. 7, 2014, the Danish entities (plus O.W. Bunker Supply & Trading A/S, O.W. Cargo Denmark A/S, and Dynamic Oil Trading A/S) were placed under formal Danish bankruptcy (liquidation) proceedings in the Aalborg probate court. The company declared bankruptcy following its admission that it had lost US$275 million through a combination of fraud committed by senior executives at its Singaporean unit. The Danish company placed its U.S. subsidiaries -- O.W. Bunker Holding North America Inc., O.W. Bunker North America Inc. and O.W. Bunker USA Inc. -- in Chapter 11 bankruptcy (Bankr. D. Conn. Case Nos. 14-51720 to 14-51722) in Bridgeport, Conn., on Nov. 13, 2014. The U.S. cases are assigned to Judge Alan H.W. Shiff. The U.S. Debtors tapped Patrick M. Birney, Esq., and Michael R. Enright, Esq., at Robinson & Cole LLP, as counsel. McCracken, Walker & Rhoads LLP served as co-counsel. Alvarez & Marsal acted as the financial advisor. The Office of the United States Trustee formed an official committee of unsecured creditors of the Debtors on Nov. 26, 2014. The Committee tapped Hunton & Williams LLP as its attorneys. On Dec. 15, 2015, the U.S. Debtors obtained confirmation of their First Modified Liquidation Plans. Under the plan, the Debtors proposed to create two liquidating trusts, one for each of its North American units, to hold the estate assets of each company and make distributions to creditors, while parent OW Bunker Holding North America Inc. will dissolve. According to a Bloomberg report, under the First Modified Plan, administrative claims of $0.94 million, U.S. Trustee Fees, non-tax priority claims against OWB USA and NA, Priority tax claims of $0.05 million, secured claims against OWB USA and NA and fee claims will be paid in full in cash. Subordinated claims against OWB USA and NA will not receive any distribution. Electing OWB USA unaffiliated trade claims of $13.3 million will have a recovery of 40% amounting to $5.31 million. OWB NA affiliated unsecured claims and non-electing OWB NA unaffiliated trade claims will have a recovery of 1% in cash. OWB USA affiliated unsecured claims will have a recovery of 0.4% in cash. Electing OWB NA unaffiliated trade claims will receive pro rata payment of $2.5 million in cash. Non-Electing OWB USA unaffiliated trade claims of $18.36 million will be paid $0.07 million in cash, a recovery of 0.4%. Equity interests in OWB USA and NA will be cancelled and will not receive any distribution. The plan will be funded by cash in hand and sale of assets. P3 FOODS: May Use PNC Equipment's Cash Collateral Through Oct. 6 ---------------------------------------------------------------- The Hon. Donald R. Cassling of the U.S. Bankruptcy Court for the Northern District of Illinois has entered an 11th interim order authorizing PNC Equipment Finance, LLC, to use cash collateral of PNC Equipment Finance, LLC, through Oct. 6, 2017. A hearing to consider the Debtor's continued cash collateral is set for Oct. 3, 2017, at 10:00 a.m. PNC asserts a secured claim in the amount of $689,965.62 as of the Petition Date. PNC is granted and will have postpetition replacement liens, to the same extent and with the same priority as held prepetition on the same type of assets. The Debtor will make an adequate protection payment, in the amount of $16,428.14 to PNC. By Sept. 15, 2017, the Debtor will make these payments to the secured creditors for adequate protection: (i) 20/20 Franchise Funding LLC -- $4,835; and (ii) Leaf Capital Funding -- $797. The Debtor will be authorized to deposit all cash into its Debtor-in-Possession operating accounts at US Bank. A copy of the Order is available at: http://bankrupt.com/misc/ilnb16-32021-157.pdf As reported by the Troubled Company Reporter on Aug. 24, 2017, the Court entered an 11th interim order authorizing the Debtor to use cash collateral through Sept. 8, 2017. About P3 Foods, LLC P3 Foods, LLC, which operates nine Burger King franchises in Minneapolis, Minnesota, filed a chapter 11 petition (Bankr. N.D. Ill. Case No. 16-32021) on Oct. 6, 2016. The case is assigned to Judge Donald Cassling. The Debtor tapped Richard L. Hirsh, Esq., at Richard L. Hirsh, P.C., as counsel. The Debtor also engaged Aldridge Chasewater LLC as accountant. An official committee of unsecured creditors has not been appointed in the case. PADCO ENERGY: Cross Keys Bank Opposes Approval of Plan Outline -------------------------------------------------------------- Cross Keys Bank asked the U.S. Bankruptcy Court for the Western District of Louisiana to deny approval of the disclosure statement, which explains PADCO Energy Services, LLC's proposed Chapter 11 plan of reorganization. In a court filing, Cross Keys, the company's largest creditor, said the disclosure statement should not be approved since the proposed plan is not feasible. "It is highly unusual for a Chapter 11 debtor to propose a plan when it has operated at a loss post-petition, more than 11 months after the petition date," the bank said. "Debtor's failure to operate at a profit and lack of sufficient post-petition income makes its plan not feasible." Citing data from PADCO's monthly operating reports filed through July 31, Cross Keys Bank said the company did not disclose that it generated income of less than $100,000 since it filed for bankruptcy, and has a net loss of $25,455. The bank also criticized how PADCO determined the value of the collateral securing its claim. "There is no mention of the method by which debtor determined the value of the collateral or the description of the collateral," Cross Keys Bank said, adding that the company did not also disclose that the bank disputes the valuation of its collateral. Cross Keys Bank is represented by: R. Joseph Naus, Esq. John S. Hodge, Esq. Seth M. Moyers, Esq. Wiener, Weiss & Madison A Professional Corporation 333 Texas Street, Suite 2350 Shreveport, LA 71120-1990 Tel: (318) 226-9100 Fax: (318) 424-5128 About PADCO Energy Services LLC PADCO Energy Services LLC, based in Lafayette, Louisiana, filed a Chapter 11 petition (Bankr. W.D. La. Case No. 16-51380) on October 4, 2016. The petition was signed by Michael Carr, chief executive officer. 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 Robert Summerhays presides over the case. Thomas E. St. Germain, member of Weinsten & St. Germain, LLC, represents the Debtor as bankruptcy counsel. An official committee of unsecured creditors has been appointed in the case. The committee hired Adams and Reese LLP as its lead counsel. PADCO PRESSURE: Committee, CKB Oppose Approval of Plan Outline -------------------------------------------------------------- The official committee of unsecured creditors of PADCO Pressure Control, LLC, asked a U.S. bankruptcy court to deny approval of the disclosure statement, which explains the company's proposed Chapter 11 plan. In a filing with the U.S. Bankruptcy Court for the Western District of Louisiana, the committee argued the disclosure statement is "patently unconfirmable as it violates the absolute priority rule." "Under the plan, the equity class of interest, a class subordinate to the unsecured creditors' class, is purporting to retain its interest in the debtor limited liability company by paying a mere $25,000 to the debtor despite the fact that unsecured creditors are to receive payment of approximately only 2% of their stated claims, all in seeming violation of the absolute priority rule," the committee said. The company also argued that the disclosure statement does not contain "adequate information." Cross Keys Bank, the company's largest creditor, also criticized the disclosure statement, saying it should not be approved since the proposed plan is not feasible. Citing data from PADCO's monthly operating report for June, Cross Keys Bank said the company did not disclose that it generated a mere $57.44 in post-petition income and that it has not been operating since it filed for bankruptcy. "Debtor's lack of any meaningful post-petition income makes its plan not feasible," the bank said in a court filing. The committee is represented by: Lisa M. Hedrick, Esq. Adams and Reese LLP 701 Poydras Street, Suite 4500 New Orleans, LA 70139 Tel: (504) 581-3234 Fax: (504) 566-0210 -- and -- Patrick L. McCune, Esq. Adams and Reese LLP 450 Laurel Street, Suite 1900 Baton Rouge, LA 70801 Tel: (225) 336-5200 Fax: (225) 336-5220 Cross Keys Bank is represented by: R. Joseph Naus, Esq. John S. Hodge, Esq. Seth M. Moyers, Esq. Wiener, Weiss & Madison A Professional Corporation 333 Texas Street, Suite 2350 Shreveport, LA 71120-1990 Tel: (318) 226-9100 Fax: (318) 424-5128 About PADCO Pressure Control PADCO Pressure Control, L.L.C., based in Lafayette, Louisiana, filed a Chapter 11 petition (Bankr. W.D. La. Case No. 16-51381) on October 4, 2016. The petition was signed by Michael Carr, chief executive officer. 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 Robert Summerhays presides over the case. Thomas E. St. Germain, member of Weinsten & St. Germain, LLC, represents the Debtor as bankruptcy counsel. On October 27, 2016, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee hired Adams and Reese LLP as its legal counsel. PARK AEROSPACE: S&P Rates Senior Unsecured Notes 'BB' ----------------------------------------------------- S&P Global Ratings assigned its 'BB' issue-level rating and '5' recovery rating to Park Aerospace Holdings Ltd.'s senior unsecured notes. The '5' recovery rating indicates our expectation that lenders would receive modest recovery (10%-30%; rounded estimate: 15%) of their principal in the event of a payment default. The company plans to use the proceeds from these notes for general corporate purposes. S&P said, "At the same time, we raised our issue-level rating on Park's unsecured notes due 2022 and 2024 to 'BB' from 'BB-' and revised our recovery rating on the notes to '5' from '6'. The '5' recovery rating indicates our expectation for modest (10%-30%; rounded estimate: 15%) recovery in the event of a payment default. "All of our other ratings on Park and its parent Avolon Holdings Ltd. remain unchanged. "The corporate credit rating on aircraft lessor Avolon reflects both our 'bb+' stand-alone credit profile (SACP) on the company and our assessment that it is an insulated subsidiary of Bohai Capital Holding Co. Ltd., whose controlling shareholder is China-based HNA Group. "The stable outlook on Avolon reflects our expectation that the company's earnings and cash flow will benefit from its April 2017 acquisition of C2 Aviation Capital LLC, CIT Group Inc.'s aircraft leasing business, which should offset the incremental debt it took on to fund the transaction. Specifically, we expect that the company's EBIT interest coverage will decline to around 2x, from around 3x in 2016, and its funds from operations (FFO)-to-debt ratio will remain in the high-single digit percent area through 2018. "Although unlikely, we could lower our ratings on Avolon over the next year if aircraft lease rates deteriorate or the company adds a greater-than-expected amount of debt to its balance sheet, causing its EBIT interest coverage to decline below 1.7x or its FFO-to-debt ratio to decline below 6% for a sustained period. We could also lower the ratings if our assessment of Bohai weakened materially. "Although unlikely, we could raise our ratings on Avolon over the next year if aircraft lease rates improve significantly from their current levels due to stronger demand, or if the company realizes a greater-than-expected level of merger synergies from the C2 acquisition causing its EBIT interest coverage to increase to at least 2.4x and its FFO-to-debt ratio to rise to at least 9% for a sustained period." RATINGS LIST Avolon Holdings Ltd. Corporate Credit Rating BB+/Stable/-- New Rating Park Aerospace Holdings Ltd. Senior Unsecured Notes BB Recovery Rating 5(15%) Ratings Raised; Recovery Ratings Revised To From Park Aerospace Holdings Ltd. Senior Unsecured Notes due 2022 BB BB- Recovery Rating 5(15%) 6(0%) Noted due 2024 BB BB- Recovery Rating 5(15%) 6(0%) PASHA GROUP: Moody's Assigns B3 CFR & B2 Sr. Secured Debt Rating ---------------------------------------------------------------- Moody's Investors Service assigned first-time ratings to The Pasha Group (Pasha), including a B3 Corporate Family Rating (CFR) and B3-PD Probability of Default Rating (PDR). Concurrently, Moody's assigned a B2 rating to the new senior secured bank facility (term loan). The ratings outlook is stable. Proceeds from the term loan and a new ABL revolver will be used primarily to repay certain existing debt and preferred shareholders as well as the related breakage costs. Assignments: Issuer: Pasha Group (The) -- Corporate Family Rating, Assigned B3 -- Probability of Default Rating, Assigned B3-PD -- Senior Secured Bank Credit Facility, Assigned B2 (LGD3) RATINGS RATIONALE The B3 CFR reflects Pasha's modest scale, elevated financial leverage and low operating margins. Revenue declines and higher debt leading up to the 2015 transformational acquisition of Horizon Lines' Hawaii business, followed by transition and operational challenges, have constrained credit metrics, including debt-to-EBITDA above 6x (all metrics inclusive of Moody's standard adjustments). The ratings also reflect Pasha's vulnerability to the economic cycle, including a high correlation to the Hawaiian economy and cyclical end markets, its relatively high customer concentration and limited cost flexibility due to an aging Jones Act fleet and a reliance on unionized labor. As well, the competitive industry in which the company operates limits its ability to meaningfully enhance margins or market share. At the same time, the rating considers Pasha's long history and good competitive position of logistics and automotive processing on the U.S. west coast, supported by long term customer relationships and multi-year contracts. These include agreements to operate certain marine port terminals on the U.S. west coast and Hawaii. With the transition issues now largely behind the company, Moody's anticipates that modest growth of the Hawaii operations (Pasha Hawaii), underpinned by good economic indicators for Hawaii near term, will drive moderate organic top line growth in the low-mid single digits. This growth and ongoing operational and cost initiatives should lead a modest improvement in Pasha's credit metrics with operating margins in the mid-single digit range, leverage declining to about 6x (albeit still high) and cash flow from operations of at least $60-$70 million. Moody's expects Pasha to maintain adequate liquidity over the next year. This should be supported by good availability under the new $65 million ABL revolving facility due 2022, comfortable cushion under financial covenants and at least about breakeven to moderately positive free cash flow, which has trended negatively in recent years. The company's cash on hand will likely remain modest, in the $5-$10 million range. The new term loan is anticipated to have a maximum consolidated leverage covenant of 5.75x, tested quarterly. Mandatory amortization on the term debt is anticipated to be minimal at about $3 million. The stable outlook reflects Moody's expectation that the company will be able to renew contracts as they expire, partly supporting a modest improvement in credit metrics over the next year, and maintain a financial policy and profile supportive of the B3 rating level. The outlook incorporates expectations that Pasha will maintain at least adequate liquidity. The B2 rating on the first lien term loan, one notch above the CFR, reflects its priority of claim in the liability structure in a default scenario, behind the asset-based revolver and above significant multi-employer pension liabilities. The ratings could be downgraded with a deterioration in business conditions, including contract losses, and the company's operating performance, such that Moody's expects debt-to-EBITDA leverage will be sustained above 6 times, EBIT-to-interest below 1x, and/or operating margins to weaken. A declining liquidity profile, including higher reliance on revolver borrowings or sustained negative free cash flow generation could also lead to lower ratings. An aggressive acquisition strategy or shareholder-friendly actions that compromise creditor interests would drive downward ratings pressure. Upward ratings momentum could develop with improving operating margins that approach the high single digit range and consistent positive free cash flow generation with amounts applied to debt reduction beyond required amortization. Expectations of debt-to-EBITDA declining towards 5 times and EBIT-to-interest sustained above 1.5 times, accompanied by a good liquidity profile, could drive upward ratings pressure. The principal methodology used in these ratings was the Global Surface Transportation and Logistics Companies published in May 2017. The Pasha Group, based in San Rafael, California, is provider of transportation and logistics services, including maritime shipping, automotive port processing and distribution, and relocation services. Revenues were approximately $830 million as of the last twelve months ending in June 2017. PASS BUSINESS: Plan Confirmation Hearing Moved to Oct. 24 --------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Mississippi moved the hearing on confirmation of Pass Business Terminal, LLC's Chapter 11 plan of reorganization to October 24 from October 5. The hearing will be held at 9:30 a.m., at the Dan M. Russell, Jr. U.S. Courthouse, Bankruptcy Courtroom, Seventh Floor. Testimony will be taken at the hearing and witnesses are required to attend. The court also moved the deadline for creditors to file their objections to October 10 from September 20; and the deadline to submit ballots to October 17 from September 28. About Pass Business Terminal Pass Business Terminal, LLC, filed a Chapter 11 petition (Bankr. S.D. Miss. Case No. 16-51767) on Oct. 11, 2016. The petition was signed by Roger L. Caplinger, owner. At the time of filing, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. The Debtor is represented by Matthew Louis Pepper, Esq., at Matthew Perry, Attorney at Law. The Debtor hired Strick Trio Investments, LLC as its accountant and bookkeeper. On May 3, 2017, the court approved the Debtor's disclosure statement, which explains its proposed Chapter 11 plan. PASSAGE VILLAGE: Has OK to Use Cash Collateral in September ----------------------------------------------------------- The Hon. Frank W. Volk of the U.S. Bankruptcy Court for the Southern District of West Virginia has authorized Passage Village of Laurel Run Operations, LLC, a Delaware Limited Liability Company, and its debtor-affiliates to use cash collateral in September 2017. PHSG, LLC, the only party with an interest in the Debtors' cash and cash collateral, has agreed to this court order to bridge the potential gap between the expiration of the sixth interim court order and the Court's final decision on the Debtors' use of cash collateral and to replace the budget incorporated into the interim court orders with a budget prepared and proposed by the Debtors covering the month of September 2017. Welltower, Inc., and HCRI Pennsylvania Properties Holding Company have not consented to the entry of this interim court order, but Welltower's consent is not necessary. As in the most recent interim court orders as requested by Welltower, the latest budget limits to $50,000 payment of adequate protection to PHSG pending the Court's decision on the proposed final court order. The Debtors will pay the September rent ($474,134) and the September tax escrow payment ($28,720) to Welltower by Sept. 25, 2017. The Debtors will pay PHSG an adequate protection payment of $15,000 by Sept. 15, 2017, and an additional adequate payment of $35,000, but only after payment in full of the Welltower rent and tax escrow payments. The Debtors will not make any payments to non-Debtor related parties except the management fees authorized in the September Budget and payments to Trinity Rehabilitation Services for services actually performed post-petition. A copy of the Order is available at: http://bankrupt.com/misc/wvsb17-30092-431.pdf As reported by the Troubled Company Reporter on July 7, 2017, the Court entered a fifth interim order authorizing the Debtors to use cash collateral in July 2017. About Passage Midland, et al. Passage Healthcare -- http://passagehealthcare.net-- is a senior living care provider founded in 2013 by Andrew Turner and William Lasky. Passage Midland Meadows Operations, LLC, and three affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D. W.Va. Lead Case No. 17-30092) on March 13, 2017. The debtor-affiliates are Passage Healthcare Property, LLC; Passage Longwood Manor Operations, LLC; and Passage Village of Laurel Run Operations, LLC. The petitions were signed by Andrew Turner, member-manager of Passage Healthcare, LLC, manager of Passage Midland. Passage Midland estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities as of the bankruptcy filing. The Hon. Frank W. Volk presides over the cases. Jackson Kelly PLLC is the Debtors' bankruptcy counsel. Capozzi Adler, PC, is the Debtors' special counsel, required to provide services related to Pennsylvania regulatory and licensing compliance and Medicare, and Medicaid payment and compliance. Judy A. Robbins, the U.S. Trustee for Region 4, appointed Margaret Barajas as the Patient Care Ombudsman for two of the Debtors: Passage Village of Laurel Run Operations and Passage Longwood Manor Operations. An official committee of unsecured creditors has not been appointed in the Debtors' cases. PEOPLE'S COMMUNITY: Trustee's Sale of Baltimore Property Approved ----------------------------------------------------------------- Judge Robert A. Gordon of the U.S. Bankruptcy Court for the District of Maryland authorized Charles R. Goldstein, the Liquidating Trustee of the estate of The People's Community Health Centers, to sell the Debtor's real property located at 3026 Greenmount Avenue, Baltimore, Maryland. The sale is free and clear of all liens and encumbrances. It is exempt from transfer tax, recordation tax and any other law imposing a stamp or similar tax or fee. The resulting proceeds will be distributed in accordance with the provisions of the Official Committee of Unsecured Creditors Modified Amended Plan of Reorganization. About The People's Community Health Centers The People's Community Health Centers, Inc. is a health care industry based at 1734 Maryland Avenue, Baltimore, Maryland. The People's Community Health Centers, Inc., formerly known as Medhealth of Maryland, Inc. sought Chapter 11 protection (Bankr. D. Md. Case No. 15-10228) on Jan. 7, 2015. The Debtor estimated assets at $3.04 million and liabilities at $6.73 million. The Debtor tapped Michael Stephen Myers, Esq., at Scarlett, Croll & Myers, P.A., as