/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/171121.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, November 21, 2017, Vol. 21, No. 324 Headlines 1098 BLUE HILL: Hires Cordover Browne as Accountant 74 GRAND ST. EQUITIES: Involuntary Chapter 11 Case Summary A&D PROPANE: Unsecured Creditors to be Paid in Full Over 5 Years ABSOLUTELY ITALIAN: Hires Schlecter as Bankruptcy Counsel ACCESS GROUP: Fitch Affirms CC Rating on 3 Sub. Note Tranches ACER THERAPEUTICS: Reports $3.5 Million Net Loss for Third Quarter ADAMIS PHARMACEUTICALS: Incurs $6.8M Net Loss in Third Quarter ALMAR SALES: Hires Joseph Mania III as Bankruptcy Attorney AMBOY GROUP: Taps Reitler Kailas as Special Counsel AMBOY GROUP: Taps Thomas A. Ferro as Accountant AMERICAN CONSUMERS: Sale of Remaining Assets for $24K Approved AMPLIPHI BIOSCIENCES: Incurs $779,000 Net Loss in Third Quarter AMPLIPHI BIOSCIENCES: May Issue 800,000 Shares Under 2016 Plan ANTHONY LAWRENCE: Exclusive Plan Filing Period Moved to Feb. 15 AUTO MASTERS: Taps Dunham Hildebrand as Legal Counsel BAILEY'S EXPRESS: Sale of 23 Trucks to Toria for $145K Approved BALDWIN PARK: Hires ERC & Associates as Accountant BEBE STORES: Posts $2.66 Million Net Income in First Quarter BLAKE'S LAWN: Hires Mark J. Lazzo as Bankruptcy Counsel BOEGEL FARMS: Ritsema Buying 3.7K Acres of Kearney Property for $8M BOEGEL FARMS: Western Buying 2008 Lockwood Aircup Planter for $40K BOWLIN FUNERAL: U.S. Trustee Unable to Appoint Committee BULK EXPRESS: Hires Schwartz Barkin for Zoning & Lease Issues C SWANK ENTERPRISES: De Lage Landen Objects to Plan Disclosures C SWANK ENTERPRISES: First Commonwealth Blocks OK of Plan Outline C SWANK ENTERPRISES: FNB Wants 2nd Amended Plan Revised CAMBER ENERGY: Will File Q3 Form 10-Q Within Grace Period CAPTAIN TRANSPORT: U.S. Trustee Unable to Appoint Committee CATCH 22 LINY: Unsecureds to Recover 27% Over 6-7 Years Under Plan CENTRAL LAUNDRY: Affiliate Taps NAI Mertz as Real Estate Broker CHICAGO CENTRAL: BTB Edmond Buying Edmond FF&E for $20K COLLEGE PARK: Hires Michael Companies as Real Estate Broker COLORADO NATIONAL: Taps Jackson Kelly as Legal Counsel COLORADO PROPERTY: Taps Wadsworth Warner as Special Counsel CONCORDIA INTERNATIONAL: Incurs $69.5M Net Loss in Third Quarter CREPES DU MONDE: Hires Marc Voisenat as Counsel DIFFUSION PHARMACEUTICALS: Posts $5.1 Million Net Income in Q3 DIVERSIFIED POWER: Hires Davis Ermis as Bankruptcy Counsel DIVINE RIPE: Hires Luis G. Castilleja as Accountant DREAM MOUNTAIN RANCH: Taps Dietrich Fansler as Managing Agent DREAM MOUNTAIN RANCH: Taps Gianola Barnum as Legal Counsel DREAM MOUNTAIN RANCH: Taps Tetrick & Bartlett as Accountant EAGLE'S NEST: L. Wilkins to Provide $500 as Payment to Unsecureds EASTMAN KODAK: Moody's Lowers CFR to Caa1, Outlook Changed to Neg. FALLING LEAVES: Hires Van Horn Law Group as Counsel FREEDOM HOLDING: Reports $27.6M Net Income for Second Quarter FREEDOM HOLDING: Timur R. Turlov Hikes Equity Stake 87.4% FROBERT MOULTRIE: Sale of Meriwether Property for $500K Approved GREAT AMERICAN RESTAURANT: Hires DeMarco∙Mitchell as Counsel GRIFFON CORP: Fitch Affirms 'B+' IDR Following Plastics Biz Sale GRIZZLY CATTLE: Dec. 13 Kloiber Plan Confirmation Hearing GRIZZLY LAND: Dec. 13 Kloiber Plan Confirmation Hearing GUIDO DIMITRI: Sale of Winchester Property to 2450 for $304K Okayed GULFCOAST SURGERY: Hires Timothy Gensmer as Attorney HAHN HOTELS: Unknown Recovery for Unsecured Creditors Under Plan HAIE INVESTMENTS: Unsecureds To Be Paid Over 5 Yrs. With 6% HAMPTON DREAM: Taps Mark Cohen as Legal Counsel HAMPTON DREAM: U.S. Trustee Unable to Appoint Committee HEXION INC: Reports $70 Million Net Loss for Third Quarter HOLLYWOOD ONE: Taps Hoffman Larin as Legal Counsel HUDSON HOSPITALITY: Patel Buying Stonington Hotel for $3.6M HUDSON HOSPITALITY: Patel Buying Stonington Property for $3.6M ICONIX BRAND: S&P Lowers CCR to 'CCC-' After Missed 10-Q Filing INDEPENDENCE TAX II: Incurs $82,144 Net Loss in Second Quarter JACK FITZ LLC: Hires Congeni Law as Counsel JEFFREY L. MILLER: Sets Procedures for Tampa Parcels JONATHAN KELMAN: Rhoadeses Buying Studio City Property for $2.2M JOSEPH HEATH: Marsh Buying Alexandria Property for $369K KENNEWICK PUBLIC: Committee Taps Arent Fox as Legal Counsel LADDCO LLC: Hires Sam Calvert as Counsel LANTHEUS MEDICAL: New Loan Repricing No Impact on Moody's B2 CFR LE CENTRE: Taps Berger Singerman as Legal Counsel LE CENTRE: Taps GlassRatner as Restructuring Advisor LIL ROCK: Taps McMahon Berger as Special Labor Counsel LITTLEMOON: Taps Marvin Levy as Legal Counsel LOOKIN UP: Has Until Jan. 16 to File Plan & Disclosure Statement LUKE'S LOCKER: Plan Filing Deadline Extended Until December 22 M & G USA: Proposes Bidding Procedures for Assets M & G USA: Seeks to Hire A&M, Appoint CRO M & G USA: Taps Jones Day as Legal Counsel M & G USA: Taps Pachulski Stang as Co-Counsel M & G USA: Taps Prime Clerk as Administrative Advisor MAIDEN HOLDINGS: S&P Lowers ICR & Senior Debt Rating to 'BB+' MARYMOUNT UNIVERSITY: S&P Alters Bond Rating Outlook to Positive MATCH GROUP: Moody's Rates $450MM Senior Unsecured Notes Ba3 MATCH GROUP: S&P Rates New $450MM Senior Unsecured Notes 'BB-' MAURICE SPORTING GOODS: Files for Chapter 11 to Sell to Middleton MAURICE SPORTING GOODS: Proposes to Pay $2.53MM to Vendors MAURICE SPORTING: Case Summary & 30 Largest Unsecured Creditors MCELLIOTTS TRUCKING: Hires Pepper & Nason as Local Counsel MESA OIL: Unsecureds to Get 4% of Gross Revenue Over 5 Years MJM DEVELOPMENT: Hires Charmoy & Charmoy as Attorney MJM DEVELOPMENT: Taps Charmoy & Charmoy as Legal Counsel MOMENTIVE PERFORMANCE: Moody's to Continue Review on Caa1 Rating MORCENT IMPORT: Hires Buddy D. Ford as Counsel MORNINGSTAR SENIOR: Fitch Affirms BB+ Rating on Ser. 2012 Bonds MUSCLEPHARM CORP: Interim Finance Chief Anton Quits MUSCLEPHARM CORP: Reports $2.12 Million Net Loss for Third Quarter NEOVASC INC: Will Offer $65 Million Common Shares & Senior Notes NILE SWIM CLUB: Seeks Approval of Disclosure Statement NNN 400 CAPITOL: Taps Dilks Law Firm as Special Counsel NORTH CAROLINA TOBACCO: Trustee Taps Financial Consultant OAK CLIFF DENTAL: Taps Metcalf Adair as Special Counsel OMINTO INC: Amends First Quarter 2016 Form 10-Q Report OSAGE WATER: U.S. Trustee Unable to Appoint Committee PINPOINT WAREHOUSING: Committee Hires Hull & Chandler as Counsel PIONEER HEALTH: Proposes Dec. 11 Auction of All Assets PIONEER HEALTH: Sale of King Property to CMP for $1.9M Approved PIONEER NURSERY: Committee Hires Klein DeNatale as Attorney PRECIPIO INC: Appoints Samuel D. Riccitelli as Board Chairman PROSPECTOR OFFSHORE: Intends to File Chapter 11 Plan by March 16 RABEY ELECTRIC: Plan Confirmation Hearing Set for Dec. 20 REAL ALLOY: Moody's Lowers PDR to 'D-PD' on Bankruptcy Filing REAL INDUSTRY: S&P Lowers CCR to 'D' on Chapter 11 Filing REAL INDUSTRY: Seeks to Pay $10.3MM for Critical Vendor Claims REDIGI INC: Taps Babst Calland as Special Counsel REMINGTON OUTDOOR: S&P Lowers CCR to 'CCC-' on High Default Risk RESOLUTE ENERGY: Will Not Pursue $550M Senior Notes Offering RG & AK: Hires Danoff & King as Counsel ROBERT BLEZA: Region Home Buying St. John Property for $135K ROBERT WINZINGER: Sale of Franklin Township Property for $145K OK'd ROBERT WINZINGER: Sale of Oldman's Property for $350K Approved ROOT9B HOLDINGS: Shares Delisted from Nasdaq ROSENBAUM FARM: Seeks April 17 Plan Filing Exclusivity Extension ROYAL FLUSH: First Commonwealth Objects to 3rd Amended Disclosures ROYAL FLUSH: FNB Seeks Revision of Third Amended Plan RUNNING M RANCH: Hires Pipkin Law as Special Counsel SAL ACQUISITION: S&P Lowers CCR to 'B-' on Weak Credit Metrics SEADRILL LTD: Committee Taps FTI as Financial Advisor SERVICE WELDING: Wants to Maintain Plan Exclusivity Until Nov. 22 SNEED SHIPBUILDING: Trustee Selling Irish Sea's Reel Deal for $350K SOUTHCROSS ENERGY: Southcross Owns 72% of Units as of Nov. 11 SOUTHEASTERN PLATEWORKS: Committee Taps Burr & Forman as Counsel SOUTHWORTH COMPANY: Taps Meyers Brothers as Accountant SPECTRUM ALLIANCE: Dec. 6 Auction of Property Portfolio Partnership SRQ TAXI MANAGEMENT: Plan, Disclosures Must Be Filed by Jan. 16 ST VINCENT HOSPITAL: Moody's Affirms Ba2 Bonds Rating; Outlook Neg. SUNEDISON INC: Sells Facility, Keen-Summit Acts as Advisor TASTE OF MAO: Hires Ford Harrison as Litigation Counsel TASTE OF MAO: Hires Morrison Tenenbaum as Counsel TOYS "R" US: Moody's Rates $450MM DIP Term Loan 'Ba2' TRINITY 83: Dec. 11 Auction of Mokena Property Set TSC/JMJ SNOWDEN: Taps Hirschler Fleischer as Legal Counsel ULURU INC: Incurs $538,000 Net Loss in Third Quarter USA SALES: Court Declines to Extend Exclusivity Period UW OSHKOSH FOUNDATION: Taps CliftonLarsonAllen as Accountant VANGUARD HEALTHCARE: BHC-LTC To Pay Injury Claims Against Memphis VANGUARD HEALTHCARE: Court Approves Crestview's Amended Disclosures VANGUARD HEALTHCARE: HFS $2.1MM Claim Deemed Fully Paid VANGUARD HEALTHCARE: Memphis Unsecureds to be Paid 6% Interest VELOCITY POOLING: Moody's Cuts PDR to D-PD Following Bankruptcy VERMEIL LLC: Counsel to be Paid $12,500 Under Latest Plan WALL ST. RECYCLING: Taps Wickens as Special Counsel in Cawley Suit WILLOW BEND: Seeks to Hire Liskow & Lewis as Special Counsel ZEKE'S WORLD: Hearing on Plan Outline Approval Set for Dec. 8 ZETTA JET USA: Ch.11 Trustee to Hire Ordinary Course Professionals ZYNEX INC: Posts Net Income of $2.20 Million in Third Quarter [^] Large Companies with Insolvent Balance Sheet ********* 1098 BLUE HILL: Hires Cordover Browne as Accountant --------------------------------------------------- 1098 Blue Hill Avenue, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Massachusetts to employ Cordover Browne, as accountant to the Debtor. 1098 Blue Hill requires Cordover Browne to: -- prepare the Debtor's monthly operating reports; and -- prepare the Debtor's yearly corporate federal and state tax return, and the Massachusetts annual report. Cordover Browne will be paid a flat monthly fee of $400 to prepare the Debtor's monthly operating reports, $450 for the yearly corporate federal and state tax return, and the Massachusetts annual report. Cordover Browne will also be reimbursed for reasonable out-of-pocket expenses incurred. Cordover Browne, 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. Cordover Browne can be reached at: Cordover Browne 1 Rae Circle Randolph, MA 02368 Tel: (781) 308-6030 About 1098 Blue Hill Avenue, LLC Based in Boston, Massachusetts, 1098 Blue Hill Avenue LLC is a single asset real estate as that term is defined in 11 U.S.C. Section 101(51B). 