/raid1/www/Hosts/bankrupt/TCR_Public/171017.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, October 17, 2017, Vol. 21, No. 289
Headlines
1657 LLC: Taps Windermere as Real Estate Broker
1776 AMERICAN: Continental Lessor Buying Humble Property for $83K
1776 AMERICAN: Herreras Buying 8 Houston Condo Units for $296K
1776 AMERICAN: RobRyan Buying Oak Forest Property for $260K
419 SW 2ND AVENUE: Wants to Use Hutton Ventures Cash Collateral
437 88 LLC: Case Summary & 7 Unsecured Creditors
8100 VETERANS: Approval Hearing on Disclosures Set for Nov. 15
AINA LE'A: Seeks Feb. 20 Exclusive Plan Filing Period Extension
ALTADENA LINCOLN: Seeks to Hire Andela as Consultant
ALTOMARE AUTO: Wants Exclusive Plan Filing Period Moved to Feb. 21
ALUMINUM EXTRUSIONS: Panel Taps National CRS as Financial Advisor
ANDERSON SHUMAKER: Asks Court to Move Plan Exclusivity to Dec. 23
APPVION INC: U.S. Trustee Forms 7-Member Committee
ATP SECURITY: Hires Simon Resnik as General Bankruptcy Counsel
AUTHENTIDATE HOLDING: Incurs $32.1 Million Net Loss in Fiscal 2017
AYTU BIOSCIENCE: Corrects Form 10-K Beneficial Ownership Disclosure
BAVARIA YACHTS: Court Narrows Claims vs German Manufacturer
BAY CITY RECYCLING: Fast Cash Buying 2 Skid Steer Loaders for $39K
BAYWAY HAND CAR WASH: Trustee Selling Broadway Property for $12.3M
BILLNAT CORP: Proposes CVS-Led Auction on Nov. 10
BIOSTAGE INC: Reduces Headcount by 71% to Cut Costs
BOWLIN FUNERAL: Taps Bert Doerhoff as Accountant
BOXWOOD LLC: Hires Ferguson Hayes as Attorney
BRIAR HILL: Authorized to Use Cash Collateral Through Nov. 30
BRIDAN 770: Hires Joel M. Aresty as Bankruptcy Counsel
CARECORE NATIONAL: S&P Places 'B' CCR on CreditWatch Positive
CASHMAN EQUIPMENT: Plan Exclusivity Continued Thru Oct. 23 Hearing
CASHMAN EQUIPMENT: Taps Kelly & Mancini as Special Counsel
CGG HOLDING: Wants to Continue Plan Exclusivity Until Feb. 2018
CHELSEA CRAFT: Seeks to Hire Auction Advisors to Sell Operations
CHESAPEAKE ENERGY: Issues $850 Million Senior Notes
CINRAM GROUP: Seeks to Hire Engineering Firms
CLASSICAL DEVELOPMENT: Has Until Sept. 2018 to Sell Building
COLUMBIA LAWRENCE: Hires Xian Feng as Attorney
COLUMBIA LAWRENCE: Sale of All Assets of Tower 1 for $23M Approved
COLUMBIA LAWRENCE: Sale of All Assets of Tower 2 for $6.2M Approved
CORE SUPPLEMENT: Seeks Authority on Interim Use of Cash Collateral
CRANBERRY GROWERS: U.S. Trustee Forms 3-Member Committee
CYPRESS ASSOCIATES: Hires Cavett Turner as Accountant
DALTON OUTDOOR: Has Approval on Interim Use of IRS Cash Collateral
DAVID LIND: Trustee's Sale of Acampo Vineyard for $3.3M Approved
DETROIT, MI: Moody's Hikes Issuer Rating to B1; Outlook Positive
DEXTERA SURGICAL: Incurs $26 Million Net Loss in Fiscal 2017
DIVERSIFIED RESOURCES: Sold DESI Unit to its Former Owner
DOGGY CARE: Case Summary & 7 Unsecured Creditors
DOOMAWENDSCHUH LLC: U.S. Trustee Unable to Appoint Committee
DRIVE AUTO 2017-3: S&P Gives Prelim BB- Rating on Class E Notes
EAST WEST COPOLYMER: Taps Hannis T. Bourgeois as Accountant
ENERGY FUTURE: Agrees to Arbitrate Tax Fight with Vistra Energy
ENERGY3 LLC: U.S. Trustee Unable to Appoint Committee
ERATH IRON: Boyd Ch. 7 Trustee Objects to Disclosure Statement
ESPLANADE HL: 12th Interim Cash Collateral Order Entered
EXCHANGE AVENUE: Taps Freemon Shapard as Accountant
EXPERIMENTAL MACHINE: Can Use Cash Collateral on Interim Basis
FARMERS AND MERCHANTS: In Receivership, Conway Assumes Deposits
FIDALGO 2010: U.S. Trustee Unable to Appoint Committee
FIELDPOINT PETROLEUM: Closes Sale of Oklahoma Assets for $900,000
FRESH MARKET: Moody's Cuts CFR to Caa1; Outlook Altered to Negative
FX FASHION: Has Final Approval to Use Yalber/S Cash Collateral
GRAND DAKOTA: Court Entered Fifth Interim Cash Collateral Order
GREEN TERRACE: U.S. Trustee Unable to Appoint Committee
HAI CAPITAL: U.S. Trustee Unable to Appoint Committee
HOUSTON PLATE: Unsecs. May Get 50% of Net Profit for Previous Yr.
HUDSON VALLEY HOSPITALITY: Hires Houlihan Business as Broker
HUTCHESON MEDICAL: Tennessee Court to Handle Suit vs Law Firm
IHEARTCOMMUNICATIONS INC: CCOH Will Demand Payment of $25M Note
IMAG VIDEO/AV: Unsecureds to Recoup 20% Over 10 Years
IMAGE GRAPHICS: U.S. Trustee Unable to Appoint Committee
IMAGINE! PRINT: S&P Alters Outlook to Negative on Weak Performance
IMPERIAL METALS: Covenant Waiver Extended to Oct. 31
INFOBLOX INC: Moody's Revises Outlook to Neg. & Affirms B2 CFR
INTERPACE DIAGNOSTICS: Will Obtain $5M from Warrants Exercise
ITS ENGINEERED: Creditor Trust Selling Assets for $6.5K
JACOBS FINANCIAL: Acquires of 10% Stake (Non-Voting) in BMG
JC PENNEY: S&P Revises Outlook to Stable & Affirms B+ CCR
JONES ENERGY: Fitch Lowers IDR to B-; On CreditWatch Negative
KEYPOINT GOVERNMENT: S&P Places 'B' CCR on CreditWatch Positive
KIWA BIO-TECH: Former Auditors Respond to Form 8-K Disclosure
KRUMBEIN CONSTRUCTION: U.S. Trustee Unable to Appoint Committee
LAWRENCE GENERAL HOSPITAL: S&P Cuts Revenue Debt Rating to 'BB+'
LE-MAR HOLDINGS: U.S. Trustee Forms Two-Member Committee
LEGACY RESERVES: Files Financials to Include $141M Jupiter Payment
LINTON SHAFER: Selling All Assets for $5.5K Plus 60% of Face Value
LNB-015-13 LLC: U.S. Trustee Unable to Appoint Committee
M&K WALKER: Authorized to Use Funds Received from WEX Bank
MARKET SQUARE: Allowed to Use Cash to Pay October 2017 Expenses
MASON TEMPLE CHURCH: Hires Dale Faught as Expert Witness
MASON TEMPLE: Plan Confirmation Hearing Set for Dec. 13
MEDEX TRANSPORTATION: Wants to File Chapter 11 Plan by February 14
MERRIMACK PHARMACEUTICALS: Commences Tender Offer for $25M Notes
MID TENN: Unsecureds to Get $907 Per Month Over Five Years
MIDWEST ASPHALT: Wants Access to Cash Collateral Until Nov. 30
MIDWEST FARM: Plan Exclusivity Continued Through December 31
MILLARD W. TONG: Court Delays Ruling on Bankruptcy Appeal
MILNER DISTRIBUTION: U.S. Trustee Unable to Appoint Committee
MISSION CRANE: Hires Marcos D. Oliva as Attorney
MOHDSAMEER ALJANEDI: Case Summary & 20 Largest Unsecured Creditors
MONAKER GROUP: Files Amended 3.1M Shares Resale Prospectus with SEC
NATURE'S BOUNTY: S&P Affirms Then Withdraws 'B' CCR Amid LBO
NAVIDEA BIOPHARMACEUTICALS: Anthony Fiorino Quits as Director
NELLSON NUTRACEUTICAL: Purchase Plan on Impact on Moody's B2 CFR
NELSON INC: Case Summary & 16 Largest Unsecured Creditors
NORTHEAST ENERGY: Bit Shop Wants Disclosure Statement Junked
NORTHEAST ENERGY: E. Gregg Objects to Disclosure Statement
NORTHEAST ENERGY: Wildcat Developing Blocks Approval of Disclosures
NUWELD INC: Disclosure Statement Hearing Set for Nov. 17
NUWELD INC: Unsecureds to Get $100,000 Over Five Years
OAK CLIFF DENTAL: Hires Olson Nicoud as Counsel
OSAGE WATER: Hires Pletz and Reed as Bankruptcy Counsel
P.D.L. INC: Hires Moecker as Appraiser
P.D.L. INC: U.S. Trustee Unable to Appoint Committee
PALM-BEACH BROWARD: U.S. Trustee Unable to Appoint Committee
PARAMOUNT BUILDING: DW Jade Seeks Segregation of Cash Collateral
PARETEUM CORP: Obtains $1.6 Million from Public Stock Offering
PFO GLOBAL: Trustee Taps RBSM as Specialized Accountant
PHILADELPHIA HEALTH: Proposes Nov. 1 as Plan Outline Hearing Date
PLAZE INC: Proposed Acquisition No Impact on Moody's B2 CFR
PLZ AEROSCIENCE: S&P Affirms B Corp. Credit Rating, Outlook Stable
PUBLIC SERVICE: Nov. 29 Hearing to Approve Rehabilitation Plan Set
R-BOC REPRESENTATIVES: Hires Springer Brown as Counsel
RAILYARD COMPANY: Trustee Loses Bid for Summary Ruling vs Southwest
RESEARCH NOW: S&P Places 'B-' CCR on CreditWatch Negative
RIZVI & COMPANY: Seeks Permission to Use Signature Cash Collateral
RLE INDUSTRIES: VCom Int'l Buying Intangible Assets for $100K
ROBERT T. WINZINGER: Hires Hyland Levin as Special Counsel
ROBERT T. WINZINGER: Selling Franklin Township Property for $145K
ROBERT TAYLOR: $5K Sale of 1994 Toyota Tacoma to Father Okayed
ROCKY MOUNTAIN: Incurs $9.27 Million Net Loss in Fiscal 2017
ROCKY MOUNTAIN: Settles 'Roy Meadows' & 'Dona Rayburn' Litigations
RPM HARBOR SERVICES: Hires Scopelitis Garvin as Special Counsel
S DIAMOND STEEL: Pension Trust Wins Summary Judgment vs MM Stevens
S. MURPHY ENTERPRISES: Hires Steven M. Fishman as Attorney
SABRE INDUSTRIES: S&P Atlers Outlook to Positive & Affirms B- CCR
SALAD & CO: U.S. Trustee Unable to Appoint Committee
SCHANTZ MFG: Seeks Permission on Immediate Use of Cash Collateral
SEARS CANADA: Liquidation Plan Wins Court Approval
SEATEQ CORPORATION: Hires Bachecki Crom as Accountant
SENTRIX PHARMACY: U.S. Trustee Unable to Appoint Committee
SHREE SWAMINARAYAN: Hires Reza CPA as Accountant
SIX A CORPORATION: Hires SDRosebud LLC as Bookkeeper
SIXTY SIXTY CONDO: Unsecureds to Recoup 100% Over 3 Years
SKEFCO PROPERTIES: Hires Eugene G. Douglass as Co-Counsel
SOUTHERN REDI-MIX: Wants Authority to Use MCB Cash Collateral
SOUTHWORTH COMPANY: Committee Hires Shatz Schwartz as Counsel
SPINLABEL TECHNOLOGIES: U.S. Trustee Unable to Appoint Committee
SPRUHA SHAH: Can Continue Using Cash Collateral Until Oct. 31
STEVE PATTERSON: U.S. Trustee Unable to Appoint Committee
SUPERIOR PLUS: S&P Affirms 'BB' CCR Amid New C$150MM Notes Add-On
SURVEY SAMPLING: S&P Places 'B-' CCR on CreditWatch Developing
TAILORED BRANDS: S&P Revises Outlook to Stable & Affirms 'B' CCR
TECHNOLOGY WAY: U.S. Trustee Unable to Appoint Committee
TECK RESOURCES: S&P Raises CCR to 'BB+' on Stronger Credit Metrics
TEXAS PELLETS: Hires Configure Partners as Investment Banker
UNIFIED CLEANING: Hires STS Tax as Bankruptcy Counsel
UNIQUE VENTURES: Trustee Selling All Assets to SFR II for $2.9M
VITAMIN WORLD: Hires RAS Management as Financial Advisor
WALTER INVESTMENT: Unit Inks Clean Up Call Pact with Capital One
WESTAMPTON COURTS: Hires Gorski & Knowlton as Attorney
WESTAMPTON COURTS: Hires McGovern Legal as Special Counsel
WET SEAL: Seeks to Hire Ernst & Young as Tax Advisor
WILLIAM HAMSLEY: Sale of Springfield Property for $130K Approved
WILLIAM LYON: S&P Raises Corp Credit Rating to 'B', Outlook Stable
WILLOW BEND: River Parishes Buying Assets for $7.2 Million
WRIGHTS WELL: Taps Martin and Pellegrin as Accountant
ZETTA JET USA: U.S. Trustee Forms Three-Member Committee
[^] Large Companies with Insolvent Balance Sheet
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1657 LLC: Taps Windermere as Real Estate Broker
-----------------------------------------------
1657 LLC seeks approval from the U.S. Bankruptcy Court for the
Western District of Washington to hire a real estate broker.
The Debtor proposes to employ Windermere Real Estate to market and
list its real property for sale. The firm will get a commission of
3% of the sales price, with an additional 3% to be paid to the
selling agent.
The firm can be reached through:
David Eastern
Windermere Real Estate
11100 Main Street, Suite 200
Bellevue, WA 98004
Phone: (425) 455-9800
About 1657 LLC
1657 LLC sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Wash. Case No. 17-13110) on July 13, 2017, disclosing
under $1 million in both assets and liabilities. Judge Marc
Barreca presides over the case. The Debtor hired James E.
Dickmeyer, PC as counsel.
1776 AMERICAN: Continental Lessor Buying Humble Property for $83K
-----------------------------------------------------------------
1776 American Property IV, LLC, and its affiliates ask the U.S.
Bankruptcy Court for the Southern District of Texas to authorize
their sale of Staunton Street Partners, LLC's single family
residential property located at 5406 Quail Tree Lane, Humble,
Texas, also known as Lot 36, Block 3, Atascocita North Sec. 1, to
Continental Lessor, Inc. and/or assigns for $83,000.
Objections, if any, must be filed within 21 days of the date of
service.
As of the petition date, Staunton owned 36 single family
homes/rental properties, including the Property. The Property is
subject to a mortgage held by Integrity Bank as the secured lender.
The net sale proceeds will be paid to the lender. Integrity Bank
consents to the sale.
Staunton and the Purchaser entered into the One to Four Family
Residential Contract (Resale) for the sale of the Property for
$83,000. The Property 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. The earnest money is $1,400 will be
deposited with the escrow agent, Fidelity National Title. Under
the terms of the Contract, the closing must occur no later than
Oct. 31, 2017.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/1776_American_446_Sales.pdf
From the proceeds of the sale, the Debtors propose to pay (i) the
2016 and pro-rata 2017 ad-valorem property taxes owed on the
Property at the closing; (ii) any other secured claim on the
property, including past due HOA assessments; and (iii) normal and
customary closing costs and fees.
Staunton is represented by AIM Realty and W. Ross Klingberg in the
transaction. The Purchaser is represented by Patrick Poteet with
Patrick Poteet Properties. Pursuant to the Order Authorizing
Application to Mr. Klingberg, Staunton asks approval of the 3%
commission to Mr. Klingberg and the corresponding 3% commission to
the Purchaser's broker at closing.
Emergency consideration and approval of the Motion is required to
allow the parties to close on the transaction as soon as possible.
A delay in the closing may prejudice either Staunton or the
Purchaser, or both parties. Accordingly, the Debtors ask the Court
to approve the relief requested.
The Debtors ask the Court to waive the 14-day stay imposed by
Bankruptcy Rules 6004 and 6006.
Integrity Bank is represented by:
L. David Smith, Esq.
Michael J. Smith, Esq.
CHERNOSKY, SMITH, RESSLING,
& SMITH, PLLC
E-mail: smith@csrslaw.com
msmith@csrslaw.com
About 1776 American Properties IV
Historically, 1776 American Properties IV LLC, et al., were
companies managed by Jeff Fisher. In 2008, Mr. Fisher began
investing in real estate in the Houston area. Mr. Fisher worked
with friends and other business contacts in Asia who decided to
invest in special purpose entities organized in the Cayman
Islands.
The offshore companies would then loan money to Delaware based
limited liability companies, who in turn invested in real estate in
the United States. By 2012, the U.S. based LLC's had acquired over
70 properties worth over $10 million. As of January 2017, 1776
American Properties, et al., own 116 rental single family
homes / apartment units, five single family homes, and 76 vacant
lots. In addition, 1776 IV, 1776 V, 1776 VII and 1776 VIII hold
promissory notes and profit sharing arrangements with various
builders on approximately 58 lots.
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 P.C., 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.
1776 AMERICAN: Herreras Buying 8 Houston Condo Units for $296K
--------------------------------------------------------------
1776 American Property IV, LLC, and affiliates ask the U.S.
Bankruptcy Court for the Southern District of Texas to authorize
the Commercial Contract – Improved Property Contract in
connection with the sale of APRF SP-1, LLC's condominium units 207,
208, 302, 307, 1112, 1201, 1203, and 1212 located at 6001 Reims
Road, Houston, Texas to Ezequiel Herrera and Patty Herrera for
$296,000.
A hearing on the Motion is set for Nov. 6, 2017 at 10:30 a.m.
Objections, if any, must be filed within 21 days from the date of
service.
As of the petition date, APRF owned 24 apartment/condominium units
in the Sharpstown area of Houston, Texas.
APRF owns the Property. The Properties are not subject to a
mortgage. APRF and the Purchasers entered into the Commercial
Contract for the sale of the Properties and the parties are ready
to close. The total proposed sales price is $296,000. The units
would commonly be classified as Class C property. An earnest money
in the amount of $2,900 has been deposited with First National
Title.
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. The net sales proceeds will be deposited into the
APRF's DIP account.
The Properties are more particularly described as follows: (i) Unit
207 Bldg. 2 - .005135 Int Common Land and Ele Silverfield Condo
PH1; (ii) Unit 208 Bldg. 2 - .005167 Int Common Land and Ele
Silverfield Condo PH1; (iii) Unit 302 Bldg. 3 - .005110 Int Common
Land and Ele Silverfield Condo PH1; (iv) Unit 307 Bldg. 3 - .005138
Int Common Land and Ele Silverfield Condo PH1; (v) Unit 1112 Bldg.
11 - .004940 Int Common Land and Ele Silverfield Condo PH2; (vi)
Unit 1201 Bldg. 12 - .004940 Int Common Land and Ele Silverfield
Condo PH2; (vii) Unit 1203 Bldg. 12 - .004937 Int Common Land and
Ele Silverfield Condo PH2; and (viii) Unit 1212 Bldg. 12 - .004940
Int Common Land and Ele Silverfield Condo PH2.
A copy of the Commercial Contract attached to the Motion is
available for free at:
http://bankrupt.com/misc/1776_American_445_Sales.pdf
APRF is represented by RE/MAX Executives and David Hashem in the
transaction. The Purchasers are represented by Andrea Thomas with
RE/MAX Metro. The Purchasers are not represented by a Broker in
this transaction. Pursuant to the Order Authorizing Application to
Remax, APRF asks approval of the commission to Remax at closing.
From the proceeds of the sale, 1776 V proposes to pay (i) the 2016
and pro-rata 2017 ad-valorem property taxes owed on the Properties
at the closing; (ii) any other secured claim on the property,
including past due HOA assessments and fees; and (iii) the normal
and customary closing costs and fees.
The Debtors ask the Court to waive any 14-day stay imposed by
Bankruptcy Rules 6004 and 6006.
The Purchasers:
Ezequiel and Patty Herrera
5914 Osage Street
Houston, TX 77036-2816
Telephone: (310) 716-1678
E-mail: arriero@netzero.com
The Escrow Agent:
Carrie Morrison
FIDELITY NATIONAL TITLE-GALLERIA
5151 San Felipe, Ste 125
Houston, TX 77056
Telephone: (713) 966-4050
Facsimile: (877) 733-7081
E-mail: carrie.morrison@fnt.com
About 1776 American Properties IV
Historically, 1776 American Properties IV LLC, et al., were
companies managed by Jeff Fisher. In 2008, Mr. Fisher began
investing in real estate in the Houston area. Mr. Fisher worked
with friends and other business contacts in Asia who decided to
invest in special purpose entities organized in the Cayman
Islands.
The offshore companies would then loan money to Delaware based
limited liability companies, who in turn invested in real estate in
the United States. By 2012, the U.S. based LLC's had acquired over
70 properties worth over $10 million. As of January 2017, 1776
American Properties, et al., own 116 rental single family
homes / apartment units, five single family homes, and 76 vacant
lots. In addition, 1776 IV, 1776 V, 1776 VII and 1776 VIII hold
promissory notes and profit sharing arrangements with various
builders on approximately 58 lots.
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.
1776 AMERICAN: RobRyan Buying Oak Forest Property for $260K
-----------------------------------------------------------
1776 American Property IV, LLC, and affiliates, ask the U.S.
Bankruptcy Court for the Southern District of Texas to authorize
the sale of 1776 American Properties V, LLC's unimproved real
property located at 1226 Lamonte Lane, Oak Forest subdivision,
Houston, Texas, also known as Lot 19, Block 1, Oak Forest Section
1, to RobRyan Construction and/or Assigns for $260,000.
A hearing on the Motion is set for Nov. 6, 2017 at 10:30 a.m.
Objections, if any, must be filed within 21 days from the date of
service.
1776 V owns 10 homes, 21 tracts of land and approximately 25
subordinated second liens on properties being developed by third
party contractors. Except for the sale of assets, 1776 V has no
other source of revenue during the pendency of the bankruptcy
cases.
1776 V owns the Property. The Property is not subject to a
mortgage. 1776 V and the Purchaser entered into Residential
Contract for the sale of the Property, with a 14-day option period
ending Oct. 10, 2017. The Closing must occur on Nov. 7, 2017.
1776 V asks approval of the Texas Association of Realtors Earnest
Money Contract. The earnest money of $2,500 was deposited with
Fidelity National Title-Galleria.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/1776_American_444_Sales.pdf
The Property 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. The net sales proceeds will be deposited into the 1776
V's DIP account.
1776 V is represented by RE/MAX Executives and David Hashem in the
transaction. The Purchaser is represented by Andrea Thomas with
RE/MAX Metro. Pursuant to the Order Authorizing Application to Mr.
Hashem, 1776 V asks approval of the 3% commission to Mr. Hashem and
the corresponding 3% commission to the Purchaser's broker at
closing.
From the proceeds of the sale, 1776 V proposes to pay (i) the 2016
and pro-rata 2017 ad-valorem property taxes owed on the Property at
the closing; (ii) any other secured claim on the property,
including past due HOA assessments; and (iii) the normal and
customary closing costs and fees.
The Debtors ask the Court to waive any 14-day stay imposed by
Bankruptcy Rules 6004 and 6006.
The Escrow Agent:
Alex Becerra for Carrie Morrison
FIDELITY NATIONAL TITLE-GALLERIA
5151 San Felipe, Ste 125
Houston, TX 77056
Telephone: (713) 966-4050
Facsimile: (877) 733-7081
E-mail: carrie.morrison@fnt.com
About 1776 American Properties IV
Historically, 1776 American Properties IV LLC, et al., were
companies managed by Jeff Fisher. In 2008, Mr. Fisher began
investing in real estate in the Houston area. Mr. Fisher worked
with friends and other business contacts in Asia who decided to
invest in special purpose entities organized in the Cayman
Islands.
The offshore companies would then loan money to Delaware based
limited liability companies, who in turn invested in real estate in
the United States. By 2012, the U.S. based LLC's had acquired over
70 properties worth over $10 million. As of January 2017, 1776
American Properties, et al., own 116 rental single family
homes / apartment units, five single family homes, and 76 vacant
lots. In addition, 1776 IV, 1776 V, 1776 VII and 1776 VIII hold
promissory notes and profit sharing arrangements with various
builders on approximately 58 lots.
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.
419 SW 2ND AVENUE: Wants to Use Hutton Ventures Cash Collateral
---------------------------------------------------------------
419 SW 2nd Avenue, LLC, seeks authorization from the U.S.
Bankruptcy Court for the Southern District of Florida to use cash
collateral for the necessary repair of the property, and in order
to operate its business and pay necessary expenses.
Specifically, the Debtor seeks to use Cash Collateral for those
purposes and in the amounts set forth in the budget. The proposed
budget provides total cash disbursements of approximately $30,767
during the months of September 2017 through February 2018.
The Debtor claims that the Budget contains expenses quoted by a
licensed contractor to board up the twenty-two unit building, erect
a fence to isolate the premises from general public plus debris
cleanup which in turn will help preserve the value of the estate,
management fee, and fees charged by the proposed accountant and
attorneys for the Debtor - both of which are essential for the
continuity of the present case and the preservation of the estate's
value.
Further, the Debtor requests that (a) unpaid professional fees and
expenses incurred by the Debtor pursuant to Section 330 of the
Bankruptcy Code, as well as fees payable to the Clerk of the Court
or the U.S. will be paid out of the cash collateral and such
amounts may be included in the approved Budget.
Hutton Ventures made a loan to the Debtor in the original principal
amount of $1,050,000, secured by a certain Mortgage, Collateral
Assignment of Lease, Rents, and Licenses. As part of the Loan
transaction, Mr. Jose Paradelo and Mr. Arthur Seidt (now deceased)
executed a Payment Guaranty in favor of Hutton. Hutton Ventures
asserts a first priority, perfected lien on all of the Debtor's
cash generated from the operation, sale, disposition or other
realization of any of its assets.
The Debtor believes that a significant equity cushion exists due to
the value of the Debtor's assets. Moreover, the Debtor asserts that
Hutton Ventures holds the guaranties from third-party -- Jose
Paradelo.
Therefore, the Debtor submits that use of cash collateral is proper
under the circumstances. Else, without the use of cash collateral,
the Debtor won't be able to board up the condemned property and as
a result an immediate and irreparable harm will be caused to Debtor
and the estate, may incur further liability to individuals.
Moreover, the Debtor's operations will come to a halt and parties
in interest will be severely prejudiced
A full-text copy of the Debtor's Motion, dated October 11, 2017, is
available at https://is.gd/EQJ3sl
A copy of the Debtor's Budget is available at https://is.gd/a2EZWf
About 419 SW 2nd Avenue
419 SW 2nd Avenue, LLC, a Single Asset Real Estate as defined in 11
U.S.C. Section 101(51B), owns and manages the present business
operation, a 22-unit rental building located at 419 SW 2nd Avenue
Homestead, FL 33030.
419 SW 2nd Avenue filed a Chapter 11 petition (Bankr. S.D. Fla.
Case No. 17-21784) on Sept. 27, 2017. The petition was signed by
Jose Paradelo, managing member. The Debtor is represented by
Mengjun Qiu, Esq. at the Law Offices of Mengjun Qiu. At the time
of filing, the Debtor estimated $500,000 to $1 million in assets
and $1 million to $10 million in liabilities.
437 88 LLC: Case Summary & 7 Unsecured Creditors
------------------------------------------------
Debtor: 437 88 LLC
9322 3rd Avenue
Brooklyn, NY 11209-6802
Type of Business: 437 88 LLC is a privately held company engaged
in activities related to real estate.
The Company is a would-be purchaser under a
contract of sale, dated Feb. 14, 2017, as
amended, to purchase a real property located at
437-447 88th Street, Brooklyn, New York, from
W.C.H. Enterprises, Inc., for a total purchase
price of $7 million, including deposits
aggregating $700,000. The closing of the
Contract was set for Oct. 16, 2017. The Debtor
had requested an extension to close through Nov.
30, 2017, but the seller refused to grant the
extension forcing a stand-off between the
parties. Because the Debtor is and remains
committed to close, it has instead opted to file
the Chapter 11 petition to preserve all of its
rights under the Contract and move the
transaction forward under the supervision of the
Bankruptcy Court.
Chapter 11 Petition Date: October 15, 2017
Case No.: 17-45321
Court: United States Bankruptcy Court
Eastern District of New York (Brooklyn)
Judge: Hon. Elizabeth S. Stong
Debtor's Counsel: Ted J. Donovan, Esq.
GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP
1501 Broadway, 22nd Floor
New York, NY 10036
Tel: (212)-301-6943
Fax: (212)-422-6836
E-mail: Tdonovan@gwfglaw.com
- and -
Kevin J. Nash, Esq.
GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP
1501 Broadway, 22nd Floor
New York, NY 10036
Tel: (212)-221-5700
E-mail: knash@gwfglaw.com
Total Assets: $7 million
Total Liabilities: $7.53 million
The petition was signed by Tim Ziss, managing member and 100%
equity holder.
A full-text copy of the petition, along with a list of seven
unsecured creditors, is available for free at
http://bankrupt.com/misc/nyeb17-45321.pdf
8100 VETERANS: Approval Hearing on Disclosures Set for Nov. 15
--------------------------------------------------------------
Judge David E. Rice of the U.S. Bankruptcy Court for the District
of Maryland has scheduled a hearing on Nov. 15, 2017, at 11:00 AM
to consider the approval of 8100 Veterans SNS, LLC's disclosure
statement referring to its plan of reorganization, dated July 19,
2017.
Nov. 1, 2017, is fixed as the last day for filing and serving
written objections to the Disclosure Statement.
The Troubled Company Reporter reported on August 2, 2017, that
Class 3a General Unsecured Claims are impaired by the Plan. The
holders will receive a monthly payment of $5,000 per month starting
July 1, 2020, and ending at an undetermined date. Interest rate
will be 5%. The holders are expected to recover 100%.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/mdb17-18846-16.pdf
About 8100 Veterans SNS
8100 Veterans SNS, LLC, owns real property in Anne Arundel County
known as 8100 Veterans Highway, Millersville, Maryland.
8100 Veterans filed a Chapter 11 petition (Bankr. D. Md. Case No.
17-18846) on June 29, 2017. Khalil Ahmad, member, signed the
petition. At the time of filing, the Debtor disclosed $4.85
million in assets and $3.43 million in liabilities.
The case is assigned to Judge David E. Rice.
David W. Cohen, Esq., at the Law Office of David W. Cohen and David
Silbiger, Esq., at Silbiger Law Offices as legal counsel.
AINA LE'A: Seeks Feb. 20 Exclusive Plan Filing Period Extension
---------------------------------------------------------------
Aina Le'a, Inc. requests the U.S. Bankruptcy Court for the District
of Hawaii to extend the exclusive periods within which only the
Debtor may file a plan of reorganization and solicit acceptances to
its plan, through and including February 20 and April 30, 2018,
respectively.
The Debtor asserts that this is its first request for extension of
the exclusivity periods, and that there are complex operational and
business issues that must be addressed first in order for the
Debtor to reorganize, including: (a) completion of the supplemental
EIS to incorporate the surrounding parcels owned by Bridge Aina
Le'a, Inc.; and (b) finalizing sub-divisions and plans for
permitting purposes.
The Debtor's primary asset is a real property located on the Kohala
Coast, in the Waikoloa area on the Island of Hawaii, as follows:
(a) Parcel B-1-A and Parcel D-1-A collectively, the "1,011 acres";
(b) 85% interest in Parcel D-1-B-1 or the "23 acres"; and (c)
approximately 46.88% interest (through Aina Le'a Land Trust No. 1)
in Parcel D-1-B-2 or the "38 acres".
Parcels D-1-B-1 and D-1-B-2 were acquired in 2009 from Bridge Aina
Le'a. To assist in its acquisition and development of the property,
the Debtor (via Capital Asia Group Pte. Ltd) sold Undivided Land
Fractions ("ULF") to investors (primarily in Asia and Australia),
who in turn, contribute the ULF to a land trust in exchange for a
beneficial interest in the Trust. Parcels B-1-A and D-1-A (the
1,011 acres) were purchased from Bridge in November 2015, with $10
million cash and a $14 million note.
The Waikoloa Property is part of a larger 3,000 acres of land and
was once owned by Bridge which still owns approximately 1,900 acres
of land surrounding the Waikoloa Property. The Debtor says it has
historically financed the acquisition and development of the
Waikoloa Property by paying a 10% commission to the Lender's
financial advisers in connection with private placements of
securities, including approximately $44 million raised through the
sale of ULFs, a $6 million working capital secured loan from Libo
Zhang and the $16 million purchase of common stock by Shanghai
Zhongyou Real Estate Group.
Due to the challenges faced by the Debtor in raising financing:
(a) The Debtor sought Court approval for the use of funds held
in escrow (to complete the SEIS), and approval to obtain
post-petition financing. Over objections, the Court approved the
DIP Financing Motion but only authorized the Debtor to borrow on
administrative expensive priority; and denied the Debtor's request
to pay a 10% commission.
(b) On August 28, 2017, the Court entered an Order denying the
Debtor's Motion for Order Authorizing Use of Escrow Funds.
(c) On September 1, 2017, the Court entered a Final Order
authorizing the Debtor to raise up to $5,000,000 secured by a
junior lien (subordinate to Bridge Aina Le'a on Parcel D-1-A). The
DIP Financing Order gives the Debtor until approximately the end of
November, 2017 to raise a minimum of $250,000.
(d) The Debtor sought and has just recently been granted
authority to retain the services of Imperial Capital as financial
advisor to assist in raising capital and structuring interim
financing and the terms of a confirmable plan of reorganization.
Moreover, the Debtor asserts that the deadline for filing proofs of
claim has not yet passed. On June 30, 2017, the Court issued a
Notice of Chapter 11 Bankruptcy Case that provided, among other
things, for a claims bar date of November 2.
About Aina Le'a, Inc.
Aina Le'a has approximately 500 shareholders and is a voluntary SEC
reporting company. It was initially formed by DW Aina Le'a
Development, LLC ("DW") as a Nevada limited liability company Aina
Le'a, LLC on April 1, 2009, and converted into Aina Le'a, Inc., a
Delaware corporation, on February 6, 2012. From its formation 2009
through February 2012, Aina Le'a was owned by DW.
Aina Le'a, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D.
Hawaii Case No. 17-00611) on June 22, 2017. In its petition, the
Debtor estimated $100 million to $500 million in assets and $10
million to $50 million in liabilities. The petition was signed by
Robert Wessels, its CEO.
Choi & Ito represents the Debtor as bankruptcy counsel and Robbins,
Salomon & Patt, Ltd. as co-counsel. The Debtor employed Imperial
Capital LLC as investment banker.
On July 17, 2017, the Office of the U.S. Trustee appointed an
Unsecured Creditors' Committee in this case, consisting of
TrueStyle Pacific Builders L.L.C., Macias Gini & O'Connell, LLP and
Clifford & Company, Inc. The U.S. Trustee expanded the Committee on
July 20, 2017 to add E.M. Rivera & Sons, Inc. and Engineering
Partners, Inc. The Committee hired Case Lombardi & Pettit as
attorney.
ALTADENA LINCOLN: Seeks to Hire Andela as Consultant
----------------------------------------------------
Altadena Lincoln Crossing LLC seeks approval from the U.S.
Bankruptcy Court for the Central District of California to hire an
expert witness and consultant.
The Debtor proposes to employ Andela Consulting Group Inc. to,
among other things, give advice on issues concerning lender
liability, default interest rate and feasibility of a plan of
reorganization.
The firm will charge an hourly fee of $295 for investigation,
research, preparation and consultation; and $450 for arbitration,
deposition testimony and court appearances. Andela will be paid by
non-debtor third party San Fernando Red, LLC.
Thomas Tarter, managing director of Andela, disclosed in a court
filing that he and his firm are "disinterested persons" as defined
in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Thomas A. Tarter
The Andela Consulting Group, Inc.
18783 Tribune Street
Northridge, CA 91326
Tel: (818) 414-6685
Email: ttarter@earthlink.net
About Altadena Lincoln Crossing LLC
Headquartered in Pasadena, California, Altadena Lincoln Crossing
LLC, a Delaware limited liability company, filed for Chapter 11
bankruptcy protection (Bankr. C.D. Cal. Case No. 17-14276) on April
7, 2017, estimating its assets and liabilities at between $10
million and $50 million each. The petition was signed by Greg
Galletly, manager.
The Debtor is an affiliate of BGM Pasadena, LLC, which sought
bankruptcy protection (Bankr. C.D. Cal. Case No. 15-27833) on Nov.
20, 2015.
Judge Julia W. Brand presides over Altadena's case. James A
Tiemstra, Esq., at Tiemstra Law Group PC serves as the Debtor's
bankruptcy counsel. Gregory M. Salvatao Esq. at Salvato Law Offices
serves as the Debtor's general bankruptcy and litigation counsel.
Coldwell Banker Commercial North Country serves as the Debtor's
real estate broker.
ALTOMARE AUTO: Wants Exclusive Plan Filing Period Moved to Feb. 21
------------------------------------------------------------------
Altomare Auto Group, LLC, d/b/a Union Volkswagen requests the U.S.
Bankruptcy Court for the District of New Jersey to extend its
exclusive period for filing a Plan of Reorganization through
February 21, 2017, and its exclusive period for obtaining
confirmation of a Plan through April 22, 2018.
A hearing to consider the extension of the Debtors' exclusive
periods will be held on November 14 at 10:00 a.m.
The Debtor tells the Court that it has spent the bulk of its time
in Chapter 11:
(a) negotiating cash collateral arrangements with the secured
creditors,
(b) taking substantial steps to streamline its business,
disposing of excess inventory, negotiating and ultimately obtaining
approval for a sale of substantially all of the assets in this
estate,
(c) engaging in the Volkswagen litigation, and
(d) resolving contested secured claims.
The Debtor says it is in the process of pursuing litigation against
third parties in an attempt to increase available assets for
distribution to creditors. The Debtor has filed four omnibus claim
objections resulting in a reduction of claims of record by more
than $700,000.
Unfortunately, the Debtor asserts, there is insufficient time
before the current exclusivity period expires to prepare, circulate
and file a Plan of Reorganization and Disclosure Statement in this
case.
In addition, the Debtor asserts that a mediation hearing is
scheduled regarding the Volkswagen litigation which, hopefully,
will provide more certainty as to what creditors may receive under
a plan in this case.
Therefore, the Debtor avers that additional time is necessary for
the Debtors to formulate a Plan of Reorganization, now that there
is more certainty as to the prospects of, and timing for,
distribution to creditors in this case.
About Altomare Auto Group, LLC
Altomare Auto Group, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.J. Case No. 16-22376) on June 27,
2016. On June 30, 2016, Altomare 22 Union, LLC filed a Chapter 11
petition (Bankr. D. N.J. Case No. 16-22628). The petitions were
signed by Anthony Altomare, managing member. The cases are jointly
administered and are assigned to Judge John K. Sherwood.
At the time of the filing, Altomare Auto disclosed $9.04 million in
assets and $12.78 million in liabilities. Meanwhile, Altomare 22
disclosed $256,877 in assets and $6.24 million in liabilities.
The Debtors are represented by Daniel Stolz, Esq., at Wasserman,
Jurista & Stolz, P.C. The Debtors retained Arent Fox LLP as special
automotive counsel; BMC Group, Inc. as its noticing and balloting
agent; D.T. Murphy & Company as automotive consultants; and
WithumSmith & Brown as accountant.
No official committee of unsecured creditors has been appointed in
the case.
ALUMINUM EXTRUSIONS: Panel Taps National CRS as Financial Advisor
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Aluminum
Extrusions, Inc., seeks authorization from the U.S. Bankruptcy
Court for the Northern District of Mississippi to retain National
CRS, LLC, as financial advisor to the Committee.
The Committee requires National CRS to:
(a) analyze the financial operations of the Debtor pre- and
post-petition, as necessary;
(b) analyze the financial ramifications of any proposed
transactions for which the Debtor seeks Court approval
including, but not limited to, post-petition financing,
sale of all or a portion of the Debtor's assets, retention
of management and employee incentive and severance plans;
(c) conduct any requested financial analysis including
verifying the material assets and liabilities of the
Debtor, as necessary, and their values;
(d) assist the Committee in its review of monthly statements
of operations submitted by the Debtor;
(e) perform claims analysis for the Committee;
(f) assist the Committee in its evaluation of cash flow and
other projections prepared by the Debtor;
(g) scrutinize cash disbursements on an on-going basis for the
period subsequent to the commencement of this case;
(h) perform forensic investigating services, as requested by
the Committee and counsel, regarding pre-petition
activities of the Debtor in order to identify
potential causes of action, including insider preferences,
and fraudulent transfers;
(i) analyze transactions with insiders, related and
affiliated companies;
(j) analyze transactions with the Debtor's financing
institutions;
(k) attend meetings of creditors and conference with
representatives of the creditor groups and their counsel;
(l) attend any auctions of the Debtor's assets;
(m) assist the Committee in its review of the financial
aspects of a plan of reorganization or liquidation
submitted by the Debtor and perform any related
analyses, specifically including liquidation analyses and
feasibility analyses and evaluate best exit strategy;
(n) assist counsel in preparing for any depositions and
testimony, as well as prepare for and provide expert
testimony at depositions and court hearings, as requested;
and
(o) perform other necessary services as the Committee or the
Committee's counsel may request from time to time with
respect to the financial, business and economic issues
that may arise.
National CRS will be paid at these hourly rates:
Michael Newsom $275
Mark Stickel $250
National CRS will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Michael Newsom, president of National CRS, LLC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and (a) is not creditors,
equity security holders or insiders of the Debtor; (b) has not
been, within two years before the date of the filing of the
Debtor's chapter 11 petition, directors, officers or employees of
the Debtor; and (c) does not have an interest materially adverse to
the interest of the estate or of any class of creditors or equity
security holders, by reason of any direct or indirect relationship
to, connection with, or interest in, the Debtor, or for any other
reason.
National CRS can be reached at:
Michael L. Newsom
NATIONAL CRS, LLC
4846 Sun City Center Blvd., #255
Sun City Center, FL 33573-6281
Tel: (727) 515-8949
E-mail: mnewsom@nationalcrsllc.com
About Aluminum Extrusions, Inc.
Established in 1993, Aluminum Extrusions Inc. --
http://aluminumextrusionsinc.com/-- offers services that range
from extrusion, painting, fabrication, packaging and shipping of
aluminum. Its facility is located in Senatobia, Mississippi, and 30
miles south of Memphis, Tennessee.
Aluminum Extrusions sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Miss. Case No. 17-12693) on July 21,
2017. John C. King, president, signed the petition.
At the time of the filing, the Debtor estimated assets and
liabilities of $1 million to $10 million.
Judge Jason D. Woodard presides over the case. The Debtor hired
Michael P. Coury, Esq. at Glankler Brown, PLLC as its legal
counsel. Equity Partners HG, LLC, serves as financial consultant.
On August 29, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee has
retained Michael Best & Friedrich LLP as lead counsel; and Milam
Law PA as local counsel. National CRS, LLC, serves as financial
advisor.
No trustee or examiner has been appointed in the Debtor's case.
ANDERSON SHUMAKER: Asks Court to Move Plan Exclusivity to Dec. 23
-----------------------------------------------------------------
Anderson Shumaker Company files its third motion asking the U.S.
Bankruptcy Court for the Northern District of Illinois to extend
the period within which it has the exclusive right to file its plan
of reorganization and disclosure statement through December 23,
2017, as well as its exclusive date to solicit acceptances to its
plan through February 26, 2018.
A hearing to consider the Debtor's Third Motion will be held on
October 24 at 10:00 a.m.
Pursuant to the Order granting the Debtor's Second Request for
Extension, the exclusive periods by which only the Debtor may file
its plan of reorganization and gain acceptances to a plan are
slated to expire on October 23, 2017 and December 27, 2017,
respectively.
On September 7, 2017, the Debtor was authorized to employ Fort
Dearborn Partners as its financial consultant in order to aid the
Debtor in compiling a plan of reorganization. While Fort Dearborn
Partners has implemented cost cutting measures and price increases,
the Debtor believes that the benefits of these efforts will take
time to be revealed.
Given the discrepancy between the secured claim of Associated Bank
and the Debtor's assets -- which serve as collateral for Associated
Bank, the Debtor asserts it would be difficult to arrive at a
consensual plan with Associated Bank and its unsecured creditors.
Moreover, the Debtor claims that it has also continued to explore
the possibility of a sale of its assets or refinancing of the
Associated Bank debt in accordance with the recommendation of Fort
Dearborn Partners, and therefore, would require additional time to
file its plan of reorganization and disclosure statement.
About Anderson Shumaker
Based in Chicago, Illinois, Anderson Shumaker Company provides open
die forgings and custom forgings in various shapes and finishes
using stainless steel, aluminum, carbon steel and various grades of
alloy steel.
Anderson Shumaker filed a Chapter 11 petition (Bankr. N.D. Ill.
Case No. 17-05206) on Feb. 23, 2017. The petition was signed by
Richard J. Tribble, its chief executive officer. At the time of
filing, the Debtor had $1 million to $10 million in estimated
assets and $10 million to $50 million in estimated liabilities.
The case is assigned to Judge Donald R Cassling.
Scott R. Clar, Esq. and Brian P. Welch, Esq. at Crane, Heyman,
Simon, Welch & Clar serve as counsel to the Debtor. RSM US LLP and
CFO Advise LLC serve as the Debtor's accountant and financial
advisor, respectively. The Debtor hired Fort Dearborn Partners Inc.
as its financial advisor.
On March 9, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. Freeborn & Peters LLP
represents the committee as legal counsel.
APPVION INC: U.S. Trustee Forms 7-Member Committee
--------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, on Oct. 11 appointed
seven creditors to serve on the official committee of unsecured
creditors in the Chapter 11 cases of Appvion, Inc., and its
affiliates.
The committee members are:
(1) Pension Benefit Guaranty Corporation
Attn: Thomas Taylor
1200 K. Street NW
Washington, DC 20005-4026
Phone: 202-326-4020, X3303
Fax: 202-326-4112
(2) Pace Industry Union-Management Pension Fund
Attn: Trevor England
1101 Kermit Drive, Suite 800
Nashville, TN 37217
Phone: 615-333-5783
Fax: 615-333-5797
(3) Yupo Corporation America
Attn: Louann Knapp
800 Yupo Court
Chesapeake, VA 23320
Phone: 757-819-9355
Fax: 757-312-9702
(4) Marubeni America Specialty Chemicals, Inc.
Attn: Thomas Carlson
10 Bank Street
White Plains, NY 10606
Phone: 212-450-0264
Fax: 212-450-0705
(5) BASF Corporation
Attn: Peter Argiriou
100 Park Avenue
Florham Park, NJ 07932
Phone: 973-245-6577
Fax: 973-245-6779
(6) United Steelworkers
Attn: David Jury
60 Boulevard of the Allies, Room 807
Pittsburgh, PA 15222
Phone: 412-562-2545
Fax: 412-562-2574
(7) Granwell Products, Inc.
Attn: Allen Wang
185 Fairfield Ave, Suite 2B
West Caldwell, NJ 07006
Phone: 973-403-0080
Fax: 973-403-8335
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 Appvion Inc.
Appvion, Inc. -- http://www.appvion.com/-- produces thermal,
carbonless, security, inkjet, digital specialty, and colored
papers. The Company is the largest manufacturer of direct thermal
paper in North America. Headquartered in Appleton, Wisconsin,
Appvion operates coating and converting plants there and in West
Carrollton, Ohio and a pulp and paper mill in Roaring Spring,
Pennsylvania. The Company employs approximately 1,400 people and
is 100% employee-owned.
On Oct. 1, 2017, Appvion, Inc. and 5 affiliated debtors each filed
a voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 17-12082). The cases are
pending before the Honorable Kevin J. Carey.
Appvion Inc. disclosed total assets of $413,430,904 and total
liabilities of $714,758,194 as of Aug. 31, 2017.
The Debtors hired DLA Piper as legal counsel; Guggenheim Securities
LLC as investment banker; and Alan Holtz of AlixPartners as chief
restructuring officer. Prime Clerk LLC is the claims and noticing
agent.
ATP SECURITY: Hires Simon Resnik as General Bankruptcy Counsel
--------------------------------------------------------------
ATP Security Inc., seeks authority from the U.S. Bankruptcy Court
for the Central District of California to employ Simon Resnik Hayes
LLC, as general bankruptcy counsel to the Debtor.
ATP Security requires Simon Resnik to:
a. advice and assist regarding compliance with the
requirements of the United States Trustee ("UST");
b. advice regarding matters of bankruptcy law, including the
rights and remedies of the Debtor in regard to its assets
and with respect to the claims of creditors;
c. conduct examinations of witnesses, claimants or adverse
parties and to prepare and assist in the preparation of
reports, accounts and pleadings;
d. advice concerning the requirements of the Bankruptcy Code
and applicable rules;
e. assist with the negotiation, formulation, confirmation and
implementation of a Chapter 11 plan; and
f. make any appearances in the Bankruptcy Court on behalf of
the Debtor; and to take such other action and to perform
such other services as the Debtor may require.
Simon Resnik will be paid at these hourly rates:
M. Jonathan Hayes, Of Counsel $485
Matthew D. Resnik, Partner $425
Roksana D. Moradi, Partner $385
Russell Stong, Associate $350
David Kritzer, Associate $350
Rosario Zubia, Paralegal $135
Simon Resnik will be paid a retainer fee of $11,717, inclusive of
filing fee. The Firm received $3,000 of the initial retainer fee
amount prior to the filing of the Chapter 11 case.
Simon Resnik will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Roksana D. Moradi, partner of Simon Resnik Hayes LLC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Simon Resnik can be reached at:
Roksana D. Moradi, Esq.
SIMON RESNIK HAYES LLC
15233 Ventura Blvd, Suite 250
Sherman Oaks, CA 91403
Tel: (818) 783-6251
Fax: (818) 783-6253
About ATP Security Inc.
ATP Security Inc., filed a Chapter 11 bankruptcy petition (Bankr.
C.D. Cal. Case No. 17-21914) on September 28, 2017, disclosing
under $1 million in both assets and liabilities. The Debtor is
represented by Matthew D Resnik, Esq., partner of Simon Resnik
Hayes LLC.
AUTHENTIDATE HOLDING: Incurs $32.1 Million Net Loss in Fiscal 2017
------------------------------------------------------------------
Authentidate Holding Corp. filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$32.07 million on $20.19 million of total net revenues for the year
ended June 30, 2017, compared to net income of $5.26 million on
$34.57 million of total net revenues for the year ended
June 30, 2016.
As of June 30, 2017, the Company's balance sheet showed $16.73
million in total assets, $8.70 million in total liabilities and
$8.03 million in total shareholders' equity.
The Company's independent accounting firm IsnerAmper LLP in Iselin,
New Jersey, issued a "going concern" opinion in its report on the
consolidated financial statements for the year ended June 30, 2017,
noting that the Company has a working capital deficit and its
capital requirements have been and will continue to be significant,
which raise substantial doubt about its ability to continue as a
going concern.
At June 30, 2017 cash and cash equivalents amounted to $1,121,763
and total assets as of that date were $16,731,678. Since June 30,
2016, cash and cash equivalents decreased by $292,943. Currently,
available cash and cash equivalents as of Oct. 13, 2017, is
approximately $431,000 and current estimated monthly operational
requirements are approximately $1,300,000. Net cash provided by
operating activities for the year ended June 30, 2017, was
approximately $537,000, net cash used in financing activities was
approximately $808,000, and total cash used was approximately
$293,000.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/BiwFe8
About Authentidate
Authentidate Holding Corp. and its subsidiaries --
http://www.authentidate.com/-- primarily provide an array of
clinical testing services to health care professionals through its
wholly owned subsidiary, Peachstate Health Management, LLC d/b/a
AEON Clinical Laboratories. AHC also continues to provide its
legacy secure web-based revenue cycle management applications and
telehealth products and services that enable healthcare
organizations to increase revenues, improve productivity, reduce
costs, coordinate care for patients and enhance related
administrative and clinical workflows and compliance with
regulatory requirements. Web-based services are delivered as
Software as a Service (SaaS) to its customers interfacing
seamlessly with billing, information and records management
systems.
AYTU BIOSCIENCE: Corrects Form 10-K Beneficial Ownership Disclosure
-------------------------------------------------------------------
Aytu Bioscience, Inc., filed with the Securities and Exchange
Commission a first amendment to its annual report on Form 10-K/A
for the year ended June 30, 2017, to correct certain disclosure in
Item 12 Security Ownership of Certain Beneficial Owners and
Management and Related Stockholder Matters. No other changes have
been made to the Original Form 10-K.
The following table sets forth information with respect to the
beneficial ownership of the Company's common stock as of Aug. 15,
2017 for:
* each beneficial owner of more than 5% of the Company's
outstanding common stock;
* each of the Company's director and named executive officers;
and
* all of the Company's directors and executive officers as a
group.
Number of Percentage
Shares of Shares
Beneficially Beneficially
5% Stockholders: Owned Owned
--------------- ----------- ------------
G. Nicholas Farwell & Gale Farwell 420,484 9.99%
TTEE U/A 12-2-98 FBO Farwell
Family Trust (1)
Armistice Capital Master Fund Ltd 405,667 9.99%
Jeb Partners, L.P. 424,000 9.99%
Galileo Partners Fund I, L.P. 375,000 8.83%
Pacific Capital Mgmt LLC 291,663 6.95%
Triple Gate Partners, LP 250,000 5.99%
Lincoln Park Capital 250,000 5.99%
Manchester Management Company, LCC 210,331 5.10%
Clifford Disbrow 208,334 5.02%
Sheila Ryan Disbrow 208,334 5.02%
Directors and Named Executive Officers:
Joshua R. Disbrow 243,125 5.86%
Jarrett T. Disbrow 240,219 5.79%
Gregory A. Gould 18,471 *%
Michael Macaluso 6,802 *%
Carl C. Dockery 45,865 1.14%
John Donofrio 4,000 *%
Gary Cantrell 7,521 *%
All directors and executive 566,003 13.22%
officers as a group (seven persons)
* Represents beneficial ownership of less than 1%.
A full-text copy of the Form 10-K/A is available for free at:
https://is.gd/sYPY8x
About Aytu BioScience
Aytu BioScience, Inc. (OTCMKTS:AYTU) -- http://www.aytubio.com/--
is a commercial-stage specialty healthcare company concentrating on
developing and commercializing products with an initial focus on
urological diseases and conditions. Aytu is currently focused on
addressing significant medical needs in the areas of urological
cancers, hypogonadism, urinary tract infections, male infertility,
and sexual dysfunction.
Aytu BioScience reported a net loss of $22.50 million for the year
ended June 30, 2017, a net loss of $28.18 million for the year
ended June 30, 2016, and a net loss of $7.72 million for the year
ended June 30, 2015. As of June 30, 2017, Aytu BioScience had
$14.99 million in total assets, $10.99 million in total
liabilities, and $3.99 million in total stockholders' equity.
BAVARIA YACHTS: Court Narrows Claims vs German Manufacturer
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Judge James R. Sacca of the U.S. Bankruptcy Court for the Northern
District of Georgia denied in part and granted in part Defendant
Bavaria Yachtbau GmbH's renewed partial motion to dismiss claims in
Debtor Bavaria Yachts USA, LLLP's amended complaint and supporting
memorandum of law.
The case involves a broken business relationship between a German
yacht manufacturer and its exclusive dealer in the United States,
the Debtor, in this case, the contracts for which provide that any
litigation arising under or in connection with the contracts must
be brought in Germany.
The Debtor commenced the adversary proceeding captioned BAVARIA
YACHTS USA, LLLP, Plaintiff, v. BAVARIA YACHTBAU GmbH, Defendant,
Adversary Proceeding Case No. 17-05020-JRS (Bankr. N.D. Ga.) with
some claims arising under state law, such as fraud, negligent
misrepresentation, breach of implied warranties, tortious
interference with contract, and unjust enrichment, and others
arising under the federal bankruptcy law, such as avoidance claims,
validity, extent and priority of liens, equitable subordination and
an objection to claim. The Defendant argues that many of BUSA's
claims should be dismissed for failure to state a claim upon which
relief can be granted and because the contracts governing this
business relationship have valid forum selection clauses which
require certain of the claims to be dismissed and refiled in
Wurzburg, Germany.
Yachtbau filed a Renewed Partial Motion to Dismiss Claims. BUSA
contends it has stated claims upon which relief can be granted and
disputes the applicability, validity, and enforceability of the
forum selection clauses.
Count I of BUSA's Amended Complaint is Fraud in the Inducement.
Here, BUSA's Amended Complaint alleges sufficient facts to
establish a claim of fraud in the inducement when Yachtbau
allegedly induced BUSA to enter into contractual agreements. BUSA
alleges Yachtbau made false statements, which include "that its
sailboats were free from design and manufacture defects," that the
2% discount would cover all "customer service work, maintenance
work, and repair work costs," and that Yachtbau promised to it
would fix the defects in the yachts. BUSA also claims that Yachtbau
intended the false statements in order to persuade BUSA into
entering agreements with it and to induce BUSA to act upon its
statements. Therefore, BUSA's allegations in its Amended Complaint
are sufficient to infer a plausible fraud in the inducement claim
to survive a motion to dismiss.
Alternatively, Count III is a claim for unjust enrichment. Unjust
enrichment is an equitable claim and allows recovery where there is
no contract between the two parties, but the first party provides
the second party with a benefit that was induced or knowingly
accepted, "such that it would be inequitable for the second party
to retain the benefit without paying compensation." BUSA argues
that it conferred a benefit on Yachtbau--establishing Yachtbau's
products and market in the United States--and that Yachtbau has not
provided for any payment for the value thereof. However, BUSA fails
to allege any real underpayment for the benefit it provided
Yachtbau and merely alleges that it would be inequitable for BUSA
to not receive a remedy. Further, it is clear from the record that
there were multiple contracts between the two parties. Therefore,
the allegations in the Amended Complaint do not sufficiently allege
facts to allow an inference of liability under an unjust enrichment
claim, so this claim must be dismissed.
Upon analysis of the arguments presented, the Court orders that
Count III, Plaintiff's Unjust Enrichment claim, is dismissed.
Further, the remaining portions of the renewed partial motion to
dismiss is denied and the remaining claims shall proceed in this
Court and not in a German court.
The bankruptcy case is in re: BAVARIA YACHTS USA, LLLP, Chapter 11,
Debtor, Case No. 16-68583-JRS (Bankr. N.D. Ga.).
A full-text copy of Judge Sacca's Order dated Oct. 6, 2017, is
available at https://is.gd/TC4yfX from Leagle.com.
Bavaria Yachts USA, LLLP, Debtor, represented by Alexander
Dombrowsky, Robert Allen Law & Louis G. McBryan --
lmcbryan@mcbryanlaw.com -- McBryan, LLC.
United States Trustee, U.S. Trustee, represented by Thomas Wayne
Dworschak, Office of the U. S. Trustee & James H. Morawetz, Office
of U.S. Trustee.
Kenny Feld, Interested Party, represented by Jonathan A. Akins --
jakins@swfllp.com -- Schreeder, Wheeler & Flint, LLP & John A.
Christy -- jchristy@swfllp.com -- Schreeder Wheeler & Flint, LLP.
McElderry & Associates, LLC, Respondent, represented by John C.
Rogers, Carlock -- jrogers@carlockcopeland.com -- Copeland & Stair,
LLC.
About Bavaria Yachts USA
Bavaria Yachts USA, LLLP, is a Georgia limited liability limited
partnership which is in the business of buying and selling new and
used Bavaria boats.
Bavaria Yachts USA, LLLP, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 16-68583) on Oct. 18,
2016. The petition was signed by Kenneth Feld, manager of Oddbody
LLC, the Debtor's general partner. At the time of the filing, the
Debtor estimated its assets and liabilities at $1 million to $10
million.
The Debtor tapped Louis G. McBryan, Esq., of McBryan LLC, to serve
as legal counsel in connection with its Chapter 11 case. The
Debtor hired Alexander Dombrowsky, Esq., at Robert Allen Law, as
its special counsel; and Mark M. Chase and Chase CPA, LLC, as its
accountants.
An official committee of unsecured creditors has not been appointed
in the case.
BAY CITY RECYCLING: Fast Cash Buying 2 Skid Steer Loaders for $39K
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Bay City Recycling, LLC, asks the U.S. Bankruptcy Court for the
Northern District of Texas to authorize the sale of its interest in
(i) Caterpillar 242D Skid Steer Loader, Serial No. DZT01550, and
(ii) Caterpillar 242D Skid Steer Loader, Serial No. DZT01552, to
Fast Cash Recycling Centers, LLC for $39,000 ($19,500 each).
The objection deadline is Nov. 6, 2017 at 4:00 p.m.
The Debtor's sale will allow it to be free and clear of this lien
and to continue the reorganization under its Chapter 11
Bankruptcy.
The equipment is needed for the Purchaser to help victims of
Hurricane Harvey. Pursuant to the Letter of Intent, the Offer is
good for three days from Oct. 10, 2017.