counsel. The petition was signed by William A. Green, managing agent. On Nov. 13, 2015, the Court approved the Official Committee of Unsecured Creditors Disclosure Statement, and confirmed the Official Committee of Unsecured Creditors Modified Amended Plan of Liquidation. PERFUMANIA HOLDINGS: CIII Holdings Wants Plan Process Delayed ------------------------------------------------------------- CIII Holdings LLC, a shareholder of Perfumania Holdings, Inc., asks the Delaware Bankruptcy Court to adjourn all of the Debtors' matters that are scheduled to be heard on October 6, 2017, along with all related objection deadlines, including but not limited to the hearing and objection deadline with respect to the Prepackaged Joint Chapter 11 Plan of Reorganization of Model Reorg Acquisitions, LLC and its Affiliated Debtors. CIII Holdings is seeking appointment of an official committee of equity security holders. Its Equity Committee Motion is presently scheduled to be heard on October 6 -- the same day as the Court will consider approval of the Disclosure Statement and confirmation of the Plan. At the Oct. 6 hearing, the Court is also slated to consider approval of the Debtors' proposed postpetition financing and store closing sales. "If the Court grants the Equity Committee Motion and also goes forward with the other October 6 Matters, then the newly formed equity committee will effectively be incapacitated: such committee will not yet be constituted by the United States Trustee, and will be unable to review and respond to any of the October 6 Matters, including approval of the Disclosure Statement and confirmation of the Plan," CIII says. No creditors' committee has been appointed by the U.S. Trustee. On September 15, 2017, the U.S. Trustee advised CIII Holdings that it declined to appoint an equity committee in these cases. CIII Holdings notes that under the Debtors' Plan, a group of insiders -- who control a majority of Perfumania's stock, own the vast majority of the Debtors' unsecured debt and serve on the board of directors -- are slated to receive 100% of the stock of the reorganized company. The Plan cancels all outstanding shares although minority shareholders may receive a "gift" of $2 per share provided that they execute a broad release of the Debtors and numerous other parties in the case, including the insiders. The "gift" is being funded by the insiders, who have committed approximately $15 million in new capital for this purpose. In seeking appointment of an equity committee, CIII contends, "Minority shareholders of Perfumania stand alone. With the filing of the Debtors' prepackaged plan and related disclosure statement, it is clear that everyone else is 'in on the deal' except this group of non-insiders. If the Debtors have their way, public shareholders will be forced to bear the entire financial burden of the reorganization. Exacerbating the Atlas-like role they are being told to assume -- and alongside the breakneck speed with which these cases are proceeding -- the Debtors propose a complete disenfranchisement of the group. If public shareholders are left unrepresented, these cases will be over and done -- and inside shareholders will walk away with 100% of the stock of the reorganized company -- before non-insiders realize that their interests were eradicated. The simple facts of these cases provide compelling reasons for the immediate appointment of an equity committee." CIII believes the Debtors' projections are based on faulty assumptions which portray a misleading picture of the inherent value of these estates. CIII notes that those projections are based on expected gross profit margins well below the levels the Debtors have actually experienced, right up to its latest financials. These depressed profit margins, which deflate the Debtors' supposed value and purportedly justify extinguishing equity, CIII contends, are not explained in the Plan or Disclosure Statement. More realistic assumptions could substantially increase the value of these estates, potentially increasing shareholder value under the Debtors’ Plan dramatically, to $100 million or more, CIII says. CIII's request to delay the Plan hearing is also scheduled for hearing on Oct. 6. CIII Holdings is represented in the case by: Robert J. Dehney, Esq. Curtis S. Miller, Esq. MORRIS, NICHOLS, ARSHT & TUNNELL LLP 1201 North Market Street P.O. Box 1347 Wilmington, DE 19899-1347 Telephone: (302) 658-9200 Facsimile: (302) 658-3989 E-mail: CMiller@MNAT.com RDehney@MNAT.com - and - Ancela R. Nastasi, Esq. Marshall E. Tracht, Esq. Moshie Solomon, Esq. William Katchen, Esq. Andrew Gottesman, Esq. NASTASI PARTNERS PLLC 77 Water Street, 8th Floor New York, New York 10005 Telephone: (212) 744-5800 Facsimile: (212) 744-5880 E-mail: ancela@nastasipartners.com bill@nastasipartners.com moshie@nastasipartners.com marshall@nastasipartners.com andrew@nastasipartners.com About Perfumania Holdings Perfumania Holdings, Inc. (PERF) -- http://www.perfumaniaholdings.com/-- is a specialty retailer and distributor of fragrances and related beauty products across the United States. Perfumania has a 30-year history of innovative marketing and sales management, brand development, license sourcing and wholesale distribution making it the premier destination for fragrances and other beauty supplies. As of Aug. 26, 2017, Perfumania, Inc., operated a chain of 226 retail stores, specializing in the sale of fragrances and related products at discounted prices up to 75% below the manufacturers' suggested retail prices. Perfumania reported a net loss of $23.63 million for the fiscal year ended Jan. 28, 2017, and a net loss of $11.67 million for the fiscal year ended Jan. 30, 2016. As of April 29, 2017, Perfumania had $304.7 million in total assets, $253.9 million in total liabilities and $50.80 million in total shareholders' equity. On Aug. 26, 2017, Model Reorg Acquisition, LLC and 18 affiliated debtors, including perfumania Holdings, Inc., each filed voluntary petitions in the United States Bankruptcy Court for the District of Delaware seeking relief under chapter 11 of the United States Bankruptcy Code. The Debtors' cases are jointly administered for procedural purposes under the case docket for Model Reorg Acquisition, LLC (Bankr. D. Del. Case No. 17-11794). Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel, Ankura Consulting Group, LLC is serving as financial advisor, and Imperial Capital is serving as investment banker to the Company. The Skadden team includes Corporate Restructuring partners Lisa Laukitis and J. Gregory Milmoe (Boston), and associates Raquelle Kaye (Boston), Esther Adzhiashvili and AZ Biazar, as well as Corporate Restructuring and Bankruptcy Litigation partner Anthony Clark (Wilmington) and associate Cameron Fee (Wilmington); Banking partner Sarah Ward and associates Emily Stork, Shan Song (Chicago) and Katherine Webb; Tax partner Brian Krause and associate Joseph Soltis; and Corporate partner Richard Grossman (New York). Epiq Bankruptcy Solutions is the claims and noticing agent and maintains the Web site http://dm.epiq11.com/perfumania PERFUMANIA HOLDINGS: Hires A&G Realty as Consultant and Advisor --------------------------------------------------------------- Model Reorg Acquisition, LLC and its debtor affiliates, including Perfumania Holdings, Inc., seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ A&G Realty Partners, LLC as their real estate consultant and advisor, nunc pro tunc to the August 26, 2017 petition date. The Debtors require A&G Realty to: (a) consult with the Debtors to discuss the Debtors' goals, objectives and financial parameters in relation to the Leases/Properties; (b) review the Leases and provide Lease Valuations as required; (c) negotiate with the landlords of the Properties on behalf of the Debtor in order to assist the Debtor in obtaining Lease Modifications; (d) negotiate with the landlords of the Properties and other third parties on behalf of the Debtor in order to assist the Debtor in obtaining Lease Sales; (e) negotiate with the landlords of the Properties on behalf of the Debtor in order to assist the Debtor in obtaining Early Termination Rights; (f) negotiate with the landlords of the Properties and other third parties on behalf of the Debtor in order to assist the Debtor in obtaining Lease Claim Mitigations; (g) negotiate with the Landlords of the Properties on behalf of the Debtor in order to assist the Debtor in obtaining Time Extensions; and (h) report periodically to the Debtor regarding the status of the Services. A&G Realty shall be compensated as follows: -- Retainer. The Debtor will pay A&G a retainer fee in the amount of $75,000 upon execution of the Agreement. The retainer is non-refundable and will be applied to the fees due under the terms of this Agreement. -- Monetary Lease Modifications. For each Monetary Lease Modification obtained by A&G on behalf of the Debtor, A&G shall earn and be paid a 4.5% of the Occupancy Cost Savings per Lease. -- Non-Monetary Lease Modifications. For each Non-Monetary Lease Modification obtained by A&G on behalf of the Debtor, A&G shall earn and be paid a fee of one-quarter of one month's Gross Occupancy Cost per Lease. -- Early Termination Rights. For each Early Termination Right obtained by A&G on behalf of the Debtor, A&G shall earn and be paid a fee of one-quarter of one month's Gross Occupancy Cost per Lease. -- Lease Claim Mitigations. For each Lease Claim Mitigation obtained by A&G on behalf of the Debtor, A&G will earn and be paid a fee of 5% of the savings per claim. -- Lease Sales. For each Lease Sale obtained by A&G on behalf of the Debtor, A&G will earn and be paid a fee of 5% of the Gross Proceeds and/or the Occupancy Cost Savings as applicable. A&G shall also be paid 5% of any Gross Proceeds received by the Company from the landlord, assignee, sublessee or other party in connection with any Lease sale, assignment, termination or sublease. -- Lease Valuations. For any Lease valuation determined by the Debtor to be required, the Debtor and A&G will determine a fee for such Lease Valuation at that time. -- Time Extension. For each extension of time to assume or reject a Lease obtained by A&G on behalf of the Debtor, A&G shall earn and be paid a fee of $400 per Lease. A&G Realty will also be reimbursed for reasonable out-of-pocket expenses incurred. Andrew Graiser, principal of A&G Realty, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. A&G Realty can be reached at: Emilio Amendola A&G REALTY PARTNERS, LLC 445 Broadhollow Road, Suite 410 Melville, NY 11747 Tel: (631)465-9507 E-mail: emilio@agrealtypartners.com About Perfumania Holdings Perfumania Holdings, Inc. (PERF) -- http://www.perfumaniaholdings.com/-- is a specialty retailer and distributor of fragrances and related beauty products across the United States. Perfumania has a 30-year history of innovative marketing and sales management, brand development, license sourcing and wholesale distribution making it the premier destination for fragrances and other beauty supplies. As of Aug. 26, 2017, Perfumania, Inc., operated a chain of 226 retail stores, specializing in the sale of fragrances and related products at discounted prices up to 75% below the manufacturers' suggested retail prices. Perfumania reported a net loss of $23.63 million for the fiscal year ended Jan. 28, 2017, and a net loss of $11.67 million for the fiscal year ended Jan. 30, 2016. As of April 29, 2017, Perfumania had $304.7 million in total assets, $253.9 million in total liabilities and $50.80 million in total shareholders' equity. On Aug. 26, 2017, Model Reorg Acquisition, LLC and 18 affiliated debtors, including perfumania Holdings, Inc., each filed voluntary petitions in the United States Bankruptcy Court for the District of Delaware seeking relief under chapter 11 of the United States Bankruptcy Code. The Debtors' cases are jointly administered for procedural purposes under the case docket for Model Reorg Acquisition, LLC (Bankr. D. Del. Case No. 17-11794). Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel, Ankura Consulting Group, LLC is serving as financial advisor, and Imperial Capital is serving as investment banker to the Company. The Skadden team includes Corporate Restructuring partners Lisa Laukitis and J. Gregory Milmoe (Boston), and associates Raquelle Kaye (Boston), Esther Adzhiashvili and AZ Biazar, as well as Corporate Restructuring and Bankruptcy Litigation partner Anthony Clark (Wilmington) and associate Cameron Fee (Wilmington); Banking partner Sarah Ward and associates Emily Stork, Shan Song (Chicago) and Katherine Webb; Tax partner Brian Krause and associate Joseph Soltis; and Corporate partner Richard Grossman (New York). Epiq Bankruptcy Solutions is the claims and noticing agent and maintains the Web site http://dm.epiq11.com/perfumania PERFUMANIA HOLDINGS: Hires Ankura as Financial Advisors ------------------------------------------------------- Model Reorg Acquisition, LLC and its debtor-affiliates, including Perfumania Holdings, Inc., seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Ankura Consulting Group, LLC as financial advisors, nunc pro tunc to the August 26, 2017 petition date. A hearing on the Debtors' request is set for October 6. The Debtors require Ankura to: (a) advise and assist management in organizing the Company's resources and activities to effectively and efficiently plan, coordinate and manage contingency planning for a possible chapter 11 process, including all necessary support required by counsel in preparing all petitions and first day motions; (b) develop sample scripts, communications and question and answers for customers, lenders, suppliers, employees and other parties in interest; (c) assist in the preparation of the Statement of Financial Affairs and Schedule of Assets and Liabilities; (d) assist management in refining final leasing action schedules for those locations to be assumed, rejected or modified and negotiating with Company counsel and outside real estate broker, where necessary, with landlords in connection with leases to be modified; (e) advise and assist the Company in forecasting, planning, controlling and other aspects of managing cash, and, if necessary, obtaining debtor-in-possession financing; and (f) perform such other professional services as may be requested by the Company and agreed to by Ankura in writing. Ankura will be paid at these hourly rates: Senior Managing Directors $850-$950 Other Professionals $350-$800 Paraprofessionals $150-$250 Ankura will also be reimbursed for reasonable out-of-pocket expenses incurred. Ankura received $100,000 as a retainer in connection with preparing for and conducting the filing of the Chapter 11 Cases. Stephen Marotta, senior managing director of Ankura, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Ankura can be reached at: Stephen Marotta ANKURA CONSULTING GROUP, LLC 750 Third Avenue, 28th Floor New York, NY 10017 Tel: (212) 818-1118 E-mail: stephen.marotta@ankuraconsulting.com About Perfumania Holdings Perfumania Holdings, Inc. (PERF) -- http://www.perfumaniaholdings.com/-- is a specialty retailer and distributor of fragrances and related beauty products across the United States. Perfumania has a 30-year history of innovative marketing and sales management, brand development, license sourcing and wholesale distribution making it the premier destination for fragrances and other beauty supplies. As of Aug. 26, 2017, Perfumania, Inc., operated a chain of 226 retail stores, specializing in the sale of fragrances and related products at discounted prices up to 75% below the manufacturers' suggested retail prices. Perfumania reported a net loss of $23.63 million for the fiscal year ended Jan. 28, 2017, and a net loss of $11.67 million for the fiscal year ended Jan. 30, 2016. As of April 29, 2017, Perfumania had $304.7 million in total assets, $253.9 million in total liabilities and $50.80 million in total shareholders' equity. On Aug. 26, 2017, Model Reorg Acquisition, LLC and 18 affiliated debtors, including perfumania Holdings, Inc., each filed voluntary petitions in the United States Bankruptcy Court for the District of Delaware seeking relief under chapter 11 of the United States Bankruptcy Code. The Debtors' cases are jointly administered for procedural purposes under the case docket for Model Reorg Acquisition, LLC (Bankr. D. Del. Case No. 17-11794). Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel, Ankura Consulting Group, LLC is serving as financial advisor, and Imperial Capital is serving as investment banker to the Company. The Skadden team includes Corporate Restructuring partners Lisa Laukitis and J. Gregory Milmoe (Boston), and associates Raquelle Kaye (Boston), Esther Adzhiashvili and AZ Biazar, as well as Corporate Restructuring and Bankruptcy Litigation partner Anthony Clark (Wilmington) and associate Cameron Fee (Wilmington); Banking partner Sarah Ward and associates Emily Stork, Shan Song (Chicago) and Katherine Webb; Tax partner Brian Krause and associate Joseph Soltis; and Corporate partner Richard Grossman (New York). Epiq Bankruptcy Solutions is the claims and noticing agent and maintains the Web site http://dm.epiq11.com/perfumania PERFUMANIA HOLDINGS: Hires Imperial Capital as Investment Banker ---------------------------------------------------------------- Model Reorg Acquisition, LLC and its debtor affiliates, including Perfumania Holdings, Inc., will appear before the U.S. Bankruptcy Court for the District of Delaware at a hearing on October 6, 2017, to seek authority to employ Imperial Capital, LLC as their investment banker. The Debtors seek to hire the firm, nunc pro tunc to the August 26, 2017 petition date. The Debtors require Imperial Capital to provide: (a) analysis of the Company's business, operations, properties, financial condition, competition, forecast, solvency, prospects and management; (b) financial valuation of the ongoing operations of the Company; (c) assisting in developing, evaluating, structuring and negotiating the terms and conditions of a potential Restructuring plan, including the value of the securities, if any, that may be issued to certain creditors or the equity holders under the Restructuring plan; (d) assisting in the preparation of Restructuring Offering Materials; (e) advising on a proposed purchase price and form of consideration for a potential Transaction; (f) rendering an opinion to the Special Committee and the Company as to the fairness to the Company and its shareholders, from a financial point of view, of the consideration to be received by the Company or its shareholders in connection with a Transaction or Restructuring, or, in the case of a stock-for-stock merger, the fairness of the exchange ratio; and (g) providing other financial advisory services with respect to the Company's financial issues as may from time to time be agreed upon. The Debtors will pay Imperial Capital compensation according to this Fee and Expense Structure: -- Monthly Fee: $150,000 per month, payable on the 27th day of each month until the earlier of consummation of the Restructuring, consummation of a Transaction, or termination of the Engagement Agreement. -- Transaction Fees: A fee equal to $975,000 payable in cash upon the consummation of a Restructuring, or upon the consummation of any of the following events: (i) the acquisition of a majority of the outstanding common stock of the Company by a Buyer; (ii) a merger or consolidation of the Company with or into a Buyer; (iii) the acquisition by a Buyer of substantially all of the Company's assets; or (iv) in the case of any other Transaction, the consummation thereof. In no event will Imperial be entitled to both a Restructuring Transaction Fee and M&A Transaction Fee. -- Fairness Opinion Fee: A fee equal to $250,000 payable upon Imperial notifying the Special Committee that a Fairness Opinion has been prepared. A Fairness Opinion will only be prepared upon the Special Committee's request. -- Expenses: The Debtors shall promptly reimburse Imperial for all reasonable expenses incurred by Imperial (including travel and lodging expenses, reasonable attorneys' fees, word processing charges, messenger services, duplicating services, facsimile expenses and other similar customary expenditures) provided that such expenses are supported by reasonable documentation of the expenses for which reimbursement is being sought. Robert Warshauer, a managing director and co-head of the Restructuring Advisory Practice at Imperial Capital, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Imperial Capital can be reached at: Robert Warshauer IMPERIAL CAPITAL, LLC 277 Park Avenue 48th Floor New York, NY 10172 Tel: (212) 351-9719 E-mail: rwarshauer@imperialcapital.com About Perfumania Holdings Perfumania Holdings, Inc. (PERF) -- http://www.perfumaniaholdings.com/-- is a specialty retailer and distributor of fragrances and related beauty products across the United States. Perfumania has a 30-year history of innovative marketing and sales management, brand development, license sourcing and wholesale distribution making it the premier destination for fragrances and other beauty supplies. As of Aug. 26, 2017, Perfumania, Inc., operated a chain of 226 retail stores, specializing in the sale of fragrances and related products at discounted prices up to 75% below the manufacturers' suggested retail prices. Perfumania reported a net loss of $23.63 million for the fiscal year ended Jan. 28, 2017, and a net loss of $11.67 million for the fiscal year ended Jan. 30, 2016. As of April 29, 2017, Perfumania had $304.7 million in total assets, $253.9 million in total liabilities and $50.80 million in total shareholders' equity. On Aug. 26, 2017, Model Reorg Acquisition, LLC and 18 affiliated debtors, including perfumania Holdings, Inc., each filed voluntary petitions in the United States Bankruptcy Court for the District of Delaware seeking relief under chapter 11 of the United States Bankruptcy Code. The Debtors' cases are jointly administered for procedural purposes under the case docket for Model Reorg Acquisition, LLC (Bankr. D. Del. Case No. 17-11794). Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel, Ankura Consulting Group, LLC is serving as financial advisor, and Imperial Capital is serving as investment banker to the Company. The Skadden team includes Corporate Restructuring partners Lisa Laukitis and J. Gregory Milmoe (Boston), and associates Raquelle Kaye (Boston), Esther Adzhiashvili and AZ Biazar, as well as Corporate Restructuring and Bankruptcy Litigation partner Anthony Clark (Wilmington) and associate Cameron Fee (Wilmington); Banking partner Sarah Ward and associates Emily Stork, Shan Song (Chicago) and Katherine Webb; Tax partner Brian Krause and associate Joseph Soltis; and Corporate partner Richard Grossman (New York). Epiq Bankruptcy Solutions is the claims and noticing agent and maintains the Web site http://dm.epiq11.com/perfumania PERFUMANIA HOLDINGS: Hires Skadden Arps as Bankruptcy Counsel ------------------------------------------------------------- Model Reorg Acquisition, LLC and its debtor affiliates, including Perfumania Holdings, Inc., will return to the U.S. Bankruptcy Court for the District of Delaware for a hearing next month to seek authorization to employ Skadden, Arps, Slate, Meagher & Flom LLP as counsel, nunc pro tunc to the August 26, 2017 petition date. The hearing is set for October 6, 2017. The Debtors require Skadden Arps to: (a) advise the Debtors with respect to their powers and duties as debtors and debtors in possession in the continued management and operation of their businesses and properties; (b) attend meetings and negotiate with representatives of creditors and other parties in interest and advise and consult on the conduct of the cases, including all of the legal and administrative requirements of operating in chapter 11; (c) take all necessary actions to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of actions commenced against the Debtors' estates, negotiations concerning litigation in which the Debtors may be involved, and objections to claims, if any, filed against the Debtors' estates; (d) prepare on behalf of the Debtors all motions, applications, answers, orders, reports, and papers necessary to the administration of the estates; (e) negotiate and prepare on the Debtors' behalf plans of reorganization, disclosure statements, and all related agreements and/or documents, and take any necessary action on behalf of the Debtors to obtain confirmation of such plans; (f) appear before this Court, any appellate courts, and the U.S. Trustee, and protect the interests of the Debtors' estates before such courts and the U.S. Trustee; and (g) perform all other necessary legal services and provide all other necessary legal advice to the Debtors in connection with these Chapter 11 Cases. Skadden Arps will be paid at these hourly rates: Partners $995-$1,495 Counsel $985-$1,150 Associates $420-$965 Skadden Arps will also be reimbursed for reasonable out-of-pocket expenses incurred. On November 10, 2016, Skadden Arps received an initial retainer of $350,000. The retainer was increased by $100,000 on June 26, 2017, and was further increased by $100,000 on August 23, 2017, and by $200,000 on August 25, 2017. Based upon prepetition fees and expenses that have been identified and accounted for as of the date hereof, and assuming application of all such fees and expenses against the retainer, Skadden Arps had approximately $21,463 remaining in the retainer as of the petition date. Lisa Laukitis, member of Skadden Arps, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: -- Skadden's representation of the Debtors began as of November 4, 2016. Effective January 1, 2017, the hourly rates for all Skadden attorneys increased as they customarily do from time to time. The material financial terms for the engagement remain the same, as the engagement is on an hourly basis. Skadden has also discussed the customary annual rate increases with the Debtors. -- Skadden and the Debtors expect to develop a prospective budget and staffing plan to comply with the U.S. Trustee's requests for information and additional disclosures, and any Court orders. Recognizing that unforeseeable fees and expenses may arise in large chapter 11 cases, Skadden and the Debtors may need to amend the Skadden budget as necessary to reflect changed circumstances or unanticipated developments. Skadden Arps can be reached at: Lisa Laukitis, Esq. SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP Four Times Square New York, NY 10036 Tel: (212) 735-3000 Fax: (212) 735-2000 E-mail: Lisa.Laukitis@skadden.com About Perfumania Holdings Perfumania Holdings, Inc. (PERF) -- http://www.perfumaniaholdings.com/-- is a specialty retailer and distributor of fragrances and related beauty products across the United States. Perfumania has a 30-year history of innovative marketing and sales management, brand development, license sourcing and wholesale distribution making it the premier destination for fragrances and other beauty supplies. As of Aug. 26, 2017, Perfumania, Inc., operated a chain of 226 retail stores, specializing in the sale of fragrances and related products at discounted prices up to 75% below the manufacturers' suggested retail prices. Perfumania reported a net loss of $23.63 million for the fiscal year ended Jan. 28, 2017, and a net loss of $11.67 million for the fiscal year ended Jan. 30, 2016. As of April 29, 2017, Perfumania had $304.7 million in total assets, $253.9 million in total liabilities and $50.80 million in total shareholders' equity. On Aug. 26, 2017, Model Reorg Acquisition, LLC and 18 affiliated debtors, including perfumania Holdings, Inc., each filed voluntary petitions in the United States Bankruptcy Court for the District of Delaware seeking relief under chapter 11 of the United States Bankruptcy Code. The Debtors' cases are jointly administered for procedural purposes under the case docket for Model Reorg Acquisition, LLC (Bankr. D. Del. Case No. 17-11794). Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel, Ankura Consulting Group, LLC is serving as financial advisor, and Imperial Capital is serving as investment banker to the Company. The Skadden team includes Corporate Restructuring partners Lisa Laukitis and J. Gregory Milmoe (Boston), and associates Raquelle Kaye (Boston), Esther Adzhiashvili and AZ Biazar, as well as Corporate Restructuring and Bankruptcy Litigation partner Anthony Clark (Wilmington) and associate Cameron Fee (Wilmington); Banking partner Sarah Ward and associates Emily Stork, Shan Song (Chicago) and Katherine Webb; Tax partner Brian Krause and associate Joseph Soltis; and Corporate partner Richard Grossman (New York). Epiq Bankruptcy Solutions is the claims and noticing agent and maintains the Web site http://dm.epiq11.com/perfumania PERFUMANIA HOLDINGS: Names Epiq as Claims and Noticing Agent ------------------------------------------------------------ Model Reorg Acquisition, LLC and its debtor affiliates, including Perfumania Holdings, Inc., sought and obtained authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Epiq Bankruptcy Solutions, LLC as their claims and noticing agent, nunc pro tunc to the August 26, 2017 petition date. The Debtors require Epiq Bankruptcy to provide these claims and noticing services: (a) prepare and serve required notices and documents in the cases in accordance with the Bankruptcy Code and Bankruptcy Rules in the form and manner directed by the Debtors and/or the Court, including (i) notice of the commencement of the cases and the initial meeting of creditors under Bankruptcy Code section 341(a), (ii) notice of any claims bar date, (iii) notices of transfers of claims, (iv) notices of objections to claims and objections to transfers of claims, (v) notices of any hearings on a disclosure statement and confirmation of the Debtors' plan or plans of reorganization, including under Bankruptcy Rule 3017(d), (vi) notice of the effective date of any plan, and (vii) all other notices, orders, pleadings, publications and other documents as the Debtors or Court may deem necessary or appropriate for an orderly administration of the cases. (b) maintain an official copy of the Debtors' schedules of assets and liabilities and statement of financial affairs, if any, listing the Debtors' known creditors and the amounts owed thereto; (c) maintain (i) a list of all potential creditors, equity holders and other parties-in-interest; and (ii) a "core" mailing list consisting of all parties described in sections 2002(i), (j) and (k) and those parties that have filed a notice of appearance pursuant to Bankruptcy Rule 9010; update said lists and make said lists available upon request by a party-in-interest or the Clerk; (d) furnish a notice to all potential creditors of the last date for the filing of proofs of claim, if necessary, and a form for the filing of a proof of claim, after notice and form are approved by the Court, and notify the potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules, which may be effected by inclusion of information on a customized proof of claim form provided to potential creditors; (e) maintain a post office box or address for the purpose of receiving claims and returned mail, and process all mail received; (f) for all notices, motions, orders or other pleadings or documents served, prepare and file or caused to be filed with the Clerk an affidavit or certificate of service within 7 business days of service which includes (i) either a copy of the notice served or the docket numbers and titles of the pleadings served, (ii) a list of persons to whom it was mailed with their addresses, (iii) the manner of service, and (iv) the date served; (g) process all proofs of claim received, if any, including those received by the Clerk's Office, and check said processing for accuracy, and maintain the original proofs of claim in a secure area; (h) maintain an electronic platform for purposes of filing proofs of claim; (i) maintain the official claims register, if any, for each Debtor on behalf of the Clerk; upon the Clerk's request, provide the Clerk with certified, duplicate unofficial Claims Registers; and specify in the Claims Registers the following information for each claim docketed: (i) the claim number assigned, (ii) the date received, (iii) the name and address of the claimant and agent, if applicable, who filed the claim, (iv) the amount asserted, (v) the asserted classifications of the claim, (vi) the applicable Debtor, and (vii) any disposition of the claim; (j) provide public access to the Claims Registers, if any, including complete proofs of claim with attachments, if any, without charge; (k) implement necessary security measures to ensure the completeness and integrity of the Claims Registers, if any, and the safekeeping of the original claims; (l) record all transfers of claims and provide any notices of such transfers as required by Bankruptcy Rule 3001(e); (m) relocate, by messenger or overnight delivery, all of the court-filed proofs of claim to the offices of Claims and Noticing Agent, not less than weekly; (n) upon completion of the docketing process for all claims received to date for each case, turn over to the Clerk copies of the claims register for the Clerk's review; (o) monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on and/or changes to the claims register; (p) assist in the dissemination of information to the public and respond to requests for administrative information regarding the case as directed by the Debtors or the Court, including through the use of a case website and/or call center. (q) if the case is converted to chapter 7, contact the Clerk's Office within 3 days of the notice to Claims and Noticing Agent of entry of the order converting the case; (r) 30 days prior to the close of these cases, to the extent practicable, request that the Debtors submit to the Court a proposed Order dismissing the Claims and Noticing Agent and terminating the services of such agent upon completion of its duties and responsibilities and upon the closing of these cases; (s) within 7 days of notice to Claims and Noticing Agent of entry of an order closing the Chapter 11 Cases, provide to the Court the final version of the claims register as of the date immediately before the close of the cases; and (t) at the close of these cases, box and transport all original documents, in proper format, as provided by the Clerk's Office, to (i) the Federal Archives Record Administration, located at 14700 Townsend Road, Philadelphia, PA 19154-1096 or (ii) any other location requested by the Clerk's Office. Before the petition date, the Debtors provided the claims and noticing agent a retainer in the amount of $25,000. Epiq Bankruptcy will also be reimbursed for reasonable out-of-pocket expenses incurred. Brian Karpuk, a director of Epiq Bankruptcy, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Epiq Bankruptcy can be reached at: Brad Scott EPIQ BANKRUPTCY SOLUTIONS, LLC 777 Third Avenue, 12th Floor New York, NY 10017 About Perfumania Holdings Perfumania Holdings, Inc. (PERF) -- http://www.perfumaniaholdings.com/-- is a specialty retailer and distributor of fragrances and related beauty products across the United States. Perfumania has a 30-year history of innovative marketing and sales management, brand development, license sourcing and wholesale distribution making it the premier destination for fragrances and other beauty supplies. As of Aug. 26, 2017, Perfumania, Inc., operated a chain of 226 retail stores, specializing in the sale of fragrances and related products at discounted prices up to 75% below the manufacturers' suggested retail prices. Perfumania reported a net loss of $23.63 million for the fiscal year ended Jan. 28, 2017, and a net loss of $11.67 million for the fiscal year ended Jan. 30, 2016. As of April 29, 2017, Perfumania had $304.7 million in total assets, $253.9 million in total liabilities and $50.80 million in total shareholders' equity. On Aug. 26, 2017, Model Reorg Acquisition, LLC and 18 affiliated debtors, including perfumania Holdings, Inc., each filed voluntary petitions in the United States Bankruptcy Court for the District of Delaware seeking relief under chapter 11 of the United States Bankruptcy Code. The Debtors' cases are jointly administered for procedural purposes under the case docket for Model Reorg Acquisition, LLC (Bankr. D. Del. Case No. 17-11794). Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel, Ankura Consulting Group, LLC is serving as financial advisor, and Imperial Capital is serving as investment banker to the Company. The Skadden team includes Corporate Restructuring partners Lisa Laukitis and J. Gregory Milmoe (Boston), and associates Raquelle Kaye (Boston), Esther Adzhiashvili and AZ Biazar, as well as Corporate Restructuring and Bankruptcy Litigation partner Anthony Clark (Wilmington) and associate Cameron Fee (Wilmington); Banking partner Sarah Ward and associates Emily Stork, Shan Song (Chicago) and Katherine Webb; Tax partner Brian Krause and associate Joseph Soltis; and Corporate partner Richard Grossman (New York). Epiq Bankruptcy Solutions is the claims and noticing agent and maintains the Web site http://dm.epiq11.com/perfumania PERFUMANIA HOLDINGS: To Enter Into $100MM Revolving Credit Facility ------------------------------------------------------------------- Perfumania Holdings, Inc., and its affiliates has filed with the U.S. Bankruptcy Court for the District of Delaware a revised disclosure statement dated Aug. 30, 2017, with respect to the Debtors' prepackaged joint Chapter 11 plan of reorganization. The Revised Disclosure Statement says that the DIP Facility Claims are unimpaired. Except to the extent that a holder of a DIP Facility Claim agrees in writing to other or less favorable treatment, all DIP Facility Claims and all liens securing the claims will continue in full force and effect on and after the Effective Date, as amended and restated by, and in accordance with, the Exit Facility. The previous Disclosure Statement says that except to the extent that a holder of a DIP Facility Claim agrees to a less favorable treatment, in full and final satisfaction, settlement, release, and discharge of and in exchange for each and every DIP Facility Claim, holders of a DIP Facility Claim will in exchange for each and every DIP Facility Claim, each holder of a DIP Facility Claim will receive an equal dollar amount of the Exit Facility. According to the Revised Disclosure Statement, the Debtors, on the Effective Date, will enter into a senior secured asset-based revolving credit facility in an aggregate principal amount of up to $100 million pursuant to a certain Credit Agreement among the Reorganized Debtors and certain other subsidiaries and affiliates thereof, as loan parties thereto, the lenders party thereto, Wells Fargo Bank, N.A., as agent, and other parties thereto. The previous disclosure statement says that On the Effective Date, the Debtors will enter into a senior secured asset-based revolving credit facility in an aggregate principal amount of up to $100 million pursuant to a certain Credit Agreement among Perfumania Holdings and certain of its subsidiaries as borrowers party thereto and certain affiliates as guarantors party thereto, a syndicate of banks as lenders, Wells Fargo Bank, National Association, as administrative agent, collateral agent and swing line lender, and other parties thereto. A copy of the Revised Disclosure Statement is available at: http://bankrupt.com/misc/deb17-11794-87.pdf As reported by the Troubled Company Reporter on Aug. 29, 2017, the Debtors on Aug. 26, 2017, commenced Chapter 11 cases and immediately filed a Pre-Packaged Chapter 11 Plan of Reorganization that will leave all allowed claims unimpaired, let the Nussdorf Family retain control of the business, and give stockholders $2 per share in exchange for releases. About Perfumania Holdings Perfumania Holdings, Inc. (PERF) -- http://www.perfumaniaholdings.com/-- is a specialty retailer and distributor of fragrances and related beauty products across the United States. Perfumania has a 30-year history of innovative marketing and sales management, brand development, license sourcing and wholesale distribution making it the premier destination for fragrances and other beauty supplies. As of Aug. 26, 2017, Perfumania, Inc., operated a chain of 226 retail stores, specializing in the sale of fragrances and related products at discounted prices up to 75% below the manufacturers' suggested retail prices. Perfumania reported a net loss of $23.63 million for the fiscal year ended Jan. 28, 2017, and a net loss of $11.67 million for the fiscal year ended Jan. 30, 2016. As of April 29, 2017, Perfumania had $304.7 million in total assets, $253.9 million in total liabilities and $50.80 million in total shareholders' equity. On Aug. 26, 2017, Model Reorg Acquisition, LLC and 18 affiliated debtors, including Perfumania Holdings, Inc., each filed voluntary petitions in the United States Bankruptcy Court for the District of Delaware seeking relief under chapter 11 of the U.S. Bankruptcy Code. The Debtors are seeking to have their cases jointly administered for procedural purposes under the case docket for Model Reorg Acquisition, LLC (Bankr. D. Del. Case No. 17-11794). Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel, Ankura Consulting Group, LLC is serving as financial advisor, and Imperial Capital is serving as investment banker to the Company. The Skadden team includes Corporate Restructuring partners Lisa Laukitis and J. Gregory Milmoe (Boston), and associates Raquelle Kaye (Boston), Esther Adzhiashvili and AZ Biazar, as well as Corporate Restructuring and Bankruptcy Litigation partner Anthony Clark (Wilmington) and associate Cameron Fee (Wilmington); Banking partner Sarah Ward and associates Emily Stork, Shan Song (Chicago) and Katherine Webb; Tax partner Brian Krause and associate Joseph Soltis; and Corporate partner Richard Grossman (New York). Epiq Bankruptcy Solutions is the claims and noticing agent and maintains the Web site http://dm.epiq11.com/perfumania PFO GLOBAL: Trustee's Sale of Assets Approved --------------------------------------------- Judge Harlin DeWayne Hale of the U.S. Bankruptcy Court for the Northern District of Texas authorized Shawn K. Brown, the Chapter 11 Trustee of PFO Global, Inc., et al., to conduct a sale of assets by auction, or any other commercially reasonable means. The sale is on an "as is" basis without representation or warranty of title of any kind; and free and clear of all liens, claims or interests, which attach to the proceeds of the sale with the same force, effect, validity and priority that previously existed against the Assets. The liens of Dallas County will attach to the proceeds from the sale of any property in the State of Texas to the same extent and with the same priority as the liens they now hold against the property of the Debtors. The liens on these funds will be in the order of adequate protection. Furthermore, the claims and liens of Dallas County will remain subject to any objections any party would otherwise be entitled to raise as to the priority, validity or extent of such liens. These funds may be distributed in payment of Dallas County's secured tax claims upon agreement between Dallas County and the Debtors, or by subsequent order of the Court, duly noticed to Dallas County. The Order will be effective immediately upon entry. No automatic stay of execution pursuant to Bankruptcy Rule 6004(h) applies with respect to the Order. A copy of the list of Assets to be sold attached to the Order is available for free at: http://bankrupt.com/misc/PFO_Global_276_Order.pdf About PFO Global, Inc. PFO Global, Inc., and its affiliates are a consolidated group of companies that operate in the eyewear and lenses industry worldwide. Global owns 100% of the equity interests in Pro Fit Optix Holding Company, LLC. In turn, Holding owns 100% of the equity interests in Pro Fit Optix, Inc., PFO Technologies, LLC, PFO Optima, LLC, and PFO MCO, LLC. PFO Global, Pro Fit Optix Holding Company, Pro Fit Optix, PFO Technologies, PFO Optima, and PFO MCO, filed Chapter 11 petitions (Bankr. N.D. Tex. Lead Case No. 17-30355) in Dallas on Jan. 31, 2017. Rosa R. Orenstein, Esq., and Nathan M. Nichols, Esq., at Orenstein Law Group, P.C., serve as the Debtors' bankruptcy counsel. Haynes and Boone, LLP, is their special corporate and securities law counsel. Mahesh Shetty, a certified public accountant, is the Debtor's financial officer. In February 2017, a three-member panel was appointed as official committee of unsecured creditors in the Debtors' case. The Committee retained Shraiberg, Ferrara, Landau & Page, P.A., as legal counsel, and McCathern, PLLC as local counsel. Shawn K. Brown was appointed on June 21, 2017, as Chapter 11 Trustee to oversee the bankruptcy estate. PNEUMA INTERNATIONAL: Hires Tsao-Wu & Yee as General Counsel ------------------------------------------------------------ Pneuma International, Inc. filed an ex-parte application to the U.S. Bankruptcy Court for the Northern District of California, seeking authority to employ Tsao-Wu & Yee LLP as general bankruptcy counsel, nunc pro tunc to the August 25, 2017 filing date. The Debtor requires Tsao-Wu & Yee to: (a) advise the Debtor with respect to the powers and duties as Debtor-in-possession in the continued operation of the business and management of the Debtor's property; (b) take necessary action to avoid any liens against Debtor's property; (c) assist, advise and represent Debtor in their consultations with creditors regarding the