1098 Blue Hill Avenue LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 17-13836) on Oct. 17, 2017. Joseph D. Jeudy, its manager, signed the petition. At the time of the filing, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Frank J. Bailey presides over the case. 74 GRAND ST. EQUITIES: Involuntary Chapter 11 Case Summary ---------------------------------------------------------- Alleged Debtor: 74 Grand St. Equities, LLC c/o Richard B. Feldman 551 Fifth Avenue, 24th Floor New York, NY 10176 Type of Business: Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B) Involuntary Chapter 11 Petition Date: November 20, 2017 Case Number: 17-13295 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. Shelley C. Chapman Petitioners' Counsel: Robert K. Dakis, Esq. MORRISON COHEN LLP 909 Third Avenue New York, NY 10022 Tel: 212-735-8744 E-mail: rdakis@morrisoncohen.com - and - Matthew F. Kye, Esq. MAGNOZZI & KYE, LLP 1 Expressway Plaza, Suite 114 Roslyn Heights, NY 11577 Tel: 516-299-5556 Fax: 516-299-5598 E-mail: mkye@magnozzikye.com Alleged debtors who signed involuntary petition: Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Churchill Credit Holding LLC Money Loaned $1,108,003 250 Bowery, 2nd Floor New York, NY 10012 Equity Environmental Services Provided $12,744 Engineering, LLC 500 International Drive, Suite 150 Mount Olive, NJ 07828 Damo Construction Services Provided $40,800 Company, Inc. 14618 Liberty Ave, Jamaica, NY 11435 A full-text copy of the involuntary petition is available at: http://bankrupt.com/misc/nysb17-13295.pdf A&D PROPANE: Unsecured Creditors to be Paid in Full Over 5 Years ---------------------------------------------------------------- A&D Propane, Inc., filed with the U.S. Bankruptcy Court for the Southern District of Texas a disclosure statement to accompany its plan of reorganization. Class 5 is impaired and consists of the unsecured claims under $500.01. There are 6 claims in this class for a total of $1,518.96. These claims will be paid in full on the effective date of the Plan. Any member of Class 6 who agrees to reduce their claim to $500 may elect to be treated in Class 5 of the Plan. Class 6 is impaired and consists of the unsecured claims over $500. These claims total approximately $332,502.08. These claims will be paid 100% of their claims in equal quarterly installments over a 5 year period. The first payment will be made on the 15th day of the first full month of the first full quarter following the effective date of the plan. The anticipated quarterly installment to these creditors is in the amount of $16,625.10. Any member of Class 6 who agrees to reduce their claim to $500 may elect to be treated in Class 5 of the Plan. The Plan proposes the continuation of the Debtor's business utilizing the profits to fund the plan over a 5 to 10 year period. However, the Debtor reserves the right to pre-pay any class on a pro-rata basis as funds are available over the life of the Plan. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/txsb17-31502-105.pdf About A&D Propane Based in Huntsville, Texas, A&D Propane, Inc., filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 17-31502) on March 7, 2017. Robert Dobyns, president, signed the petition. In its petition, the Debtor disclosed $883,060 in assets and $1.56 million in liabilities. The Hon. Jeff Bohm presides over the case. Julie M. Koenig, Esq., at Cooper & Scully, PC, serves as the Debtor's bankruptcy counsel. Bryan Brassell of Padgett Business Services was tapped by the Debtor to prepare its tax returns. ABSOLUTELY ITALIAN: Hires Schlecter as Bankruptcy Counsel --------------------------------------------------------- Absolutely Italian, Claremont, Inc., d/b/a Eddie's Italian Eatery, seeks authority from the U.S. Bankruptcy Court for the District of California to employ the Law Office of Daren M. Schlecter, A Prof. Corp., as general bankruptcy counsel to the Debtor. Absolutely Italian requires Schlecter to: a. advise the Debtor with respect to its right, powers, duties and obligations as debtor in possession in the administration of this case, the operation of business and management of its property; b. prepare pleadings, applications, and conduct examinations incidental to administration; c. advise and represent the Debtor in its connection with all applications, motions or complaints for reclamation, adequate protection, sequestration, relief from stays, appointment of a trustee or examiner and all other similar matters; d. develop the relationship of the status of the Debtor in possession to the claims of creditor in these proceedings; e. advise and assist the Debtor in possession in the formulation and presentation of a plan pursuant to Chapter 11 of the Bankruptcy Code and concerning any and all matters relating thereto; and f. perform any all other legal services incidental and necessary. Schlecter will be paid at these hourly rates: Daren M. Schlecter, Partner $350 Rachel Milman, Of Counsel $275 Schlecter has received $31,717 as an initial retainer for fees and costs for the instant chapter 11 from Denise Margaret Hirota, who is the daughter in law of James and Joanna Hermanson, who are principals of the Debtor. Of the Retainer amount given by Hirota, $6,000 of it earned was earned before filing and $1,717 in filing fees paid, leaving $24,000 which is held in Schlecter's Client Trust Account. Schlecter will also be reimbursed for reasonable out-of-pocket expenses incurred. Daren M. Schlecter, partner of the Law Office of Daren M. Schlecter, A Prof. Corp., 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. Schlecter can be reached at: Daren M. Schlecter, Esq. LAW OFFICE OF DAREN M. SCHLECTER, A PROF. CORP. 925 Century Park East, Suite 830 Los Angeles, CA 90067 Tel: (310) 553-5747 Fax: (310) 553-5487 About Absolutely Italian, Claremont, Inc. Absolutely Italian, Inc., based in Glendora, CA, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 15-12506) on February 19, 2015. The Hon. Robert N. Kwan presides over the case. Michael S Kogan, Esq, at Kogan Law Firm APC, serves as bankruptcy counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Edward Inglese, president. ACCESS GROUP: Fitch Affirms CC Rating on 3 Sub. Note Tranches ------------------------------------------------------------- Fitch Ratings has downgraded the senior notes of the Access Group, Inc. 2002 Indenture of Trust to 'BBBsf' from 'Asf' and affirms the subordinate notes at 'CCsf'. The Rating Outlook is Stable for the senior notes and the recovery estimate remains at 10% for all class B notes. The class A note downgrade is driven by the transaction's sensitivity to changes in the CPR and in scenarios of high interest rates, there is insufficient cash to make interest payments due to the timing mismatch between quarterly SAP payments and monthly note interest payments. The trust is under-collateralized, as over 60% of the notes are auction rate notes paying interest at the maximum auction rate which impacts liquidity. The capitalized interest fund is insufficient to cover such mismatch when interest rates increase. The issuer has the option to redeem subordinate notes prior to senior notes if the senior parity is 105% and total parity is 100.5%. Given the parity trend, Fitch believes that this scenario is unlikely. However, the 2003-1 and 2004-1 class B notes are expected to mature prior to the 2002 class A note and failure to pay these notes at final maturity will result in an event of default. If all notes are declared due and payable, all senior notes will be paid prior to the subordinate notes. As a result, Fitch's analysis assumes sequential pay between the class A and B notes. Fitch calculates Recovery Estimates (REs) for distressed structured finance securities of 'CCCsf' or lower. REs reflect remaining recoveries expected to be received by the security and applied as principal proceeds from the point that the RE is calculated until legal final maturity. KEY RATING DRIVERS U.S. Sovereign Risk: The trust collateral comprises Federal Family Education Loan Program (FFELP) loans, with guaranties provided by eligible guarantors and reinsurance provided by the U.S. Department of Education (ED) for at least 97% of principal and accrued interest. The U.S. sovereign rating is currently 'AAA'/Outlook Stable. Collateral Performance: Fitch assumes a base case default rate of 10.5% and a 15.7 % default rate under the 'BBB' credit stress scenario. The base case default assumption implies a constant default rate of 1.4% (assuming a weighted average life of 7.2 years) consistent with a sustainable constant default rate utilized in the maturity stresses. Fitch applies the standard default timing curve in its credit stress cash flow analysis. The claim reject rate is assumed to be 0.5% in the base case and 1.5% in the 'BBB' case. The trailing 12 month (TTM) levels of deferment, forbearance, and income-based repayment (prior to adjustment) are 1.5%, 2.3%, and 3.8%, respectively, and are used as the starting point in cash flow modelling. The TTM constant prepayment rate (voluntary and involuntary) is 5.0%; however, a sustainable CPR of 4.5% which is more reflective of the historical trend was utilized for modelling. Subsequent declines or increases are modelled as per criteria. Basis and Interest Rate Risk: Basis risk for these transactions arises from any rate and reset frequency mismatch between interest rate indices for SAP and the securities. As of Oct. 25, 2017, all trust student loans are indexed to either 91-day T-bill or one-month LIBOR. Approximately 31% of the notes are indexed to 3ML and the remaining are auction rate securities. Fitch applies its standard basis and interest rate stresses to this transaction as per criteria. Payment Structure: Credit enhancement (CE) is provided by excess spread and the class A notes benefit from subordination provided by the class B notes. As of Oct. 25, 2017, reported senior and total parity are 107.5% and 97.7% respectively. Liquidity support is provided by a reserve account sized at $2.9 million. No cash is currently being released from the trust as the cash release threshold of 101% total