A copy of the LOI attached to the Motion is available for free at:
http://bankrupt.com/misc/Bay_City_150_Sales.pdf
The Purchaser:
FAST CASH RECYCLING CENTERS, LLC
8100 Business 287
Kennedale, TX 76060
Telephone: (817) 719-0455
Facsimile: (817) 483-0046
About Bay City Recycling
Bay City Recycling, LLC, based in Fort Worth, Texas, filed a
Chapter 11 petition (Bankr. N.D. Tex. Case No. 17-41675) on April
24, 2017. The petition was signed by David Vega, manager. In its
petition, the Debtor estimated $0 to $50,000 in assets and $1
million to $10 million in liabilities. The Hon. Russell F. Nelms
presides over the case. Craig D. Davis, Esq., at Davis Ermis &
Roberts, P.C., serves as bankruptcy counsel.
BAYWAY HAND CAR WASH: Trustee Selling Broadway Property for $12.3M
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Donald F. Conway, the Chapter 11 trustee for Bayway Hand Car Wash
Corp. president Jose Louis Vasquez, asks the U.S. Bankruptcy Court
for the District of New Jersey to authorize the bidding procedures
and its Purchase and Sale Agreement dated Sept. 25, 2017 with Maddd
Equities, LLC or its designee in connection with the sale of real
property located at 4778 Broadway, New York, for $12,300,000,
subject to higher and better offers.
As of the Commencement Date, each of the Business Debtors (Bayway,
Harlem Hand Car Wash Corp., J.V. Car Wash Ltd. and Webster Hand Car
Wash Corp.) owned and operated a car wash facility at a different
location in the New York metropolitan region and Vazquez was the
100% owner of the Business Debtors. During the course of the
Debtors' bankruptcy cases, they have ceased operating their car
wash businesses.
The Debtors' bankruptcy cases were precipitated by an action
commenced against the Debtors in the U.S. States District Court for
the Southern District of New York, styled Ronald Lora, et al. v.
J.V. Car Wash Limited, et al., in which a number of alleged
employees of the Business Debtors asserted claims under the Fair
Labor Standards Act ("FLSA"); the New York Lab. Law and the New
Jersey wage and hour law; and for unlawful retaliation. The
Trustees settled the claims asserted in the FLSA Litigation and
paid substantial amounts to the named plaintiffs and their counsel
from the proceeds of the sale of the Debtors' other assets.
In response to certain supplemental bar dates, numerous other
alleged employees of the Business Debtors have filed proofs of
claim asserting claims similar to the claims asserted in the FLSA
Litigation against Vazquez and the Business Debtors. The New
Employee Claims total over $12,000,000. In addition, counsel to
these alleged employees filed proofs of claim seeking over
$4,150,000 for prosecuting the New Employee Claims. The Trustees
and Vazquez contest the validity of the New Employee Claims and are
in the processing of investigating them.
As of the Commencement Date, Vazquez and his father, Andres
Vazquez, jointly owned the Broadway Property from which J.V.
operated its car wash business. After the Commencement Date,
Andres Vazquez died and, upon information and belief, left his
interest in the Broadway Property to his wife, Sara Vazquez, who is
Jose Vazquez's mother. Upon further information and belief, Eunice
Aridi, Jose Vazquez's sister, holds a power of attorney to act on
behalf of Sara Vazquez, and is the executrix under the Last Will
and Testament of Andres Vazquez. As a result, the Broadway
Property currently is owned by Vazquez and the Decedent's Estate.
The Trustee has reached an agreement with the Decedent's Estate to
sell the entire Broadway Property and to allocate the net sale
proceeds between the Individual Debtor's bankruptcy estate
("Vazquez Estate") and the Decedent's Estate and its
beneficiaries.
The salient terms of their agreement are:
a. Payments due at closing, including the broker's commission
and normal and customary closing credits and adjustments will be
deducted from the purchase price and paid to the applicable party.
b. The remaining, "net" sale proceeds will be divided equally
between the two owners, subject to these adjustments:
i. 50% of the professional fees and costs of negotiating
the Stalking Horse Agreement, securing and maintaining the Broadway
Property, preparing and prosecuting the Sale Motion, and conducting
the Closing will be paid to the Vazquez Estate
ii. 50% of the fees of the environmental consultant, AEI,
incurred with respect to the Broadway Property and the fees and
costs of Herrick LLP, as special environmental counsel also will be
paid to the Vazquez Estate
iii. 50% of certain costs of maintaining and preserving the
property after the appointment of the Trustees, including the real
estate taxes paid by the Vazquez Trustee with respect to the
Broadway Property also will be paid to the Vazquez Estate
iv. Sara Vazquez, the beneficiary of the Decedent's estate
will be paid approximately $19,000 from Vazquez Estate's share of
the Net Sale Proceeds in exchange for her relinquishing any
ownership interest in J.V. and in satisfaction of her asserted
claim for taxes she paid on account of the income derived from
J.V.
v. The Decedent's Estate reserves the right to review the
Reimbursable Property Expenses and to object to the appropriateness
or reasonable amount of certain of the Reimbursable Property
Expenses. If the Vazquez Trustee and the Co-Owner cannot resolve
any such objection, the applicable amount will be escrowed and the
dispute will be resolved by the Court.
Prior to its acquisition by the Individual Debtor and his father,
the Broadway Property was used as a gas station. To permit him to
understand the environmental conditions at the Broadway Property
and to obtain the best possible offer for the Broadway Property, he
undertook an environmental investigation of the Broadway Property.
To assist him to engage in that ongoing process and obtain advice
regarding various issues of New York real estate law, with the
approval of the Court, the Trustee retained Herrick, Feinstein, LLP
as his special environmental and real estate counsel.
By Order dated April 19, 2017, the Trustee retained Century 21 AMH
Commercial, a division of Century 21 American Homes, as his broker
to market and sell the Broadway Property. Since its retention, the
Broker has worked diligently to expose the Broadway Property to the
market.
The Trustee has received several offers and selected the offer of
Maddd, which is for $12,300,000 and includes an agreement by the
Stalking Horse to assume all environmental liabilities with respect
to the Broadway Property and to indemnify the Trustee, the co-owner
and the bankruptcy estate with respect to any environmental
liabilities, as the stalking horse bid for the Broadway Property.
The material terms of the Stalking Horse Agreement are:
a. Stalking Horse Bidder: Maddd Equities, LLC or its designee
b. Guarantor: Jorge Madruga has guaranteed all of the
obligations of Maddd under the PSA.
c. Seller: Donald F. Conway, solely in his capacity as Chapter
11 Trustee for Jose Louis Vazquez and the Estate of Andres Vazquez,
as co-owner.
d. Effective Date: Sept. 25, 2017
e. Purchased Assets: 4778 Broadway, New York, New York, and
designated as Block 2233, Lot 10 on the Tax Maps of the City of New
York
f. Closing: Not later than 30 days after approval of the Sale
or at such later time as may be agreed upon by Maddd and the
Vazquez Trustee or their respective counsel. It will take place at
the offices of Maddd's counsel or such other place as may be agreed
upon by Maddd and the Trustee or their respective counsel.
g. Due Diligence: Maddd will have until Oct. 31, 2017 to
inspect the Broadway Property and undertake other due diligence
with respect to the Broadway Property.
h. Purchase Price: $12,300,000, plus assumption and indemnity
with respect to Environmental Conditions
i. The sale is "as is" and free and clear of liens, interests,
claims and encumbrances
j. Deposit: $1,230,000 of which $615,000 currently is being
held by Becker, LLC in its trust account and the balance of which
$615,000, will be paid to Becker after the completion of the
Buyer's due diligence period
k. Broker's Commissions: $469,000
l. Deadline for Approval of Sale: The Stalking Horse Agreement
must be approved by the Court within 90 days of its Effective Date
or the Buyer may terminate the Stalking Horse Agreement.
m. The waiver of 14-day stay is important as both the Trustee
and Maddd may want to close on the sale of the Broadway Property as
soon as possible.
n. Allocation/Release of Sale Proceeds Sale Order: The Trustee
and the co-owner have agreed to allocate the net proceeds of the
sale 50/50 with certain credits. The payment to the co-owner will
be made at or promptly after the Closing.
Because several other parties remain interested in the Broadway
Property, the Stalking Horse Bid and the Stalking Horse Agreement
are subject to higher and better offers. Accordingly, in
connection with the Sale Motion, the Trustee proposes the Bidding
Procedures with respect to the Broadway Property. Essentially,
Bidding Procedures permit all other interested bidders
approximately 20 days to undertake due diligence with respect to
the Broadway Property and to submit bids for the Broadway Property.
The material terms of the Bidding Procedures are:
a. Stalking Horse Bid: $12,300,000
b. Break-Up: $250,000
c. Bid Deadline: Oct. 31, 2017 at 4:00 p.m.
d. Qualified Bid: $12,600,000 ($300,000 initial overbid plus
Stalking Horse Bid)
e. Deposit: 10% of the bid
f. Auction: At the offices of the Trustee's special
environmental and real estate counsel, Herrick Feinstein LLP, on
Nov. 2 or 3, 2017
g. Bid Increments: $100,000
h. sale Hearing: Nov. 9 or 10, 2017
i. Closing:
j. Initial Overbid:
A copy of the Stalking Horse Agreement and the Bidding Procedures
attached to the Motion is available for free at:
http://bankrupt.com/misc/Bayway_Hand_906_Sales.pdf
The Trustee contends that there are no valid liens or judgments
against the Broadway Property. To the extent that there are any
valid judgments or other claims against Vazquez which could be
considered a lien on the Broadway Property, the Trustee submits
that they do not exceed the Stalking Horse Bid and will not exceed
any higher or better offer received in connection with the Auction
and that there are other grounds to sell the Broadway Property free
and clear of those liens.
The Trustee wishes to conclude the sale of the Broadway Property as
expeditiously as possible. At the same time, however, he wishes to
ensure that all financially-qualified, interested parties are
provided with a reasonable opportunity to submit competing bids so
the Vazquez Estate receives the maximum return on the sale of the
Broadway Property. Accordingly, the Trustee asks the Court to
approve the relief sought.
Because the Stalking Horse Agreement permits an immediate closing
and this may be important to other potential bidders based on the
deadline for submitting a response to the Library RFP (which is due
by Nov. 20, 2017), the Trustee asks that the Court waive the
automatic stay of the Order approving the Sale as permitted by Fed.
R. Bankr. P. 6004(h).
The Purchaser:
MADDD EQUITIES, LLC
15 Verbena Ave., Ste 200
Floral Park, NY 11001
The Guarantor:
Jorge Madruga
34 Arden Lane
Sands Point, NY 11050
The Decedent is represented by:
Mitchell Malzberg, Esq.
THE LAW OFFICES OF MITCHELL MALZBERG
6 Main Street, Ste 7
P.O. Box 5122
Clinton, NJ 08809
About Vazquez and His Companies
Jose Louis Vazquez and four related entities, Bayway Hand Car Wash
Corp., Harlem Hand Car Wash Corp., J.V. Car Wash Ltd. and Webster
Hand Car Wash Corp., each filed a voluntary petition for
reorganization under chapter 11 of title 11 of the United States
Code (Bankr. D.N.J.) on Oct. 16, 2013. The Debtors' bankruptcy
cases are being jointly administered pursuant to the Bankruptcy
Court's Order dated Nov. 16, 2013.
By order dated May 28, 2014, the Bankruptcy Court directed the
appointment of a Chapter 11 trustee for the Debtors. Donald F.
Conway serves as the Chapter 11 trustee for the Individual Debtor.
Donald V. Biase serves as the Chapter 11 trustee for the Business
Debtors.
As of the Petition Date, each of the Business Debtors owned and
operated a car wash facility at a different location in the New
York metropolitan region and Vazquez was the 100 percent owner of
the Business Debtors.
During the course of the bankruptcy cases, the Business Debtors
have ceased operating their car wash businesses. In August 2015,
the Business Debtors' Trustee sold the car wash operations and real
estate owned by Webster. In March 2016, the Business Debtors'
Trustee closed the car wash operated by Harlem and the Vazquez
Trustee sold the real estate owned by the Individual Debtor from
which Harlem operated.
In March 2017, the Business Debtors' Trustee closed the car wash
operated by J.V. and the Vazquez Trustee began to market for sale
the Broadway Property from which J.V. operate.
The Vazquez Trustee:
Donald F. Conway
THE MERCADIEN GROUP
3625 quakerbridge Rd.
Hamilton, NJ 08619
Counsel for the Vazquez Trustee:
J. Alex Kress, Esq.
BECKER, LLC
354 Eisenhower Parkway
Plaza II, Suite 1500
Livingston, NJ 07039
Telephone: (973) 422-1100
E-mail: akress@becker.legal
BILLNAT CORP: Proposes CVS-Led Auction on Nov. 10
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BillNat Corp. asks the U.S. Bankruptcy Court for the Eastern
District of Michigan to authorize its bidding procedures and its
Asset Purchase Agreement with Woodward Detroit CVS, L.L.C. in
connection with the sale of substantially all assets for
$12,799,890, subject to adjustments, subject to overbid.
Since commencing its marketing process in July 2016, the Debtor
received many expressions of interest from potential strategic and
financial buyers interested in purchasing substantially all of its
assets on a going concern basis, as well as liquidators interested
in acquiring all or some of its assets.
The Debtor, utilizing the support of investment banker SSG
Advisors, LLC and in consultation with the prepetition lenders as
well as disclosure to the Official Unsecured Creditors Committee of
Kerr ("Kerr UCC"), responded to these potential buyers by executing
confidentiality agreements, providing them with a Confidential
Offering Memorandum, assisting them with due diligence including
providing access to an electronic data room and soliciting letters
of intent and indications of interest.
After months of due diligence being conducted by prospective buyers
and months of negotiations of letters of intent with prospective
buyers for all and portions of the Debtor's assets on operating
basis and non-operating basis, all done in consultation with the
Lenders and disclosure to the Kerr UCC, the Debtor has entered into
the asset purchase agreement ("Stalking Horse Purchase Agreement")
for the sale of substantially all of its assets utilized in its
retail pharmacy business, with the Buyer, a subsidiary of CVS
Pharmacy, Inc.
The Stalking Horse Purchase Agreement provides for the Debtor and
its estate to receive approximately $12,799,890 for the Purchased
Assets, which is subject to certain adjustments specified in the
Stalking Horse Purchase Agreement. This does not include the value
of Excluded Assets retained by the Debtor, which is estimated at
approximately $7,335,723 (prior to the bringing of claims)
resulting in the Debtor realizing total of approximately
$20,135,614. However, if the Stalking Horse is able to secure
leases on certain other locations leased by the Debtor on terms
acceptable to the Stalking Horse, the Purchase Price increases for
each such location which can result in an increase of $6,000,000 to
the Purchase Price.
Because the Debtor has engaged in a 13-month long thorough
marketing and negotiation process before selecting, after
consultation with the Lenders and disclosure to the Kerr UCC, the
Stalking Horse, it believes that the Stalking Horse Purchase
Agreement reflects a fair and reasonable valuation of the Purchased
Assets, is the highest and best offer that can be secured prior to
the Auction, and will result in higher values being achieved at the
Auction.
The Debtor desires to maximize the value for the Purchased Assets,
and therefore desires to pursue the sale process through an
expedited auction process to determine the ultimate highest and the
best offer. It further believes that the process will be enhanced
by the Stalking Horse as the Stalking Horse Purchase Agreement
establishes a floor minimum bid at the Auction. Accordingly, the
Bidding Procedures are proposed with the objective of promoting
active bidding that will result in the highest and best offer.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: Nov. 9, 2017
b. Deposit: 10% of the cash portion of the purchase price
c. Qualified Bid: (i) The purchase price reflected in the
Stalking Horse Purchase Agreement, if any; plus (ii) an amount
equal to the Breakup Fee; plus (iii) the minimum $200,000
Incremental Bid Amount
d. Auction: The Auction will commence at 9:00 a.m. (ET) on
Nov. 10, 2017, at the offices of McDonald Hopkins PLC, counsel to
the Debtor at 39533 Woodward Ave., Suite 318, Bloomfield Hills,
Michigan or such other location agreed to by the Debtor and Lenders
with reasonable notice to Qualified Bidders.
e. Incremental Bid Amount: $200,000. If bidding for the
assets at individual facilities occurs, bids on each group of
assets at an individual facility will be in increments of $50,000.
f. For the purpose of determining the Successful Bidder, the
full amount of the Break-Up Fee potentially payable to the Stalking
Horse will be added to any overbid submitted by the Stalking
Horse.
g. Break-up Fee: The Break-up Fee is calculated as follows:
(i) $270,000 Expense Reimbursement; plus (ii) 3% of the sum of: (A)
the Inventory Purchase Price plus (B) the Gross Purchase Price plus
(C) the Noncompete Consideration plus (D) the Additional Store Buy
Asset Price for each Potential Store Buy Location that has become a
Store Buy Location.
h. Terms: Free and clear of all liens, claims and interests
i. Sale Hearing: Nov. 13, 2017
A copy of the Stalking Horse Agreement and the Bidding Procedures
attached to the Motion is available for free at:
http://bankrupt.com/misc/BillNat_Corp_25_Sales.pdf
The Lenders, Cardinal and Debtor have approved the concept of a
sale in the Cash Collateral Order.
Pursuant to Fed. R. Bankr. P. 2002, the Debtor asks that it be
authorized to serve the Auction and Sale Notice, which sufficiently
describes the terms and conditions of the sale and the Bidding
Procedures, to the Notice Parties. Any objections to the Sale
Motion must be filed by a date to be set by the Court. The Debtor
respectfully asks that the Court approves the form and manner of
the notice of the Auction and Sale Notice.
The Debtor may have contracts associated with the Business or its
assets that may interfere with the sale or are deemed detrimental
to its estate, and upon sale of the Purchased Assets will no longer
be beneficial to it. Within one business day after the entry of
the Bid Procedures Order, the Debtor will provide all Qualified
Bidders with the Cure Schedule. All Qualified Bidders must provide
with their Qualified Bids to the Debtor a preliminary list of the
contracts and leases that it would like the Debtor to assume and
assign to the Qualified Bidder, which may be supplemented or
amended within the time period provided in the Stalking Horse
Purchase Agreement.
The salient terms of the Assumption and Assignment Procedures are:
a. One business day after the entry of the Bidding Procedures
Order, the Debtor will serve on the counterparties the Assumption
and Assigmnent Notice;
b. The counterparties to the Assumed Contracts and Assumed
Leases will file any objections to assumption and assignment of the
Assumed Contracts and Assumed Leases or the Pre-Petition Cure
Amount at least one business day prior to the Auction;
c. Any party who fails to object by the Assumption/Assignment
Objection Deadline will be forever barred from objecting to the
assumption and assignment of its respective executory contract or
unexpired lease;
d. The Debtor will make cure payments within 30 days after the
date of the closing of the sale of the Purchased Assets; and
e. The Debtor may, after the closing on the sale of the
Purchased Assets in accordance with the terms of the Successful
Bidder Purchase Agreement, file one or more supplemental list or
lists of Assumed Contracts and Assumed Leases, and may also
designate a formerly Assumed Contract or Assumed Lease for
rejection at any time prior to closing under the Successful Bidder
Purchase Agreement; if necessary.
Subject to Court approval, the Debtor proposes to establish these
dates:
a. Entry of Bid Procedures Order: Oct. 20, 2017
b. Serve Sale Notice and Serve Assumption: Oct. 23, 2017
c. Deadline for Qualified Bids, Objections to Sale and
Objections to Assumptions: Nov. 9, 2017
Given the Dec. 29, 2017, expiration of the Cash Collateral Order,
if entered, time is of the essence in completing this transaction.
Further, the notice contemplated in the Motion is calculated to
give reasonable notice to all affected parties. Accordingly, the
Debtor asserts that cause exists to waive the requirements of Fed.
R. Bankr. P. 6004(g) and 6006(d), and asks that the Order approving
the sale (as well as the assumption and assignment of the Assumed
Contracts and Assumed Leases) provides that it will be effective
immediately and that the 10-day stay will not apply to the sale
transaction (and the assumption and assignment of the Assumed
Contract and Assumed Leases).
The Purchaser:
WOODARD DETROIT CVS, L.L.C.
C/O CVS Pharmacy, Inc.
One CVS Drive
Woonsocket, RI 02895
Attn: Syed Husain, R.Ph.
Facsimile: (401) 770-2606
The Purchaser is represented by:
Mark Minuit, Esq.
Teresa Currier, Esq.
SAUL EWING LLP
1201 North Market St., Ste 2300
Wilmington, DE
Telephone: (302) 421-6840
About BillNat Corp.
BillNat Corporation operates 20 retail pharmacies from leased
facilities in Southern Michigan under the name "Sav-On Drugs". It
was solely owned by Mr. William G. Newman until all of its capital
stock was acquired by the Frank W. Kerr Company in exchange for Mr.
Newman receiving additional shares of Kerr in a transaction that
closed in August 2015, but was retroactively effective as of Dec.
15, 2014.
Novi, Michigan-based Frank W. Kerr Company filed a chapter 7
petition on Aug. 23, 2016. The Debtor consented to and the Court
entered an order for relief under Chapter 11, converting the case
to a Chapter 11 proceeding (Bankr. E.D. Mich. Case No. 16-51724) on
Sept. 19, 2016. Kerr tapped McDonald Hopkins PLC as counsel. Epiq
Bankruptcy Solutions, LLC, serves as the Debtor's noticing, claims
and balloting agent. The Debtor hired Conway Mackenzie Management
Services, LLC, as restructuring consultant and Jeffrey K. Tischler
as chief restructuring officer. The official committee of
unsecured creditors retained Lowenstein Sandler LLP as lead
counsel; Wolfson Bolton PLLC as local counsel; and BDO USA, LLP, as
financial advisor.
On Oct. 13, 2017, BillNat Corporation filed a petition seeking
relief under chapter 11 of the United States Bankruptcy Code
(Bankr. E.D. Mich. Case No. 17-54357).
BillNat estimated assets of $10 million to $50 million and debt of
$50 million to $100 million.
The case judge is the Hon. Maria L. Oxholm.
BillNat tapped McDonald Hopkins PLC as counsel, SSG Advisors, LLC,
as investment banker, Conway Mackenzie Management Services, LLC, as
restructuring advisor, and Epiq Bankruptcy Solutions, LLC, as
claims and noticing agent.
BIOSTAGE INC: Reduces Headcount by 71% to Cut Costs
---------------------------------------------------
Biostage, Inc., announced that, due to the recent breach and
failure to fund by First Pecos, LLC of the Securities Purchase
Agreement between First Pecos and the Company, the Company has
conducted a reduction in headcount of 17 of its employees, which
represented 71% of its employee base. The reduction and other cost
cutting measures were made to slow the Company's cash burn rate
while the Company explores strategic alternatives with its
advisors. The Company estimates that it will incur charges for
one-time termination benefits in connection with the headcount
reduction of approximately $153,000 for employee severance,
benefits and related costs, all of which are expected to be paid
during the fourth quarter of 2017.
Jim McGorry, the Company's CEO, commented, "The recently announced
failure to fund by First Pecos of a binding financing agreement
leaves the Company in a weakened financial position. After months
of good faith negotiations by Biostage, we sincerely believed we
had a solid path forward for our technology and shareholders. We
believe the fact pattern of constant funding delays and increasing
demands demonstrates First Pecos had a different agenda. We are
facing the realities of the situation and moving quickly to address
our cash burn rate to extend our operational runway. Unfortunately,
we needed to reduce our headcount substantially as part of this
effort. However, we are moving forward with a core group of
scientists and engineers that understand and developed our
technology. Our charge is to preserve and consolidate our
Cellframe technology and data as we evaluate our strategic and
financial alternatives."
The Company also disclosed that on Oct. 10, 2017, First Pecos
delivered a notice to the Company stating that, as a result of
alleged breaches by the Company of its obligations pursuant to the
Share Purchase Agreement, First Pecos has terminated the Agreement
and demanded that the Company pay a $500,000 termination fee
pursuant to the terms of the Agreement.
The Company has responded to First Pecos's notice. The Company
believes that it was not in breach of the Agreement at any time,
and that First Pecos's notice was unjustified and without any legal
merit or factual basis. Accordingly, the Company believes that
First Pecos is not entitled to terminate the Agreement, and is not
entitled to any termination fee thereunder, as the failure to
consummate the Agreement's private placement resulted from First
Pecos's breach of the Agreement. The Company is reviewing all of
its rights and remedies against First Pecos.
Mr. McGorry continued, "Importantly, our technology is more
advanced now than ever, and our preclinical data continues to show
consistent, positive results. What has not changed is the
tremendous unmet medical need for kids suffering with pediatric
esophageal atresia and the hope that our technology can
dramatically improve their care and condition. Dr. La Francesca's
recent resignation from Biostage was not due to any change in our
data. Our distinguished Scientific Advisory Board members and
collaborators remain engaged and excited about the technology's
growing value and clinical prospects. We are exploring our
strategic alternatives, to possibly include a merger, capital
infusion, sale, reorganization or some combination thereof."
Mr. McGorry concluded, "As this dynamic situation continues to
unfold, we will continue to act in the best interest of our
shareholders and collaborators. There is no way around it; we are
in a difficult situation. However, we are in the business of
addressing life-threatening conditions and will continue to fight
to keep our technology alive and get our data and know-how in the
hands of clinicians, like Dr. Christine Finck, Chief, Division of
Pediatric General and Thoracic Surgery at Connecticut Children's,
dedicated to improving the lives of kids with esophageal atresia."
About Biostage
Biostage, Inc., formerly Harvard Apparatus Regenerative Technology,
Inc. -- http://www.biostage.com/-- is a biotechnology company
developing bio-engineered organ implants based on the Company's new
Cellframe technology which combines a proprietary biocompatible
scaffold with a patient's own stem cells to create Cellspan organ
implants. Cellspan implants are being developed to treat
life-threatening conditions of the esophagus, bronchus or trachea
with the hope of dramatically improving the treatment paradigm for
patients. Based on its preclinical data, Biostage has selected
life-threatening conditions of the esophagus as the initial
clinical application of its technology.
Biostage reported a net loss of $11.57 million on $82,000 of
revenues for the year ended Dec. 31, 2016, compared to a net loss
of $11.70 million on $118,000 of revenues for the year ended Dec.
31, 2015. As of June 30, 2017, Biostage had $4.65 million in total
assets, $3.37 million in total liabilities and $1.28 million in
total stockholders' equity.
KPMG LLP, in Cambridge, Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has suffered recurring
losses from operations and will require additional financing to
fund future operations which raise substantial doubt about its
ability to continue as a going concern.
BOWLIN FUNERAL: Taps Bert Doerhoff as Accountant
------------------------------------------------
Bowlin Funeral Home, Inc. seeks approval from the U.S. Bankruptcy
Court for the Western District of Missouri to hire an accountant.
The Debtor proposes to employ Bert Doerhoff, a certified public
accountant, to, among other things, prepare its financial reports
and tax returns and assist in the development of projections of
income and expenses necessary to prepare a plan of reorganization.
Mr. Doerhoff will charge between $100 and $300 per hour.
In a court filing, Mr. Doerhoff disclosed that he does not
represent any interest adverse to the Debtor's estate.
Mr. Doerhoff maintains an office at:
Bert Doerhoff
1301 Southwest Blvd.
Jefferson City, MO 65109
The Debtor is represented by:
Harry D. Boul, Esq.
Boul & Associates
One E. Broadway, Suite B
Columbia, MO 65203
Phone: 573-443-7000
Email: hboul@earthlink.net
About Bowlin Funeral Home Inc.
Bowlin Funeral Home, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Mo. Case No. 17-20965) on October 3,
2017. Mark R. Elliott, Jr., its owner, signed the petition. At
the time of the filing, the Debtor disclosed that it had estimated
assets and liabilities of less than $1 million. Judge Dennis R.
Dow presides over the case. Boul & Associates represents the
Debtor as bankruptcy counsel.
BOXWOOD LLC: Hires Ferguson Hayes as Attorney
---------------------------------------------
Boxwood, LLC, seeks authority from the U.S. Bankruptcy Court for
the Middle District of North Carolina to employ Ferguson Hayes
Hawkins and DeMay, PLLC, as attorney to the Debtor.
Boxwood, LLC requires Ferguson Hayes to:
a. provide such legal services necessary to conduct an
examination of the Debtors;
b. examine the public records as to recorded mortgages and
liens and security interests;
c. develop a plan of reorganization for the repayment of
arrearage and refinance of the real property in the
bankruptcy case; and
d. provide other general legal matters which may arise in the
bankruptcy case.
Ferguson Hayes will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Edwin H. Ferguson, Jr., partner of Ferguson Hayes Hawkins and
DeMay, PLLC, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Ferguson Hayes can be reached at:
Edwin H. Ferguson, Jr., Esq.
FERGUSON HAYES HAWKINS AND DEMAY, PLLC
45 Church Street South
Concord, NC 28026-0444
Tel: (704) 788-3211
About Boxwood, LLC
Founded in 2002, Boxwood, LLC, owns an event facility consisting of
50 acres with cabin, house and carriage house located at 132
Becktown Road Mocksville, North Carolina 27028. The property is
valued by the Company at $2.9 million. In 2016, Boxwood's gross
revenue amounted to $98,858 following gross revenue of $96,879 in
2015.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. M.D.
N.C. Case No. 17-51070) on Oct. 9, 2017, listing $2.93 million in
total assets and $7.46 million in total liabilities. The petition
was signed by Clay B. Lindsay, Jr., manager.
Judge Lena M. James presides over the case.
Brian Hayes, Esq., and Edwin H Ferguson, Jr., Esq., at Ferguson,
Hayes, Hawkins & Demay, PLLC, serve as the Debtor's bankruptcy
counsel.
The Debtor previously sought bankruptcy protection on Feb. 13, 2017
(Bankr. M.D.N.C. Case No. 17-50142).
BRIAR HILL: Authorized to Use Cash Collateral Through Nov. 30
-------------------------------------------------------------
Judge Russ Kendig of the U.S. Bankruptcy Court for the Northern
District of Ohio has entered a final order authorizing Briar Hill
Foods, LLC, and its affiliates to use cash collateral solely to pay
those operating expenses that are enumerated in the Budget.
The current Budget covers the period of Oct. 13 through Nov. 30,
2017, providing total operating expenses of approximately $168,004.
Beginning on Nov. 10, 2017 and thereafter by no later than the 10th
day of each month, the Debtor is required to provide The Huntington
National Bank, N.A., and the U.S. Trustee with a proposed Budget
for the calendar month after the expiration of the current Budget.
The Debtors acknowledged that, as of the Petition Date, the Debtors
and certain non-debtor borrowers are indebted to Huntington
National Bank in an outstanding balance of not less than
$2,839,791, pursuant to various loans which Huntington National
Bank extended to the Debtors. To secure payment of the prepetition
indebtedness, Huntington National Bank was granted security
interest in and substantially all of the assets of the Debtors.
Huntington National Bank is granted replacement security interests
and liens in and to the post-petition collateral of the Debtors, to
the same extent, validity, enforceability, perfection and priority
as the security interests and liens that Huntington had immediately
preceding the Petition Date.
The liens, mortgages and security interests granted to Huntington
National Bank, including the replacement liens, will be subject and
subordinate to a carve-out of up to $150,000 for the allowed fees
and expenses of Brouse McDowell, LPA -- counsel to the Debtors.
In addition, Huntington National Bank agrees that the cash
collateral may be used by the Debtors to pay the statutory fees of
the U.S. Trustee.
A full-text copy of the Final Order, dated October 12, 2017, is
available at https://is.gd/IKXpLb
About Briar Hill Foods
Briar Hill Foods, LLC, and several affiliates filed voluntary
Chapter 11 petitions (Bankr. N.D. Ohio Lead Case No. 17-61892) on
Aug. 5, 2017. The other debtors are Bias Realty, Ltd. (Bankr. N.D.
Ohio Case No. 17-61893); Jack Coffy, LLC (Bankr. N.D. Ohio Case No.
17-61894); CPW Properties, Ltd. (Bankr. N.D. Ohio Case No.
17-61895); Thorne Management, Inc. (Bankr. N.D. Ohio Case No.
17-61896).
At the time of filing, Briar Hill's estimated assets are $1 million
to $10 million and estimated debt is $10 million to $50 million.
Bias Realty's estimated assets are $500,000 to $1 million and
estimated debt is $1 million to $10 million.
Judge Russ Kendig presides over the cases.
The Debtors are represented by Marc B. Merklin, Esq., at Brouse
McDowell, LPA, as their bankruptcy counsel.
BRIDAN 770: Hires Joel M. Aresty as Bankruptcy Counsel
------------------------------------------------------
Bridan 770, LLC, and JXB 84 LLC, seek authority from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
Joel M. Aresty, P.A., as attorney to the Debtor.
Bridan 770 requires Joel M. Aresty to:
a. give advice to the Debtor with respect to its powers and
duties as a debtor in possession and the continued
management of its business operations;
b. advise the Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
c. prepare motions, pleadings, orders, applications, adversary
proceedings, and other legal documents necessary in the
administration of the case;
d. protect the interest of the Debtor in all matters pending
before the court; and
e. represent the Debtor in negotiation with its creditors in
the preparation of a plan.
Joel M. Aresty will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Joel M. Aresty, partner of Joel M. Aresty, P.A., 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.
Joel M. Aresty can be reached at:
Joel M. Aresty, Esq.
JOEL M. ARESTY, P.A.
309 1st Ave S.
Tierra Verde, FL 33715
Tel: (305) 904-1903
Fax: (800) 559-1870
E-mail: Aresty@Mac.com
About Bridan 770, LLC
Bridan 770, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Fla. Case No. 17-20940) on August 29, 2017, disclosing under
$1 million in both assets and liabilities. The Debtor is
represented by Joel M. Aresty, Esq., P.A.
CARECORE NATIONAL: S&P Places 'B' CCR on CreditWatch Positive
-------------------------------------------------------------
S&P Global Ratings said it placed all of its ratings on CareCore
National LLC (d/b/a eviCore healthcare), including its 'B'
long-term corporate credit rating and senior secured debt ratings,
on CreditWatch with positive implications.
The CreditWatch placement follows the announcement that CareCore
National LLC has entered into an agreement to be acquired by
Express Scripts Holding Co. (ESRX).
S&P said, "On a stand-alone basis, our 'B' rating on CareCore
reflects its relatively narrow business scope, with its focus on
outsourced medical benefits management, high revenue/earnings
concentration in its core radiology product, and modest
low-double-digit EBITDA margins. These factors are slightly offset
by strengths such as its good market positions (No. 1 or 2) in many
products, improving product diversification outside of radiology,
and generally high retention rates. In addition, we believe
CareCore's business growth prospects are largely positive, as its
services have been gaining traction with health care payors in
recent periods. Through the first half of 2017, CareCore's revenues
were up 35% and reported EBITDA was up by nearly 50%.
"As of June 30, 2017, CareCore's debt structure included total
reported debt of $891 million, including its first-lien senior
secured revolver and term loan, senior unsecured notes, and capital
leases. Notwithstanding the acquisition by ESRX, we had expected
leverage of 4x-5x by year-end 2017.
"We expect to resolve the CreditWatch situation once the
transaction closes, likely in fourth-quarter 2017. We may upgrade
CareCore by multiple notches (compared with our 'BBB+' corporate
credit rating on ESRX) depending on our view of its prospective
strategic importance and business integration with the ESRX credit
group. We expect CareCore's debt to be repaid as part of the
transaction."
CASHMAN EQUIPMENT: Plan Exclusivity Continued Thru Oct. 23 Hearing
------------------------------------------------------------------
The Hon. Melvin S. Hoffman of the U.S. Bankruptcy Court for the
District of Massachusetts extended the exclusive period during
which only Cashman Equipment and its debtor-affiliates may file a
plan of reorganization from October 12 through and including
October 24.
A continued hearing to consider extending the Debtors' exclusive
periods will be held on October 23 at 10:00 a.m.
The Troubled Company Reporter has previously reported that the
Debtors asked the Court to extend the period during which they have
the exclusive right to (a) file a plan through January 31, 2018,
and (b) solicit acceptances of their plan through April 2, 2018.
The Debtors told the Court that they continue to communicate and
cooperate with the Committee and have made substantial progress
toward agreed terms with Lenders as to use of cash collateral and
sale procedures. The Debtors also continue to provide extensive
bi-weekly reporting to the Committee, the Lenders, and the Office
of the United States Trustee regarding the Debtors' operations and
sales efforts.
Among the lending institutions asserting liens on the Debtors'
assets are: Fifth Third Bank, Banc of America Leasing and Capital,
LLC, Citizens Bank, N.A., Key Bank, N.A., the U.S. Maritime
Administration, Pacific Western Bank, Radius Bank, Rockland Trust
Company, Santander Bank, N.A., Wells Fargo, N.A., Equitable Bank
and U.S. Bank Equipment Finance. These Lenders have asserted
secured claims against the Debtors in the aggregate amount of
approximately $144 million.
On September 11, 2017, the Debtors filed a proposed Term Sheet
reflecting an agreement with their Lenders establishing the terms
of the Debtors' continued use of cash collateral and a protocol for
the sale of selected vessels and equipment, in each case through
January 15, 2018, and the distribution of the proceeds realized
from those sales. The Term Sheet is subject to the final approval
of the Lenders and the Bankruptcy Court.
Pursuant to the Term Sheet, the Lenders have consented to an
extension of the Debtors' exclusivity periods.
While the Debtors have made progress in these complex cases, the
Debtors said that additional work needs to be done to move to the
next phase of their reorganization. The Debtors anticipated being
able to advance a plan during the extended exclusive period. As
such, the Debtors asserted that to lift exclusivity at this point
would jeopardize the work that has been accomplished, the
consensus-building for which the exclusivity period is designed,
and the underlying policy of the Bankruptcy Code favoring
reorganization.
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.
CASHMAN EQUIPMENT: Taps Kelly & Mancini as Special Counsel
----------------------------------------------------------
Cashman Equipment Corp. seeks approval from the U.S. Bankruptcy
Court for the District of Massachusetts to hire Kelly & Mancini PC
as special counsel.
The firm will negotiate the terms of sales and charters of the
Vessels owned by the company and its affiliates in the ordinary
course of their businesses; document the sales and charters.
The firm's standard hourly rates are:
Partner $350 - $450
Senior Associate $295 - $350
Associate $200 - $250
Paraprofessional $110 - $150
Andrew Saunders, Esq., the attorney who will be providing the
services, will charge an hourly fee of $325.
Kelly & Mancini does not represent any interest adverse to the
Debtors, according to court filings.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Kelly &
Mancini disclosed that it has not agreed to a variation from, or
alternative to, its standard or customary billing arrangements for
its employment with the Debtors. The firm also disclosed that its
usual rates are not adjusted based on the geographic location of
the cases.
Kelly & Mancini can be reached through:
Andrew Saunders, Esq.
Kelly & Mancini PC
128 Dorrance Street, Suite 300
Providence, RI 02903
Phone: 401-490-7334
Fax: 401-490-7874
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.
CGG HOLDING: Wants to Continue Plan Exclusivity Until Feb. 2018
---------------------------------------------------------------
CGG Holding (U.S.) Inc. and its affiliated debtors ask the U.S.
Bankruptcy Court for the Southern District of New York to extend
their exclusive periods to file and solicit acceptances to its plan
of reorganization, through and including February 9, 2018 and April
10, 2018, respectively.
A hearing will be held on November 13, 2017, at 10:00 a.m. during
which the Court will extending the Debtor's Exclusive Periods. Any
responses or objections to the requested extension must be filed
and served no later than November 6.
On the Petition Date, the Debtors' ultimate parent company, CGG
S.A., has also opened a French restructuring proceeding known as a
procedure de sauvegarde (a safeguard proceeding) and sought
recognition of such proceeding from the Court by means of a chapter
15 case captioned In re CGG S.A., Ch. 15 Case No. 17-11636 (MG)
(Bankr. S.D.N.Y. June 14, 2017). On July 13, 2017, the Court
entered an order in the Chapter 15 Case recognizing the safeguard
proceeding as a foreign main proceeding.
Consequently, the Debtors and CGG S.A. are utilizing the parallel
restructuring proceedings in France and the U.S. to implement a
comprehensive financial restructuring of the entire corporate
Group.
Since the commencement of these chapter 11 cases -- less than four
months ago -- the Debtors have made extensive progress towards
consummation of a plan of reorganization:
(a) they have successfully negotiated with their key
constituencies regarding the terms of an agreed
chapter 11 plan;
(b) they have filed the resulting Joint Chapter 11 Plan
and related Disclosure Statement on July 24, 2017;
(c) they have obtained the Court's approval of their
Disclosure Statement at an uncontested hearing held on
August 28, 2017;
(d) they have promptly solicited votes on the plan from
impaired creditors (votes were due on September 22,
2017) and received overwhelming acceptance in favor of
the Chapter 11 Plan: by 100% in both number and amount
of the Debtors' secured lenders in Classes 3 and 4 and
more than 97% in both number and amount of the Debtors'
unsecured bondholders in Class 5; and
(e) ultimately, on October 10, 2017, they have obtained the
Court's confirmation of their Joint Chapter 11 Plan.
The Debtors claim that all of these efforts have been done in
careful coordination with the Debtors' affiliates, including their
ultimate parent, CGG S.A., to ensure that the Debtors' Chapter 11
Plan works in concert with the plan put forth by CGG S.A. in its
concurrent restructuring proceeding in France to effectuate a
single, integrated financial restructuring of the entire corporate
group.
While CGG S.A. has made good progress towards consummation of its
Safeguard Plan, the Debtors aver that the key events in that
process have not yet occurred. In particular, the French process
requires that the Safeguard Plan be approved by CGG S.A's public
equityholders, and the general shareholders' meeting to consider
the safeguard plan is scheduled for October 31, 2017.
Furthermore, the Debtors maintain that the French Court overseeing
the safeguard proceeding will not convene a hearing regarding
approval of the Safeguard Plan until after the shareholders' vote
has occurred.
Because the Restructuring envisions a single financial
restructuring for the Group, the Chapter 11 Plan does not -- and
cannot -- stand alone. Instead, the Chapter 11 Plan is designed to
work in tandem with the plan (the "Safeguard Plan") presently being
pursued by CGG S.A.
Consistent with the basic premise of the Restructuring, the Debtors
cannot consummate their Chapter 11 Plan and emerge from chapter 11
until and unless CGG S.A. is also ready to consummate its plan. The
Debtors therefore submit that an extension of the Exclusive Periods
is appropriate to allow the Safeguard Plan to be approved and for
the Chapter 11 Plan's contingencies to be resolved.
About CGG Holding
Paris, France-based CGG Holding (U.S.) Inc. -- http://www.cgg.com/
-- provides geological, geophysical and reservoir capabilities to
its broad base of customers primarily from the global oil and gas
industry. Founded in 1931 as "Compagnie Generale de Geophysique",
CGG focuses on seismic surveys and other techniques to help energy
companies locate oil and natural-gas reserves. The company also
makes geophysical equipment under the Sercel brand name.
The Group has more than 50 locations worldwide, more than 30
separate data processing centers, and a workforce of more than
5,700, of whom more than 600 are solely devoted to research and
development. CGG is listed on the Euronext Paris SA (ISIN:
0013181864) and the New York Stock Exchange (in the form of
American Depositary Shares, NYSE: CGG).
After a deal was reached key constituencies on a restructuring that
will eliminate $1.95 billion in debt, on June 14, 2017 (i) CGG SA,
the group parent company, opened a "sauvegarde" proceeding, the
French equivalent of a Chapter 11 bankruptcy filing, (ii) 14
subsidiaries of CGG S.A. filed voluntary petitions for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
17-11637) in New York, and (iii) CGG S.A filed a petition under
Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
Case No. 17-11636) in New York, seeking recognition in the U.S. of
the Sauvegarde as a foreign main proceeding.
Chapter 11 debtors CGG Canada Services Ltd. and Sercel Canada Ltd.
also commenced proceedings under the Companies' Creditors
Arrangement Act in the Court of Queen's Bench of Alberta, Judicial
District of Calgary in Calgary, Alberta, Canada, to seek
recognition of the Chapter 11 cases in Canada.
CHELSEA CRAFT: Seeks to Hire Auction Advisors to Sell Operations
----------------------------------------------------------------
Chelsea Craft Brewing Company, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire an
auctioneer.
The Debtor proposes to employ Auction Advisors to market and sell
its operations as a going concern or, in the alternative,
substantially all of its business assets at auction.
Upon the consummation of a sale of the Debtor's business or assets
to a purchaser obtained by Auction Advisors, the firm will be
entitled to a "seller commission" from the estate equal to 5% of
the total sales price and will be further entitled to retain a 10%
buyer's premium from the purchaser.
The firm requested that it be allowed to spend up to 10,000 to
cover the costs and expenses. If a second auction is required, the
cap on the firm's reimbursable marketing costs will increase to
$17,500.
Auction Advisors does not hold or represent any interest adverse to
the Debtor, its estate, creditors and equity holders, according to
court filings.
The firm can be reached through:
Joshua Olshin
Auction Advisors
1350 Avenue of Americas, 2nd Floor
New York, NY 10019
Phone: 800-862-4348
About Chelsea Craft Brewing Company
Chelsea Craft Brewing Company, LLC operates a craft brewery and
taproom located at 463 East 173rd Street, Bronx, New York. It is
approximately 10,000 square feet in size and the existing lease has
seven years remaining on its terms with a right to renew for an
additional five years.
An involuntary Chapter 7 bankruptcy petition was filed against the
Debtor (Bankr. S.D.N.Y. Case No. 17-11459) on May 25, 2017. The
petitioning creditors Valerie Alexander, Bart Alexander, Joanne
Perona and Barbara A. Phelps are represented by Michael T. Sucher,
Esq.
Judge Sean H. Lane, who presides over the case, entered an order
for Relief on July 28, 2017. The Court also entered an order
converting the case to Chapter 11.
Chelsea Craft Brewing hired Morrison Tenenbaum, PLLC as its
bankruptcy counsel and Pick & Zabicki LLP as its special
transactions counsel.
CHESAPEAKE ENERGY: Issues $850 Million Senior Notes
---------------------------------------------------
Chesapeake Energy Corporation and certain subsidiary guarantors
issued $300,000,000 aggregate principal amount of 8.00% Senior
Notes due 2025 and $550,000,000 aggregate principal amount of 8.00%
Senior Notes due 2027 in a private placement conducted pursuant to
Rule 144A and Regulation S under the Securities Act of 1933, as
amended. The 2025 Notes were issued pursuant to an Indenture,
dated as of April 24, 2014, as supplemented by the Sixth
Supplemental Indenture, dated as of Dec. 20, 2016, each among the
Company, the Guarantors and Deutsche Bank Trust Company Americas,
as trustee, as an additional issuance of the Company's outstanding
8.00% Senior Notes due 2025, which the Company issued in December
2016 in an original aggregate principal amount of $1,000,000,000.
The 2027 Notes were issued pursuant to the Base Indenture, as
supplemented by the Seventh Supplemental Indenture, dated as of
June 6, 2017, among the Company, the Guarantors and the Trustee, as
an additional issuance of the Company's outstanding 8.00% Senior
Notes due 2027, which the Company issued in June 2017 in an
original aggregate principal amount of $750,000,000.
In connection with the issuance of the Notes, the Company and
Morgan Stanley & Co. LLC, for itself and on behalf of the several
initial purchasers of the Notes, entered into one Registration
Rights Agreement with respect to the 2025 Notes, and one
Registration Rights Agreement with respect to the 2027 Notes, each
dated as of Oct. 12, 2017, which will give holders of the Notes
certain exchange and registration rights with respect to the Notes.
Pursuant to the Registration Rights Agreements, the Company and
the Guarantors have agreed to use commercially reasonable efforts
to file exchange offer registration statements with the Securities
and Exchange Commission and to have the registration statements
declared effective and to complete the exchange offers on or prior
to June 13, 2018, with respect to the 2025 Notes, and Nov. 28,
2018, with respect to the 2027 Notes. Further, under certain
circumstances, in lieu of, or in addition to, registered exchange
offers, the Company and the Guarantors are required to use
commercially reasonable efforts to cause to become effective shelf
registration statements relating to the resale of the Notes. The
Company and the Guarantors are required to pay additional interest
if they fail to comply with their obligations to register the Notes
within the specified time periods.
As a result of the consummation of the Private Placement, the
financing condition described in the Offer to Purchase dated Sept.
27, 2017, and related Letter of Transmittal with respect to the
Company's cash tender offers was satisfied on Oct. 12, 2017.
About Chesapeake Energy
Based in Oklahoma City, Chesapeake Energy Corporation's (NYSE:CHK)
-- http://www.chk.com/-- is focused on discovering and developing
its large and geographically diverse resource base of
unconventional oil and natural gas assets onshore in the United
States. The company also owns oil and natural gas marketing and
natural gas compression businesses.
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. "The
upgrade of Chesapeake to 'B-' reflects our assessment of the
company's improved liquidity profile and financial measures," said
S&P Global Ratings credit analyst Paul Harvey.
Chesapeake Energy carries a 'Caa1' corporate family rating from
Moody's Investors Service. Moody's said Chesapeake's 'Caa1' CFR
incorporates its improving but modest cash flow generation at
Moody's commodity price estimates relative to the company's high
debt levels.
CINRAM GROUP: Seeks to Hire Engineering Firms
---------------------------------------------
Cinram Group, Inc., and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the District of New Jersey to employ
Greenman-Pedersen, Inc., and LBYD, Inc., as engineering firms.
The Debtors owned and formerly leased a real properties located in
Olyphant, Pennsylvania, Hanover, Pennsylvania, and Huntsville,
Alabama, and the Debtors require the Engineering Firms to:
-- provide engineering services for the Debtors consisting
of inspection of certain industrial facilities,
buildings, components and systems; and
-- provide expert reports and testimony relating thereto
as may be necessary.
The Engineering Firms will be paid at these hourly rates:
Greenman-Pedersen
Branch Manager $190
Project Manager/Senior Engineer $130
Architectural Designer $125
Engineer $95
Engineering Designer $75
Administrative $45
LBYD, Inc.
Architect $125
Plumbing/Fire Protection $90
HVAC/Electrical $130
Structural/Civil/Site $90
The Engineering Firms will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Louis A. Norella, III, executive vice president and branch manager
of Greenman-Pedersen, Inc., and Gregory O. Robinson, industrial
division manager/senior principal of LBYD, Inc., and executive vice
president and branch manager, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtors and their estates.
The Engineering Firms can be reached at:
Louis A. Norella, III
GREENMAN-PEDERSEN, INC.
106 North Main Street
Cape May Courthouse, NJ 08210
Tel: (609) 536-8019
- and -
Gregory O. Robinson
LBYD, INC.
716 South 30th Street
Birmingham, AL 35233
Tel: (205) 251-4500
About Cinram Group, Inc.
Livingston, New Jersey-based Cinram Group, Inc., and its affiliates
filed a Chapter 11 petition (Bankr. D.N.J. Lead Case No. 17-15258)
on March 17, 2017. The petition was signed by Glenn Langberg, chief
executive officer.
Cinram Group estimated $1 million to $10 million in both assets and
liabilities. Cinram Operations, Inc., estimated $1 million to $10
million in assets and under $50,000 in liabilities.
Cinram Property Group, LLC, listed $10 million to $50 million in
assets and under $50,000 in liabilities.
The Hon. Vincent F. Papalia presides over the jointly administered
cases. Kenneth A. Rosen, Esq., at Lowenstein Sandler, LLP, serves
as bankruptcy counsel to the Debtors.
On April 3, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee members
are SIR Properties Trust, MPEG LA LLC, Technicolor Home
Entertainment Services Inc., and Richter LLP. Cole Schotz P.C.
serves as bankruptcy counsel.
CLASSICAL DEVELOPMENT: Has Until Sept. 2018 to Sell Building
------------------------------------------------------------
Classical Development, Ltd., filed with the U.S. Bankruptcy Court
for the Southern District of Texas its first amended plan of
liquidation dated Sept. 20, 2017.
The Class 4A Secured Claims of Frost Bank is impaired. This class
consists of the claims of Frost Bank in the amount of $1,282,945.71
and $72,969.64, respectively, for a total claim of
$1,355,915.35.with interest on the amounts at the rate of 12% per
annum from Feb. 27, 2017. In addition, Frost Bank is entitled to
its reasonable attorney's fees, costs and expenses from and after
the Petition Date. These claims are secured by a blanket lien on
all of the Debtor's assets, including the Building. Frost Bank
will retain its lien on the collateral post confirmation. Frost
Bank will be paid in full from the sale of the real property with
improvements located at 1240 Clear Lake City Boulevard, Houston,
Texas 77062.
The Debtor will have until Sept. 1, 2018, to sell the Building and
pay Frost Bank's secured claims in full.
The Debtor will maintain insurance on the Collateral with Frost
Bank designated as the mortgagee/loss payee and additional insured.
Failure to maintain insurance on the collateral will be considered
a default under the Plan. If the Debtor does not cure this default
within five business days after written notification by Frost Bank
to the Debtor, Frost Bank may foreclose on the collateral without
further court order.
As the Debtor has approximately $1,696,795.24 equity in the
Building, Frost Bank will not receive any payments during the sales
period for the Building.
In the event the Debtor is unable to sell the Building by Sept. 1,
2018, Frost Bank may foreclose on the Building without further
court order. The loan documents executed by the Debtor in
connection with the Frost Bank claims remain in full force and
effect.
Class 5 Unsecured Claims are impaired. This class consists of the
unsecured claim of Forshey Piano Company in the amount of $15,000
Forshey Piano Company currently owes the Debtor $52,213 in unpaid
rent on the Building and the debt to Forshey Piano Company will be
offset by the amount of unpaid rent. Forshey Piano Company will
take nothing under this Plan.
A copy of the First Amended Plan is available at:
http://bankrupt.com/misc/txsb17-31113-43.pdf
As reported by the Troubled Company Reporter on June 12, 2017, the
Debtor filed with the Court a Chapter 11 plan that proposed to pay
its creditors in full from the sale of its real property. The plan
proposed to pay its creditors from the proceeds generated from the
sale of the Building. Classical Development believes it can sell
the building within the next 12 months. Forshey Piano Company,
which asserts a $15,000 unsecured claim, would get nothing under
the plan.
About Classical Development Ltd.
Classical Development, Ltd., was formed in 2002 to operate the real
property with improvements located at 1240 Clear Lake City
Boulevard, Houston, Texas. The building was originally built in
2000 by Fred Forshey.
In 2002, Mr. Forshey formed Forshey Piano Company as a Texas
Corporation to operate his piano business. He then formed Music
Management, LLC, which is the general partner of Classical
Development. Classical Development has operated as the landlord to
Forshey Piano Company.
Classical Development sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Texas Case No. 17-31113) on Feb. 27,
2017. The petition was signed by Mr. Forshey, president of Music
Management. At the time of the filing, the Debtor disclosed $3.25
million in assets and $1.43 million in liabilities.
Judge Karen K. Brown presides over the case. Cooper & Scully, PC,
represents the Debtor as bankruptcy counsel.
On May 25, 2017, the Debtor filed a Chapter 11 plan and disclosure
statement.
COLUMBIA LAWRENCE: Hires Xian Feng as Attorney
----------------------------------------------
Columbia Lawrence Holdings 1 LLC, seeks authority from the U.S.
Bankruptcy Court for the Eastern District of New York to employ The
Law Office of Xian Feng Zou, as attorney to the Debtor.
Columbia Lawrence requires Xian Feng to:
a. give advice to the Debtor with respect to its powers and
duties as Debtor-in-Possession and the continued management
of its property and affairs;
b. negotiate with creditors of the Debtor and work out a plan
of reorganization and take the necessary legal steps in
order to effectuate such a plan including, if need be,
negotiations with the creditors and other parties in
interest;
c. prepare the necessary answers, orders, reports and other
legal papers required for the Debtor's protection from its
creditors under Chapter 11 of the Bankruptcy Code;
d. appear before the Bankruptcy Court to protect the interest
of the Debtor and represent the Debtor in all matters
pending before the Bankruptcy Court;
e. attend meetings and negotiate with representatives of
creditors and other parties in interest;
f. advise the Debtor in connection with any potential
refinancing of secured debt and any potential sale of the
Debtor's assets;
g. represent the Debtor in connection with obtaining post-
petition financing, if necessary;
h. take any necessary action to obtain approval of a
disclosure statement and confirmation of a plan of
reorganization; and
i. perform all other legal services for the Debtor which may
be necessary for the preservation of the Debtor's estate
and promote the best interests of the Debtor, its creditors
and the estate.
Xian Feng will be paid at these hourly rates:
Attorneys $300-$400
Praprrofessionals $150
Xian Feng will be paid a retainer in the amount of $5,000.
Xian Feng will also be reimbursed for reasonable out-of-pocket
expenses incurred.
William X. Zou, owner of The Law Office of Xian Feng Zou, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Xian Feng can be reached at:
William X. Zou, Esq.
THE LAW OFFICE OF XIAN FENG ZOU
136-20 38th Avenue, Suite 10D
Flushing, NY 11354
Tel: (718) 661-9562
About Columbia Lawrence Holdings 1 LLC
Columbia Lawrence Holdings 1, LLC and Columbia Lawrence Holdings 2,
LLC, sought Chapter 11 protection (Bankr. E.D.N.Y. Case No.
17-43978 and 17-43979, respectively) on July 31, 2017. The
petitions were signed by Bo Jin Zhu, sole member. The Debtors each
estimated assets and liabilities in the range of $1 million to $10
million.
Judge Elizabeth S. Stong (17-43978) and Judge Carla E. Craig
(17-43979) are assigned to the cases.
The Debtors tapped William X Zou, Esq., at Law Offices of Xian Fend
Zou, as counsel.
COLUMBIA LAWRENCE: Sale of All Assets of Tower 1 for $23M Approved
------------------------------------------------------------------
Judge Elizabeth S. Stong of the U.S. Bankruptcy Court for the
Eastern District of New York authorized Columbia Lawrence Holdings
1, LLC (i) to use property of the estate, its 100% membership
interest in 126 Columbia Tower 1, LLC, outside the ordinary course
business; and (ii) to grant member approval to Tower 1 to sell
substantially all Tower 1's assets, specifically, the real property
it owns, known as Block 1966, Lots 77, 78, 80, 81, 82 and 83, New
York County, New York, to Columbia International, LLC for $23
million.
A hearing on the Motion was held on Oct. 11, 2017.
About Columbia Lawrence
Columbia Lawrence Holdings 1, LLC and Columbia Lawrence Holdings 2,
LLC, sought Chapter 11 protection (Bankr. E.D.N.Y. Case No.
17-43978 and 17-43979, respectively) on July 31, 2017. The
petitions were signed by Bo Jin Zhu, sole member. The Debtors each
estimated assets and liabilities in the range of $1 million to $10
million.
Judge Elizabeth S. Stong (17-43978) and Judge Carla E. Craig
(17-43979) are assigned to the cases.
The Debtors tapped William X Zou, Esq., at Law Offices of Xian Fend
Zou, as counsel.
COLUMBIA LAWRENCE: Sale of All Assets of Tower 2 for $6.2M Approved
-------------------------------------------------------------------
Judge Elizabeth S. Stong of the U.S. Bankruptcy Court for the
Eastern District of New York authorized Columbia Lawrence Holdings
2, LLC (i) to use property of the estate, its 100% membership
interest in 126 Columbia Tower 2, LLC, outside the ordinary course
business; and (ii) to grant member approval to Tower 2 to sell
substantially all its assets, specifically, the real property it
owns, known as Block 1967, Lots 9, 10 and 12, New York County, New
York, to 120 Jericho Turnpike, LLC for $6,200,000.
A hearing on the Motion was held on Oct. 11, 2017.
About Columbia Lawrence
Columbia Lawrence Holdings 1, LLC and Columbia Lawrence Holdings 2,
LLC, sought Chapter 11 protection (Bankr. E.D.N.Y. Case No.
17-43978 and 17-43979, respectively) on July 31, 2017. The
petitions were signed by Bo Jin Zhu, sole member. The Debtors each
estimated assets and liabilities in the range of $1 million to $10
million.
Judge Elizabeth S. Stong (17-43978) and Judge Carla E. Craig
(17-43979) are assigned to the cases.
The Debtors tapped William X Zou, Esq., at Law Offices of Xian Fend
Zou, as counsel.
CORE SUPPLEMENT: Seeks Authority on Interim Use of Cash Collateral
------------------------------------------------------------------
Core Supplement Technology, Inc., filed a first day motion asking
the U.S. Bankruptcy Court for the Southern District of California
for authority on its interim use of cash collateral and its
inventory pending final hearing.
The Debtor has prepared a budget itemizing the expenses which the
Debtor intends to pay with its cash collateral. It provides
estimated monthly expenses of approximately $433,633.
The Debtor asserts that the use of cash collateral and inventory is
necessary to maintain the present value and condition of the
bankruptcy estate as it must continue to make ongoing payments to
sustain its business and pay its employees. Otherwise, the Debtor
claims that any inability to use such funds during the pendency of
this Chapter 11 case will effectively close the business, which
will severely and detrimentally impact the value of the bankruptcy
estate and make reorganization impossible.
The Debtor believes that the only secured creditor with a lien
covering inventory, cash and deposit accounts is Bank Of America.
While there are other secured lenders with purchase money security
interests secured by specific machinery, but the Debtor claims that
none has a security interest in the Debtor's cash deposits,
accounts receivables, or inventory.
The Debtor proposes to offer Bank Of America adequate protection in
the form of monthly cash payments as required by the agreement with
Bank Of America or as otherwise agreed to by the Parties.
A full-text copy of the Debtor's Motion, dated Oct. 11, 2017, is
available at https://is.gd/NCJ8mW
A copy of the Debtor's Budget is available at https://is.gd/IuSNQK
About Core Supplement Technology
Core Supplement Technology, Inc. --
http://www.coresupplementtech.com/-- partners with various
companies and professionals to develop and sell advanced
supplements, from formulation, flavoring, manufacturing to delivery
and brand-support. Core's manufacturing facility is headquartered
on the West Coast in Oceanside, California, providing
state-of-the-art FDA compliant, NSF & cGMP certified turnkey
supplement manufacturing. The brands the Company works with range
from small start-ups to nationally and internationally known
brands. Core's clients include nutritionists, doctors, trainers,
competitors, as well as supplement & nutraceutical companies.