administration of this case, including the creditors holding liens on the property; (d) take necessary action to stop foreclosure proceedings which may be in effect against any of the Debtors' property, specifically the property that is the Debtor's residence; (e) prepare on behalf of the applicant as Debtor-in-possession necessary applications, answers, orders, reports and other legal papers; (f) prepare on behalf of the Debtor as Debtor-in-possession a disclosure statement, a plan of reorganization, and representing Debtor at any hearing to approve the disclosure statement and to confirm the plan of reorganization; (g) assist, advise and represent the Debtor in any manner relevant to a review of any contractual obligations, and asset collection and dispositions; and (h) prepare documents relating to the disposition of assets. Tsao-Wu & Yee will be paid at these hourly rates: Nancy Weng, member $300 Paralegals $100 Tsao-Wu & Yee will also be reimbursed for reasonable out-of-pocket expenses incurred. The Debtor provided Tsao-Wu & Yee with a retainer of $30,000, including the filing fee of $1,717. Nancy Weng, member of Tsao-Wu & Yee, 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. Tsao-Wu & Yee can be reached at: Nancy Weng, Esq. TSAO-WU & YEE LLP 99 North First Street, Ste 200 San Jose, CA 95113 Tel: (408) 635-2334 Fax: (408) 890-4774 E-mail: nweng@trinhlawfirm.com About Pneuma International Pneuma International, Inc., doing business as EGPAK, is a manufacturer of coated and laminated packaging paper based in Hayward, California. EGPAK filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 17-42149) on Aug. 25, 2017. The petition was signed by Mikahel Chang, principal. The case is assigned to Judge Roger L. Efremsky. The Debtor is represented by Nancy Weng, Esq. at Tsao-Wu & Yee, LLP. At the time of filing, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. POSTO 9 LAKELAND: Wants to Use Sysco, et al.'s Cash Collateral -------------------------------------------------------------- Posto 9 Lakeland, LLC, seeks permission from the U.S. Bankruptcy Court for the Middle District of Florida to use income derived from its business operations to the extent the property is cash collateral nunc pro tunc to Sept. 6, 2017, immediately to pay expenses necessary to maintain its business, to maximize the return on its assets, and to otherwise avoid irreparable harm and injury to its estate. Secured creditors Sysco Central Florida, Inc., CenterState Bank of Florida, N.A., Corporation Service Company, Capital Advance Services, LLC, Fora Financing Advance, LLC, Knight Capital Funding, and Quick Bridge Funding, LLC, assert an interest in cash collateral. While CenterState is adequately protected by virtue of the equity in the real property, all other secured creditors asserting liens on the collateral are adequately protected by the equipment and the future receivables that will come to fruition due to Debtor's ongoing business operations, which are projected to be positive. In order to provide additional adequate protection of any interest of CenterState in the cash collateral, the Debtor proposes that: a. all income derived from the business operations of the Debtor will be deposited into the debtor-in-possession account; b. the Debtor will disburse funds from the DIP Account to pay the reasonable and customary expenses associated with the operation of the Debtor's business. The Debtor requests that a variance of expense line items of up to 10% per month and 10% cumulatively per month, be permitted without the need for further order of the Court. CenterState may approve a variance of more than 10% without further approval of the Court; c. the Debtor proposes to provide CenterState with monthly written reporting as to the status of its operations, collections, generation of accounts receivable, and disbursements in the same or similar format as has been historically provided by the Debtor. The Debtor submits that reporting requirements serve to adequately protect the interests of CenterState especially when coupled with the reporting requirements under the Bankruptcy Code and Bankruptcy Rules (such as monthly operating reports); d. in addition, the Debtor seeks authority to use cash collateral to the extent necessary to pay any deposits requested or required by any "utility" as "adequate assurance" of payment pursuant to Section 366(b) of the Bankruptcy Code; and e. further, the Debtor proposes the granting of replacement liens in any cash collateral acquired by the Debtor subsequent to the Petition Date to the same extent, validity, and priority of their respective liens in the cash collateral as of the Petition Date. The Debtor also proposes granting replacement liens to CSC and Sysco as adequate protection. As of the Petition Date, the Debtor's bank accounts at Citizen's Bank and Trust and CenterState reflect a balance totaling $12,649.36. The Debtor tells the Court that the use of cash collateral is necessary to maintain the Debtor's business operations, and preserve value of the Debtor's estate, avoiding immediate and irreparable harm to all creditors. The Debtor also proposes to use cash collateral in accordance with the budget for payment of necessary vendors, utilities, maintenance, and other ordinary business expenses related to the ongoing operations of the business. A copy of the Debtor's request is available at: http://bankrupt.com/misc/flmb17-07887-6.pdf About Posto 9 Lakeland Posto 9 Lakeland, LLC, is a privately held ompany that operates a Brazilian restaurant at 215 East Main Street Lakeland, Florida 33801, Polk County. Posto 9 Properties listed its business as a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). It owns in fee simple interest a real property located at 215 East Main Street, Lakeland, Florida 33801 valued at $2.39 million. Posto 9 Lakeland, LLC (Bankr. M.D. Fla. Case No. 17-07887) and affiliate Posto 9 Properties, LLC (Bankr. M.D. Fla. Case No. 17-07890) filed Chapter 11 bankruptcy petitions on Sept. 6, 2017. The petitions were signed by Marco Franca, manager. Judge Michael G. Williamson presides over the case. Eric D Jacobs, Esq., and David S. Jennis, Esq., at Jennis Law Firm serve as the Debtor's bankruptcy counsel. Posto 9 Lakeland listed $1,210,000 in total assets and $4,850,000 in total liabilities. Posto 9 Properties listed $2,410,000 in total assets and $3,800,000 in total liabilities. PRESSURE BIOSCIENCES: Amends 2.8M Shares Prospectus With SEC ------------------------------------------------------------ Pressure Biosciences, Inc. filed a fifth amendment to its Form S-1 registration statement with the Securities and Exchange Commission relating to the offering an aggregate of 2,777,778 shares of its common stock, $0.01 par value per share, and warrants to purchase 1,388,889 shares of its common stock. The Company amended the Registration Statement to delay its effective date. The Company expects the public offering price will be between $4.0625 and $4.9375 per share. The warrants will have an exercise price per share equal to 125% of the public offering price and expire five years from the date of issuance. A warrant to purchase one share of common stock will accompany every two shares of common stock purchased. The shares and warrants will trade separately. The Company's common stock is presently quoted on the OTCQB under the symbol "PBIO". The Company applied to have its common stock and warrants listed on The NASDAQ Capital Market under the symbols "PBIO" and "PBIOW," respectively. No assurance can be given that its application will be approved. On Aug. 4 , 2017, the last reported sale price for the Company's common stock on the OTCQB was $4.80 per share. There is no established public trading market for the warrants. No assurance can be given that a trading market will develop for the warrants. A full-text copy of the Form S-1/A is available for free at: https://is.gd/TnfmN3 About Pressure Biosciences Pressure BioSciences, Inc., headquartered in South Easton, Massachusetts, holds 14 United States and one foreign patent covering multiple applications of pressure cycling technology in the life sciences field. The Company also has 19 pending patents in the USA, Canada, Europe, Australia, China, and Taiwan. The Company has experienced negative cash flows from operations with respect to its pressure cycling technology business since its inception. As of June 30, 2017, the Company did not have adequate working capital resources to satisfy its current liabilities. Pressure Biosciences incurred a net loss of $2.7 million for the year ended Dec. 31, 2016, compared to a net loss of $7.41 million for the year ended Dec. 31, 2015. As of June 30, 2017, Pressure Biosciences had $2.12 million in total assets, $15.23 million in total liabilities and a total stockholders' deficit of $13.10 million. MaloneBailey LLP, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has a working capital deficit and has incurred recurring net losses and negative cash flows from operations. These conditions raise substantial doubt about its ability to continue as a going concern. PRICEVILLE PARTNERS: Trustee's Sale of Decatur Property Withdrawn ----------------------------------------------------------------- Judge Clifton R. Jessup, Jr. of the U.S. Bankruptcy Court for the Northern District of Alabama, withdrew the pending motion filed by Stuart M. Maples, Trustee for Priceville Partners, LLC, to sell the 50% undivided interest in the property located at 1007 Moulton Street West, Decatur, Alabama. The Debtor obtained a default judgment against Defendant Bill Steenson on Jan. 18, 2017, in Adversary Proceeding No. 16-80079-CRJ. On Feb. 17, 2017, the Court issued a Writ of Execution to the United States Marshal to seize the Property in order to satisfy the judgment against the Defendant. The hearing on the matter scheduled for Oct. 2, 2017 is vacated. About Priceville Partners Decatur, Alabama-based Priceville Partners, LLC, also known as Performance Auto Sales, is engaged in the sale of automobiles. Priceville Partners sought Chapter 11 protection (Bankr. N.D. Ala. Case No. 16-80675) on March 4, 2016, estimating $500,000 to $1 million in assets and $1 million to $10 million in debt. The case is assigned to Judge Clifton R. Jessup Jr. Lee R. Benton and Samuel C. Stephens, Esq., at Benton & Centeno, LLP, are the Debtor's bankruptcy attorneys. Andrew P. Campbell, Esq., and Todd Campbell, Esq., at the Law Firm of Campbell Guin, LLC, have been tapped as special counsel. On Sept. 23, 2016, the Debtor filed a disclosure statement, which explains its Chapter 11 plan of reorganization. Under the plan, each general unsecured creditor will be paid pro rata from available funds after all allowed administrative expense claims and Class 1 claims receive the treatment proposed by the plan. Stuart M. Maples was appointed as plan trustee. He is represented by Deanna S. Smith, Esq., at Maples Law Firm, PC. QUEST SOLUTION: Consultant Received Warrants, Not Options --------------------------------------------------------- Quest Solution, Inc., filed an amended Form 8-K with the Securities and Exchange Commission to revise the Form 8-K originally filed on Aug. 4, 2017, to correct certain inaccuracies in the Original 8-K. Specifically correcting that Mr. Carlos Jaime Nissensohn received warrants as opposed to options and correcting the total number of options issued. As disclosed in the Original Form 8-K, on Aug. 2, 2017, Quest Solution entered into a consulting agreement with Mr. Nissensohn. The Original 8-K referenced that the Consultant received 1,500,000 options but they were actually warrants with the same exercise price of $0.11 per share. On Nov. 17, 2014, the Company's board of directors adopted a Share Purchase Option Plan, whereby the Board may grant to directors, officers, employees, or consultants of the Company options to acquire shares of common stock in order to provide an inducement and serve as a long term incentive program. Pursuant to the Option Plan, on Aug. 2, 2017, the Board issued an aggregate of 3,500,000 options to purchase shares of common stock of the Company to directors and officers at an exercise price of $0.11 per share. The number of options issued under the Option Plan should be 3,500,000 rather than the 5,000,000 disclosed in the 8-K filed on Aug. 4, 2017. About Quest Solution Quest Solution, formerly known as Amerigo Energy, Inc., is a specialty systems integrator focused on field and supply chain mobility. The Company is also a manufacturer and distributor of consumables (labels, tags, and ribbons), RFID solutions, and barcoding printers. Founded in 1994, Quest is headquartered in Eugene, Oregon, with offices in the United States. As of April 14, 2017, the Company had a total of 62 full time employees and 1 part time employee. Quest's web site is located at http://www.QuestSolution.com/ Prior to 2008, the Company was involved in various unrelated business activities. From 2008-2014 the Company was involved in multiple businesses inclusive of an oil and gas investment company. Due to changes in market conditions, management determined to look for acquisitions which were positive cash flow and would provide immediate shareholder value. In January 2014, the first such acquisition was completed of Quest Marketing Inc. (dba Quest Solution, Inc.). The Company has acquired a significant working capital deficit and issued a substantial amount of subordinated debt in connection with its acquisitions. As of June 30, 2017, the Company had a working capital deficit of $14,940,888 and an accumulated deficit of $33,808,344. The Company said its continuation as a going concern is dependent upon its ability to generate sufficient cash flow to meet its obligations on a timely basis to obtain additional debt or equity financing for working capital or refinancing (restructuring of subordinated debt) as may be required and, ultimately, to attain profitable operations. The Company's independent accounting firm RBSM, LLP, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016. The auditors said the Company has a working capital deficiency and significant subordinated debt resulting from acquisitions. These factors raise substantial doubt about the Company's ability to continue as a going concern. Quest Solution incurred a net loss attributable to common stockholders of $14.21 million for the year ended Dec. 31, 2016, following a net loss attributable to common stockholders of $1.71 million for the year ended Dec. 31, 2015. As of June 30, 2017, Quest Solution had $27.47 million in total assets, $43 million in total liabilities and a total stockholders' deficit of $15.53 million. RAJYSAN INC: Liquidation Sale of Assets & Inventory by GAGP Okayed ------------------------------------------------------------------ Judge Peter H. Carroll of the US Bankruptcy Court for the Central District of California, Northern Division, authorized Rajysan, Inc., doing business as MMD Equipment, to (i) conduct a liquidation of specific assets and inventory; (ii) employ and retain GA Global Partners ("GAGP") to conduct the liquidation; and (iii) reject the lease of one non-residential parcel of real property located at 4175 Guardian Street, Simi Valley, California ("Premises"), and surrender of the leasehold interest. A hearing on the Motion is set for Sept. 13, 2017 at 10:00 a.m. All assets to be sold by the Debtor at the Sale will be sold free and clear of any and all liens, claims, and encumbrances, if any, with such liens, claims and encumbrances to attach to the net proceeds of the Sale in the same order, priority and force and effect as existed prior to the Sale. The Sale will specifically exclude those items identified with an asterisk (*) by the landlord in Exhibit "1" to its Limited Opposition. In accordance with 11 U.S.C. Section 327, the Debtor is authorized to retain GA Global Partners to conduct the Sale on the terms as set forth in the Motion and as supplemented in the reply and at the hearing on the Motion as follows: (i) 18% Buyer's Premium; (ii) no guaranteed payment by GA Global to Debtor; (iii) reimbursement of actual costs to GA Global not to exceed $25,000; (iv) rebate by GA Global to the Estate of 3% of the 18% Buyer's Premium after conclusion of the Sale; and (v) GA Global to pay up to $500 to have an auditor compare actual bids to GA Global's Closing Report. The lease for the Premises is deemed rejected effective Sept. 30, 2017 and Debtor will turn-over the Premises on Sept. 30, 2017, to Landlord Borstein Enterprises in "Broom Clean Condition" and that no hazardous materials will be left on the premises. Any decision by the Debtor to abandon any assets from the Sale will be on noticed motion with the advice and consent of the Committee. The Order will be a final order not subject to a stay under Federal Rules of Bankruptcy Procedure, Rule 6004. About Rajysan Inc Founded in 1984, Rajysan, Incorporated, is a wholesale distributor of industrial machinery and equipment. Based at Simi Valley, California, the Debtor filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-11363) on July 29, 2017. The petition was signed by Gurpreet Sahani, its president. At the time of filing, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. Judge Peter Carroll presides over the case. The Debtor is represented by Andrew Goodman, Esq., at Goodman Law Offices, APC. RANCHO ARROYO: Sale of Santa Barbara Property for $7M Approved -------------------------------------------------------------- Judge Peter H. Carroll the U.S. Bankruptcy Court for the Central District of California authorized Ranch Arroyo Grande, LLC's sale of real property located at 1530 Roble Drive, Santa Barbara, California, to Gregory W. Econn Trust for $7,000,000. A hearing on the Motion was held on Sept. 13, 2017 at 10:00 a.m. The Debtor is authorized to pay these from the sale proceeds directly from escrow: a. All commissions and closing costs; b. The real property taxes, assessments and penalties assessed against the Roble Property by the County of Santa Barbara; c. The secured claim of Wells Fargo Home Mortgage secured by a first deed of trust recorded July 28, 2003, as Instrument No. 2003-0100359 ("WF Deed of Trust") in full. WF may submit an updated payoff demand prior to close of escrow to ensure its secured claim secured by the WF Deed of Trust is paid in full. WF secured claim will not be surcharged in any way with the costs of sale, broker commissions, attorney's fees or any other administrative claims, costs or expenses in connection with the sale of the Roble Property. d. The secured claim of USI Servicing Inc. secured by a second deed of trust recorded Dec. 5, 2014, as Instrument No. 2014-0055724 in full. USI may submit an updated payoff demand prior to close of escrow to ensure its secured claim secured by the USI Deed of Trust is paid in full. USI secured claim will not be surcharged in any way with the costs of sale, broker commissions, attorney's fees or any other administrative claims, costs or expenses in connection with the sale of the Roble Property. After payment in full of the referenced secured claims, the Buyer will purchase the Property free and clear of any all remaining liens. Any remaining sale proceeds will remain in escrow pending further order of the Court. The 14-day stay provided under Federal Rule of Bankruptcy Procedure 6004(h) is waived. About Rancho Arroyo Grande Rancho Arroyo Grande, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 15-12171) on Oct. 30, 2015. The petition was signed by Christopher J. Conway, managing member. The case is assigned to Judge Peter Carroll. At the time of the filing, the Debtor disclosed $18.3 million in assets and $14.6 million in liabilities. The Debtor is represented by Karen L. Grant, Esq., at The Law Offices of Karen L. Grant. ROBERT TAYLOR: Sale of Interest in Catahoula Cattle at Auction OK'd ------------------------------------------------------------------- Judge John W. Kolwe of the U.S. Bankruptcy Court for the Western District of Louisiana authorized Robert Drew and Anissa Rose Taylor to sell all their interest in a number of cattle located on 550 acres of immovable property located in Catahoula Parish, Louisiana, leased from BG Denton, through Aug. 31, 2017, at Red River Livestock Auction. An expedited hearing on the Motion was held on Aug. 23, 2017, and continued to Sept. 6, 2017. The sale is subject to the normal fees and charges of the Livestock Auction for such sale. The sale is free and clear of all liens and encumbrances and in particular the lien of Catahoula LaSalle Bank and the United States of America, Department of Agriculture, Farm Services Agency, with the net proceeds, after payment of the normal fees and charges of Red River Livestock Auction for such sale, to be held in the trust account of the attorney for the Debtors, pending further orders of the Court. Robert Drew Taylor and Anissa Rose Taylor filed a voluntary petition seeking relief pursuant to Chapter 12 of Title 11 of the United States Code on March 14, 2017. Thereafter, the same was converted to one under Chapter 11 (Bankr. W.D. La. Case No. 17-80258) on June 8, 2017. Their Plan of Reorganization was filed on Aug. 21, 2017, providing for liquidation of unencumbered assets. ROOT9B HOLDINGS: Issues $600,000 Convertible Demand Notes --------------------------------------------------------- Root9B Holdings, Inc., issued on Sept. 7, 2017, secured convertible demand notes to certain of its existing secured debt holders with an aggregate principal amount of $600,000, along with warrants to purchase shares of the Company's common stock, par value $0.001 per share, representing 50% warrant coverage. The New Notes accrue interest at the rate of the lower of 18% per annum or the highest interest rate legally permissible, payable on each March 31, June 30, September 30 and December 31, commencing Sept. 30, 2017, until the earlier of (i) the entire principal amount being converted, (ii) 24 months from the date of issuance, or (iii) the Note is repaid. Each holder of the Notes may demand repayment of the Note at any time. Subject to receipt of approval from the Company's senior secured convertible promissory note holders, the Notes will be pari passu with the previously issued senior secured convertible notes. The Notes were also included as part of the Security Agreement, dated Sept. 9, 2016, by and among the Company and certain investors. The Company intends to use the proceeds to meet its payroll obligations and for other working capital purposes. Note Default The Company acknowledged that it was in default of the Notes immediately upon issuance. As of Sept. 8, 2017, the aggregate value of the unpaid principal amount of the Company's senior secured convertible debt (which includes the $600,000 Notes), together with the accrued but unpaid interest, was $12,381,219. As noted on Aug. 16, 2017, the Company received a foreclosure notice from the Secured Creditors that in order to satisfy the outstanding secured indebtedness, they intended to sell substantially all of the assets of the Company at an auction to conclude Sept. 28, 2017. There can be no assurances the Company will be successful in obtaining a waiver of default from any of its creditors or find a solution to its liquidity concerns. According to the Company, in the event it cannot obtain a waiver from its creditors, the value of the Company's securities would decline dramatically or become worthless. The Note and Warrant were issued and sold pursuant to exemptions from the registration requirements of the Securities Act of 1933, as amended, including Section 4(a)(2) thereof and Rule 506(b) of Regulation D thereunder, as well as comparable exemptions under applicable state securities laws, as transactions by an issuer not involving a public offering. About Root9B Holdings root9B Holdings (OTCQB: RTNB) -- http://www.root9bholdings.com/-- is a provider of Cybersecurity and Regulatory Risk Mitigation Services. Through its wholly owned subsidiaries root9B and IPSA International, the Company delivers results that improve productivity, mitigate risk and maximize profits. Its clients range in size from Fortune 100 companies to mid-sized and owner-managed businesses across a broad range of industries including local, state and government agencies. Root9B Technologies, Inc., changed its name to root9B Holdings, Inc., effective Dec. 5, 2016, and relocated its corporate headquarters from Charlotte, NC, to the current headquarters of root9B, its wholly owned cybersecurity subsidiary, in Colorado Springs, CO. Root9B reported a net loss of $30.48 million for the year ended Dec. 31, 2016, following a net loss of $8.33 million for the year ended Dec. 31, 2015. As of March 31, 2017, Root9B Holdings had $16.84 million in total assets, $15.80 million in total liabilities, and $1.03 million in total stockholders' equity. Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, noting that Company has suffered recurring losses from operations and has negative operating cash flows and will require additional financing to fund the continued operations. The availability of such financing cannot be assured. These conditions raise substantial doubt about its ability to continue as a going concern, the auditors said. RUTHANNE DREW: Sale of 2007 Nissan Altima to Garcia for $1K Okayed ------------------------------------------------------------------ Judge Randal S. Mashburn of the U.S. Bankruptcy Court for the Middle District of Tennessee authorized Ruthanne Lynn Drew's sale of 2007 Nissan Altima to Jose Garcia for $1,000. The Debtor owns the vehicle free and clear and is in possession of the title for the vehicle. Ruthanne Lynn Drew sought Chapter 11 protection (Bankr. M.D. Tenn. Case No. 16-00436) on Jan. 25, 2016. SABLE NATURAL: Files Chapter 11 Liquidation Plan ------------------------------------------------ Sable Natural Resources Corporation filed with the U.S. Bankruptcy Court for the Northern District of Texas a disclosure statement, dated August 31, 2017, describing its proposed plan of liquidation. Class 6 consists of all holders of Accounts Payable and Unsecured Note Holders, as well as any other unsecured creditors. The Unsecured Accounts Payable and Unsecured Note Holder claims will be canceled and extinguished with the dissolution of the Debtor. Allowed claims in this Class will receive an Available Cash Pro Rata share following the liquidation of the assets of the Debtor. This class is impaired. The funds necessary for the satisfaction of the creditors' claims shall be generated from liquidation the Debtor's assets. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/txnb16-34422-11-44.pdf About Sable Natural Resources Sable Natural Resources Corp. acquires, develops and produces oil and natural gas reserves from wells in carbonate reservoir. Sable Natural Resources filed for Chapter 11 protection (Bankr. N.D. Tex. Case No. 16-34422) on Nov. 11, 2016. The Company is represented by Joyce Lindauer of Joyce W. Lindauer Attorney, PLLC. The Debtor disclosed $20.24 million in assets and $3.19 million in liabilities. Subsidiary Sable Operating previously filed a Chapter 11 petition on Aug. 28, 2015, and emerged from that bankruptcy on Nov. 1, 2016. SAMSON RESOURCES: D. Jones Suit Withdrawn from Mediation -------------------------------------------------------- Magistrate Judge Mary Pat Thynge of the U.S. District Court for the District of Delaware addressed the case captioned DIANE S. JONES, Appellant, v. SAMSON RESOURCES CORPORATION, Appellee, Civil Action No. 17-879-RGA (D. Del.). Pursuant to paragraph 2(a) of the Procedures to Govern Mediation of Appeals from the U.S. Bankruptcy Court for the District dated Sept. 11, 2012, a teleconference was held on August 29, 2017, for an initial review and discussion with pro se appellant and counsel for appellees to determine the appropriateness of mediation in this matter. As a result of the screening process, the issues involved in this case are not amenable to mediation and mediation at this stage would not be a productive exercise, a worthwhile use of judicial resources nor warrant the expense of the process. Therefore, Judge Thynge recommends that the matter be withdrawn from the mandatory referral for mediation and proceed through the appellate process of this Court. The parties were advised of their right to file objections to this recommendation. The bankruptcy case is In re: SAMSON RESOURCES CORPORATION, et al., Chapter 11, Reorganized Debtors, DIANE S. JONES, Appellant, v. SAMSON RESOURCES CORPORATION, Appellee, Bankruptcy Case No. 15-11934 (CSS) (D. Del.). A full-text copy of Judge Thynge's Recommendation dated Sept. 5, 2017, is available https://is.gd/N66XBp from Leagle.com. Samson Resources Corporation, et al., Debtor, represented by John Henry Knight -- knight@rlf.com -- Richards, Layton & Finger, PA. Samson Resources Corporation, et al., Debtor, represented by Robert Charles Maddox -- maddox@rlf.com -- Richards, Layton & Finger, PA. Diane S. Jones, Appellant, Pro Se. Samson Resources Corporation, Appellee, represented by John Henry Knight, Richards, Layton & Finger, PA. The Settlement Trust, Appellee, represented by John Ramirez, pro hac vice, J. Christopher Shore -- cshore@whitecase.com -- White & Case LLP, pro hac vice, Michael J. Farnan – mfarnan@farnanlaw.com -- Farnan LLP & Michele J. Meises -- michele.meises@whitecase.com -- Weil, Gotshal & Manges LLP, pro hac vice. About Samson Resources Corporation Samson Resources Corporation, et al., filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 15-11934) on Sept. 16, 2015. Philip W. Cook, the executive vice president and CFO, signed the petition. The Debtors estimated assets and liabilities of more than $1 billion. Samson is an onshore oil and gas exploration and production company with interests in various oil and gas leases primarily located in Colorado, Louisiana, North Dakota, Oklahoma, Texas, and Wyoming. The Operating Companies operate, or have royalty or working interests in, approximately 8,700 oil and gas production sites. Samson was acquired by KKR and Crestview from Charles Schusterman in December 2011 for approximately $7.2 billion. The investor group provided approximately $4.1 billion in equity investments as part of the purchase price. Kirkland & Ellis LLP represents the Debtors as general counsel. Klehr Harrison Harvey Branzburg LLP is the Debtors' local counsel. Alvarez & Marsal LLC acts as the Debtors' financial advisor. Blackstone Advisory Partners L.P. serves as the Debtors' Investment banker. Garden City Group, LLC, serves as claims and noticing agent to the Debtors. Andrew Vara, acting U.S. trustee for Region 3, appointed three creditors of Samson Resources Corp. and its affiliated debtors to serve on the official committee of unsecured creditors. The Committee has tapped White & Case LLP as counsel and Farnan LLP as local counsel. * * * The Debtors have filed a plan of reorganization. The Creditors' Committee has filed a competing plan of liquidation. The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware entered on Feb. 13, 2017, an order confirming Samson Resources Corporation, et al.'s plan of reorganization. SENS MECHANICAL: Names Richard Gins as Bankruptcy Counsel --------------------------------------------------------- Sens Mechanical, Inc. seeks authorization from the U.S. Bankruptcy Court for the District of Maryland to employ the Law Office of Richard H. Gins, LLC as counsel. The Debtor requires the law firm to: (a) give the Debtor legal advice with respect to its powers and duties as debtor in possession in the continued operation of its business and management of its property; (b) prepare on behalf of the Debtor, applications, answers, orders, reports and other legal papers; and (c) perform all other legal services for Debtor which may be necessary herein. The law firm will be paid at these hourly rates: Richard H. Gins $400 Paralegal $125 The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Richard H. Gins, member of the law firm, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. The firm can be reached at: Richard H. Gins, Esq. THE LAW OFFICE OF RICHARD H. GINS, LLC 4710 Bethesda Avenue, Suite 204 Bethesda, MD 20814 Tel: (301) 718-1078 E-mail: richard@ginslaw.com About Sens Mechanical Sens Mechanical, Inc. -- http://www.sensmechanical.com/-- provides installation, repair, and maintenance solutions for electrical, plumbing, heating, and air conditioning needs in Berlin, Maryland. Sens Mechanical filed a Chapter 11 petition (Bankr. D. Md. Case No. 17-20880) on Aug. 11, 2017. The case is assigned to Judge Thomas J. Catliota. The Debtor is represented by Richard H. Gins, Esq. At the time of filing, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Roy Sens as president, who also sought bankruptcy protection (Bankr. D. Md. Case No. 17-18481) on June 21, 2017. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/mdb17-20880.pdf SHIRLEY NILSSON: Abramson Buying Los Angeles Property for $2.4M --------------------------------------------------------------- Shirley Rosalie Nilsson and Kjell Alfred B. Nilsson ask the U.S. Bankruptcy Court for the Central District of California to authorize the bidding procedures in connection with the sale of their right, title, and interest in the 4-unit residential unit, single family condominium located at 325-327 and 1/2 N. Genesee Ave., Los Angeles, California to Trevor Abramson and/or assignee for $2,400,000, subject to overbid. A hearing on the Motion is set for Oct. 3, 2017 at 11:00 a.m. The Debtors have entered into an agreement with Coldwell Banker to obtain assistance in selling the Property. The Agent has been actively marketing the Property for over three months, and placed a sign on the Property on May 16, 2017. The Agent received four formal offers to purchase the Property. The offer of the Buyer is the highest offer the agent has received to date. On July 28, 2017, the Buyer submitted the California Residential Income Property Purchase Agreement and Joint Escrow Instructions whereby the Buyer has agreed to buy and the Debtors agreed to sell the Property, on the terms and conditions in the Sale Agreement. After extensive negotiation, the Debtors and the Proposed Buyer have agreed on a final purchase price of $2,400,000. The Property is being sold on an "as is, where is" basis, with no warranties or representations of any kind; and free and clear of all liens, claims, and interests, with only certain liens attaching to the sales proceeds in the same manner and priority as under applicable law. The Buyer provided the Debtors with proof of funds, and has agreed to an initial deposit of $73,500, which the Debtors have deposited in Old Republic Title. The deposit will be refundable only if certain conditions to the sale are not satisfied. The real estate commission is 5% of the net sales price of the Property, or $120,000 which will be paid to the Debtors' Agent, to be split 2.5% ($60,000) to Coldwell Banker, and 2.5% ($60,000) to Lancelot Commercial. The Debtors have determined that it is in the best interest of the Estate to proceed with the sale to the Buyer for $2,400,000 subject to overbid. They ask approval for the Debtors to sell the Property on substantially the terms and conditions set forth in the Sale Agreement which reflects the material terms agreed to between the parties. The parties may agree on minor, non-material changes to the Sale Agreement before the hearing on the Motion. The salient terms of the Bidding Procedures are: a. Minimum Overbid: $2,425,000 b. Overbid Deadline: No later than 12:00 p.m. (PDT), two business days before the Sale Hearing c. Deposit: $73,500 d. Auction: All parties who have submitted timely bids and otherwise satisfied the foregoing requirements will be able to participate in an auction to be conducted at the hearing on the Motion. e. Bid Increments: $10,000 A copy of the APA and the Bidding Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/Shirley_Nilsson_134_Sales.pdf The Debtors propose to essentially distribute the sale proceeds in the following manner, which will generate net proceeds for the Estate: (i) payoff of the Deutsche Bank DOT (estimated through 10/06/2017) - $1,240,592; (ii) payoff of the Grandpoint Bank DOT (estimated through 10/06/2017) - $98,389; (iii) payoff of IRS Tax Lien (estimated through 10/06/2017) - $74,907; (iv) payoff on Abstract of Judgment filed by Midland Funding (estimated through 09/06/2017) - $3,915; (v) Brokers' Commissions (5% of net sales price, which will be paid 2.5%, ($60,000) to the Agent and 2.5% $60,000 to Lancelot Commercial - $120,000; (vi) Franchise Tax Board - mandatory withholding tax of 3.33% on sale of investment property - $79,920; (vii) title, taxes, recording charges (including City and County Transfer Fee to be paid by the Seller) - $18,077; (viii) Security Deposit for the Seller Rent Back for 60 days to the Buyer - $10,000; (ix) escrow charges - $3,351. The estimated net proceeds available to pay the allowed administrative and unsecured claims is $750,429. In compliance with Rule 6004(t)(1), the Debtors will provide a copy of the escrow closing statement to the Office of the United States Trustee within 10 days of the close of escrow. The preliminary title report reflects that there are four potential lienholders against the Property: (i) the Deutsche Bank National Trust Co., as Trustee for the Holders of the First Franklin Mortgage Loan Trust 2006-FF5, Mortgage Pass-Through Certificates, Series 2006-FF5, its assignees and/or successors, by and through its servicing agent Select Portfolio Servicing, Inc.; (ii) the Grandpoint Bank; (iii) the Internal Revenue Service; and (iv) the Midland Funding Abstract of Judgment. These claims will be paid in full at the close of escrow. It is anticipated that the Debtors' total tax liability for 2017, which includes Capital Gains Tax sale of the property, will be approximately $439,237. The facts reflect that the Debtors' decision to sell the Property is supported by sound business judgment because the price is fair and the sale will generate significant cash proceeds for the Estate. Specifically, the sales price is fair based upon the extensive marketing efforts on the Property. The sale price of $2,400,000 will net approximately $750,429 to the Estate for payment of administrative and unsecured claims. Accordingly, they ask the Court to approve the relief sought. The Debtors ask the Court to waive the 14-day stay provided under Rule 6004(h) of the Federal Rules of Bankruptcy Procedure. The Lienholders: DEUTSCHE BANK NATION TRUST CO. c/o McCarthy & Holthus, LLP 1770 Fourth Ave. San Diego, CA 101-2607 INTERNAL REVENUE SERVICE P.O. Box 1346 Philadelphia, PA 19101-7346 GRANDPOINT BANK c/o Spiwak & Iezza, LLP 555 Marin St., Suite 140 Thousand Oaks, CA 91360-4103 MIDLAND FUNDING, LLC P.O. BOX 2011 Warren, MI 48090-2011 Counsel for the Debtors: Benjamin Nachimson, Esq. WOOLF & NACHIMSON, LLP 15300 Ventura Blvd., Ste. 214 Sherman Oaks, CA 91403 Telephone: (310) 474-8776 Facsimile: (310) 919-3037 E-mail: ben.nachimson@wnlawyers.com Shirley Rosalie Nilsson and Kjell Alfred B. Nilsson sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 16-20729) on Aug. 12, 2016. The Debtors tapped Benjamin Nachimson, Esq., at Woolf & Nachimson, LLP as counsel. SIERRA CHEMICAL: Wants to Obtain $1.2M DIP Financing From Carus --------------------------------------------------------------- Sierra Chemical Co. seeks permission from the U.S. Bankruptcy Court for the District of Nevada to incur unsecured debt from Carus Corporation to fund the Debtor's continued operations. The Debtor seeks an order that Carus be granted an administrative priority for amounts advanced on the revolving line of credit under 11 U.S.C. Section 503(b)(1). Pursuant to the terms of the proposed financing, the Debtor will receive a line of credit from CARUS in the amount of $1.2 million, to allow Debtor to fund its estate, continue its day to day operations, including paying vendors which are now demanding COD terms for new orders, and to pay the Debtor's counsel and other retained professionals for services rendered on behalf of the Debtor's estate and its creditors. The line of credit would also be used to allow the Debtor to remain current in its debt service to its secured lender, Bank of America. The proposed DIP loan from the Debtor's owner and co-borrower under the Bank of America line of credit would be a continuation of the prior and procedure, except that instead of drawing on a line of credit from Bank of America, the Debtor will draw on a line of credit from Carus, with a cap placed at $1.2 million, and provide Carus with administrative expense status under Bankruptcy Code Section 503(b)(1) for distributions to the Debtor's estate. In order to meet its monthly operating expenses and monthly debt service, the Debtor requires an estimated $1,984,000 per month. The Debtor's income is estimated and averages $2 million per month. However, the Debtor anticipates at times having insufficient income in the short term to meet monthly operating expenses, debt service and to pay professionals, so will draw on the Carus line of credit to meet these needs until the Debtor's assets can be sold and proceeds and other funds received. The Debtor anticipates that sale proceeds will be more than adequate to pay all secured creditors and make a substantial distribution to unsecured creditors, but preparing for said sale will take time, necessitating the need for the DIP Loan. The Debtor says that without the credit line, it would be impossible for the Debtor to preserve the assets of the estate and pay for administrative costs. Bank of America has declined to advance the Debtor additional sums under the existing line of credit, so the Debtor would be forced to seek other alternative forms of financing, which would be more time consuming to procure and more costly to the estate, and which would ultimately work to the detriment of all the creditors of the estate. A copy of the Debtor's Motion is available at: http://bankrupt.com/misc/nvb17-51019-67.pdf Sierra Chemical Headquartered in Sparks, Nevada, Sierra Chemical Co., a Carus Group Inc. company, manufactures and distributes environmental chemicals for the municipal, agricultural, mining, and industrial markets. Founded in 1959, Sierra Chemical Co. -- http://www.caruscorporation.com/page/sierra-chemical-- started as a compressed gas supplier in Northern Nevada. The business grew to become a full line supplier to the industrial, mining, and municipal markets in Nevada. Sierra expanded into Northern California in the mid 1990's and established a production facility in Stockton, California. Sierra Chemical Co. was acquired by Carus Group Inc. in 2011. As a result, Sierra's product line has expanded to include CAIROX Potassium Permanganate, CARUSOL Sodium Permanganate, and the Carus Phosphates Family of products. Sierra Chemical filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 17-51019) on Aug. 30, 2017, estimating its assets at between $1 million and $10 million and liabilities at between $10 million and $50 million. The petition was signed by David J. Kuzy, president. Judge Bruce T. Beesley presides over the case. Robert R. Benjamin, Esq., Anthony J. D'Agostino, Esq., Caren A. Lederer, Esq., and Barbara L Yong, Esq., at Golan Christie Taglia LLP and Stephen R Harris, Esq., at Harris Law Practice LLC serve as the Debtor's bankruptcy counsel. SNAP INTERACTIVE: Will be Acquired by LiveXLive Media for $34-M --------------------------------------------------------------- LiveXLive Media, Inc., announced that it has entered into a merger agreement to acquire SNAP Interactive, Inc. SNAP has a wide array of mobile applications with users in 180 countries. As of June 30, 2017, SNAP had approximately 179,000 premium subscribers and approximately 45,000 new users joining per day. SNAP's revenue streams include subscriptions, virtual gifts, micro-transactions, and advertising. SNAP's history of innovation is well documented as a holder of 26 patents in video conferencing and gaming. The acquisition of SNAP will help LiveXLive rapidly bring consumers a greatly enhanced viewing experience through group video chat, and other social and relationship building features. LiveXLive will continue to operate SNAP's current slate of apps and will look to leverage its influencer network, LiveXLive Influencers -- with more than 85 million combined followers -- to drive awareness and new subscribers to SNAP's host of digital services. Additionally, LiveXLive plans to integrate SNAP's technology into LiveXLive's existing platform to enhance the LiveXLive online community experience and bring fans closer together around the bands and music they love. "We are building a unique, highly differentiated destination for music fans globally and are excited to add SNAP's robust live video expertise and technology, intellectual property and user base to the LiveXLive family," said LiveXLive's Chief Executive Officer and Chairman of the Board, Robert Ellin. "LiveXLive is committed to becoming a live social music network with experiential tools and features from SNAP to power our video content and live streams for music lovers," continued Mr. Ellin. "SNAP is pleased to be joining one of the newest and most disruptive names in music and live video entertainment. Our 18 years of pioneering technology in live video social networking applications is a perfect fit to power LiveXLive's vision. We look forward to being an integral part of an exciting LiveXLive ecosystem," remarked SNAP's Chairman of the Board, Jason Katz. Under terms of the merger agreement, LiveXLive will