parity has not been met. Maturity Risk: Fitch's student loan ABS cash flow model indicates that all class A notes are paid in full prior to the legal final maturity dates under all rating scenarios. The class B notes do not pay off before their maturity date in Fitch's modelling scenarios, including the base cases. If the breach of the senior classes' maturity date triggers an event of default, interest payments will be diverted away from the class B notes, causing the subordinate notes to fail the base case as well. Operational Capabilities: Day-to-day servicing is provided by Conduent Education Services LLC which Fitch believes to be an acceptable servicer of student loans due to their long servicing history. Conduent will be exiting the student loan servicing business in 2018 and the issuer is in the process of selecting a replacement servicer. RATING SENSITIVITIES 'AAAsf' rated tranches of most FFELP securitizations will likely move in tandem with the U.S. sovereign rating, given the strong linkage to the U.S. sovereign by nature of the reinsurance and SAP provided by ED. Sovereign risks are not addressed in Fitch's sensitivity analysis. Fitch conducted a CE sensitivity analysis by stressing both the related lifetime default rate and basis spread assumptions. In addition, Fitch conducted a maturity sensitivity analysis by running different assumptions for the IBR usage and prepayment rate. The results below should only be considered as one potential model implied outcome as the transaction is exposed to multiple risk factors that are all dynamic variables. Credit Stress Rating Sensitivity -- Default increase 25%: class A 'AAAsf', class B 'CCsf'; -- Default increase 50%: class A 'AAAsf', class B 'CCsf'; -- Basis Spread increase 0.25%: class A 'AAAsf, class B 'CCsf'; -- Basis Spread increase 0.5%: class A 'AAAsf', class B 'CCsf'. Maturity Stress Rating Sensitivity -- CPR decrease 50%: class A 'BBBsf, class B 'CCsf'; -- CPR increase 100%: class A 'AAsf'; class B 'CCsf'; -- IBR Usage decrease 50%: class A 'Bsf'; class B 'CCsf'; -- IBR Usage increase 100%: class A 'BBBsf'; class B 'CCsf'. It is important to note that the stresses are intended to provide an indication of the rating sensitivity of the notes to unexpected deterioration in trust performance. Rating sensitivity should not be used as an indicator of future rating performance. USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10 No third-party due diligence was provided or reviewed in relation to this rating action. Fitch takes the following rating actions: Access Group, Inc. 2002 Indenture of Trust: Senior Notes: -- 2002-1 A-3 downgraded to 'BBBsf' from 'Asf'; Outlook Stable; -- 2002-1 A-4 downgraded to 'BBBsf' from 'Asf'; Outlook Stable -- 2003-1 A-3 downgraded to 'BBBsf' from 'Asf'; Outlook Stable; -- 2003-1 A-4 downgraded to 'BBBsf' from 'Asf'; Outlook Stable; -- 2003-1 A-5 downgraded to 'BBBsf' from 'Asf'; Outlook Stable -- 2003-1 A-6 downgraded to 'BBBsf' from 'Asf'; Outlook Stable -- 2004-1 A-2 downgraded to 'BBBsf' from 'Asf'; Outlook Stable -- 2004-1 A-3 downgraded to 'BBBsf' from 'Asf'; Outlook Stable -- 2004-1 A-4 downgraded to 'BBBsf' from 'Asf'; Outlook Stable -- 2004-1 A-5 downgraded to 'BBBsf' from 'Asf'; Outlook Stable. Subordinate Notes: -- 2002-1 B affirmed at 'CCsf'; RE 10%; -- 2003-1 B affirmed at 'CCsf'; RE 10%; -- 2004-1 B affirmed at 'CCsf'; RE 10%. ACER THERAPEUTICS: Reports $3.5 Million Net Loss for Third Quarter ------------------------------------------------------------------ Acer Therapeutics Inc. reported financial results for the quarter ended Sept. 30, 2017, and provided an update on the Company's recent corporate developments. "The third quarter was transformative for Acer. We became a public Nasdaq-listed company, closed a concurrent financing and announced positive results from our pivotal clinical trial of EDSIVO, each a critical step in bringing us closer to our goal of becoming a leading pharmaceutical company that acquires, develops and commercializes therapies for the treatment of patients with serious rare and ultra-rare diseases with critical unmet medical need," said Chris Schelling, CEO and founder of Acer. "We continue to successfully advance our lead product candidate, EDSIVO, a potential life-saving therapy for patients with vEDS. We believe that our current cash position will allow us to advance EDSIVO through NDA submission with the FDA in the first half of 2018. As a public company, we look forward to advancing and expanding our pipeline with the goal of bringing multiple products to patients over the next several years." Acer Therapeutics reported a net loss of $3.47 million for the three months ended Sept. 30, 2017, compared to a net loss of $1.88 million for the same period during the prior year. For the nine months ended Sept. 30, 2017, Acer Therapeutics reported a net loss of $9.98 million compared to a net loss of $4.56 million for the same period a year ago. As of Sept. 30, 2017, the Company had $17.01 million in total assets, $2.25 million in total liabilities and $14.76 million in total stockholders' equity. Cash and cash equivalents were $8.4 million as of Sept. 30, 2017, compared to $1.8 million as of Dec. 31, 2016. Research and development expenses were $2.1 million for the three months ended Sept. 30, 2017, compared with $1.6 million for the three months ended Sept. 30, 2016. The increase in expenses is primarily due to an increase in spending for clinical development and manufacturing services related to EDSIVO. General and administrative expenses were $1.3 million for the three months ended Sept. 30, 2017, compared with $0.3 million for the three months ended Sept. 30, 2016. The increase in expenses is primarily due to an increase in professional services and pre-commercial launch costs related to EDSIVO. According to the Company, "We have never been profitable and have incurred operating losses in each year since inception. From inception to September 30, 2017, we have raised net cash proceeds of approximately $27.5 million, primarily from private placements of convertible preferred stock, common stock and debt financings. As of September 30, 2017, we had approximately $8.4 million in cash and cash equivalents. Our net loss was approximately $10.0 million for the nine months ended September 30, 2017, and approximately $6.7 million for the year ended December 31, 2016. As of September 30, 2017, we had an accumulated deficit of approximately $21.3 million. Substantially all of our operating losses resulted from expenses incurred in connection with our research and development programs and from general and administrative costs associated with our operations." Opexa incurred a net loss of $7.98 million for the year ended Dec. 31, 2016, compared to a net loss of $12.01 million for the year ended Dec. 31, 2015. Malonebailey, LLP -- http://www.malonebailey.com/-- in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has incurred recurring losses, negative operating cash flows and an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. For additional information see Acer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission at: https://is.gd/2fieE4 About Acer Therapeutics Acer Therapeutics, headquartered in Cambridge, MA -- http://www.acertx.com/-- is a pharmaceutical company focused on the acquisition, development and commercialization of therapies for patients with serious rare and ultra-rare diseases with critical unmet medical need. Acer's late-stage clinical pipeline includes two candidates for severe genetic disorders for which there are few or no FDA-approved treatments: EDSIVO (celiprolol) for vEDS, and ACER-001 (a fully taste-masked, immediate release formulation of sodium phenylbutyrate) for urea cycle disorders (UCD) and Maple Syrup Urine Disease (MSUD). There are no FDA-approved drugs for vEDS and MSUD and limited options for UCD, which collectively impact more than 4,000 patients in the United States. Acer's product candidates have clinical proof-of-concept and mechanistic differentiation, and Acer intends to seek approval for them in the U.S. by using the regulatory pathway established under section 505(b)(2) of the Federal Food, Drug, and Cosmetic Act, or FFDCA, that allows an applicant to rely for approval at least in part on third-party data, which is expected to expedite the preparation, submission, and potential approval of a marketing application. On Sept. 19, 2017, Acer Therapeutics Inc. completed the merger with Opexa Therapeutics, Inc., under which the stockholders of Acer (including investors in a financing that closed concurrently with the merger) become holders of 88.8% of combined company's outstanding common stock, with Opexa shareholders retaining 11.2%. ADAMIS PHARMACEUTICALS: Incurs $6.8M Net Loss in Third Quarter -------------------------------------------------------------- Adamis Pharmaceuticals Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $6.76 million on $3.38 million of net revenue for the three months ended Sept. 30, 2017, compared to a net loss of $6.64 million on $2.07 million of net revenue for the three months ended Sept. 30, 2016. For the nine months ended Sept. 30, 2017, the Company reported a net loss of $17.51 million on $10.23 million of net revenue compared to a net loss of $18.76 million on $4 million of net revenue for the same period a year ago. As of Sept. 30, 2017, Adamis had $56.30 million in total assets, $10.27 million in total liabilities and $46.03 million in total stockholders' equity. The Company's cash was $24,317,294 and $5,095,760 at Sept. 30, 2017 and Dec. 31, 2016, respectively, including approximately $1.0 million in restricted cash held by Bear State Bank, N.A. as collateral for a $2.0 million working capital line. According to the Quarterly Report, "The Company has significant operating cash flow deficiencies. The Company will need additional funding for future operations and the expenditures that will be required to conduct clinical, development and regulatory activities relating to the Company's product candidates, commercially launch products that may be approved by applicable regulatory authorities, market and sell products, satisfy existing obligations and liabilities, and otherwise support the Company's intended business activities and working capital needs. The preceding conditions raise