Core Supplement Technology is operating at 4645 to 4665 North
Avenue, Oceanside California. It is a California corporation owned
50% by Joseph O'Dea and 50% by three other shareholders, Robert
Bailly, Harry Kumjian and Andrea Kumjian.
Core Supplement Technology filed a Chapter 11 petition (Bankr. S.D.
Cal. Case No. 17-06078) on Oct. 3, 2017. The petition was signed
by Joseph Odea, president. At the time of filing, the Debtor had
total assets of $2.82 million and total liabilities of $5.60
million.
The case is assigned to Judge Margaret M. Mann.
Stephen C. Hinze, Attorney at Law APC, is counsel to the Debtor.
No creditors committee has yet been appointed in the case.
CRANBERRY GROWERS: U.S. Trustee Forms 3-Member Committee
--------------------------------------------------------
The Office of the U.S. Trustee on Oct. 11 appointed three creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 cases of Cranberry Growers Cooperative.
The committee members are:
(1) North Star Container, LLC
Matt Marshall
7400 Metro Blvd., Suite 300
Edina, MN 55439
Phone: 952-746-2872
Email: mmarshall@nwgrains.com
(2) Tournant Inc.
Joe DePippo
210 North Wells, Suite 1505
Chicago, IL 60606
Phone: 828-423-6088
Email: joe@tournantco.com
(3) Brickl Bros., Inc.
Steve Fischer
400 Brickl Road
West Salem, WI 54699
Phone; 608-786-0890
Email: sfischer@bricklbros.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 Cranberry Growers
Cranberry Growers Cooperative (CranGrow) --
https://www.crangrow.com/ -- is a group of cranberry growers based
in Warrens, Wisconsin, USA. CranGrow currently has 40 grower
members, and it is these members that own the co-op. The co-op's
growers range in size from small to very large cranberry marshes,
most of which have been family owned and operated for generations.
Some have been in operation for over 100 years. CranGrow produces
sliced sweetened dried cranberries, whole sweetened dried
cranberries, single strength juice (not from concentrate), 50 and
65 brix concentrate, and cranberry seed pomace. Unlike many
cranberry processors, CranGrow actually grows the fruit and process
it themselves.
Cranberry Growers Cooperative filed a Chapter 11 petition (Bankr.
W.D. Wis. Case No. 17-13318) on Sept. 25, 2017. The petition was
signed by James Reed, chief executive officer. At the time of
filing, the Debtor estimated $1 million to $10 million in both
assets and liabilities.
The Debtor's counsel is Justin M. Mertz, Esq., at Michael Best &
Friedrich LLP. The Debtor's financial and restructuring advisor is
Sierra Constellation Partners LLC; and the firm's Winston Mar
serves as the Debtor's chief restructuring officer.
CYPRESS ASSOCIATES: Hires Cavett Turner as Accountant
-----------------------------------------------------
Cypress Associates, Inc., seeks authority from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Cavett Turner &
Wyble, LLP, as accountant to the Debtor.
Cypress Associates requires Cavett Turner to:
a. prepare the federal tax return with supporting schedules;
b. prepare any state income or payroll tax returns requested;
and
c. prepare any bookkeeping entries that is necessary in
connection with the preparation of the income tax returns.
Cavett Turner will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
As of the petition date, the Debtor owed Cavett Turner the sum of
$14,250 for tax-related services rendered prior to filing of the
petition. Cavett Turner has agreed to waive the said amount if the
Bankruptcy Court approved the application.
Cavett Turner will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Larry A. Turner, partner of Cavett Turner & Wyble, LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Cavett Turner can be reached at:
Larry A. Turner
CAVETT TURNER & WYBLE, LLP
2920 Toccoa
Beaumont, TX 77703
Tel: (409) 898-0070
Fax: (409) 898-7679
E-mail: lturner@ctwllp.com
About Cypress Associates, Inc.
Cypress Associates, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 17-30491) on January 31,
2017.
Cypress Associates owns and operates an insurance brokerage in
Houston, Texas. It was formed on February 12, 2009. Cypress offers
a variety of insurance products including health, life and
well-being policies underwritten by Philadelphia American Life
Insurance Company and New Era Life Insurance Company. Barry Glenn
is the sole shareholder, officer and director of the Debtor.
The Debtor, along with each of the Bene-Fit Entities, had offices
at 11720 Katy Freeway, Suite 1600, Houston, Texas. The Debtor and
the Bene-Fit Entities relocated to new offices at 10713 West Sam
Houston Parkway North, Suite 100, Houston, Texas in June 2017. The
Debtor has no employees but uses three of the eleven employees of
Bene-Fit Administrators.
The petition was signed by Barry Glenn, president. At the time of
the filing, the Debtor disclosed that it had estimated assets of
less than $50,000 and liabilities of $1 million to $10 million.
The case is assigned to Judge Marvin Isgur. Burger Law Firm
represents the Debtor as bankruptcy counsel.
DALTON OUTDOOR: Has Approval on Interim Use of IRS Cash Collateral
------------------------------------------------------------------
The Hon. Katherine A. Constantine of the U.S. Bankruptcy Court for
the District of Minnesota, at the behest of Dalton Outdoor
Services, Inc., authorized the Debtor's interim use of cash
collateral.
A further hearing on the motion for an order authorizing the use of
cash collateral will be held on Nov. 16, 2017 at 10:30 a.m.
The Debtor is authorized to grant a replacement lien to the
Internal Revenue Service on all assets of the Debtor to the extent
of use of cash collateral, which replacement liens will have the
same priority, dignity and effect as the prepetition lien held by
said creditor. Assets excluded from the replacement lien are the
Debtor's bankruptcy causes of action.
In addition, the Debtor is authorized to pay $3,000 as an adequate
protection payment to the IRS on or before Oct. 31, 2017.
A full-text copy of the Interim Order, dated Oct. 12, 2017, is
available at https://is.gd/HQhs7W
About Dalton Outdoor Services
Dalton Outdoor Services, Inc., in the business of providing
landscaping and snow removal services, filed a Chapter 11 petition
(Bankr. D. Minn. Case No. 17-33188) on Oct. 9, 2017. The case is
assigned to Judge Katherine A. Constantine. The Debtor is
represented by attorneys at Steven B. Nosek, P.A.
DAVID LIND: Trustee's Sale of Acampo Vineyard for $3.3M Approved
----------------------------------------------------------------
Judge Robert S. Bardwil of the U.S. Bankruptcy Court for the
Eastern District of California authorized Hank M. Spacone, Trustee
for David Kenneth Lind, to sell the interest in a 100-acre
vineyard, commonly known as 4880 E. Peltier Road, Acampo,
California, referred to in the public record as San Joaquin APN
005-180-36, 005-180-37, 005-180-76 and 005-180-75, to Amirk Singh
or his assignee for $3,325,000.
A hearing on the Motion was held on Oct. 11, 2017 at 10:00 a.m.
The Trustee and Singh will split 50% each the premium for title
insurance.
If Singh does not perform, The Trustee is authorized to sell the
Property to Amirk Samra or assignee for $3,300,000 pursuant to the
terms and conditions set forth in the Agreement.
The Broker will be allowed compensation in an amount equal to 5% of
the gross sale price, $166,250 if Singh closes and $165 if Samra
closes. The Trustee is authorized to pay the Broker's claim from
escrow.
The Trustee is authorized to pay all undisputed claims of lien from
escrow, including: (i) the claims secured by a trust deed in favor
of Farm Service Agency; (ii) abstracts of judgment in favor of
Michael L. Manna, Alejandro Herrera Martinez, Jose A. Malago Coyol
and Bank of Stockton; and (iii) a certificate of lien in favor of
Andres Jarcia Garcia.
A copy of the Agreement attached to the Order is available for free
at:
http://bankrupt.com/misc/David_Lind_248_Order.pdf
Counsel for the Trustee:
J. Russell Cunningham, Esq.
J. Luke Hendrix, Esq.
Nicholas L. Kohlmeyer, Esq.
DESMOND, NOLAN, LIVAICH & CUNNINGHAM
1830 15th Street
Sacramento, CA 95811
Telephone: (916) 443-2051
Facsimile: (916) 443-2651
David Kenneth Lind sought Chapter 11 protection (Bankr. E.D. Cal.
Case No. 16-27672) on March 20, 2014. Hank M. Spacone was
appointed as Chapter 11 Trustee.
DETROIT, MI: Moody's Hikes Issuer Rating to B1; Outlook Positive
----------------------------------------------------------------
Moody's Investors Service has upgraded the City of Detroit, MI's
issuer rating to B1 from B2. The issuer rating is based on a
general obligation unlimited tax (GOULT) pledge, but does not apply
to any of Detroit's $1.7 billion of outstanding bonds. Moody's has
also assigned a positive outlook to reflect the possibility of
further upward movement if current economic and financial trends
persist and enhance the city's capacity to fund long-term
liabilities.
The upgrade to B1 reflects improved fund balance and liquidity
coupled with adoption of a pension funding strategy that will
lessen the budgetary impact of a future spike in required
contributions. The rating also considers the very conservative
fiscal approach of Detroit's current administration as well as the
city's current economic performance, which is strong considering
its historic contraction. The rating still weighs these credit
strengths against long-term risks arising from high unfunded
pensions and economic vulnerabilities tied to a weak socioeconomic
profile and low industrial diversity. The rating further
acknowledges that maintenance of healthy reserves and budgetary
capacity to fund rising fixed cost demands is highly dependent on
continued revenue growth.
Rating Outlook
The positive outlook reflects the possibility of further upward
movement in Detroit's rating in the event current economic and
financial trends persist. Sustained growth in revenue that enhances
the city's capacity to fund its long-term obligations will
positively impact the city's credit profile.
Factors that Could Lead to an Upgrade
Sustained revenue growth that enhances budgetary capacity to
address rising fixed costs
Clearly demonstrated change in demographic patterns that more
rapidly propels economic recovery, employment diversification and
income growth
Factors that Could Lead to a Downgrade
A slowed or stalled economic recovery that leads to revenue
contraction
Spending of financial reserves that leaves fund balance and
liquidity inadequate to offset significant credit challenges
Growth in the city's debt or pension burdens that raises fixed
costs and shrinks financial flexibility
Legal Security
The issuer rating is based on Detroit's general obligation
unlimited tax pledge.
Use of Proceeds
Not applicable.
Obligor Profile
Detroit's current estimated population of 673,000 makes it the 23rd
largest city in the US. It is by far the largest city in the State
of Michigan (Aa1 stable).
Methodology
The principal methodology used in this rating was US Local
Government General Obligation Debt published in December 2016.
DEXTERA SURGICAL: Incurs $26 Million Net Loss in Fiscal 2017
------------------------------------------------------------
Dextera Surgical Inc. filed with the Securities and Exchange
Commission its annual report on Form 10-K reporting a net loss
allocable to common stockholders of $25.93 million on $3.42 million
of total net revenue for the fiscal year ended June 30, 2017,
compared to a net loss allocable to common stockholders of $15.98
million on $4.05 million of total net revenue for the fiscal year
ended June 30, 2016.
As of June 30, 2017, Dextera had $8.87 million in total assets,
$17.31 million in total liabilities and a total stockholders'
deficit of $8.43 million.
As of June 30, 2017, the Company's accumulated deficit was $222.9
million. As of June 30, 2017, the Company had cash and cash
equivalents of $6.0 million, and no investments, compared to cash,
cash equivalents and short-term investments of $12.7 million at
June 30, 2016. Historically, the Company invests the majority of
its cash, cash equivalents and investments in money market funds,
corporate debt and commercial paper securities. As of June 30,
2017 and 2016, the Company had $4.0 million debt principal
outstanding. Since inception, the Company has financed its
operations primarily through private and public sales of
convertible preferred stock, long-term notes payable, public and
private sales of common stock, warrants to purchase common stock
and license or collaboration agreements.
BDO USA, LLP, in San Jose, California, issued a "going concern"
qualification on the consolidated financial statements for the
fiscal year ended June 30,2017, citing that the Company has
suffered recurring losses from operations that raise substantial
doubt about its ability to continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/mF9ESg
About Dextera Surgical
Redwood City, California-based Dextera Surgical (Nasdaq:DXTR)
designs and manufactures proprietary stapling devices for minimally
invasive surgical procedures. Dextera Surgical also markets
automated anastomosis devices for coronary artery bypass graft
(CABG) surgery on the market today: the C-Port Distal Anastomosis
Systems and PAS-Port Proximal Anastomosis System. These products
are sold by Dextera Surgical under the Cardica brand name.
DIVERSIFIED RESOURCES: Sold DESI Unit to its Former Owner
---------------------------------------------------------
Diversified Resources, Inc., acquired on Feb. 1, 2016, 100% of the
outstanding shares of DESI, a holding company comprised of three
oilfield services companies, for 20,032,710 restricted shares of
its common stock having a value of approximately $10,016,356, a
promissory note in the principal amount of $2,000,000 and the
assumption of DESI's liabilities in the approximate amount of
$4,162,900. The note bears interest at 2% a year and was payable
in February 2018. Champion oilfield services, then owned by
Michael K. Miller, Jr., was one of the three entities which
comprised DESI.
On April 28, 2017, the Company sold Champion to its former owner,
Mr. Miller. In consideration for the return of Champion, Mr.
Miller forgave the $2,000,000 note he received when the Company
acquired DESI in 2016 and surrendered 3,832,710 shares of the
Company's common stock which he also received when the Company
acquired Champion in 2016.
As a result of the sale of Champion, the Company's liabilities
(including the cancellation of the $2,000,000 note) was reduced by
approximately $2,509,900.
During the year ended Oct. 31, 2016, and the three months ended
Jan. 31, 2017, gross revenues and net losses attributable to
Champion from oilfield and construction services were approximately
$2,479,200 and ($630,200), respectively.
About Diversified Resources
Diversified Resources Inc. is active in oil and gas exploration and
production in the Rocky Mountain region of the U.S. The Company
maintains its headquarters in Littleton, Colorado. The Company
sells production to a small number of customers, as is customary in
the industry. Yet, based on the current demand for oil and natural
gas, the availability of other buyers, and the Company having the
option to sell to other buyers if conditions so warrant, the
Company believes that its oil and gas production can be sold in the
market in the event that it is not sold to the Company's existing
customers. However, in some circumstances, a change in customers
may entail significant transition costs and/or shutting in or
curtailing production for weeks or even months during the
transition to a new customer.
As of April 30, 2017, Diversified Resources had $19.43 million in
total assets, $12.61 million in total liabilities and $6.82 million
in total stockholders' equity. The Company reported a net loss of
$1.04 million for the six months ended April 30, 2017, compared to
a net loss of $2.69 million for the six months ended April 30,
2016.
The Company has incurred significant operating losses since
inception, has an accumulated deficit of ($13,311,716) and has
negative working capital of $5,379,415 at April 30, 2017. As of
April 30, 2017, the Company has limited financial resources.
According to the Company, these factors raise substantial doubt
about its ability to continue as a going concern.
DOGGY CARE: Case Summary & 7 Unsecured Creditors
------------------------------------------------
Debtor: Doggy Care of Jersey City, LLC
201 Marin Blvd.
Jersey City, NJ 07302
Type of Business: Doggy Care of Jersey City is a privately
held company that offers a short-term
daytime care for dogs. The Company is a
small business debtor as defined in 11
U.S.C. Section 101(51D).
Chapter 11 Petition Date: October 13, 2017
Case No.: 17-30869
Court: United States Bankruptcy Court
District of New Jersey (Newark)
Judge: Hon. John K. Sherwood
Debtor's Counsel: David L. Stevens, Esq.
SCURA, WIGFIELD, HEYER, STEVENS & CAMMAROTA, LLP
1599 Hamburg Turnpike
Wayne, NJ 07470
Tel: 973-696-8391
E-mail: dstevens@scuramealey.com
ecfbkfilings@scuramealey.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Stephen Anatro, president.
A full-text copy of the petition, along with a list of seven
unsecured creditors, is available for free at
http://bankrupt.com/misc/njb17-30869.pdf
DOOMAWENDSCHUH LLC: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Doomawendschuh, LLC as of Oct.
11, according to a court docket.
Headquartered in Miami, Florida, Doomawendschuh, LLC, filed for
Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No.
17-18495) on July 6, 2017, estimating its assets and liabilities at
between $100,001 and $500,000 each. Aleida Martinez Molina, Esq.,
at Weiss Serota Helfman Cole & Bierman, P.L., serves as the
Debtor's bankruptcy counsel.
DRIVE AUTO 2017-3: S&P Gives Prelim BB- Rating on Class E Notes
---------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to Drive Auto
Receivables Trust 2017-3's $1.248 billion automobile
receivables-backed notes series 2017-3.
The note issuance is an asset-backed securities transaction backed
by subprime auto loan receivables.
The preliminary ratings are based on information as of Oct. 12,
2017. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.
The preliminary ratings reflect:
-- The availability of 65.8%, 58.8%, 48.3%, 37.7%, and 34.8% of
credit support for the class A (consisting of classes A-1, A-2, and
A-3), B, C, D, and E notes, respectively, based on stressed cash
flow scenarios (including 90% credit to excess spread), which
provide coverage of approximately 2.35x, 2.10x, 1.70x, 1.32x, and
1.17x for our 27.00%-28.00% expected cumulative net loss. These
break-even scenarios cover total cumulative gross defaults of 94%,
84%, 70%, 60% and 55%, respectively.
-- The timely interest and principal payments made under stressed
cash flow modeling scenarios are appropriate to the assigned
preliminary ratings.
-- The expectation that under a moderate ('BBB') stress scenario
(1.35x S&P's expected loss level), all else being equal, S&P's
ratings on the class A and B notes will remain at the assigned
preliminary 'AAA (sf)' and 'AA (sf)' ratings, respectively, its
rating on the class C notes will remain within one category of the
assigned preliminary 'A (sf)' rating, and its rating on the class D
notes will remain within two rating categories of the assigned
preliminary 'BBB- (sf)' rating while they are outstanding. The
class E notes will remain within two rating categories of the
assigned preliminary 'BB- (sf)' rating during the first year but
will eventually default under the 'BBB' stress scenario, after
having received 37% (under a front-loaded loss curve) and 93%
(under a back-loaded loss curve) of their principal. These rating
movements are within the limits specified by our credit stability
criteria (see "Methodology: Credit Stability Criteria," published
May 3, 2010).
-- The originator/servicer's history in the subprime/specialty
auto finance business.
-- S&P' analysis of 10 years of static pool data on Santander
Consumer USA Inc.'s lending programs.
-- The transaction's payment/credit enhancement and legal
structures.
PRELIMINARY RATINGS ASSIGNED
Drive Auto Receivables Trust 2017-3
Class Rating Type Interest Amount
rate(i) (mil. $)(i)
A-1 A-1+ (sf) Senior Fixed 170.00
A-2-A AAA (sf) Senior Fixed 134.00
A-2-B AAA (sf) Senior Floating 134.00
A-3 AAA (sf) Senior Fixed 109.91
B AA (sf) Subordinate Fixed 178.03
C A (sf) Subordinate Fixed 230.98
D BBB- (sf) Subordinate Fixed 224.07
E BB- (sf) Subordinate Fixed 66.76
(i)The tranches' coupons and sizing will be determined on the
pricing date.
EAST WEST COPOLYMER: Taps Hannis T. Bourgeois as Accountant
-----------------------------------------------------------
East West Copolymer LLC has filed an amended application seeking
approval from the U.S. Bankruptcy Court for the Middle District of
Louisiana to hire Hannis T. Bourgeois, LLP as its accountant.
The firm will prepare the Debtors' tax returns and will provide
bookkeeping services necessary to prepare those tax returns.
The hourly rates charged by the firm range from $125 to $235 for
accountants and $75 to $125 for staff.
R. David Wascom, a certified public accountant and a partner at
Hannis, disclosed in a court filing that the firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
Hannis can be reached through:
R. David Wascom
Hannis T. Bourgeois, LLP
2322 Tremont Drive
Baton Rouge, LA 70809
Phone: 225-928-4770
Fax: 225-926-0945
About East West Copolymer LLC
East West Copolymer, LLC, filed a Chapter 11 bankruptcy petition
Bankr. M.D. La. Case No. 17-10327) on April 7, 2017. In its
petition, the Debtor estimated $1 million to $10 million in assets
and $10 million to $50 million in liabilities. The petition was
signed by Gregory Nelson, manager.
Stewart Robbins & Brown, LLC represents the Debtor as counsel. The
Debtor hired Shared Management Resources, Ltd. as chief
restructuring officer; Balmoral Advisors, LLC as investment banker;
Didier Consultants Inc. as consultant; and Alluvion Community
Capital, LLC, as agent to secure reimbursement for overpayment of
utilities.
On May 4, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee hired
Taylor, Porter, Brooks & Phillips LLP as bankruptcy counsel.
ENERGY FUTURE: Agrees to Arbitrate Tax Fight with Vistra Energy
---------------------------------------------------------------
Peg Brickley, writing for The Wall Street Journal Pro Bankruptcy,
reported that Vistra Energy Corp. defeated a temporary restraining
order after coming to terms with bankrupt former parent Energy
Future Holdings Corp. over how to resolve a high-stakes fight over
tax breaks.
According to the report, Judge Christopher Sontchi in the U.S.
Bankruptcy Court in Wilmington, Del., refused to extend a
restraining order that was issued on Oct. 12 and expires at 5 p.m.
EDT.
The ruling frees Vistra, which is part of the old TXU Corp.
business that made it out of bankruptcy last year, to file its tax
returns on time on Oct. 16, the report related. Vistra's returns
reflect tax breaks for shareholders that received a $1 billion
payout last year, soon after the company was split off from Energy
Future and emerged from bankruptcy, the report further related.
Energy Future agreed to stand down, for now, from a lawsuit it
filed against the Texas power-producing and power-generating
company, the report said.
Vistra says the $1 billion was tax-free, while Energy Future says
the payout was a taxable event, the report added. The dispute will
be resolved largely by an independent accounting firm, instead of
by a judge, under a settlement the two companies reached hours
before a showdown in bankruptcy court, which was approved by Judge
Sontchi, the report added.
About Energy Future
Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas. Oncor, an
80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas. The
Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth. EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.
On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.
The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS).
As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion. The Debtors had $42
billion of funded indebtedness as of the bankruptcy filing.
EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal. The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and
Millstein & Co., LLC, as financial advisor.
The EFIH unsecured creditors supporting the restructuring Agreement
are represented by Akin Gump Strauss Hauer & Feld LLP, as legal
advisor, and Centerview Partners, as financial advisor. The EFH
equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor. Epiq
Systems is the claims agent.
Wilmington Savings Fund Society, FSB, the successor trustee for the
second-lien noteholders owed about $1.6 billion, is represented by
Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A.
Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq.,
Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey,
Esq., and Howard L. Siegel, Esq.
On May 13, 2014, the U.S. Trustee appointed the Official Committee
of TCEH Unsecured Creditors in the Chapter 11 Cases. The TCEH
Committee is composed of (a) the Pension Benefit Guaranty
Corporation; (b) HCL America, Inc.; (c) BNY, as Indenture Trustee
under the EFCH 2037 Notes due 2037 and the PCRBs; (d) LDTC, as
Indenture Trustee under the TCEH Unsecured Notes; (e) Holt Texas
LTD, d/b/a Holt Cat; (f) ADA Carbon Solutions (Red River); and (g)
Wilmington Savings, as Indenture Trustee under the TCEH Second Lien
Notes. The TCEH Committee retained Morrison & Foerster LLP as
counsel; Polsinelli PC as co-counsel and conflicts counsel; Lazard
Freres & Co. LLC as investment banker; FTI Consulting, Inc. as
financial advisor; and Charles River Associates as an energy
consultant.
On Oct. 27, 2014, the U.S. Trustee appointed the Official Committee
of Unsecured Creditors representing the interests of the unsecured
creditors for EFH, EFIH, EFIH Finance, and EECI, Inc. The EFH/EFIH
Committee is composed of (a) American Stock Transfer & Trust
Company, LLC; (b) Brown & Zhou, LLC c/o Belleair Aviation, LLC; (c)
Peter Tinkham; (d) Shirley Fenicle, as successor-in-interest to the
Estate of George Fenicle; and (e) David William Fahy. The EFH/EFIH
Committee retained Montgomery, McCracken, Walker & Rhodes, LLP, as
co-counsel and conflicts counsel; AlixPartners, LLP, as
restructuring advisor; Sullivan & Cromwell LLC as counsel;
Guggenheim Securities as investment banker; and Kurtzman Carson
Consultants LLC as noticing agent for both the TCEH Committee and
the EFH/EFIH Committee.
Given the size and complexity of the Chapter 11 Cases, the U.S.
Trustee proposed, and the Debtors and the TCEH Committee agreed, to
recommend that the Bankruptcy Court appoint a committee to, among
other things, review and report as appropriate on fee applications
and statements submitted by the professionals paid for by the
Debtors' Estates. The Fee Committee is comprised of four members:
(a) one member appointed by and representative of the Debtors
(Cecily Gooch, Vice President and Special Counsel for
Restructuring, Energy Future Holdings); (b) one member appointed by
and representative of the TCEH Creditors' Committee (Peter Kravitz,
Principal and General Counsel, Province Capital); (c) one member
appointed by and representative of the U.S. Trustee (Richard L.
Schepacarter, Trial Attorney, Office of the United States Trustee);
and (d) one independent member (Richard Gitlin, of Gitlin and
Company, LLC). The Fee Committee retained Godfrey & Kahn, S.C. as
counsel; and Phillips, Goldman & Spence, P.A. as co-counsel.
* * *
On Aug. 29, 2016, Judge Sontchi confirmed the Chapter 11 exit Plans
of two of Energy Future Holdings Corp.'s subsidiaries, power
generator Luminant and retail electricity provider TXU Energy Inc.
(the "T-Side Debtors"). The Plan became effective on Oct. 3,
2016.
On Aug. 20, 2017, Sempra Energy (NYSE: SRE) announced an agreement
to acquire Energy Future Holdings, the indirect owner of 80 percent
of Oncor Electric Delivery Company, LLC, operator of the largest
electric transmission and distribution system in Texas. Under the
agreement, Sempra Energy will pay approximately $9.45 billion in
cash to acquire Energy Future and its ownership in Oncor, while
taking a major step forward in resolving Energy Future's
long-running bankruptcy case. The enterprise value of the
transaction is approximately $18.8 billion, including the
assumption of Oncor's debt.
ENERGY3 LLC: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Energy3, LLC as of Oct. 11,
according to a court docket.
About Energy3 LLC
Energy3 -- http://energy-three.com/--is a renewable energy
solutions company supported by dedicated people, who are in a
position to help clients challenge the current waste disposal and
fossil fueled power generating systems, developing new
environmentally sustainable solutions.
Based in Annapolis, Maryland, Energy3 filed a Chapter 11 petition
(Bankr. S.D. Fla. Case No. 17-18986) on July 18, 2017. The
petition was signed by Fred R Deluca, member. At the time of
filing, the Debtor estimates $650,506 in assets and $1.39 million
in liabilities.
Judge Robert A Mark presides over the case. Robert C. Meyer, Esq.
at Robert C. Meyer, PA represents the Debtor as counsel. The
Debtor hired Ring and Ring, CPA as its accountant.
ERATH IRON: Boyd Ch. 7 Trustee Objects to Disclosure Statement
--------------------------------------------------------------
Marilyn D. Garner, Chapter 7 Trustee for the Estate of John B.
Boyd, a/k/a Brad Boyd, filed an objection to the disclosure
statement of Erath Iron and Metal, Inc., and Erath Iron and Metal,
RE, LLC, complaining that it fails to disclose key information
about the Plan.
Garner complains that the Disclosure Statement proposes to transfer
all remaining assets into a Liquidating Trust, and references a
Liquidating Trust Agreement, but it fails to attach a copy of that
Agreement. Without adequate disclosure of the terms of this
agreement, which is critical to the operation of the Plan, the
Disclosure Statement fails to provide adequate information for
creditors to evaluate the Plans efficacy.
Furthermore, although the Plan contemplates that the Debtors'
remaining assets will be transferred to a Liquidating Trust and be
administered by a Liquidating Trustee, the Disclosure Statement
indicates that the Surviving Officers will implement the Plan. It
is unclear what assets the Surviving Officers will administer, or
what role they will play in the liquidation of the Debtors'
estates.
The Disclosure Statement also does not provide sufficient
explanation of Chapter 5 Causes of Action and other potential
claims. In addition, it fails to provide an adequate liquidation
analysis upon which the creditors can make a determination
regarding whether or not the Plan is in the best interest of the
creditors. As many of the creditors of the Erath entities are also
creditors of Brad Boyd, Trustee Garner, on behalf of those
creditors, is entitled to this disclosure.
Premises considered, Garner requests that the Court deny approval
of the Disclosure Statement as written and grant such other and
further relief as may be just and proper under the circumstances.
The Troubled Company Reporter previously reported that funds needed
to make distributions under the Plan will come from the Debtors'
sale of their remaining assets and the Causes of Action. The Causes
of Action are comprised of preferential transfer causes of actions
and potential causes of actions against John Bradley Boyd for
fraudulent conveyances that he orchestrated during the four years
prior to the Debtors' bankruptcies.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/txnb17-40693-11-291.pdf
Attorneys for Marilyn Garner, Chapter 7 Trustee of Bankruptcy
Estate of John B. Boyd a/k/a Brad Boyd:
Lyndel A. Vargas
State Bar No. 24058913
Claude D. Smith
State Bar No. 24028778
CAVAZOS, HENDRICKS,
POIROT & SMITHAM, P.C.
Suite 570, Founders Square
900 Jackson Street
Dallas, TX 75202
Phone: (214) 573-7300
Fax: (214) 573-7399
Email: lvargas@chfirm.com
Email: csmith@chfirm.com
About Erath Iron and Metal
Based in Stephenville, Texas, Erath Iron and Metal, Inc., buys and
sells metal recyclable material in Erath Bosque, Eastland, Johnson,
Stephens and Howard Counties, Texas.
Erath Iron and Metal, Inc., and related entity Erath Iron and
Metal, RE LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Tex. Lead Case No. 17-40693) on Feb. 22, 2017.
Nicolle Boyd, president, signed the petitions. At the time of the
filing, the Debtor disclosed $21.87 million in assets and $4.73
million in liabilities.
Judge Mark X. Mullin is the case judge.
The Debtor is represented by Russell W. King, Esq., and Tracy L.
King, Esq., at King Law Offices, P.C.
No trustee, examiner or creditors' committee has been appointed in
the case.
ESPLANADE HL: 12th Interim Cash Collateral Order Entered
--------------------------------------------------------
The Hon. Carol A. Doyle of the U.S. Bankruptcy Court for the
Northern District of Illinois has entered a 12th interim order
authorizing Esplanade HL, LLC and its debtor-affiliates to use cash
collateral through and including November 19, 2017.
A hearing to consider further use of cash collateral will be held
on Nov. 15, 2017, at 10:30 a.m.
Big Rock Ranch, LLC, has agreed to make monthly payments of $1,828
to First Midwest Bank, which payments will be due within seven days
of the first of each month.
In addition to all existing security interests and liens granted to
and held by First Midwest Bank in and to the prepetition
collateral, as further adequate protection for the Debtor's use of
the cash collateral on the terms and conditions of the tenth
interim court order, but only to secure an amount equal to the
collateral diminution, the Debtors grant First Midwest Bank
automatically and retroactively effective as of the Petition Date,
valid, binding, and properly perfected postpetition security
interests and replacement liens on the prepetition collateral.
A full-text copy of the 12th Interim Order, dated Oct. 12, 2017, is
available at https://is.gd/rEVXrL
About Esplanade HL
Esplanade HL, LLC, 2380 Esplanade Drive, LLC, 9501 W. 144th Place,
LLC, and 171 W. Belvedere Road, and LLC, Big Rock Ranch, LLC, each
filed Chapter 11 petitions (Bankr. N.D. Ill. Case Nos. 16-33008,
16-33010, 16-33011, 16-33013, and 16-33015, respectively) on Oct.
17, 2016. The cases are jointly administered under Case No.
16-33008. The petitions were signed by William Vander Velde III,
sole member and manager.
Big Rock Ranch estimated assets at $500,000 to $1 million and
liabilities at $100,000 to $500,000.
Judge Carol A. Doyle is the case judge.
The Debtors' attorneys are Harold D. Israel, Esq., and Sean P.
Williams, Esq., at Goldstein & McClintock, LLLP. A&G Realty
Partners, LLC, was engaged as the Debtors' real estate advisors.
EXCHANGE AVENUE: Taps Freemon Shapard as Accountant
---------------------------------------------------
Exchange Avenue Production Co. seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to hire an
accountant.
The Debtor proposes to employ Freemon, Shapard & Story to, among
other things, prepare its tax returns and monthly operating
reports; gather information for its schedules and statement of
financial affairs; determine the value of its assets and
liabilities; and provide tax research and general accounting
services.
The firm's hourly rates range from $90 to $250.
Dennis Cannedy, senior partner at Freemon, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
Freemon can be reached through:
Dennis Cannedy
Freemon, Shapard & Story
807 8th Street, 2nd Floor
Wichita Falls, TX 76301
Phone: (940) 322-4436
About Exchange Avenue Production Co.
Exchange Avenue Production Co. is a privately held company in
Weatherford, Texas, engaged in oil and gas extraction business.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Tex. Case No. 17-44107) on October 4, 2017.
Linda Hunt, a partner, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of $1 million to $10 million and liabilities of
less than $1 million.
Judge Mark X. Mullin presides over the case.
EXPERIMENTAL MACHINE: Can Use Cash Collateral on Interim Basis
--------------------------------------------------------------
The Hon. Nancy V. Alquist of the U.S. Bankruptcy Court for the
District of Maryland has signed a Consent Order authorizing
Experimental Machine, Inc., to use cash collateral on an interim
basis, solely up to the amounts stated for any line item and for
the purposes identified in the Budget.
The approved Budget for the period July 18, 2017 to October 17,
2017 provided for total cash disbursements in the aggregate amount
of $ 609,981.
Manufacturers and Traders Trust Company ("M&T Bank"), TCF Equipment
Finance, and Siemens Financial Services, Inc. have consented to the
Debtor's use of cash collateral.
M&T Bank has alleged that it is the current holder and owner of
certain liens on certain assets of the Debtor. M&T Bank has also
alleged that all of the Debtor's cash and cash proceeds are subject
to M&T Bank's properly perfected security interest.
As adequate protection for the use and/or diminution of the
interests of M&T Bank in the cash collateral, M&T Bank will
receive:
(a) Monthly payments as set forth in the Budget, $6,000
payable on October 16, 2017; and
(b) A valid, perfected, enforceable and non-avoidable first
priority replacement liens on all of the Debtor's post-petition
assets, subject to the "carve-out." Said replacement liens will be
limited solely to any diminution in value of the cash collateral
from and after the Petition Date and will be first and senior in
priority to all other interests and liens of every kind.
The carve-out consists of: (1) the statutory fees payable to the
U.S. Trustee; and (2) the amount of funds accrued in the escrow
account of the Debtor's counsel from the Debtor's budgeted payment
of $8,000 per month to the extent allowed or later allowed and
payable by order of the Court.
Moreover, the Debtor is also required to pay:
(a) TCF Equipment Finance $2,512 on or before October 16, 2017
as adequate protection payments pursuant to its secured claim in
the TCF's leased equipment. TCF Equipment Finance has not asserted
a security interest in the Debtor's current cash flow from its
operations; and
(b) Siemens Financial Services $4,544 on October 16, 2017 as
agreed upon lease payments.
A final hearing to consider the Debtor's request use of cash
collateral will be held on Oct. 13, 2017 at 2:00 p.m.
A full-text copy of the Consent Order, dated Oct. 12, 2017, is
available at https://is.gd/ELmuO1
M&T Bank is represented by:
Michael Bolesta
GEBHARDT & SMITH, LLP
One South Street, Suite 2200
Baltimore, MD 21202
TCF Equipment Finance is represented by:
Gordon S. Young
Friedberg PC
10045 Red Run Boulevard, Suite 160
Baltimore, MD 21117
Siemens Financial Services, Inc., is represented by:
Eric J. Monzo, Esq.
MORRIS JAMES LLP
500 Delaware Ave, Suite 1500
Wilmington, DE 19801-1494
About Experimental Machine
Experimental Machine, Inc., filed a chapter 11 petition (Bankr. D.
Md. Case No. 16-25294) on Nov. 18, 2016. The Debtor tapped Michael
S. Myers, Esq., at Scarlett, Croll & Myers, P.A., as counsel.
Clark Machinery Sales, LLC, serves as sales broker and Bruce Caulk,
C.P.A., and his firm Naden/Lean, LLC, serves as accountant to the
Debtor.
FARMERS AND MERCHANTS: In Receivership, Conway Assumes Deposits
---------------------------------------------------------------
The Farmers and Merchants State Bank of Argonia, Argonia, Kansas,
was closed October 13 by the Office of the State Bank Commissioner
of Kansas, which appointed the Federal Deposit Insurance
Corporation (FDIC) as receiver. To protect the depositors, the
FDIC entered into a purchase and assumption agreement with Conway
Bank, Conway Springs, Kansas, to assume all of the deposits of The
Farmers and Merchants State Bank of Argonia.
The two branches of The Farmers and Merchants State Bank of Argonia
will reopen as branches of Conway Bank during their normal business
hours. Depositors of The Farmers and Merchants State Bank of
Argonia will automatically become depositors of Conway Bank.
Deposits will continue to be insured by the FDIC, so there is no
need for customers to change their banking relationship in order to
retain their deposit insurance coverage up to applicable limits.
Customers of The Farmers and Merchants State Bank of Argonia should
continue to use their existing branch until they receive notice
from Conway Bank that it has completed systems changes to allow
other Conway Bank branches to process their accounts as well.
Friday evening and over the weekend, depositors of The Farmers and
Merchants State Bank of Argonia [were able to] access their money
by writing checks or using ATM or debit cards. Checks drawn on the
bank will continue to be processed. Loan customers should continue
to make their payments as usual.
As of June 30, 2017, The Farmers and Merchants State Bank of
Argonia had approximately $34.2 million in total assets and $29.6
million in total deposits. Conway Bank will pay the FDIC a premium
of 2.5 percent to assume all of the deposits of The Farmers and
Merchants State Bank of Argonia. In addition to assuming all of the
deposits of the failed bank, Conway Bank agreed to purchase
essentially all of the assets.
Customers with questions about the transaction should call the FDIC
toll-free at 1-866-308-4470. The phone number w[as] be operational
Friday evening until 9:00 p.m., Central Time (CT); on Saturday from
9:00 a.m. to 6:00 p.m., CT; on Sunday from noon to 6:00 p.m., CT;
on Monday from 8 a.m. to 8 p.m., CT; and thereafter from 9:00 a.m.
to 5:00 p.m., CT. Interested parties also can visit the FDIC's
website at
https://www.fdic.gov/bank/individual/failed/fmstatebank.html.
The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $2.6 million. Compared to other alternatives, Conway
Bank's acquisition was the least costly resolution for the FDIC's
DIF. The Farmers and Merchants State Bank of Argonia is the seventh
FDIC-insured institution to fail in the nation this year, and the
first in Kansas. The last FDIC-insured institution closed in the
state was Heartland Bank, Leawood, on July 20, 2012.
Media contact:
Greg Hernandez
Office: (202) 898-6984
Cell: (202) 340-4922
E-mail: ghernandez@fdic.gov
Congress created the Federal Deposit Insurance Corporation in 1933
to restore public confidence in the nation's banking system. The
FDIC insures deposits at the nation's banks and savings
associations, 5,787 as of June 30, 2017. It promotes the safety and
soundness of these institutions by identifying, monitoring and
addressing risks to which they are exposed. The FDIC receives no
federal tax dollars—insured financial institutions fund its
operations.
FDIC press releases and other information are available on the
Internet at www.fdic.gov, by subscription electronically (go to
www.fdic.gov/about/subscriptions/index.html) and may also be
obtained through the FDIC's Public Information Center (877-275-3342
or 703-562-2200). PR-80-2017
FIDALGO 2010: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Fidalgo 2010 LLC as of Oct. 11,
according to a court docket.
About Fidalgo 2010 LLC
Based in Leavenworth, Washington, Fidalgo 2010, LLC filed a Chapter
11 petition (Bankr. W.D. Wash. Case No. 17-14004) on September 12,
2017. Larry B. Feinstein, Esq. at Vortman & Feinstein, P.S.
represents the Debtor as counsel. The Debtor declared less than $1
million in both assets and liabilities.
FIELDPOINT PETROLEUM: Closes Sale of Oklahoma Assets for $900,000
-----------------------------------------------------------------
FieldPoint Petroleum Corporation has completed the sale of its
25.23% working interest in a waterflood project consisting of 23
producing and 9 injection wells in the Apache field in Caddo County
Oklahoma to a private Exploration & Production company. The total
sales price for the asset was $900,000. Although the sale included
some production, the fixed operating costs were extremely high due
to the nature of the project. The divestiture won't have a
significant effect on cash flow, but will result in a net gain of
approximately $729,000 and increases net equity to help the Company
regain compliance with the NYSE American (formerly NYSE MKT).
Phillip Roberson, president and CFO, said, "Approximately $600,000
of the funds from this transaction were used to further reduce
outstanding bank debt. The remaining balance was used to pay
outstanding lease expenses related to the project. Today's
transaction is another step toward regaining compliance with the
terms of our bank debt, and with the NYSE American listing
requirements. We plan to continue to exit low margin non-core
assets and concentrate on acquiring operated properties where we
have a better ability to control operating costs."
About FieldPoint Petroleum
FieldPoint Petroleum Corporation (NYSE:FFP) acquires, operates and
develops oil and gas properties. Its principal properties include
Block A-49, Spraberry Trend, Giddings Field, and Serbin Field,
Texas; Flying M Field, Sulimar Field, North Bilbrey Field, Lusk
Field, and Loving North Morrow Field, New Mexico; Apache Field,
Chickasha Field, and West Allen Field, Oklahoma; Longwood Field,
Louisiana; and Big Muddy Field, Wyoming. As of Dec. 31, 2015, the
Company had varying ownership interests in 472 gross wells (113.26
net). FieldPoint Petroleum Corporation was founded in 1980 and is
based in Austin, Texas.
Hein & Associates LLP, in Dallas, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has suffered recurring
losses, and has a working capital deficit. This raises substantial
doubt about the Company's ability to continue as a going concern.
FieldPoint incurred a net loss of $2.47 million for the year ended
Dec. 31, 2016, compared to a net loss of $10.98 million for the
year ended Dec. 31, 2015. As of June 30, 2017, FieldPoint had
$8.01 million in total assets, $7.54 million in total liabilities
and $474,239 in total stockholders' equity.
FRESH MARKET: Moody's Cuts CFR to Caa1; Outlook Altered to Negative
-------------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
and Probability of Default rating of The Fresh Market, Inc. to Caa1
from B3 and Caa1-PD from B3-PD respectively. Moody's also
downgraded the rating to the company's $100 million revolving
credit facility to B1from Ba3 and downgraded the rating of its $800
million senior secured notes to Caa1 from B3. The rating outlook is
changed to negative from stable.
"Fresh Market's operating performance for the last 12 months has
been far below Moody's expectations and Moody's does not expects
credit metrics to improve to levels consistent with the current
rating in the next 12 months," Moody's Vice President Mickey Chadha
stated. "Increasing pricing pressure from larger and better
performing competitors coupled with new competitive openings in the
company's geographic footprint will make it very challenging to
meaningfully improve profitability in the next 12 months," Chadha
further stated.
Downgrades:
Issuer: Fresh Market, Inc. (The)
-- Probability of Default Rating, Downgraded to Caa1-PD from B3-
PD
-- Corporate Family Rating, Downgraded to Caa1 from B3
-- Senior Secured Bank Credit Facility, Downgraded to B1(LGD1)
from Ba3(LGD1)
-- Senior Secured Regular Bond/Debenture, Downgraded to
Caa1(LGD4) from B3(LGD4)
Outlook Actions:
Issuer: Fresh Market, Inc. (The)
-- Outlook, Changed To Negative From Stable
RATINGS RATIONALE
The Fresh Market Inc.'s Caa1 Corporate Family Rating reflects the
company's high leverage, relatively small scale, increasing
competition, current unsustainable capital structure, geographic
concentration in the Southeast and an increased probability of a
distressed exchange given the depressed trading levels of the
company's senior secured notes. Moody's estimates debt/EBITDA and
EBIT/interest for the fiscal year ending January 31, 2018 will be
over 8.0 times and below 1.0 time (including Moody's standard lease
adjustments) and leverage is expected to remain around this level
for the next 12 months. Management has undertaken a number of
strategic initiatives to improve operating performance including
price investments which have resulted in lower operating and EBITDA
margins. However, lower prices have not resulted in improved
traffic and Moody's expects same store sales to continue to decline
for the remainder of the current fiscal year. The company has
slowed its store re-launches under its new and improved format and
has now completed 30 this year after a total of 16 last year as it
plans to first assess the impact of these stores and evaluate
customer reciprocity to enhanced service levels in these stores and
their improved inventory selections. The company has also reduced
its savings expectations from the new Supervalu distribution
agreement to $10 million, two-thirds of which will be realized in
2017, from its initial estimate of $17-$20 million.
In addition to the volatility in financial policies inherent with
ownership by a financial sponsor, Moody's ratings also reflect the
execution risks associated with management's turnaround plan which
continues to be challenging to implement in an increasingly
competitive pricing and business environment which includes market
leaders like Whole Foods, Trader Joe's, Sprouts Farmers Market,
Publix and Harris Teeter. The proliferation of organic and natural
foods across the conventional and alternative food retail space is
expected to continue. This increased competitive environment
especially after the Amazon Whole Foods merger will pressure The
Fresh Market's top line growth and margins as consumers have a
wider array of choices at potentially lower price points.
Ratings also reflect The Fresh Market's attractive market niche and
its above average income demographic which is more resilient to
economic slowdowns and is less price sensitive. The company's
adequate liquidity which was aided by a new $50 million unsecured
revolving credit facility from the sponsor is also a positive
rating factor. While this additional liquidity in the form of
junior capital is a positive, it reflects Moody's expectations that
EBITDA improvement for the remainder of the fiscal year is unlikely
and that the company will need this liquidity for seasonal working
capital needs during the holiday season. The company's
non-unionized labor force is also a distinct advantage over its
unionized peers.
The ratings outlook is negative and reflects the uncertainty around
management's ability to reverse the decline in EBITDA and topline
in a highly competitive environment with pricing under pressure.
The outlook also reflects Moody's expectation that credit metrics
and operating performance will remain weak and that a distressed
exchange is possible in the next 12 months.
Given the negative outlook a ratings upgrade is unlikely in the
near to medium term. Ratings could be upgraded in the longer term
if operating performance improves such that same store sales growth
becomes consistently positive accompanied with margin stability. In
addition, an upgrade would require maintaining adequate liquidity.
Quantitatively, an upgrade would require debt/EBITDA and
EBIT/interest to be sustained below 6.0 times and above 1.0 times,
respectively.
Ratings could be downgraded if operating performance does not
improve and negative trends in same store sales and operating
margins continue such that debt/EBITDA remains above 8.0 times and
EBIT/interest remains below 1 times. Ratings may also be downgraded
if liquidity erodes and financial policies become aggressive.
The Fresh Market, Inc. is a specialty grocery retailer focused on
providing high-quality products in a unique and inviting atmosphere
with a high level of customer service. As of September 13, 2017,
the Company operates 176 stores in 24 states across the United
States. The company is owned by Apollo Global Management, LLC.
Revenues for the LTM period ending July 30, 2017 totaled $1.7
billion.
The principal methodology used in these ratings was Retail Industry
published in October 2015.
FX FASHION: Has Final Approval to Use Yalber/S Cash Collateral
--------------------------------------------------------------
Judge Stacey G. Jernigan of the U.S. Bankruptcy Court for the
Northern District of Texas has entered a final order authorizing FX
Fashion No 2 Inc. to use cash collateral in the amounts and for the
expenses set forth on the monthly budget, including U.S. Trustee
fees incurred during this case.
The monthly Budget provides total expenses in the aggregate sum of
$55,920.
Judge Jernigan has determined that the Debtor's ability to use cash
collateral is vital to the confidence of the Debtor's vendors and
suppliers of the goods and services, to the customers and to the
preservation and maintenance of the going concern value of the
Debtor's estate.
Yalber/S Capital may claim that substantially all of the Debtor's
assets are subject to the Prepetition Liens of Yalber/S Capital
including liens on cash collateral.
Consequently, Yalber/S Capital is granted valid, binding,
enforceable, and perfected liens co-extensive with Yalber/S
Capital's pre-petition liens in all currently owned or hereafter
acquired property and assets of the Debtor.
Yalber/S Capital is also granted replacement liens and security
interests co-extensive with its prepetition lien, as adequate
protection for the diminution in value of the interests of Yalber/S
Capital.
Moreover, the Debtor is required to maintain insurance on Yalber/S
Capital's collateral and pay taxes when due during the pendency of
the Final Order.
A full-text copy of the Final Order, dated Oct. 10, 2017, is
available at https://is.gd/Hnf4XF
About FX Fashion No 2 Inc.
FX Fashion No 2 Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-33266) on Aug. 30,
2017. Chong IL Yun, its president, signed the petition. The
Debtor estimated up to $50,000 in assets and $100,000 to $500,000
in liabilities.
Judge Stacey G. Jernigan presides over the case.
The Debtor is represented by Joyce Lindauer, Esq., at Joyce W.
Lindauer Attorney, PLLC.
GRAND DAKOTA: Court Entered Fifth Interim Cash Collateral Order
---------------------------------------------------------------
The Hon. Laura T. Beyer of the U.S. Bankruptcy Court for the
Western District of North Carolina has entered a fifth interim
order authorizing Grand Dakota Partners, LLC, and Grand Dakota
Hospitality, LLC, to fund day-to-day operations at the Grand Dakota
Lodge and the Conference Center as limited by the terms and
conditions outlined in the Joint Stipulation.
On Oct. 11, 2017, the Debtors and American Bank Center filed a
Joint Stipulation, in which American Bank consented to Debtor's use
of cash collateral from Oct. 13, 2017 through Dec. 31, 2017.
American Bank will have replacement liens on the Debtor's
postpetition assets to the extent that American Bank had liens
before the commencement of these cases, including but not limited
to cash and any receivables generated by post-petition operations
of the Debtors' operating assets. If, however, the Court
subsequently determines that there is a defect in the perfection or
priority of American Bank's prepetition liens and interests, the
replacement liens granted will remain subject to the challenge by
the Debtors or any other party in interest.
A full-text copy of the Fifth Interim Order, dated Oct. 12, 2017,
is available at https://is.gd/Ez1ACg
About Grand Dakota
Grand Dakota Partners, LLC, owns the Ramada Grand Dakota Hotel
Dickinson located near Prairie Hills Mall. The hotel's rooms and
suites have Serta beds, flat-screen TVs, and free WiFi. It also
has an indoor pool, hot tub and fitness center. The hotel also
features an onsite restaurant, barber shop, lounge, and
14,000-square-feet of conference space.
Affiliated debtors Grand Dakota Partners, LLC and Grand Dakota
Hospitality, LLC (Bankr. D.N.D. Case Nos. 17-31184 and 17-31185)
each filed for Chapter 11 bankruptcy protection on July 20, 2017.
The petitions were signed by Stephen D. Barker, president, Cibix
Management, Inc., the managing member of the Debtors.
Grand Dakota Partners estimated its assets and liabilities at
between $10 million and $50 million each. Grand Dakota Hospitality
estimated its assets at up to $50,000 and liabilities at between
$10 million and $50 million.
Judge Laura T. Beyer presides over the case.
Bradley E. Pearce, Esq., at Pearce Law PLLC, serves as the Debtors'
bankruptcy counsel.
GREEN TERRACE: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Green Terrace Condominium
Association, Inc. as of Oct. 11, according to a court docket.
About Green Terrace Condominium
Green Terrace Condominium Association, Inc., based in West Palm
Beach, Fla., filed a Chapter 11 petition (Bankr. S.D. Fla. Case No.
17-19188) on July 21, 2017. In its petition, the Debtor estimated
less than $500,000 in assets and $1 million to $10 million in
liabilities. The petition was signed by Kolman Kenigsberg as
receiver for the Debtor.
Judge Paul G. Hyman, Jr., presides over the case. Eric A Rosen,
Esq., at Fowler White Burnett, P.A., serves as bankruptcy counsel.
The Debtor employs Davenport Property Management as property
manager.
The Debtor's list of 16 unsecured creditors is available for free
at:
http://bankrupt.com/misc/flsb17-19188.pdf
HAI CAPITAL: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
The Office of the U.S. Trustee on Oct. 12 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Hai Capital LLC.
About Hai Capital LLC
Hai Capital LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 17-19774) on July 31,
2017. Bac Hai Nguyen, its member, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of less than
$500,000.
HOUSTON PLATE: Unsecs. May Get 50% of Net Profit for Previous Yr.
-----------------------------------------------------------------
Houston Plate Processing, Inc., filed with the U.S. Bankruptcy
Court for the Southern District of Texas a disclosure statement
dated Sept. 25, 2017, referring to the Debtor's plan of
reorganization.
Allowed general unsecured creditors will be mailed the previous
year's financial statement each year for five years, during the
term of the five-year Plan, on or about May 1st each year, starting
on May 1, 2018, and thereafter on or about May 1, 2019, May 1,
2020, May 1, 2021, and May 1, 2022.
Each year, if the Reorganized Debtor made a profit, after income
taxes, and after making all Plan payments and normal overhead
payments, the Reorganized Debtor will pay to the allowed unsecured
creditors their pro-rata share of 50% of the net profit for the
previous year, in twelve monthly payments starting on Sept. 15 of
the year in which the financial statement is mailed to these
creditors. Each year, during the term of the five-year Plan, the
Reorganized Debtor will repeat the 12-month payment plan to these
allowed unsecured creditors if the Reorganized Debtor made a net
profit the previous year as reflected in the previous year's
financial statement. This payout will not exceed five years, and
at the end of the five-year Plan term, the remaining balance owed,
if any, to these allowed unsecured creditors will be discharged.
The Plan will be funded by the Reorganized Debtor through future
rental income. The current management, Jeremy Thompson, will
remain in control.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/txsb17-30603-65.pdf
About Houston Plate Processing
Houston Plate Processing, Inc., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 17-30603) on Feb.
2, 2017. The petition was signed by Jeremiah E. Thompson,
president. At the time of the filing, the Debtor disclosed $1.13
million in assets and $2.3 million in liabilities.
The case is assigned to Judge Karen K. Brown. Margaret M. McClure,
Esq., at the Law Office of Margaret M. McClure serves as the
Debtor's bankruptcy counsel. The Debtor employed Mark W. Eyring as
its accountant.
HUDSON VALLEY HOSPITALITY: Hires Houlihan Business as Broker
------------------------------------------------------------
Hudson Valley Hospitality Group, Inc., d/b/a Stone Manor 101,
seek(s)(4) authority from the U.S. Bankruptcy Court for the
Southern District of New York to employ Houlihan Business Brokers,
as real estate broker to the Debtor.
Hudson Valley requires Houlihan Business to market and sell the
Debtor's property located in 101 Saw Mill River Road, Hawthrone, NY
10532.
Houlihan Business will be paid a commission of 6% of the sales
price.
Paul A. Ficalora, member of Houlihan Business Brokers, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Houlihan Business can be reached at:
Paul A. Ficalora
HOULIHAN BUSINESS BROKERS
141 Parkway Rd, Suite 1
Bronxville, NY 10708
Tel: (914) 961-4840
About Hudson Valley Hospitality Group, Inc.
Hudson Valley Hospitality Group, Inc., d/b/a Stone Manor 101 filed
a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No.
16-23590) on November 17, 2016. Anne Penachio, Esq., at Penachio
Malara LLP serves as bankruptcy counsel.
The Debtor's assets and liabilities are both below $1 million.
HUTCHESON MEDICAL: Tennessee Court to Handle Suit vs Law Firm
-------------------------------------------------------------
In the case captioned RONALD L. GLASS, in his capacity as Chapter
11 Trustee of Hutcheson Medical Center, Inc. and its affiliated
debtors, Plaintiff, v. MILLER & MARTIN, PLLC, Defendant, Adversary
Proceeding No. 16-4091-PWB (Bankr. N.D. Ga.), the Chapter 11
Trustee seeks to recover damages related to legal services that
Miller & Martin, PLLC, provided to HMC prior to its bankruptcy
filing.
Miller & Martin seeks to transfer venue of the proceeding to the
Eastern District of Tennessee on the ground that a forum selection
clause contained in the parties' engagement letter requires the
lawsuit to proceed there; the Trustee opposes the transfer.
Based on the Court's findings of fact and conclusions of law,
Bankruptcy Judge Paul W. Bonapel grants Miller & Martin's motion to
transfer.
The Trustee contends that Miller & Martin's conduct in the
proceeding prior to the filing of its motion to transfer venue
demonstrates that it has acted inconsistently with its intent or
ability to invoke the forum selection clause. The Trustee argues
that Miller & Martin filed a jury trial demand and then filed a
motion to withdraw the reference asking the District Court to
preside over the case. Both evidence an intent to litigate in the
Northern District of Georgia.
The Trustee argues that only after the District Court denied its
motion to withdraw the reference did Miller & Martin attempt to
invoke the forum selection clause. Thus, by engaging in litigation
in this proceeding, the Trustee contends Miller & Martin waived its
right to mandate transfer to the Eastern District of Tennessee
pursuant to the forum selection clause.
The Court concludes that Miller & Martin's participation in this
proceeding does not amount to an "invocation of the litigation
machinery" that results in a waiver. The timeline of this
proceeding does not show delay or "reversal of course" that would
warrant a conclusion that Miller & Martin waived its right to
invoke the forum selection clause.
The Court's proposed conclusions of law are that the forum
selection clause in the engagement letter that governs the
relationship between the parties is valid and enforceable and that
the Trustee has not carried his burden of establishing the
existence of extraordinary circumstances that would prevent its
enforcement. Because the forum selection clause requires litigation
in the Eastern District of Tennessee, the adversary proceeding must
be transferred there.
The motion to transfer venue to the Eastern District of Tennessee
is, thus, granted. Because the U.S. District Court for the Eastern
District of Tennessee has provided for the automatic reference of
bankruptcy cases and proceedings to the U.S. Bankruptcy Court for
the Eastern District of Tennessee, this adversary proceeding shall
be transferred to the U.S. Bankruptcy Court for the Eastern
District of Tennessee.
The bankruptcy case is in re: HUTCHESON MEDICAL CENTER, INC., et
al., Chapter 11, Debtor, Case No. 14-42863-PWB (Bankr. N.D. Ga.).
A full-text copy of Judge Bonapel's Proposed Findings of Fact and
Conclusions of Law dated Oct. 6, 2017, is available at
https://is.gd/kPUgl2 from Leagle.com.
Hutcheson Medical Center, Inc., Debtor, represented by Roberto
Bazzani, Scroggins & Williamson, P.C., J. Hayden Kepner, Jr.,
Scroggins & Williamson, P.C., Ashley Reynolds Ray, Scroggins &
Williamson, P.C. & J. Robert Williamson, Scroggins & Williamson,
P.C.
Ronald L. Glass, Trustee, represented by J. Hayden Kepner, Jr.,
Scroggins & Williamson, P.C., Tamara Miles Ogier, Ogier Rothschild
& Rosenfeld, PC & Grant T. Stein -- grant.stein@alston.com --
Alston & Bird, LLP.
Guy G. Gebhardt, U.S. Trustee, represented by Martin P. Ochs --
martin.p.ochs@usdoj.gov. -- Office of the U. S. Trustee & David S.
Weidenbaum -- david.s.weidenbaum@usdoj.gov -- Office of the U.S.
Trustee.
Hudson Specialty Insurance Company, Interested Party, represented
by Eric W. Anderson -- eanderson@phrd.com -- Parker, Hudson, Rainer
& Dobbs, LLP.
Maybrook Healthcare LLC, Interested Party, represented by Gary W.
Marsh -- gary.marsh@dentons.com -- Dentons US, LLP.
Texas HealthSpring LLC, Interested Party, represented by John W.
Mills, III, Barnes & Thornburg LLP.
Unsecured Creditors' Committee, Creditor Committee, represented by
John J. Dyer -- dyerj@gtlaw.com -- Greenberg Traurig, LLP, John D.
Elrod – elrodj@gtlaw.com -- Greenberg Traurig, LLP, Benjamin R.
Keck -- keckb@gtlaw.com -- Greenberg Traurig LLP & David B.
Kurzweil -- kurzweild@gtlaw.com -- Greenberg Traurig, LLP.
BMC Group, Inc., Claims Agent, represented by Steven P. Ordaz, BMC
Group, Inc.
About Hutcheson Medical Center
Hutcheson Medical Center, Inc., operates the 179-bed hospital and
related ancillary facilities, including, without limitation, a
skilled nursing home and an ambulatory surgery center, located in
Ft. Oglethorpe, Georgia, known as Hutcheson Medical Center. HMC
leases the land and buildings that comprise the Medical Center from
The Hospital Authority of Walker, Dade and Catoosa Counties.
HMC and Hutcheson Medical Division, Inc., sought Chapter 11
bankruptcy protection (Bankr. N.D. Ga. Case No. 14-42863 and
14-42864) in Rome, Georgia, on Nov. 20, 2014. The cases are jointly
administered under Case No. 14-42863.
The cases have been assigned to the Honorable Paul W. Bonapfel. The
Debtors are represented by Ashley Reynolds Ray, Esq., and J. Robert
Williamson, Esq., at Scroggins and Williamson, in Atlanta,
Georgia.
HMC disclosed $32.8 million in assets and $52.9 million in
liabilities as of the Chapter 11 filing.