acquire SNAP through a merger of SNAP with and into a LiveXLive subsidiary, LXL Video Acquisition Corp, and following the merger, LXL Video will continue as the surviving corporation. The aggregate purchase price for the acquisition is approximately $34.0 million consisting of approximately $20.4 million in cash and approximately $13.6 million in shares of LiveXLive common stock, subject to adjustments as provided in the merger agreement. The closing of the proposed transaction is subject to certain conditions, including the completion by LiveXLive of an underwritten public offering generating aggregate gross proceeds of at least $100 million, as well as the filing of a Registration Statement on Form S-4 with the Securities and Exchange Commission. There can be no assurance that this merger will be consummated on the terms described herein, if at all. As a result of the public announcement of the Merger, the Company's previously announced cash repurchase program for up to $1.0 million of Company Common Stock in open market transactions pursuant to a stock repurchase plan agreement established in accordance with Rule 10b5-1 of the Exchange Act has been automatically terminated pursuant to the terms of the repurchase plan. The holders of in excess of 70% of the outstanding shares of Snap Interactive Common Stock approved the Merger and the Merger Agreement by written consent on Sept. 5, 2017. For more information about the transaction, see Snap Interactive's Current Report on Form 8-K filed with the SEC on Sept. 11, 2017, a copy of which is available for free at https://is.gd/7MnCZg A full-text copy of the Agreement and Plan of Merger is available for free at https://is.gd/LeCiSL About LiveXLive Media LiveXLive Media, Inc., is a premium streaming network devoted to live music and music-related video content. Since LiveXLive's launch in 2015, LiveXLive has been building an online destination for music fans to enjoy premium live performances from music venues and leading music festivals around the world, such as Rock in Rio, Outside Lands Music and Arts Festival and Hangout Music Festival, as well as premium original content, artist exclusives and industry interviews. The LiveXLive platform has featured performances and content from some of the most popular artists in various music genres, including Rihanna, Katy Perry, Metallica, Duran Duran, Radiohead, Chance The Rapper, Bruce Springsteen, Major Lazer and Maroon 5. For more information, visit its website at http://www.livexlive.comand follow the Company on Facebook, Instagram and Twitter at @livexlive. About Snap Interactive Snap Interactive, Inc. -- http://www.snap-interactive.com/-- is an Internet software company. Under its registered trademarks, the Company develops and operates computer software that enables spontaneous global real time audio/video conversation via the internet and operates a portfolio of dating applications. On Oct. 7, 2016, Snap Interactive and its wholly owned subsidiary, Snap Mobile Limited completed a business combination with privately-held A.V.M. Software, Inc. and its wholly owned subsidiaries, Paltalk Software Inc., Paltalk Holdings, Inc., Tiny Acquisition Inc., Camshare, Inc. and Fire Talk LLC in accordance with the terms of an Agreement and Plan of Merger, by and among SNAP, SAVM Acquisition Corporation, SNAP's former wholly owned subsidiary, AVM and Jason Katz, pursuant to which AVM merged with and into SAVM Acquisition Corporation, with AVM surviving as a wholly owned subsidiary of SNAP. A.V.M Software, Inc. and Tiny Acquisition Inc. were formed under the laws of the State of New York, and Snap Interactive, Inc. Paltalk Software Inc., Paltalk Holdings, Inc., Camshare, Inc. and Fire Talk LLC were formed under the laws of the State of Delaware. Snap Mobile Limited is a United Kingdom corporation. As of March 12, 2017, the Company had 57 employees. The Company believes that its future success depends in part on its continued ability to hire, assimilate and retain qualified personnel. The Company attracts and retains employees by offering training, bonus opportunities, competitive salaries and a comprehensive benefits package. Snap Interactive reported a net loss of $1.45 million on $20.98 million of total revenue for the year ended Dec. 31, 2016, compared with a net loss of $265,926 on $20.12 million of total revenue for the year ended Dec. 31, 2015. For the six months ended June 30, 2017, the Company reported a net loss of $2.52 million. As of June 30, 2017, Snap Interactive had $25.78 million in total assets, $6.75 million in total liabilities and $19.03 million in total stockholders' equity. SOLARWINDS HOLDINGS: S&P Alters Outlook to Stable on Cost Savings ----------------------------------------------------------------- S&P Global Ratings revised the outlook to stable from negative and affirmed its ratings on Austin-based SolarWinds Holdings Inc., including its 'B' corporate credit rating. S&P said, "At the same time, we affirmed our 'B+' issue-level rating and '2' recovery rating on the company's $1.825 billion first-lien credit facility, consisting of a $125 million revolving credit facility due 2021 and a $1.7 billion first-lien term loan due 2023. The '2' recovery rating indicates our expectation of substantial (70%-90%; rounded estimate 70%) recovery in the event of a default scenario. In addition, we affirmed our 'CCC+' issue-level rating and '6' recovery rating on the company's $680 million second-lien notes due 2024. The '6' recovery rating indicates our expectation of negligible (0%-10%; rounded estimate 5%) recovery in the event of a default scenario." "The outlook revision reflects our view that SolarWinds has successfully integrated its acquisition of LOGICnow, with cost synergies achieved as expected with no further risk of disruption to operations," said S&P Global Ratings credit analyst Geoffrey Wilson. SOUTHEAST PROPERTY: Case Summary & 5 Unsecured Creditors -------------------------------------------------------- Debtor: Southeast Property Group, LLC c/o Mark A. Mintz Jones Walker LLP 201 St. Charles Ave., Suite 5100 New Orleans, LA 70170 Business Description: Southeast Property filed as a "single asset real estate business". It is the fee simple owner of 14.38 acres of land in Lafayette Parish, Louisiana, valued by the Company at $1.10 million. NAICS (North American Industry Classification System) 4-Digit Code that Best Describes Debtor: 5313 Case No.: 17-12468 Chapter 11 Petition Date: September 15, 2017 Court: United States Bankruptcy Court Eastern District of Louisiana (New Orleans) Judge: Hon. Elizabeth W. Magner Debtor's Counsel: Mark A. Mintz, Esq. JONES, WALKER, ET AL 201 St. Charles Street, 49th Floor New Orleans, LA 70170 Tel: (504) 582-8368 Fax: (504) 589-8368 Email: mmintz@joneswalker.com Total Assets: $1.10 million Total Liabilities: $1.54 million The petition was signed by Michael Peralta, member/manager. A full-text copy of the petition containing, among other items, a list of the Debtor's five largest unsecured creditors, is available for free at http://bankrupt.com/misc/laeb17-12468.pdf SPI ENERGY: Co-COO Resigns Due to Health Reason ----------------------------------------------- Mr. Minghua Zhao had resigned as the co-chief operating officer of SPI Energy Co., Ltd.'s China business and a director of the board of directors of the Company due to personal health reason. Mr. Zhao's resignation took effect on Sept. 6, 2017. The Company's Chief Operating Officer Mr. Hoong Khoeng Cheong has assumed Mr. Minghua Zhao's role and been appointed as director of the board of directors of the Company, effective Sept. 6, 2017. About SPI Energy SPI Energy Co., Ltd. -- http://investors.spisolar.com/-- is a global provider of photovoltaic (PV) solutions for business, residential, government and utility customers and investors. SPI Energy focuses on the EPC/BT, storage and O2O PV market including the development, financing, installation, operation and sale of utility-scale and residential PV projects in China, Japan, Europe and North America. The Company operates an online energy e-commerce and investment platform in China, as well as B2B e-commerce platform offering a range of PV and storage products in Australia. The Company has its operating headquarters in Hong Kong and maintains global operations in Asia, Europe, North America and Australia. SPI Energy reported a net loss of $185 million on $191 million of net sales for the year ended Dec. 31, 2015, compared to a net loss of $5.19 million on $91.6 million of net sales for the year ended Dec. 31, 2014. As of June 30, 2016, SPI Energy had $549.4 million in total assets, $415.0 million in total liabilities, and $134.4 million in total stockholders' equity. KPMG Huazhen LLP, in Shanghai, China, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that SPI Energy Co., Ltd., and its subsidiaries have suffered significant losses from operations and have a negative working capital as of Dec. 31, 2015. In addition, the Group has substantial amounts of debts that will become due for repayment in 2016. The auditors said these factors raise substantial doubt about the Group's ability to continue as a going concern. SRAM LLC: S&P Alters Outlook to Positive & Affirms 'B' CCR ---------------------------------------------------------- S&P Global Ratings revised its outlook on Chicago-based SRAM LLC to positive from stable and affirmed the 'B' corporate credit rating. S&P said, "At the same time, we affirmed our 'B' issue-level ratings, with a '3' recovery rating, on the company's senior secured credit facilities (consisting of a $40 million revolver due 2022 and a $570 million term loan due 2024). The '3' recovery rating represents meaningful recovery (50% to 70%; rounded estimate: 55%) prospects for lenders in the event of a payment default. "The outlook revision to positive reflects our increased confidence that SRAM LLC's leverage will improve to the 4x area by the end of 2018, from the projected mid-4x area at the end of 2017, largely because of continued EBITDA growth from new and existing products, the stabilization of the company's distribution network, and the continued dedication of available free cash flow for debt repayment. We believe leverage in the 4x area could provide sufficient cushion compared to our 5x upgrade threshold so that SRAM could withstand a moderate downturn in operating performance or a modest unexpected negative event without materially breaching that threshold. "The positive outlook reflects our increased confidence that SRAM's leverage will improve to the 4x area by the end of 2018, from the projected mid-4x area at the end of 2017, largely because of continued EBITDA growth from new and existing products, the stabilization of the company's distribution network, and the continued dedication of available free cash flow for debt repayment. We believe leverage in the 4x area could provide sufficient cushion compared to our 5x upgrade threshold so that SRAM could withstand a moderate downturn in operating performance or a modest unexpected negative event without materially breaching that threshold. "We could revise the outlook to stable if revenue and EBITDA volatility increases, to where we believe the company could have peak lease-adjusted leverage above 5x. Although unlikely, we could lower the rating if EBITDA interest coverage were to decrease below 2x as a result of weaker than expected operating performance that leads to EBITDA declines. We could also consider lower ratings if we believe the company would sustain adjusted debt to EBITDA above 7x. "We would consider higher ratings if OEM and aftermarket volumes continue on the current upward trend past the anniversary of Red eTap and Eagle product launches, and we become confident that revenue and EBITDA growth can cause lease-adjusted leverage to stay below our 5x upgrade threshold incorporating high future potential volatility in the business." STARCO VENTURES: Trustee Selling Unit 505 to Laws for $375K ----------------------------------------------------------- Maynard "Mike" D. Luetgert, the Chapter 11 Trustee of Starco Ventures, Inc., asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the sale of Condo Unit 505, located at 18320 Gulf Blvd., Redington Shores, Pinellas County, Florida, to John Law and Helen Law for $375,000. Objections, if any, must be filed within seven days from the date of service of Notice. On the Petition Date, the primary assets of the Estate were the following condominium units located in the San Remo Condominium in Redington Beach, Florida: Units 104, 105, 202, 207, 301, 306, 307, 401, 402, 403, 503, 505, 506, 604 and 607, San Remo Condominium Association of Redington Shores, Inc., a condominium and time share plan, as per the Declaration of Condominium thereof as recorded in Official Record Book 5571, Pages 1309, et. seq., re-recorded in Official Records Book 5643, Pages 1217, et. seq., and Amendments recorded in Official Records Book 5652, Pages 1540, et. seq., and Official Records Book 6232, Pages 1201, et. seq., according to the Plat thereof as recorded in Condominium Plat Book 69, Pages 114 through 119, inclusive, all of the Public Records of Pinellas County, Florida, incl. Book 6518, Page 518, et. Seq. ("Original Units"). Title to the Original Units was quieted in favor of the Debtor pursuant to that certain Judgment entered on May 20, 2015 in Adv. Pro. No. 8:13-ap-00994-KRM. Thereafter, the Trustee determined, in his best business judgment, that the sale of certain of the Original Units was the best way to monetize the Estate's interest therein for the benefit of the Debtor's Estate and its creditors. Accordingly, the Trustee previously sought and obtained Court approval to sell Units 202, 207, 306, 307, 401, 403, 503, 506, and 607 of the Original Units free and clear of liens in August 2015, and to sell Unit 104 in September 2016. Pursuant to the terms of Section VII of the Second Amended Chapter 11 Liquidating Plan for Starco Ventures, Inc. Proposed by San Remo Condominium Association of Redington Shores, Inc., which was confirmed by the Order Approving Disclosure Statement, Confirming Second Amended Chapter 11 Liquidating Plan for Starco Ventures, Inc., and Scheduling Status Conference entered on Oct. 31, 2016, the Plan is to be effectuated through the sale of Units 105, 301, 402, 505, and 604. In accordance with the Plan and Confirmation Order, the Trustee sold Units 301, 402, and 604 in January 2017. The Trustee has entered into a new contract to sell Unit 505 the Buyers. The parties have agreed on the terms and conditions under which the Unit 505 Buyers will purchase Unit 505 for a total consideration of $375,000. Unit 505 was originally offered post-confirmation at $495,000. No offers were received and in January 2017, the price was reduced to $465,000. In March 2017, an offer of $420,000 was received contingent on the buyers selling their current residence. The buyers were unable to sell their residence, and that contract was cancelled. The Trustee continued to market the property at a price of $445,000 through June 2017, and no offers were received. In July 2017, the Trustee reduced the asking price to $425,000. On Aug. 6, 2017, the Trustee received a $373,000 offer from Kent A. Stout and Michelle A. Graveline, which offer he countered at $375,000 which was accepted. Mr. Stout and Ms. Graveline, however, ultimately cancelled their contract on Aug. 22, 2017 due to concerns over the financial wherewithal of the San Remo Condominium Association. Thereafter, on Aug. 26, 2017, the Trustee received the $375,000 offer from the Unit 505 Buyers, which offer he accepted. Unit 505 will be purchased on an "as is, where is, with all faults" basis, and no representations or warranties. The sale of Unit 105 will be free and clear of all liens, claims, and interests with such liens, claims and interests attaching to the sale proceeds pending later distribution pursuant to further Order of the Court. At closing, the Trustee will provide the Unit 505 Buyers with a trustee's deed for Unit 505. Subject to the terms and conditions set forth and the Unit 505 Contract, the sale of the Unit will be consummated 15 days after the Court enters its Order approving the sale of the Unit. A copy of the Contract attached to the Notice is available for free at: http://bankrupt.com/misc/Starco_Ventures_531_Sales.pdf The Trustee believes that the sale of Unit 505 as set forth is fair and reasonable. In the judgment of the Trustee and for the reasons set forth, it is unlikely that a significantly higher sale price for Unit 505 would be achieved through further marketing, and any potential increase in the sale price would be likely exceeded by the additional costs associated with maintaining Unit 505 during such additional marketing period. The Purchaser: John and Helen Law 1111 N Broad Street Allentown, PA 18104-2911 About Starco Ventures Headquartered in Seminole, Florida, Starco Ventures, Inc., filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 13-05326) on April 24, 2013, estimating its assets at between $1 million and $10 million and debt at between $10 million and $50 million. The petition was signed by Antoinette Van Putte, president. Judge K. Rodney May presides over the case. Leon A. Williamson, Jr., Esq., at Leon A. Williamson, Jr., P.A., serves as the Debtor's bankruptcy counsel. Maynard D. Luetgert was appointed Chapter 11 Trustee of Starco Ventures, Inc., on July 19, 2013. STATEWIDE UTILITY: Plan Outline Okayed, Plan Hearing on Oct. 11 --------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California is set to hold a hearing on October 11 to consider approval of the Chapter 11 plan of reorganization for Statewide Utility Construction, Inc. The hearing will be held at 1:30 p.m., at Courtroom 301. The bankruptcy court on September 5 approved the company's disclosure statement, allowing it to start soliciting votes from creditors. The order set an October 5 deadline for creditors to file their objections and cast their votes accepting or rejecting the restructuring plan. About Statewide Utility Construction Statewide Utility Construction, Inc. filed a Chapter 11 bankruptcy petition (Bankr. C.D.Cal. Case No. 16-18986) on October 7, 2016. Andrew S. Bisom, Esq., at The Bisom Law Group serves as bankruptcy counsel. The Debtor's assets and liabilities are both below $1 million. SUBDIVISION OF SILVER: Full Payment for Unsecureds Over 60 Months ----------------------------------------------------------------- Subdivision of Silver City, LLC filed with the U.S. Bankruptcy Court for the Southern District of Texas a disclosure statement describing its plan of reorganization. The plan proposes to pay Class 5 allowed unsecured creditors in full over 60 months with equal quarterly payments beginning on April 15, 2018. Payments and distributions under the Plan will be funded by rental income and from the sale of condominiums. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/txsb17-32789-34.pdf About Subdivision of Silver City Subdivision of Silver City, LLC, based in Willis, Texas, filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 17-32789) on May 1, 2017. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. Peter W. Hill, managing member, signed the petition. The Hon. Jeff Bohm presides over the case. Margaret M. McClure, Esq., at the Law Office of Margaret M. McClure, serves as bankruptcy counsel. No official committee of unsecured creditors has been appointed in the Debtor's case. SUNSET PARTNERS: May Continue Using Cash; Hearing on Oct. 31 ------------------------------------------------------------ The Hon. Joan N. Feeney of the U.S. Bankruptcy Court for the District of Massachusetts authorized Sunset Partners, Inc., and Bema Restaurant Corporation to collect and use prepetition assets, including cash collateral, in which the secured creditors claim security interests. A hearing to consider the approval of the further use of cash collateral is set for Oct. 31, 2017, at 10:30 a.m. Objections must be filed by Oct. 27, 2017. A copy of the court order is available at: http://bankrupt.com/misc/mab17-12178-108.pdf As reported by the Troubled Company Reporter on Aug. 16, 2017, the Court authorized the Debtors to collect and use prepetition assets, including cash collateral, in which the secured creditors claim security interests. About Sunset Partners and Bema Sunset Partners, Inc., is a Massachusetts corporation that owns and operates two Boston area restaurants: the Sunset Grill & Tap located at 130 Brighton Avenue, Allston, MA; and, the Sunset Cantina located at 916 Commonwealth Avenue, Brookline, MA. Affiliate Bema Restaurant Corporation, dba Patron's, is a Massachusetts corporation that owns and operates a Boston area restaurant called Patrons, which is located at 138 Brighton Avenue, Allston, MA. Sunset Partners filed for Chapter 11 bankruptcy protection (Bankr. D. Mass. Case No. 17-12178) on June 7, 2017, disclosing $1.05 million in total assets and $5.67 million in total liabilities. Bema Restaurant Corporation filed a Chapter 11 petition (Bankr. D. Mass. Case No. 17-12434) on June 29, 2017, disclosing $1.12 million in assets and $4.45 million in liabilities. The petitions were signed by Marc Berkowitz, president. The cases are jointly administered and assigned to Judge Joan N. Feeney. David B. Madoff, Esq., and Steffani Pelton Nicholson, Esq., at Madoff & Khoury LLP, are serving as bankruptcy counsel to the Debtors. Verdolino & Lowey, P.C., is the Debtors' accountant. No trustee, examiner, or official committee has been appointed in the Chapter 11 cases. SUNSHINE HOME: Sale of Assets to Appl Orchard for $100K Approved ---------------------------------------------------------------- Judge Robert D. Berger of the U.S. Bankruptcy Court for the District of Kansas authorized Sunshine Home Health Care, Inc.'s sale of substantially all assets to Appl Orchard, Inc., for $100,000. The sale is free and clear of liens, claims, setoffs, recoupments, debts, interests and other encumbrances. The Acquired Assets specifically excludes any accounts receivables and bank account balances as of the date of closing, without imposition of transfer fees. The stay contained in Rule 6004(h) is waived. Pursuant to Rules 6004(g) and 6006(d) of the Federal Rules of Bankruptcy procedure, the Order will not be stayed for 10 days after its entry and will be effective and enforceable immediately upon entry. About Sunshine Home Health Care Sunshine Home Health Care, Inc., is a full-service home health care agency serving the greater Kansas City, KS area. It posted gross revenue of $3.23 million in 2016 and $3.78 million in 2015. Sunshine Home Health Care filed a Chapter 11 petition (Bankr. D. Kan. Case No. 17-20797) on May 5, 2017, disclosing $75,501 in assets and $1.62 million in liabilities. Vanessa Trobough, president, signed the petition. The case is assigned to Judge Robert D. Berger. The Debtor is represented by Colin N. Gotham, Esq., at Evans & Mullinix, P.A. TEXAS RHH: Hires Mitchell Law Firm as Counsel --------------------------------------------- Texas RHH, LLC seeks authorization from the U.S. Bankruptcy Court for the Northern District of Texas to employ Gregory W. Mitchell and The Mitchell Law Firm, L.P., as counsel. In order to effectuate a reorganization, propose a Plan of Reorganization and effectively move forward in its bankruptcy proceeding, the Debtor desires to employ Mitchell Law. Mitchell Law will be paid at these hourly rates: Partners $325 Associates $225 Paralegals/Legal Assistants $75-$95 Mitchell Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Gregory W. Mitchell 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. Mitchell Law can be reached at: Gregory W. Mitchell, Esq. THE MITCHELL LAW FIRM, L.P. 12720 Hillcrest Road, Suite 625 Dallas, TX 75230 Tel: (972) 463-8417 Fax: (972) 432-7540 E-mail: greg@mitchellps.com About Texas RHH LLC Texas RHH, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-43385) on August 21, 2017. The petition was signed by Misty Brady, its sole member who also filed Chapter 11 petition (Bankr. N.D. Tex. Case No. 17-41120) on March 20, 2017. Texas RHH, LLC is into home health care services business and is a small business debtor as defined in 11 U.S.C. Section 101(51D). It is affiliated with BP Chaney, LLC, which filed for bankruptcy protection (Bankr. N.D. Tex. Case No. 17-42793) on July 3, 2017. 