substantial doubt about our ability to continue as a going concern. Management's plans include attempting to secure additional required funding through equity or debt financings, sales or out-licensing of intellectual property assets, seeking partnerships with other pharmaceutical companies or third parties to co-develop and fund research, development or commercialization efforts, or similar transactions. There is no assurance that the Company will be successful in obtaining the necessary funding to meet its business objectives." A full-text copy of the Form 10-Q is available for free at: https://is.gd/BwmS7B About Adamis San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTCQB:ADMP) -- http://www.adamispharmaceuticals.com/-- is a biopharmaceutical company engaged in the development and commercialization of specialty pharmaceutical and biotechnology products in the therapeutic areas of respiratory disease, allergy, oncology and immunology. Adamis reported a net loss applicable to common stock of $20.81 million on $6.47 million of net revenue for the year ended Dec. 31, 2016, compared to a net loss applicable to common stock of $13.57 million on $0 of net revenue for the year ended Dec. 31, 2015. Mayer Hoffman McCann P.C., in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has incurred recurring losses from operations, and is dependent on additional financing to fund operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. ALMAR SALES: Hires Joseph Mania III as Bankruptcy Attorney ---------------------------------------------------------- Almar Sales Company seeks authority from the United States Bankruptcy Court for the District of New Jersey in Trenton to employ Joseph J Mania III, Esq. as bankruptcy attorney to provide representation to the Debtor in its chapter 11 case and assist to the Debtor in obtaining confirmation of a feasible chapter 11 plan. An initial retainer of $2000.00 plus filing fees has been provided to the attorney. Additional services are to be billed at $350 per hour plus expenses. Joseph J Mania III, Esq. attests that he does not hold an adverse interest to the estate and is disinterested person under 11 U.S.C. section 101(14). The Attorney can be reached through: Joseph J Mania, III Law Office of Joseph J. Mania III 203 Main St., Suite A234 Flemington, NJ 08822 Phone: (908) 806-3460 Fax : (908) 806-3795 Email: jmbanklaw@gmail.com About Almar Sales Company Based in Alpha, New Jersey, Almar Sales Company filed a Chapter 11 petition (Bankr. D.N.J. Case No. 17-29658) on September 29, 2017, listing under $1 million both in assets and liabilities. Judge Michael B. Kaplan presides the case. The Debtor is represented by Joseph J Mania, III at the Law Office of Joseph J. Mania III as bankruptcy counsel. AMBOY GROUP: Taps Reitler Kailas as Special Counsel --------------------------------------------------- Amboy Group, LLC and CLU Amboy, LLC seek approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Reitler Kailas & Rosenblatt LLC as special counsel. The firm will provide these services: (a) assist the Debtors' general counsel with litigation and to file any necessary pleadings and documents; (b) appear before the court and other officials and tribunals, if necessary, and protect the interests of the Debtors in federal, state and foreign jurisdictions and administrative proceedings; and (c) negotiate and prepare documents relating to litigation. The firm's hourly rates range from $375 to $725 for partners and counsel, and from $275 to $500 for associates. Paralegals charge $250 per hour. The professionals designated to represent the Debtor and their hourly rates are: Yann Geron $725 Nicole Santucci $460 Jeannette Litos $275 Yann Geron, Esq., disclosed in court filings that the firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Yann Geron, Esq. Reitler Kailas & Rosenblatt LLC 885 Third Avenue, 20th Floor New York, NY 10022 About Amboy Group Amboy Group is a provider of food products and temperature controlled warehouses. Its food processing and cold storage facility serves as a manufacturer/distributor of authentic Irish and Italian meat products in America. Amboy Group's facility is USDA, FDA and SQF 2000 certified. CLU Amboy, LLC is the fee simple owner of a real property located at 1 Amboy Avenue Woodbridge, NJ 07095 with an appraised value of $13 million. CLU Amboy reported gross revenue of $624,444 in 2016 and gross revenue of $644,066 in 2015. Amboy Group holds a 51% interest in an American entity known as Parmacotta-Amboy NA, LLC that distributes Italian meats. The remaining 49% is owned by an American entity known as Parmacotto America. Parmacotto America is owned by Paramcotto sPa. Parmacotto sPa has been subject to insolvency proceedings in Italy for approximately two and half years, during which time, no revenue has flowed from Parmacotto sPa to Amboy Group. Amboy Group's gross revenue amounted to $10.01 million in 2016 and $6.26 million in 2015. Amboy Group LLC dba Tommy Moloney's dba Agnelli's Gourmet dba Amboy Cold Storage and its affiliate CLU Amboy, LLC dba Amboy Cold Storage filed separate Chapter 11 petitions (Bankr. D. N.J. Case Nos. 17-31653 and 17-31647, respectively), on October 25, 2017. At the time of filing, the Amboy Group, LLC had $1.48 million in assets and $7.11 million in liabilities, while CLU Amboy, LLC had $13.34 million in assets and $10.78 million in liabilities. The Hon. Christine M. Gravelle presides over the case. The Debtors are represented by Anthony Sodono, III, Esq. and Sari Blair Placona, Esq. of Trenk, DiPasquale, Della Fera & Sodono, P.C. AMBOY GROUP: Taps Thomas A. Ferro as Accountant ----------------------------------------------- Amboy Group, LLC and CLU Amboy, LLC seek approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Thomas A. Ferro, P.C. as their accountant. The firm will advise the Debtors regarding their duties in the continued management of their financial affairs; prepare their monthly operating reports; and provide other accounting services. The firm will charge an hourly fee of $275 for its services. Thomas Ferro, certified public accountant, disclosed in court filings that he and his firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Thomas A. Ferro Thomas A. Ferro, P.C. 132 Lee Road Garden City, NY 11530 About Amboy Group Amboy Group is a provider of food products and temperature controlled warehouses. Its food processing and cold storage facility serves as a manufacturer/distributor of authentic Irish and Italian meat products in America. Amboy Group's facility is USDA, FDA and SQF 2000 certified. CLU Amboy, LLC is the fee simple owner of a real property located at 1 Amboy Avenue Woodbridge, NJ 07095 with an appraised value of $13 million. CLU Amboy reported gross revenue of $624,444 in 2016 and gross revenue of $644,066 in 2015. Amboy Group holds a 51% interest in an American entity known as Parmacotta-Amboy NA, LLC that distributes Italian meats. The remaining 49% is owned by an American entity known as Parmacotto America. Parmacotto America is owned by Paramcotto sPa. Parmacotto sPa has been subject to insolvency proceedings in Italy for approximately two and half years, during which time, no revenue has flowed from Parmacotto sPa to Amboy Group. Amboy Group's gross revenue amounted to $10.01 million in 2016 and $6.26 million in 2015. Amboy Group LLC dba Tommy Moloney's dba Agnelli's Gourmet dba Amboy Cold Storage and its affiliate CLU Amboy, LLC dba Amboy Cold Storage filed separate Chapter 11 petitions (Bankr. D. N.J. Case Nos. 17-31653 and 17-31647, respectively), on October 25, 2017. At the time of filing, the Amboy Group, LLC had $1.48 million in assets and $7.11 million in liabilities, while CLU Amboy, LLC had $13.34 million in assets and $10.78 million in liabilities. The Hon. Christine M. Gravelle presides over the case. The Debtors are represented by Anthony Sodono, III, Esq. and Sari Blair Placona, Esq. of Trenk, DiPasquale, Della Fera & Sodono, P.C. AMERICAN CONSUMERS: Sale of Remaining Assets for $24K Approved -------------------------------------------------------------- Judge Nicholas W. Whittenburg of the U.S. Bankruptcy Court for the Eastern District of Tennessee authorized American Consumers, Inc., doing business as Shop-Rite Supermarkets, to sell remaining assets: (i) 2013 Chevrolet Equinox (Black) to James and Reba Southern for $5,000; (ii) 2013 Chevrolet Equinox (Red) to James P. Chappell for $5,500; (iii) 2012 Chevrolet Silverado to Todd Richardson for $11,000; (iv) 2001 Dodge 350 Truck to Rick Millard for $1,200; and miscellaneous office equipment to James P. Chappell for $1,000. The sale is free and clear of any interest(s) of any kind or nature whatsoever, with all such liens, claims and encumbrances attaching to the net cash proceeds of the sale in the order of their priority, with the same validity, force and effect that they now have as against the assets being sold. The 14-day stay provided in Bankruptcy Rule 6004(h) is waived. About American Consumers American Consumers, Inc., d/b/a Shop-Rite Supermarkets, owned and operated seven grocery store operations located in Tennessee, Alabama and Georgia. The lease of the grocery store located in Ringgold, Georgia was previously rejected by operation of law, and its operation of that store has ceased. As a result, Debtor now has six grocery stores in the following locations: (i) Dayton, Tennessee; (ii) Jasper, Tennessee; (iii) Stevenson, Alabama; (iv) Tunnel Hill, Georgia; (v) Chickamauga, Georgia; and (vi) LaFayette, Georgia. In addition, its office is located in Fort Oglethorpe, Georgia. The company does not own any real property. Instead, it leases the real property on which each of the foregoing grocery store operations is located. The Fort Oglethorpe, Georgia-based Company filed a Chapter 11 petition (Bankr. E.D. Tenn. Case No. 17-10189) on Jan. 17, 2017, estimating $1 million to $10 million in both assets and liabilities. The petition was signed by Todd Richardson, chief executive officer. The Hon. Nicholas W. Whittenburg presides over the case. Harold L North, Jr., Esq., at Chambliss Bahner & Stophel, P.C., serves as bankruptcy counsel to the Debtor. AMPLIPHI BIOSCIENCES: Incurs $779,000 Net Loss in Third Quarter --------------------------------------------------------------- Ampliphi