Ronald Glass, the Chapter 11 Trustee of Hutcheson Medical Center,
Inc., hired Alston & Bird LLP, as counsel.
IHEARTCOMMUNICATIONS INC: CCOH Will Demand Payment of $25M Note
---------------------------------------------------------------
On Oct. 11, 2017, (i) Clear Channel Outdoor Holdings, Inc., an
indirect, non-wholly owned subsidiary of iHeartCommunications,
Inc., provided notice of its intent to make a demand for repayment
on Oct. 31, 2017, of $25.0 million outstanding under the Revolving
Promissory Note, dated as of Nov. 10, 2005, between
iHeartCommunications, as maker, and CCOH, as payee (as amended by
the first amendment dated as of Dec. 23, 2009, and the second
amendment dated as of Oct. 23, 2013), and (ii) the Board of
Directors of CCOH declared a special cash dividend payable on Oct.
31, 2017, to CCOH's Class A and Class B stockholders of record at
the closing of business on Oct.26, 2017, in an aggregate amount
equal to $25.0 million, to be funded with the proceeds of the
Demand. iHeartCommunications will be entitled to receive
approximately 89.5%, or approximately $22.4 million, of the
proceeds of the dividend through its wholly-owned subsidiaries. The
remaining approximately 10.5% of the proceeds of the dividend, or
approximately $2.6 million, will be paid to the public stockholders
of CCOH.
About iHeartMedia, Inc. and
iHeartCommunications, Inc.
iHeartMedia, Inc. (PINK: IHRT), the parent company of
iHeartCommunications, Inc., is a global media and entertainment
company. The Company specializes in radio, digital, outdoor,
mobile, social, live events, on-demand entertainment and
information services for local communities, and uses its
unparalleled national reach to target both nationally and locally
on behalf of its advertising partners. The Company is dedicated to
using the latest technology solutions to transform the Company's
products and services for the benefit of its consumers,
communities, partners and advertisers, and its outdoor business
reaches over 34 countries across five continents, connecting people
to brands using innovative new technology.
iHeartCommunications reported a net loss attributable to the
Company of $296.31 million on $6.27 billion of revenue for the year
ended Dec. 31, 2016, compared to a net loss attributable to the
Company of $754.62 million on $6.24 billion of revenue for the year
ended Dec. 31, 2015. As of June 30, 2017, iHeartCommunications had
$12.30 billion in total assets, $23.74 billion in total liabilities
and a total stockholders' deficit of $11.44 million.
* * *
In March 2017, Fitch Ratings downgraded iHeartCommunications,
Inc.'s Long-Term Issuer Default Rating (IDR) to 'C' from 'CC'. The
downgrade reflects iHeart's announcement on March 15, 2017, that
the company has commenced a global restructuring effort targeting
approximately $14.6 billion in debt including all of the
outstanding Term Loans and PGNs as well as the senior notes due
2021.
Also in March 2017, S&P Global Ratings lowered its corporate credit
rating on Texas-based media company iHeartMedia Inc. and its
subsidiary iHeartCommunications Inc. to 'CC' from 'CCC'. The
rating outlook is negative. The downgrade follows
iHeartCommunications' announcement that it has offered to exchange
five series of priority-guarantee notes, its senior notes due 2021,
and its term loan D and E for longer-dated debt; and, in certain
scenarios, stock and warrants, or contingent value rights. "Under
all but one scenario, there would be a reduction in the principal
amount of debt outstanding and an extension of the debt maturity by
two years for exchanged debt," said S&P Global Ratings' credit
analyst Jeanne Shoesmith. "The company's debt is trading at
significant discounts to par of 20%-60%, and we believe its capital
structure is unsustainable."
In December 2016, Moody's Investors Service affirmed
iHeartCommunications, Inc.'s 'Caa2' Corporate Family Rating.
IMAG VIDEO/AV: Unsecureds to Recoup 20% Over 10 Years
-----------------------------------------------------
Imag Video/AV, Inc., filed with the U.S. Bankruptcy Court for the
Middle District of Tennessee a disclosure statement dated Sept. 25,
2017, to accompany the Debtor's plan of reorganization.
Class 7 consists of the general allowed unsecured claims against
Debtor, other than those Claims in Classes 5, 6, 8 and 9, which
Claims total $1,611,198. This class is impaired under the Plan.
Starting on the first business day of the first month after the
Effective Date, the Debtor will make equal monthly amortized
payments of principal and interest sufficient to pay the Allowed
Class 7 Claims a pro rata share of 20% of the total value of the
Class 7 Claims over a period of 10 years. As of the date of the
Disclosure Statement, each holder of an Allowed Unsecured Claim
will receive a pro rata share of $324,003 over the course of the
Plan. Class 7 Claimants will be entitled to payment only after
their claim becomes an allowed claim. Upon entry of a final court
order creating an allowed claim from a disputed claim, the Class 7
Claimants will be paid promptly the total amount of installment
payments that would have been due on their claims if they had been
allowed as of the Effective Date.
Cash generated from the Debtor's continued operations will generate
sufficient cash flow to make all payments due under the Plan.
On the Effective Date, all of the Debtor's property will vest in
the Debtor, free and clear of all Liens, claims and encumbrances
except for those Liens created or preserved as provided in the
treatment of creditors under the Plan. There are no restrictions
in the Plan on the Debtor's use of cash generated from the
operation of the Debtor's business. The Plan provides Debtor with
the flexibility to use cash from operations to maximize the value
of its business and to use proceeds from the sale of the Debtor's
real estate to pay past due taxes, on-going property taxes on other
retained properties, and its secured debt.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/tnmb16-09189-133.pdf
About Imag Video/AV, Inc.
Headquartered in Nashville, Tennessee, IMAG Video/AV Inc. filed for
Chapter 11 bankruptcy protection (Bankr. M.D. Tenn. Case No.
16-09189) on Dec. 31, 2016, estimating assets of $1 million to $10
million and liabilities of $10 million to $50 million. The
petition was signed by Steven C. Daniels, president.
Judge Randal S. Mashburn presides over the case.
Griffin S. Dunham, Esq., at Dunham Hildebrand, PLLC, serves as the
Debtor's bankruptcy counsel.
No official committee of unsecured creditors has been appointed in
the case.
IMAGE GRAPHICS: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Image Graphics 2000, Inc. as of
Oct. 11, according to a court docket.
About Image Graphics 2000 Inc.
Image Graphics 2000, Inc. -- http://igxboatwraps.com/-- provides
graphic design services in Pompano Beach, Florida, and surrounding
areas. Its services include boat wraps, commercial displays,
vehicle wrapping, banners, bulk products, deck graphics and
tournament sponsor wrapping. The company is a small business
debtor as defined in 11 U.S.C. Section 101(51D).
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 17-20585) on August 22, 2017. Wade
Davis, vice-president, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $1 million and liabilities of $1
million to $10 million.
Judge John K. Olson presides over the case. First Legal PA
represents the Debtor as bankruptcy counsel. The Debtor hired
Unico Financial Services Inc. as its accountant.
IMAGINE! PRINT: S&P Alters Outlook to Negative on Weak Performance
------------------------------------------------------------------
S&P Global Ratings revised its rating outlook on Minneapolis-based
Imagine! Print Solutions LLC to negative from stable. At the same
time, S&P affirmed all ratings on the company, including its 'B'
corporate credit rating.
The outlook revision reflects the risk that the weak operating
performance for the first half of 2017 will continue over the next
12 months resulting in leverage above 6x and free operating cash
flow to debt below 5% on a sustained basis. The lower-than-expected
revenue growth is mostly the result of underperforming organic
sales growth initiatives and delays in client advertisement
campaigns. EBITDA margin through the first half of 2017 has
declined from the prior year due to accelerated spending in
organizational restructuring and business initiatives, a shift in
business mix, and the lower-margin profile of the company's July
2016 acquisition, Midnight Oil. Absent any material operational
improvements or debt prepayments, these factors could cause us to
downgrade the company.
The negative outlook reflects the risk that the company's weak
operating performance and cash flow generation from the first half
of 2017 will continue, resulting in sustained pro forma
lease-adjusted leverage above 6x and FOCF to debt below 5% through
2018, which we believe is excessive given the company's small
scale, high customer concentration, and the price-based competitive
structure of the industry.
S&P said, "We could lower our corporate credit rating on Imagine!
if the company is not able to achieve low- to mid-single-digit
revenue growth over the next 12 months, causing reported EBITDA
margins to decline toward 15% or if free operating cash flow to
debt falls below 5% on a sustained basis. This could be the result
of sales volume or price weakness in Imagine!'s retail and
restaurant end markets or further difficulties integrating the
recent acquisition. We could also lower the rating if the company
takes additional debt-financed dividends causing pro forma leverage
to increase to the mid-6x area on a sustained basis.
"We could revise our outlook back to stable if the company achieves
low- to mid-single-digit revenue growth over the next 12 months,
while expanding reported EBITDA margins toward the 20% area. Such
performance would equate to leverage decreasing below the 6x area.
We could also raise the rating if the company displays a track
record of substantial debt repayment such that leverage falls and
stays below the 6x area."
IMPERIAL METALS: Covenant Waiver Extended to Oct. 31
----------------------------------------------------
Imperial Metals Corporation on Oct. 14, 2017, announced its third
quarter production results, an extension of its covenant waiver
under its senior credit facility, and an extension of its bridge
loan.
Third Quarter Results
The Company reports third quarter production results from the Red
Chris mine of 19.65 million pounds copper and 8,426 ounces gold, up
27% and 37% respectively from the second quarter. Higher copper
and gold grade ore was mined in September, later than expected, due
to lower than anticipated mining rates. Grades which averaged
0.38% copper and 0.18 g/t gold in July and August, increased to
0.47% copper and 0.29 g/t gold in September, as deep main zone ore
became the main source of mill feed. Copper recovery also
increased to an average 80.88% in September. This deeper main zone
ore will provide the majority of mill feed for the remainder of the
year. The plant achieved the design mill throughput for the third
quarter averaging 30,135 tonnes per calendar day.
In July, forest fires in the Cariboo region affected Mount Polley
mine production. All operations were suspended July 15 to July 31,
and operations were impacted to a lesser degree both before and
after the period of suspension. Mill throughput for the third
quarter was 1.44 million tonnes, down 23% from the second quarter,
and milling of material from low grade stockpiles was required to
augment lower mining rates. As a result, production from Mount
Polley in the third quarter was 3.98 million pounds copper and
9,989 ounces gold.
Metal production for 2017 is not expected to meet targets set in
July given the delay in delivery of deeper and higher grade ore to
the mill at Red Chris, and the impact of the forest fires on
operations at Mount Polley. The updated target ranges for 2017
metal production are 96-102 million pounds copper and 84-92
thousand ounces gold. Red Chris is targeted to produce
approximately 76-80 million pounds copper and 33-37 thousand ounces
of gold, and Mount Polley is targeted to produce approximately
20-22 million pounds copper and 51-55 thousand ounces gold.
Extension of Covenant Waiver
The Company advises that the waiver of noncompliance with respect
to one of the financial covenants under the Senior Credit Facility
has been extended from October 13, 2017 to the earlier of the date
the Amending Agreement becomes effective or October 31, 2017.
Discussions with the Senior Credit Facility Lenders are proceeding
well, however the parties require additional time to review, obtain
approvals and complete the necessary documentation to complete the
financing plan that was submitted by the Company as required under
the original waiver dated August 14, 2017.
Details of the financing plan are expected to be released when the
Amending Agreement becomes effective.
Extension of Bridge Loan
The Company also advises that the repayment of the $20 million
Bridge Loan of July 31, 2017 due on October 15, 2017 has been
extended to January 5, 2019 unless the Company fails to complete
certain steps contemplated in the financing plan presented to the
Senior Credit Facility lenders. Should these steps not be
completed, the loan will be due on November 15, 2017.
About Imperial
Imperial Metals Corporation is a Vancouver based exploration, mine
development and operating company. The Company, through its
subsidiaries, owns the Red Chris, Mount Polley and Huckleberry
copper mines in British Columbia. Imperial also holds a 50%
interest in the Ruddock Creek lead|zinc property in British
Columbia.
INFOBLOX INC: Moody's Revises Outlook to Neg. & Affirms B2 CFR
--------------------------------------------------------------
Moody's Investors Service affirmed Infoblox Inc.'s existing
ratings, including the B2 Corporate Family Rating (CFR), B2-PD
Probability of Default rating and the B1 and Caa1 ratings for its
senior first lien and second lien credit facilities, respectively,
and lowered the ratings outlook to negative, from stable.
RATINGS RATIONALE
Moody's revised Infoblox's ratings outlook to negative to reflect
meaningful underperformance in revenue and cash generation that is
largely attributed to high attrition in salesforce. Moody's now
expects Infoblox's total debt to EBITDA (Moody's adjusted,
including expected change in deferred revenues over the next 12
months) to remain elevated near 8x and modestly negative free cash
flow in the fiscal year ending July 2018.
Moody's affirmed Infoblox's B2 CFR based on the expectation that
revenues should modestly grow in the fiscal year 2018 from lower
salesforce attrition and the company will maintain adequate
liquidity. Moody's also expects stronger revenue growth after FY
2018 driven by the recently announced new release of its flagship
Trinzic DDI product. However, the anticipated deleveraging to about
6x will be postponed by 12 to 18 months to the end of 2019.
Infoblox's CFR is weakly positioned in the B2 category due to the
elevated execution risk in managing its business transformation to
improve profitability, challenges in stabilizing its salesforce and
very high financial leverage. The rating additionally considers
Infoblox's small operating scale, its highly competitive market and
risks in an evolving market resulting from the shift to cloud
computing and changes in networking technologies. The company has
limited product diversity and its product revenues are expected to
have large variability due to product refresh cycles. The B2 rating
is supported by Infoblox's leading share in its niche market and
its high proportion of recurring revenues derived under software
maintenance and subscription agreements. The company has a good
track record of growing software maintenance revenues driven by
growth in its installed base over the prior product refresh
cycles.
Moody's could downgrade Infoblox's ratings if revenues decline or
weak revenue growth persists beyond FY 2018. The rating could be
downgraded if liquidity weakens, Moody's expects Infoblox's free
cash flow to remain in the low single digits of total debt or total
debt to EBITDA (Moody's adjusted, including change in deferred
revenues) to exceed 6x. Given Infoblox's high leverage and limited
product diversity and scale, a ratings upgrade is not expected over
the intermediate term. Moody's could upgrade Infoblox's ratings
over time if product revenues become more diversified, it generates
strong revenue growth and it could sustain total debt to cash
EBITDA (Moody's adjusted) below 5x and free cash flow in excess of
10% of total debt.
Moody's affirmed the following ratings:
-- Corporate Family Rating, B2
-- Probability of Default Rating, B2-PD
-- Senior Secured 1st Lien $50 million revolving credit facility,
B1 (LGD3)
-- Senior Secured 1st Lien $500 million term loan facility, B1
(LGD3)
-- Senior Secured 2nd Lien $250 million term loan, Caa1 (LGD5)
Outlook Actions:
Issuer: Infoblox Inc.
-- Outlook, Changed to Negative from Stable
Infoblox's appliance-based products provide network control,
network automation and domain name system security services.
Infoblox was acquired by funds affiliated with Vista Equity
Partners in November 2016.
The principal methodology used in these ratings was Software
Industry published in December 2015.
INTERPACE DIAGNOSTICS: Will Obtain $5M from Warrants Exercise
-------------------------------------------------------------
Interpace Diagnostics Group, Inc. has entered into warrant exercise
agreements with certain holders of the Company's warrants issued in
June 2017. Pursuant to the Warrant Exercise Agreement, the Warrant
Holders agreed to exercise Warrants for an aggregate of 4,000,000
shares of common stock, par value $0.01 per share, at the Warrant
exercise price of $1.25 per share. The Warrants were issued
pursuant to that certain warrant agency agreement, dated as of June
21, 2017, by and between the Company and American Stock Transfer &
Trust Company, as warrant agent. In connection with the exercises,
the Company agreed to issue additional warrants to the Warrant
Holders for the number of shares of Common Stock that is equal to
eighty percent of the number of shares exercised by such Warrant
Holder, at an exercise price of $1.80 per share.
The Warrant Holders agreed to exercise 4,000,000 shares of Common
Stock underlying the Warrants for aggregate gross proceeds of
$5,000,000 from the exercise of the Warrants, which will be used
for general working capital purposes. The Warrants and Exercised
Shares were registered pursuant to the Company's Registration
Statement on Form S-1 (File No. 333-218140), filed with the U.S.
Securities and Exchange Commission under the Securities Act,
including Amendment No. 1, Amendment No. 2 and Amendment No. 3
thereto, which became effective on June 15, 2017, as well as the
Registration Statement on Form S-1 (File No. 333-218780) pursuant
to Rule 462(b) of the Securities Act, which became effective on
June 16, 2017.
The Warrant Holders agreed that from Oct. 12, 2017, and ending on
and including Oct. 19, 2017, neither the Warrant Holders nor
certain of their affiliates would collectively, sell, dispose of or
otherwise transfer, directly or indirectly, on any day on which the
Nasdaq Capital Market is open for trading during the Restricted
Period, shares of the Company's Common Stock in an amount more than
five percent (5%) of the trading volume of Common Stock as reported
by Bloomberg, LP for the applicable Date of Determination.
To the extent that a Warrant Holder's exercise of Warrants would
result in such Warrant Holder exceeding the Beneficial Ownership
Limitation, such excess Warrant Shares will be held in abeyance for
the benefit of such Warrant Holder until such time as its right
thereto would not result in the Warrant Holder exceeding the
Beneficial Ownership Limitation.
The Company agreed that for 20 days starting from Oct. 12, 2017,
the Company will not enter into any agreement to (i) amend,
exchange or otherwise provide any incentives to exercise any of the
Warrants, (ii) issue or announce the issuance or proposed issuance
of any shares of Common Stock or securities convertible or
exchangeable into Common Stock, or (iii) file any registration
statement with respect thereto, except with respect to Warrants
that are subject to agreements that are entered into on Oct. 12,
2017 and are substantially identical with the terms hereof.
The Company agreed that from Oct. 12, 2017, until April 12, 2018,
it will not enter into a warrant exercise agreement with more
favorable terms with any other holder of the Warrants without
amending the Additional Warrants to include such more favorable
terms.
Additional Warrants
In connection with the exercise of the Warrants, the Company will
issue an additional warrant to each Warrant Holder for the number
of shares of Common Stock equal to eighty percent of the number of
exercised shares purchased by such Warrant Holder, at an exercise
price of $1.80 per share. The Additional Warrants are identical to
the Warrants, except that the exercise price of the Additional
Warrant is $1.80, such warrant is not exercisable for six months
after issuance and such warrant expires four years from the initial
exercise date.
The Company has agreed to pay cash commissions to Maxim Group LLC
an amount equal to 4.5% percent of the gross proceeds raised in
connection with the exercise of the Warrants. The issuance and
sale of the Additional Warrants was not registered under the
Securities Act of 1933, as amended, in reliance on an exemption
from registration under Section 4(a)(2) of the Act and Rule 506 of
Regulation D thereunder, based on the fact that each Warrant Holder
is an "accredited investor," as such term is defined in Rule 501 of
Regulation D, in a transaction not involving a public offering.
The Additional Warrants may not be offered or sold in the United
States absent registration or an applicable exemption from
registration requirements.
About Interpace Diagnostics
Headquartered in Parsippany, New Jersey, Interpace Diagnostics
Group, Inc. -- http://www.interpacediagnostics.com/-- is a fully
integrated commercial company that provides clinically useful
molecular diagnostic tests and pathology services for evaluating
risk of cancer by leveraging the latest technology in personalized
medicine for better patient diagnosis and management. The Company
currently has three commercialized molecular tests; PancraGEN for
the diagnosis and prognosis of pancreatic cancer from pancreatic
cysts; ThyGenX, for the diagnosis of thyroid cancer from thyroid
nodules utilizing a next generation sequencing assay and ThyraMIR,
for the diagnosis of thyroid cancer from thyroid nodules utilizing
a proprietary gene expression assay. Interpace's mission is to
provide personalized medicine through molecular diagnostics and
innovation to advance patient care based on rigorous science.
BDO USA, LLP, in Woodbridge, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has suffered recurring
losses from continuing operations that raise substantial doubt
about its ability to continue as a going concern.
Interpace reported a net loss of $8.33 million on $13.08 million of
net revenue for the year ended Dec. 31, 2016, following a net loss
of $11.35 million on $9.43 million of net revenue for the year
ended Dec. 31, 2015. For the fiscal year ended Dec. 31, 2016, the
Company had an operating loss of $6.4 million. From Sept. 30,
2016, through Dec. 31, 2016, the Company provided working capital
by extending its payables primarily by not making timely payments
on current obligations and debt incurred prior to the sale of its
CSO business, entering into payment plans, negotiating termination
agreements on commitments that were not useful to its current
business and not paying certain severance obligations to terminated
employees.
"It is anticipated that we will require additional capital to fund
our operations. There is no guarantee that additional capital will
be raised to fund our operations in 2017 and beyond, but we intend
to meet our capital needs by driving revenue growth, containing
costs as well as exploring other options," the Company stated in
its 2016 Annual Report.
As of June 30, 2017, Interpace had $53.74 million in total assets,
$17.40 million in total liabilities, and $36.34 million in total
stockholders' equity.
ITS ENGINEERED: Creditor Trust Selling Assets for $6.5K
-------------------------------------------------------
The ITS Engineered Systems, Inc. Creditor Trust asks the U.S.
Bankruptcy Court for the Southern District of Texas to authorize
the (i) private sale of preference actions to SM Financial Services
Corp. for an aggregate purchase price of $1,500; and (ii) the sale
of remnant assets to Oak Point Partners, Inc. for an aggregate
purchase price of $5,000, subject to overbid.
Objections, if any, must be filed within 21 days from the date of
service.
On July 13, 2016, the Court entered an order confirming ITS
Engineered Systems, Inc.'s Chapter 11 Plan, and the Effective Date
occurred on July 28, 2016, pursuant to which (i) all of the
Debtor's remaining assets were transferred to the Creditor Trust;
and (ii) Shoreline Capital Advisors, Inc. was named as the
Trustee.
Since being appointed, the Trustee has administered the Creditor
Trust for the benefit of the Beneficiaries in accordance with its
power and duties. The Trustee is now in the process of winding
down the administration of this case. To that end, the Trustee is
engaged in efforts to ensure that the maximum value of the Creditor
Trust's remaining assets is realized, which efforts include
pursuing the sale of certain remaining assets.
On Jan. 5, 2017, the Trustee filed the following three complaints
asking to avoid and recover alleged preferential transfers: (i)
Shoreline Capital Advisors, Inc. v. Client Growth Specialists,
Inc., Adv. Pro. No. 17-03010; (ii) Shoreline Capital Advisors, Inc.
v. Greatwide Dallas Mavis, LLC, Adv. Pro. No. 17-03013; and (iii)
Shoreline Capital Advisors, Inc. v. Texas Gammy Ray, LLC, Adv. Pro.
No. 17-03015 ("Preferences").
The Trustee and SM Financial have negotiated an agreement for the
private sale by the Trustee of the Preference Actions to SM
Financial for the purchase price of $1,500 on an "as is, where is"
basis without any representations or warranties whatsoever, whether
express, implied or imposed by law ("Preferences Purchase
Agreement").
The Trustee has determined that there may or may not exist property
of the Creditor Trust, consisting of known or unknown claims,
property rights, or assets, which have not been previously sold,
assigned, or transferred, excluding certain assets to be retained
by the Creditor Trust pursuant to the Purchase Agreement. The
Trustee has determined that the cost of pursuing the Remnant Assets
will likely exceed the benefit that the Creditor Trust would
possibly receive on account of the Remnant Assets. The Trustee and
Oak Point have negotiated the Remnant Purchase Agreement for the
sale of the Remnant Assets.
The Trustee proposes to sell the Assets free and clear of all
liens, claims, interests, and encumbrances. The Trustee will sell
the Preference Actions to SM Financial for an aggregate purchase
price of $1,500; and the Remnant Purchase Agreement generally
provides for an aggregate purchase price of $5,000, to be paid by
SM Financial and, Oak Point, respectively, to the Trustee for the
benefit of the Creditor Trust and its Beneficiaries.
In accordance with the Remnant Purchase Agreement, the Remnant
Assets do not include (i) cash held by the Trust in the Trust's
bank account at Ikon Bank of Texas, account no. ending in 2018, a
retainer in the name of Shoreline Capital Advisors, Inc. at
Independent Bank, account no. ending in 1709, and a retainer held
by Gray Reed & McGraw LLP relating to prosecuted preference causes
of action on behalf of the Trust; (ii) preference actions under
section 547 of the Bankruptcy Code including the Preferences
Actions, and any current or future judgments and all proceeds
thereof, including the Preference Actions; and (iii) the Purchase
Price for the Remnant Assets.
Contemporaneously with the Motion, the Trustee has filed the Notice
of Objection Deadline, which establishes a deadline by which
objections or responses to the Motion must be filed with the Court.
While it is prepared to consummate the sale of the Preference
Actions to SM Finance and the Remnant Assets to Oak Point pursuant
to the terms set forth in the Motion and in the respective Purchase
Agreements, in the event a party other than SM Financial or Oak
Point wishes to purchase any of the Assets, the Trustee asks that
the Court approves the Bidding Procedures.
The Bidding Procedures are:
a. Each Interested Bidder who wants to participate in the
overbid process must notify the Trustee of its intention to do so
in accordance with the Notice on the Response Deadline;
b. Any party who wants to bid on all of the Assets must submit
a separate bid for the Preference Actions and a separate bid for
the Remnant Assets;
c. Each initial overbid for the Remnant Assets must be at
least $9,000 and at least $2,000 for the Preference Actions;
d. Each Interested Bidder for the Remnant Assets and the
Preference Actions must submit a cashier's check to the Trustee in
the amount of such Interested Bidder's initial overbid;
e. In the event a party other than SM Financial, with respect
to the Preference Actions, and Oak Point, with respect to the
Remnant Assets, is deemed the winning bidder with respect to either
the Preference Actions and/or the Remnant Assets, such other party
will be required to purchase the Preference Actions and/or the
Remnant Assets under the same terms and conditions as set forth in
the applicable Purchase Agreement.
The Trustee believes that the private sale of the Assets in
accordance with the terms of the Purchase Agreements, and as
provided in the Motion, serves the best interests of the Creditor
Trust and its Beneficiaries, as the sale will allow the Trustee to
realize additional funds for the benefit of the Beneficiaries and
promptly wrap up this case. Accordingly, the Trustee asks the
Court to approve the relief requested.
The Trustee asks that the Court waives the 14-day stay under
Bankruptcy Rule 6004(h).
A copy of the Remnant Purchase Agreement attached to the Motion is
available for free at:
http://bankrupt.com/misc/ITS_Engineered_503_Sales.pdf
The Purchasers:
OAK POINT PARTNERS, INC.
Attn: Eric Linn, President
P.O. Box 1033
Northbrook, IL 60065-1033
Telephone: (847) 577-1269
Facsimile: (847) 655-2746
The Creditor Trustee:
SHORELINE CAPITAL ADVISORS, INC.
Attn: Cary M. Grossman
Managing Director
1536 Whispering Pines Dr.
Houston, TX 77055
Telephone: (713) 468-2717
Counsel for Creditor Trust:
Micheal W. Bishop, Esq.
Lydia R. Webb, Esq.
GRAY REED & MCGRAW LLP
1601 Elm Street, Suite 4600
Dallas, TX 75201
Telephone: (214) 954-4135
Facsimile: (214) 953-1332
E-mail: mbishop@grayreed.com
lwebb@grayreed.com
The Defendants:
CLIENT GROWTH SPECIALISTS, INC.
c/o Nicholas Zugaro, Eric M. Van Horn,
McCathern, PLLC
2000 West Loop South, Suite 2100
Houston, TX 77027
E-mail: nzugaro@mccathernlaw.com
ericvanhorn@mccathernlaw.com
GREATWIDE DALLAS MAVIS, LLC
c/o CT Corporation System
1999 Bryan Street, Suite 900
Dallas, TX 75201-3136
TEXAS GAMMA RAY, LLC
c/o Lawyer's Aid Service, Inc.
408 W. 17th Street, Suite 101
Austin, TX 78701
About ITS Engineered Systems
ITS Engineered Systems, Inc. sought Chapter 11 protection (Bankr.
S.D. Tex. Case No. 15-32145) on April 17, 2015. The petition was
signed by Roger Wagner, president. The Debtor estimated assets and
liabilities of $1 million to $10 million.
Judge Karen K. Brown is assigned to the case.
The Debtor tapped Micheal W Bishop, Esq., and Lydia R Webb, Esq.,
at Gray Reed & McGraw PC, as counsel.
On July 13, 2016, the Court confirmed the Debtor's Chapter 11 Plan
and the Effective Date occurred on July 28, 2016. Shoreline
Capital Advisors, Inc., was named as the Trustee for the ITS
Engineered Systems, Inc. Creditor Trust.
JACOBS FINANCIAL: Acquires of 10% Stake (Non-Voting) in BMG
-----------------------------------------------------------
Jacobs Financial Group, Inc., has completed a transaction which
resulted in the Company's ownership of 10% of the common shares
(non-voting) of BritAmerica Management Group, Inc. BMG is a
closely held parent company with a 100% owned subsidiary, BMG
Insurance Brokers Ltd., an accredited Lloyd's broker. BMG is a
specialist managing general agent and wholesale broker with a
business focus offering international pet and equine insurance,
operating from offices located in United States and United Kingdom.
The transaction was accomplished as compensation for consulting
services in the placement of surety bonding for the benefit of
BMG.
About Jacobs Financial
Jacobs Financial Group, Inc. (OTC Bulletin Board: JFGI), is a
Charleston, West Virginia-based holding company for First Surety
Corporation, a West Virginia domiciled surety, Triangle Surety
Agency, an insurance agency that specializes in coal reclamation
surety bonds, and Jacobs & Company, a registered investment
advisor.
Jacobs Financial reported a net loss attributable to stockholders
of $1.27 million on $1.33 million of total revenues for the year
ended May 31, 2016, compared with net loss attributable to
stockholders of $2.74 million on $1.57 million of total revenues
for the year ended May 31, 2015.
The Company's independent accountants EKS&H LLLP in Denver, Colo.,
states that the Company has insufficient liquidity and
capitalization, and has suffered recurring operating losses. These
conditions, among others, raise substantial doubt about the
Company's ability to continue as a going concern.
At May 31, 2016, the Company had total assets of $11.87 million,
total liabilities of $23.21 million, total mandatorily redeemable
convertible series A preferred stock of $2.16 million, and $13.49
million in total stockholders' deficit.
JC PENNEY: S&P Revises Outlook to Stable & Affirms B+ CCR
---------------------------------------------------------
S&P Global Ratings revised its outlook on J.C. Penney Co. Inc.
(JCP) to stable from positive. At the same time, S&P affirmed its
'B+' corporate credit rating and issue-level ratings. The recovery
ratings are unchanged.
S&P said, "We based the outlook revision on our view that while
JCP's strategic direction remains sustainable in the challenging
U.S. department-store environment, fiscal year 2017 (ending January
2018) will not deliver as much cash flow or EBITDA as we would view
necessary for an upgrade in the coming quarters.
"The stable outlook reflects our view that prospective performance
will include increased free cash flow in 2018 from 2017, and
further debt reduction and EBITDA that will support leverage under
5x during fiscal 2018. Drivers include executing its diversifying
merchandising strategies and a continued focus on improving the
balance sheet versus return of capital to shareholders.
"We could lower the rating if the company's performance weakens,
such as prospects for sustained significantly negative same-store
sales and eroding margins. For instance, if same-store sales were
expected to drop 3%-4% and gross margins were around 100 bps lower
than our base case, we could lower the rating. This would lead to
leverage sustained over 5x and perhaps reduced prospects for
meeting 2019 maturities from existing cash flow, because of
merchandising missteps or if already cautious consumer spending
erodes unexpectedly.
"Although we no longer expect an upgrade in fiscal 2018, longer
term we could raise the rating if adjusted EBITDA seems capable of
reaching $1.4 billion-$1.5 billion versus our base-case forecast of
about $1.2 billion in 2019. This would occur if, for example, net
sales growth in 2019 is consistently positive with a gross margin
increase of about 100 bps from 2016. This would support leverage
under 4x if capital allocation remains largely focused on credit
metrics and longer dated maturities versus dividends or share
repurchases. Other supporting metrics for an upgrade would include
prospects for positive cash flow (after capital spending) of around
$400 million or more and our belief that competitive dynamics for
department stores are stabilizing."
JONES ENERGY: Fitch Lowers IDR to B-; On CreditWatch Negative
-------------------------------------------------------------
Fitch Ratings has downgraded the Long-Term Issuer Default Rating of
Jones Energy Holdings, LLC (JEH) to 'B-' from ' B'. JEH is a
subsidiary of Jones Energy Inc. (NYSE: JONE). Fitch has also
assigned a Long-Term Issuer Default Rating of 'B-' to JONE.
The ratings for both entities have been placed on Rating Watch
Negative.
The Negative Watch relates primarily to Fitch's concerns regarding
liquidity in 2018. The company's ability to borrow under its
revolving credit facility is constrained by a 4.0x leverage
covenant, which Fitch anticipates could become an issue over the
next few quarters. Fitch recognizes that JONE has several options
in dealing with this, including amending existing covenants with
the bank group in the context of the October 2017 borrowing base
redetermination, monetizing in the money derivative positions to
increase EBITDA under the covenant calculation, or issuing
additional secured debt to free up capacity under the revolver and
defer the need to use the revolver to fund 2018 drilling and
completion activity. Cuts to capex to preserve liquidity are also
an option; however, these could lead to a return of declines in
production that would serve to exacerbate covenant and liquidity
pressures, absent amendments to existing covenants.
Fitch expects to resolve the Negative Watch after receiving
increased clarity around covenant pressures and the 2018 liquidity
outlook, which could come following either the October borrowing
base redetermination, or upon Fitch's level of confidence in the
company's ability to execute on liquidity-enhancing measures in the
fourth quarter of 2017 (4Q17) or 1Q18.
KEY RATING DRIVERS
Ratings for JONE are driven by a deterioration in expectations for
key credit metrics, above-average exposure to oil prices below
Fitch's base case, a near term reliance on hedges to maintain
reasonable leverage metrics for the rating, and liquidity concerns
as the company attempts to return to sustained production growth in
a capital-intensive business. Fitch anticipates financial and
operational challenges during the company's transition to its Merge
position given its constrained liquidity position and limited
ability to fund a robust drilling & completion program.
Below Average Growth Profile: Production growth for JONE has been
constrained by several factors, including capex cuts in response to
the oil price downturn in 2015-2016 and the impact of asset
divestitures. The company has laid down several rigs in its core
Cleveland acreage to focus on the Merge, with one Cleveland rig
remaining. As of June 2017, the company had a 14 well DUC inventory
that was scheduled to be completed in the third quarter, which
should help to sustain production volumes through 2017. The
prospective plan for 2018 contemplates a 3-rig Merge program with
1-rig in the Cleveland, which should lead to year-over-year (YoY)
increases in total production after adjusting for the impact of
asset divestitures.
Small Size Relative to Peers: JONE's total production in 2Q17 was
approximately 23,800 barrels of oil equivalent per day, which is
small relative to Fitch's actively monitored E&P peer universe, and
Fitch current expects moderate increases in YoY production of 12%,
for full-year 2017 average production of approximately 21,400
boe/d. Small production size can create additional calls on
liquidity to fund drilling & completion activity in order to stem
declines in the existing portfolio, and growing E&P companies
typically require good liquidity buffers to manage commodity price
volatility.
Runoff of Hedge Protection: Realizations from hedge positions
supported liquidity and capital spending in 2015 and 2016, but
protection into 2018 provides significantly less uplift at Fitch's
base case. The net hedge asset as of June 30, 2017 was $42 million.
The company does have the ability to monetize these hedge positions
to increase EBITDA under the bank leverage covenant calculation.
Fitch believes this mechanism could provide covenant protection
through 2017, but 2018 could be challenging, potentially requiring
negotiations with lenders to provide covenant relief. Under Fitch's
stress case assumptions, the estimated undiscounted value of hedges
is approximately $119 million.
Elevated Leverage Through 2019: Fitch anticipates lower EBITDA and
cash flow in 2017 and 2018, directly related to lower volumes and
weaker commodity price expectations. Fitch expects modest
improvement in key metrics by 2019, further improving in 2020. This
assumes the company will internally generate or otherwise obtain
sufficient liquidity to pursue the capital development program
envisioned by Fitch's base case. Fitch also expects credit metrics
to weaken in 2017-2018, with modest improvement in out years. Under
current assumptions, Fitch believes that JONE's leverage metrics
will exceed stated tolerance levels in 2018.
Limited Runway in Merge: JONE has approximately 21,000 net acres in
the Merge, with 2Q17 production of approximately 2 mboe/d. The
Merge remains a small part of the overall reserve and production
base, with only seven wells online as of September 2017, on a 2-rig
program. Given the increased focus from management, execution and
increasing scale within this area will be an important component of
Fitch's analysis. Consolidated reserve replacement has also been
weak over the last two years, with one year organic reserve
replacement of -48% and -37% in 2015 and 2016, respectively.
Commodity Price Headwinds Lower oil and gas prices are a headwind
for the entire E&P sector. While JONE is reasonably well-protected
in 2017 via hedge positions, an extended down-cycle could begin to
pressure reinvestment, production volumes, and cash flow if the
company is not able to hedge future volumes at economic levels.
Fitch recently recalibrated its oil & natural gas price deck, with
some downward movement in medium and long-term oil prices. While
not the sole driver of the current downgrade, they serve to prolong
the recovery in leverage metrics and exacerbate current liquidity
challenges.
Activist Pressure: Activist shareholders, including Fir Tree and Q
Investments, had made public overtures to JONE management regarding
strategic alternatives, including selling the company or raising
financing through a DrillCo. While the execution of DrillCo
financing is not embedded in Fitch's base case, the prospect has
ramifications for creditors. DrillCo arrangements are typically
very bespoke. Ultimately, the DrillCo would likely drill wells that
may not have been otherwise been drilled given changes in the
company's capital allocation plan. However, as these reserves were
likely counted in the 2016 reserve report and PV10 calculations, it
could be seen as dilutive to bondholders to the extent that new
reserves were not being developed.
Recovery Estimates Unchanged: For JONE, Fitch utilized a
going-concern approach, using a 4.0x EBITDA multiple, which is
below the median of recent reorganization multiples for the sector
(6.3x), as well as the 10-year market median for speculative-grade
E&Ps (9.6x). Reorganization multiples can vary widely based upon
the commodity price environment upon emergence, as well as company
specific factors that led to restructuring, including full-cycle
cost positions, untenable capital structures, or debt-funded M&A
activity. Fitch's 4.0x multiple assumption reflects lower than
average production growth forecasts for JONE relative to peers, as
well as the ongoing cash flow volatility in the sector. Fitch's
going concern EBITDA assumption is $160 million. This approximates
Fitch's 2018 base case forecast, excluding the impact of hedges.
This is supported by modelled 2018 production of 27 mboe/d, only
moderately above 2Q17 production of 23.8 mboe/d. Base case pricing
is used, as Fitch tends to use mid-cycle pricing for going concern
EBITDA, rather than through EBITDA, when estimating creditor
recovery prospects. Production volumes in an emergence scenario
would also likely be less than run-rate, related to underinvestment
prior to a reorganization scenario, supporting a lower EBITDA
assumption than the base case forecast.
After assuming a 10% administrative claim, waterfall recoveries are
consistent with the last review. Recovery ratings are unchanged,
resulting in expectations of a full recovery for a fully-drawn
senior secured credit facility ('RR1'). Recovery ratings for the
unsecured notes are maintained at 'RR4'.
DERIVATION SUMMARY
Jones Energy is currently weaker than high-yield peers on several
key metrics, including size, operational momentum, and leverage
metrics. As of June 30, 2017, JONE total production of 23.8 mboe/d
was comparable to REN (24.4mboe/d, 'B-'), and less than peers LPI
(58.7mboe/d), CRZO (51 mboe/d), XOG (44.2 mboe/d, 'B+'), and RSPP
(54.3 mboe/d). Fitch expects that production growth for JONE will
lag peers, based primarily on liquidity constraints in 2018. Fitch
also anticipates that leverage will be higher than peers in 2018.
On a margin basis, JONE netback margin (cash netback / unhedged
revenue per boe) is less than peers, driven primarily by interest
costs of $5.9/boe. When excluding interest costs, margins are
competitive with 'B' category peers. JONE's small production base
exacerbates the impact of interest costs when measured on a
$/barrel of oil equivalent (boe) basis. JONE debt/flowing of
$34,847 was above peers, including REN ($25,453, 'B-'), LPI
($23,963), CRZO ($29,835), XOG ($16,646, 'B+'), and RSPP
($22,230).
KEY ASSUMPTIONS
Fitch's key assumptions within the rating case for JONE include:
-- Base case WTI oil price that trends up from $50/barrel in 2017
to a long-term price of $55.0/barrel;
-- Base case natural gas that trends up from $3.00/mcf in 2017 to
a long-term price of $3.25/mcf;
-- Production grows at a CAGR of 17% through 2020, with liquids
volumes growing faster than natural gas;
-- Capex of $250 million in 2017. Out years are relatively flat
given modest uplift from Fitch's base case price deck;
-- Moderate decreases in operating expenses/unit in 2017, with
limited movement in out years.
RATING SENSITIVITIES
Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action
To remove the Negative Rating Watch:
-- Obtaining amendments to existing credit facility covenants
that enhance the liquidity outlook for 2018;
-- Successful and timely access to capital markets which relieves
liquidity pressure and enables the company to maintain
operational momentum.
To 'B':
-- Growth in production volumes, reserves, and EBITDA leading to
production approaching 40-50 mboe/day;
-- Maintenance of debt/EBITDA in or below the 3.5x-4.5x range and
debt/flowing barrel below $35,000;
-- Sustained operational momentum and an improved liquidity
outlook.
Fitch expects that a resumption of sustained operational momentum,
funding of growth in a credit-neutral manner, and an improved
liquidity outlook will be key factors in any positive rating
action.
Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action
To 'CCC':
-- Significant reduction in liquidity following negative
revisions to the RBL borrowing base or inability to access
capital markets to fund 2018 drilling & completion activity;
-- Inability to successfully enhance liquidity via amendments to
existing covenants;
-- Expectations of mid-cycle debt/EBITDA above 6.0x or
EBITDA/interest below 1.5x;
-- Debt/flowing barrel greater than $40,000.
LIQUIDITY
Challenged Liquidity Profile: As of June 30, 2017, JONE had cash of
$6 million and $244 million undrawn on the revolving credit
facility. Given the company's drilling & completion schedule,
associated capex requirements, potential covenant pressures, and a
negative free cash flow forecast, Fitch anticipates that liquidity
could be constrained in 2018. This could limit capital able to be
deployed into the drilling & completion program, which would
further constrain the company's ability to de-leverage through
growth in volume and cash flow. Following the closing of the Arkoma
Basin properties, the company's borrowing based was reduced to $375
million, a reduction of $50 million from the previous $425 million.
JONE received $65 million in cash for the Arkoma assets.
Manageable Maturities: JEH has a manageable bond maturity schedule,
with $409 million and $150 million in senior notes due 2022 and
2023, respectively. The company's credit facility matures in
November of 2019. The borrowing base is re-determined in April and
October of each year.
FULL LIST OF RATING ACTIONS
Fitch has downgraded the following ratings:
Jones Energy Holdings LLC
-- Long-term Issuer Default Rating (IDR) to 'B-' from 'B';
-- Senior secured first lien revolver to 'BB-/RR1' from 'BB/RR1';
-- Senior unsecured notes to 'B-/RR4' from 'B/RR4'.
Fitch has assigned the following ratings:
Jones Energy, Inc.
-- Long-Term Issuer Default Rating 'B-'.
The ratings for both entities have been placed on Rating Watch
Negative.
KEYPOINT GOVERNMENT: S&P Places 'B' CCR on CreditWatch Positive
---------------------------------------------------------------
S&P Global Ratings placed all of its ratings on KeyPoint Government
Solutions Inc., including its 'B' corporate credit rating, on
CreditWatch with positive implications.
KeyPoint Government Solutions Inc. announced that it will combine
with DXC Technology's Co.'s U.S. Public Sector (USPS) business and
Vencore Holding Corporation through a Reverse Morris Trust
transaction.
The CreditWatch placement follows the announced merger with DXC
Technology's U.S. Public Sector (USPS) business with Vencore
Holding Corporation. The combined entity is expected to generate
$4.3 billion in annual revenues, making it a top five services
provider to the U.S. government. The company will offer
capabilities across cybersecurity, big data analytics, cloud
engineering, enterprise IT services, and system engineering.
S&P expects to resolve the CreditWatch placement when the
transaction closes, which is expected to happen in March 2018. S&P
will subsequently withdraw the ratings when the debt is repaid.
KIWA BIO-TECH: Former Auditors Respond to Form 8-K Disclosure
-------------------------------------------------------------
Kiwa Bio-Tech Products Group Corporation filed with the Securities
and Exchange Commission a Form 8-K/A to file a correspondence from
the Company's prior certifying accountant DYH & Company following
the filing of the Form 8-K dated Oct. 11, 2017.
In the Original Form 8-K, the Company disclosed, among other
things, that its Board of Directors decided to engage Friedman LLP
as the Company's new independent registered public accounting firm
to report on the Company's financial statements for the fiscal year
ended Dec. 31, 2017, including performing the required quarterly
reviews for the period commencing Sept. 30, 2017. In conjunction
with the new engagement, the Company had dismissed DYH & Co., Brea,
CA as the Company's independent auditors effective Oct. 9, 2017.
The Company said, "DYH advised the Company that it believed that
the Company did not properly disclose in the Notes to the Company's
Financial Statements dated as of December 31, 2016, and March 31,
2017 and June 30, 2017 a related party transaction between the
Company and Kangtan Gerui (Beijing) Bio-Tech Co., Ltd.
Specifically, DYH believes that the Company did not properly report
the fact that Ms. Feng Li, a director and shareholder of the
Company is also a minority shareholder of Kangtan Gerui (Beijing)
Biotech Co., Ltd."
DYH disagrees with the Company's disclosure that fails to mention
that it advised the Company that it should restate its financial
statements in the Company's previously filed Quarterly Report for
the three- and nine-month periods ended Sept. 30, 2016. DHY
believes that the Company's interim financial statements for the
three- and nine-month periods ended Sept. 30, 2016, should be
restated due to a material overstatement of both Prepaid expenses
and Equity in the amount of approximately $1.6 million.
In a separate letter DYH said it has read the statements of Kiwa
Bio-Tech included under Iterm 4.02 of its Current Report on Form
8-K filed with the SEC on Oct. 11, 2017. DYH agrees in part and
disagrees in part with the Company's statements in the 8-K. DYH
agrees that the Company's previously filed financial statements as
of and for the year ended Dec. 31, 2016, and for the periods ended
March 31, 2017 and June 30, 2017, can no longer be relied upon.
However, the Company disagrees certain other disclosures in the
Form 8-K.
"We do not agree that the date of earliest event on the cover of
the 8-K should be October 11, 2017. The first time we raised the
issue of improper disclosure with the Company was on or about
September 5, 2017, not October 5, 2017 as stated in the 8-K."
"We disagree with the Company's disclosure ... that limit the
periods for which we advised the Company that amendment of certain
previously-filed Quarterly Reports on Form 10-Q was appropriate."
Full-text copies of the Letters are available for free at:
https://is.gd/3nY0CD
https://is.gd/wpZKfq
About Kiwa Bio-Tech
Kiwa Bio-Tech Products Group Corporation develops, manufactures,
distributes and markets bio-technological products for agriculture.
The Company has acquired technologies to produce and market
bio-fertilizer. The Company has developed over six bio-fertilizer
products with bacillus spp and/or photosynthetic bacteria as its
ingredients. The Company's products contain ingredients of both
photosynthesis and bacillus bacteria which are protected by
patents.
Kiwa Bio-Tech reported net income of $963,296 for the year ended
Dec. 31, 2016, following net losses of $677,358 for the year ended
Dec. 31, 2015. As of June 30, 2017, Kiw Bio-Tech had $12.58
million in total assets, $10.85 million in total liabilities, all
current, and $1.73 million in total stockholders' equity.
DYH & Company issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2016.
The auditors said the Company's current liabilities substantially
exceeded its current assets by $5,729,622 at Dec. 31, 2016.
Although the Company reported net income approximately $963,296 for
its fiscal year ended Dec. 31, 2016, it had an accumulated deficit
of $19,489,400 as of Dec. 31, 2016. These circumstances, among
others, raise substantial doubt about the Company's ability to
continue as a going concern.
KRUMBEIN CONSTRUCTION: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------------
The Office of the U.S. Trustee on Oct. 12 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Krumbein Construction, LLC.
Headquartered in N Bay Village, Florida, Krumbein Construction,
LLC, filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla.
Case No. 17-20935) on Aug. 29, 2017, estimating its assets and
liabilities at between $100,001 and $500,000. David C. Rubin,
Esq., serves as the Debtor's bankruptcy counsel.
LAWRENCE GENERAL HOSPITAL: S&P Cuts Revenue Debt Rating to 'BB+'
----------------------------------------------------------------
S&P Global Ratings lowered its rating on Lawrence General Hospital
(LGH), Mass.' revenue debt one notch to 'BB+' from 'BBB-'. The
outlook is stable.
S&P Global Ratings also assigned its 'BB+' rating and stable
outlook to Massachusetts Development Finance Agency's series 2017
revenue bonds, issued for LGH.
The rating action reflects S&P Global Ratings' view of LGH's
continued and material financial underperformance for the past two
audited fiscal years and 10 months into fiscal 2017 (the fiscal
2017 interim period), coupled with its weak balance sheet that does
not, in S&P Global Ratings' opinion, provide sufficient financial
flexibility for the organization at the current rating level.
"Although not expected during the outlook period, we could revise
the outlook to negative or lower the rating if net patient revenue
were to decline or if the organization's operating performance were
to deteriorate materially. We would also take a negative view of
the organization depleting its unrestricted reserve balance or
adding a significant amount of debt to its financial profile," said
S&P Global Ratings credit analyst Kelsey Thomas. "We do not think a
positive outlook or a higher rating is likely for LGH during the
outlook period due to its weak operating performance and pro forma
balance-sheet metrics. Over a longer period, however, we could
revise the outlook to positive or raise the rating if LGH were to
report improved financial performance and balance-sheet metrics
in-line with our expectations for a 'BBB-' rating while maintaining
its enterprise strengths."
The stable outlook reflects S&P Global Ratings' opinion that LGH
will likely maintain a healthy enterprise profile through the
two-year outlook period and that LGH's financial profile will
likely remain commensurate with the 'BB+' rating because the rating
level allows for some financial flexibility for the organization
during its current operating challenges. The rating service does
not expect LGH to issue any new additional debt through the outlook
period.
A gross receipts pledge of the obligated group and a mortgage on
the hospital secure the debt. The rating reflects S&P Global
Ratings' view of LGH's group credit profile (GCP) and the obligated
group's core status. Accordingly, the rating is at the level of the
GCP.
Officials intend to use series 2017 bond proceeds to fund
enhancements to LGH's electronic medical record system, refinance
existing bank loans, finance future routine capital improvement
projects and preserve cash, and fund a debt-service-reserve fund
for the series 2017 bonds. About $20 million of the series 2017
bonds is new-money debt to take advantage of low interest rates and
preserve cash.
LE-MAR HOLDINGS: U.S. Trustee Forms Two-Member Committee
--------------------------------------------------------
William T. Neary, U.S. Trustee for the Northern District of Texas,
on Oct. 12 appointed two creditors to serve on the official
committee of unsecured creditors in the Chapter 11 cases of Le-Mar
Holdings, Inc., and its debtor affiliates.
The committee members are:
(1) Mike Mandell, Corporate Collection Manager
Ryder Truck Rental Inc.
11690 NW 105th Street
Miami, FL 33178
Tel: (305) 500-4417
Fax: (305) 300-3336
E-mail: Mike_mandell@ryder.com
(2) R. Scott Adams, Junior Counsel
VFS Leasing Co.
7025 Albert Pick Road, Suite 105
Greensboro, NC 27409
Tel: (336) 931-4056
Fax: (336) 931-4056
E-mail: Scott.adams@vfsco.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 Le-Mar Holdings Inc.
Le-Mar Holdings, Inc., is a mid-sized company in the general
freight trucking business with operations in Grand Prairie,
Amarillo, Midland, Abilene, San Angelo, Austin, San Antonio, Lufkin
and Lubbock.
Chuck and Tracey Edwards own approximately 63.9% of the equity
interests in Le-Mar while the Lawrence and Margie Edwards'
Grand-Children's Trust owns approximately 36.1% of the equity
interests. Le-Mar Holdings owns 100% of the equity interests of
Edwards Mail Service, Inc. and 50% of the membership interests of
Taurean East, LLC. Chuck and Tracey Edwards own 50% of the
membership interests of Taurean East.
Le-Mar Holdings, Edwards Mail and Taurean East sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case Nos.
17-50234 to 17-50236) on Sept. 17, 2017. Chuck Edwards, president,
signed the petitions.
At the time of the filing, Le-Mar Holdings estimated assets and
liabilities of $1 million to $10 million.
Judge Robert L. Jones presides over the case.
David L. Campbell, Esq., at Underwood Perkins, P.C., and Mark N.
Parry, Esq., at Moses & Singer LLP serve as the Debtor's bankruptcy
counsel.
LEGACY RESERVES: Files Financials to Include $141M Jupiter Payment
------------------------------------------------------------------
A subsidiary of Legacy Reserves LP, along with Jupiter JV LP,
entered into the First Amended and Restated Development Agreement
on Aug. 1, 2017, which amends and restates the Development
Agreement, dated July 2, 2015, between Legacy and Investor pursuant
to which Legacy and Investor agreed to participate in the funding,
exploration, development and operation of certain of Legacy's
undeveloped oil and gas properties in the Permian Basin. In
connection with the Restated Agreement, Legacy made a payment of
$141 million to, among other things, cause the reversion of
Investor's working interest from 80% to 15% of the parties'
combined interests in all wells and associated personal property
and infrastructure contained in the first tranche meaning that
Legacy's working interest correspondingly increased from 20% to 85%
of the parties' combined interests in the Wells, and all
undeveloped assets subject to the terms of the Restated Agreement
reverted back to Legacy (the "Jupiter Acceleration Payment
Interests").
On Oct. 13, 2017, the Company filed with the Securities and
Exchange Commission an unaudited pro forma balance sheet of Legacy
Reserves LP at June 30, 2017, which gives effect to the Jupiter
Acceleration Payment Interests, and the unaudited pro forma
statements of operations of Legacy Reserves LP for the year ended
Dec. 31, 2016 and for the six months ended June 30, 2017 and 2016,
which give effect to the Jupiter Acceleration Payment Interests.
Legacy Reserves' Unaudited Pro Forma Balance Sheet as of June 30,
2017, showed $1.46 billion in total assets, $1.67 billion in total
liabilities and a total partners' deficit of $214.29 million.
For the six months ended June 30, 2017, Legacy Reserves reported
net income of $8.52 million (on a pro forma basis).
The unaudited pro forma balance sheet, which gives effect to the
Jupiter Acceleration Payment Interests, as well as the unaudited
pro forma statements of operations for the year ended December 31,
2016 and for the six months ended June 30, 2017 and 2016, which
give effect to the Jupiter Acceleration Payment Interests, is
available at https://is.gd/rEBJ8k
About Legacy Reserves
Headquartered in Midland, Texas, Legacy Reserves L.P. is focused on
the acquisition and development of oil and natural gas properties
primarily located in the Permian Basin, East Texas, Rocky Mountain
and Mid-Continent regions of the United States. The Company's
primary business objective has been to generate stable cash flows
to allow it to make cash distributions to its unitholders and to
support and increase quarterly cash distributions per unit over
time through a combination of acquisitions of new properties and
development of its existing oil and natural gas properties.
Legacy Reserves LP reported a net loss attributable to unitholders
of $74.82 million on $314.4 million of total revenues for the year
ended Dec. 31, 2016, compared to a net loss attributable to
unitholders of $720.54 million on $338.77 million of total revenues
for the year ended Dec. 31, 2015. As of June 30, 2017, Legacy
Reserves had $1.31 billion in total assets, $1.53 billion in total
liabilities and a total partners' deficit of $214.3 million.
* * *
As of Sept. 30, 2016, S&P Global Ratings said that it lowered its
corporate credit rating on Legacy Reserves to 'CCC' from 'B-'. The
rating outlook is negative. The downgrade reflects S&P's
expectation that the borrowing base on Legacy's revolving credit
facility could be lowered substantially at its re-determination in
October.
As reported by the TCR on March 24, 2017, Moody's Investors Service
upgraded Legacy Reserves LP's Corporate Family Rating to 'Caa2'
from 'Caa3'. "Legacy's upgrade to Caa2 reflects Moody's
expectations of improved cash flow and credit metrics in 2017 as a
result of debt reduction and higher commodity prices underpinned by
good hedges in 2017 and 2018," said RJ Cruz, Moody's vice
president. "The upgrade also reflects improved liquidity and the
benefits of the amended joint development agreement with TPG."
LINTON SHAFER: Selling All Assets for $5.5K Plus 60% of Face Value
------------------------------------------------------------------
Linton Shafer Computer Services, Inc., asks the U.S. Bankruptcy
Court for the District of Maryland to authorize the Asset and
Purchase Agreement with Bookkeeping Support Services, LLC, in
connection with the sale of substantially all assets for $5,500
plus 60% of the Debtor's account receivables, unbilled
work-in-progress and unbilled costs as of the date of closing on
the Agreement, subject to overbid.
A hearing on the Motion is set for Nov. 8, 2017 at 10:00 a.m. The
objection deadline is Nov. 3, 2017.
The Debtor previously employed an employee named Heather
Brady-Sinnott. It is believed the Ms. Brady-Sinnott diverted
significant amounts of the Debtor's clients' funds to her own
personal use without the knowledge or approval of any other officer
or employee of the Debtor. Immediately upon becoming aware of the
allegations, the Debtor terminated its employment of Ms.
Brady-Sinnott. A criminal investigation of Ms. Brady-Sinnott by
law enforcement is in process with criminal charges anticipated.
Several of the Debtor's clients have filed lawsuits against Ms.
Brady-Sinnott, her husband Quinton Sinnott, and the Debtor. First,
on April 25, 2017, The Comus Inn at Sugarloaf Mountain, LLC filed a
lawsuit in the Circuit Court for Montgomery County Maryland,
against the Debtor, and Ms. Brady-Sinnott, and Mr. Sinnott, seeking
the return of $270,000, plus punitive damages. Second, on June 5,
2017, Pit Boss MSF, Inc. and Michael Tauraso, on behalf of TR
Bakery, Inc., filed a lawsuit in the Circuit Court for Frederick
County Maryland, against the Debtor, and Ms. Brady-Sinnott, and Mr.
Sinnott, seeking the return of $88,689, plus punitive damages.
Third, Diane Ferren, the owner of a store named Sky’s the Limit,
filed a lawsuit in the General District Court of Carroll County
solely against Ms. Brady-Sinnott, with a demand amount of $30,000
(Ms. Ferren has not at this time filed a lawsuit against the
Debtor). It is believed that another former customer, The
Visitation Academy, Inc. may assert a claim against the Debtor in
the approximate amount of $8,300. Other customers and former
customers may assert small claims against the Debtor, although the
Debtor knows of no such claims at his time.
The Comus Inn, Pit Boss and TR Bakery have all ceased doing
business with the Debtor. These former clients were some of the
Debtor's largest clients. The loss of these clients has and will
continue to negatively impact its revenues.
The demands of the lawsuits are in excess of the value of the
assets of the Debtor, and it has not been able to negotiate a
settlement with any of the Plaintiffs, despite many attempts to do
so. Further, the Debtor cannot afford to incur further legal
expenses to defend the Customers' lawsuits. Unable to resolve its
legal difficulties through negotiation, the Debtor had no
alternative but to seek bankruptcy relief.
Chapter 11 was selected by the Debtor as the most practical means
for resolving the Debtor's financial difficulties. Through the
Chapter 11 process, the Debtor intends to promptly liquidate
substantially all of its assets, thereby preserving at least some
value for the benefit of its creditors.
On Oct. 12, 2017, the Debtor entered into, subject to Court
approval, the Agreement with the Purchaser for the sale of
substantially all assets. The Debtor's assets consist of its cash
in its bank accounts, its accounts receivable, and its office
furniture and equipment. As of the Petition Date, the Debtor had
approximately $7,500 in its bank account, approximately $34,000 in
collectable accounts receivable, approximately $2,000 in unbilled
work in progress and unbilled costs, and approximately $5,500 of
other property, including office furniture, equipment and
intangible assets.
The Debtor is selling the assets to the Purchaser for 60% of the
face value of work in progress and accounts receivable, plus $5,500
for the Debtor's other assets being purchased. The precise
purchase price will be adjusted at the time of closing based upon
the foregoing criteria. The Purchaser has provided a $2,000 check
that has been deposited into the Debtor's counsel's attorney escrow
account.
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/Linton_Shafer_14_Sales.pdf
In addition to the Assets, the Debtor is a party to a commercial
lease with 333 West Patrick Street, LLC ("Landlord") for real
property consisting of a small retail commercial building located
at 333 West Patrick Street, Frederick, Maryland, which has a term
that commenced on Oct. 1, 2015 and ends on Oct. 1, 2019, with
annual options to renew thereafter. The Lease is to be assumed and
assigned as part of the Sale.
The Debtor is current on its obligations under the Lease. The
Landlord is controlled by Barbara Brewster, the president and
majority shareholder of the Debtor. The Debtor currently pays
$2,425 per month under the Lease, subject to annual increase not to
exceed 5%. It asserts that this amount is commercially reasonable
and in line with similar leases for similar properties in
Frederick, Maryland.