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. TRANSMAR COMMODITY: Lender Wants Auditor to Turn Over E-mails ------------------------------------------------------------- Pete Brush, writing for Bankruptcy Law360, reports that the counsel for lender ABN AMRO Capital USA LLC has asked the Hon. James L. Garrity Jr., of the U.S. Bankruptcy Court for the Southern District of New York to compel auditor Demetrius Berkower LLC to turn over e-mail messages crucial to the bank's probe on Transmar Commodity Group Ltd.'s fraud-tinged fall into insolvency. Law360 recalls that a hearing on the motion was set to take place Sept. 26. About Transmar Commodity Group Transmar Commodity Group Ltd. filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 16-13625) on Dec. 31, 2016. The petition was signed by was signed by Peter G. Johnson, chairman, president and chief executive officer. At the time of filing, the Debtor estimated assets and liabilities between $100 million and $500 million. The Debtor is represented by Joseph L. Schwartz, Esq., Tara J. Schellhorn, Esq., and Rachel F. Gillen, Esq., at Riker Danzig Scherer Hyland & Perretti LLP. The Debtor has engaged Tracy L. Klestadt, Esq., Joseph C. Corneau, Esq., and Christopher J. Reilly, Esq., at Klestadt Winters Jureller Southard & Stevens, LLP, as local counsel; and GORG as German special counsel. The Debtor has hired DeLoitte Transactions and Business Analytics LLP as its restructuring advisor; and Donlin, Recano & Company, Inc., as its claims and noticing agent. The Office of the U.S. Trustee has appointed three creditors of Transmar Commodity Group to serve on the official committee of unsecured creditors. The Committee tapped Tarter Krinsky & Drogin, LLP, as counsel. TRANSPLACE HOLDINGS: S&P Assigns 'B-' CCR, Outlook Stable --------------------------------------------------------- S&P Global Ratings assigned its 'B-' corporate credit rating to Frisco, Texas-based Transplace Holdings Inc. The outlook is stable. S&P said, "At the same time, we assigned our 'B-' issue-level rating and '3' recovery rating to the company's proposed first-lien facility (which comprises a $90 million revolver and a $390 million first-lien term loan). The '3' recovery rating indicates our expectation for meaningful (50%-70%; rounded estimate: 50%) recovery in the event of a default. "In addition, we assigned our 'CCC' issue-level rating and '6' recovery rating to the company's proposed $120 million second-lien term loan. The '6' recovery rating indicates our expectation for negligible (0%-10%; rounded estimate: 0%) recovery in the event of a default." Logistics management and services provider Transplace Holdings Inc. is being acquired by TPG Capital for a combination of debt and equity. Transplace is issuing a first-lien facility (which comprises a $90 million revolver and a $390 million first-lien term loan) and a $120 second-lien term loan to help fund the acquisition. S&P said, "The 'B-' corporate credit rating on Transplace reflects our expectation that the company's leverage will remain high following the proposed transaction with a debt–to-EBITDA metric of more than 7x. Transplace competes in the large and fragmented transportation management sector. Companies in this sector exhibit relatively low profit margins but also require little capital investment." Transplace has historically grown through organic growth as well as by acquiring smaller companies, which allowed the company to quickly expand its customer base, geographic footprint, and product offerings. Transplace operates in all regions of the U.S and maintains some operations in Mexico and Canada. The company also has well-diversified end-market exposures with very little customer concentration. S&P believes that Transplace's diversification and variable cost structure make it somewhat more resilient to economic downturns. The company offers transportation management services, which include providing information systems to facilitate the management of a company's supply chain and distribution; the management of those activities; and brokering the truck, railroad, and shipping transportation that connect its customers with transportation providers. It can be cost efficient for companies to outsource their logistics management needs to Transplace in order to focus on their core business. Once Transplace has secured a position managing a company's supply chain there tends to be a high contract renewal rate because shifting from one logistics provider to another entails some risk of disruption for their customers. The company's reported gross revenue includes a substantial amount of expenses from transportation providers that it simply passes through to its customers, which therefore entails little risk for Transplace. Accordingly, most logistics companies--particularly those that own few assets--tend to have low profit margins. S&P said, "Still, Transplace's margins and its return on capital are lower than those at some other logistics companies that we rate. Our assessment of Transplace's business risk also incorporates the competitive pricing inherent in the logistics industry and the company's significant, but fairly modest, market share. "Although we forecast that Transplace's revenue and earnings will increase modestly over the next year, we expect the company to remain highly leveraged. The proposed transaction will cause the company's adjusted debt-to-EBITDA to increase to around 7.5x in 2017 and remain over 7.0x through 2019. We expect that the company's funds-from-operations (FFO)-to-debt ratio will remain around 7%-8% during that period. "We anticipate that the company's gross revenue growth, combined with its low capital spending requirements and lack of debt maturities over the next year, will allow it to generate some free cash flow. Nevertheless, we expect management to use any excess cash for acquisitions, debt reduction, or dividends to the company's financial sponsor." S&P's base-case scenario assumes: -- U.S. GDP growth of 2.2% in 2017 and 2.3% in 2018; -- Gross revenue increasing by around 20% in 2017 due to recent acquisitions and low-single digit percent area in 2018; -- Capital spending of $10 million-$15 million annually; and -- EBITDA margins remaining in the low-single digit percent area. Based on these assumptions, S&P arrives at the following credit measures: -- Debt-to-EBITDA of 7.0x-7.5x in 2017 and 2018; and -- FFO-to-debt of around 7%-8% in 2017 and 2018. S&P said, "The stable outlook on Transplace reflects our expectation that the company will continue to generate organic growth, benefit from its recent acquisitions, and remain highly leveraged while maintaining appropriate credit ratios for the current rating. "We could raise our ratings on Transplace over the next 12 months if the company experiences better-than-expected operating results, uses its free operating cash flow to repay its debt, and reduces its debt-to-EBITDA below 6.5x or raises its FFO-to-debt ratio above 9%. We would also need management to commit to maintain these ratios going forward. "We could lower our ratings on Transplace if the company is more aggressive than we expect in pursuing debt-financed growth opportunities or if its operating results weaken from current levels and cause its liquidity position to deteriorate such that we revise our liquidity assessment to weak or come to believe that its leverage is no longer sustainable over the long term." TRIAD GUARANTY: Professional Claims Settled in Latest Plan ---------------------------------------------------------- Triad Guaranty Inc. and Wolfgang Holdings, LLC, filed with the U.S. Bankruptcy Court for the District of Delaware an amended disclosure statement with respect to their joint amended plan of reorganization. This latest filing provides that certain professionals have agreed to settle their professional claims in connection with a confirmed Plan. The settlements are as follows: * Womble Carlyle Sandridge & Rice, LLP, former counsel to the Debtor, asserts that it holds a Professional Claim in the amount of approximately $2,000,000. WSCR has agreed to the complete satisfaction of its Professional Claim by accepting as consideration (a) all amounts already paid to WCSR during the Case, which are $496,082.80 in fees and $70,720.32 in expenses; (b) the balance of its retainer from the Debtor, in the amount of $21,429.50; and (c) $50,000 in Cash, without the need for further application to the Court, and has waived any other claim against the Debtor on account of any Professional Claim it may hold or assert. The total allowed Professional Claim for WCSR, therefore, is $638,232.62. WCSR is not required to file any further or final application for allowance of its Professional Claim. * Morrison & Foerster LLP, former counsel to the Debtor, may hold a Professional Claim in excess of $2,000,000. M&F has agreed to the complete satisfaction of its Professional Claim by accepting as consideration all amounts already paid to Morrison & Foerster during the Case, which are $121,389.80 in fees and $3,939.15 in expenses, without the need for further application to the Court, and has waived any other claim against the Debtor on account of any Professional Claim it may hold or assert. The total allowed Professional Claim for M&F, therefore, is $125,328.95. M&F is not required to file any further or final application for allowance of its Professional Claim. * KPMG LLP asserts that it holds a Professional Claim in the amount of no less than approximately $45,770. KPMG has agreed to the complete satisfaction of its Professional Claim by accepting as consideration $5,000 in Cash without the need for further application to the Court and has waived any other claim against the Debtor on account of any Professional Claim it may hold or assert. The total allowed Professional Claim for KPMG, therefore, is $5,000. KPMG is not required to file any further or final application for allowance of its Professional Claim. * Ernst & Young LLP asserts that it holds a Professional Claim in the amount of no less than approximately $140,348.57. E&Y has agreed to the complete satisfaction of its Professional Claim by accepting as consideration $55,000 in Cash without the need for further application to the Court and has waived any other claim against the Debtor on account of any Professional Claim it may hold or assert. The total allowed Professional Claim for E&Y, therefore, is $55,000. E&Y is not required to file any further or final application for allowance of its Professional Claim. The settlements with WCSR, M&F, KPMG, and E&Y are contingent upon confirmation of the Plan. In the event that the Plan is not confirmed, these settlements are not binding. A copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/deb13-11452-523.pdf About Triad Guaranty Winston-Salem, N.C.-based Triad Guaranty Inc. (OTC BB: TGIC) -- http://www.triadguaranty.com/-- is a holding company that historically provided private mortgage insurance coverage in the United States through its wholly-owned subsidiary, Triad Guaranty Insurance Corporation. TGIC is a nationwide mortgage insurer pursuing a run-off of its existing in-force book of business. In December 2012, the Company's mortgage insurer subsidiary, Triad Guaranty Insurance Corporation, was placed into rehabilitation, whereby the Illinois Department of Insurance was vested with possession and control over all of TGIC's assets and operations. On May 30, 2013, the magistrate judge for the U.S. District Court of the Middle District of North Carolina issued an order denying the Company's motion to dismiss a class action lawsuit against the company and two of its former officers. Shareholders filed the class action suit in 2009, claiming the company misled investors about poor financial results caused by improper underwriting procedures. Triad Guaranty Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No. 13-11452) on June 3, 2013. The Company estimated assets of at least $100 million and liabilities of less than $50,000. Thomas M. Horan, Esq., at Shaw Fishman Glantz & Towbin LLC replaced Womble Carlyle Sandridge & Rice, LLP, as counsel to the Debtor. Thomas M. Horan, Esq., previously worked at Womble Carlyle Sandridge & Rice, LLP. The Debtor tapped Donlin, Recano & Company, Inc., as claims and noticing agent. TSAWD HOLDINGS: Unsecureds to be Paid 11% Under TSA Caribe Plan --------------------------------------------------------------- TSA Caribe Inc., an affiliate of TSAWD Holdings Inc., on September 5 filed with the U.S. Bankruptcy Court for the District of Delaware its proposed Chapter 11 plan of liquidation. The liquidating plan proposes to pay creditors from the net proceeds generated from the disposition of all of the company's assets. Most of TSA Caribe's assets before it filed for bankruptcy were inventory. After it sold its inventory and other assets (primarily fixtures and equipment) and made certain payments, the company is holding as much as $4.2 million in cash. The company also owned and leased three locations but rejected the lease agreements for these locations following the liquidation of its inventory. Under the proposed liquidating plan, creditors holding Class 3 general unsecured claims will be paid 11% of their claims. Class is impaired and general unsecured creditors are entitled to vote to accept or reject the plan. The funds utilized to make cash payments under the plan have been or will be generated from, among other things, cash on hand and the proceeds of sale, liquidation or other disposition of the assets, according to TSA Caribe's disclosure statement filed on September 5. A copy of the disclosure statement is available for free at https://is.gd/6MYLTU About TSAWD Holdings Inc. TSAWD Holdings Inc., formerly known as Sports Authority Holdings, and its affiliates are sporting goods retailers with roots dating back to 1928. The Debtors currently operate 464 stores and five distribution centers across 40 U.S. states and Puerto Rico. The Debtors offer a broad selection of goods from a wide array of household and specialty brands, including Adidas, Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and Fitness, Nike, The North Face, and Under Armour, in addition to their own private label brands. The Debtors employ 13,000 people. TSAWD and six of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to 16-10533) on March 2, 2016. The petitions were signed by Michael E. Foss as chairman and chief executive officer. The Debtors have engaged Robert A. Klyman, Esq., Matthew J. Williams, Esq., Jeremy L. Graves, Esq., and Sabina Jacobs, Esq., at Gibson, Dunn & Crutcher LLP as general counsel; Michael R. Nestor, Esq., Kenneth J. Enos, Esq., and Andrew L. Magaziner, Esq., at Young Conaway Stargatt & Taylor, LLP as co-counsel; Rothschild Inc. as investment banker; FTI Consulting, Inc., as financial advisor; and Kurtzman Carson Consultants LLC as notice, claims, solicitation, balloting and tabulation agent. Andrew Vara, Acting U.S. trustee for Region 3, appointed seven creditors of Sports Authority Holdings Inc. to serve on the official committee of unsecured creditors. Lawyers at Pachulski Stang Ziehl & Jones LLP represent the Official Committee of Unsecured Creditors. * * * In May 2016, the Delaware Court allowed Sports Authority to proceed with the liquidation of all of its roughly 450 stores across the country after the Debtors resolved or beat out about 100 objections to the sale. Judge Mary F. Walrath approved an agreement for a joint venture of Gordon Brothers Retail Partners LLC, Hilco Merchant Resources LLC and Tiger Capital Group LLC to conduct going out of business sales. The Joint Venture won an auction for the Debtors' inventory. The Debtors failed to obtain a winning going-concern bid at a May 17, 2016 auction. In July 2016, Judge Walrath approved the sale of the Debtors' intellectual property and more than two dozens of property leases to Dick's Sporting Goods Inc. A Wall Street Journal report, citing anonymous sources, said Dick's bid was for $15 million. TUPELO BUYER: Moody's Assigns B3 CFR; Outlook Stable ---------------------------------------------------- Moody's Investors Service assigned a B3 Corporate Family Rating (CFR) and a B3-PD Probability of Default Rating to Tupelo Buyer, Inc. Concurrently, Moody's assigned B2 ratings to the company's first lien senior secured revolving and term loan facilities and a Caa2 rating to the second lien senior secured term loan. Proceeds from the new credit facilities along with a sponsor equity contribution will be used to fund the approximate $920 million acquisition of Transplace by TPG Capital. Tupelo Buyer, Inc. will merge into Transplace Holdings, Inc. upon close of the transaction with Transplace Holdings, Inc. acting as the borrower going forward. The rating outlook is stable. RATINGS RATIONALE The B3 rating considers Transplace's modest scale, the company's weak balance sheet with elevated financial leverage as well as the highly competitive nature of the third party logistics (3PL) space that constrains profitability. The rating favorably considers Transplace's transportation management (TM) business (comprised of TM fees and TM Services), a segment that generates a relatively stable revenue stream accounting for 62% of sales. Moody's views the TM segment as being an important ratings driver as it creates multiple cross-selling opportunities for 3PL services while also entrenching the company with its existing customers due to the contractual and the sticky nature of the business. Tempering considerations include the company's reliance on the TM segment for the majority of its earnings and its vulnerability to potential technological or pricing disruptions by larger competitors. Transplace benefits from relatively stable end markets such as food and beverage for a portion of its revenue, but Moody's believes there is cyclical exposure because end markets also include industrial and discretionary products that would likely experience lower volumes in weaker economic periods. Transplace has a track record of robust topline growth (2014-2016 organic sales in the high single-digits) and Moody's expects this solid growth trajectory to continue over the next few years driven by a growing customer emphasis on improving logistical costs and efficiencies through the outsourcing of their freight management. The company's non-TM 3PL service offerings such as truck brokerage and intermodal tend to be lower margin businesses, reflecting the highly competitive markets in which Transplace operates. Brokerage and intermodal earnings have shown lackluster growth over the last two years although this has been mitigated by solid earnings growth in the TM segment. Pro forma Debt-to-EBITDA of about 6x (after Moody's standard adjustments) is elevated and will limit near-term financial flexibility, although Moody's anticipates a relatively good liquidity profile over the coming quarters. The stable rating outlook considers the favorable demand environment for outsourced logistics and the recurring nature of Transplace's transportation management segment, both of which, are expected to support a stable operating profile. Moody's expects Transplace to maintain a good liquidity profile. Over the next 12 months, Moody's projects positive free cash flow generation with free cash flow-to-debt likely to be in the mid- single-digits. Pro forma for the transaction cash balances of $5 million will be modest. Mandatory amortization on term debt is minimal and the company has no principal obligations due until 2024. External liquidity is provided by an undrawn $90 million revolving credit facility that matures in 2022. The revolver is expected to contain a springing first lien net leverage ratio that comes into effect if usage under the facility exceeds 35%. Over the next twelve months, Moody's anticipates modest usage under the revolver and expect the company to maintain comfortable cushions relative to the springing covenants. Any upgrade would be predicated on strong financial performance in Transplace's key transportation management segment as well as the continuation of a good liquidity profile with FCF-to-Debt consistently in the mid to high single-digits. The ratings could be upgraded if Transplace were to reduce leverage such that Moody's adjusted Debt-to-EBITDA was expected to be sustained below 5.0x. Given the company's small size, Moody's would expects Transplace to maintain credit metrics that are stronger than levels typically associated with companies at the same rating level. A weakening of Transplace's competitive standing within transportation management or any expectation of lower TM sales and earnings would create downward rating pressure. The ratings could be downgraded if liquidity were to weaken such that free cash flow generation was expected to be flat or negative, or if the company became more reliant on revolver borrowings to fund its day-to-day operations. The ratings could be downgraded if Debt-to-EBITDA is expected to be sustained at or higher than 7x. The following is a summary of rating actions: Issuer: Tupelo Buyer Inc. Corporate Family Rating, assigned B3 Probability of Default Rating, assigned B3-PD $90 million 1st lien senior secured revolver due 2022, assigned B2 (LGD3) $390 million 1st lien senior secured term loan due 2024, assigned B2 (LGD3) $120 million 2nd lien senior secured term loan due 2025, assigned Caa2 (LGD5) Outlook, assigned Stable Transplace Holdings, Inc., headquartered in Frisco, Texas, is a provider of transportation logistics solutions in the US, Mexico and Canada. Its service offering includes Transportation Management and a variety of third party logistics solutions including international freight movement, truck brokerage and intermodal. Pro forma net revenues for the twelve months ended June 2017 are approximately $230 million. The principal methodology used in these ratings was Global Surface Transportation and Logistics Companies published in May 2017. WEBSTER RESTAURANTS: Plan to be Funded from Rental Income --------------------------------------------------------- Webster Restaurants, Ltd., filed with the U.S. Bankruptcy Court for the Southern District of Texas a disclosure statement describing its plan of reorganization. Class 5 is the general unsecured claim of the Internal Revenue Service. The Debtor is in the process of filing its 2016 income tax return and does not owe the IRS. This claim will be withdrawn once the income tax return is processed. Class 6 consists of the insider claims. During the plan term, no insider will receive any distributions or reimbursements, including Gibraltar Finance & Management, Inc., which is owed $1,500,000, and Carpe-Diem-Webster, Ltd., who lent the Debtor money during the pendency of this chapter 11 bankruptcy proceeding. No salaries will be paid to any insider during the term of the chapter 11 plan. Payments and distributions under the Plan will be funded by rental income. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/txsb17-32793-40.pdf About Webster Restaurants Webster Restaurants, Ltd., based in Houston, Texas, filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 17-32793) on May 1, 2017. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by David J. Felt, president of GP, Healthcare Logistics, Inc. The Hon. Jeff Bohm presides over the case. Margaret M. McClure, Esq., at the Law Office of Margaret M. McClure, serves as bankruptcy counsel. WOMEN AND BIRTH: Court Approves Appointment of Julia D. Kyte as PCO ------------------------------------------------------------------- Judge William T. Thurman of the U.S. Bankruptcy Court for the District of Utah issued an order approving the appointment of Julia D. Kyte as the Patient Care Ombudsman in the Chapter 11 case of Women and Birth Care, Inc. About Women and Birth Care Inc. Women and Birth Care, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Utah Case No. 17-27013) on August 11, 2017. Rebecca McInnis, president, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of less than $500,000. Judge William T. Thurman presides over the case. WYNIT DISTRIBUTION: U.S. Trustee Forms 5-Member Committee --------------------------------------------------------- The U.S. Trustee for Region 12 on September 15 appointed five creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of WYNIT Distribution, LLC, and its affiliates. The committee members are: (1) Canon USA Inc. Address: One Canon Park Melville, NY 11747 Contact Person: Seymour Liebman Phone: 631-330-5191 Email: sliebman@cusa.canon.com (2) DayMen Asia Limited DayMen US Inc. DayMen Canada Acquisition Address: 1435 North McDowell Blvd, Suite 200 Petaluma, CA 94954 Contact: Person: Lauren Reed Phone: 707-827-4053 Email: lreed@dayman.com (3) Lifeprint Products, Inc. Address: 4667 Golden Foothill Parkway, Suite 102 El Dorado Hills, CA 95762 Contact Person: Timothy S. Martin Phone: 408-316-1487 Email: tim@lifeprintphotos.com (4) Quicken, Inc. Address: 3760 Haven Avenue Menlo Park, CA 94025 Contact Person: John Eichhorn Phone: 650-387-0397 Email: john.eichhorn@quicken.com (5) Symantec Corporation Address: 501 E. Middlefield Road, Office #L1124 Mountain View, CA 94043 Contact Person: David Gondorf Phone: 650-527-2014 Email: David_Gondorf@symantec.com Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About WYNIT Distribution LLC WYNIT Distribution, LLC is an international distributor of products from the top brands in the consumer electronics, photo, wide format printing, security and outdoor leisure and adventure industries. With headquarters in Greenville, South Carolina, the Debtor serves a wide range of customers ranging from large national retailers to independent resellers through business units and strategically located distribution facilities in the U.S. and Canada. Founded in 1987, the Debtor's mission is to improve the competitive position of its customers and suppliers. WYNIT Distribution and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Minn. Lead Case No. 17-42726) on September 8, 2017. The petitions were signed by Pete Richichi, chief operating officer. The cases are assigned to Judge Kathleen H. Sanberg. At the time of the filing, WYNIT Distribution disclosed that it had estimated assets and liabilities of $100 million to $500 million. XTREME MACHINING: Pa. L&I Says Reorganization Not Feasible ---------------------------------------------------------- The Commonwealth of Pennsylvania, Department of Labor & Industry, Unemployment Compensation Fund filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania an objection to Xtreme Machining, LLC's plan of reorganization dated Aug. 15, 2017, saying that reorganization is not feasible. L&I is a claimant in this Chapter 11 proceeding, having filed a claim at Claim No. 10-2 for prepetition secured unemployment compensation taxes in the amount of $27,781.27, pre-petition priority UC taxes in the amount of $10,128.35 and an amended administrative claim in the amount of $6,130.99. The Debtor has not paid post-petition taxes since filing the Bankruptcy petition. L&I asserts that the Plan: a. does not comply with 11 U.S.C. Section 1129(a)(9)(c) as it does not provide for payment of L&I's priority claim within 60 months of the petition date; b. does not provide for Unemployment Compensation's statutory rate of 9% for the secured and priority claim as set forth in 43 P.S. Section 788; and c. does not provide for the payment of the administrative claim prior to the commencement of the plan as required by 11 U.S.C. Section 1129 (a)(9)(A). The Debtor made a payment in May 2017 in the amount of approximately $3,000, representative of the post-petition taxes due at that time, which subsequently was returned for non-sufficient funds. The failure to timely remit post-petition taxes during the pendency of the bankruptcy is a sign that reorganization is not feasible, L&I says. A copy of the Objection is available at: http://bankrupt.com/misc/pawb16-70309-187.pdf L&I is represented by: Jennifer M. Irvin Department of Labor & Industry 301 Fifth Avenue Suite 230 Pittsburgh PA 15222 Tel: (412)565-2622 Fax: (412)880-0286 E-mail: jeirvin@pa.gov About Xtreme Machining Xtreme Machining, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W. Pa. Case No. 16-70309) on April 22, 2016. The petition was signed by Robert A. Zelenky, president. The case is assigned to Judge Jeffery A. Deller. At the time of the filing, the Debtor estimated its assets at $500,000 to $1 million and liabilities at $1 million to $10 million. ZETTA JET: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor affiliates that filed Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Zetta Jet USA, Inc. 17-21386 FKA Advanced Air Management, Inc. 10676 Sherman Way Burbank, CA 91505-0000 Zetta Jet PTE Ltd. 17-21387 10676 Sherman Way Burbank, CA 91505-0000 Business Description: Zetta Jet is a luxury jet operator based in Singapore. Zetta Jet is a Federal Aviation Administration certificated air carrier and the first only part 135 operator authorized to conduct Polar flights, enabling Zetta Jet to optimize routes without limitation. Zetta Jet's fleet of aircraft are equipped with KuBand wi-fi, are capable of flying the longest routes, and have the most advanced navigational instruments on board. Zetta Jet has sales and support offices in New York, London, San Jose, Shanghai and Singapore. Web site: http://www.zettajet.com/ NAICS (North American Industry Classification System) 4-Digit Code that Best Describes Debtor: 0000 Chapter 11 Petition Date: September 15, 2017 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judges: Hon. Sandra R. Klein (17-21386) Hon. Sheri Bluebond (17-21387) Debtors' Counsel: Ron Bender, Esq. LEVENE, NEALE, BENDER, YOO & BRILL L.L.P. 10250 Constellation Blvd Ste 1700 Los Angeles, CA 90067 Tel: 310-229-1234 Email: rb@lnbyb.com - and - John-Patrick M Fritz, Esq. LEVENE, NEALE, BENDER, YOO & BRILL L.L.P. 10250 Constellation Blvd Ste 1700 Los Angeles, CA 90067 Tel: 310-229-1234 Fax: 310-229-1244 Email: jpf@lnbyb.com Estimated Estimated Assets Liabilities --------- ----------- Zetta Jet USA, Inc. $50M-$100M $50M-$100M Zetta Jet PTE Ltd. $50M-$100M $50M-$100M The petitions were signed by Michael A. Maher, chief executive officer and president. Full-text copies of the petitions are available for free at: http://bankrupt.com/misc/cacb17-21386.pdf http://bankrupt.com/misc/cacb17-21387.pdf Debtors' List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Bombardier (Learjet Inc.) Contract $15,135,000 7761 West Kellogg Liquidated Coldwater, KS 67029 Damages Martin Bruyere Email:martin.bruyere@aero.bombardier.com Rolls-Royce Trade Debt $4,190,941 Deutschland Ltd & Co KG PO Box 31 Derby, DE24 8BJ United Kingdom Michael Mechler Tel: +49 33708 6-1739 Mobile: +49 171 614 6555 Email: michael.mechler@rolls-royce.com World Fuel Svcs Trade Debt $4,083,965 (Singapore) Pte Ltd 238A Thomson Road #08-01/10 Novena Square Tower A 307684 Singapore Calvin Chia Office: +65 6215 6942 Mobile: +65 9155 7799 Email: cchia@wfscorp.com Universal Fuels, Inc. (UVAir) Trade Debt $2,757,332 1150 Gemini Street Houston, TX 77058 Ms. Amen Fung Phone: +852-2109 2130 Email: afung@univ-wea.com CAE SimuFlite, Inc. Trade Debt $2,264,166 POB 619119 2929 W. Airfield TX Dallas, TX 75261 Nathan Metzler Tel: +1 214 952-8669 Email: nathan.metzler@cae.com Hongkong & Shanghai Banking Credit Card $2,083,449 Corp Ltd Services Robinson Road P.O.Box 896 901746 Singapore Ashlyn Lim Tel: 65 6658 6927 Email: ashlynlim@hsbc.com.sg Scout Aviation II, LLC Engine $1,337,377 Trafalgar Court, 2nd Maintenance Floor East Wing Admiral Park, Saint Peter Port Guernsey, GY1 3EL Guernsey Tel: 44 1481 729466 Fax: 44 1481 729499 Universal Weather & Trade Debt $1,196,724 Aviation Inc. (UWA) 1150 Germini Street Houston, TX 77058-2708 Ms. Amen Fung Tel: +852-2109 2130 Fax: 1-713-943 4640 Email: afung@univ-wea.com Festin Management Engine $708,006 2808 NE 1st Avenue Maintenance Wilston Manners, FL 33334 James Torrey Jimmy Jets Tel: 954 682 1807 Hanergy [Yoda Aviation] Trade Debt $652,363 10th Fl, KeJi Mansion, #28 of TianZhu Rd ShunYi District, Beijing, China John Zhang Tel +86 10 83914567(7797) Fax +86 10 83914666 Email: zhangbin@hanergy.com Corporate Jet Support Trade Debt $525,466 1 Graphic Place Moonachie NJ 07074 Moonachie, NJ 07074 Whitne Keenan Tel: 201-490-9296 Email: wkeenan@corpjetsupport.com Eurocontrol Trade Debt $475,649 Rue De la Fusee 96 Bruxelles, Bruxelles-Capitale 1130 Belgium Nancy Coveliers Tel + 32 2 729 38 40 Email: nancy.coveliers@eurocontrol.int Associated Energy Trade Debt $441,085 Group, LLC (AEG Fuel) PO Box 5606, 165, Hwy 50 Stateline, NV 89449 Victor Pena Tel: +1.305.913.5253 Ext 109 Fax: +1.305.262.6080 Email: vpena@aegfuels.com Tongda Air Service Trade Debt $412,480 B-7-D, Fuhua Mansion, No.8 Chaoyangmen North Street Dongcheng District, Beijing 100027 China Tel +86 10 6554 6588/6388 Email: tongda@tdas-intl.com Wex Bank Trade Debt $368,328 33548 Treasury Center Chicago, IL 60694-3500 Kiran Patel Email: Kiran.Patel@wexinc.com Jeppesen Sanderson, Inc. Trade Debt $365,488 55 Inverness Drive East Englewood, CO 80112-5498 Doris Fuller Tel: 303-328-4320 Fax: 303-328-4115 Email: doris.fuller@jeppesen.com UVair European Trade Debt $364,274 Fuelling Svcs Ltd Office 10-14, Wing 5 Shannon Arpt Shannon, Co. Clare Ireland Ms. Amen Fung Tel: +852-2109 2130 Fax: 1-713-943 4640 Email: afung@univ-wea.com ARINC Direct Trade Debt $324,678 2551 Riva Road M/S 6-2566 Annapolis, MD 21401-7465 Saira Kanchwala Tel: +65 98179217 Email: sfk@arinc.com SN 1360, LLC Rent and $295,386 2808 NE 1st Avenue (contingent) Wilston Manners, FL Engine 33334 Maintenance James Torrey for $37,200 Jimmy Jets Tel: 954 682 1807 Jet Support Trade Debt $232,282 Services (JSSI) 180 N. Stetson Ave. 29th Floor Chicago, IL 60601-6704 Richard Schumacher Tel: 312.644.7651 Email: RSchumacher@jetsupport.com [*] Rehmann's Charles Hoebeke Named INSOL International Fellow -------------------------------------------------------------- Charles "Chip" Hoebeke, director of the Turnaround, Restructuring, and Insolvency practice at Rehmann, completed INSOL International's prestigious Global Insolvency Practice course, earning the designation of INSOL fellow. INSOL, the International Association of Restructuring, Insolvency and Bankruptcy, is a worldwide federation of national associations for accountants and lawyers that focus their practices on turnaround and insolvency. There are currently 40 member associations globally with more than 10,000 professionals participating as members of INSOL International. Mr. Hoebeke achieved this esteemed recognition by completing INSOL's Global Insolvency Practice Course, an advanced educational qualification curriculum focused on international insolvency. The one-year program held classes in London and Sydney, as well as online activities that included a virtual court room and real-time negotiations for a restructuring plan involving multiple jurisdictions. "I'm very proud to be named an INSOL fellow and thank Rehmann for supporting me and allowing me to seize this opportunity," said Mr. Hoebeke. "With no more than a handful of fellows serving as financial advisors in the U.S., this qualification gives Rehmann a competitive edge in both the local and global insolvency market." Admission to the course is limited, and Mr. Hoebeke was among 21 fellows to graduate from the competitive course this year. Mr. Hoebeke is one of only 24 fellows in the U.S. "It is with great pleasure that I congratulate Chip on his INSOL designation," said Jim Carpp, principal and director of consulting. "Rehmann is committed to the professional development of our associates, and Chip's successful completion of the INSOL program demonstrates his commitment to the profession. The knowledge he gained will help strengthen Rehmann's international insolvency capabilities." Mr. Hoebeke has been with Rehmann for over 19 years, and is the leader of the firm's Turnaround, Restructuring, and Insolvency practice. He has served as a court appointed receiver, a chief restructuring officer, and worked in many out-of-court settings. He is also an active member of Nexia International and the National Association of Federal Equity Receivers. He is heavily involved with the International Insolvency Committees in both organizations and most recently chaired the Inaugural National Association of Federal Equity Receivers (NAFER) International Offshore meeting in the Cayman Islands. In addition to his designation as an INSOL International fellow, he is a certified public accountant and a certified insolvency and restructuring advisor. Mr. Hoebeke is a graduate of Aquinas College with a Bachelor of Science degree with dual majors in accounting and business administration. About Rehmann Rehmann -- http://www.rehmann.com/-- is a fully integrated financial services firm of CPAs & consultants, wealth advisors and corporate investigators dedicated to providing clients proactive ideas and solutions to help them prosper professionally and personally. The firm offers a cross-functional team approach that gives clients direct access to a professional in any available service. Rehmann has nearly 800 associates in Michigan, Ohio and Florida. Rehmann is an independent member of Nexia International, offering clients a global approach. [^] BOND PRICING: For the Week from Sept. 11 to 15, 2017 -------------------------------------------------------- Company Ticker Coupon Bid Price Maturity ------- ------ ------ --------- -------- AM Castle & Co CASL 7.000 58.000 12/15/2017 AM Castle & Co CASL 12.750 64.875 12/15/2018 AM Castle & Co CASL 12.750 64.875 12/15/2018 Alpha Appalachia Holdings Inc ANR 3.250 0.010 8/1/2015 American Eagle Energy Corp AMZG 11.000 0.933 9/1/2019 Amyris Inc AMRS 9.500 60.652 4/15/2019 Armstrong Energy Inc ARMS 11.750 11.000 12/15/2019 Armstrong Energy Inc ARMS 11.750 11.750 12/15/2019 Atwood Oceanics Inc ATW 6.500 99.000 2/1/2020 Avaya Inc AVYA 10.500 5.250 3/1/2021 Avaya Inc AVYA 10.500 0.557 3/1/2021 BPZ Resources Inc BPZR 6.500 3.017 3/1/2015 BPZ Resources Inc BPZR 6.500 3.017 3/1/2049 Bon-Ton Department Stores Inc/The BONT 8.000 35.000 6/15/2021 BreitBurn Energy Partners LP / BreitBurn Finance Corp BBEP 7.875 4.875 4/15/2022 BreitBurn Energy Partners LP / BreitBurn Finance Corp BBEP 8.625 4.750 10/15/2020 BreitBurn Energy Partners LP / BreitBurn Finance Corp BBEP 8.625 5.500 10/15/2020 BreitBurn Energy Partners LP / BreitBurn Finance Corp BBEP 8.625 5.500 10/15/2020 Buffalo Thunder Development Authority BUFLO 11.000 36.375 12/9/2022 Caesars Entertainment Operating Co Inc CZR 5.750 86.250 10/1/2017 Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018 Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018 Chukchansi Economic Development Authority CHUKCH 9.750 55.000 5/30/2020 Chukchansi Economic Development Authority CHUKCH 9.750 53.375 5/30/2020 Cinedigm Corp CIDM 5.500 35.000 4/15/2035 Claire's Stores Inc CLE 9.000 56.250 3/15/2019 Claire's Stores Inc CLE 8.875 13.075 3/15/2019 Claire's Stores Inc CLE 7.750 13.000 6/1/2020 Claire's Stores Inc CLE 9.000 53.250 3/15/2019 Claire's Stores Inc CLE 9.000 48.250 3/15/2019 Claire's Stores Inc CLE 7.750 13.000 6/1/2020 Cobalt International Energy Inc CIE 2.625 18.980 12/1/2019 Cumulus Media Holdings Inc CMLS 7.750 31.977 5/1/2019 DFC Finance Corp DLLR 10.500 55.893 6/15/2020 DFC Finance Corp DLLR 10.500 55.375 6/15/2020 Denbury Resources Inc DNR 7.250 48.250 12/1/2017 EV Energy Partners LP / EV Energy Finance Corp EVEP 8.000 40.625 4/15/2019 EXCO Resources Inc XCO 7.500 15.000 9/15/2018 EXCO Resources Inc XCO 8.500 16.375 4/15/2022 Egalet Corp EGLT 5.500 50.000 4/1/2020 Emergent Capital Inc EMGC 8.500 48.861 2/15/2019 Energy Conversion Devices Inc ENER 3.000 7.875 6/15/2013 Energy Future Holdings Corp TXU 6.500 13.750 11/15/2024 Energy Future Holdings Corp TXU 11.250 70.125 11/1/2017 Energy Future Holdings Corp TXU 6.550 20.125 11/15/2034 Energy Future Holdings Corp TXU 10.875 70.125 11/1/2017 Energy Future Holdings Corp TXU 10.875 39.500 11/1/2017 Energy Future Holdings Corp TXU 9.750 29.250 10/15/2019 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 11.250 30.000 12/1/2018 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 11.250 35.000 12/1/2018 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 9.750 1.357 10/15/2019 Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011 Freeport-McMoran Oil & Gas LLC / FCX Oil & Gas Inc FCX 6.750 102.910 2/1/2022 GenOn Energy Inc GENONE 9.500 74.000 10/15/2018 GenOn Energy Inc GENONE 9.500 73.000 10/15/2018 GenOn Energy Inc GENONE 9.500 73.625 10/15/2018 Gibson Brands Inc GIBSON 8.875 79.500 8/1/2018 Gibson Brands Inc GIBSON 8.875 77.500 8/1/2018 Gibson Brands Inc GIBSON 8.875 79.195 8/1/2018 Global Brokerage Inc GLBR 2.250 31.000 6/15/2018 Gulfmark Offshore Inc GLFM 6.375 20.250 3/15/2022 Gymboree Corp/The GYMB 9.125 2.750 12/1/2018 Homer City Generation LP HOMCTY 8.137 38.750 10/1/2019 Illinois Power Generating Co DYN 7.000 0.000 4/15/2018 Illinois Power Generating Co DYN 6.300 35.375 4/1/2020 IronGate Energy Services LLC IRONGT 11.000 35.000 7/1/2018 IronGate Energy Services LLC IRONGT 11.000 35.000 7/1/2018 IronGate Energy Services LLC IRONGT 11.000 35.000 7/1/2018 IronGate Energy Services LLC IRONGT 11.000 35.000 7/1/2018 Jack Cooper Holdings Corp JKCOOP 9.250 52.750 6/1/2020 KLA-Tencor Corp KLAC 2.375 100.034 11/1/2017 Kellwood Co KWD 7.625 98.750 10/15/2017 Las Vegas Monorail Co LASVMC 5.500 8.000 7/15/2019 Lear Corp LEA 4.750 103.550 1/15/2023 Lehman Brothers Holdings Inc LEH 1.383 3.326 6/15/2009 Lehman Brothers Holdings Inc LEH 2.070 3.326 6/15/2009 Lehman Brothers Holdings Inc LEH 2.000 3.326 3/3/2009 Lehman Brothers Holdings Inc LEH 1.500 3.326 3/29/2013 Lehman Brothers Holdings Inc LEH 1.600 3.326 11/5/2011 Lehman Brothers Holdings Inc LEH 5.000 3.326 2/7/2009 Lehman Brothers Holdings Inc LEH 4.000 3.326 4/30/2009 Lehman Brothers Inc LEH 7.500 1.226 8/1/2026 MF Global Holdings Ltd MF 3.375 27.375 8/1/2018 MModal Inc MODL 10.750 6.125 8/15/2020 Mashantucket Western Pequot Tribe MASHTU 7.350 19.250 7/1/2026 Nine West Holdings Inc JNY 8.250 20.000 3/15/2019 Nine West Holdings Inc JNY 6.875 16.450 3/15/2019 Nine West Holdings Inc JNY 8.250 18.375 3/15/2019 Nortel Networks Capital Corp NT 7.875 98.000 6/15/2026 OMX Timber Finance Investments II LLC OMX 5.540 10.000 1/29/2020 Permian Holdings Inc PRMIAN 10.500 29.125 1/15/2018 Permian Holdings Inc PRMIAN 10.500 29.125 1/15/2018 Prospect Holding Co LLC / Prospect Holding Finance Co PRSPCT 10.250 48.250 10/1/2018 RS Legacy Corp RSH 6.750 0.683 5/15/2019 Renco Metals Inc RENCO 11.500 22.000 7/1/2003 Rex Energy Corp REXX 8.875 45.300 12/1/2020 Rolta LLC RLTAIN 10.750 20.000 5/16/2018 SAExploration Holdings Inc SAEX 10.000 60.125 7/15/2019 SESI LLC SPN 6.375 100.180 5/1/2019 SandRidge Energy Inc SD 7.500 2.081 2/15/2023 Southwestern Energy Co SWN 7.350 97.592 10/2/2017 SunEdison Inc SUNE 2.375 2.000 4/15/2022 SunEdison Inc SUNE 0.250 2.000 1/15/2020 SunEdison Inc SUNE 2.750 1.857 1/1/2021 SunEdison Inc SUNE 2.625 2.000 6/1/2023 SunEdison Inc SUNE 5.000 9.375 7/2/2018 SunEdison Inc SUNE 3.375 1.900 6/1/2025 TMST Inc THMR 8.000 19.500 5/15/2013 Talos Production LLC / Talos Production Finance Inc TALPRO 9.750 62.125 2/15/2018 Talos Production LLC / Talos Production Finance Inc TALPRO 9.750 62.125 2/15/2018 TerraVia Holdings Inc TVIA 5.000 36.375 10/1/2019 TerraVia Holdings Inc TVIA 6.000 36.375 2/1/2018 Toys R Us Inc TOY 7.375 43.950 10/15/2018 UCI International LLC UCII 8.625 6.875 2/15/2019 Vanguard Operating LLC VNR 8.375 15.500 6/1/2019 Walter Energy Inc WLTG 8.500 0.834 4/15/2021 Walter Energy Inc WLTG 9.875 0.834 12/15/2020 Walter Energy Inc WLTG 9.875 0.834 12/15/2020 Walter Energy Inc WLTG 9.875 0.834 12/15/2020 Walter Investment Management Corp WAC 4.500 16.000 11/1/2019 iHeartCommunications Inc IHRT 10.000 59.200 1/15/2018 iHeartCommunications Inc IHRT 6.875 56.838 6/15/2018 rue21 inc RUE 9.000 0.500 10/15/2021 rue21 inc RUE 9.000 1.071 10/15/2021 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2017. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552. *** End of Transmission ***