Biosciences Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss attributable to common stockholders of $779,000 on $38,000 of revenue for the three months ended Sept. 30, 2017, compared to a net loss attributable to common stockholders of $3.58 million on $29,000 of revenue for the three months ended Sept. 30, 2016. For the nine months ended Sept. 30, 2017, the Company reported a net loss attributable to common stockholders of $10.48 million on $95,000 of revenue compared to a net loss attributable to common stockholders of $14.77 million on $238,000 of revenue for the same period a year ago. As of Sept. 30, 2017, the Company had $13.78 million in total assets, $4.02 million in total liabilities and $9.75 million in total stockholders' equity. "I'm excited to report on the progress AmpliPhi made in the third quarter of 2017," said Paul C. Grint, M.D., CEO of AmpliPhi Biosciences. "We have dosed six patients suffering from life-threatening infections under expanded access programs at two major teaching hospitals and remain on track to meet our previously announced goal of treating ten patients by year end. We have also continued our engagement with the scientific community to increase awareness of phage-based therapies as a promising technology to combat increasing antibiotic resistance. Looking forward, we expect to be well-positioned to treat up to an additional twenty patients by the end of first half of 2018, as we collect the data to prioritize lead indications for potential Phase 2 and/or registrational studies, while working with the FDA on a potential pathway to registration." Cash and cash equivalents as of Sept. 30, 2017 totaled $7.7 million. AmpliPhi anticipates that its current financial resources will provide sufficient cash to fund operations until mid-2018. R&D expenses for the quarter ended Sept. 30, 2017 totaled a net benefit of $0.8 million compared to an expense of $1.7 million for the same period of 2016. The decrease reflects receipt during the quarter of approximately $2.0 million from the Australian tax authority. R&D expenses, excluding any benefit from tax incentive payments, for the three months ended Sept. 30, 2017 and 2016 were $1.2 million and $1.7 million, respectively. The decrease of $0.5 million was primarily attributable to a decrease in professional and consulting fees as well as decreased clinical expenses. R&D expenses for the nine months ended Sept. 30, 2017 were $1.8 million, net of approximately $2.0 million of tax incentive payments received from the Australian tax authority. There were no similar tax incentive payments recognized during the same period of the prior year. R&D expenses, excluding any benefit from tax incentive payments, for the nine months ended Sept. 30, 2017 and 2016 were $3.8 million and $4.9 million, respectively. The decrease of $1.1 million was primarily related to decreases in consulting fees, professional recruitment fees and clinical expenses. General and administrative expenses for the quarter ended Sept. 30, 2017 totaled $1.6 million compared to $1.8 million for the same period of 2016. G&A expenses for the nine months ended Sept. 30, 2017 were $6.3 million compared to $6.9 million for the same period of 2016. Net cash used in operating activities for the nine months ended Sept. 30, 2017 was $6.8 million, as compared to $9.1 million for the nine months ended Sept. 30, 2016. There were 9.5 million shares of common stock outstanding as of Nov. 8, 2017. Recent Business Highlights * Administered first-in-human intravenous treatment of AB-SA01 for a patient suffering from a life-threatening Staphylococcus aureus (S. aureus) infection of the heart (endocarditis). AB-SA01 was administered intravenously to the patient over two weeks and was well tolerated. * Announced the publication of preclinical data demonstrating the activity of AB-PA01 in reducing biofilms. The paper, titled "Activity of Bacteriophages in Removing Biofilms of Pseudomonas aeruginosa Isolates from Chronic Rhinosinusitis Patients," was published in the journal Frontiers in Cellular and Infection Microbiology in September 2017. * Announced publication of a case study detailing the successful treatment of a critically ill patient with a multidrug-resistant (MDR) Acinetobacter baumannii (A. baumannii) infection in the journal Antimicrobial Agents and Chemotherapy in August 2017. * Received a Research and Development (R&D) Tax Incentive cash rebate of USD $2.0 million from the Australian Tax Office based on the company's R&D spending in Australia during 2016. A full-text copy of the Form 10-Q is available for free at: https://is.gd/pSSNEQ About AmpliPhi AmpliPhi Biosciences Corp. is a biotechnology company focused on the discovery, development and commercialization of novel phage therapeutics. Its principal offices occupy 1,000 square feet of leased office space pursuant to a month-to-month sublease, located at 3579 Valley Centre Drive, Suite 100, San Diego, California. It also leases 700 square feet of lab space in Richmond, Virginia, 5,000 square feet of lab space in Brookvale, Australia, and 6,000 square feet of lab and office space in Ljubljana, Slovenia. Ampliphi reported a net loss attributable to common stockholders of $24.27 million for the year ended Dec. 31, 2016, compared to a net loss attributable to common stockholders of $10.79 million for the year ended Dec. 31, 2015. Ernst & Young LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. AMPLIPHI BIOSCIENCES: May Issue 800,000 Shares Under 2016 Plan -------------------------------------------------------------- AmpliPhi Biosciences Corporation filed with the Securities and Exchange Commission a Form S-8 registration statement to register 800,000 shares of common stock issuable under the 2016 Equity Incentive Plan. A full-text copy of the regulatory filing is available for free at https://is.gd/74UVoz About AmpliPhi AmpliPhi Biosciences Corp. is a biotechnology company focused on the discovery, development and commercialization of novel phage therapeutics. Its principal offices occupy 1,000 square feet of leased office space pursuant to a month-to-month sublease, located at 3579 Valley Centre Drive, Suite 100, San Diego, California. It also leases 700 square feet of lab space in Richmond, Virginia, 5,000 square feet of lab space in Brookvale, Australia, and 6,000 square feet of lab and office space in Ljubljana, Slovenia. Ampliphi reported a net loss attributable to common stockholders of $24.27 million for the year ended Dec. 31, 2016, compared to a net loss attributable to common stockholders of $10.79 million for the year ended Dec. 31, 2015. As of Sept. 30, 2017, the Company had $13.78 million in total assets, $4.02 million in total liabilities and $9.75 million in total stockholders' equity. Ernst & Young LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. ANTHONY LAWRENCE: Exclusive Plan Filing Period Moved to Feb. 15 --------------------------------------------------------------- Judge Elizabeth S. Stong of the U.S. Bankruptcy Court for the Eastern District of New York, at the behest of Anthony Lawrence of New York Inc., has extended the Debtor's exclusive period within which it may file a Chapter 11 Plan and solicit acceptances of the plan through and including February 15 and April 14, 2018, respectively. The Troubled Company Reporter has previously reported that the Debtor sought further exclusivity extension, telling the Court that it has spent significant amount of its time focusing on its litigation with its former counsel in the pending adversary proceeding, which has taken a significant amount of time away from moving forward with confirming a chapter 11 plan. While the matter has been settled in principle, the Debtor said that since the last hearing, the parties have spent their time hammering out a Stipulation of Settlement, which has just been finalized and must be approved by the Court. While its business has been doing well enough to fund a plan of reorganization, the Debtor said that it could use those funds to pay certain claims which are required to be paid immediately upon confirmation of the Debtor's plan and to make its Chapter 11 plan feasible. The Debtor claimed that it has also been focusing on its operations. The Debtor also claimed that further work is also required to complete a financial analysis, post-petition business plan and final determination of certain alleged unsecured creditors. In addition, the Debtor planned to object to two claims filed by governmental units. The Debtor said that it would be prejudicial and detrimental to the Debtor, its estate and its creditor if the Debtor will not be given additional time to complete its business plan, analysis, review and negotiations with its creditors -- all of which are absolutely essential to the successful outcome of the Debtor's Chapter 11 case. About Anthony Lawrence of New York, Inc. Headquartered in Long Island City, New Yok, Anthony Lawrence of New York, Inc., filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 15-44702) on Oct. 15, 2015, estimating its assets at up to $50,000 and its liabilities at between $1 million and $10 million. The petition was signed by Joseph J. Calagna, president. Judge Elizabeth S. Stong presides over the case. The Debtor is engaged in the business of custom manufacturing of furniture and window treatments for the wholesale market only. James P Pagano, Esq., was formerly tapped to serve as the Debtor's bankruptcy counsel. The Law Office of Rachel S. Blumenfeld PLLC now represents the Debtor. No trustee or examiner has been appointed in this Chapter 11 case. No Committee of Unsecured Creditors has been appointed in this case. AUTO MASTERS: Taps Dunham Hildebrand as Legal Counsel ----------------------------------------------------- Auto Masters, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to hire Dunham Hildebrand, PLLC as its legal counsel. The firm will advise the company and its affiliates regarding their duties under the Bankruptcy Code; prosecute legal action to recover assets of their estates; assist in the preparation of a plan of reorganization; and provide other legal services related to their Chapter 11 cases. The firm's hourly rates for the services of its attorneys range from $300 to $350. Paralegals charge $150 per hour. Dunham received a retainer in the sum of $76,000, of which $25,755 