The Debtor has no secured debts and very little trade debt. The
significant claims against the Debtor are the potential claims
arising as a result of the alleged actions of Ms. Brady-Sinnott.
Not counting potential and asserted claims for punitive damages,
the Debtor estimates its potential exposure for such claims as
$417,000.
The Debtor proposes to transfer the Assets to the Purchaser or to
any successful bidder free and clear of all liens, claims, and
encumbrances, including successor liability claims.
The Debtor asks the Court to approve its assumption and assignment
of the Lease to the Purchaser or to any successful bidder. It is
anticipated that the Landlord, which is controlled by the president
and majority shareholder of the Debtor, will consent to the
assumption and assignment of the Lease.
Each of the Debtor's employees has a non-compete agreement with the
Debtor. While not obligated to do so, the Purchaser will likely
hire most, if not all, of the Debtor's employees. The Debtor does
not intend to stay in business after the sale. In order to
facilitate the sale, it asks permission to release its employees
from any non-compete agreements limited to the Purchaser, to the
extent that Purchaser hires any of its employees.
The Debtor believes that the only alternatives to approval of the
Sale are dismissal or conversion to Chapter 7, either alternative
resulting in the liquidation of the Debtor. It believes that the
liquidation of its assets would not result in any significant
distribution to creditors, would result in the loss of jobs, and
would be a disservice to its clients who rely on the Debtor.
Accordingly, the Debtor asks the Court to approve the relief
requested.
The Debtor further asks the Court to waive the 14-day stay period
under Bankruptcy Rules 6004(h) and 6006(d).
The Purchaser:
BOOKKEEPING SUPPORT SERVICES, LLC
Attn: Kathleen Tara Richards
333 West Patrick St.
Frederick, MD 21701
The Purchaser is represented by:
Roger Schlossberg, Esq.
SCHLOSSBERG, MASTRO & SCANLAN
18421 Henson Boulevard, Suite 201
Hagerstown, MD 21742-2994
- and -
Robert J. Kresslein, Esq.
OFFIT KURMAN
50 Carroll Creek Way, Suite 340
Frederick, MD 21701
The Landlord:
333 WEST PATRICK STREET, LLC
333 West Patrick St.
Frederick, MD 21701
About Linton Shafer Computer Services
Linton Shafer Computer Services, Inc., is a small business located
in Frederick, Maryland which provides bookkeeping and accounting
services to small businesses in the Frederick, Maryland region.
The company has been in business for 34 years continuously since
its incorporation in Maryland in 1983. It is taxed as a
"Subchapter C Corporation."
Linton Shafer Computer Services currently has seven employees and
does business as "Accounting Support Services." The 32,500 of the
35,000 shares of the Debtor are owned by Barbara Brewster, who is
its president. The minority shareholders are Linda Minnick (500
shares), Todd Rudesill (500 shares) and Denise Gouker (1,500
shares).
Linton Shafer Computer Services sought Chapter 11 protection
(Bankr. D. Md. Case No. 17-23535 LSS) on Oct. 10, 2017. At the
time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $1 million. Judge Lori S.
Simpson presides over the case. McNamee, Hosea, Jernigan, Kim,
Greenan & Lynch, P.A., serves as counsel to the Debtor.
LNB-015-13 LLC: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of LNB-015-13, LLC as of Oct. 11,
according to a court docket.
LNB-015-13 is represented by:
Joel M. Aresty, Esq.
Joel M. Aresty P.A.
309 1st Avenue S.
Tierra Verde, FL 33715
Phone: 305-904-1903
Email: aresty@icloud.com
About LNB-015-13 LLC
LNB-015-13, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 17-19226) on July 22,
2017. The petition was signed by Harel Bitton, authorized
representative.
At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of less than $500,000.
Joel M. Aresty P.A. represents the Debtor as bankruptcy counsel.
M&K WALKER: Authorized to Use Funds Received from WEX Bank
----------------------------------------------------------
The Hon. Paul Baisier of the U.S. Bankruptcy Court for the Northern
District of Georgia has entered an order authorizing M&K Walker &
Sons Trucking, LLC, to sell and assign its accounts receivables to
WEX Bank in accordance with the terms of the Order and the Purchase
Agreement.
FleetOne Factorings, LLC, as servicer for WEX Bank, is authorized
to provide underwriting, credit, administrative and operational
support, including making advances to the Debtor upon the purchase
the accounts receivable by WEX Bank and the collection of the
Accounts purchased by WEX Bank pursuant to the Purchase Documents.
The Debtor is authorized use the funds received from WEX Bank
pursuant to the terms and conditions of the Purchase Documents, in
the ordinary course of its business. However, no funds held as
security for WEX Bank may be used to pay professional persons
employed pursuant to 11 USC Section 327 without a notice and
hearing. In addition, the Debtor is required to forward immediately
to WEX Bank any collections of accounts receivable received
directly by it.
The Debtor is also prohibited to grant to any party any interest in
its accounts receivable or proceeds thereof or priority in payment
prior to, equal to, or greater than the lien or priority in payment
being accorded to WEX Bank with respect to the accounts receivable
and proceeds thereof.
WEX Bank asserts that prior to the Petition Date, the Debtor was
obligated to WEX Bank pursuant to a certain Account Purchase
Agreement dated March 01, 2017 between the Debtor and Wex Bank. WEX
Bank further asserts that the obligation to WEX Bank is secured by
a security interest in favor of WEX Bank upon all of the Debtor's
assets.
WEX Bank is granted a valid, perfected and enforceable
first-priority security interest in and upon all of the categories
and types of collateral in which WEX Bank held a security interest
and lien as of the Petition Date, including, without limitation,
cash collateral, and the proceeds thereof. In addition to the
replacement liens, WEX Bank is granted a superpriority
administrative claim under Section 507(b) of the Bankruptcy Code.
A full-text copy of the Order, dated Oct. 11, 2017, is available at
https://is.gd/GfJdTn
About M&K Walker & Sons
M&K Walker & Sons Trucking, LLC, is a licensed and bonded freight
shipping and trucking company running freight hauling business from
Marietta, Georgia.
M&K Walker & Sons is affiliated with Milton and Kathy Walker, who
jointly sought bankruptcy protection (Bankr. N.D. Ga. Case No.
17-61756) on July 5, 2017.
M&K Walker & Sons Trucking filed a Chapter 11 petition (Bankr. N.D.
Ga. Case No. 17-64328) on Aug. 16, 2017. The petition was signed
by Brenton Walker, manager. The Debtor disclosed $647,000 in
assets and $1.08 million in liabilities. The Hon. Paul Baisier
presides over the case. Will B. Geer, Esq., at Law Office of Will
B. Geer, LLC, serves as bankruptcy counsel.
MARKET SQUARE: Allowed to Use Cash to Pay October 2017 Expenses
---------------------------------------------------------------
The Hon. Janet S. Baer of the U.S. Bankruptcy Court for the
Northern District of Illinois has entered a fourth interim order
authorizing Market Square Hospitality, LLC to use the cash
collateral of Thomas A. Olson on an interim basis solely for the
period through Oct. 31, 2017.
The Court has continued the hearing on the authorized interim use
of cash collateral to Oct. 17, 2017, at 10:30 a.m. at which time
the Court may continue the Motion for interim use of cash
collateral or set a hearing date for entry of final order on the
Motion.
The approved Budget provides expenses in the aggregate sum of
$116,912 covering the period from Oct. 1 through Oct. 31, 2017.
As of the Petition Date, the Debtor was indebted and liable to
Thomas A. Olson under the Loan Documents in the aggregate principal
amount of at least $6,191,958. Consequently, Mr. Olson holds valid,
duly perfected, first-priority liens upon and security interest in
and to all of the cash of the Debtor derived from the prepetition
liens to the extent of his prepetition liens.
To protect Mr. Olson from any diminution in the value of the
prepetition collateral that may occur through the Debtor's use of
the prepetition collateral, Mr. Olson will receive:
(1) a replacement lien in the prepetition collateral and in
the post-petition property of the Debtor of the same nature and to
the same extent and in the same priority it had in the prepetition
collateral, and
(2) an additional continuing valid, binding, enforceable,
non-avoidable, and automatically perfected post-petition security
interest in and lien on all cash or cash equivalents.
Mr. Olson will also have an allowed superpriority adequate
protection claim to the extent that the adequate protection lien is
not adequate to protect Mr. Olson against the diminution in the
value of the prepetition collateral.
A full-text copy of the Fourth Interim Order, dated Oct. 12, 2017,
is available at https://is.gd/YeRa4O
About Market Square Hospitality
Market Square Hospitality, LLC, operates a hotel at 2723 Sheridan
Rd, Zion, Illinois 60099, USA, known as "The Inn At Market
Square".
Market Square Hospitality filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Ill. Case No. 17-22394) on July 27, 2017,
estimating its assets at up to $50,000 and its liabilities at
between $1 million and $10 million. The petition was signed by
David Delach and Richard Delisle, managers.
Judge Janet S. Baer presides over the case.
Abraham Brustein, Esq., and Julia Jensen Smolka, Esq., at Dimonte &
Lizak, LLC, serve as the Debtor's bankruptcy counsel.
MASON TEMPLE CHURCH: Hires Dale Faught as Expert Witness
--------------------------------------------------------
Mason Temple Church of God in Christ, Inc., seeks authority from
the U.S. Bankruptcy Court for the Eastern District of Wisconsin to
employ Mr. Dale Faught, as expert witness to the Debtor.
The Debtor's Disclosure Statement has been approved and distributed
to creditors. A hearing has been scheduled to confirm the Debtors'
bankruptcy-exit Plan for December 13, 2017. The Debtor anticipates
that a secured Creditor, North Milwaukee State Bank, will cast a
negative vote on the Plan, and object to Confirmation of the Plan.
The Debtor anticipates the issue will be the length of the proposed
loan or treatment of the Class 2 Claim as far as length and
interest rate.
Mason Temple Church requires Mr. Dale Faught to provide expert
witness during the Confirmation of the Plan for December 13, 2017.
Mr. Dale Faught will be paid at the hourly rate of $100 for
non-court time, and $150 for court time. Mr. Date Faught is subject
to a fee cap of $2,500.
Mr. Dale Faught will also be reimbursed for reasonable
out-of-pocket expenses incurred.
To the best of the Debtor's knowledge, the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Mr. Dale Faught can be reached at:
Dale Faught
15275 Cascade Drive
Elm Grove, WI 53122-1510
Tel: (262) 784-6391
About Mason Temple Church of God
in Christ, Inc.
Mason Temple Church of God in Christ, Inc. filed a Chapter 11
bankruptcy petition (Bankr. E.D. WI. Case No. 16-30931) on November
7, 2016. In its petition, the Debtor estimated $1 million to $10
million in both assets and liabilities. The petition was signed by
Osie Tatum, Jr., pastor and trustee.
Judge Michael G. Halfenger presides over the case. The Law Offices
of Jonathan V. Goodman represents the Debtor as counsel.
On April 20, 2017, the court approved the Debtor's second amended
disclosure statement, which explains its Chapter 11 plan of
reorganization. Both documents were filed on April 17, 2017.
MASON TEMPLE: Plan Confirmation Hearing Set for Dec. 13
-------------------------------------------------------
The Hon. G. Michael Halfenger of the U.S. Bankruptcy Court for the
Eastern District of Wisconsin has approved Mason Temple Church of
God in Christ, Inc.'s fourth amended disclosure statement dated
Sept. 22, 2017, referring to the Debtor's fourth amended plan of
reorganization.
A hearing on the confirmation of the Fourth Amended Plan will be
held on Dec. 13, 2017, at 10:00 a.m.
Objections to the plan confirmation must be filed by Nov. 20,
2017.
Written acceptances or rejections of the Fourth Amended Plan must
be filed by Nov. 6, 2017.
On April 20, 2017, the court approved the Debtor's second amended
disclosure statement, which explains its Chapter 11 plan of
reorganization. Both documents were filed on April 17, 2017.
As reported by the Troubled Company Reporter on May 17, 2017, the
Court previously set for June 28 a hearing to consider approval of
the Chapter 11 plan of reorganization.
About Mason Temple Church of God in Christ
Mason Temple Church of God in Christ, Inc., filed a Chapter 11
bankruptcy petition (Bankr. E.D. WI. Case No. 16-30931) on Nov. 7,
2016. In its petition, the Debtor estimated $1 million to $10
million in both assets and liabilities. The petition was signed by
Osie Tatum, Jr., pastor and trustee.
Judge Michael G. Halfenger presides over the case. The Law Offices
of Jonathan V. Goodman represents the Debtor as counsel.
MEDEX TRANSPORTATION: Wants to File Chapter 11 Plan by February 14
------------------------------------------------------------------
Medex Transportation Services, Inc. requests the U.S. Bankruptcy
Court for the Southern District of Texas to extend its deadline to
file a plan of reorganization to February 14, 2018.
On June 5, 2017, the Court entered an order fixing the deadline for
filing a Plan and Disclosure Statement "on or before October 17,
2017."
However, the Debtor claims that it is currently facing "thorny"
issues with claim objection against the Internal Revenue Service
and other creditors that will consume further time to resolve or
litigate. Accordingly, the Debtor asks the Court to grant it the
full 300 days in which to file a plan, as provided by the
Bankruptcy Code to a small business debtor. The 300th day would be
February 14, 2018.
About Medex Transportation
Medex Transportation Services, Inc., is a privately held company in
McAllen, Texas, providing ambulance services. Medex sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Tex. Case No. 17-70151) on April 20, 2017. The petition was signed
by Jose Luis Yruegas, president. The Debtor estimated assets of $1
million to $10 million and liabilities of $500,000 to $1 million.
The case is assigned to Judge Eduardo V. Rodriguez.
Antonio Villeda, Esq., of Villeda Law Group, serves as the Debtor's
legal counsel.
MERRIMACK PHARMACEUTICALS: Commences Tender Offer for $25M Notes
----------------------------------------------------------------
Merrimack Pharmaceuticals has commenced a tender offer to purchase
any and all of its $25,031,000 aggregate principal amount of
outstanding 4.50% Convertible Senior Notes due 2020 (CUSIP No.
590328AA8; ISIN No. US590328AA86), which amount reflects the
consummation of the purchase of the Notes from the Settlement
Noteholders pursuant to the Settlement Agreement.
The Company agreed to conduct the Tender Offer in connection with
the settlement agreement that it entered into on Oct. 6, 2017, with
Wolverine Flagship Fund Trading Limited, 1992 MSF International
Ltd. and 1992 Tactical Credit Master Fund, L.P. and Wells Fargo
Bank, National Association to resolve the lawsuit pending in the
Court of Chancery in the State of Delaware captioned Wells Fargo
Bank, N.A., et al. v. Merrimack Pharmaceuticals, Inc., C.A. No.
2017-0199-JTL filed by the Settlement Noteholders and the Trustee.
Pursuant to the Settlement Agreement, the Company purchased the
$35,760,000 aggregate principal amount of Notes owned by the
Settlement Noteholders for $32,528,190 in cash, which represents
(a) $900.00 per $1,000 principal amount of Notes held by the
Settlement Noteholders, plus (b) accrued and unpaid interest on the
Notes held by the Settlement Noteholders through Oct. 2, 2017.
Upon the terms and subject to the conditions set forth in the
Company's Offer to Purchase, dated Oct. 13, 2017, and the related
Letter of Transmittal, the Company is offering to pay, for cash, an
amount equal to $900.00 per $1,000 principal amount of Notes
purchased, plus accrued and unpaid interest to, but not including,
the date of purchase. The Tender Offer will expire at 12:01 a.m.,
New York City time, on Nov. 10, 2017, or any other date and time to
which the Company extends such Tender Offer, unless earlier
terminated.
The Tender Offer is subject to the satisfaction or waiver, in the
Company's sole discretion, of certain conditions, as described in
the Offer to Purchase. The Tender Offer is not conditioned upon a
minimum amount of Notes being tendered and is not conditioned upon
the receipt of financing. Subject to applicable law and the
Settlement Agreement, the Company may extend or terminate the
Tender Offer in its sole discretion.
Tendered Notes may be validly withdrawn from the Tender Offer at
any time at or prior to the Expiration Date.
For Notes that have been validly tendered at or prior to the
Expiration Date and that are accepted for purchase pursuant to the
Tender Offer, settlement will occur within three business days
following the Expiration Date, assuming the conditions to the
Tender Offer have been either satisfied or waived by the Company at
or prior to the Expiration Date as further described in the Offer
to Purchase. Accrued and unpaid interest on the Notes, if any,
from July 15, 2017, up to, but not including, the settlement date,
will also be paid in cash on all Notes purchased in the Tender
Offer.
About Merrimack
Cambridge, Mass.-based Merrimack Pharmaceuticals, Inc. --
http://www.merrimack.com/-- is a biopharmaceutical company
discovering, developing and commercializing innovative medicines
consisting of novel therapeutics paired with diagnostics for the
treatment of cancer. The Company was founded by a team of
scientists from The Massachusetts Institute of Technology and
Harvard University who sought to develop a systems biology-based
approach to biomedical research. The Company's initial focus is in
the field of oncology. The Company has five programs in clinical
development. In it most advanced program, the Company is
conducting a pivotal Phase 3 clinical trial.
The report from PricewaterhouseCoopers LLP, the Company's
independent registered public accounting firm for the year ended
Dec. 31, 2016, includes an explanatory paragraph stating that the
Company has negative working capital and cash outflows from
operating activities that raise substantial doubt about its ability
to continue as a going concern.
Merrimack reported a net loss of $153.5 million on $144.3 million
of total revenues for the year ended Dec. 31, 2016, compared to a
net loss of $147.8 million on $89.25 million of total revenues for
the year ended Dec. 31, 2015. As of June 30, 2017, Merrimack had
$213.45 million in total assets, $108.97 million in total
liabilities and $106.50 million in total stockholders' equity.
MID TENN: Unsecureds to Get $907 Per Month Over Five Years
----------------------------------------------------------
Mid Tenn Exteriors, Inc., filed with the U.S. Bankruptcy Court for
the Middle District of Tennessee a disclosure statement dated Sept.
25, 2017, describing the Debtor's Chapter 11 plan.
Class 4 General Unsecured Claims -- totaling $543,741.85 -- are
impaired by the Plan. Holders will get $907 per month, with 0.00%,
starting on the 10th day of the month following the Effective Date,
until five years from the Effective Date, for a total payout of
$54,420.
The Plan will be funded by income from the continued operation of
the roofing business.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/tnmb16-08514-43.pdf
Headquartered in Murfreesboro, Tennessee, Mid Tenn Exteriors, Inc.,
filed for Chapter 11 bankruptcy protection (Bankr. M.D. Tenn. Case
No. 16-08514) on Nov. 29, 2016, estimating its assets at up to
$50,000 and its liabilities at between $100,001 and $500,000.
Steven L. Lefkovitz, Esq., at the Law Offices Lefkovitz & Lefkovitz
serves as the Debtor's bankruptcy counsel.
MIDWEST ASPHALT: Wants Access to Cash Collateral Until Nov. 30
--------------------------------------------------------------
Midwest Asphalt Corporation filed a motion with the U.S. Bankruptcy
Court for the District of Minnesota seeking authorization for the
continued use of cash collateral through Nov. 30, 2017.
The Court will hold a hearing on this motion on Oct. 26, 2017 at
3:00 p.m.
The Court has previously granted the Debtor the right to use cash
collateral in four prior orders, the most recent granted the use of
cash through October 30, 2017. However, the Debtor requires the
continued use of cash collateral in order to carry on its business
activities, to pay for its current operations, including purchases,
insurance, utilities, payroll, and payroll taxes and rent.
With the use of cash collateral, the Debtor believes that it will
be able to continue operations, and that it will be able to obtain
a confirmed plan and reorganization in accordance with existing
rules and statutes.
The proposed Budget provides for projected total cash use of
approximately $8,747,907 for the months of September through
December 2017.
The Debtor claims that, of the creditors with secured claims, the
only party with a prepetition interest in cash collateral is
Callidus Capital Corporation. As of the Petition Date, Callidus
Capital was owed approximately $15.0 million. Callidus Capital
asserts it is undersecured.
Accordingly, the Debtor proposes to continue to offer Callidus
Capital with new liens, as adequate protection, in the following:
(a) unencumbered vehicle collateral; (b) the equity in all
equipment financed outside of Callidus Capital; (c) the cash value
in life insurance; and (d) the value in Chapter 5 claims.
The Debtor also proposes to grant to Callidus Capital with
replacement lien or a security interest in any new assets,
materials and accounts receivable, generated from the use of cash
collateral, with the same type, priority, dignity, and validity of
prepetition liens or security interests.
As additional adequate protection, the Debtor proposes:
(1) to maintain insurance on all of the property in which the
Callidus Capital (and all other secured creditors) claim a security
interest;
(2) to pay all postpetition federal and state taxes, including
timely deposit of payroll taxes;
(3) provide the Callidus Capital (and all other secured
creditors), access during normal business hours for inspection of
their collateral and the Debtor's business records; and
(4) all cash proceeds and income of the Debtor will be
deposited into a Debtor in Possession Account.
A full-text copy of the Debtor's Motion, dated October 12, 2017, is
available at https://is.gd/P8MJNp
About Midwest Asphalt
Midwest Asphalt Corporation is a construction company, primarily in
the business of constructing and paving roads. Midwest Asphalt has
been in business since 1968. The Company currently employs
approximately 150 people. The seasonal work begins to grow in
April, reaches its peak in June and July, and is completed in
November each year.
Midwest Asphalt, based in Hopkins, Minnesota, filed a Chapter 11
petition (Bankr. D. Minn. Case No. 17-40075) on Jan. 12, 2017. The
petition was signed by Blair Bury, president. The case is jointly
administered with the case of MAR Farms, LLC (Bankr. D. Minn. Case
No. 17-41371) and Delta Milling, LLC (Bankr. D. Minn. Case No.
17-41372).
The Debtor estimated assets and debt at $10 million to $50 million
at the time of the filing.
The case is assigned to Judge Katherine A. Constantine.
The Debtor is represented by Thomas Flynn, Esq., at Larkin
Hoffman.
Daniel M. McDermott, the U.S. Trustee for Region 12, on Feb. 2,
2017, appointed two creditors of Midwest Asphalt to serve on the
official committee of unsecured creditors. The committee members
are: (1) WD Larson/Allstate Peterbilt; and (2) Tiller Corporation.
The U.S. Trustee, on March 16, 2017, added LSREF2 Cobalt LLC to the
Committee.
The Committee retained Matthew R. Burton, Esq., at Leonard,
O'Brien, Spencer Gale & Sayre, Ltd., as legal counsel.
MIDWEST FARM: Plan Exclusivity Continued Through December 31
------------------------------------------------------------
Judge Charles L. Nail, Jr. of the U.S. Bankruptcy Court for the
District of South Dakota, at the behest of Midwest Farm, L.L.C.,
extended the exclusive period for the Debtor to file a Plan of
Reorganization and a Disclosure Statement to December 31, 2017.
The Troubled Company Reporter has previously reported that the
Debtor sought an extension to preserve its exclusivity rights in
case it needs to file a different plan and/or disclosure statement
later on.
On July 24, 2017, the Debtor filed its Disclosure Statement and
Plan of Reorganization. The Disclosure Statement was approved by
the Court on September 7, and the Court entered an Order setting
the confirmation hearing on the Plan for October 19.
The Debtor said it has promptly served its approved Disclosure
Statement and Plan of Reorganization.
The Debtor claimed that it has been diligently negotiating on the
plan treatment with its main secured creditor Plains Commerce Bank
to resolve the previously disclosed issue and Debtor has been
negotiating with other creditors in relation to its Plan. Although
the Debtor has reached an agreement with most of the other secured
creditors -- those agreements may be material enough that the
Debtor could have to file and serve a modified plan -- the Debtor
believed that it may be resolving the issues with Plains Commerce
Bank.
In addition, the Debtor claimed that its case is a complex Chapter
11 Bankruptcy considering that the Debtor runs a large grain
farming and custom farming operation and this is part of its busy
season. So between the Debtor juggling the time necessary to
effectively operate the business, and also completing the duties
that are required of the Debtor in the Chapter 11 process itself,
the Debtor asserted that it may need additional time to complete
its duties under the Chapter 11.
About Midwest Farm
Midwest Farm, L.L.C., is engaged in the business of grain farming
and custom farming with facilities located in and around Aurora,
South Dakota, and farms real estate located in Brookings County,
South Dakota; Moody County, South Dakota; and Lincoln County,
Minnesota. Each of Douglas Stein and Dana Stein owns a 50%
membership interest in the Debtor.
Midwest Farm filed a Chapter 11 petition (Bankr. D. S.D. Case No.
17-40091) on March 24, 2017. At the time of filing, the Debtor
disclosed $9.69 million in total assets and $6.66 million in total
liabilities.
The case is assigned to Judge Charles L. Nail, Jr.
Gerry & Kulm Ask, Prof. LLC, is serving as bankruptcy counsel, with
the engagement led by Laura L. Kulm Ask, Esq. Kathy Meland is the
Debtor's agricultural financial consultant.
MILLARD W. TONG: Court Delays Ruling on Bankruptcy Appeal
---------------------------------------------------------
In the case captioned MILLARD W. TONG, Chapter 11, Appellant, v.
THE CALIFORNIA DEPARTMENT OF INDUSTRIAL RELATIONS, Appellee, Case
No. 4:17-cv-01201-HSG (N.D. Cal.), Judge Haywood S. Gilliam, Jr.,
of the United States District Court for the Northern District of
California, Oakland Division, issued an order delaying the issuance
of any ruling, opinion or order until the parties are able to
obtain from the bankruptcy court an order regarding their request
for authorization of the settlement described in the Stipulation
for Issuance of Order for Distribution of Proceeds from the Sale of
1620 Mason Street, San Francisco, CA (After BDRP Mediation).
As the result of a judicially supervised settlement conference, the
Debtor and DIR have entered into agreements memorialized in the
stipulation that, among other matters, settled the issues pending
before the District Court. However, the settlement of these issues
remain subject to the bankruptcy court authorizing Debtor and DIR's
agreements reached at the mediation. Debtor and DIR anticipate that
the bankruptcy court will hear the request for approval of the
settlement. Accordingly, the Debtor and DIR stipulated as follows:
Debtor and DIR jointly requested that the U.S. District Court,
sitting as the court of appeal, regarding Debtor's motion for
contempt, delay the issuance of any ruling, opinion or order.
A copy of the Court's Order dated Oct. 4, 2017, is available at
https://is.gd/exax9Y from Leagle.com.
Millard W Tong, Appellant, represented by Lawrence A. Jacobson --
laj@cohenandjacobson.com -- Cohen and Jacobson.
Millard W Tong, Appellant, represented by Sean Michael Jacobson,
Cohen and Jacobson LLP.
U.S. Trustee Office of the U.S. Trustee / SF, Appellee, represented
by Barbara A. Matthews -- barbara.a.matthews@usdoj.gov -- Office of
the U.S. Trustee, Cameron Myles Gulden, Office of the United States
Trustee & Donna Shizuko Tamanaha, Office of the U.S. Trustee.
California Department of Industrial Relations, Appellee,
represented by Christopher William Frick, Department of Industrial
Relations.
Edward A Kunnes, Appellee, represented by Christopher William
Frick, Department of Industrial Relations.
Evan R Adams, Appellee, represented by Christopher William Frick,
Department of Industrial Relations.
Millard W. Tong filed for chapter 11 bankruptcy protection (Bankr.
N.D. Cal. Case No. 15-30275) on March 8, 2015, and is represented
by Lawrence A. Jacobson, Esq. of Cohen and Jacobson.
MILNER DISTRIBUTION: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Milner Distribution Alliance,
Inc. as of Oct. 11, according to a court docket.
About Milner Distribution Alliance
Founded in 2004, Milner Distribution Alliance Inc., which conducts
business under the name Maxx Sunglasses, is a local, family owned
company based out of Monument, Colorado, that owns the Maxx
Sunglasses brand. Today, Maxx Sunglasses has more than 20,000
retail accounts including stores, golf courses, college bookstores,
and MLB stadiums and outlets.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Colo. Case No. 17-18249) on September 5, 2017.
Richard Milner, president, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $1 million and liabilities of $1
million to $10 million.
Judge Michael E. Romero presides over the case. Weinman &
Associates, P.C. represents the Debtor as bankruptcy counsel.
The Debtor previously sought Chapter 11 protection (Bankr. D. Colo.
Case No. 14-22962). The case was filed on Sept. 23, 2014.
MISSION CRANE: Hires Marcos D. Oliva as Attorney
------------------------------------------------
Mission Crane Service, LLC, seeks authority from the U.S.
Bankruptcy Court for the Southern District of Texas to employ the
Law Firm of Marcos D. Oliva, P.C., as attorney to the Debtor.
Mission Crane requires Marcos D. Oliva to:
(a) provide legal advice with respect to Debtor's rights and
duties as debtor-in-possession and continued business
operations;
(b) assist, advise and represent the Debtor in analyzing the
Debtor's capital structure, investigate the extent and
validity of liens, cash collateral stipulations or
contested matters;
(c) assist, advise and represent the Debtor in post-petition
financing transactions;
(d) assist, advise and represent the Debtor in the sale of
certain assets;
(e) assist, advise and represent the Debtor in the formulation
of a disclosure statement and plan of reorganization and
assist the Debtor in obtaining confirmation and
consummation of a plan of reorganization;
(f) assist, advise and represent the Debtor in any manner
relevant to preserve and protect the Debtor's estate;
(g) investigate and prosecute preference, fraudulent transfer
and other actions arising under Debtor's bankruptcy
avoiding powers;
(h) prepare on behalf the Debtor all necessary applications,
motions, answers, orders, reports, and other legal papers;
(i) appear in Court and to protect the interests of the Debtor
before the Court;
(j) assist the Debtor in administrative matters;
(k) perform all other legal services for the Debtor which may
be necessary and proper in these proceedings;
(l) assist, advise and represent the Debtor in any litigation
matters, including, but not limited to, adversary
proceedings;
(m) continue to assist and advise the Debtor in general
corporate and other matters related to the successful
reorganization of the Debtor; and
(n) provide other legal advice and services, as requested by
the Debtor, from time to time.
Marcos D. Oliva will be paid at these hourly rates:
Attorneys $250
Legal Assistants $100
Marcos D. Oliva will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Marcos D. Oliva, principal and sole shareholder of the Law Firm of
Marcos D. Oliva, P.C., assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.
Marcos D. Oliva can be reached at:
Marcos D. Oliva, Esq.
LAW FIRM OF MARCOS D. OLIVA, P.C.
223 W. Nolana Boulevard
McAllen, TX 78504
Tel: (956) 683-7800
Fax: (866) 868-4224
About Mission Crane Service, LLC
Mission Crane Service, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Tex. Case No. 17-70386) on October 2, 2017, disclosing
under $1 million in both assets and liabilities. The Debtor is
represented by Marcos D. Oliva, Esq., at the Law Firm of Marcos D.
Oliva, P.C.
MOHDSAMEER ALJANEDI: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Mohdsameer Aljanedi Dental Corporation
dba Beachside Dental Group
18800 Main St. #110
Huntington Beach, CA 92648
Type of Business: Beachside Dental Group is a multi-specialty
dental company offering a wide range of dental
services, including general and cosmetic
dentistry, dental sedation, periodontics - gum
specialist, orthodontics, endodontics, oral
surgery, pedodontics, prosthodontics, and laser
dentistry.
The Company's gross revenue amounted to $1.65
million in 2016 and $1.50 million during the
year prior that. Mohdsameer Aljanedi Dental
previously sought bankruptcy protection on Aug.
9, 2013 (Bankr. C.D. Cal. Case No. 13-30138).
Chapter 11 Petition Date: October 15, 2017
Case No.: 17-14089
Court: United States Bankruptcy Court
Central District of California (Santa Ana)
Judge: Hon. Mark S Wallace
Debtor's Counsel: Michael R Totaro, Esq.
TOTARO & SHANAHAN
P.O. Box 789
Pacific Palisades, CA 90272
Tel: 310-573-0276
Fax: 310-496-1260
E-mail: Ocbkatty@aol.com
Total Assets: $1.50 million
Total Liabilities: $3.78 million
The petition was signed by Mohdsameer Aljanedi, president.
A full-text copy of the petition, along with a list of 20 largest
unsecured creditors, is available for free at:
http://bankrupt.com/misc/cacb17-14089.pdf
MONAKER GROUP: Files Amended 3.1M Shares Resale Prospectus with SEC
-------------------------------------------------------------------
Monaker Group, Inc. filed with the U.S. Securities and Exchange
Commission an amended Form S-1 registration statement in connection
with a proposed resale by Charcoal Investments Ltd., Donald P
Monaco Insurance Trust, Pacific Grove Master Fund LP, et al., of
3,141,625 shares of common stock, par value $0.00001 per share, of
Monaker representing (a) 1,532,500 outstanding shares of common
stock, held by the selling stockholders; and (b) 1,609,125 shares
of common stock that are issuable in connection with the exercise
of outstanding warrants to purchase 1,609,125 shares of common
stock at an exercise price of $2.10 per share, held by the selling
stockholders. The shares of common stock being offered by the
selling stockholders have been issued pursuant to the private
offering transaction which closed on Aug. 11, 2017.
The Company is not selling any securities covered by this
prospectus and will not receive any of the proceeds from the sale
of those shares by the selling stockholders. However, in the event
that the warrants are exercised for cash, the Company may receive
up to a total of approximately $3,379,162 in proceeds. The Company
is registering shares of common stock on behalf of the selling
stockholders. The Company is bearing all of the expenses in
connection with the registration of the shares of common stock, but
all selling and other expenses incurred by the selling
stockholders, including commissions and discounts, if any,
attributable to the sale or disposition of the shares will be borne
by them.
In addition, any securities covered by this prospectus which
qualify for sale pursuant to Rule 144 of the Securities Act may be
sold under Rule 144 rather than pursuant to this prospectus.
The Company's common stock is quoted on the OTCQB Market under the
symbol "MKGI". The closing price for the Company's common stock on
Oct. 10, 2017, was $2.36 per share.
A full-text copy of the Form S-1/A is available for free at:
https://is.gd/ZipeMl
About Monaker
Monaker Group, Inc., formerly known as Next 1 Interactive, Inc. --
http://www.monakergroup.com/-- operates online marketplaces for
the alternative lodging rental industry and facilitate access to
alternative lodging rentals to other distributors. Alternative
lodging rentals (ALRs) are whole unit vacation homes or timeshare
resort units that are fully furnished, privately owned residential
properties, including homes, condominiums, apartments, villas and
cabins that property owners and managers rent to the public on a
nightly, weekly or monthly basis. The Company's marketplace,
NextTrip.com, unites travelers seeking ALRs online with property
owners and managers of vacation rental properties located in
countries around the world. As an added feature to the Company's
ALR offering, the Company also provides access to airline, car
rental, hotel and activities products along with concierge tours
and activities, at the destinations, that are catered to the
traveler through its Maupintour products.
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.
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.
NATURE'S BOUNTY: S&P Affirms Then Withdraws 'B' CCR Amid LBO
------------------------------------------------------------
S&P Global Ratings thus affirmed its 'B' corporate credit rating on
Ronkonkoma, N.Y.-based The Nature's Bounty Co. and revised the
outlook to negative from stable. S&P subsequently withdrew the
rating at the company's request. S&P also withdrew all issue-level
ratings on Nature's Bounty's debt, following repayment.
The ratings withdrawal reflects the completion of KKR's transaction
to acquire a controlling interest in Nature's Bounty's parent
company, Alphabet Holding Co. Inc., which resulted in the repayment
of Nature's Bounty's debt.
NAVIDEA BIOPHARMACEUTICALS: Anthony Fiorino Quits as Director
-------------------------------------------------------------
Anthony S. Fiorino, M.D., Ph.D., an independent director of Navidea
Biopharmaceuticals, Inc., resigned from the Company's Board of
Directors and as a member of the Company's Audit Committee on Oct.
9, 2017. Following Dr. Fiorino's resignation, the Company's Board
consists of four members, of whom three are independent. Effective
upon the resignation of Dr. Fiorino, Mark I. Greene, M.D., Ph. D.,
FRCP was appointed to the Audit Committee.
The Board, through its Compensation, Nominating and Governance
Committee, is in the process of identifying a candidate to fill the
vacancy on the Board created by Dr. Fiorino's resignation. At the
conclusion of this process, and based upon the recommendation of
the CNG Committee, the Board intends to appoint a new director to
fill the unexpired vacancy of Dr. Fiorino's term as a director,
which term will expire at the 2018 Annual Meeting of Stockholders.
The Company said the resignation of Dr. Fiorino was not due to a
disagreement with the Company on any matter relating to the
Company's operations, policies, or practices.
About Navidea
Navidea Biopharmaceuticals, Inc., is a biopharmaceutical company
focused on the development and commercialization of precision
immunodiagnostic agents and immunotherapeutics. Navidea is
developing multiple precision-targeted products based on its
Manocept platform to help identify the sites and pathways of
undetected disease and enable better diagnostic accuracy, clinical
decision-making, targeted treatment and, ultimately, patient care.
Navidea reported a net loss of $14.30 million for the year ended
Dec. 31, 2016, a net loss of $27.56 million in 2015, and a net loss
of $35.72 million in 2014.
The Company's balance sheet at June 30, 2017, showed $25.90 million
in total assets, $8.56 million in total liabilities, and $17.34
million in total stockholders' equity.
NELLSON NUTRACEUTICAL: Purchase Plan on Impact on Moody's B2 CFR
----------------------------------------------------------------
Moody's Investors Service commented that Nellson Nutraceutical,
LLC's ("Nellson" B2 stable) announcement that it plans to acquire
an undisclosed company is credit negative in the short run, but
stands to benefit the company over time. Nellson announced on
October 12, 2017 that it intends to raise $82 million of
incremental first lien term loan to fund the transaction. As a
result, Moody's expects a short term increase in financial leverage
as well as some integration risk. The corporate family rating (CFR)
is unaffected because the increase to financial leverage will be
modest. Assuming successful integration, Moody's believes that
there are long term benefits of greater scale, more product and
customer diversity as well as lower leverage post realization of
synergies.
The mix of first lien debt in the company's capital structure will
likely increase based on the proposed structure. A significant
increase in first lien debt could put downward rating pressure on
the first lien instrument rating. Instrument ratings could change
at close of the transaction depending on the final capital
structure.
Nellson Nutraceutical, LLC, headquartered in Anaheim, CA, provides
outsourced manufacturing capacity and technical expertise primarily
to U.S. consumer packaged goods companies that sell nutritional
bars and functional powders. It focuses on bars and powders that
serve the energy/sports nutrition, diet/weight loss, body building
and fortified/medical food markets. Annual revenues are about $800
million. Nellson is owned by private equity sponsor Kohlberg &
Company.
NELSON INC: Case Summary & 16 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Nelson, Inc.
3360 Fontaine Rd.
Memphis, TN 38116
Type of Business: Founded in 1972, Nelson, Inc. is an SBA
Certified HUB Zone contractor licensed in
Tennessee, Mississippi, Arkansas, Louisiana,
Virginia, and the District of Columbia.
Nelson is a 100% African American owned and
operated firm with offices located in Memphis,
Washington, DC, North Mississippi and the
Mississippi Gulf Coast.
During construction, Nelson provides all on-site
management, supervision, and administration as
required, to assure the success of this
important reconstruction process.
The Company previously sought bankruptcy
protection on May 4, 2011 (Bankr. W.D. Tenn.
Case No. 11-24542).
Web site at: http://www.nelson-inc.net
Chapter 11 Petition Date: October 15, 2017
Case No.: 17-29082
Court: United States Bankruptcy Court
Western District of Tennessee (Memphis)
Debtor's Counsel: Paul A. Robinson, Jr., Esq.
LAW OFFICE OF PAUL ROBINSON
5 North Third, Ste. 2000
Memphis, TN 38103
Tel: (901) 649-4053
Fax: (901) 328-1803
E-mail: problaw937@hotmail.com
Total Assets: $5.62 million
Total Liabilities: $10 million
The petition was signed by Will Nelson, president.
A full-text copy of the petition, along with a list of 16 unsecured
creditors, is available for free at
http://bankrupt.com/misc/tnwb17-29082.pdf
NORTHEAST ENERGY: Bit Shop Wants Disclosure Statement Junked
------------------------------------------------------------
The Bit Shop, Inc., objects to Northeast Energy Management, Inc.'s
disclosure statement in support of its plan of reorganization dated
May 30, 2017, as modified on July 12, 2017.
Bit Shop, a Pennsylvania corporation, filed a Proof of Claim in the
unsecured amount of $8,966.06.
Bit Shop objects to the Debtor's Disclosure Statement as it is
improperly classified as an Insider and its claim improperly
categorized as an Insider Unsecured Claim.
In the Debtor's Disclosure Statement, the claim of Bit Shop is
classified as Insider Unsecured Claim and placed in Class 19. Bit
Shop asserts that there is no legal or factual basis for Bit Shop
to be considered an Insider.
Further, even if Bit Shop could be identified as an Insider, there
is no factual or legal basis for treating Bit Shop's claim any
different than those claims, nor treating Bit Shop any different
than those creditors, identified as Unsecured Creditors in Class 18
of Debtor's proposed plan of reorganization.
Thus, Bit Shop requests that the Court deny approval of the
disclosure statement in support of the plan of reorganization.
The Troubled Company Reporter previously reported that Class 18
General Unsecured Class consists of its general, unsecured trade
creditors which total $1,700,563. This debt will be paid in full
from the proceeds of the sale of the business assets. This class
will receive a distribution of approximately 100% of their allowed
claims.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/pawb17-70032-222.pdf
Attorney for Bit Shop Inc.:
Jeffrey R. Lalama, Esquire
PA ID No. 52709
FELDSTEIN GRINBERG LANG & McKEE, P.C.
E-mail: jlalama@fglmlaw.com
428 Boulevard of the Allies, Suite 600
Pittsburgh, PA 15219
Telephone: 412-263-6074
Facsimile: 412.263.6101
About Northeast Energy Management
Northeast Energy Management, Inc., operated as a service company
for the oil and natural gas industry in Southwestern Pennsylvania
and the Appalachian region of West Virginia. It was founded in
1988 by William Gregg, Paul Ruddy, Michael Melnick and John
Pisarcik, the principal owners of its sole shareholder, Interstate
Gas Marketing, Inc.
The Debtor filed a Chapter 11 petition (Bankr. W.D. Pa. Case No.
17-70032) on Jan. 16, 2017. The petition was signed by Paul G.
Ruddy, secretary. In its petition, the Debtor estimated $1 million
to $10 million in both assets and liabilities.
The Hon. Jeffery A. Deller presides over the case. Michael J.
Henny, Esq., at the Law Office of Michael J. Henny, serves as
bankruptcy counsel.
On May 30, 2017, the Debtor filed a Chapter 11 plan of
reorganization and disclosure statement.
NORTHEAST ENERGY: E. Gregg Objects to Disclosure Statement
----------------------------------------------------------
Elizabeth M. Gregg filed with the U.S. Bankruptcy Court for the
District of Pennsylvania an objection to Northeast Energy
Management, Inc.'s disclosure statement in support of its plan of
reorganization, dated May 30, 2017, as modified on July 12, 2017.
Gregg owns 25% of the outstanding shares of Interstate Gas
Marketing, Inc., a Pennsylvania corporation, which in turn owns all
of the outstanding stock of the Debtor.
Gregg has filed five Proof of Claims totaling $1,865,775.51, which
amount includes pre-petition interest and attorney's fees, as
authorized in the Notes evidencing the loans.
Gregg complains that her claim has been placed in Class 19,
identified as the Insider Unsecured Claims, rather than being
placed in Class 18, along with the other general unsecured
creditors. The Disclosure Statement offers no explanation or
reasoning for this separate classification.
It should also be noted that the Plan of Reorganization as proposed
and set forth in the Disclosure Statement would not be approved as
Gregg who holds more than 1/3 in amount, would not vote to accept
the Plan, and the impaired class will therefore not vote in favor.
For these reasons, Gregg requests that the Court deny approval of
the Disclosure Statement in support of the Plan of Reorganization.
As previously reported by the Troubled Company Reporter, Class 18
General Unsecured Class consists of its general, unsecured trade
creditors which total $1,700,563. This debt will be paid in full
from the proceeds of the sale of the business assets. This class
will receive a distribution of approximately 100% of their allowed
claims. This class is impaired by the Plan.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/pawb17-70032-222.pdf
Attorney for Elizabeth M. Gregg:
Jeffrey R. Lalama, Esquire
PA ID No. 52709
FELDSTEIN GRINBERG LANG & McKEE, P.C.
E-mail: jlalama@fglmlaw.com
428 Boulevard of the Allies, Suite 600
Pittsburgh, PA 15219
Telephone: 412-263-6074
Facsimile: 412.263.6101
About Northeast Energy Management
Northeast Energy Management, Inc., operated as a service company
for the oil and natural gas industry in Southwestern Pennsylvania
and the Appalachian region of West Virginia. It was founded in
1988 by William Gregg, Paul Ruddy, Michael Melnick and John
Pisarcik, the principal owners of its sole shareholder, Interstate
Gas Marketing, Inc.
The Debtor filed a Chapter 11 petition (Bankr. W.D. Pa. Case No.
17-70032) on Jan. 16, 2017. The petition was signed by Paul G.
Ruddy, secretary. In its petition, the Debtor estimated $1 million
to $10 million in both assets and liabilities.
The Hon. Jeffery A. Deller presides over the case. Michael J.
Henny, Esq., at the Law Office of Michael J. Henny, serves as
bankruptcy counsel.
On May 30, 2017, the Debtor filed a Chapter 11 plan of
reorganization and disclosure statement.
NORTHEAST ENERGY: Wildcat Developing Blocks Approval of Disclosures
-------------------------------------------------------------------
Wildcat Developing objects to Northeast Energy Management, Inc.'s
disclosure statement in support of its plan of reorganization dated
May 30, 2017, as modified on July 12, 2017.
Wildcat, as the Lessor of real estate to Debtor, has an allowed
Administrative Claim for payment of post-petition rent totaling
$25,500. Wildcat had filed a Proof of Claim for Pre-Petition rent
owed, totaling $343,253.96.
Wildcat's claim is part of Class 19, Insider Unsecured Claims, and
Wildcat objects to its claim being as classified and treated
differently than the claims of the Class 18 Creditors.
There is no legal or factual basis for the claim of Wildcat to be
treated differently than the claims of those general unsecured
trade creditors placed into Class 18, and whom the plan proposes be
paid in full.
Wildcat is arguably an "Insider." However, there has been offered
no basis or excuse for treating Wildcat's claim any differently
than those claims of Debtor's other unsecured trade creditors.
For the stated reasons, Wildcat Developing requests that the Court
deny approval of the Disclosure Statement in support of the Plan of
Reorganization.
As previously reported by the Troubled Company Reporter, Class 18
General Unsecured Class consists of its general, unsecured trade
creditors which total $1,700,563. This debt will be paid in full
from the proceeds of the sale of the business assets. This class
will receive a distribution of approximately 100% of their allowed
claims. This class is impaired by the Plan.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/pawb17-70032-222.pdf
Attorney for Wildcat Developing:
Jeffrey R. Lalama, Esquire
PA ID No. 52709
FELDSTEIN GRINBERG LANG & McKEE, P.C.
E-mail: jlalama@fglmlaw.com
428 Boulevard of the Allies, Suite 600
Pittsburgh, PA 15219
Telephone: 412-263-6074
Facsimile: 412.263.6101
About Northeast Energy Management
Northeast Energy Management, Inc., operated as a service company
for the oil and natural gas industry in Southwestern Pennsylvania
and the Appalachian region of West Virginia. It was founded in
1988 by William Gregg, Paul Ruddy, Michael Melnick and John
Pisarcik, the principal owners of its sole shareholder, Interstate
Gas Marketing, Inc.
The Debtor filed a Chapter 11 petition (Bankr. W.D. Pa. Case No.
17-70032) on Jan. 16, 2017. The petition was signed by Paul G.
Ruddy, secretary. In its petition, the Debtor estimated $1 million
to $10 million in both assets and liabilities.
The Hon. Jeffery A. Deller presides over the case. Michael J.
Henny, Esq., at the Law Office of Michael J. Henny, serves as
bankruptcy counsel.
On May 30, 2017, the Debtor filed a Chapter 11 plan of
reorganization and disclosure statement.
NUWELD INC: Disclosure Statement Hearing Set for Nov. 17
--------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Pennsylvania
is set to hold a hearing on Nov. 17 to consider approval of the
disclosure statement, which explains the Chapter 11 plan for
NuWeld, Inc.
The hearing will be held at 10:00 a.m., at Courtroom 3, U.S.
Courthouse. Objections are due by Oct. 30.
About NuWeld, Inc.
Williamsport, Pennsylvania-based Nuweld, Inc., filed for Chapter 11
bankruptcy protection (Bankr. M.D. Pa. Case No. 16-02115) on May
18, 2016, estimating its assets and liabilities at between $1
million and $10 million each. The petition was signed by Timothy
Satterfield, president.
Judge John J Thomas presides over the case.
Mark J. Conway, Esq., at the Law Offices of Mark J. Conway PC and
Brian E Manning, Esq., at the Law Offices of Brian E. Manning serve
as the Debtor's bankruptcy counsel.
NUWELD INC: Unsecureds to Get $100,000 Over Five Years
------------------------------------------------------
Nuweld, Inc., filed with the U.S. Bankruptcy Court for the Middle
District of Pennsylvania a disclosure statement dated Sept. 20,
2017, referring to the Debtor's joint Chapter 11 plan of
reorganization.
Class X General Unsecured Claims are impaired by the Plan. Holders
of allowed claims in the cumulative estimated amount of
$2,171,764.90 will receive a total amount of $100,000, which will
be distributed pro rata based upon the allowed amount of the
claims, in equal annual installments of $20,000 over five years.
The first payment will be due 30 days after the Effective Date.
The payments will be paid into an approved escrow account and then
paid out on the yearly anniversary of the Effective Date.
The Plan provides that from and after the Effective Date, the
Debtors, may, without further court approval, use, sell, transfer,
assign, abandon or otherwise dispose of any of the Debtors'
remaining assets for the purpose of reorganizing the Debtors'
estates and converting such assets to Cash, for the purpose of
making distributions and fully consummating the Plan.
The Plan provides for the continuation of the Debtors' businesses
without the expectation that it will be followed by a liquidation
and, therefore, the Debtors believe that the Plan complies with the
financial feasibility standard of Section 1129(a)(l1) of the U.S.
Bankruptcy Code.
Copies of the Disclosure Statement and the Plan are available at:
http://bankrupt.com/misc/pamb16-200.pdf
http://bankrupt.com/misc/pamb16-02115-199.pdf
About Nuweld, Inc.
Williamsport, Pennsylvania-based Nuweld, Inc., filed for Chapter 11
bankruptcy protection (Bankr. M.D. Pa. Case No. 16-02115) on May
18, 2016, estimating its assets and liabilities at between $1
million and $10 million each. The petition was signed by Timothy
Satterfield, president.
Judge John J Thomas presides over the case.
Mark J. Conway, Esq., at the Law Offices of Mark J. Conway PC and
Brian E Manning, Esq., at the Law Offices of Brian E. Manning serve
as the Debtor's bankruptcy counsel.
OAK CLIFF DENTAL: Hires Olson Nicoud as Counsel
-----------------------------------------------
Oak Cliff Dental Center, PLLC, seeks authority from the U.S.
Bankruptcy Court for the Northern District of Texas to employ Olson
Nicoud & Gueck, L.L.P., as attorney to the Debtor.
Oak Cliff Dental requires Olson Nicoud to:
a. advise the Debtor with respect to its rights, powers,
duties and obligations as Debtor-in-Possession;
b. prepare pleadings, applications, and conduct examinations
incidental to administration;
c. assist and prosecute a sale of assets;
d. advise and represent the Debtor in connection with all
contested matters and adversary proceedings;
e. review, classify, and negotiate or litigate claims of
creditors in the bankruptcy case;
f. advise and assist the Debtor in the formulation and
presentation of a Disclosure Statement and Plan of
Reorganization; and
g. perform any and all other legal services incident and
necessary herein.
Olson Nicoud will be paid at the hourly rates of $175-$400.
Olson Nicoud has received a retainer in the sum of $1,783 ($3,500
less $1,717 filing fee) from Eunice Jones, mother of Angela Jones,
the Debtor's sole member.
Olson Nicoud will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert M. Nicoud, partner of Olson Nicoud & Gueck, L.L.P., assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Olson Nicoud can be reached at:
Robert M. Nicoud, Esq.
OLSON NICOUD & GUECK, L.L.P.
10440 N. Central Expwy., Suite 1100
Dallas, TX 75230
Tel: (214) 979-7300
Fax: (214) 979-7301
About Oak Cliff Dental Center, PLLC
Oak Cliff Dental Center, PLLC, filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Tex. Case No. 17-33780) on October 4, 2017,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Robert M. Nicoud, Esq., at Olson Nicoud &
Gueck, L.L.P.
OSAGE WATER: Hires Pletz and Reed as Bankruptcy Counsel
-------------------------------------------------------
Osage Water Company, seeks authority from the U.S. Bankruptcy Court
for the Western District of Missouri to employ Pletz and Reed,
P.C., as attorney to the Debtor.
Osage Water requires Pletz and Reed to:
a. advise the Debtor with respect to its rights, powers and
duties in the bankruptcy case;
b. assist and advise the Debtor in its consultation with the
U.S. Trustee relating to the administration of the
bankruptcy case;
c. assist the Debtor with investigation of assets, liabilities
and financial condition of the operation of the Debtor's
business in order to maximize the value of the Debtor's
assets for the benefit of all creditors;
d. assist the Debtor in its analysis of and negotiate with any
third party concerning matters related to the terms of a
plan or reorganization;
e. assist and advise the Debtor with respect to any
communications with the general creditor body regarding
significant matters in the bankruptcy case;
f. commence and prosecute necessary and appropriate actions or
proceedings on behalf of the Debtors;
g. review, analyze, or prepare on behalf of the Debtors all
necessary applications, motions, answers, orders, reports,
schedules, pleadings and other documents;
h. represent the Debtors at all hearings and other
proceedings;
i. confer with other professional advisors retained by the
Debtor in providing advice to the Debtor; and
j. perform all other necessary legal services in the
bankruptcy case as may be requested by the Debtor in the
Chapter 11 proceeding.
Pletz and Reed will be paid at the hourly rates $150-$200. The firm
will also be reimbursed for reasonable out-of-pocket expenses
incurred.
John C. Reed, partner of Pletz and Reed, P.C., assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Pletz and Reed can be reached at:
John C. Reed, Esq.
PLETZ AND REED, P.C.
515 East High Street, Suite 101
Jefferson City, MO 65102
Tel: (573) 635-8500
Fax: (573) 634-3079
E-mail: jreedlaw@aol.com
About Osage Water Company
Osage Water Company is a public utility that is in the business of
producing, purifying, treating and distributing water within Camden
County, Missouri. The company currently holds real estate, water
and wastewater systems located at Cedar Glen Condominiums, Chelsea
Rose Subdivision, Harbor Bay Condominiums and Eagle Woods
Subdivision. Osage Water's gross revenue amounted to $250,605 in
2016 and $255,285 in 2015.
Osage Water Company, based in Clinton, MO, filed a Chapter 11
petition (Bankr. W.D. Mo. Case No. 17-42759) on October 11, 2017.
The Hon. Cynthia A. Norton presides over the case. John C. Reed,
Esq., at Pletz and Reed, P.C., serves as the Debtor's bankruptcy
counsel.
In its petition, the Debtor estimated $75,585 in assets and $2.45
million in liabilities. The petition was signed by Gary V. Cover,
receiver for the Company.
P.D.L. INC: Hires Moecker as Appraiser
--------------------------------------
P.D.L., Inc., seeks authority from the U.S. Bankruptcy Court for
the Southern District of Florida to employ Michael Moecker &
Associates, Inc./Moecker Auctions, Inc., as appraiser to the
Debtor.
P.D.L., Inc. requires Moecker to perform desk appraisal of all
tractors and trailers of the Debtor.
Moecker will be paid for a fee of $1,200-$1,800 for the desk
appraisal. The firm will also be paid $160 per hour for expert
testimony, if required.
Moecker will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robin Williams, director of auction operations of Michael Moecker &
Associates, Inc./Moecker Auctions, Inc., assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estates.
Moecker can be reached at:
Robin Williams
MICHAEL MOECKER & ASSOCIATES, INC.
MOECKER AUCTIONS, INC.
1883 Marina Mile Blvd., Suite 106
Fort Lauderdale, FL 33315
Tel: (954) 252-2887
Fax: (954) 252-2791
About P.D.L., Inc.
P.D.L., Inc., is a Florida Profit Corporation formed on Oct. 31,
2003, operating as a trucking distributor. It is insured and
provides employment for 7 full-time employees and more than 30
independent contractors.
P.D.L. filed a Chapter 11 petition (Bankr. S.D. Fla. Case No.
17-20457) on Aug. 17, 2017. The Debtor is represented by Ariel
Sagre, Esq., at Sagre Law Firm, P.A., as counsel.
P.D.L. INC: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of P.D.L., INC. as of Oct. 11,
according to a court docket.
About P.D.L. Inc.
P.D.L., Inc. is a Florida Profit Corporation formed on Oct. 31,
2003, operating as a trucking distributor. It is insured and
provides employment for 7 full-time employees and over 30
independent contractors.
P.D.L. filed a Chapter 11 petition (Bankr. S.D. Fla. Case No.
17-20457) on Aug. 17, 2017. The Debtor is represented by Ariel
Sagre, Esq., at Sagre Law Firm, P.A.
PALM-BEACH BROWARD: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Palm Beach-Broward Medical
Imaging Center, LLC as of Oct. 11, according to a court docket.
About Palm Beach-Broward Medical
Imaging Center LLC
Palm Beach-Broward Medical Imaging Center LLC, a wholly-owned
subsidiary of Radiology Express LLC, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
17-18223) on June 29, 2017. Kaya Colak, authorized representative,
signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of less than
$500,000.
Palm Beach-Broward Medical Imaging Center has employed Lewis &
Thomas LLP as bankruptcy counsel.
PARAMOUNT BUILDING: DW Jade Seeks Segregation of Cash Collateral
----------------------------------------------------------------
DW Jade, LLC, asks the U.S. Bankruptcy Court for the District of
Arizona to direct Paramount Building Solutions, LLC, and its
affiliates to segregate any and all proceeds of the separate cash
collateral of Huntington National Bank up to $274,719 pending
further order of the Court.
Pursuant to a Participation Agreement, Huntington, as the successor
in interest to FirstMerit Bank N.A., received a participation in
the senior secured loans to the Debtors held by DW Jade. Pursuant
to its participation, Huntington received rights to the proceeds of
identified accounts receivable payable by Advantage OPCO, LLC and
its affiliates and rights in a cause of action against Advantage.
Accordingly, DW Jade, pursuant to its role as Lender under the
Participation Agreement, asks for the segregation of all proceeds
of the Huntington Collateral as Huntington's adequate protection,
until further Order of the Court. DW Jade further requests that any
Order authorizing the Debtors to obtain secured post-petition
financing will not be deemed to alter Huntington's existing rights
pursuant to the Huntington Collateral.
Attorneys for DW Jade, LLC:
Thomas J. Salerno, Esq.
Christopher C. Simpson, Esq.
STINSON LEONARD STREET LLP
1850 N. Central Avenue, Suite 2100
Phoenix, Arizona 85004-4584
Tel: (602) 279-1600
Fax: (602) 240-6925
E-mail: Thomas.Salerno@stinson.com
Christopher.simpson@stinson.com
About Paramount Building Solutions
Founded in 2003 in Tempe, Arizona, Paramount Building Solutions,
LLC -- http://www.paramountbldgsol.com/-- provides janitorial and
floor care services to thousands of locations, 24 hours a day,
seven days a week.
Paramount Building Solutions and its affiliates filed a Chapter 11
petition (Bankr. D. Ariz. Lead Case no. 17-10867) on Sept. 15,
2017. The petition was signed by Jeffory Southard, CEO.
The affiliates are Cleaning Solutions, LLC (Bankr. D. Ariz. Case
No. 17-10868); JMS Building Solutions, LLC (Bankr. D. Ariz. Case
No. 17-10869) and Starlight Building Solutions, LLC (Bankr. D.
Ariz. Case No. 17-10870). Cleaning is the 100% sole member of
Paramount, and JMS. Paramount is the 100% sole member of
Starlight.
At the time of filing, Paramount estimated $1 million to $10
million in assets and $10 million to $50 million in liabilities.
Judge Eddward P. Ballinger Jr. presides over the case.
Michael W. Carmel, Esq., at Michael W. Carmel, Ltd., serves as
counsel to the Debtors.
On Oct. 5, 2017, the U.S. Trustee appointed three creditors to
serve on the official committee of unsecured creditors. The
committee members are: (1) Amano Pioneer Eclipse Corporation; (2)
Philip Rosenau Co., Inc.; and (3) Brady Companies, LLC.
PARETEUM CORP: Obtains $1.6 Million from Public Stock Offering
--------------------------------------------------------------
Pareteum Corporation closed on a public offering of common stock
for gross proceeds of $1,569,750. The offering was a shelf
take-down off of the Company's registration statement on Form S-3
and was conducted pursuant to a placement agency agreement entered
into between the Company and Dawson James Securities, Inc., the
placement agent on a best-efforts basis with respect to the
offering, that was entered into on Oct. 5, 2017.
The Company sold 1,495,000 shares of common stock in the offering
at a purchase price of $1.05 per share. The Agreement contains
customary representations, warranties and agreements by the Company
and the Placement Agent. The Company also agreed in the Agreement
to indemnify the Placement Agent against certain liabilities.