was used to pay the filing fee, and $25,249.75 for pre-bankruptcy services. Meanwhile, $24,995.25 is retained by the firm and held in trust. Balero Group, LLC, an entity not owned or controlled by any of the Debtors, is the source of the retainer. Griffin Dunham, Esq., disclosed in a court filing that the firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Griffin S. Dunham, Esq. Henry E. Hildebrand, IV, Esq. Dunham Hildebrand, PLLC 1704 Charlotte Avenue, Suite 105 Nashville, TN 37203 Phone: 615-933-5850 Email: griffin@dhnashville.com Email: ned@dhnashville.com About Auto Masters Auto Masters, LLC -- https://driveautomasters.com/ -- is a "Buy Here Pay Here" used car dealer in Nashville that offers financing to customers for the cars they sell. The company has dealership locations in Nashville, Smyrna, Franklin, Hermitage, Madison, Clarksville, West Nashville and Thompson Lane (Nashville). On Oct. 17, 2017, Auto Masters, LLC, and 14 affiliates sought Chapter 11 protection (Bankr. M.D. Tenn. Case No. 17-07036). Auto Masters estimated $10 million to $50 million in assets and $50 million to $100 million in debt. The Hon. Charles M Walker is the case judge. BAILEY'S EXPRESS: Sale of 23 Trucks to Toria for $145K Approved --------------------------------------------------------------- Judge Ann M. Nevis of the U.S. Bankruptcy Court for the District of Connecticut authorized Bailey's Express, Inc.'s sale of 23 trucks to Toria Truck Rental & Leasing, Inc. for $145,000. The Sale Hearing was held on Nov. 15, 2017. The Trucks will be transferred to the Purchaser free and clear of all encumbrances, claims, interests, and liens. The Purchaser is a Covered Entity or will become a Covered Entity and all personally identifiable information will be transferred in compliance with The Health Insurance Portability and Accountability Act of 1996, resulting in no need for the appointment of the Consumer Privacy Ombudsman and no requirement that the Debtor comply with Fed. R. Bankr. P. 6004(g). Notwithstanding the provisions of Bankruptcy Rules 6004(h), 6006(d) or 7062 or any applicable provisions of the Local Bankruptcy Rules, the Sale Order will not be stayed after its entry, but will be effective and enforceable immediately upon entry, and the 14-day stay provided in Bankruptcy Rules 6004(h) and 6006(d) is expressly waived and will not apply. The Debtor is authorized and directed to pay Bayshore Ford Truck Sales, LLC the amount of $8,100, representing the total of the Break-Up Fee ($4,350) and Expense Reimbursement ($3,750). It is authorized and directed to return the deposit of Bayshore Ford Truck Sales, LLC in the amount of $14,500, delivered in accordance with the Bidding Procedures Order. A copy of the Purchase Agreement attached to the Order is available for free at: http://bankrupt.com/misc/Baileys_Express_27_Order.pdf The Purchaser: Edward Michaels TORIA TRUCK RENTAL & LEASING, INC.. 1005 New Britain Avenue West Hartford, CT 06110 Telephone: (860) 241-0400 About Bailey's Express Headquartered in Middletown, Connecticut, Bailey's Express -- http://www.baileysxpress.com/-- is a Connecticut-based less than truckload carrier. It provides service across the nation and is dedicated in helping Connecticut, Massachusetts and Rhode Island companies market their products throughout the U.S. including Hawaii and Alaska. It has distribution points in Charlotte, Dallas, Denver, Easton, Fontana, Indianapolis, Jacksonville, Memphis, Neenah, Phoenix, Salt Lake City and Toledo. It also provides service to Mexico, Puerto Rico & Canada. Bailey's Express filed for Chapter 11 bankruptcy protection (Bankr. D. Conn. Case No. 17-31042) on July 13, 2017, estimating its assets and liabilities at between $1 million and $10 million. The petition was signed by David Allen, chief financial officer. Judge Ann M. Nevins presides over the case. Elizabeth J. Austin, Esq., and Jessica Grossarth Kennedy, Esq., at Pullman & Comley, LLC, serves as the Debtor's bankruptcy counsel. No creditors' committee has yet been appointed in the case. BALDWIN PARK: Hires ERC & Associates as Accountant -------------------------------------------------- Baldwin Park Congregate Home, Inc., seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ ERC & Associates, Inc., as accountant to the Debtor. Baldwin Park requires ERC & Associates to prepare and provide financial reporting to be made in connection with the bankruptcy case, including the income and expense reports, financial statements, tax returns, monthly operating reports and provide date necessary for interim statements and operating reports. ERC & Associates will be paid at the hourly rate of $75. ERC & Associates will also be reimbursed for reasonable out-of-pocket expenses incurred. Eddie Rodriguez, chief executive officer of ERC & Associates, 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. ERC & Associates can be reached at: Eddie Rodriguez ERC & ASSOCIATES, INC. 15120 Atkinson Ave., Suite 08 Gardena, CA 90249 Tel: (310) 532-6802 About Baldwin Park Congregate Home, Inc. Baldwin Park Congregate Home, Inc., owns and operates a skilled nursing facility in Baldwin Park, California. Baldwin Park Congregate Home filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 17-13634) on March 24, 2017, estimating assets in the range of $0 to $50,000 and liabilities of up to $10 million. Eileen Cambe, the CEO, signed the petition. The Hon. Julia W. Brand presides over the case. The Debtor is represented by Giovanni Orantes, Esq., of Orantes Law Firm. Joseph Rodrigues was appointed as patient care ombudsman in the Chapter 11 case. BEBE STORES: Posts $2.66 Million Net Income in First Quarter ------------------------------------------------------------ bebe stores, inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting net income of $2.66 million on $0 of net sales for the three months ended Sept. 30, 2017, compared to a net loss of $7.77 million on $0 of net sales for the three months ended Oct. 1, 2016. As of Sept. 30, 2017, bebe stores had $30.87 million in total assets, $39.21 million in total liabilities and a total shareholders' deficit of $8.34 million. The Company sold its Distribution center and condominiums for net proceeds totaling $23.7 million during the first quarter of fiscal 2018 and recorded a gain on sale totaling $6.7 million, which is included in income from discontinued operations, net of tax. During fiscal 2017 as a result of continued operating losses, bebe stores shut down its retail operations. The Company has entered into an agreement to provide transition services to a third party that has taken over bebe's online and international licensee businesses. The Company is being paid a fee which it expects to cover substantially all of the costs of providing these services. Once this agreement ends, the Company will transition to managing its investment in a joint venture and it expects to receive a quarterly cash dividend from this investment. In addition, the Company expects its operating costs to reduce to an insignificant amount once it has completed the transition which it expects to occur by the end of the second quarter of fiscal 2018. As of Sept. 30, 2017, the Company's current liabilities exceeded its current assets by $8.8 million. The current liabilities include a bridge loan of $15.6 million used to pay the lease termination expenses, which matures on May 30, 2018. The Company has listed the LA studio for sale and believes it will eventually sell the building for proceeds sufficient to meet its current obligations and cash flow needs. However, if the LA studio does not sell in the next twelve months and the bridge loan comes due, the Company will be unable to repay the bridge loan at its maturity (May 30, 2018). As a result, the Company has concluded that there is substantial doubt about its ability to continue as a going concern for the next year. As of Sept. 30, 2017, all cash and equivalents were held in accounts managed by third-party financial institutions consisting of invested cash and cash in our operating accounts. The invested cash is invested in interest bearing funds managed by third-party financial institutions. These funds invest in direct obligations of the government of the United States. To date, the Company has experienced no loss or lack of access to our invested cash or equivalents; however, the Companye can provide no assurances that access to its invested cash and equivalents will not be impacted by adverse conditions in the financial markets. According to the Company, "We hold our operating and invested cash in accounts that are with third-party financial institutions. These balances exceed the Federal Deposit Insurance Corporation insurance limits. While we monitor daily the cash balances in our operating accounts and adjust the cash balances as appropriate, these cash balances could be impacted if the underlying financial institutions fail or could be subject to other adverse conditions in the financial markets. To date, we have experienced no loss or lack of access to invested cash or cash in our operating accounts." Net cash used by operating activities for the three months ended Sept. 30, 2017 was $11.4 million compared to net cash used by operating activities of $7.8 million for the three months ended Oct. 1, 2016. The increase in cash usage of $3.6 million from the comparable period was primarily the result of the decrease in accounts payable as well as an increase in accounts receivable balances for the three months ended Sept. 30, 2017 as compared to the same period in the prior year. Net cash provided by investing activities for the three months ended Sept. 30, 2017 was $23.6 million compared to $0.4 million used by investing activities for the three months ended Oct. 1, 2016. The $24.0 million increase versus the prior year comparable period was primarily due to proceeds from sale of real estate holdings in the current year. Net cash used by financing activities was $18.1 million for the three months ended Sept. 30, 2017 compared with the $0.0 million provided by financing activities for the three months ended Oct. 1, 2016. This increase in cash usage in the first quarter of fiscal 2018 was due to the repayment of a portion of the bridge loan during the fiscal quarter. A full-text copy of the Form 10-Q is available for free at: https://is.gd/8n3H20 About bebe stores inc. Based in Brisbane, California, bebe stores inc. (NASDAQ: BEBE) -- http://www.bebe.com/-- is a women's retail clothier established in 1976. The brand develops and produces a line of women's apparel and accessories, which it markets under the Bebe, BebeSport, and Bebe Outlet names. Manny Mashouf founded bebe stores, inc. and has served as chairman of the Board since the Company's incorporation in 1976. Mr. Mashouf became the chief executive officer beginning February 2016. He previously served as the Company's CEO from 1976 to February 2004 and again from January 2009 to January 2013. Mr. Mashouf is the uncle of Hamid Mashouf, the Company's chief information officer. The Company operated brick-and-mortar stores in the United States, Puerto Rico and Canada. The Company had 142 retail stores before ending all retail operations in the U.S. by May 27, 2017. As of July 1, 2017, the Company had no remaining stores and had fully impaired, all of its remaining long-lived assets at its corporate offices and distribution center because of the shut-down of its operations. bebe stores reported a net loss of $138.96 million on $0 of net sales for the fiscal year ended July 1, 2017, compared to a net loss of $27.48 million on $0 of net sales for the fiscal year ended July 2, 2016. The report from the Company's independent registered public accounting firm Deloitte & Touche LLP, in San Francisco, California, for the year ended Dec. 31, 2016, includes an explanatory paragraph stating that the Company has incurred recurring losses from operations and negative cash flows from operations and expects significant uncertainty in generating sufficient cash to meet its obligations and sustain its operations, which raises substantial doubt about its ability to continue as a going concern. BLAKE'S LAWN: Hires Mark J. Lazzo as Bankruptcy Counsel ------------------------------------------------------- Blake's Lawn & Landscape, LLC seeks authority from the U.S. Bankruptcy Court for the District of Kansas to employ Mark J. Lazzo and Justin T. Balbierz as counsel for the bankruptcy estate to assist the Debtors in all aspects of the bankruptcy case, and appear before the court in the conduct of the Chapter 11 case. Mark J. Lazzo will be compensated at the rate of $250.00 per hour and Justin T. Balbierz compensated at the rate of $200 per hour. Mark J. Lazzo attests that he is disinterested and does not hold or represent an interest adverse to the estate. The Counsel can be reached through: Mark J. Lazzo, Esq. MARK J. LAZZO, P.A. 3500 N. Rock Road Bldg. 300, Suite B Wichita, KS 67226 Phone: (316) 263-6895 Email: mark@lazzolaw.com About Blake's Lawn & Landscape, LLC Blake's Lawn & Landscape, LLC specializes in residential and commercial lawn care and maintenance including flowerbed and landscape mulch installation, spring and fall cleanup, fertilization, aeration, over seeding and tree trimming and removal. Based in Derby, Kansas, Blake's Lawn & Landscape, LLC filed a Chapter 11 petition (Bankr. D. Kan. Case No. 17-12195) on November 6, 2017. The Debtor is represented by Mark J. Lazzo at Mark J. Lazzo, P. A. as counsel. BOEGEL FARMS: Ritsema Buying 3.7K Acres of Kearney Property for $8M ------------------------------------------------------------------- Warren L. Boegel and the Warren L. Boegel Trust UTA 2-07-07 (Revocable Trust), Warren Boegel, Trustee; Boegel Farms, LLC; and Three Bo's, Inc., ask the U.S. Bankruptcy Court for the District of Kansas to authorize their private sale of approximately 3,700 acres of their real property located in Kearney County, Kansas to the Fred M. Ritsema Trust and the Yoka A. Rodenhuis Trust and their Affiliates or Assignees for the sum of $8,000,000, subject to overbid. The Debtors believe that it is in the best interest of their bankruptcy estate and their creditors to sell their real property located in Kearney County, Kansas, and consisting of approximately 3,700 acres, free and clear of all liens and encumbrances, with liens and encumbrances attaching to the proceeds of the sale in the same order of priority that they enjoyed against the real property. The Description of said real property to be sold is as follows: (i) All of Section 22-25-36, Kearney County, Kansas; (ii) All of Section 28-35-36, Kearney County, Kansas; (iii) All of Section 27-25-36, Kearney County, Kansas; (iv) All of Section 21-25-36, Kearney County, Kansas, Laying North of US Highway 25; (v) All of Section 24-25-36, Kearney County, Kansas; (vi) 1.4 Acres in Section 23-25-36, Kearney County, Kansas; (vii) South Half of Section 15-25-36, Kearney County, Kansas; (viii) 141 Acres in the East half of Section 20-25-36, Kearney County, Kansas; and (ix) 71 Acres in Section 29-25-36, Kearney County, Kansas. The foregoing, subject to any modifications as may be demonstrated as necessary by any survey conducted prior to Closing, along with any associated personal property that is included in the sale pursuant to the terms of the Agreement ("Property"). The Property is currently pledged to Rabo AgriFinance, LLC. The Debtor proposes to sell the Property by way of private sale. The entire Property will be sold, which is property of the Debtors' estates. There are no other liens against the Property other than those held by Rabo, except to the extent of any unpaid and pro rata ad valorem taxes. The proceeds from sale of the Property herein will first be applied to ordinary costs of sale, closing costs, and pro rata real property taxes, and any remaining funds will be paid directly to Rabo at Closing, with the exception of the Carve Out. The Proceeds paid to Rabo will be first applied to the smaller note (as reflected on Claim No. 7 in Case No. 17-10224) until the smaller note is satisfied in full, and then to the larger note (as reflected on Claim No. 8 in Case No. 17-10224). The Property will be sold free and clear of the liens and encumbrances held by Rabo, as reflected on Claim No. 7 in Case No. 17-10224 as reflected on Claim No. 8 in Case No. 17-10224, with Rabo's liens to attach to the proceeds of the sale and, with the exception of the Carve Out, with the net sales proceeds being paid to Rabo at Closing. All other liens, mortgages, leases, servitudes, or encumbrances will be eliminated by the sale under the Motion. The Buyer will pay all escrow costs and title insurance expense. The Debtors will pay the cost of all curative recording documents or documents related to the bankruptcy proceeding, with the Buyer to pay the costs of recording of any deed and mortgage on the Property. They will pay all 2016 and prior year real property taxes at Closing from the proceeds of the sale. The 2017 taxes will be divided between the Debtors and the Buyer on a pro rata basis, as set forth in the Agreement, and the Buyer will receive a credit for any portion of 2017 taxes attributable to the Debtors. The Buyer is not acquiring any other property of the Debtors other than the Property. No common identity of any officers, directors or members of any of the Debtors and the Buyer exist, and the sale of the Property will not expose the Buyer to any successor or similar liability. Third party bidders will have the right of overbid and subsequent bids. Any initial overbid must be in the minimum increment of $10,000. Each subsequent overbid must, likewise, be in an additional amount of $10,000. The Buyer will be entitled to submit bids in excess of any other overbids, but any overbids by the Buyer will comply with the requirements for other overbidders. All overbids must first qualify as acceptable bids. In order for a bid to be "acceptable," the overbidder must (i) deposit with Debtor's counsel an earnest fee deposit of not less than $80,000, together with the overbid offer and satisfactory documentation of ability to pay the full purchase price,; (ii) agree that such earnest fee deposit will be refunded to the overbidder in the event that the overbid is not successful, but will be non-refundable in the event that the overbidder is the successful buyer; and (iii) agree to all of the material terms and conditions contained in the Agreement with no extension of the due diligence deadlines (which will expire approximately one week after the hearing), except as may be otherwise obviated by this Motion and any Order granting the Motion. Any initial overbid will be submitted in writing to the Debtor's counsel not later than Dec. 6, 2017, with the applicable earnest money deposit to be submitted to the Debtor's counsel and retained in the counsel's attorney-client trust account unless otherwise agreed to by the Debtor and overbidder. Any overbid will also be filed as an objection to the Motion. The Counsel for the Debtor may file such overbid with the Court in the event that an overbid is erroneously submitted solely to Debtor. In the event that an overbid is submitted by the deadline, the Court will conduct an auction at the hearing on the Motion. Any subsequent bidders will have deposited the requisite earnest money with the Debtor/s counsel prior to the hearing on the Motion, or they will not be permitted to submit subsequent bids at the hearing. In the event of a successful overbid, the successful bidder will be substituted as the "Buyer" in the Motion. A portion of the Property consists of the homestead of Warren L. Boegel. The parties have agreed that the value of the homestead is $400,000. Out of the sale proceeds from the Property, $400,000 will be delivered to Warren L. Boegel's counsel to be held in trust pending further order of the Court ("Carve Out"), and Rabo will have a first priority lien on the Carve Out. The Carve Out will be designated for the purchase of a replacement homestead by Warren L. Boegel. The purchase of the replacement homestead will be subject to Court approval. The Carve Out will not be utilized until such time as the Court has approved such purchase after a properly noticed motion. A motion to purchase such a homestead using such Carve Out will be filed not later than six months following the closing of the sale of the Property. In the event that such motion is not timely filed, the Carve Out will be paid to Rabo. The liens of Rabo will attach to the Carve Out and to any homestead subsequently purchased using the Carve Out. If the amount paid by the Debtors for the new homestead is less than