About Pareteum Corp
New York-based Pareteum Corporation (NYSEMKT: TEUM), formerly known
as Elephant Talk Communications, Inc. -- http://www.pareteum.com/
-- is an international provider of business software and services
to the telecommunications and financial services industry.
Squar Milner, LLP, in Los Angeles, California, issued a "going
concern" qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company has suffered recurring losses from operations, has an
accumulated deficit of $287,080,234 and has negative working
capital. This, according to the auditors, raises substantial doubt
about the Company's ability to continue as a going concern.
Pareteum incurred a net loss of $31.44 million for the year ended
Dec. 31, 2016, compared with a net loss of $5 million for the year
ended Dec. 31, 2015. The Company's balance sheet at June 30, 2017,
showed $11.56 million in total assets, $15.45 million in total
liabilities and a total stockholders' deficit of $3.88 million.
"Based on our current expectations with respect to our revenue and
expenses, we expect that our current level of cash and cash
equivalents could be sufficient to meet our liquidity needs for the
next twelve months. If our revenues do not grow as expected and if
we are not able to manage expenses sufficiently, including required
payments pursuant to the terms of the senior secured debt, we may
be required to obtain additional equity or debt financing.
Although we have previously been able to attract financing as
needed, such financing may not continue to be available at all, or
if available, on reasonable terms as required. Further, the terms
of such financing may be dilutive to existing shareholders or
otherwise on terms not favorable to us or existing shareholders.
If we are unable to secure additional financing, as circumstances
require, or do not succeed in meeting our sales objectives, we may
be required to change or significantly reduce our operations or
ultimately may not be able to continue our operations," as
disclosed in the Company's latest quarterly report for the period
ended June 30, 2017.
PFO GLOBAL: Trustee Taps RBSM as Specialized Accountant
-------------------------------------------------------
The Chapter 11 trustee for PFO Global, Inc. seeks approval from the
U.S. Bankruptcy Court for the Northern District of Texas to hire a
specialized accountant.
Shawn Brown, the bankruptcy trustee, proposes to employ RBSM, LLP
to address SEC and other agency requirements in order to maximize
the potential value of the Debtor's pre-bankruptcy public company
status.
The firm will also assist the trustee in addressing issues related
to accounting concerning any possible merger, consolidation or
reverse merger transaction that may be contemplated under a plan of
reorganization.
The firm will charge $200 per hour for the services of its
accountants and up to $450 per hour for partners.
Peter Stefanou, an accountant employed with RBSM, disclosed in a
court filing that his firm does not hold or represent any interest
adverse to the Debtor's estate.
The firm can be reached through:
Peter Stefanou
RBSM, LLP
805 Third Avenue, Suite 1430
New York, NY 10022
Tel: 212-838-5100
Fax: 212-838-2676
About PFO Global
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, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee hired
Shraiberg, Ferrara, Landau & Page, P.A. as legal counsel, and
McCathern, PLLC as local counsel.
On June 21, 2017, Shawn K. Brown was appointed Chapter 11 trustee.
The trustee hired Rochelle McCullough LLP as his bankruptcy
counsel; Litzler, Segner, Shaw & McKenney LLP as accountant; and
Rosen Systems as auctioneer.
PHILADELPHIA HEALTH: Proposes Nov. 1 as Plan Outline Hearing Date
-----------------------------------------------------------------
North Philadelphia Health System filed a motion asking the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to
approve its disclosure statement with respect to its Chapter 11
Plan of Liquidation dated Sept. 27, 2017.
The Debtor proposes and requests that the Court establish these
dates with respect to the approval of the Disclosure Statement and
the confirmation of the Plan:
a. Oct. 27, 2017 -- deadline for objections to adequacy of
the Disclosure Statement;
b. Nov. 1, 2017 -- hearing to approve the Disclosure
Statement;
c. Nov. 29, 2017 -- deadline for submission of ballots on the
Plan;
d. Nov. 29, 2017 -- deadline for objections to confirmation
of the Plan; and
e. Dec. 6, 2017 -- confirmation hearing.
The Debtor believes that this proposed timeline is appropriate
under the circumstances and will provide creditors and parties in
interest with sufficient notice and adequate time to review the
Plan and the Disclosure Statement, and determine, after such
review, whether to vote to accept or reject the Plan. In addition,
it will allow the Debtor to resolve its chapter 11 case
expeditiously, thereby minimizing restructuring costs and
maximizing value for the benefit of all creditor constituencies.
The Debtor further asserts that the Disclosure Statement provides
adequate information as required by Section 1125 of the U.S.
Bankruptcy Code, and that the solicitation materials for which the
Debtor seeks approval hereby will provide for proper solicitation
of votes on the Plan as contemplated by the Bankruptcy Code,
Bankruptcy Rules and the Local Rules.
As reported by the Troubled Company Reporter on Oct. 5, 2017, the
Debtor filed with the Court its Chapter 11 Plan of Liquidation and
explanatory Disclosure Statement on Sept. 27, 2017.
Class 3 consists of General Unsecured Claims. General unsecured
claims are impaired and entitled to vote on the Plan. Under the
Plan, allowed unsecured claims will receive the holder's pro rata
share of the creditor fund available for distribution to unsecured
creditors.
The creditor fund is anticipated to be comprised largely of excess
cash turned over to the liquidating trustee on the effective date
of the Plan, less payment of administrative and other higher
priority claims plus additional cash raised or obtained by the
liquidating trustee from the liquidation of assets and pursuit of
causes of action.
Class 4 consists of unsecured claims held by unsecured Malpractice
Claims against the former St. Joseph's Hospital of NPHS who
properly elect to be included in Class 4. The holders of allowed
Class 4 claims will receive their pro rata interest in the Debtor's
self-insurance fund and will retain any rights that they have
against other applicable and available insurance such as Mcare.
Each Class 4 Claimant, by so electing this treatment, will be
waiving its ability to participate as a Class 3 Claimant in the
creditor fund.
If a Malpractice Claimant does not elect treatment into Class 4, it
will limit its recovery to the creditor fund available to Class 3
Claimants.
The insurance fund contains approximately $600,000. The liquating
trustee will have the ability to negotiate resolution of Class 4
claims in exchange for the prompt payment of $25,000 from the
insurance fund. The Plan also provides that the liquating trustee
may utilize the funds contained in the insurance fund to defend
against the malpractice claims, thereby depleting the amounts
available in the fund.
The Plan will be funded by (i) the remaining proceeds on the
Effective Date generated from the sales of the Debtor's assets,
(ii) any other Cash on hand as of the Effective Date, (iii) the
proceeds of any assets not sold as part of the Debtor’s business
(including accounts receivables, deposits, refunds and holdbacks),
(iv) the prosecution and enforcement of the causes of action; and
(v) any release of cash from escrows after the Effective Date.
Prior to the Effective Date, the Debtor will to continue to wind
down its business subject to all applicable requirements to the
Bankruptcy Code and the Bankruptcy Rules. During this time, it is
anticipated that either or both George J. Walmsley III and Margaret
A. Boemmel will remain employed by the Debtor for the purposes of
facilitating the realization, collection and liquidation of
remaining assets in insuring distributions and payments as set
forth in the Plan pending the Effective Date.
On the Effective Date, or as soon as practical thereafter, the
Debtor will form a liquidating trust and, pursuant to the Plan,
transfer certain post-confirmation responsibilities including the
liquidation of the remaining assets, pursuit, collection and
litigation of claims, causes of action, and reconciliation and
payments of claims. The Liquidating Trust will be established as a
Delaware common law trust which shall also be a grantor trust. The
Liquidating Trust agreement will contain provisions customary to
trust agreements under comparable circumstances. On the Effective
Date, or as soon as practical thereafter, the Debtor will transfer
to the Liquidating Trust all cash on hand to make payments required
on allowed claims pursuant to the Plan and Liquidating Trust
Agreement.
The Debtor, after consultation with the Committee, will appoint the
Liquidating Trustee, who will have the power to administrate the
liquidating trust. A liquidating trust oversight committee will
also be appointed as provided in the Plan.
The Plan also provides for a release by the Debtor on behalf of
itself and its bankruptcy estate, of its directors and officers
from any claims, except those resulting from gross negligence or
willful misconduct. Notwithstanding the foregoing, the directors
and officers will not be released of any obligation arising under
or in connection with the asset purchase agreements underlying the
various sales of assets.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/paeb16-18931-544.pdf
About North Philadelphia Health System
North Philadelphia Health System, a Pennsylvania non-profit,
non-stock, non-member corporation, operates the Girard Medical
Center, a state-licensed 65-person private psychiatric hospital,
and the Goldman Clinic, a medically assisted treatment center
located Philadelphia, Pennsylvania.
North Philadelphia Health System sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 16-18931) on Dec.
30, 2016. The petition was signed by George Walmsley III,
president & CEO. The Debtor estimated assets and liabilities at
$10 million to $50 million.
The case is assigned to Judge Magdeline D. Coleman.
The Debtor hired Martin J. Weis, Esq. at Dilworth Paxson LLP as
counsel; John D. Kutzler, Esq. at Buzby & Kutzler, Attorneys at
Law, as special counsel; and SSG Advisors as investment banker.
On Jan. 23, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee retained
Obermayer Rebmann Maxwell & Hippel LLP as its legal counsel and M S
Fox Real Estate Group as consultant.
PLAZE INC: Proposed Acquisition No Impact on Moody's B2 CFR
-----------------------------------------------------------
Moody's Investors Service said that Plaze, Inc.'s proposed
acquisition is a credit negative as it will be completely financed
with a $160 million first lien term loan add-on. However, the
transaction does not impact the company's ratings, including its B2
Corporate Family Rating (CFR) and the B2 rating for its existing
first lien senior secured bank credit facilities, or its stable
outlook.
The transaction will raise Plaze's Moody's-adjusted pro forma debt
to EBITDA to 5.6x from approximately 5.0x as of June 30, 2017.
While the incremental debt increases Plaze's financial risk
profile, the company has a track record of successful integration
of acquisitions and improvement in margins through operational
initiatives, including purchasing efficiencies and consolidation.
The acquisition will expand Plaze's presence in the end markets of
household products, personal care, automotive, industrial and
paint, increase the company's revenue scale to about $750 million
and will enhance its market position as a chemical solutions
provider.
Plaze, Inc., headquartered in Downers Grove, Illinois, is a
manufacturer and marketer of specialty aerosol products for the
North American market. The company generated approximately $620
million of pro forma revenue in the twelve-month period ended June
30, 2017.
PLZ AEROSCIENCE: S&P Affirms B Corp. Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on PLZ
Aeroscience Corp. The outlook is stable.
S&P said, "At the same time, we lowered our issue-level ratings on
the company's senior secured debt to 'B' from 'B+' and revised our
recovery ratings on the facility to '3' from '2'. The '3' recovery
rating indicates our expectation for meaningful (50% to 70%;
rounded estimate: 60%) recovery in the event of a payment default.
"The rating action follows the company's announcement that it is
issuing a $160 million incremental term loan to fund an
acquisition. Our recovery analysis takes into account a reassessed
emergence EBITDA to better reflect the combined business pro forma
for the proposed acquisition. However, in our view the increased
enterprise value in a default scenario is outweighed by the
increase in secured debt, resulting in recovery prospects for
secured lenders declining moderately. Despite the leveraging
acquisition, we expect the company will maintain credit measures we
view as appropriate for the current rating. In our base case
scenario, we expect adjusted funds from operations (FFO) to debt of
between 10% and 12% in 2017, pro forma for the proposed
acquisition."
The stable rating outlook reflects S&P Global Ratings' expectation
that PLZ Aeroscience Corp. will continue to maintain credit metrics
appropriate for the current rating upon close of the proposed
debt-funded acquisition. S&P said, "We expect that PLZ's credit
metrics will improve modestly in 2018, based on EBITDA
contributions from its recent acquisitions and modest organic
EBITDA growth. In our base case forecast, we expect
low-single-digit percentage sales increases driven by volume
increases in the distribution and retail segments. This growth is
roughly in line with our expectation for modest growth in U.S. GDP
and consumer spending. We expect that the company will maintain
adjusted pro forma debt to EBITDA in the 5x-6x range over the next
12 months, and FFO to debt in the 10%-12% range, while generating
positive free cash flow and maintaining adequate liquidity.
"We could raise the rating within the next 12 months if EBITDA
margins improve in 2018 through greater-than-expected acquisition
synergies or volume increases in the distribution and retail
segments, such that pro forma weighted-average debt to EBITDA is
below 5x and FFO to debt approached 20%. To consider an upgrade, we
would need to believe that financial policies would support
maintaining these credit measures, after factoring in the company's
growth initiatives. We could also raise the ratings if PLZ's equity
sponsors infuse additional common equity into the business to
reduce existing debt and the company's operating performance is in
line with, or exceeds, our expectations.
"We could lower our ratings within the next 12 months if the
company's operating performance is well below our expectations,
such that free cash flow turned negative, which we believe would
cause liquidity to be constrained. This could occur if
environmental concerns shift consumer preferences away from aerosol
or if greater-than-expected integration costs from recent
acquisitions lead to PLZ's EBITDA margins declining by 400 basis
points over the next 12 months. In this downside scenario, we
believe pro forma adjusted debt to EBITDA would exceed 7x while FFO
to debt would fall below 10% on a sustained basis. We could also
lower the rating if the company's liquidity becomes less than
adequate, without prospects for improvement."
PUBLIC SERVICE: Nov. 29 Hearing to Approve Rehabilitation Plan Set
------------------------------------------------------------------
A hearing on the petition for approval of a plan of rehabilitation
for Public Service Insurance Company and Public Service Mutual
Holding Company and for approval of an assumption, assignment and
novation agreement entered between PSIC and PSMHC, and Sparta
Insurance Company will be held on Nov. 29, 2017, at 10:00 a.m., in
Courtroom 2308 of the Richard J. Daley Center, 50 West Washington
Street, Chicago, Illinois.
Objections to either or both of the petitions must be filed with
the Clerk of the Circuit Court of Cook County, Illinois, Chancery
Division, Room 802 of the Richard J. Daley Center, 50 West
Washington Street, Chicago, Illinois.
PSIC and PSMHC were placed in rehabilitation on March 16, 2017, by
order of the Circuit Court of Cook County, Illinois, in Case No.
17-CH-3790.
R-BOC REPRESENTATIVES: Hires Springer Brown as Counsel
------------------------------------------------------
R-BOC Representatives, Inc., seeks authority from the U.S.
Bankruptcy Court for the Northern District of Illinois to employ
Springer Brown, LLC, as counsel to the Debtor.
R-BOC Representatives requires Springer Brown to:
a. consult with the Debtor concerning its powers and duties as
debtor in possession, the continued operation of its
business and the Debtor's management of the financial and
legal affairs of its estate;
b. consult with the Debtor and with other professionals
concerning the negotiation, formulation, preparation, and
prosecution of a Chapter 11 plan and disclosure statement;
c. confer and negotiate with the Debtor's creditors, other
parties in interest, and their respective attorneys and
other professionals concerning the Debtor's financial
affairs and property, Chapter 11 plans, claims, liens, and
other aspects of the bankruptcy case;
d. appear in court on behalf of the Debtor when required, and
prepare, file and serve such applications, motions,
complaints, notices, orders, reports, and other documents
and pleadings as may be necessary in connection with the
bankruptcy case; and
e. provide the Debtor with such other services as the Debtor
may request and which may be necessary in the
circumstances.
Springer Brown will be paid at these hourly rates:
Richard G. Larsen $405
Elizabeth A. Bates $405
Joshua D. Greene $375
Springer Brown will be paid a retainer in the amount of $25,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Richard G. Larsen, partner of Springer Brown, LLC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Springer Brown can be reached at:
Richard G. Larsen, Esq.
SPRINGER BROWN, LLC
300 S. County Farm Road, Suite 1
Wheaton, IL 60187
Tel: (630) 510-0000
E-mail: rlarsen@springerbrown.com
About R-BOC Representatives, Inc.
R-BOC Representatives, Inc. is an Illinois corporation with its
principal place of business in Saint Charles, Illinois. Established
in June 2003, R-BOC Representatives manufactures plastic,
reverse-threaded couplers, micro-couplers, and Push-2-Connect
couplers for the telecommunications market serving the Ohio,
Michigan, Indiana, Illinois, Wisconsin, Iowa, and Minnesota areas.
R-BOC Representatives, Inc., based in Saint Charles, IL, filed a
Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-28555) on
September 25, 2017. The Hon. Deborah L. Thorne presides over the
case. Richard G. Larsen, Esq., at Springer Brown, LLC, serves as
bankruptcy counsel.
In its petition, the Debtor estimated $500,000 to $1 million in
assets and $10 million to $50 million in liabilities. The petition
was signed by Carolyn Lundeen, president.
RAILYARD COMPANY: Trustee Loses Bid for Summary Ruling vs Southwest
-------------------------------------------------------------------
Judge David T. Thuma of the U.S. Bankruptcy Court for the District
of New Mexico denies the motion for summary judgment filed by Craig
H. Dill, Trustee, against Southwest Structural Services, Inc., in
the adversary proceeding captioned CRAIG H. DILL, Plaintiff, v.
SOUTHWEST STRUCTURAL SERVICES, INC. and FLYING STAR CAFES, INC.,
Defendants, Adv. No. 17-1014 t (Bankr. D.N.M.).
The Debtor is the owner of a leasehold interest in real property
commonly known as 500 Market Street, Santa Fe, New Mexico. On
August 7, 2008, the Debtor and Flying Star Cafes, Inc., entered
into a lease of a portion of the property, whereby the Debtor was
required to provide Flying Star with specified leasehold
improvements, the cost of which would be reimbursed by Flying Star
as additional rent.
In order to make the required improvements, the Debtor entered into
an Addendum to Construction Agreement ("ACA") with Southwest
Structural Services on November 30, 2008. Pursuant to said
Agreement, Southwest Structural Services agreed to complete certain
specified construction work in exchange for payments totaling
$1,321,200.
Southwest Structural Services completed its work on or about April
23, 2009, but the Debtor did not pay Southwest Structural Services
as agreed. Apparently, the Debtor assumed it would be able to
borrow the money from its Lender, Market Station Railway
Properties, LLC, but was unable to do so. Because of the
non-payment, Flying Star sent a letter to the Debtor, stating that
Flying Star had received unpaid invoices from subcontractors
totaling $216,992. Flying Star paid this amount, and then deducted
$216,000 from the rent it owed the Debtor under the Lease.
Particularly, Southwest Structural Services did not have enough
money to pay about $478,000 to Plumbtech Plumbing & Mechanical,
Inc., or $320,000 to Builder's Electric Inc.
The Debtor settled with Plumbtech on May 17, 2012 and entered into
a settlement agreement, pursuant to which the Debtor agreed to pay
Plumbtech $490,000 over time, while Plumbtech agreed to release its
mechanic's lien.
On April 7, 2012, Flying Star and the Debtor signed an Addendum to
Retail Lease, resolving disputes between the Parties. Among other
matters, Flying Star agreed to pay the Debtor $1,300,000 for the
leasehold improvements. This obligation was evidenced by a
promissory note, which required interest-only payments for the
first five years, and thereafter amortized the balance over 12
years at 5% interest. Flying Star signed and delivered the Note to
the Debtor.
On April 30, 2012, the Debtor assigned the Note to Southwest
Structural Services. But the Court has no evidence how the Parties
accounted for the Note transfer.
At the time the Debtor transferred the Note to Southwest Structural
Services, the Debtor had not paid Southwest Structural Services
anything under the ACA, and had been in material default for about
three years.
The Parties now dispute the value of the Note on April 30, 2012.
The Plaintiff argues that the Note was worth its face value, that
is, $1,300,000, while Southwest Structural Services argues that it
was worth a fraction of that amount, given that Flying Star filed
bankruptcy and has yet to pay the Note.
The Court does have two pieces of evidence about the Note's value.
First, before it filed bankruptcy, Flying Star paid the Note as
agreed. Second, and more importantly, Flying Star has or soon will
deposit $683,000 into the Court registry. This amount, plus any
future distributions under the confirmed Flying Star plan of
reorganization, will be paid to the winner of this adversary
proceeding. Based on this evidence, the Court finds, however, that
there is no genuine issue of fact that, on April 30, 2012, the Note
was worth at least $683,000.
The Court overrules Southwest Structural Services' argument that it
gave at least $1,320,200 in value for the Note, in the form of
leasehold improvements to the Flying Star premises. Although it is
likely true that Southwest Structural Services gave substantial
value to the Debtor in 2009 in expectation of being paid as agreed
under the ACA, however, the Court rules that the 2009 construction
work cannot be viewed as exchange consideration for the 2012 Note
assignment.
On the other hand, the Court points out that it would seem logical
that the Debtor transferred the Note in payment of its obligations
under the ACA. Other than the sentence quoted from the Plumbtech
settlement agreement (and Southwest Structural Services was not a
party to the agreement), the Court finds, however, that there are
no accounting records, agreements, receipts, correspondence, or
other types of written information in the record showing the intent
of the parties in this regard. Thus, there is a fact issue about
whether Debtor transferred the Note in partial or full satisfaction
of its ACA obligations.
The Court also finds equally unclear is how much the Debtor owed
Southwest Structural Services under the ACA on April 30, 2012. The
contract price, as noted, is $1,321,200. At a minimum, the Court
presumes that the Debtor should be able to deduct $490,000 from
this price, since that is what Debtor agreed to pay Plumbtech. The
Court explains that an owner cannot be required to pay as agreed on
a construction contract, while at the same time being forced to pay
$490,000 to a subcontractor.
Although it is unclear whether some of the goods and services
Flying Star paid for were in the nature of "FF&E" rather than
leasehold improvements, the Court believes that the Debtor may be
able to deduct the $216,000 which Flying Star paid to various
subcontractors. With respect to the other unpaid vendors and
subcontractors, the Court notes that there is insufficient evidence
that Debtor either paid them or is obligated to pay them, and as
such, then the Debtor likely cannot deduct what the subcontractors
are owed from its debt to Southwest Structural Services under the
ACA.
A full-text copy of Judge Thuma's Opinion, dated October 5, 2017,
is available at http://tinyurl.com/y8pdvcd9from Leagle.com.
Recreational Equipment, Inc., Appellee, represented by:
Charles R. Hughson, Esq.
Rodey, Dickason, Sloan, Akin & Robb, P.A.
201 Third St., NW #2200
Albuquerque; NM 87102
Tel:(505) 768-7239
Fax: (505) 768-7395
Email: chughson@rodey.com
Craig H Dill, Trustee, is represented by:
Leslie D. Maxwell, Esq.
Samuel I. Roybal, Esq.
Thomas D. Walker, Esq.
Walker & Associates, P.C.,
500 Marquette NW Suite 650
Albuquerque, NM 87102
Phone: 505.766.9272
Email: lmaxwell@walkerlawpc.com
sroybal@walkerlawpc.com
twalker@walkerlawpc.com
About Railyard Company
Railyard Company, LLC, owns and developed two-story Market Station
that houses the REI sporting goods store and other tenants. It
filed a Chapter 11 petition (Bankr. D. N.M. Case No. 15-12386) on
Sept. 4, 2015. The petition was signed by Richard Jaramillo as
managing member. The Debtor is represented by William F. Davis,
Esq., at William F. Davis & Associates, P.C., as counsel.
The Debtor's Chapter 11 petition says the Company has about $11.2
million in debts and $13.8 million in assets.
A Chapter 11 Trustee was appointed for Railyard Company, LLC. The
Chapter 11 Trustee hired Hunt & Davis, P.C., as counsel, and Steven
W. Johnson, CPA, LLC as accountant.
Railyard Brewing Company, LLC, filed a Chapter 11 petition (Bankr.
D.N.M. Case No. 16-12829) on November 16, 2016, and is represented
by Michael K. Daniels, Esq.
RESEARCH NOW: S&P Places 'B-' CCR on CreditWatch Negative
---------------------------------------------------------
S&P Global Ratings placed its ratings, including the 'B' corporate
credit rating, on Research Now Group Inc. on CreditWatch with
negative implications.
The CreditWatch placement follows Research Now's announcement that
it intends to merge with Survey Sampling International LLC, a data
collection and marketing intelligence company. Research Now's and
Survey Sampling's financial sponsors, Court Square Capital Partners
and HGGC LLC, respectively, will remain the majority owners of the
combined company.
S&P said, "We will monitor any developments related to the proposed
transaction, including the ultimate financing structure and the
likelihood of successful completion, and resolve the CreditWatch
placement no later than the transaction's closing. We could affirm
the ratings on the company if we expect the combined company will
maintain sufficient liquidity with an adequate covenant margin of
compliance and free operating cash flow to debt above 5%. We could
lower the rating if the transaction increases the adjusted leverage
profile or reduces FOCF to debt below 5% for the combined entity."
RIZVI & COMPANY: Seeks Permission to Use Signature Cash Collateral
------------------------------------------------------------------
Rizvi & Company, Inc., asks the U.S. Bankruptcy Court for the
Northern District of Georgia for permission to use cash collateral
in the ordinary course of its business.
The Debtor claims that the revenue from its business may constitute
cash collateral. The Debtor needs to use the cash collateral in
order to meets its ordinary expenses and to maintain the current
state of its business. The Debtor claims that it has no other
source of income other than the cash collateral.
The Debtor has prepared a budget of its projected revenues and
expenses for the next six months, from October 2017 through May
2018.
Signature Bank of Georgia asserts a first priority lien on the
Debtor's business in the amount of approximately $150,000, secured
by the Debtor's accounts, property, proceeds of the property and
other assets.
Further, the Debtor believes that Signature Bank asserts an
interest in the cash collateral. Likewise, American Express Bank,
FSB, and On Deck Capital may also assert junior interests in the
cash collateral.
Accordingly, the Debtor proposes to grant Signature Bank and any
other secured parties with replacement liens in the revenues
generated postpetition of the same kind, extent, and priority as
those existing prepetition.
A full-text copy of the Debtor's Motion, dated Oct. 12, 2017, is
available at https://is.gd/CK8FpI
About Rizvi & Company
Rizvi & Company, Inc., owns and operates a bakery with three retail
locations at: (i) 12850 Highway 9, Suite 1200, Alpharetta, GA
30004; (ii) 10800 Alpharetta Highway, Suite 300 Roswell, GA 30076;
and (iii) 320 Town Center Avenue, Suite C-9, Suwanee, GA 30024.
Rizvi & Company filed a Chapter 11 petition (Bankr. N.D. Ga. Case
No. 17-67908) on Oct. 12, 2017. William A. Rountree, Esq., at
Macey, Wilensky & Hennings, L.L.C., in Atlanta, Georgia, serves as
counsel to the Debtor.
RLE INDUSTRIES: VCom Int'l Buying Intangible Assets for $100K
-------------------------------------------------------------
RLE Industries, LLC, and NEI Industries, Inc., ask the U.S.
Bankruptcy Court for the Southern District of New York to authorize
their Asset Purchase Agreement with Vcom International Multi-media
Corp. in connection with the sale of RLE's intangible assets for
$100,000, subject to higher and better offers.
On Sept. 13, 2017, the Debtor filed an omnibus motion seeking,
inter alia, approval to sell the Intangible Assets, pursuant to the
terms of the APA with Vcom, subject to higher and better offers,
and establishing sale procedures related thereto. The Debtor
incorporates into this Amended Motion all of the pleadings related
to the Sale Motion.
A hearing was held on the Sale Motion on Oct. 4, 2017, during which
hearing the Court noted that the Motion technically failed to ask
approval of the APA. By the Amended Motion, the Debtor is asking
to amend and supplement the Sale Motion, specifically asking
approval of the APA with Vcom, subject to higher and better offers
at an auction, and approving related sale procedures.
The Debtor's efforts to sell its business and assets, which have
been disclosed in detail in the Sale Motion, has resulted in
procuring one offer from Vcom to purchase RLE's Intangible Assets,
subject to higher and better offers, specifically: (a) RLE's
customer list; (b) RLE's phone number; (c) RLE's website and
domains; (d) RLE's name (RLE), tradestyles, and tradenames; (e)
RLE's trademarks and patents, if any; (f) RLE's Luminera product
line including, (i) designs and specifications; (ii) prints and/or
CAD file, if any, BOM's, supplier list, etc.; (iii) brochures and
brochure copy; (iv) residual Luminera inventory of parts and
finished terms selected by the Purchaser, after inspection; (v)
list of key reps and customers; (vi) tooling (including fabrication
machinery, assembly tools, and tooling at vendor locations); (vii)
packaging materials; (viii) assembly and production instructions
(if any); and (g) UL Registrations (six categories).
On Aug. 31, 2017, RLE and Purchaser entered into the APA with
respect to the Intangible Assets for a purchase price in the amount
of $100,000.
The material terms of the APA with VCom are:
a. Purchaser: Vcom International Multi-media Corp.
b. Seller: RLE Industries, LLC
c. Purchased Assets: Intangible Assets
d. Purchase Price: $100,000, with $10,000 down payment paid
upon execution of the APA and $90,000 paid at Closing
e. Closing : The Closing of the Intangible Assets to take
place within 10 days of the entry of the order of the Court that
provides Vcom with the free and clear and bona fide purchaser
protections of Bankruptcy Code Sections 363(f) and (m).
f. Contingencies: Court approval (No financing or due
diligence contigencies)
g. Stalking Horse Protections/ Break-Up Fee: In consideration
of Vcom's willingness to submit its offer subject to other bids at
an auction, Vcom asks (i) termination fee of $2,500, plus (ii)
reimbursement of actual expenses up to $5,000, for a total of
$7,500.
The Debtor is seeking to sell the Intangible Assets to Vcom
pursuant to the APA, subject to higher and/or better offers. In
order to ensure that the highest and best offer is received for the
Intangible Assets, the Debtor has established proposed Bidding
Procedures to govern the submission of competing bids at the
Auction.
The material terms of the Bidding Procedures are:
a. Bid Deadline: Nov. 20, 2017 not later than 5:00 p.m. (EST)
b. Qualified Competing Bid: $115,000, which is at least
$15,000 higher than the Purchase Price set forth in the APA
($100,000) and which amount consists of (i) a termination fee in
the amount of (x) $2,500, plus (y) reimbursement of actual and
verifiable expenses incurred by Purchaser up to $5,000
("Termination Fee"), (ii) an additional $7,500 overbid, and that
subsequent higher and better offers be in increments of not less
than $10,000.
c. Deposit: 10% of the initial bid
d. Auction: The Auction will be conducted at RLE's counsel's
offices at DelBello Donnellan Weingarten Wise & Wiederkehr, LLP,
One N. Lexington Avenue, 11th Floor, White Plains, New York on Nov.
21, 2017 at 12:00 p.m. (PET).
e. Sale Hearing: A hearing to approve the sale of the Assets
to the Successful Bidder will be held on Nov. TBD, 2017 at 10:00
a.m. (EST).
f. Terms: Free and clear of any and all liens, claims,
interests, and encumbrances
A copy of the APA and the Bidding Procedures attached to the Motion
is available for free at:
http://bankrupt.com/misc/RLE_Industries_80_Sales.pdf
To notice the Sale and Auction of the Intangible Assets, the Debtor
will personally notify all the notice parties, as well as publish
notice of the Sale and Auction in a trade publication at least 10
days prior to the Auction. Additionally, the Debtor will serve the
within three days of entry of the Sale Procedures Order copies of:
(i) Sale Procedures Order; (ii) Bidding Procedures; and (iii) the
Motion.
All of the sale proceeds will be held in escrow by the Debtor's
counsel, with all liens, claims, interests and encumbrances, if
any, to attach to the proceeds in accordance with Section 363(f) of
the Bankruptcy Code, pending further Order of the Court and/or
confirmation of a liquidating plan.
The Debtor believes that both of its secured creditors, J.P. Morgan
Chase Bank and Merchant Cash and Capital, LLC will not object to
the Sales being conducted, with their respective liens to attach to
the proceeds of the Sales subject to further order of the Court.
The Purchaser:
VCOM INTERNATIONAL MULTI-MEDIA CORP.
80 Little Falls Road
Fairfield, NJ 07004
Attn: Seldon Goldstein, President
E-mail: sgoldstein@vcom-mm.net
The Purchaser is represented by:
Jeffrey H. Zegen, Esq.
ZEGEN & FELLENBAUM
505 Park Ave., 20th Floor
New York, NY 10022
About RLE Industries
Founded in 1997, New York-based RLE Industries, LLC, d/b/a Robert
Lighting & Energy -- http://rleindustries.com/-- owns and operates
an electrical lighting and fixture manufacturing and fabrication
business. NEI Industries Inc is in the business of installing
lighting fixtures manufactured by RLE Industries.
RLE Industries (Bankr. S.D.N.Y. Case No. 17-11748) and affiliate
NEI Industries Inc. d/b/a Northeast Electric (Bankr. S.D.N.Y. Case
No. 17-11749) filed for Chapter 11 bankruptcy protection on June
23, 2017. The petitions were signed by Scott Koenig, president.
Each of the Debtors estimated assets at between $500,000 and $1
million, and liabilities at between $1 million and $10 million.
Judge Michael E. Wiles presides over the cases.
Dawn Kirby, Esq., and Jonathan S. Pasternak, Esq., at Delbello
Donnellan Weingarten Wise & Wiederkeher, LLP, serves as the
Debtor's bankruptcy counsel.
Foresight Advisors LLC is the Debtors' financial advisors.
ROBERT T. WINZINGER: Hires Hyland Levin as Special Counsel
----------------------------------------------------------
Robert T. Winzinger, Inc., seeks authority from the U.S. Bankruptcy
Court for the District of New Jersey to employ Hyland Levin, LLP,
as special counsel to the Debtor.
Robert T. Winzinger requires Hyland Levin to provide legal services
necessary in connection with the filing and prosecution of a law
suit against the State of New Jersey seeking just compensation for
taking a tract of land in Woodland Township, NJ.
Hyland Levin will be paid either (a) 1/3 of the total award, or (b)
the award of attorney's fees only, whichever is greater.
Hyland Levin will be paid at the hourly rates of $250-$415. The
firm will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Richard Hluchan, member of Hyland Levin, LLP, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Hyland Levin can be reached at:
Richard Hluchan, Esq.
HYLAND LEVIN, LLP
6000 Sagemore Drive
Marlton, NJ 08053
Tel: (856) 355-2900
About Robert T. Winzinger, Inc.
Founded in 1960, Robert T. Winzinger, Inc. -- http://winzinger.com/
-- is a full-service contractor for roads, excavation, land
development and demolition, utility and marine construction, and
recycling technologies. Winzinger is certified as a W.B.E. with the
NJ Dept. of Treasury - Division of Property Management &
Construction; Licensed Contractor with City of Philadelphia; Small
Business Enterprise with the City of Philadelphia; Small Business
Enterprise with the State of New Jersey; Public Works Contractor
with the State of New Jersey; Home Improvement Contractor with the
State of New Jersey Division of Consumer Affairs; and Maintains a
Certificate of Employee Report with the State of New Jersey.
Robert T. Winzinger, Inc., filed a Chapter 11 petition (Bankr.
D.N.J. Case No. 17-25972) on Aug. 7, 2017. The petition was signed
by Audrey Winzinger, vice president, secretary, and treasurer. At
the time of filing, the Debtor estimated $10 million to $50 million
in assets and $1 million to $10 million in liabilities.
The case is assigned to Judge Kathryn C. Ferguson. The Debtor is
represented by David A. Kasen, Esq., at Kasen & Kasen.
ROBERT T. WINZINGER: Selling Franklin Township Property for $145K
-----------------------------------------------------------------
Robert T. Winzinger, Inc., asks the U.S. Bankruptcy Court for the
District of New Jersey to authorize the private sale of real
property located at 286 Swedesboro Rd., Franklin Township, New
Jersey to Daniel and Lisa Danyonovitch for $145,000.
A hearing on the Motion is set for Nov. 14, 2017 at 10:00 a.m.
Objection deadline is Nov. 7, 2017.
The Debtor owns the Property. It entered into the Agreement of
Sale with the Buyers for the sale of the Property.
The salient terms of the Agreement are:
a. Description of the Property to be Sold: 286 Swedesboro
Rd., Franklin Township, New Jersey, Block 2901, Lot 3, which
consists of a single family house and the land that it sits on.
b. Date, Time and Place of Sale: Sixty days from execution of
the agreement, or such other date as may be agreed to by the
parties in writing hereafter. The sale will be held at the offices
of a title company selected by the Buyers or offices of the Buyers'
attorney.
c. Purchase Price: $145,000
d. Conditions of Sale: Contingent on the Buyers obtaining an
FHA mortgage in the principal amount of $145,000 for 30 years with
monthly payments based upon a thirty year payment schedule
e. Deadline for approval or closing of the sale: N/A
f. Deposit Required and Conditions under which Deposit may be
Forfeited: No deposit required. The security deposited associated
with the Buyer' lease of property will be applied at closing. If
they will default and fail to cure within five business days after
receipt of notice of default, the Seller will have as its sole and
exclusive remedy the right to receive the entire deposit as
liquidated damages.
g. Request for a Tax Determination under Section 1146(b) of
the Code: To the extent applicable, the Debtor asks the Court to
find that it is not liable for a transfer tax, since this is a
bankruptcy approved transaction.
h. Identification of Any Executory Contract or Unexpired
Lease to be Assumed and Assigned under Section 365 of the Code:
N/A
i. Provision Regarding Credit Bidding under Section 363(k) of
the Code: N/A
j. Broker or Sales Agent's Anticipated Fee or Commission:
N/A
There is no agreement to limit the marketing of the Property or to
not solicit competing offers, but the Debtor does not wish to
solicit competing offers because it feels that the Property is
being sold for a fair market value.
The sale proceeds, after payment of reasonable and ordinary costs
of closing, payment of outstanding real estate taxes and payment of
any mortgages on the Property will be held by the attorney for the
Debtor in his escrow account to await further Order of the Court.
The Debtor is asking an Order authorizing the sale of the Property
free and clear of all liens and encumbrances, including the
leasehold interest presently held by the Buyers.
The Debtor also asks waiver of the stay of an Order imposed by
Bankruptcy Rule 6004(h) or 6006(d).
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/Robert_Winzinger_57_Sales.pdf
The Purchasers:
Daniel and Lisa Danyonovitch
286 Swedesboro Road
Franklinville, NJ 08322
The Purchasers are represented by:
Charles D. Petrone, Esq.
325 New Albany Road
Moorestown, NJ 08057
About Robert T. Winzinger
Founded in 1960, Robert T. Winzinger, Inc. -- http://winzinger.com/
-- is a full-service contractor for roads, excavation, land
development and demolition, utility and marine construction, and
recycling technologies. Winzinger is certified as a W.B.E. with
the N.J. Dept. of Treasury - Division of Property Management &
Construction; Licensed Contractor with City of Philadelphia; Small
Business Enterprise with the City of Philadelphia; Small Business
Enterprise with the State of New Jersey; Public Works Contractor
with the State of New Jersey; Home Improvement Contractor with the
State of New Jersey Division of Consumer Affairs; and Maintains a
Certificate of Employee Report with the State of New Jersey.
Robert T. Winzinger, Inc., filed a Chapter 11 petition (Bankr.
D.N.J. Case No. 17-25972) on Aug. 7, 2017. The petition was signed
by Audrey Winzinger, vice president, secretary, and treasurer. At
the time of filing, the Debtor estimated $10 million to $50 million
in assets and $1 million to $10 million in liabilities.
The Hon. Kathryn C. Ferguson is the case judge.
The Debtor is represented by David A. Kasen, Esq., at Kasen &
Kasen.
ROBERT TAYLOR: $5K Sale of 1994 Toyota Tacoma to Father Okayed
--------------------------------------------------------------
Judge John W. Kolwe the U.S. Bankruptcy Court for the Western
District of Louisiana authorized the private sale by Robert Drew
and Anissa Rose Taylor of 1994 Toyota Tacoma, bearing VIN
4TAVN13D1RZ222451, to the father of Robert Drew Taylor, Drewitt
Taylor, for $5,000.
A hearing on the Motion was held on Oct. 4, 2017.
The sale is subject to the lien in favor of Southern Heritage Bank,
with a balance of $4,641, to be paid from the proceeds of the
sale.
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.
ROCKY MOUNTAIN: Incurs $9.27 Million Net Loss in Fiscal 2017
------------------------------------------------------------
Rocky Mountain High Brands, Inc. filed with the Securities and
Exchange Commission its annual report on Form 10-K reporting a net
loss of $9.27 million on $401,974 of sales for the year ended June
30, 2017, following net income of $2.32 million on $1.07 million of
sales for the year ended June 30, 2016. As of June 30, 2017, Rocky
Mountain had $1.27 million in total assets, $8.58 million in total
liabilities, all current, and a total shareholders' deficit of
$7.30 million.
As of June 30, 2017, the Company had current assets of $1,153,976,
consisting of cash of $91,675, accounts receivable (net) of
$63,268, inventory of $224,695, and prepaid expenses and other
current assets of $774,338. As of June 30, 2017, the Company had
current liabilities of $8,583,643, consisting of accounts payable
and accrued liabilities of $441,188, related party convertible
notes payable (net) of $266,247, convertible notes payable (net) of
$733,253, other notes payable of $26,130, redemption value of
Series C Preferred stock of $1,661,424, accrued interest of
$382,820, and derivative liability of $5,072,579. During the year
ended June 30, 2017, the Company received proceeds of $991,350
related to private offering stock sales of 65,667,587 shares of
common stock. Sales prices ranged from $.001 to $.05 per share.
Net cash used in operating activities during the years ended June
30, 2017, and 2016 was $1,902,790 and $1,779,167, respectively. In
both years the Company used funds for inventory production, sales
and promotions, and administrative expenses. The increase in cash
used in operating activities during the year ended June 30, 2017,
was a result of increased officer and employee compensation, rent
and storage expenses, and expenses related to the startup of the
Eagle Spirit Water brand.
Net cash used in investing activities during the years ended June
30, 2017, and 2016 was $89,870 and $119,042, respectively. In 2017
the Company invested in the startup of the Eagle Spirit Water
brands as well as delivery vehicles and computer equipment. During
2016 the Company's investment primarily related to the acquisition
of several delivery vehicles.
Net cash provided by financing activities during the years ended
June 30, 2017, and 2016 was $1,982,080 and $1,904,738,
respectively. In both years, over 50% of the net cash provided by
financing activities was from the proceeds of sales of common stock
with the remainder coming from net proceeds of notes payable. In
2017 the Company received proceeds of $991,350 from the issuance of
common stock, compared to $1,282,406 in 2016.
As of June 30, 2017 and 2016 the Company's outstanding debt totaled
$1,634,580 and $895,832, respectively. The increase in debt during
2017 was to fund the Company's operations, including inventory
production and the startup of the Eagle Spirit Water brand.
"Recently, our operations have been funded primarily through the
issuance of convertible promissory notes, which are convertible to
common stock at fixed prices ranging from $0.001 to $0.024, or at a
specified percentage discount off market prices. Discounts are
generally 50% and based on a contracted look-back period. Interest
rates on our notes payable range from 6% to 8%. Our ability to
successfully execute our business plan is contingent upon us
obtaining additional financing and/or upon realizing sales revenue
sufficient to fund our ongoing expenses. Until we are able to
sustain our ongoing operations through sales revenue, we intend to
fund operations through debt and/or equity financing arrangements,
which may be insufficient to fund our capital expenditures, working
capital, or other cash requirements," said the Company in the
report.
Paritz & Company, P.A., in Hackensack, New Jersey, issued a "going
concern" qualification on the consolidated financial statements for
the year ended June 30, 2017, noting that the Company has a
shareholders' deficit of $7,304,278, an accumulated deficit of
$26,154,633 at June 30, 2017, and has generated operating losses
since inception. These factors, among others, raise substantial
doubt about the ability of the Company to continue as a going
concern.
A full-text copy of the Form 10-K/A is available for free at:
https://is.gd/q9k9Ta
About Rocky Mountain
Dallas, Texas-based Rocky Mountain High Brands, Inc. (OTCMKTS:RMHB)
is a consumer goods brand development company specializing in
developing, manufacturing, marketing, and distributing hemp-infused
food and beverage products and spring water. The Company currently
markets a lineup of five hemp-infused beverages. RMHB is also
researching the development of a lineup of products containing
Cannabidiol (CBD). The Company's intention is to be on the cutting
edge of the use of CBD in consumer products while complying with
all state and federal laws and regulations.
ROCKY MOUNTAIN: Settles 'Roy Meadows' & 'Dona Rayburn' Litigations
------------------------------------------------------------------
Rocky Mountain High Brands, Inc., has entered into agreements which
settle in full the Company's pending litigation with Roy Meadows,
"Rocky Mountain High Brands, Inc. v. Roy Meadows, David Meadows et
al, Case No. 2016-CA-000958-15-W", which has been pending in the
Eighteenth Judicial Circuit Court for Seminole County, Florida.
The key points of the settlement are as follows:
* Mr. Meadows holds a promissory note dated March 25, 2015,
with a principal balance of $1,107,606 and accrued interest,
per the Company's books as of Oct. 6, 2017, of $280,253. GHS
Investments, LLC has agreed to purchase the $1,107,606
principal balance due and owing under the First Meadows Note
from Mr. Meadows for a cash payment in the amount of
$1,000,000. Mr. Meadows' rights under the First Meadows Note
with regard to the $1,107,606 principal balance, together
with his security interest granted thereunder, are assigned
to GHS.
* $20,000 of the $280,253 in accrued interest due and owing
under the First Meadows Note will be converted by Mr. Meadows
to 20,000,000 shares of the Company's common stock.
* All remaining accrued interest due under the First Meadows
Note is released.
* A second promissory note held by Mr. Meadows dated Oct. 13,
2015, in the principal amount of up to $500,000 is
released by Mr. Meadows.
* Mr. Meadows holds two outstanding warrants to purchase
41,454,851 and 13,166,064 shares of the Company's common
stock, respectively. Immediately upon the legal
effectiveness of the pending amendment to its Articles of
Incorporation to increase its authorized common stock to
4,000,000,000 shares, the Meadows Warrants will be exchanged
for 25,000,000 shares of the Company's common stock. As
described in the Company's Information Statement on Schedule
14C filed Oct. 2, 2017, the articles amendment is expected to
effective on or about Oct. 30, 2017.
* All claims and causes of action between the Company and Mr.
Meadows are released, effective upon delivery of all
consideration to Mr. Meadows called for under the Release and
Settlement Agreement. Upon that effectiveness, the parties
will file an appropriate stipulation for dismissal of any and
all litigation by and between the Registrant and Mr. Meadows.
* In the litigation with Mr. Meadows, the Company had asserted
that, under an Exchange Agreement dated Nov. 3, 2015, the
First Meadows Note was exchanged for shares of the Company's
Series C Preferred Stock. Mr. Meadows has asserted that the
Exchange Agreement was breached and of no legal effect. As
recited in the Release and Settlement Agreement with Mr.
Meadows, the Company affirms that the Exchange Agreement is
null and void. Further, the Company affirms that Mr. Meadows
is not, and never has been, an "affiliate" of the company
within the meaning of Rule 144(a)(1) or otherwise, and that
he is not and has never been an owner of 10% or more of any
class of the Company's capital stock.
* Mr. Meadows' resale of the Meadows Conversion Shares and the
Meadows Warrant Exchange Shares is subject to the following
leak-out provisions:
- Stock price at or above $0.06 per share. There will be
no restrictions for any sales of the shares at or above a
price of $0.06 per share.
- Stock price below $0.06 per share. With respect to any
sales of the shares at a price below $0.06 per share, any
such sales during each trading day will be limited to no
more than 10% of the aggregate volume of the Company's
common stock in the immediately preceding trading day.
Settlement of Donna Rayburn Litigation
Separately, also on Oct. 6, 2017, the Company entered into a
Release and Settlement Agreement with Donna Rayburn, an individual
who was, at one time, a party to the litigation involving Mr.
Meadows. Mrs. Rayburn held a promissory note in the principal
amount of $165,000 dated Feb. 2, 2015, under which the Company has
repaid $197,773. In addition, Mrs. Rayburn holds a warrant to
purchase 10,000,000 shares of our common stock. Mrs. Rayburn has
asserted claims for additional payment under the Rayburn Note and
has asserted claims for the issuance of additional warrants.
Effective immediately, these claims, and all claims and causes of
action between the Company and Mrs. Rayburn, are released. The
security interest granted to Mrs. Rayburn under the Rayburn Note
will also be terminated.
Take-out Financing by GHS Investments, LLC
Concurrently with its acquisition of the $1,107,606 principal
balance due and owing under the First Meadows Note, GHS exchanged
that obligation for a Secured Promissory Note in the amount of
$1,107,606 issued by the Company on Oct. 6, 2016. The GHS Exchange
Note is due nine months from the date of issue, bears interest at
an annual rate of 10%, and is secured by all of the Company's
assets. In the event of the Company's default, the GHS Exchange
Note will bear interest at an annual rate of 20%. The GHS Exchange
Note is convertible to the Company's common stock at a 37.5%
discount from the lowest trading price for the Company's common
stock during the 20 trading days immediately preceding a conversion
date. Conversions are limited, however, so that no conversion may
be made to the extent that, following a conversion, the beneficial
ownership of GHS and its affiliates would be more than 4.99% of the
Company's outstanding shares of common stock. The conversion
limitation may, in the event of the Company's default, be increased
to 9.99% at the option of GHS. The GHS Exchange Note may be
prepaid, with pre-payment penalties, accordance with the following
schedule: (i) if within 60 calendar days from issue, 125% of all
outstanding principal and interest due; (ii) if after 60 calendar
days and within 120 days from issue, 130% of all outstanding
principal and interest due; (iii) if between 121 and 180 days from
issue, 135% of all outstanding amounts due.
About Rocky Mountain
Dallas, Texas-based Rocky Mountain High Brands, Inc. (OTCMKTS:RMHB)
is a consumer goods brand development company specializing in
developing, manufacturing, marketing, and distributing hemp-infused
food and beverage products and spring water. The Company currently
markets a lineup of five hemp-infused beverages. RMHB is also
researching the development of a lineup of products containing
Cannabidiol (CBD). The Company's intention is to be on the cutting
edge of the use of CBD in consumer products while complying with
all state and federal laws and regulations.
Rocky Mountain reported a net loss of $9.27 million for the year
ended June 30, 2017, following net income of $2.32 million for the
year ended June 30, 2016. As of June 30, 2017, Rocky Mountain had
$1.27 million in total assets, $8.58 million in total liabilities,
all current, and a total shareholders' deficit of $7.30 million.
Paritz & Company, P.A., in Hackensack, New Jersey, issued a "going
concern" qualification on the consolidated financial statements for
the year ended June 30, 2017, noting that the Company has a
shareholders' deficit of $7,304,278, an accumulated deficit of
$26,154,633 at June 30, 2017, and has generated operating losses
since inception. These factors, among others, raise substantial
doubt about the ability of the Company to continue as a going
concern.
RPM HARBOR SERVICES: Hires Scopelitis Garvin as Special Counsel
---------------------------------------------------------------
RPM Harbor Services, Inc., seeks authority from the U.S. Bankruptcy
Court for the Central District of California to employ Scopelitis
Garvin Light Hanson & Feary, P.C., as special employment law
counsel to the Debtor.
RPM Harbor Services requires Scopelitis Garvin to:
a. advise, consult, prosecute for and defend the Debtor for
truck operator claims as alleged misclassified employees,
including any objections to claims and adversary
proceedings related thereto;
b. advise and consult the Debtor concerning ongoing compliance
with employment law; and
c. advise and consult the Debtor on the laws affecting the
transportation industry.
Scopelitis Garvin will be paid at these hourly rates:
James H. Hanson $505
Adam C. Smedstad $475
Christopher C. NcNatt $435
E. Ashley Paynter $315
Alaina C. Hawley $250
Youngki Sohn $250
Scopelitis Garvin will be paid a retainer in the amount of $40,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Adam C. Smedstad, partner of Scopelitis Garvin Light Hanson &
Feary, P.C., assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Scopelitis Garvin can be reached at:
Adam C. Smedstad, Esq.
SCOPELITIS GARVIN LIGHT HANSON & FEARY, P.C.
2 North Lake Avenue, Suite 560
Pasadena, CA 91101
Tel: (626) 795-4700
Fax: (626) 795-4790
About RPM Harbor Services, Inc.
Based in Long Beach, California, RPM Harbor Services Inc. provides
container delivery to import and export customers in California.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Case No. 17-14484) on April 12, 2017. The
petition was signed by Shawn Duke, president.
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 Julia W. Brand.
Vanessa M. Haberbush, Esq., at Haberbush & Associates LLP, serves
as the Debtor's counsel.
The Official Committee of Unsecured Creditors of RPM Harbor
Services, Inc., retained Levene, Neale, Bender, Yoo & Brill, LLP as
counsel; Scopelitis Garvin Light Hanson & Feary, P.C., as special
employment law counsel; and CohnReznick LLP, as financial advisor.
S DIAMOND STEEL: Pension Trust Wins Summary Judgment vs MM Stevens
------------------------------------------------------------------
The Board of Trustees of the California Ironworkers Field Pension
Trust filed with the U.S. District Court in the Central District of
California a motion for summary judgment in the case captioned
BOARD OF TRUSTEES OF THE CALIFORNIA IRONWORKERS FIELD PENSION
TRUST, Plaintiff, v. M.M. STEVENS, LLC, ET AL., Defendants. Case
No. CV 16-07791 DDP (AJWx) (C.D. Cal.).
Having considered the submissions of the parties and heard oral
argument, District Court Judge Dean D. Pregerson granted the
motion.
Between June 1999 and July 2013, S Diamond Steel, Inc., made
contributions, pursuant to a collective bargaining agreement, to
the California Ironworkers Field Pension Trust, a multiemployer
employee benefits plan within the meaning of the Employee
Retirement Income Security Act. S Diamond ceased making
contributions to the Plan, and the Plaintiffs determined that S
Diamond withdrew from the Plan as of July 31, 2013. Under
authority granted to the Plan by the Multiemployer Pension Plan
Amendments Act, the Plaintiffs assessed withdrawal liability of
$1,310,439.50 against S Diamond and notified S Diamond of the same.
S Diamond did not dispute the imposition of withdrawal liability
by invoking the MPAA's exclusive arbitration provision.
At no time has S Diamond made any withdrawal liability payments. S
Diamond filed for Chapter 11 bankruptcy in the District of Arizona
on July 11, 2016. The bankruptcy court in Arizona, overruling S
Diamond's objection to Plaintiffs' proof of claim, has found S
Diamond liable for withdrawal liability, liquidated damages, and
attorneys' fees in amounts to be determined at a later date.
In the instant suit, Plaintiffs allege that Defendants are jointly
and severally liable for S Diamond's liabilities because all three
entities are members of the same controlled group. At the time S
Diamond withdrew from the Plan, Matthew Stevens owned 100% of S
Diamond's shares. Matthew Stevens' wife, Dana, owned over ninety
percent of Defendant Milco Solutions, Inc. Matthew and Dana Stevens
collectively owned 100% of Defendant M.M. Stevens, LLC.
The central issue, in this case, is whether S Diamond, M.M.
Stevens, and Milco are "controlled group members."
The District Court finds that the Defendants' argument appears to
be inconsistent with Dana Stevens' deposition testimony, in which
she stated that her responsibilities at S Diamond included
overseeing "payroll, insurance, accounts payable, [and] accounts
receivable. . . ."
Even assuming, however, that such responsibilities do not
constitute "participation in the management" of S Diamond for
purposes of the spousal attribution exception, there appears to be
no dispute that Dana Stevens was an employee of S Diamond. The
spousal attribution exception only applies if, among the other
factors, the non-owning spouse is "not a member of the board of
directors, a fiduciary, or an employee of such organization." In
light of the undisputed evidence that, in Dana Stevens' own words,
she was an S Diamond employee, the spousal attribution exception
does not apply. Accordingly, Michael Stevens' 100% ownership
interest in S Diamond is attributable to Dana Stevens. Because Dana
Stevens owned a controlling interest in Milco, M.M. Stevens, and S
Diamond, no reasonable trier of fact could dispute that those
entities were members of a single brother-sister group. As such,
Defendants are jointly and severally liable for S Diamond's
withdrawal liability.
Defendants further argue that, in light of the procedural posture
of the S Diamond bankruptcy proceeding, this court should not rule
on Plaintiffs' Motion for Summary Judgment because the amount of
withdrawal liability will be determined in bankruptcy court.
The Defendants' argument is not persuasive. As an initial matter,
there has been no final disposition in bankruptcy court, and the
suggestion that the bankruptcy court's determination regarding the
amount of S Diamond's liability may differ from the amount sought
here is speculative at best.
Accordingly, the pendency of bankruptcy proceedings regarding S
Diamond is no bar to Plaintiff's case against Defendants.
A full-text copy of Judge Pregerson's Order dated Oct. 4, 2017, is
available at https://is.gd/paSUwB from Leagle.com.
Board of Trustees of the California Ironworkers Field Pension
Trust, Plaintiff, represented by George M. Kraw -- gkraw@kraw.com
-- Kraw and Kraw Law Group.
Board of Trustees of the California Ironworkers Field Pension
Trust, Plaintiff, represented by Katherine McDonough, Kraw and Kraw
Law Group – kmcdonough@kraw.com -- Michael Bedolla –
mbedolla@kraw.com -- Kraw Law Group APC & Stephanie Paige Sorenson
-- sherrmann@kraw.com -- Kraw Law Group APC.
California Ironworkers Field Pension Trust, Plaintiff, represented
by George M. Kraw, Kraw and Kraw Law Group, Katherine McDonough,
Kraw and Kraw Law Group, Michael Bedolla, Kraw Law Group APC &
Stephanie Paige Sorenson, Kraw Law Group APC.
M.M. Stevens, LLC, Defendant, represented by Guy W. Bluff, Bluff &
Associates.
Milco Solutions, Inc., Defendant, represented by Guy W. Bluff,
Bluff & Associates.
About S Diamond Steel
S Diamond Steel, Inc., based in Phoenix, AZ, filed a Chapter 11
petition (Bankr. D. Ariz. Case No. 16-07846) on July 11, 2016. The
petition was signed by Matthew Miles Stevens, president. The case
is assigned to Judge Brenda K. Martin. Allan NewDelman, Esq., at
Allan D. NewDelman P.C. serves as the Debtor's legal counsel.
The Debtor disclosed $1.59 million in total assets and $5.58
million in total liabilities.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
S. MURPHY ENTERPRISES: Hires Steven M. Fishman as Attorney
----------------------------------------------------------
S. Murphy Enterprises, Inc., seeks authority from the U.S.
Bankruptcy Court for the Middle District of Florida to employ
Steven M. Fishman, P.A., as Chapter 11 counsel to the Debtor.
S. Murphy Enterprises requires Steven M. Fishman to:
a. analyze the financial situation, and render advice and
assistance to the Debtor in determining whether to file a
petition under Chapter 11 of the Bankruptcy Code;
b. advise the Debtor with regard to the powers and duties of
the Debtor and as Debtor-in-Possession in the continued
operation of the business and management of the property
of the estate;
c. prepare and file the petition, schedules of assets and
liabilities, statement of affairs, and other documents
required by the Bankruptcy Court;
d. represent the Debtor at the Section 341 Creditors'
meeting;
e. give the Debtor legal advice with respect to its powers and
duties as Debtor and as Debtor-in Possession in the
continued operation of its business and management of its
property, if appropriate;
f. advise the Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
g. prepare, on the behalf of the Debtor, necessary motions,
pleadings, applications, answers, orders, complaints,
and other legal papers and appear at hearings thereon;
h. protect the interest of the Debtor in all matters pending
before the court;
i. represent the Debtor in negotiation with its creditors in
the preparation of the Chapter 11 Plan; and
j. perform all other bankruptcy related legal services for the
Debtor, acting as Debtor-in-Possession, as may be
necessary.
Steven M. Fishman will be paid at these hourly rates:
Attorneys $300
Paralegals $70
Prior commencement of the bankruptcy case, the Debtor paid Steven
M. Fishman $1,500 for pre-filing fee, $13,500 post-filing fee, and
$2,000 for costs/filing fee.
Steven M. Fishman will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Steven M. Fishman, member of Steven M. Fishman, P.A., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Steven M. Fishman can be reached at:
Steven M. Fishman, Esq.
STEVEN M. FISHMAN, P.A.
2454 McMullen Booth Road
Clearwater, FL 33759
Tel: (727) 724-9044
About S. Murphy Enterprises, Inc.
S. Murphy Enterprises, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 08576) on October 10, 2017. The Debtor
is represented by Steven M. Fishman, Esq., at Steven M. Fishman,
P.A.
SABRE INDUSTRIES: S&P Atlers Outlook to Positive & Affirms B- CCR
-----------------------------------------------------------------
U.S.-based engineered support structure manufacturer Sabre
Industries Inc.'s credit measures are improving due to
better-than-expected operating results (especially in its Utility
Structures segment), as well as because of continued efficiency
gains and cost reductions.
As a result, S&P Global Ratings revised its rating outlook on
Alvarado, Texas-based Sabre Industries Inc. 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 issue-level ratings on the
company's $320 million senior secured credit facilities at 'B'. The
recovery rating remains '2', indicating our expectation of
substantial (70%-90%; rounded estimate: 75%) recovery in the event
of a payment default.
"The outlook revision to positive reflects our view that Sabre's
operating performance will continue to improve over the next 12
months, supported by favorable long-term demand trends from key
electric transmission and distribution ("Utility Structures") and
wireless communications ("Telecom Products and Services")
customers. In addition, Sabre's adjusted leverage for fiscal year
2017 (at 7.1x) was better than our expectations of about 8.5x as a
result of new contract wins, higher steel prices and continued
operational efficiencies, and cost reductions. In general, we
expect these trends to continue over the next 12 months, which
should allow the company to sustain EBITDA interest coverage above
1.5x, while reducing adjusted leverage to below 7x in fiscal 2018
(ending April 30, 2018) and to between 6x and 6.5x in fiscal 2019.
"The positive outlook reflects our expectations that Sabre's
operating performance will continue to improve over the next 12
months, supported by favorable long-term demand trends from key
electric transmission and distribution and wireless communications
customers. We expect that additional contract wins, in conjunction
with its alliance partnerships, as well as continued operational
efficiencies and cost reductions, will allow the company to reduce
adjusted leverage to below 7x in fiscal 2018 with further
improvement to between 6x and 6.5x in fiscal 2019. At the same
time, we expect EBITDA interest coverage will remain sustained
above 1.5x over the same time period, trending toward 2x over the
longer-term.
"We could raise our ratings over the next six to 12 months if Sabre
continues to execute its strategy to improve efficiencies and
realize additional cost improvements, while expanding its business.
Specifically, we could take a positive rating action if adjusted
debt to EBITDA were sustained below 6.5x and EBITDA interest
coverage above 1.75x, assuming the company is able to adequately
meet its liquidity needs. In addition, we could also raise our
ratings if the company were to meaningfully expand and diversify
its customer base, product mix, or geographic exposure while
improving its EBITDA margins to above 9% on a sustained basis.
"We could revise our outlook back to stable if steel prices moved
materially lower or weakness in the company's Telecom Products and
Services segment persisted or worsened to a point where the Utility
Structures segment (and Sabre's consolidated business) were
negatively affected. Under this scenario, we would expect adjusted
leverage to rise above 7.5x and EBITDA interest coverage to fall
below 1.5x on a sustained basis. Although less likely, we could
also take a negative rating action if the company's liquidity
deteriorated such that we viewed a covenant breach under its senior
secured facilities to be likely over the next 12 months. This could
occur if Sabre's cash balance fell below $10 million or borrowings
under its $65 million revolving credit facility (which is subject
to a springing secured net leverage covenant) increased above $8
million."
SALAD & CO: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Salad & Co., Inc. as of Oct.
11, according to a court docket.
About Salad & Co. Inc.
Salad & Co., Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 17-20528) on August 20,
2017. At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of less than
$1 million.
Judge Laurel M. Isicoff presides over the case. David C. Rubin
P.A. represents the Debtor as bankruptcy counsel.
SCHANTZ MFG: Seeks Permission on Immediate Use of Cash Collateral
-----------------------------------------------------------------
Schantz Manufacturing, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Southern District of Illinois for the
immediate use of its equipment and cash collateral in an amount
sufficient to avoid immediate and irreparable harm to the Debtor
and its estate.
The Debtor requires cash collateral to meet postpetition payroll,
to pay necessary business expenses, and to continue its operations.
A monthly budget, showing the amount of funds needed to maintain
Debtor's operations until the entry of a final order permitting use
of cash collateral.
The Debtor's primary secured creditor is First Mid-Illinois Bank
and Trust. As of the Petition Date, Debtor was indebted to First
Mid-Illinois Bank under two promissory notes:
(a) Real Estate Loan with an approximate current outstanding
balance of $1,177,246, secured by a first lien on the real estate
located at 13480 US Hwy 40, Highland, IL 622491 and further secured
by a first lien in the business assets of the Debtor; and
(b) AR Loan with approximate current outstanding balance of
$223,515, secured by a first lien on the accounts receivable sold
to First Mid-Illinois Bank under the term of the AR Loan and
further secured by a first lien in the business assets of the
Debtor.
The Debtor proposes to provide payment of First Mid-Illinois Bank's
post-petition monthly payment beginning in November 2017, and by
granting a replacement lien in any new assets subject to First
Mid-Illinois Bank's prepetition lien. Accordingly, the Debtor
asserts that First Mid-Illinois Bank's interest in the equipment
and cash collateral is adequately protected.
A full-text copy of the Debtor's Motion, dated October 12, 2017, is
available at https://is.gd/LbFman
About Schantz Mfg. and
Schantz Holdings
Schantz Mfg -- http://www.schantzmfg.com/-- is a privately held
company in Highland, Illinois that is engaged in the manufacturing
of customized trailers. Schantz designs its trailers in a computer
3-D environment. Some of the ergonomic features of the Company's
trailers include retractable wheels, high capacity air conditioning
and roof-mounted ice makers. Schantz was founded by Socrates
Schantz 60 years ago.
Schantz Mfg., Inc., and its parent, Schantz Holdings, Inc., filed
Chapter 11 petitions (Bankr. S.D. Ill. Case Nos. 17-31471 and
17-31472) on Sept. 27, 2017. The petitions were signed by Mike
Schantz, president of Schantz Mfg., Inc.
At the time of filing, Schantz Mfg. estimated $0 to $50,000 in
assets and $1 million to $10 million in debt, while Schantz
Holdings estimated $500,000 to $1 million in assets and $1 million
to $10 million in debt.
The cases are assigned to Judge Laura K. Grandy.
The Debtors are represented by Spencer P. Desai, Esq., at Carmody
MacDonald P.C.
SEARS CANADA: Liquidation Plan Wins Court Approval
--------------------------------------------------
Andrew Scurria, writing for The Wall Street Journal Pro Bankruptcy,
reported that Sears Canada Inc. won court approval to hold
going-out-of-business sales at its remaining locations, a setback
for the Sears brand name as its U.S. namesake struggles against a
tide of distress rocking the retail sector.
According to the report, Justice Glenn A. Hainey of the Ontario
Superior Court of Justice approved a plan to liquidate Sears
Canada's 130 stores starting Oct. 19, 2017. The company's board
opted for the liquidation plan over a private-equity-backed deal
from its top executive that was designed to keep some stores in
business, the report related.
The judge's order means that most of the company's roughly 13,000
employees will lose their jobs, the report further related.
Brandon Stranzl, Sears Canada's executive chairman, was unable to
win board support for an alternative deal to take a slimmed-down
version of the retailer out of bankruptcy and preserve at least
8,000 positions, the report said.
Technically, Mr. Stranzl can still revive his bid before Oct. 19,
but it would require paying $4.5 million in breakup fees and
reimbursements to liquidators, the report added, citing court
records. The board of directors concluded that liquidating Sears
Canada's real estate and inventory assets would provide higher
recoveries to creditors, pensioners and suppliers than a
going-concern transaction, the report said.
Mr. Stranzl was making the case for his proposal in the face of
competing bids by liquidators and landlords, the report said.
Other Sears Canada business lines are being spun off intact,
including the SLH Transport Inc. logistics division and the Corbeil
Electrique Inc. appliance business, deals that weren't part of Mr.
Stranzl's bid, the report added.
About Sears Canada
Sears Canada Inc. is an independent Canadian digital and
store-based retailer and technology company whose head office is
based in Toronto. Sears Canada's unique brand format offers
premium quality Sears Label products, designed and sourced by Sears
Canada, and of-the-moment fashion and home decor from designer
labels in The Cut @ Sears. Sears Canada also has a top ranked
appliance and mattress business in Canada. Sears Canada is
undergoing a reinvention, including new customer experiences at
every touchpoint, a new e-commerce platform, new store concepts,
and a new set of customer service principles designed to deliver
WOW experiences to customers. Information can be found at
sears.ca/reinvention. Sears Canada operates as a separate entity
from its U.S.- based co-founder, now known as Sears Holdings Corp.
based in Illinois.
The Company's balance sheet as of April 29, 2017, showed total
assets of C$1.187 billion against total liabilities of C$1.107
billion.
Amid mounting losses and liquidity constraints Sears Canada and
certain of its subsidiaries on June 22, 2017, applied to the
Ontario Superior Court of Justice (Commercial List) for protection
under the Companies' Creditors Arrangement Act ("CCAA"), in order
to continue to restructure its business.
Sears Canada and its subsidiaries on June 22, 2017, were granted an
order (the "Initial Order") under the Companies' Creditors
Arrangement Act (the "CCAA"). Pursuant to the Initial Order, FTI
Consulting has been appointed Monitor. Sears Canada and certain of
its subsidiaries have obtained orders from the Ontario Superior
Court of Justice (Commercial List) extending the stay period
provided by the Initial Order to Nov. 7, 2017, under the CCAA.
The Company has engaged BMO Capital Markets, as financial advisor,
and Osler, Hoskin & Harcourt LLP, as legal advisor. The Board of
Directors and the Special Committee of the Board of Directors of
the Company has retained Bennett Jones LLP, as legal advisor.
FTI Consulting is the Court-appointed monitor. The Monitor tapped
Norton Rose Fulbright Canada LLP as counsel.
SEATEQ CORPORATION: Hires Bachecki Crom as Accountant
-----------------------------------------------------
Seateq Corporation, seeks authority from the U.S. Bankruptcy Court
for the Northern District of California to employ Bachecki Crom &
Co., LLP, as accountant to the Debtor.
Seateq Corporation requires Bachecki Crom to:
a. prepare the corporate income tax returns for the Debtor,
for the tax years beginning January 1, 2017 and 2018; and
b. maintain an accounting of all disbursements from the
Debtor's proposed Chapter 11 liquidation plan, for post-
Confirmation reporting purposes.
Bachecki Crom will be paid at these hourly rates:
Partners $380-$525
Senior Accountant $270-$360
Junior Accountant $165-$260
Bachecki Crom will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Kimberly J. Lam, partner of Bachecki Crom & Co., LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Bachecki Crom can be reached at:
Kimberly J. Lam
BACHECKI CROM & CO., LLP
400 Oyster Point Blvd, Suite 106
South San Francisco, CA 94080
Tel: (415) 398-3534
About Seateq Corporation
Based in San Francisco, California, Seateq Corporation filed a
Chapter 11 petition (Bankr. N.D. Cal. Case No. 17-30697) on July
20, 2017. The petition was signed by Bjorn Ervell, chief executive
officer.
Judge Hannah L. Blumenstiel presides over the case. Matthew D.
Metzger, Esq. at Belvedere Legal, PC represents the Debtor.
At the time of filing, the Debtors estimated $500,000 to $1 million
in total assets and $1 million to $10 million in total liabilities.
SENTRIX PHARMACY: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Sentrix Pharmacy and Discount,
LLC as of Oct. 11, according to a court docket.
About Sentrix Pharmacy and Discount
Sentrix Pharmacy and Discount, LLC filed a Chapter 11 bankruptcy
petition (Bankr. S.D.Fla. Case No. 17-19073) on July 19, 2017. The
Hon. Raymond B. Ray presides over the case. Rappaport Osborne &
Rappaport, PLLC represents the Debtor as counsel.
In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Spencer
Maklin, vice president.
SHREE SWAMINARAYAN: Hires Reza CPA as Accountant
------------------------------------------------
Shree Swaminarayan Satsang Mandal, Inc., seeks authority from the
U.S. Bankruptcy Court for the Eastern District of Texas to employ
Reza CPA, LLC, as accountant to the Debtor.
Shree Swaminarayan requires Reza CPA to:
a. assist the Debtor in the analysis of the Debtor's financial
position, assets, and liabilities;
b. assist the Debtor in the accounting of all receipts and
disbursement from the estate and the preparation of all
necessary reports in relation thereto;
c. assist the Debtor in the development of a plan of
reorganization and in the preparation of an accompanying
disclosure statement, any amendments to the plan or
disclosure statement, and any related agreements and
documents;
d. assist the Debtor in the preparation of a final report and
final accounting of the administration of the estate; and
e. perform all other accounting services and providing all
other financial advice to the Debtor in connection with
the Chapter 11 case as may be required or necessary.
Reza CPA will be paid at the hourly rate of $250. The firm will
also be reimbursed for reasonable out-of-pocket expenses incurred.
Zahid Reza, owner of Reza CPA, LLC, assured the Court that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estates.
Reza CPA can be reached at:
Zahid Reza
REZA CPA, LLC
15110 Dallas Parkway, Suite 210
Dallas, TX 75248
Tel: (972) 733-1212
About Shree Swaminarayan Satsang
Mandal, Inc.
Shree Swaminarayan Satsang Mandal, filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Tex. Case No. 17-42100) on September 26,
2017, disclosing under $1 million in both assets and liabilities.
The Debtor is represented by Joyce W. Lindauer, Esq., as counsel.
SIX A CORPORATION: Hires SDRosebud LLC as Bookkeeper
----------------------------------------------------
Six A Corporation seeks authority from the U.S. Bankruptcy Court
for the District of South Dakota to employ SDRosebud LLC, d/b/a
Barb's Bookkeeping and Tax Services, as bookkeeper to the Debtor.
Six A Corporation requires SDRosebud LLC to:
-- prepare the necessary financial reports;
-- provide general bookkeeping for the Debtor;
-- assist the Debtor in developing a Chapter 11 plan; and
-- provide other traditional accounting services as may
be necessary.
SDRosebud LLC will be paid at the hourly rate of $35. The firm will
also be reimbursed for reasonable out-of-pocket expenses incurred.
Barb Bollinger, member of SDRosebud LLC, d/b/a Barb's Bookkeeping
and Tax Services, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.
SDRosebud LLC can be reached at:
Barbara Bollinger
SDROSEBUD LLC,
D/B/A BARB'S BOOKKEEPING AND TAX SERVICES
4990 N. Elk Vale Road
Rapid City, SD 57701
Tel: (605) 393-2000
About Six A Corporation
Headquartered in Wall, South Dakota, Six A Corporation filed for
Chapter 11 bankruptcy protection (Bankr. D.S.D. Case No. 17-50186)
on Aug. 7, 2017, estimating its assets at between $500,001 and $1
million and its liabilities at between $100,001 and $500,000.
Stanton A. Anker, Esq., at Anker Law Group, P.C., serves as the
Debtor's bankruptcy counsel.
SIXTY SIXTY CONDO: Unsecureds to Recoup 100% Over 3 Years
---------------------------------------------------------
Sixty Sixty Condominium Association, Inc., filed with the U.S.
Bankruptcy Court for the Southern District of Florida a second
amended plan of reorganization dated Sept. 25, 2017.
Each holder of an Allowed Class 8 Unsecured Claim will receive a
monthly distribution over a period of 36 months sufficient to pay
allowed claim 100% of the dollar amount of claim as of the petition
date funded by any excess proceeds from the sale of the Debtor's
Commercial Units and Residential Unit 505, if available and the
Reorganization Special Assessment.
A copy of the Second Amended Plan is available at:
http://bankrupt.com/misc/flsb16-26187-380.pdf
A copy of the Second Amended Disclosure Statement is available at:
http://bankrupt.com/misc/flsb16-26187-381.pdf
About Sixty Sixty Condominium
Sixty Sixty Condominium is a mixed-use hotel/residential building
located at 6060 Indian Creek Drive in Miami Beach, Florida. Sixty
Sixty Condominium Association, Inc., a non-profit corporation, is
responsible for, among other things, the management, operation, and
maintenance of the Condominium's "Common Elements", and other
obligations imposed by state statute.
Sixty Sixty Condominium Association, Inc., filed a Chapter 11
bankruptcy petition (Bankr. S.D. Fla. Case No. 16-26187) on Dec. 5,
2016, listing $100,000 to $500,000 in total assets, and $1 million
to $10 million in liabilities. The petition was signed by Maria
Velez, president of the Board of Directors.
The Hon. Robert A. Mark presides over the case.
Brett D. Lieberman, Esq., at Messana, P.A., represents the Debtor
as counsel. Juda Eskew & Associates, PA, serves as the Debtor's
accountant.
An official committee of unsecured creditors has not been appointed
in the Chapter 11 case.
SKEFCO PROPERTIES: Hires Eugene G. Douglass as Co-Counsel
---------------------------------------------------------
Skefco Properties, Inc., seeks authority from the U.S. Bankruptcy
Court for the Western District of Tennessee to employ Eugene G.
Douglass, Esq., as co-counsel to the Debtor, with Daniel Lofton,
Esq.
Skefco Properties requires Eugene G. Douglass to:
a. consult with the Debtor concerning all bankruptcy related
matters;
b. represent the Debtor for all motions and petitions filed
against or by the Debtor;
c. prepare a disclosure statement and other necessary
documents and court appearances;
d. assist the Debtor in the negotiation, formulation and
confirmation of the Debtor's plan; and
e. provide other legal services necessary to complete the
Chapter 11 and obtain a confirmed Plan.
Eugene G. Douglass will be paid at the hourly rate of $320. Eugene
G. Douglass will also be reimbursed for reasonable out-of-pocket
expenses incurred.
To the best of the Debtor's knowledge, Eugene G. Douglass is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.
Eugene G. Douglass can be reached at:
Eugene G. Douglass, Esq.
2820 Summer Oaks Drive
Bartlett, TN 38134
Tel: (901) 388-5804
E-mail: gene@douglassrunger.com
About Skefco Properties, Inc.
Skefco Properties, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. W.D. Tenn. Case No. 17-28262) on September 19, 2017,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Daniel Lofton, Esq., at Craig & Lofton,
P.C.
SOUTHERN REDI-MIX: Wants Authority to Use MCB Cash Collateral
-------------------------------------------------------------
Southern Redi-Mix Corporation requests the U.S. Bankruptcy Court
for the Massachusetts for authority to use cash collateral
generated by sales and operations in the ordinary course of
business to maintain the value of its property in order to
reorganize.
In July 2012, Mechanics Cooperative Bank ("MCB"), established a
$170,000 line of credit with the Debtor and included guarantees
from Gregory Keelan and Gilbert Lopes. To date there remains
approximately $156,000 due and owing to MCB. Consequently, MCB
claims a first-priority security interest in all of the Debtor's
accounts and inventory including the Debtor's cash, and a blanket
junior lien in all of the Debtor's vehicles and equipment.
On Sept. 25, 2017, MCB filed a lawsuit against the Debtor and Mr.
Keelan, as guarantor, but did not include Mr. Lopes in the lawsuit
as a guarantor. The lawsuit seeks repayment of the entire Note.
On Oct. 4, 2017, the Debtor received an injunction against the
Debtor's use of any collateral secured by the MCB loan, outside the
ordinary course. The injunction order required the funds received
collected by the Debtor in the ordinary course of the sale of MCB's
collateral be held in a "suspense" account.
Despite protest by the Debtor that this order would virtually put
the Debtor out of business and disrupt the livelihood of its
employees and payments, neither MCB nor the State Court would
consider the equities. Further, MCB objected to the Debtor's use
of any funds to pay its payroll obligations.
Due to the lack of cash flow, and pressure from various lenders, it
became increasingly difficult for the Debtor to operate.
Accordingly, the Debtor requires the use of the cash collateral
utilize, substantially in accordance with the 8-week Budget in
order to fund its ongoing operations. The Debtor argues that
absent the use of cash collateral, the Debtor will be unable to pay
the usual and ordinary operating expenses of the business.
The Debtor proposes to adequately protect MCB's interest for the
use of any cash collateral as follows:
(a) by granting a replacement lien on the personal property to
the extent the lien is properly perfected in prepetition
collateral;
(b) by making monthly payments at the contract rate of
$1,908;
(c) by maintaining insurance on the Debtor's personal property
and by paying all postpetition vendor and other administrative
costs on a timely basis; and
(d) by operating their business and pursuing their
reorganization in this case to maintain both its going concern and
the value of MCB's collateral.
The Debtor believes that its assets are worth far more on a going
concern basis than in a hypothetical liquidation of $600,000. The
Debtor asserts that that its business grosses approximately
$450,000 per month.
Furthermore, because the State Court Order prohibits the use of
funds beyond the ordinary course, the Debtor seeks to carve-out
from the use of cash up to $8,000 for the Debtor's counsel fees,
which payments would be made in installments $1,000 per week for
the initial 8 weeks of this case. In addition, the Debtor seeks to
carve-out from the use of cash amounts to pay Chapter 11 U.S.
Trustee quarterly fees.
A full-text copy of the Debtor's Motion, dated Oct. 12, 2017, is
available at https://is.gd/I8BSLy
About Southern Redi-Mix
Southern Redi-Mix Corporation is a concrete manufacturing and sales
corporation located in Marshfield, Massachusetts. Southern
Redi-Mix has been in continuous operations since its founding in
1986.
In February 2010, Gregory Keelan and Henry Stout formed an equal
partnership, Northern Yankee, LLC, which acquired 100% of Southern
Redi-Mix. In February 2012, Gilbert Lopes, together with Mr.
Keelan, formed Bristol Yankee, LLC, in order to acquire McCabe Sand
and Gravel in Taunton, MA. Southern Redi-Mix and McCabe Sand
integrated business operations with the sales efforts pushed toward
the McCabe Sand facility at the behest of Lopes.
Southern Redi-Mix filed a Chapter 11 petition (Bankr. D. Mass. Case
No. 17-13790) on Oct. 12, 2017. The Debtor is represented by John
M. McAuliffe, Esq., at McAuliffe & Associates, P.C., in Newton,
Massachusetts.
SOUTHWORTH COMPANY: Committee Hires Shatz Schwartz as Counsel
-------------------------------------------------------------
The Official Unsecured Creditors Committee of Southworth Company
seeks authorization from the U.S. Bankruptcy Court for the District
of Massachusetts to retain Shatz Schwartz and Fentin, P.C., as
counsel to the Committee.
The Committee requires Shatz Schwartz to:
a. represent the Committee for all matters relating to the
administration of the Chapter 11 case;
b. evaluate the amount of and perfection of various secured
claims;
c. investigate whether there are any voidable transfers, or
other claims that may be asserted on behalf of the estate
and its creditors;
d. evaluate any sales of the Debtor's assets;
e. evaluate and participate in the draft of any proposed plan
of reorganization;
f. consult with the Debtor, its counsel, other professionals,
and the U.S. Trustee; and
g. provide other legal services which may enhance the recovery
for creditors.
Shatz Schwartz will be paid at these hourly rates:
Partners $275-$475
Associates $200-$250
Paralegals $165-$180
Shatz Schwartz will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Steven Weiss, shareholder of Shatz Schwartz and Fentin, P.C.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Shatz Schwartz can be reached at:
Steven Weiss, Esq.
SHATZ SCHWARTZ AND FENTIN, P.C.
1441 Main Street
Springfield, MA 01103
Tel: (413) 737-1131
About Southworth Company
Southworth Company filed a Chapter 11 petition (Bankr. D. Mass.
Case No. 17-30817) on Sept. 27, 2017. The petition was signed by
John S. Leness, its president. At the time of filing, the Debtor
estimated $1 million to $10 million in assets and $10 million to
$50 million in liabilities.
Southworth Company is a privately owned Massachusetts Corporation
organized in 1839 and headquartered in Agawam, Massachusetts. In
2006, Southworth acquired the Esleeck Paper Company in Turners
Falls where it operates as Turners Falls Paper Company. The Madison
Park Group, a greeting card and gift company based in Seattle,
Washington, was acquired in 2012 and operates as a division of the
Debtor.
Southworth has recently employed approximately 100 employees and
has been engaged in the manufacture of specialty papers for baking
and health care applications, envelopes and office paper, as well
as greeting cards and gifts.
Judge Elizabeth D. Katz presides over the case.
SPINLABEL TECHNOLOGIES: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------------
The Office of the U.S. Trustee on Oct. 12 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of SpinLabel Technologies, Inc.
About SpinLabel Technologies, Inc.
SpinLabel Technologies, Inc. -- http://www.spinlabels.com/-- is a
Florida-based company dedicated to building and licensing its
unique labeling technology that builds brand value by engaging
current and prospective customers in the shopping corridor and at
home.
SpinLabel's proprietary, patented label Technology enables a
spinning label (an outer Label over an inner label) to almost
double the valuable messaging space on a container. SpinLabel is
aligned with top label manufacturers globally to facilitate easy
integration into most types of existing consumer product
packaging.
Based in Miami, Florida, SpinLabel -- which does business as
Spinformation, Inc., as Accudial Pharmaceutical, Inc., and as
Accudial, Inc. -- filed a Chapter 11 petition (Bankr. S.D. Fla.
Case No. 17-20123) on August 9, 2017. Bradley S. Shraiberg, Esq.,
at Shraiberg Landaue & Page PA, serves as the Debtors' bankruptcy
counsel.
In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Alan
Shugarman, its director.
SPRUHA SHAH: Can Continue Using Cash Collateral Until Oct. 31
-------------------------------------------------------------
The Hon. Deborah L. Thorne of the U.S. Bankruptcy Court for the
Northern District of Illinois has entered a fourth interim order
authorizing Spruha Shah, LLC, and its affiliates to use the cash
collateral of MB Financing Bank through and including Oct. 31,
2017.
A hearing on the Debtors' further use of cash collateral will be
held on Oct. 27, 2017 at 10:00 a.m.
The Debtors are authorized to use cash collateral conditioned on
these terms and conditions:
(a) Spruha Shah, LLC, must make $11,034 adequate protection
payment, of which $4,571 is to be deposited into escrow for the
payment of real estate taxes, on or before Oct. 15, 2017;
(b) Sneh and Sahil Enterprises, Inc., must make a $2,100
adequate protection payment to MB Financing Bank on or before Oct.
15;
(c) MB Financing Bank is granted postpetition replacement liens
in the Debtors' property to the extent that the value of their
prepetition cash-collateral diminishes postpetition;
(d) The Debtors are authorized to pay from the funds in their
respective Debtor-in-Possession operating accounts only: (i) those
types of expenditures specified in the Budgets and for applicable
periods set forth in the budget, and (ii) in the amounts set forth
for each line item expenditure in the budget;
(e) The Debtors will not use, sell or otherwise dispose of any
of Debtors' assets, except in the ordinary course of their
business, without further order of the Court;
(f) The Debtors agree not to incur any further indebtedness
other than in the ordinary course of business, grant or provide
liens, or guaranty other obligations, without the prior written
consent of MB Financing Bank and the Court;
(g) The Debtors will not make any cash payments for labor and
will make all payroll withholding payments or provide for 1099
reporting of any amounts paid to non-regular employees or
independent contractors;
(h) The Debtors will determine whether and to what extent any
personal expense of the respective principals and their principals'
family members and friends have made from the Debtors' operating
accounts and must make an accounting of the same and tender the
accounting to MB Financing Bank's counsel on or before Oct. 27,
2017 at 10:00 a.m. Further, the Debtors must make arrangements for
the return of the same to the Debtors' bankruptcy estates;
(i) The Debtors will maintain insurance coverage requirements
pursuant to the provisions of its existing agreements with MB
Financing, including maintaining MB Financing as the loss payee
under the Debtors' insurance policy on the Premises; and
(j) The Debtors will properly maintain the Premises in good
repair and properly manage such Premises; and
(k) The Debtors will permit MB Financing to inspect its books
and records.
A full-text copy of the Fourth Interim Order, dated Oct. 12, 2017,
is available at https://is.gd/j28vI6
About Spruha Shah and
Sneh and Sahil
Sneh and Sahil Enterprises, Inc. -- http://www.arlingtonrental.com/
-- does business under two assumed names, as follows: (a) Arlington
Rental, which is in the business of the rental of party equipment
and supplies, like tents, portable dance floors, tables chairs and
other catering needs, and (b) R Lederleitner Landscape, which is in
the business of performing landscaping services. It operates from
a commercial property owned by Spruha Shah.
Spruha Shah, LLC, a single asset real estate as defined in 11
U.S.C. Section 101(51B), is the owner of the real property commonly
known as 500 S. Hicks Rd., Palatine, Illinois.
Spruha Shah, LLC, and Sneh and Sahil Enterprises filed Chapter 11
bankruptcy petitions (Bankr. N.D. Ill. Case Nos. 17-18858 and
17-18861, respectively) on June 22, 2017. The petitions were signed
by Sanjay Shah, managing member. The cases are jointly
administered under Case No. 17-18858, with Judge Deborah L. Thorne
presiding.
At the time of filing, the Debtors estimated assets and liabilities
ranging between $1 million to $10 million.
The Debtors are represented by Timothy C. Culbertson, Esq., at the
Law Offices of Timothy C. Culbertson.
STEVE PATTERSON: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
The Office of the U.S. Trustee Oct. 11 disclosed in a court filing
that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Steve Patterson LLC.
About Steve Patterson LLC
Steve Patterson LLC filed a Chapter 11 bankruptcy petition (Bankr.
W.D. Pa. Case No. 17-23520) on August 31, 2017, disclosing less
than $1 million in both assets and liabilities. The Debtor is
represented by Robert O Lampl, Esq., as its bankruptcy counsel.
SUPERIOR PLUS: S&P Affirms 'BB' CCR Amid New C$150MM Notes Add-On
-----------------------------------------------------------------
S&P Global Ratings said that it affirmed its 'BB' issue-level
rating, with a '3' recovery rating, on Superior Plus L.P.'s 5.25%
senior unsecured notes due 2024, following the company's
announcement to increase the aggregate principal amount by C$150
million. The '3' recovery rating reflects S&P's expectation for
meaningful (50%-70%; rounded estimate 50%) recovery under our
simulated default scenario.
S&P said, "We expect the company will use the proceeds from the
add-on issuance to repay the 6% convertible debentures of about
C$100 million, repay existing borrowings on the credit facility,
and for general corporate purposes. All of our other ratings on
parent Superior Plus Corp. are unchanged, including our 'BB'
long-term corporate credit rating. The outlook is stable.
"Our ratings on Superior Plus Corp. primarily reflect weak pricing
power and limited scale in each of its segments, partially offset
by the company's solid market position in the energy services and
chemicals segments, as well as good operational and geographic
diversity. The proposed add-on transaction will be neutral to the
credit measures and, accordingly, we continue to expect the company
to maintain its adjusted three-year, weighted-average, funds from
operations-to-debt in the 20%-30% range."
ISSUE RATINGS
Recovery Analysis
Key analytical factors:
-- S&P said, "We value Superior Plus on a going-concern basis
using a 6x multiple of our estimate of the company's distressed
run-rate EBITDA. Our emergence EBITDA at default of C$155 million
approximates the company's estimated fixed charges in the simulated
year of default and incremental EBITDA generation from the acquired
Gibson Energy industrial propane business as well as the recent
acquisitions made year-to-date."
-- The '3' recovery rating on the notes corresponds with S&P's
estimate of meaningful (50%-70%; rounded estimate 50%) recovery and
an issue-level rating that is the same as the 'BB' long-term
corporate credit rating.
-- S&P's simulated default contemplates a default in 2022, at
which point Superior Plus can no longer fund its fixed charge
obligations.
-- S&P assumes the company's C$620 million credit facility is 85%
drawn in the default year.
-- S&P assumes credit facility claims are fully covered, with
unsecured noteholders having a claim on the remaining estimated
value of the company.
Simulated default assumptions:
-- Simulated year of default: 2022
-- EBITDA at emergence: C$155 million
-- EBITDA multiple: 6x
Simplified waterfall:
-- Gross recovery value: C$935 million
-- Net recovery value (after 5% administrative costs): C$890
million
-- Obligor/non obligor valuation: 90%/10%
-- Estimated first-lien claim: C$547 million
-- Value available for first-lien debt claims : C$857 million
--Recovery rating: Not applicable
-- Estimated unsecured notes claims: C$626 million
-- Total value available to unsecured claims: C$340 million
--Recovery expectations: 50%-70% (rounded estimate 50%)
-- All debt amounts include six months of prepetition interest.
RATINGS LIST
Superior Plus Corp.
Corporate credit rating BB/Stable/--
Rating Affirmed/Recovery Rating Unchanged
Superior Plus L.P.
Senior unsecured notes BB
Recovery rating 3 (50%)
SURVEY SAMPLING: S&P Places 'B-' CCR on CreditWatch Developing
--------------------------------------------------------------
S&P Global Ratings placed its ratings, including the 'B-' corporate
credit rating, on Survey Sampling International LLC on CreditWatch
with developing implications.
The CreditWatch placement follows Survey Sampling's announcement
that it intends to merge with Research Now Group Inc., a digital
data collection and marketing intelligence company. Research Now
and Survey Sampling's financial sponsors, Court Square Capital
Partners and HGGC LLC, respectively, will remain the majority
owners of the combined company.
S&P said, "We will monitor any developments related to the proposed
transaction, including the ultimate financing structure and the
likelihood of a successful completion, and resolve the CreditWatch
placement no later than the transaction's closing. We could raise
the ratings if the transaction is successful and Survey Sampling's
existing debt is refinanced under a new credit agreement, which
would provide the combined company with adequate liquidity. We
could lower the ratings if the transaction isn't completed and
Survey Sampling's liquidity and covenant margin of compliance
remain thin, leading to covenant violations."
TAILORED BRANDS: S&P Revises Outlook to Stable & Affirms 'B' CCR
----------------------------------------------------------------
S&P Global Ratings revised its outlook on Houston, TX-based
specialty retailer Tailored Brands, Inc. to stable from negative.
At the same time, S&P affirmed its 'B' corporate credit rating on
the company.
Tailored Brands, Inc. has reported gradually recovering operating
performance at Jos. A. Bank year-to-date, in addition to moderate
debt repayment, which has resulted in improved credit metrics.
S&P said, "We also affirmed our 'B+' issue-level rating on the
company's term loan. The '2' recovery rating is unchanged,
indicating our expectation for substantial (70%-90%; rounded
estimate: 70%) recovery in the event of default. We also affirmed
our 'CCC+' issue-level rating on the company's unsecured notes. The
'6' recovery rating is unchanged, indicating our expectation for
negligible (0% to 10%; rounded estimate: 0%) recovery in the event
of default.
"The outlook revision reflects stabilizing operating trends at one
of the company's key brands, Jos. A. Bank, along with improving
credit metrics as a result of enhanced company profitability and
moderate debt repayment. Jos. A. Bank, which currently comprises
about 22% of the company's revenue, has faced challenged
performance in recent years as it has moved away from its
well-known promotions emphasizing bulk purchases to less aggressive
promotions, while also aiming to broaden its customer base by
introducing new merchandise targeted toward a younger demographic.
After several quarters of meaningful comparable-store sales
decline, these initiatives have begun to gain traction, with the
brand reporting positive comparable-store sales in the last three
quarters, as well as a meaningfully improved margin profile as a
result of more controlled promotional activity. Operating
performance has also been positively affected by management efforts
to right-size its cost structure, which includes the closing of 250
stores since January 2016, the majority of which were
underperforming Jos. A. Bank stores, along with the closing of all
170 Tuxedo Shops at Macy's. We expect that trends at Jos. A. Bank
will continue to improve over the next 12-18 months, with
comparable-store sales growth in the mid-single digits in the
second half of fiscal 2017, and low-single digit growth in fiscal
2018.
"The stable outlook reflects our view that credit metrics will
modestly improve over the next 12 months as a result of continued
improvement at Jos. A. Bank and moderate debt repayment, partially
offset by softness at the legacy brands. We forecast FFO to debt in
the mid-teens percentage area, and fixed-charge coverage in the
mid- to high-1x area at fiscal year-end 2017.
"We could lower the ratings if sales declines at legacy brands
become more severe and extend beyond our base-case expectation,
and/or operating performance at Jos. A. Bank fails to maintain
momentum and turns negative. This could be the result of Jos. A.
Bank's new merchandise and marketing attracting customers away from
Men's Wearhouse, along with increased competition from department
stores and off-price retailers further pressuring traffic and
margins at all brands. Under this scenario, comparable-store sales
decline would be in the mid-single digits percentage area at legacy
brands, and decline in the low-single digits percentage area at
Jos. A. Bank, along with gross margin declining 200 bps below our
forecast. This would lead to FFO to debt in the low-double digits
percentage area, and fixed charge coverage in the low- to mid-1x
area. Weakening performance and traffic trends at legacy brands
could also cause us to view the company's competitive standing and
operating efficiency less favorably, resulting in a lower rating.
"We could raise the rating if operating performance at Jos. A. Bank
remains positive, while traffic trends at the legacy brands show
meaningful, sustained improvement. This could happen if Jos. A.
Bank continues to execute well on its new promotional strategy,
while legacy brands like Men's Wearhouse drive incremental business
through enhanced merchandising and marketing. Under this scenario,
comparable-store sales would be in the mid-single digits percentage
area at Jos. A. Bank, and in the low-single digits percentage area
at the legacy brands. Gross margin would also grow 100 bps above
our expectation, leading to FFO to debt of around 20% and
fixed-charge coverage near 2x on a sustained basis."
TECHNOLOGY WAY: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Technology Way Holdings, LLC as
of Oct. 11, according to a court docket.
About Technology Way Holdings
Headquartered in Boca Raton, Florida, Technology Way Holdings, LLC,
owns commercial condominiums at 1477 Techonology Way, Boca Raton,
Florida, comprising of Units 1-201 and 1-202, approximately 4,595
square feet.
Technology Way Holdings filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 17-18574) on July 7, 2017, estimating
its assets at up to $50,000 and its liabilities at between $1
million and $10 million. The petition was signed by Emma T.
Alvardo, manager.
Judge Paul G. Hyman, Jr., presides over the case.
Thomas L. Abrams, Esq., at Gamberg & Abrams serves as the Debtor's
bankruptcy counsel. Taps NAI Miami as Real Estate Broker to market
and sell its condominium units located at at 1477 Techonology Way,
Boca Raton, Florida.
TECK RESOURCES: S&P Raises CCR to 'BB+' on Stronger Credit Metrics
------------------------------------------------------------------
S&P Global Ratings said it raised its long-term corporate credit
rating on Vancouver-based globally diversified mining company Teck
Resources Ltd. to 'BB+' from 'BB'. The outlook is stable.
At the same time, S&P Global Ratings raised its issue-level ratings
on the company's guaranteed and non-guaranteed senior unsecured
notes to 'BB+' from 'BB'. The recovery rating on its guaranteed
notes is unchanged at '3' (50%-70%, capped as per our criteria).
S&P Global Ratings also revised its recovery rating on Teck's
non-guaranteed notes is to '3' from '4'. A '3' recovery rating
indicates S&P's expectation of meaningful (50%-70%; rounded
estimate 50%) recovery in default.
The upgrade primarily reflects S&P's expectation for Teck to
sustain credit ratios that are conservative for the rating over the
next two years. Teck is on track to exceed S&P's previous estimates
for its cash flow generation in 2017, led by materially higher
copper and zinc prices and continued strength in its metallurgical
coal business. The company has generated substantial free cash flow
over the past three quarters -- close to C$2.5 billion -- despite
high capital expenditures and significantly reduced debt. SP now
expects Teck to generate an adjusted debt-to-EBITDA ratio in the
low-1x area this year and below 2x over the next two years despite
the rating agency's declining metallurgical coal price
assumptions.
S&P said, "The stable outlook reflects our expectation for Teck to
maintain credit measures we consider strong for the rating over the
next two years. We expect the company to generate an adjusted
debt-to-EBITDA ratio in the low-1x area in 2017, and below 2x on a
three-year, weighted-average period. Our outlook also incorporates
Teck's high sensitivity to significant commodity price and foreign
exchange volatility, and the potential that future investments or
shareholder initiatives could lead to higher leverage.
"A downgrade could result if, over the next 12 months, we believe
Teck will generate and sustain an adjusted debt-to-EBITDA ratio of
about 3x. In this scenario, we would expect a sharp and sustained
correction in commodity prices, including metallurgical coal,
copper, and zinc, or protracted operating challenges that weaken
the company's cost position and our view of Teck's business risk
profile.
"In addition, we would be more inclined to take a negative rating
action if the company adopted shareholder-friendly initiatives,
including significant dividends or share buybacks, that contribute
to materially higher leverage.
"We could upgrade Teck if we believe the company can generate and
sustain an adjusted debt-to-EBITDA ratio of about 2x, with a low
risk of future material increases in leverage. In this scenario, we
would expect the company to demonstrate a commitment to maintain
conservative credit measures, particularly during periods of
significant growth investments and weaker market conditions."
TEXAS PELLETS: Hires Configure Partners as Investment Banker
------------------------------------------------------------
Texas Pellets, Inc., and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Eastern District of Texas to
employ Configure Partners, LLC, as investment banker to the
Debtor.
Texas Pellets requires Configure Partners to:
a. familiarize with, to the extent Configure Partners deems
appropriate, and analyze, the business, operations,
properties, financial condition, financial projections, and
prospects of the Debtors;
b. advise the Debtors on the current state of the
restructuring market, financial markets and industries in
which the Debtors do business;
c. assist and advise the Debtors in developing a general
strategy for accomplishing a Transaction;
d. assist and advise the Debtors in implementing a
Transaction, including advising the Debtors regarding
tactics and strategies for negotiating with the Debtors'
creditors and other stakeholders;
e. assist and advise the Debtors in evaluating and analyzing a
Transaction, including the Debtors' potential debt capacity
in light of their projected cash flows, the value of the
securities or debt instruments, if any, that may be issued
in any such Transaction, and the range of values for the
Debtors on a going-concern basis;
f. assist the Debtors in developing a list of potential
sources for a Transaction and, at the Debtors' request,
contact any and all potential sources and assist the
Debtors in any negotiations with interested parties;
g. be available at the Debtors' request to meet with the
Debtors' management, board of directors or appropriate
committee thereof (the "Board"), creditor groups, or
other parties, to discuss any Transaction;
h. assist the Debtors in the development, preparation and
distribution of selected information, documents and other
materials to create interest in and to consummate any
Transaction; and
i. render such other financial advisory and investment
banking services as may from time to time be agreed upon in
writing between by Configure Partners and the Debtors.
Configure Partners will be paid as follows:
(a) A monthly cash fee (the "Monthly Fee") until the
expiration or termination of the Engagement Letter. The
first Monthly Fee shall be paid upon approval of the
Engagement Letter by this Court and will be made in
respect of the period from September 28, 2017 through the
month in which such payment is made (for the full monthly
fees from September 28, 2017 through and including the
month in which such payment is made.). Thereafter, payment
will be due and paid by the Debtors in advance on the same
day of each month during the term of the Engagement
Letter. All monthly payments shall be paid in strict
accordance with the Court's June 10, 2016 Administrative
Order Under Sections 105(a) and 331 of the Bankruptcy Code
Establishing Procedures for Interim Compensation and
Reimbursement of Professionals and at the dates and
times set forth in that order.
(b) Promptly upon the consummation of any Transaction, a non-
refundable, cash fee (a "Transaction Fee") in an amount
agreed to by the Debtors and Configure Partners as set
forth in the Engagement Letter.
Jay C. Jacquin, managing partner of Configure Partners, LLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Configure Partners can be reached at:
Jay C. Jacquin
CONFIGURE PARTNERS, LLC
3340 Peachtree Road
Atlanta, GA 30326
Tel: (678) 723-4575
About Texas Pellets, Inc.
Texas Pellets, Inc., based in Woodville, Texas, filed a Chapter 11
petition (Bankr. E.D. Tex. Case No. 16-90126) on April 30, 2016.
The petition was signed by Anna Katherin Leibold, its president and
chief executive officer.
German Pellets Texas, LLC, also based in Woodville, Texas, filed a
Chapter 11 petition (Bankr. E.D. Tex. Case No. 16-90127) on April
30, 2016. The petition was signed by Peter H. Leibold, its chief
executive officer.
The cases have been jointly administered under Texas Pellets'
case.
Judge Bill Parker presides over the cases.
The Debtors employed William Steven Bryant, Esq., at Locke Lord LLP
as their legal counsel; Searcy & Searcy, P.C. as local/conflicts
co-counsel; and Guggenheim Securities, LLC, and Configure Partners,
LLC, as investment bankers. Bryan M. Gaston, and the firm
Opportune, LLP, serve as the Debtors' Chief Restructuring Officer.
An official committee of unsecured creditors was appointed on May
17, 2016. No trustee or examiner has been appointed. Counsel for
the Committee is Patrick Kelley, Esq., at Ireland, Carroll & Kelly,
P.C.
UNIFIED CLEANING: Hires STS Tax as Bankruptcy Counsel
-----------------------------------------------------
Unified Cleaning Services, LLC, seeks authority from the U.S.
Bankruptcy Court for the District of Maryland to employ STS Tax
Law, LLC, as bankruptcy counsel to the Debtor.
Unified Cleaning requires STS Tax to:
a. provide legal advice to and representation for the Debtor
with respect to any reorganization, workout agreement,
bankruptcy proceeding, or other agreement or transaction
proposed or entered into by the Debtor;
b. prepare any instruments, agreements, pleadings, or other
documents necessary to effectuate any reorganization,
workout agreement, bankruptcy proceeding, or other
agreement or transaction proposed or entered into by the
Debtor;
c. represent the Debtor in any action, proceeding, trial,
conference, meeting, hearing, negotiation, or other
proceeding or transaction in which the Debtor is or
becomes involved as a result of any reorganization, workout
agreement, bankruptcy proceeding, or other agreement or
transaction proposed or entered into by the Debtor;
d. prepare and file on behalf of the Debtor all petitions,
schedules, statements, plans, and other documents or
pleadings;
e. attend and represent the Debtor at all meetings of
creditors, hearings, trials, conferences, negotiations,
and other proceedings, whether in or out of court;
f. provide legal advice to the Debtor as to the rights,
duties, and powers of the Debtor as a Chapter 11 Debtor in
possession, and as to other matters arising in or related
to the Chapter 11 case, including the formulation,
presentation and confirmation of a plan of reorganization;
and
g. assist, advise, and represent the Client on matters related
to the Chapter 11 case as requested by the Debtor.
STS Tax will be paid at these hourly rates:
Attorneys $250
Paralegals $90
Prior to the Petition Date, STS Tax received a retainer totaling
$7,500, in connection with planning and preparation of initial
documents for the Debtor's Chapter 11 case, as well as the
representation of the Debtor in the Chapter 11 case. To date,
$7,500 in fees and expenses have been applied to outstanding
balances existing as of the Petition Date. STS Tax expects to
secure an additional retainer of $7,500 as security for STS Tax's
post-petition services.
STS Tax will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Murray Singerman, member of STS Tax Law, LLC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
STS Tax can be reached at:
Murray Singerman, Esq.
STS TAX LAW, LLC
3701 Old Court Road, Suite 21
Pikesville, MD 21208
Tel: (443) 472-4101
E-mail: msingerman@ststaxlaw.com
About Unified Cleaning Services, LLC
Unified Cleaning Services, LLC, filed a Chapter 11 bankruptcy
petition on October 11, 2017. The Debtor hired Murray Singerman,
Esq., at STS Tax Law, LLC, as counsel.
UNIQUE VENTURES: Trustee Selling All Assets to SFR II for $2.9M
---------------------------------------------------------------
M. Colette Gibbons, the Chapter 11 Trustee for Unique Ventures
Group, LLC, asks the U.S. Bankruptcy Court for the Western District
of Pennsylvania to authorize the sale of substantially all assets
to SFR II Holdings, LLC, for $2,868,000 plus payment of cure costs
for any contracts to be assumed and any specified assumed
liabilities, subject to higher or better bids.
Contemporaneous with the filing of the Motion, the Trustee filed
Procedures Motion, which asks approval of the sale and bid
procedures for the sale, as more particularly set forth therein.
She anticipates that the Court will approve Bid Procedures in some
form, and such Bid Procedures will govern the sale process.
The Trustee and her advisors have worked diligently to identify a
potential purchaser for the Debtor's Assets. During that process,
the Stalking Horse Bidder, came forward and expressed an interest
in entering into a stalking horse agreement for the sale of
substantially all of the Debtor's Assets. The Trustee negotiated
at arm's length with the Stalking Horse Bidder and determined,
after consulting with her advisors, that the terms proposed by the
Stalking Horse Bidder constitute the best available stalking horse
bid for the Assets and could serve to set a floor for the auction
process.
Thereafter, on Oct. 12, 2017, the Trustee and the Stalking Horse
Bidder entered into the Asset Purchase Agreement (as amended,
supplemented, or modified from time to time), pursuant to which
Trustee agreed to sell the Assets to the Stalking Horse Bidder in
exchange for $2,868,000 plus payment of cure costs for any
contracts to be assumed and any specified assumed liabilities,
subject to higher or better bids.
In general, however, the Stalking Horse Bidder has agreed to
purchase substantially all of the Debtor's assets, other than cash,
cash equivalents, pre-closing accounts receivable and certain
non-operating assets, such as causes of action arising under
chapter 5 of the Bankruptcy Code and other assets not associated
with the intellectual property of Perkins and Marie Callender's,
LLC, all of which will be left behind for the Debtor's estate.
A copy of the Stalking Horse APA attached to the Motion is
available for free at:
http://bankrupt.com/misc/Unique_Ventures_700_Sales.pdf
From the time of execution of the Stalking Horse APA, the Trustee
and her advisors intend to conduct a postpetition marketing process
to qualify any potential buyers and sell the Assets to the highest
and best bidder through the Court-approved process as set forth in
the Bid Procedures. The Trustee intends to supply further
testimony and evidence of the postpetition marketing and sale
process prior to or at the Sale Hearing, which will further
describe the steps she and her advisors took after the filing of
the Motion to solicit offers and ultimately consummate a deal for
the Assets.
As set forth with the Procedures Motion, the Trustee asks that the
Court schedule an auction in December 2017 at which time the Court
will accept bids for substantially all of the Assets. The Court
will set a sale hearing immediately following the Auction.
The Trustee proposes to sell the Assets to the Successful Bidder,
free and clear of all liens, claims, encumbrances, or other
interests, with such liens, claims, rights, interests, and
encumbrances to attach to the sale proceeds of the Assets.
In order to enhance the value to the Debtor's estate, the Trustee
asks approval of the assumption and assignment of certain executory
contracts and unexpired leases to the Successful Bidder upon the
closing of the transaction contemplated under the Successful
Bidder's purchase agreement and payment of the cure costs.
In order to allow the immediate realization of value for the Assets
and close the transaction, the Trustee asks that any order granting
the Motion be effective immediately and not subject to the 14-day
stay imposed by Bankruptcy Rules 6004(h) and 6006(d).
The Purchaser is represented by:
Bart Norman, Esq.
SMITH, ANDERSON, BLOUNT, DORSETT,
MITCHELL & JERNIGAN, L.L.P.
Wells Fargo Capitol Center
150 Fayetteville Street, Suite 2300
Raleigh, NC 27601
Facsimile: (919) 821-6800
E-mail: bnorman@smithlaw.com
About Unique Ventures
Unique Ventures Group, LLC, based in Pittsburgh, Pennsylvania,
filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 17-20526) on
Feb. 13, 2017. Unique Ventures owns 28 Perkins Restaurant & Bakery
locations in Pennsylvania and Ohio. Unique may have an interest in
10 Burger Kings, all in Ohio, through a related entity, according
to a Pittsburgh Business Times report.
The petition was signed by Eric E. Bononi, receiver, CEO and CRO.
The Debtor estimated $10 million to $50 million in assets and
liabilities.
The Hon. Thomas P. Agresti presides over the Chapter 11 case.
Unique Ventures hired Leech Tishman Fuscaldo & Lampl, LLC, and
RudovLaw as counsel. It also hired Scott M. Hare, Attorney at Law,
to provide legal advice on litigation-related issues.
Andrew R. Vara, Acting U.S. Trustee for Region 3, on March 2, 2017,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of Unique Ventures
Group, LLC. The Committee hired Whiteford Taylor & Preston, as
counsel, and Albert's Capital Services, LLC, as financial advisor.
The Acting United States Trustee appointed M. Colette Gibbons,
Esq., as the Chapter 11 Trustee for Unique Ventures Group. The
Trustee is represented by Scott N. Opincar, Esq., and Michael J.
Kaczka, Esq., at McDonald Hopkins, LLC.
VITAMIN WORLD: Hires RAS Management as Financial Advisor
--------------------------------------------------------
Vitamin World, Inc., and it debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the District of Delaware to employ
RAS Management Advisors, LLC, as financial advisor to the Debtor.
Vitamin World requires RAS Management to:
a. review and assist in preparing the Debtors' 13-week cash
flow forecast, including the extended cash flow forecast,
and all underlying operational assumptions, so as to
evaluate the reasonableness of the Debtors' cash flow
forecast and related assumptions, and the Debtors'
compliance therewith;
b. review and assist in the execution of the Debtors' plans
related to potential store closures and related inventory
sales and liquidation plans to assess the reasonableness of
such plans and implications on the Debtors' cash flow
projections; and
c. assist the Debtors' management team with additional
matters, as reasonably requested.
RAS Management will be paid as follows:
-- Hourly rates between $325 and $550 per hour for the
majority of its work.
-- Daily rates between $3,250 and $5,500 for work performed
away from its offices for no less than 10 hours. Hours in
excess of 10 hours per day and hours spent working at its
offices was charged at the applicable hourly rates.
-- Travel was charged at no greater than 50% of the applicable
hourly rate.
Prior to the Petition Date, RAS Management received a retainer in
the amount of $65,000 on August 22, 2017 and an additional retainer
in the amount of $135,000 on September 8.
Prior to the Petition Date, RAS Management was also paid an
additional aggregate amount of approximately $108,043 (including
approximately $5,387 in reimbursed Expenses) in full payment for
all of its services within the 90 days prior to the Petition Date
in the ordinary course of business and pursuant to the terms of the
RAS Management Engagement Letter, and all related invoices. RAS
Management is currently holding a remaining Retainer amount of
$188,655.
RAS Management will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Timothy D. Boates, president of RAS Management Advisors, LLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and (a)
is not creditors, equity security holders or insiders of the
Debtors; (b) has not been, within two years before the date of the
filing of the Debtors' chapter 11 petition, directors, officers or
employees of the Debtors; and (c) does not have an interest
materially adverse to the interest of the estate or of any class of
creditors or equity security holders, by reason of any direct or
indirect relationship to, connection with, or interest in, the
Debtors, or for any other reason.
RAS Management can be reached at:
Timothy D. Boates
RAS MANAGEMENT ADVISORS, LLC
1285 Sharps Cove Road
Gurley, AL 35748
Tel: (256) 776-4990
Fax: (734) 520-6779
About Vitamin World
Vitamin World Inc., VWRE Holdings, Inc. ("RE Holdings") and other
related entities sought Chapter 11 protection (Bankr. D. Del. Lead
Case No. 17-11933) on Sept. 11, 2017.
Headquartered in Holbrook, New York, Vitamin World is a specialty
retailer in the vitamins, minerals, herbs and supplements market.
The Company offers customers products across all major VMHS and
sports nutrition categories, including, supplements, active
nutrition, multiples, letter vitamins, health and beauty, herbs,
minerals, food and specialty items.
When it filed for bankruptcy, Vitamin World was operating out of
four distribution centers located in Holbrook, New York; Sparks,
Nevada; Riverside, California; and Groveport, Ohio; and 334 retail
stores that are mostly located in malls and outlet centers across
the United States and its territories. Products are also sold
online at http://www.vitaminworld.com/ The Company has 1,478
active employees.
Katten Muchin Rosenman LLP is the Debtors' bankruptcy counsel. Saul
Ewing Arnstein & Lehr LLP is the co-counsel. Retail Consulting
Services, Inc., is the Debtors' real estate advisors. RAS
Management Advisors, LLC, is the financial advisor. JND Corporate
Restructuring is the claims and noticing agent.
Vitamin World estimated assets of $50 million to $100 million and
debt of $10 million to $50 million.
An Official Committee of Unsecured Creditors has been appointed in
the case. The Committee retained Lowenstein Sandler LLP as lead
counsel; and Whiteford, Taylor & Preston LLC as Delaware counsel.
WALTER INVESTMENT: Unit Inks Clean Up Call Pact with Capital One
----------------------------------------------------------------
Ditech Financial LLC, a wholly-owned, indirect subsidiary of Walter
Investment Management Corp., entered into a Clean-up Call Agreement
with Capital One, National Association on Oct. 10, 2017. Pursuant
to the Agreement, the Company paid an inducement fee in the amount
of $36.5 million to Capital One and Capital One agreed to assume
the Company's mandatory obligation to exercise the clean-up calls
for eight separate asset-backed securitization transactions related
to separate GreenPoint Credit Manufactured Housing Contract Trusts.
Each of the GreenPoint Trust issued certificates is backed by
manufactured housing contracts and insured by MBIA Insurance
Corporation. In addition, the Company's existing obligation to
reimburse Capital One for certain losses with respect to the
GreenPoint Trusts and other trusts was terminated and replaced with
a new obligation to reimburse Capital One for certain losses with
respect to the GreenPoint Trusts to the extent that those losses
exceed $17.0 million in the aggregate for the eight GreenPoint
Trusts from July 1, 2017, through each individual call date. In
connection with the exercise of each clean-up call Capital One
agreed to reimburse the Company for certain outstanding advances
previously made by the Company with respect to the related
GreenPoint Trusts, up to an aggregate amount of $6,375,000 for the
eight GreenPoint Trusts.
Prior to its entry into the Agreement the Company was obligated to
exercise the clean-up calls with respect to the GreenPoint Trusts
when the principal amount of the applicable trust loan pool fell to
10% or less of the original principal amount of the manufactured
housing contracts as of the date the Certificates were originally
issued by the related GreenPoint Trust. At June 30, 2017, WIMC
estimated that the Company's remaining clean-up call obligations
with respect to the GreenPoint Trusts were $72.0 million, $253.3
million and $63.1 million during the years ending Dec. 31, 2017,
2018 and 2019, respectively. Following Capital One's assumption,
pursuant to the Agreement, of the Company's obligations to exercise
future GreenPoint Trust clean-up calls, the Company will no longer
be obligated to exercise and fund such clean-up calls.
About Walter Investment
Walter Investment Management Corp. --
http://www.walterinvestment.com/-- is an independent servicer and
originator of mortgage loans and servicer of reverse mortgage
loans. The Company services a wide array of loans across the
credit spectrum for its own portfolio and for GSEs, government
agencies, third-party securitization trusts and other credit
owners. Through the consumer, correspondent and wholesale lending
channels, the Company originates and purchases residential mortgage
loans that are predominantly sold to GSEs and government agencies.
The Company also operates two supplementary businesses; asset
receivables management and real estate owned property management
and disposition. Based in Fort Washington, Pennsylvania, the
Company has approximately 4,500 employees and services a diverse
loan portfolio.
"The Company is facing certain challenges and uncertainties that
could have significant adverse effects on its business, liquidity
and financing activities," as disclosed in the Company's Form 10-Q
report for the period ended June 30, 2017. "The Company may be
adversely impacted by the following factors, among others: failure
to maintain sufficient liquidity to operate its servicing and
lending businesses due to the inability to renew, replace or extend
its advance financing or warehouse facilities on favorable terms,
or at all; failure to comply with covenants contained in its debt
agreements or obtain any necessary waivers or amendments; failure
to resolve its obligation with respect to the remaining mandatory
clean-up calls; and failure to successfully restructure its
corporate debt."
The Company reported a net loss of $833.9 million for the year
ended Dec. 31, 2016, a net loss of $263.2 million in 2015, and a
net loss of $110.3 million in 2014. As of June 30, 2017, Walter
Investment had $15.59 billion in total assets, $15.70 billion in
total liabilities and a total stockholders' deficit of $112.98
million.
Ernst & Young LLP, in Tampa, Florida, issued a "going concern"
opinion on the consolidated financial statements for the year ended
Dec. 31, 2016, noting that on July 31, 2017 the Company entered
into a Restructuring Support Agreement that provides for a
prepackaged plan of restructuring in the event the Company is
unsuccessful in otherwise restructuring its corporate debt. The
prepackaged plan would provide court relief under the provisions of
Chapter 11 of the Bankruptcy Code. These conditions, the auditors
said, raise substantial doubt about the Company's ability to
continue as a going concern.
* * *
In July 2017, S&P Global Ratings lowered its long-term issuer
credit rating on Walter Investment Management Corp. to 'CCC-' from
'CCC'. The outlook is negative.
In August 2017, Moody's Investors Service downgraded Walter
Investment's corporate family rating to 'Caa3' from 'Caa2'. The
rating action follows the company's announcement that it has
entered into a restructuring support agreement with more than 50%
of senior term loan lenders.
WESTAMPTON COURTS: Hires Gorski & Knowlton as Attorney
------------------------------------------------------
Westampton Courts Condominium One Association, seeks authority from
the U.S. Bankruptcy Court for the District of New Jersey to employ
Gorski & Knowlton PC, as attorney to the Debtor.
Westampton Courts requires Gorski & Knowlton to represent the
Debtor in the Chapter 11 bankruptcy proceedings.
Gorski & Knowlton will be paid at the hourly rate of $400. The firm
will be paid a retainer in the amount of $10,000, plus $1,717
filing fee. It will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Allen I. Gorski, partner of Gorski & Knowlton PC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Gorski & Knowlton can be reached at:
Allen I. Gorski, Esq.
Gorski & Knowlton PC
311 Whitehorse Avenue, Suite A
Hamilton, NJ 08610
Tel: (609) 964-4000
E-mail: agorski@gorskiknowlton.com
About Westampton Courts Condominium
One Association
Westampton Courts Condominium One Association, filed a Chapter 11
bankruptcy petition (Bankr. D.N.J. Case No. 17-30543) on October
10, 2017. The Debtor hired Allen I. Gorski, Esq., at Gorski &
Knowlton PC, as attorney.
WESTAMPTON COURTS: Hires McGovern Legal as Special Counsel
----------------------------------------------------------
Westampton Courts Condominium One Association, seeks authority from
the U.S. Bankruptcy Court for the District of New Jersey to employ
McGovern Legal Services, as special counsel to the Debtor.
Westampton Courts requires McGovern Legal to provide legal services
regarding condominium business, including money judgment action and
lien filing, foreclosure actions, bankruptcy matters, resolutions,
contracts and amendments.
McGovern Legal will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
The Debtor owed McGovern Legal for pre-petition representation in
the amount of $8,663.45.
Patricia Hart McGlone, member of McGovern Legal Services, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
McGovern Legal can be reached at:
Patricia Hart McGlone, Esq.
MCGOVERN LEGAL SERVICES
850 Carolier Lane
North Brunswick, NJ 08902
Tel: (732) 246-1221
About Westampton Courts Condominium
One Association
Westampton Courts Condominium One Association, filed a Chapter 11
bankruptcy petition (Bankr. D.N.J. Case No. 17-30543) on October
10, 2017. The Debtor hired Allen I. Gorski, Esq., at Gorski &
Knowlton PC, as attorney, and McGovern Legal Services, as special
counsel.
WET SEAL: Seeks to Hire Ernst & Young as Tax Advisor
----------------------------------------------------
The Wet Seal, and its debtor-affiliates, seek authority from the
U.S. Bankruptcy Court for the District of Delaware to employ Ernst
& Young LLP, as tax advisor to the Debtors.
Wet Seal requires EY LLP to render these services:
SOW No. 1
As set forth in detail in SOW No. 1 EY LLP will provide the
following tax advisory services to the Debtors:
-- EY LLP will provide employment tax advisory services with
respect to a Multi-state Employment Tax Refund Review.
Evaluation and Analysis
-- The primary objective of the Evaluation and Analysis
phase is to collect the relevant employment tax
information needed in order to qualify any preliminary
unemployment tax refunds for the 2015, 2016 and 2017 tax
years (the "Tax Years") filed in the following tax
jurisdictions: Alabama, Alaska, Arizona, Arkansas,
California, Colorado, Connecticut, Delaware, Florida,
Georgia, Hawaii, Idaho, Illinois, Indiana, Iowa, Kansas,
Kentucky, Louisiana, Maryland, Massachusetts, Michigan,
Minnesota, Mississippi, Missouri, Montana, Nebraska,
Nevada, New Hampshire, New Jersey, New Mexico, New York,
North Carolina, North Dakota, Ohio, Oklahoma, Oregon,
Pennsylvania, Puerto Rico, Rhode Island, South Dakota,
Tennessee, Texas, Utah, Virginia, Washington, and
Wisconsin (the "SOW No. 1 Jurisdictions").
-- EY LLP's review will focus on refunds that are identified
on previously filed state unemployment tax returns for
the Tax Years in the SOW No. 1 Jurisdictions (the "SOW
No. 1 Returns") that may arise during, but not limited
to, acquisitions, mergers, employee transfers, and
internal restructurings. Additionally, EY LLP will
confirm tax rate calculations that are utilized when
filing quarterly unemployment insurance contribution
payments. This phase may include additional brief
meetings with Debtors' designated representatives in
order to obtain a more thorough understanding of the
employment tax process and filing methodology, as well as
discussions with the pertinent state taxing jurisdiction
to obtain relevant historical state employment tax
account information for Debtors' employing entities.
Implementation
-- During the Implementation Phase, EY LLP will conduct
further analysis to quantify potential employment tax
refunds, as well as participate in discussions with the
appropriate taxing SOW No. 1 Jurisdictions personnel. EY
LLP will also participate in the recovery process in the
manner set forth in this paragraph. This process will
entail submitting refund calculations to the appropriate
taxing SOW No. 1 Jurisdictions for substantive review and
preparing and providing all necessary supporting
documentation and correspondence to the taxing
authorities, and taking such other actions as required
and appropriate in order to secure requested funds. EY
LLP will work with the Debtors' personnel and the taxing
SOW No. 1 Jurisdictions personnel to seek to secure the
requested refunds. EY LLP does not however, guarantee
that the requested refunds will be secured.
SOW No. 2
As set forth in detail in SOW No. 2 EY LLP will provide the
following tax advisory services to the Debtors:
-- EY LLP will provide employment tax advisory services
with respect to a Multi-jurisdiction Employment Tax
Refund Review.
Evaluation and Analysis
-- The primary objective of the Evaluation and Analysis
phase is to collect the relevant employment tax
information needed in order to qualify any preliminary
unemployment tax refunds for the Tax Years filed in the
following tax jurisdictions: Federal, South Carolina,
and West Virginia (the "SOW No. 2 Jurisdictions").
-- EY LLP's review will focus on refunds that are identified
on previously filed employment tax returns for the Tax
Years in the SOW No. 2 Jurisdictions (the "SOW No. 2
Returns") that may arise during, but not limited to,
acquisitions, mergers, employee transfers, and internal
restructurings. Additionally, EY LLP will confirm tax
rate calculations that are utilized when filing quarterly
unemployment insurance contribution payments. This phase
may include additional brief meetings with Debtors'
designated representatives in order to obtain a
more thorough understanding of the employment tax process
and filing methodology, as well as discussions with the
pertinent taxing jurisdiction to obtain relevant
historical state employment tax account information for
Debtors' employing entities.
Implementation
-- During the Implementation Phase, EY LLP will conduct
further analysis to quantify potential employment tax
refunds, as well as participate in discussions with the
appropriate taxing Sow No. 2 Jurisdiction personnel. EY
LLP will also participate in the recovery process in the
manner set forth in this paragraph. This process will
entail submitting refund calculations to the appropriate
taxing SOW No. 2 Jurisdictions for substantive review and
preparing and providing all necessary supporting
documentation and correspondence to the taxing
authorities, and taking such other actions as required
and appropriate in order to secure requested funds. EY
LLP will work with the Debtors' personnel and the taxing
SOW No. 2 Jurisdictions personnel to seek to secure the
requested refunds. EY LLP does not, however, guarantee
that the requested refunds will be secured.
EY LLP will be paid as follows:
SOW No. 1
-- The fees for the state unemployment tax refunds described
In this SOW No. 1 will be 45% of the Gross Savings that are
identified under this review.
-- In no event shall the amount of EY LLP's fees be increased,
decreased, or in any way modified or limited by the amount,
if any, of credits, refunds, or other tax benefits
reported on any original or amended quarterly or annual
state employment tax returns or reports filed subsequent to
the date of the SOW No. 1. EY LLP's fee will be billed upon
Debtors' receipt of the refunds.
SOW No. 2
EY LLP will be paid at these hourly rates:
Partner $873
Executive Director $768
Senior Manager $714
Manager $633
Senior $363
Staff $234
EY LLP will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Craig Winchester, partner of Ernst & Young LLP, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
EY LLP can be reached at:
Craig Winchester
ERNST & YOUNG LLP
2005 Market St
Philadelphia, PA 19103
Tel: (215) 448-5000
About The Wet Seal
The Wet Seal, LLC, and its affiliates are a national multi-channel
specialty retailer selling fashion apparel and accessory items
designed for female customers aged 18 to 24 years old. They are
currently comprised of two primary units: the retail store business
and an e-commerce business. Through their retail store business,
they operate approximately 142 retail locations in 37 states,
principally in lease-based mall locations. They also have
historically sold gift cards, which business has been primarily
operated through The Wet Seal Gift Card, LLC.
The Wet Seal, LLC, also known as The Wet Seal (2015), LLC, sought
Chapter 11 protection (Bankr. D. Del. Case No. 17-10229) on Feb. 2,
2017. The petitions were signed by Judd P. Tirnauer, executive vice
president and chief financial officer.
The cases are assigned to Judge Christopher S. Sontchi.
The Debtors estimated assets in the range of $10 million to $50
million and $50 million to $100 million in debt.
The Debtors tapped Robert S. Brady, Esq., Michael R. Nestor, Esq.,
Jaime Luton Chapman, Esq., Andrew L. Magaziner, Esq., of the Young
Conaway Stargatt & Taylor, LLP, as counsel. They also tapped
Berkeley Research Group, LLC, as financial advisors; Hilco IP
Services, LLC dba Hilco Streambank as intellectual property
disposition consultant; and Donlin, Recano & Company as claims and
noticing agent.
The Official Committee of Unsecured Creditors tapped Cooley LLP and
Saul Ewing LLP as its attorneys.
WILLIAM HAMSLEY: Sale of Springfield Property for $130K Approved
----------------------------------------------------------------
Judge Marian F. Harrison of the U.S. Bankruptcy Court for the
Middle District of Tennessee authorized William Todd Hamsley's sale
of real property located at 111 9th Avenue West, Springfield,
Tennessee, to Joey and Katrina Brassell for $130,000.
From the sale proceeds, the Debtor will pay the costs of a real
estate agent, a closing attorney, an owner's title insurance
policy, the deed tax and all outstanding property taxes, the total
of which is estimated to be approximately $7,500.
The sale is free and clear of the interests of any lien holder;
however, said lien will attach to the proceeds of the sale and will
be distributed pursuant to the priority of lienholders. The
lienholders, Terry Ray and Aggi Hamsley have agreed to release its
lien for the stated sale price, as long as all proceeds are applied
to the loan.
Once the proceeds have been applied to the loan, Terry Ray and Aggi
Hamsley will have 60 days to file an amended proof of claim
representing the unsecured deficiency balance. The payment of the
claim will be paid pursuant to the plan treatment given to the
class of general unsecured claims in any proposed Chapter 11 plan.
William Todd Hamsley sought Chapter 11 protection (Bankr. M.D.
Tenn. Case No. 15-07117) on Oct. 5, 2015.
Counsel for the Debtor:
Steven L. Lefkovitz, Esq,
LEFKOVITZ & LEFKOVITZ
618 Church Street, Suite 410
Nashville, TN 37219
Telephone: (615) 256-8300
Facsimile: (615) 255-4516
E-mail: slefkovitz@lefkovitz.com
WILLIAM LYON: S&P Raises Corp Credit Rating to 'B', Outlook Stable
------------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on Newport
Beach, Calif.-based homebuilder company William Lyon Homes Inc. to
'B' from 'B-'. The rating outlook is stable.
S&P said, "At the same time, we raised our issue-level rating on
the company's senior unsecured debt to 'B+' from 'B-'. We also
revised our recovery rating on the debt to '2' from '3', which
indicates our expectation for meaningful (70%-90%; rounded
estimate: 75%) recovery of principal in the event of default.
"The upgrade reflects our expectation that although WLH continues
to have high leverage (6.6x debt to EBITDA as of the second quarter
on a trailing 12 month basis), the company will improve to below 5x
by the end of the year through an improved backlog conversion rate
and better margins in the third and fourth quarters. We expect the
leverage improvement to continue into 2018 as the company continues
to increase the size of its platform and monetize its long land
position in attractive markets.
"The stable outlook reflects our expectation that William Lyon
Homes will lower its debt leverage below 5x in 2017 through an
increased number of closings and steady margin appreciation. We
also expect free operating cash flow to debt will improve to 15% by
the end of 2018. Our view is supported by the fact that William
Lyon Homes has a strong land pipeline in healthy housing markets in
the western U.S. that should support our forecast over the next 12
months.
"We could raise the rating one notch if the company demonstrates a
commitment to maintain debt to EBITDA below 4x through debt
reduction and continued growth of its platform. This could happen
if the company retires its 2019 notes and meets our operational
performance expectations to the extent it generates approximately
$275 million of EBITDA in 2018.
"Although not likely in the next year given industry trends, we
could lower the rating one notch if the company fails to meet our
expectations in the back half of 2017 and debt to EBITDA does not
improve below 5x. This could happen if there are delays associated
with planned closings, buyer traffic declines in the company's
markets, and the company loses pricing power to the extent that
forecast margin appreciation does not come to fruition."
WILLOW BEND: River Parishes Buying Assets for $7.2 Million
----------------------------------------------------------
Willow Bend Ventures, LLC, asks the U.S. Bankruptcy Court for the
Eastern District of Louisiana to authorize the sale of (i) Tracts 1
-A, 1-B & 4, Portion of Wego Plantation, comprising approximately
1,147.31 acres of land, located in sections 9-12 & 65-70,
T12S-R18E, lying between Mississippi River, St. John the Baptist
Parish, Louisiana; (ii) a tract of land situated in the Parish of
St. John the Baptist, on the right bank of the Mississippi River;
(iii) 1983 Action Modular Home, 64' x 24' in size, bearing Serial
Number 17-9783; and equipment and moveables to River Parishes Dirt
and Gravel, LLC or its Assignee for an agregate purchase price of
$7,200,000.
The Debtor has been in negotiations with the Buyer to sell the
Assets and entered into the Agreement to Sell Assets of Willow Bend
Ventures, LLC to River Parishes Dirt & Gravel, LLC or its Assignee,
free and clear of all liens, encumbrances, claims and other
charges. Not later than four business days after approval of the
Agreement, the Buyer will deposit $25,000 in the escrow account at
Newman, Mathis, Brady & Spedale. Upon the completion of the
Inspection Period, the Buyer will make an additional deposit in the
amount of $125,000 no later than five calendar days from the
expiration of the Inspection Period (60 days). The transactions
contemplated will be completed prior to 120 days from the Effective
Date. Both parties will pay for its respective legal expenses, any
brokerage fees or other expenses.
The property is subject to any and all outstanding mineral
conveyances, mineral reservations, mineral releases, mineral
servitudes and any existing easements, servitudes, rights of ways,
and leases of any nature or kind whatsoever, of record and in
existence.
The equipment and moveables to be sold is described as follows: (i)
three electronic truck scales and the related computer equipment
within the office trailers used in the reading of the truck scales
as well as the fiber optic cable, one above ground 10,000 gallon
diesel fuel tank, five diesel fuel pumps; (ii) two office trailers;
(iii) one Komatsu PC300LC-6 S/N A84777; (iv) one Komatsu PC300LC-8
S/N A90705; (v) one Komatsu D65PX-17 S/N 1351; (v) two John Deere
1810E PAN; (vi) one JD 770 Grader; (vii) two PULL DISC; (viii) one
CASE STX 380 Tractor; (viii) and two Water Pumps.
The Seller has made the Buyer aware that the road grader and water
pumps are not working properly. To the Seller's knowledge, all
other equipment is in good working order; however, all equipment is
being sold "as is, where is" with no warranties.
The property the Debtor proposes to sell, the Real Property is
encumbered by a Lien recorded on July 31,2015, in St. John the
Baptist Sale and Use Tax Office, Instrument No. 0000337746-MO, with
Eliana DeFrancesch, Clerk of Court's Office, St. John the Baptist
Parish, State of Louisiana in the amount of $1,949,545. The
Equipment and Moveables are not encumbered by a Lien.
In addition, the property is also encumbered by a Judgment with
Written Reasons which was recorded in the State of Louisiana Board
of Tax Appeals Local Tax Division entitled Willow Bend Ventures,
LLC vs. Collector, St. John the Baptist Parish Sales and Use Tax
Office, Case No. L00003 ("Tax Judgment") which was entered into the
record of that proceeding on April 11, 2017 in the amount of
$1,479,914 which consists of $609,472 in Parish Taxes, $182,841 in
penalties, $539,609 in interest, $14,800 in Audit Costs and
$133,192 in attorneys' fees.
The Debtor filed a Suggestion of Bankruptcy in the referenced Tax
Judgment proceeding in connection with the Judgment with Written
Reasons at the State of Louisiana Board of Tax Appeals Local Tax
Division and an Order was signed finding that 11 U.S.C. Section 362
invoked the Automatic Stay Provisions of the Bankruptcy Code on May
15, 2017.
Although the Debtor was in the process of an appeal in this matter,
with the State of Louisiana Board of Tax Appeals, Local Tax
Division, the Debtor filed a Chapter 11 Bankruptcy proceeding prior
to lodging an Appeal. This Judgment with Written Reasons is
Avoidable as a Preferential Transfer recorded within a 90-day
preference period prior to its Chapter 11 filing on May 9, 2017
pursuant to 11 U.S.C. Section 547(b) in connection with a transfer
of an interest in the property of the Debtor's Estate.
The Judgment recorded in the State of Louisiana Board of Tax
Appeals Local Tax Division in the amount of $1,479,914 is for the
same Parish Sales Tax issue which was disputed by the Debtor as
owed to St. John the Baptist Parish, as the Lien which was
recorded, Instrument No. 0000337746-MO, in Eliana De Francesch,
Clerk of Court's Office, St. John the Baptist Parish, State of
Louisiana on July 31, 2015 in the amount of $1,949,545; only for a
different amount.
The Debtor proposes to the Court that the proceeds from the
anticipated sale of the Assets as described will be allocated as
follows: (i) Bank Plus Loan ending 4803 - $2,005,270; (ii) Bank
Plus Loan ending 6804 - $3,033,769; and (iii) Bank Plus Loan ending
7103 - $1,495,027. The estimated balance of the proceeds is
$665,934. The amounts listed are approximate amounts due on the
loans.
The Debtor proposes to place the balance of the proceeds in the
amount of $665,934 in the Registry of the Court until the matter
regarding the State of Louisiana Board of Tax Appeals Local Tax
Division in favor of St. John the Baptist Parish Sale and Use Tax
Office is resolved for payment to its creditors. Currently, an
Adversary Proceeding regarding this matter entitled Willow Bend
Ventures, LLC, Plaintiff vs. Collector, St. John the Baptist Parish
Sales and Use Tax Office and Louisiana Board of Tax Appeals,
Defendants, is pending, with U.S. Bankruptcy Court, Eastern
District of Louisiana, Case No. 17-01050.
A hearing on any objections will be set by the Court and in the
absence of timely objections and upon Court approval, the DIP will
proceed to sell and transfer the herein described estate property
as proposed. Any party objecting to said motion and/or sale of the
described assets of the bankruptcy estate must do so in writing
within seven days prior to the hearing date. The Court may
consider additional offers at the hearing held on the Motion.
The parties declare that the said mobile home is immovable by
destination and a component part of the land and that said mobile
home will remain a permanent component part of the land, with
Equipment and Moveables may be sold to any party on equivalent for
more favorable terms, in the interest of the estate and as the
Court may deem proper.
The Debtor asks the Court to authorize the payment and transfer of
certificates, licenses, certifications and corresponding deposits,
attorneys' fees and the costs and expenses associated with
closing.
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/Willow_Ventures_84_Sales.pdf
The Purchaser can be reached at:
RIVER PARISHES DIRT & GRAVEL, LLC
Attn: John R. Wagner, Manager
1137 Central Avenue
Wilmette, IL 60091
Facsimile: (847) 881-0985
E-mail: wagner@kensingtoncapitaladvisors.com
The Purchaser is represented by:
Stephen J. Broussard
NEWMAN, MATHIS, BRADY & SPEDALE
433 Metairie Road Suite 600
Metairie, LA 70005
Facsimile: (504) 834-6452
E-mail: sbroussard@newmanmathis.com
The Seller can be reached at:
Hensley R. Lee Contracting, Inc.
c/o Hensley R. Lee, President
5724 Highway 43 North
Carriere, M 39426
Facsimile: (601) 799-1336
E-mail: hrlee81@hotmaiLcom
The Debtor can be reached at:
WILLOW BEND VENTURES, LLC
479 Highway 18
Edgard, LA 70049
Facsimile: (601) 799-1336
E-mail: brlee81@hotmail.com
Edgard, Louisiana-based Willow Bend Ventures, LLC, sought Chapter
11 protection (Bankr. E.D. La. Case No. 17-11178) on May 9, 2017.
Counsel for the Debtor is Phillip K. Wallace, PLC, in
Mandeville, Louisiana.
WRIGHTS WELL: Taps Martin and Pellegrin as Accountant
-----------------------------------------------------
Wright's Well Control Services, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Louisiana to hire an
accountant.
The Debtor proposes to employ Martin and Pellegrin, Certified
Public Accountants to assist in the preparation of its tax returns
and provide other accounting services.
The firm's hourly rates are:
Partner $225
Tax Manager $200
Audit Manager $185
Audit/Tax Supervisor $150
Audit/Tax Senior Staff $125
Audit/Tax Staff $95
Write up Staff $75
Administrative Staff $50
Richard Martin, a partner at Martin and Pellegrin, disclosed in a
court filing that he does not hold any interest adverse to the
Debtor's estate.
The firm can be reached through:
Richard Martin
Martin and Pellegrin
Certified Public Accountants
103 Ramey Road
Houma, LA 70360
Phone: (985) 851-3638
About Wright's Well Control Services
Based in Lake Charles, Louisiana, Wright's Well Control Services,
LLC provides oil and gas well control solutions.
The Debtor filed a Chapter 11 petition (Bankr. W.D. La. Case No.
17-50354) on March 22, 2017. In its petition, the Debtor
estimated less than $50,000 in assets and $1 million to $10 million
in liabilities. The petition was signed by David Christopher
Wright, the Debtor's manager and member.
Judge Robert Summerhays presides over the case. Kent H. Aguillard,
Esq., at H. Kent Aguillard, represents the Debtor as bankruptcy
counsel. The Debtor hired a joint venture composed of Hilco
Industrial LLC, Myron Bowling Auctioneers and Cincinnati Industrial
Auctioneers as its asset marketing and sales agent.
On September 12, 2017, the Debtor filed a disclosure statement,
which explains its proposed Chapter 11 plan of reorganization.
ZETTA JET USA: U.S. Trustee Forms Three-Member Committee
--------------------------------------------------------
Peter C. Anderson, U.S. Trustee for the Central District of
California, on Oct. 12 appointed three creditors to serve on the
official committee of unsecured creditors in the Chapter 11 cases
of Zetta Jet USA, Inc., and its debtor-affiliates.
The committee members are:
(1) Associated Energy Group, LLC
Attn: Christopher Clementi, Vice President
701 Waterford Way, Suite 490
Miami, FL 33126
Tel: (305) 913-5253
Fax: (305) 262-6080
E-mail: cclementi@aegfuels.com
(2) Festin Management Corp.
Attn: Jimmy Torrey, Manager
2808 NE 1st Avenue
Wilton Manors, FL 3334
Tel: (954) 682-1807
Fax: (954) 337-3227
E-mail: jimt@jimmyjets.net
(3) Scout Aviation II, LLC
c/o Dawn M. Coulson
Epps & Coulson, LLP
707 Wilshire Boulevard, Suite 3000
Los Angeles, CA 90017
Tel: (213) 929-2390
Fax: (213) 929-2394
E-mail: dcoulson@eppscoulson.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.
Festin Management is represented by:
Klee, Tuchin, Bogdanoff & Stern LLP
Attn: Michael L. Tuchin & David M. Guess
1999 Avenue of the Stars, 39th Floor
Los Angeles, CA 90067
Tel: (310) 407-4000
Fax: (310) 407-9090
E-mail: dguess@ktbslaw.com
About Zetta Jet USA, Inc.
Headquartered in Singapore, Zetta Jet claims to be the world's
first truly personalized private airline. Zetta Jet promises to
deliver the ultimate in bespoke luxury experiences to a discerning
clientele with its unique experience that combines the dedicated
Asian service philosophy with the flexibility and 'can-do' spirit
of the U.S., adorned with the glamour of Europe's enduring chic on
its Bombardier fleet with ultra-long range intercontinental
capabilities across the Pacific Rim.
Zetta Jet is a FAA-certificated air carrier and the first only part
135 operator authorized to conduct Polar flights, enabling Zetta
Jet to optimize routes without limitation. The Company has offices
both in Los Angeles and Singapore, and a network of sales and
support offices in New York, London, San Jose, Harbin and
Singapore.
Burbank, California-based Zetta Jet USA, Inc., and its
Singapore-based parent, Zetta Jet Pte. Ltd, filed voluntary
bankruptcy petitions under Chapter 11 of the U.S. Bankruptcy Code
in Los Angeles (Bankr. C.D. Cal. Case No. 17-21386 and 17-21387) on
Sept. 15, 2017.
Zetta Jet PTE and Zetta Jet USA each estimated assets and debt of
$50 million to $100 million.
Levene, Neale, Bender, Yoo & Brill L.L.P, serves as counsel to the
Debtors.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- ------
ABSOLUTE SOFTWRE ALSWF US 98.3 (53.7) (31.2)
ABSOLUTE SOFTWRE OU1 GR 98.3 (53.7) (31.2)
ABSOLUTE SOFTWRE ABT CN 98.3 (53.7) (31.2)
ABSOLUTE SOFTWRE ABT2EUR EU 98.3 (53.7) (31.2)
AGENUS INC AJ81 GR 176.5 (17.5) 77.8
AGENUS INC AGEN US 176.5 (17.5) 77.8
AGENUS INC AGENEUR EU 176.5 (17.5) 77.8
AGENUS INC AJ81 TH 176.5 (17.5) 77.8
AGENUS INC AJ81 QT 176.5 (17.5) 77.8
AKCEA THERAPEUTI AKCA US 124.1 (83.0) 53.6
AKCEA THERAPEUTI 1KA GR 124.1 (83.0) 53.6
AKCEA THERAPEUTI AKCAEUR EU 124.1 (83.0) 53.6
AKCEA THERAPEUTI 1KA TH 124.1 (83.0) 53.6
AKCEA THERAPEUTI 1KA QT 124.1 (83.0) 53.6
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
ASPEN TECHNOLOGY AZPN US 247.9 (260.8) (321.1)
ASPEN TECHNOLOGY AST GR 247.9 (260.8) (321.1)
ASPEN TECHNOLOGY AST TH 247.9 (260.8) (321.1)
ASPEN TECHNOLOGY AZPNEUR EU 247.9 (260.8) (321.1)
AUTOZONE INC AZO US 9,028.3 (1,714.2) (286.3)
AUTOZONE INC AZ5 TH 9,028.3 (1,714.2) (286.3)
AUTOZONE INC AZ5 GR 9,028.3 (1,714.2) (286.3)
AUTOZONE INC AZOEUR EU 9,028.3 (1,714.2) (286.3)
AUTOZONE INC AZ5 QT 9,028.3 (1,714.2) (286.3)
AVEO PHARMACEUTI AVEO US 42.5 (19.3) 27.2
AVEO PHARMACEUTI VPA QT 42.5 (19.3) 27.2
AVEO PHARMACEUTI AVEOEUR EU 42.5 (19.3) 27.2
AVID TECHNOLOGY AVID US 224.7 (274.8) (85.5)
AVID TECHNOLOGY AVD GR 224.7 (274.8) (85.5)
AXIM BIOTECHNOLO AXIM US 4.4 (3.4) (0.6)
BENEFITFOCUS INC BNFT US 173.0 (35.1) 9.6
BENEFITFOCUS INC BTF GR 173.0 (35.1) 9.6
BLUE BIRD CORP BLBD US 366.8 (59.6) 32.8
BLUE RIDGE MOUNT BRMR US 1,060.2 (212.5) (62.4)
BOEING CO-BDR BOEI34 BZ 90,036.0 (1,978.0) 9,922.0
BOEING CO-CED BA AR 90,036.0 (1,978.0) 9,922.0
BOEING CO/THE BA EU 90,036.0 (1,978.0) 9,922.0
BOEING CO/THE BCO GR 90,036.0 (1,978.0) 9,922.0
BOEING CO/THE BAEUR EU 90,036.0 (1,978.0) 9,922.0
BOEING CO/THE BA TE 90,036.0 (1,978.0) 9,922.0
BOEING CO/THE BA* MM 90,036.0 (1,978.0) 9,922.0
BOEING CO/THE BA SW 90,036.0 (1,978.0) 9,922.0
BOEING CO/THE BACHF EU 90,036.0 (1,978.0) 9,922.0
BOEING CO/THE BA US 90,036.0 (1,978.0) 9,922.0
BOEING CO/THE BCO TH 90,036.0 (1,978.0) 9,922.0
BOEING CO/THE BOE LN 90,036.0 (1,978.0) 9,922.0
BOEING CO/THE BA CI 90,036.0 (1,978.0) 9,922.0
BOEING CO/THE BCO QT 90,036.0 (1,978.0) 9,922.0
BOEING CO/THE BAUSD SW 90,036.0 (1,978.0) 9,922.0
BOEING CO/THE BA AV 90,036.0 (1,978.0) 9,922.0
BOMBARDIER INC-B BBDBN MM 23,395.0 (3,825.0) 576.0
BOMBARDIER-B OLD BBDYB BB 23,395.0 (3,825.0) 576.0
BOMBARDIER-B W/I BBD/W CN 23,395.0 (3,825.0) 576.0
BRINKER INTL EAT US 1,413.7 (493.7) (292.0)
BRINKER INTL BKJ GR 1,413.7 (493.7) (292.0)
BRINKER INTL EAT2EUR EU 1,413.7 (493.7) (292.0)
BROOKFIELD REAL BRE CN 97.0 (32.9) 3.2
BRP INC/CA-SUB V DOO CN 2,252.0 (93.4) (42.8)
BRP INC/CA-SUB V B15A GR 2,252.0 (93.4) (42.8)
BRP INC/CA-SUB V BRPIF US 2,252.0 (93.4) (42.8)
BUFFALO COAL COR BUC SJ 50.2 (21.9) (22.2)
BURLINGTON STORE BURL US 2,611.8 (95.9) 25.2
BURLINGTON STORE BUI GR 2,611.8 (95.9) 25.2
BURLINGTON STORE BURL* MM 2,611.8 (95.9) 25.2
CADIZ INC CDZI US 72.2 (70.7) 12.2
CADIZ INC 2ZC GR 72.2 (70.7) 12.2
CAESARS ENTERTAI CZR US 14,793.0 (3,357.0) (4,630.0)
CAESARS ENTERTAI C08 GR 14,793.0 (3,357.0) (4,630.0)
CAESARS ENTERTAI CZREUR EU 14,793.0 (3,357.0) (4,630.0)
CALIFORNIA RESOU CRC US 6,154.0 (491.0) (220.0)
CALIFORNIA RESOU 1CLB GR 6,154.0 (491.0) (220.0)
CALIFORNIA RESOU CRCEUR EU 6,154.0 (491.0) (220.0)
CALIFORNIA RESOU 1CL TH 6,154.0 (491.0) (220.0)
CALIFORNIA RESOU 1CLB QT 6,154.0 (491.0) (220.0)
CAMBIUM LEARNING ABCD US 126.5 (52.1) (63.7)
CASELLA WASTE WA3 GR 588.9 (74.6) 4.6
CASELLA WASTE CWST US 588.9 (74.6) 4.6
CASELLA WASTE WA3 TH 588.9 (74.6) 4.6
CASELLA WASTE CWSTEUR EU 588.9 (74.6) 4.6
CDK GLOBAL INC CDK US 2,883.1 (56.8) 726.2
CDK GLOBAL INC C2G TH 2,883.1 (56.8) 726.2
CDK GLOBAL INC CDKEUR EU 2,883.1 (56.8) 726.2
CDK GLOBAL INC C2G GR 2,883.1 (56.8) 726.2
CEDAR FAIR LP FUN US 2,109.5 (60.6) (92.5)
CEDAR FAIR LP 7CF GR 2,109.5 (60.6) (92.5)
CHESAPEAKE ENERG CHK US 11,920.0 (684.0) (911.0)
CHESAPEAKE ENERG CS1 GR 11,920.0 (684.0) (911.0)
CHESAPEAKE ENERG CS1 TH 11,920.0 (684.0) (911.0)
CHESAPEAKE ENERG CHK* MM 11,920.0 (684.0) (911.0)
CHESAPEAKE ENERG CS1 QT 11,920.0 (684.0) (911.0)
CHESAPEAKE ENERG CHKEUR EU 11,920.0 (684.0) (911.0)
CHOICE HOTELS CZH GR 948.0 (252.6) 103.9
CHOICE HOTELS CHH US 948.0 (252.6) 103.9
CINCINNATI BELL CBB US 1,481.7 (124.0) 11.4
CINCINNATI BELL CIB1 GR 1,481.7 (124.0) 11.4
CINCINNATI BELL CBBEUR EU 1,481.7 (124.0) 11.4
CLEAR CHANNEL-A C7C GR 5,416.6 (1,216.5) 327.9
CLEAR CHANNEL-A CCO US 5,416.6 (1,216.5) 327.9
CLEMENTIA PHARMA CMTA US 40.0 (212.6) 32.1
CLEVELAND-CLIFFS CVA GR 2,030.1 (666.7) 495.0
CLEVELAND-CLIFFS CVA TH 2,030.1 (666.7) 495.0
CLEVELAND-CLIFFS CLF US 2,030.1 (666.7) 495.0
CLEVELAND-CLIFFS CLF* MM 2,030.1 (666.7) 495.0
CLEVELAND-CLIFFS CLF2EUR EU 2,030.1 (666.7) 495.0
COGENT COMMUNICA CCOI US 732.4 (71.2) 240.8
COGENT COMMUNICA OGM1 GR 732.4 (71.2) 240.8
DELEK LOGISTICS DKL US 415.5 (21.1) 14.0
DELEK LOGISTICS D6L GR 415.5 (21.1) 14.0
DENNY'S CORP DE8 GR 306.9 (79.9) (53.3)
DENNY'S CORP DENN US 306.9 (79.9) (53.3)
DOLLARAMA INC DOL CN 1,891.4 (59.4) 291.2
DOLLARAMA INC DLMAF US 1,891.4 (59.4) 291.2
DOLLARAMA INC DR3 GR 1,891.4 (59.4) 291.2
DOLLARAMA INC DOLEUR EU 1,891.4 (59.4) 291.2
DOLLARAMA INC DR3 TH 1,891.4 (59.4) 291.2
DOLLARAMA INC DR3 QT 1,891.4 (59.4) 291.2
DOMINO'S PIZZA EZV TH 816.2 (2,765.3) 194.1
DOMINO'S PIZZA EZV GR 816.2 (2,765.3) 194.1
DOMINO'S PIZZA DPZ US 816.2 (2,765.3) 194.1
DOVA PHARMACEUTI DOVA US 26.4 (3.5) (5.1)
DOVA PHARMACEUTI 0AV GR 26.4 (3.5) (5.1)
DOVA PHARMACEUTI DOVAEUR EU 26.4 (3.5) (5.1)
DUN & BRADSTREET DB5 GR 2,253.7 (913.3) (96.4)
DUN & BRADSTREET DB5 TH 2,253.7 (913.3) (96.4)
DUN & BRADSTREET DNB US 2,253.7 (913.3) (96.4)
DUN & BRADSTREET DNB1EUR EU 2,253.7 (913.3) (96.4)
DUNKIN' BRANDS G 2DB GR 3,147.9 (185.4) 147.6
DUNKIN' BRANDS G DNKN US 3,147.9 (185.4) 147.6
DUNKIN' BRANDS G 2DB TH 3,147.9 (185.4) 147.6
DUNKIN' BRANDS G 2DB QT 3,147.9 (185.4) 147.6
DUNKIN' BRANDS G DNKNEUR EU 3,147.9 (185.4) 147.6
ERIN ENERGY CORP ERN SJ 190.9 (349.2) (280.7)
EVERI HOLDINGS I EVRI US 1,337.4 (123.9) 16.4
EVERI HOLDINGS I G2C TH 1,337.4 (123.9) 16.4
EVERI HOLDINGS I G2C GR 1,337.4 (123.9) 16.4
EVERI HOLDINGS I EVRIEUR EU 1,337.4 (123.9) 16.4
FERRELLGAS-LP FEG GR 1,610.0 (757.5) (43.8)
FERRELLGAS-LP FGP US 1,610.0 (757.5) (43.8)
FIFTH STREET ASS FSAM US 189.2 (8.9) -
FIFTH STREET ASS 7FS TH 189.2 (8.9) -
GAMCO INVESTO-A GBL US 190.9 (121.0) -
GCP APPLIED TECH GCP US 1,252.0 (134.3) 177.5
GCP APPLIED TECH 43G GR 1,252.0 (134.3) 177.5
GCP APPLIED TECH GCPEUR EU 1,252.0 (134.3) 177.5
GNC HOLDINGS INC IGN GR 2,011.1 (51.2) 535.6
GNC HOLDINGS INC GNC US 2,011.1 (51.2) 535.6
GNC HOLDINGS INC IGN TH 2,011.1 (51.2) 535.6
GNC HOLDINGS INC GNC1EUR EU 2,011.1 (51.2) 535.6
GOGO INC GOGO US 1,277.3 (116.5) 271.3
GOGO INC G0G GR 1,277.3 (116.5) 271.3
GREEN PLAINS PAR GPP US 90.6 (64.2) 4.6
GREEN PLAINS PAR 8GP GR 90.6 (64.2) 4.6
GT BIOPHARMA INC GTBP US 0.0 (20.1) (20.1)
GT BIOPHARMA INC GTBP FP 0.0 (20.1) (20.1)
GT BIOPHARMA INC OXISEUR EU 0.0 (20.1) (20.1)
H&R BLOCK INC HRB US 2,132.2 (214.3) 271.4
H&R BLOCK INC HRB GR 2,132.2 (214.3) 271.4
H&R BLOCK INC HRB TH 2,132.2 (214.3) 271.4
H&R BLOCK INC HRBEUR EU 2,132.2 (214.3) 271.4
HCA HEALTHCARE I 2BH GR 34,566.0 (5,079.0) 3,566.0
HCA HEALTHCARE I HCA US 34,566.0 (5,079.0) 3,566.0
HCA HEALTHCARE I 2BH TH 34,566.0 (5,079.0) 3,566.0
HCA HEALTHCARE I 2BH QT 34,566.0 (5,079.0) 3,566.0
HCA HEALTHCARE I HCAEUR EU 34,566.0 (5,079.0) 3,566.0
HEWLETT-CEDEAR HPQ AR 31,934.0 (4,339.0) (617.0)
HORTONWORKS INC HDP US 213.3 (43.3) (35.6)
HORTONWORKS INC 14K GR 213.3 (43.3) (35.6)
HORTONWORKS INC 14K QT 213.3 (43.3) (35.6)
HORTONWORKS INC HDPEUR EU 213.3 (43.3) (35.6)
HOVNANIAN-A-WI HOV-W US 1,822.3 (471.2) 1,077.8
HP COMPANY-BDR HPQB34 BZ 31,934.0 (4,339.0) (617.0)
HP INC HPQ* MM 31,934.0 (4,339.0) (617.0)
HP INC HPQ US 31,934.0 (4,339.0) (617.0)
HP INC 7HP TH 31,934.0 (4,339.0) (617.0)
HP INC 7HP GR 31,934.0 (4,339.0) (617.0)
HP INC HPQ TE 31,934.0 (4,339.0) (617.0)
HP INC HPQ CI 31,934.0 (4,339.0) (617.0)
HP INC HPQ SW 31,934.0 (4,339.0) (617.0)
HP INC HWP QT 31,934.0 (4,339.0) (617.0)
HP INC HPQCHF EU 31,934.0 (4,339.0) (617.0)
HP INC HPQUSD EU 31,934.0 (4,339.0) (617.0)
HP INC HPQUSD SW 31,934.0 (4,339.0) (617.0)
HP INC HPQEUR EU 31,934.0 (4,339.0) (617.0)
IDEXX LABS IDXX US 1,637.1 (86.1) (82.8)
IDEXX LABS IX1 GR 1,637.1 (86.1) (82.8)
IDEXX LABS IX1 TH 1,637.1 (86.1) (82.8)
IDEXX LABS IX1 QT 1,637.1 (86.1) (82.8)
IDEXX LABS IDXX AV 1,637.1 (86.1) (82.8)
IMMUNOGEN INC IMU GR 181.4 (173.2) 94.1
IMMUNOGEN INC IMGN US 181.4 (173.2) 94.1
IMMUNOGEN INC IMU TH 181.4 (173.2) 94.1
IMMUNOGEN INC IMU QT 181.4 (173.2) 94.1
IMMUNOGEN INC IMGNEUR EU 181.4 (173.2) 94.1
IMMUNOMEDICS INC IMMU US 162.6 (59.5) 35.1
IMMUNOMEDICS INC IM3 GR 162.6 (59.5) 35.1
IMMUNOMEDICS INC IM3 TH 162.6 (59.5) 35.1
IMMUNOMEDICS INC IM3 QT 162.6 (59.5) 35.1
INNOVIVA INC INVA US 372.0 (296.7) 171.0
INNOVIVA INC HVE GR 372.0 (296.7) 171.0
INNOVIVA INC INVAEUR EU 372.0 (296.7) 171.0
INSPIRED ENTERTA INSE US 213.4 (2.1) (1.4)
INSTRUCTURE INC INST US 130.1 (4.1) (14.7)
INSTRUCTURE INC 1IN GR 130.1 (4.1) (14.7)
JACK IN THE BOX JBX GR 1,255.2 (439.0) (83.8)
JACK IN THE BOX JACK US 1,255.2 (439.0) (83.8)
JACK IN THE BOX JACK1EUR EU 1,255.2 (439.0) (83.8)
JACK IN THE BOX JBX QT 1,255.2 (439.0) (83.8)
JAMIESON WELLNES JWEL CN 505.1 (180.5) (286.4)
JAMIESON WELLNES 2JW GR 505.1 (180.5) (286.4)
JAMIESON WELLNES JWELEUR EU 505.1 (180.5) (286.4)
JUST ENERGY GROU JE US 1,271.0 (69.8) 114.4
JUST ENERGY GROU 1JE GR 1,271.0 (69.8) 114.4
JUST ENERGY GROU JE CN 1,271.0 (69.8) 114.4
KADMON HOLDINGS KDMN US 47.3 (38.3) (26.1)
L BRANDS INC LTD GR 7,763.0 (912.0) 1,199.0
L BRANDS INC LTD TH 7,763.0 (912.0) 1,199.0
L BRANDS INC LB US 7,763.0 (912.0) 1,199.0
L BRANDS INC LBEUR EU 7,763.0 (912.0) 1,199.0
L BRANDS INC LB* MM 7,763.0 (912.0) 1,199.0
L BRANDS INC LTD QT 7,763.0 (912.0) 1,199.0
LAMB WESTON LW US 2,527.8 (521.6) 321.5
LAMB WESTON 0L5 GR 2,527.8 (521.6) 321.5
LAMB WESTON LW-WEUR EU 2,527.8 (521.6) 321.5
LAMB WESTON 0L5 TH 2,527.8 (521.6) 321.5
LANTHEUS HOLDING LNTH US 267.9 (87.2) 82.6
LANTHEUS HOLDING 0L8 GR 267.9 (87.2) 82.6
MADISON-A/NEW-WI MSGN-W US 805.0 (944.2) 168.9
MANNKIND CORP NNFN GR 79.4 (221.2) (34.9)
MANNKIND CORP MNKD US 79.4 (221.2) (34.9)
MANNKIND CORP NNFN TH 79.4 (221.2) (34.9)
MANNKIND CORP NNFN QT 79.4 (221.2) (34.9)
MANNKIND CORP MNKDEUR EU 79.4 (221.2) (34.9)
MANNKIND CORP MNKD IT 79.4 (221.2) (34.9)
MCDONALDS - BDR MCDC34 BZ 32,785.2 (2,000.6) 3,149.2
MCDONALDS CORP MDO TH 32,785.2 (2,000.6) 3,149.2
MCDONALDS CORP MCD TE 32,785.2 (2,000.6) 3,149.2
MCDONALDS CORP MDO GR 32,785.2 (2,000.6) 3,149.2
MCDONALDS CORP MCD* MM 32,785.2 (2,000.6) 3,149.2
MCDONALDS CORP MCD US 32,785.2 (2,000.6) 3,149.2
MCDONALDS CORP MCD SW 32,785.2 (2,000.6) 3,149.2
MCDONALDS CORP MCD CI 32,785.2 (2,000.6) 3,149.2
MCDONALDS CORP MDO QT 32,785.2 (2,000.6) 3,149.2
MCDONALDS CORP MCDCHF EU 32,785.2 (2,000.6) 3,149.2
MCDONALDS CORP MCDUSD EU 32,785.2 (2,000.6) 3,149.2
MCDONALDS CORP MCDUSD SW 32,785.2 (2,000.6) 3,149.2
MCDONALDS CORP MCDEUR EU 32,785.2 (2,000.6) 3,149.2
MCDONALDS CORP MCD AV 32,785.2 (2,000.6) 3,149.2
MCDONALDS-CEDEAR MCD AR 32,785.2 (2,000.6) 3,149.2
MDC COMM-W/I MDZ/W CN 1,650.3 (336.1) (263.7)
MDC PARTNERS-A MDZ/A CN 1,650.3 (336.1) (263.7)
MDC PARTNERS-A MDCA US 1,650.3 (336.1) (263.7)
MDC PARTNERS-A MD7A GR 1,650.3 (336.1) (263.7)
MDC PARTNERS-A MDCAEUR EU 1,650.3 (336.1) (263.7)
MDC PARTNERS-EXC MDZ/N CN 1,650.3 (336.1) (263.7)
MEDLEY MANAGE-A MDLY US 144.5 (4.5) 41.0
MERITOR INC AID1 GR 2,712.0 (44.0) 117.0
MERITOR INC MTOR US 2,712.0 (44.0) 117.0
MERITOR INC MTOREUR EU 2,712.0 (44.0) 117.0
MICHAELS COS INC MIK US 2,060.0 (1,768.0) 445.6
MICHAELS COS INC MIM GR 2,060.0 (1,768.0) 445.6
MIRAGEN THERAPEU MGEN US 50.0 41.3 42.7
MIRAGEN THERAPEU 1S1 GR 50.0 41.3 42.7
MIRAGEN THERAPEU SGNLEUR EU 50.0 41.3 42.7
MONEYGRAM INTERN MGI US 4,410.4 (192.2) (79.8)
MONEYGRAM INTERN 9M1N GR 4,410.4 (192.2) (79.8)
MONEYGRAM INTERN 9M1N TH 4,410.4 (192.2) (79.8)
MONEYGRAM INTERN MGIEUR EU 4,410.4 (192.2) (79.8)
MOODY'S CORP DUT GR 6,536.3 (467.5) 3,321.9
MOODY'S CORP MCO US 6,536.3 (467.5) 3,321.9
MOODY'S CORP DUT TH 6,536.3 (467.5) 3,321.9
MOODY'S CORP MCOEUR EU 6,536.3 (467.5) 3,321.9
MOODY'S CORP DUT QT 6,536.3 (467.5) 3,321.9
MOODY'S CORP MCO* MM 6,536.3 (467.5) 3,321.9
MOTOROLA SOLUTIO MTLA GR 8,295.0 (976.0) 801.0
MOTOROLA SOLUTIO MTLA TH 8,295.0 (976.0) 801.0
MOTOROLA SOLUTIO MSI US 8,295.0 (976.0) 801.0
MOTOROLA SOLUTIO MOT TE 8,295.0 (976.0) 801.0
MOTOROLA SOLUTIO MSI1EUR EU 8,295.0 (976.0) 801.0
MSG NETWORKS- A MSGN US 805.0 (944.2) 168.9
MSG NETWORKS- A 1M4 GR 805.0 (944.2) 168.9
MSG NETWORKS- A 1M4 TH 805.0 (944.2) 168.9
MSG NETWORKS- A MSGNEUR EU 805.0 (944.2) 168.9
NATHANS FAMOUS NATH US 86.6 (63.6) 60.1
NATHANS FAMOUS NFA GR 86.6 (63.6) 60.1
NATIONAL CINEMED XWM GR 1,121.7 (68.3) 70.6
NATIONAL CINEMED NCMI US 1,121.7 (68.3) 70.6
NATIONAL CINEMED NCMIEUR EU 1,121.7 (68.3) 70.6
NAVISTAR INTL IHR GR 6,080.0 (4,923.0) 767.0
NAVISTAR INTL NAV US 6,080.0 (4,923.0) 767.0
NAVISTAR INTL IHR TH 6,080.0 (4,923.0) 767.0
NAVISTAR INTL IHR QT 6,080.0 (4,923.0) 767.0
NEFF CORP-CL A NEFF US 666.9 (112.0) 8.9
NEFF CORP-CL A NFO GR 666.9 (112.0) 8.9
NEW ENG RLTY-LP NEN US 191.0 (32.1) -
NUVERRA ENVIRONM NES US 330.7 (224.2) (20.6)
NYMOX PHARMACEUT NYMX US 1.3 (0.7) (0.7)
NYMOX PHARMACEUT NYM GR 1.3 (0.7) (0.7)
OMEROS CORP 3O8 GR 60.4 (54.9) 28.3
OMEROS CORP OMER US 60.4 (54.9) 28.3
OMEROS CORP 3O8 TH 60.4 (54.9) 28.3
OMEROS CORP OMEREUR EU 60.4 (54.9) 28.3
ONCOMED PHARMACE OMED US 139.3 (53.8) 95.1
PENN NATL GAMING PN1 GR 4,984.0 (517.5) (127.0)
PENN NATL GAMING PENN US 4,984.0 (517.5) (127.0)
PENSARE ACQUISIT WRLSU US 0.4 (0.1) (0.0)
PENSARE ACQUISIT WRLS US 0.4 (0.1) (0.0)
PHILIP MORRIS IN PM1EUR EU 38,660.0 (10,277.0) 1,189.0
PHILIP MORRIS IN PMI SW 38,660.0 (10,277.0) 1,189.0
PHILIP MORRIS IN PM1 TE 38,660.0 (10,277.0) 1,189.0
PHILIP MORRIS IN 4I1 TH 38,660.0 (10,277.0) 1,189.0
PHILIP MORRIS IN PM1CHF EU 38,660.0 (10,277.0) 1,189.0
PHILIP MORRIS IN 4I1 GR 38,660.0 (10,277.0) 1,189.0
PHILIP MORRIS IN PM US 38,660.0 (10,277.0) 1,189.0
PHILIP MORRIS IN PM FP 38,660.0 (10,277.0) 1,189.0
PHILIP MORRIS IN PMI1 IX 38,660.0 (10,277.0) 1,189.0
PHILIP MORRIS IN PMI EB 38,660.0 (10,277.0) 1,189.0
PHILIP MORRIS IN 4I1 QT 38,660.0 (10,277.0) 1,189.0
PINNACLE ENTERTA PNK US 3,982.2 (339.7) (62.5)
PINNACLE ENTERTA 65P GR 3,982.2 (339.7) (62.5)
PLANET FITNESS-A PLNT US 1,354.6 (156.8) 26.5
PLANET FITNESS-A 3PL TH 1,354.6 (156.8) 26.5
PLANET FITNESS-A 3PL GR 1,354.6 (156.8) 26.5
PLANET FITNESS-A 3PL QT 1,354.6 (156.8) 26.5
PLANET FITNESS-A PLNT1EUR EU 1,354.6 (156.8) 26.5
PROS HOLDINGS IN PH2 GR 298.0 (20.5) 147.4
PROS HOLDINGS IN PRO US 298.0 (20.5) 147.4
QUANTUM CORP QNT2 GR 213.0 (118.0) (51.3)
QUANTUM CORP QNT1 TH 213.0 (118.0) (51.3)
QUANTUM CORP QTM US 213.0 (118.0) (51.3)
QUANTUM CORP QTM1EUR EU 213.0 (118.0) (51.3)
REATA PHARMACE-A RETA US 71.3 (230.3) 17.5
REATA PHARMACE-A 2R3 GR 71.3 (230.3) 17.5
REATA PHARMACE-A RETAEUR EU 71.3 (230.3) 17.5
REGAL ENTERTAI-A RGC US 2,748.4 (835.0) (48.2)
REGAL ENTERTAI-A RETA GR 2,748.4 (835.0) (48.2)
REGAL ENTERTAI-A RGC* MM 2,748.4 (835.0) (48.2)
REGAL ENTERTAI-A RGCEUR EU 2,748.4 (835.0) (48.2)
RENOVACARE INC RCAR US 0.6 (0.2) (0.3)
RESOLUTE ENERGY R21 GR 728.5 (62.2) (65.8)
RESOLUTE ENERGY REN US 728.5 (62.2) (65.8)
RESOLUTE ENERGY RENEUR EU 728.5 (62.2) (65.8)
REVLON INC-A REV US 3,062.0 (672.4) 296.4
REVLON INC-A RVL1 GR 3,062.0 (672.4) 296.4
REVLON INC-A RVL1 TH 3,062.0 (672.4) 296.4
REVLON INC-A REVEUR EU 3,062.0 (672.4) 296.4
RH RH US 1,819.4 (46.8) 246.4
RH RS1 GR 1,819.4 (46.8) 246.4
RH RH* MM 1,819.4 (46.8) 246.4
RH RHEUR EU 1,819.4 (46.8) 246.4
ROKU INC ROKU US 185.0 (0.2) 62.1
ROKU INC R35 GR 185.0 (0.2) 62.1
ROKU INC R35 QT 185.0 (0.2) 62.1
ROKU INC ROKUEUR EU 185.0 (0.2) 62.1
ROSETTA STONE IN RST US 178.9 (0.1) (55.9)
ROSETTA STONE IN RS8 GR 178.9 (0.1) (55.9)
ROSETTA STONE IN RST1EUR EU 178.9 (0.1) (55.9)
RR DONNELLEY & S DLLN GR 3,831.8 (161.5) 722.1
RR DONNELLEY & S RRD US 3,831.8 (161.5) 722.1
RR DONNELLEY & S DLLN TH 3,831.8 (161.5) 722.1
RR DONNELLEY & S RRDEUR EU 3,831.8 (161.5) 722.1
RYERSON HOLDING RYI US 1,787.8 (22.6) 730.1
RYERSON HOLDING 7RY GR 1,787.8 (22.6) 730.1
RYERSON HOLDING 7RY TH 1,787.8 (22.6) 730.1
SALLY BEAUTY HOL SBH US 2,120.5 (352.3) 638.2
SALLY BEAUTY HOL S7V GR 2,120.5 (352.3) 638.2
SANCHEZ ENERGY C SN US 2,218.1 (38.1) (0.0)
SANCHEZ ENERGY C SN* MM 2,218.1 (38.1) (0.0)
SANCHEZ ENERGY C 13S GR 2,218.1 (38.1) (0.0)
SANCHEZ ENERGY C 13S TH 2,218.1 (38.1) (0.0)
SANCHEZ ENERGY C 13S QT 2,218.1 (38.1) (0.0)
SANCHEZ ENERGY C SNEUR EU 2,218.1 (38.1) (0.0)
SBA COMM CORP 4SB GR 7,308.9 (1,985.7) (710.0)
SBA COMM CORP SBAC US 7,308.9 (1,985.7) (710.0)
SBA COMM CORP SBJ TH 7,308.9 (1,985.7) (710.0)
SBA COMM CORP SBACEUR EU 7,308.9 (1,985.7) (710.0)
SCIENTIFIC GAM-A TJW GR 7,066.0 (1,998.1) 510.2
SCIENTIFIC GAM-A SGMS US 7,066.0 (1,998.1) 510.2
SEARS HOLDINGS SEE GR 8,351.0 (3,651.0) (397.0)
SEARS HOLDINGS SEE TH 8,351.0 (3,651.0) (397.0)
SEARS HOLDINGS SHLD US 8,351.0 (3,651.0) (397.0)
SEARS HOLDINGS SEE QT 8,351.0 (3,651.0) (397.0)
SEARS HOLDINGS SHLDEUR EU 8,351.0 (3,651.0) (397.0)
SHELL MIDSTREAM SHLX US 1,098.7 (252.5) 131.7
SHELL MIDSTREAM 49M GR 1,098.7 (252.5) 131.7
SHELL MIDSTREAM 49M TH 1,098.7 (252.5) 131.7
SIGA TECH INC SIGA US 156.0 (303.4) 45.3
SILVER SPRING NE SSNI US 295.6 (20.3) 49.5
SILVER SPRING NE 9SI GR 295.6 (20.3) 49.5
SILVER SPRING NE 9SI TH 295.6 (20.3) 49.5
SILVER SPRING NE SSNIEUR EU 295.6 (20.3) 49.5
SIRIUS XM HOLDIN SIRI US 8,347.7 (1,041.7) (2,148.9)
SIRIUS XM HOLDIN RDO TH 8,347.7 (1,041.7) (2,148.9)
SIRIUS XM HOLDIN RDO GR 8,347.7 (1,041.7) (2,148.9)
SIRIUS XM HOLDIN SIRI SW 8,347.7 (1,041.7) (2,148.9)
SIRIUS XM HOLDIN RDO QT 8,347.7 (1,041.7) (2,148.9)
SIRIUS XM HOLDIN SIRIEUR EU 8,347.7 (1,041.7) (2,148.9)
SIRIUS XM HOLDIN SIRI AV 8,347.7 (1,041.7) (2,148.9)
SIX FLAGS ENTERT SIX US 2,543.7 (49.4) (150.5)
SIX FLAGS ENTERT 6FE GR 2,543.7 (49.4) (150.5)
SONIC CORP SONC US 563.8 (173.1) 60.4
SONIC CORP SO4 GR 563.8 (173.1) 60.4
SONIC CORP SONCEUR EU 563.8 (173.1) 60.4
SONIC CORP SO4 TH 563.8 (173.1) 60.4
STRAIGHT PATH-B STRP US 11.9 (17.5) (11.8)
STRAIGHT PATH-B 5I0 GR 11.9 (17.5) (11.8)
SYNTEL INC SYNT US 434.1 (97.3) 122.8
SYNTEL INC SYE GR 434.1 (97.3) 122.8
SYNTEL INC SYE TH 434.1 (97.3) 122.8
SYNTEL INC SYNT1EUR EU 434.1 (97.3) 122.8
SYNTEL INC SYNT* MM 434.1 (97.3) 122.8
TAILORED BRANDS TLRD US 2,079.7 (46.7) 753.0
TAILORED BRANDS WRMA GR 2,079.7 (46.7) 753.0
TAILORED BRANDS TLRD* MM 2,079.7 (46.7) 753.0
TAUBMAN CENTERS TU8 GR 4,061.7 (111.7) -
TAUBMAN CENTERS TCO US 4,061.7 (111.7) -
TOWN SPORTS INTE CLUB US 236.6 (87.0) 4.6
TRANSDIGM GROUP T7D GR 10,316.4 (1,895.4) 1,656.3
TRANSDIGM GROUP TDG US 10,316.4 (1,895.4) 1,656.3
TRANSDIGM GROUP TDG SW 10,316.4 (1,895.4) 1,656.3
TRANSDIGM GROUP TDGCHF EU 10,316.4 (1,895.4) 1,656.3
TRANSDIGM GROUP T7D QT 10,316.4 (1,895.4) 1,656.3
TRANSDIGM GROUP TDGEUR EU 10,316.4 (1,895.4) 1,656.3
ULTRA PETROLEUM UPL US 1,762.0 (940.1) 176.1
ULTRA PETROLEUM UPL1EUR EU 1,762.0 (940.1) 176.1
ULTRA PETROLEUM UPM1 GR 1,762.0 (940.1) 176.1
UNISYS CORP UISCHF EU 2,318.9 (1,630.1) 426.5
UNISYS CORP UISEUR EU 2,318.9 (1,630.1) 426.5
UNISYS CORP UIS US 2,318.9 (1,630.1) 426.5
UNISYS CORP UIS1 SW 2,318.9 (1,630.1) 426.5
UNISYS CORP USY1 TH 2,318.9 (1,630.1) 426.5
UNISYS CORP USY1 GR 2,318.9 (1,630.1) 426.5
UNITI GROUP INC UNIT US 4,161.2 (1,059.0) -
UNITI GROUP INC 8XC GR 4,161.2 (1,059.0) -
VALVOLINE INC VVV US 1,960.0 (203.0) 227.0
VALVOLINE INC 0V4 GR 1,960.0 (203.0) 227.0
VALVOLINE INC VVVEUR EU 1,960.0 (203.0) 227.0
VECTOR GROUP LTD VGR GR 1,420.3 (284.5) 475.4
VECTOR GROUP LTD VGR US 1,420.3 (284.5) 475.4
VECTOR GROUP LTD VGR QT 1,420.3 (284.5) 475.4
VERISIGN INC VRS TH 2,344.3 (1,203.2) 321.0
VERISIGN INC VRS GR 2,344.3 (1,203.2) 321.0
VERISIGN INC VRSN US 2,344.3 (1,203.2) 321.0
VERISIGN INC VRSNEUR EU 2,344.3 (1,203.2) 321.0
VERSUM MATER VSM US 1,181.8 (9.7) 438.2
VERSUM MATER 2V1 GR 1,181.8 (9.7) 438.2
VERSUM MATER VSMEUR EU 1,181.8 (9.7) 438.2
VERSUM MATER 2V1 TH 1,181.8 (9.7) 438.2
VIEWRAY INC VRAY US 105.6 (17.0) 39.2
VIEWRAY INC 6L9 GR 105.6 (17.0) 39.2
VIEWRAY INC VRAYEUR EU 105.6 (17.0) 39.2
W&T OFFSHORE INC WTI US 875.0 (598.0) 9.4
WEIGHT WATCHERS WTW US 1,247.3 (1,138.7) (58.0)
WEIGHT WATCHERS WW6 GR 1,247.3 (1,138.7) (58.0)
WEIGHT WATCHERS WW6 TH 1,247.3 (1,138.7) (58.0)
WEIGHT WATCHERS WTWEUR EU 1,247.3 (1,138.7) (58.0)
WEST CORP WSTC US 3,480.9 (324.5) 248.5
WEST CORP WT2 GR 3,480.9 (324.5) 248.5
WIDEOPENWEST INC WOW US 3,038.4 (291.2) (28.9)
WIDEOPENWEST INC WU5 GR 3,038.4 (291.2) (28.9)
WIDEOPENWEST INC WOW1EUR EU 3,038.4 (291.2) (28.9)
WINGSTOP INC WING US 114.6 (61.2) (1.7)
WINGSTOP INC EWG GR 114.6 (61.2) (1.7)
WORKIVA INC WK US 154.2 (6.1) (2.0)
WORKIVA INC 0WKA GR 154.2 (6.1) (2.0)
WORKIVA INC WKEUR EU 154.2 (6.1) (2.0)
XOMA CORP XOMA US 24.1 (29.1) 1.7
XOMA CORP X0M1 TH 24.1 (29.1) 1.7
XOMA CORP XOMAEUR EU 24.1 (29.1) 1.7
YRC WORLDWIDE IN YRCW US 1,759.1 (410.5) 292.9
YRC WORLDWIDE IN YEL1 GR 1,759.1 (410.5) 292.9
YRC WORLDWIDE IN YEL1 TH 1,759.1 (410.5) 292.9
YRC WORLDWIDE IN YRCWEUR EU 1,759.1 (410.5) 292.9
YUM! BRANDS INC YUM US 5,596.0 (6,102.0) 307.0
YUM! BRANDS INC TGR GR 5,596.0 (6,102.0) 307.0
YUM! BRANDS INC TGR TH 5,596.0 (6,102.0) 307.0
YUM! BRANDS INC YUMEUR EU 5,596.0 (6,102.0) 307.0
YUM! BRANDS INC TGR QT 5,596.0 (6,102.0) 307.0
YUM! BRANDS INC YUMCHF EU 5,596.0 (6,102.0) 307.0
YUM! BRANDS INC YUM SW 5,596.0 (6,102.0) 307.0
YUM! BRANDS INC YUMUSD SW 5,596.0 (6,102.0) 307.0
YUM! BRANDS INC YUMUSD EU 5,596.0 (6,102.0) 307.0
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.
Copyright 2017. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.
*** End of Transmission ***