the amount of the Carve Out, the remainder will forthwith be remitted to Rabo. The Debtors note that pursuant to the Court's Agreed Order extending the use of cash collateral, they're required to sell the Property and close on the sale by not later than Jan. 31, 2018. The approval of the Motion will facilitate the Debtors' ability to comply with the requirements of the Agreed Order. The sale of the Property is in accordance with the Debtor's overall business plan to reduce its existing debt structure and operate a sustainable form. Further, the sale of the Property is consistent with, and indeed required by, the terms of the Agreed Order. A copy of the Purchase Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Boegel_Farms_173_Sales.pdf The Purchaser: FRED M. RITSEMA TRUST YOKA A. RODENHUIS TRUST P.O. Box 389 Lakin, KS 67860 Telephone: (620) 271-1098 E-mail: fred@lakindairy.com About Boegel Farms Boegel Farms, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 17-10222) on Feb. 23, 2017, estimating its assets and debt at $10 million to $50 million. The petition was signed by Jack Boegel, president. The case is assigned to Judge Robert E. Nugent. Boegel Farms tapped David Prelle Eron, Esq. at Eron Law, P.A., as counsel. It also engaged Roger Schulz and Cathleen Mueller of Schulz and Leonard, P.C., as its accountant. No trustee has been appointed in the Debtor's case. BOEGEL FARMS: Western Buying 2008 Lockwood Aircup Planter for $40K ------------------------------------------------------------------ Warren L. Boegel and the Warren L. Boegel Trust UTA 2-07-07 (Revocable Trust), Warren Boegel, Trustee; Boegel Farms, LLC; and Three Bo's, Inc., ask the U.S. Bankruptcy Court for the District of Kansas to authorize their sale of Three Bo's' 2008 Lockwood Aircup Planter to Western Potatoes, Inc. for $40,000. Three Bo's is the owner of numerous pieces of equipment used in the Debtors' farming operation. Pursuant to the Court's Agreed Order extending the use of cash collateral, the Debtors are required to attempt to liquidate unused and excess machinery and equipment at auction in 2017. The Debtors have been examining the machinery in order to comply with this provision, and believe that the Planter is not necessary to the continuation of the farming operation. Three Bo's asks a Court approval to sell the Planter to the Purchaser for $40,000. As reflected on Debtors' schedules, this item represents a small portion of the Debtors’ equipment and vehicles. The value of the Equipment was estimated at $50,000 according to Schedule B filed by Three Bo's. That valuation reflects a date of Dec. 31, 2016. The Debtors believe that the sale price of $40,000 represents fair liquidation value at this time, particularly after a year's depreciation. The approval of the Motion will facilitate the Debtors' ability to comply with the requirements of the Agreed Order. They're in the process of reducing the size of their operations, and need to liquidate assets as part of this process. They believe that it is in the best interest of their bankruptcy estate and their creditors to sell the Planter. Security State Bank ("SSB") holds a first priority security interest in the Planter. There are no other liens against the Planter. The Debtors ask that the proceeds from the sale of the Planter be paid directly to SSB and applied to its equipment loan reflected by Claim No. 12 filed in the Three Bo's case. The Creditor: SECURITY STATE BANK P.O. Box 170 Scott City KS 67871-0170 About Boegel Farms Boegel Farms, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 17-10222) on Feb. 23, 2017, estimating its assets and debt at $10 million to $50 million. The petition was signed by Jack Boegel, president. The case is assigned to Judge Robert E. Nugent. Boegel Farms tapped David Prelle Eron, Esq. at Eron Law, P.A., as counsel. It also engaged Roger Schulz and Cathleen Mueller of Schulz and Leonard, P.C., as its accountant. No trustee has been appointed in the Debtor's case. BOWLIN FUNERAL: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------- An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Bowlin Funeral Home, Inc. as of November 17, according to a court docket. About Bowlin Funeral Home Bowlin Funeral Home, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Mo. Case No. 17-20965) on Oct. 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 is the Debtor's bankruptcy counsel. BULK EXPRESS: Hires Schwartz Barkin for Zoning & Lease Issues ------------------------------------------------------------- Bulk Express Logistics, Inc., seeks authority from the U.S. Bankruptcy Court for the District of New Jersey to employ Schwartz Barkin & Mitchell to assist the Debtor with respect to inquiries by the Township of Monroe regarding zoning and use of the Debtor's (leased) premises located at 332 Applegarth Road in Monroe Township, New Jersey and with respect to tenancy review. The firm's services may include, but will not be limited to, communication, negotiations, and possible appearances before the zoning and/or planning boards, counseling the Debtor, legal research, conversations with the Debtor's landlord and related work. The hourly rate charged by Allen J. Barkin, Esq. is $350.00. Other attorneys that work on the matter may be charged between $250.00 and $350.00 per hour. Allen J. Barkin, Esq. of Schwartz Barkin & Mitchell attests that he, his firm, its members, shareholders, partners, associates, officers and/or employees do not hold an adverse interest to the estate. The Professional can be reached through: Allen J. Barkin, Esq. Schwartz Barkin & Mitchell 1110 Springfield Rd Union, NJ 07083 Phone: (908) 688-1644 About Bulk Express Logistics, Inc. Headquartered in Monroe Township, New Jersey, Bulk Express Logistics, Inc. -- http://www.bulkexpressloqistics.com/-- is a privately held company that provides trucking and warehousing services. Bulk Express filed for Chapter 11 bankruptcy protection (Bankr. D. N.J. Case No. 17-24308) on July 14, 2017, listing $1.97 million in total assets and $4.51 million in total debts as of July 12. The petition was signed by Charlene M. Barnett-Lombard, its president. The Debtor sought and obtained joint administration of its case with the Chapter 11 case of Robert A. Lombard, Jr., and Charlene M. Barnett-Lombard (Bankr. D.N.J. Case No. 17-23949). Judge Christine M. Gravelle presides over the Debtors' cases. Richard Honig, Esq., at Hellring, Lindeman, Goldstein & Siegal LLP, serves as Bulk Express' bankruptcy counsel. Gary N. Marks, Esq., at Norris, McLaughlin & Marcus, P.A., serves as counsel to Charlene M. Barnett-Lombard, and Robert A. Lombard Jr. C SWANK ENTERPRISES: De Lage Landen Objects to Plan Disclosures --------------------------------------------------------------- De Lage Landen Financial Services, Inc., filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania an objection to C Swank Enterprises, LLC's second amended disclosure statement dated Oct. 10, 2017, referring to the Debtor's Chapter 11 plan. DLL is a secured creditor pursuant to a loan and security agreement it entered with the Debtor. In connection with the Agreement, the total amount due to DLL from Debtor, including interest through the petition date, is $89,823.47. The principal portion of this amount represents the 20 monthly payments remaining due to DLL under the Agreement. Furthermore, the Debtor has not made a payment under the Agreement since July 2016. DLL complains that: a. pursuant to the Second Amended Plan and accompanying Disclosure Statement dated Oct. 10, 2017, the Debtor still proposes to pay DLL's claim over of a period of seven years, more than four times the length of time remaining on the Agreement. b. in the Second Amended Disclosure Statement and Plan, Debtor notes that DLL did not file a proof of claim but that Debtor estimates the claim amount to be $67,545.78. The actual claim amount is $89,823.47 and DLL's motion to enlarge time to file a proof of claim is currently pending; c. the Second Amended Disclosure Statement and Plan set forth a proposal of a consent entry of judgment against Carol Swank in the event of default, but still request that creditors be barred and enjoined from pursuing Carol Swank and other individuals in connection with personal guaranties, including the guaranty signed by Carol Swank in connection with the Agreement with DLL, which is currently being litigated in the Court of Common Pleas of Chester County; d. in light of the fact that Carol Swank has not filed bankruptcy and cannot be considered a co-debtor in connection with the instant matter, there is no basis for precluding creditors from proceeding against Ms. Swank in state court, nor is there any jurisdiction to stay any actions currently pending in state court; and e. there is no basis in law or fact for a co-debtor stay to be imposed as to Carol Swank in connection with this matter. DLL notes that the instant objection was due on Nov. 7, 2017. However, its counsel's office was closed and completely inaccessible from Nov. 3, 2017 until Nov. 8, 2017, due to a water main break in the building, and DLL's counsel was unable to access its files until Nov. 8. DLL is represented by: Nicola G. Suglia, Esq. FLEISCHER, FLEISCHER & SUGLIA Four Greentree Centre 601 Route 73 North, Suite 305 Marlton, NJ 08053 Tel: (856) 489-8977 Fax: (856) 489-6439 E-mail: nsuglia@fleischerlaw.com A copy of the Objection is available at: http://bankrupt.com/misc/pawb16-23451-293.pdf About C Swank Enterprises Headquartered in Apollo, Pennsylvania, C Swank Enterprises, LLC, filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 16-23451) on Sept. 15, 2016, estimating its assets and liabilities at between $1 million and $10 million. The petition was signed by Carol A. Swank, managing member. Judge Carlota M. Bohm presides over the case. Donald R. Calaiaro, Esq., at Calaiaro Valencik serves as the Debtor's bankruptcy counsel. The Debtor has no unsecured creditor, according to its Chapter 11 petition. C SWANK ENTERPRISES: First Commonwealth Blocks OK of Plan Outline ----------------------------------------------------------------- First Commonwealth Bank filed an objection to C Swank Enterprises, LLC's disclosure statement to accompany its chapter 11 plan dated Oct. 10, 2017. First Commonwealth Bank is a creditor of C Swank. On or about May 6, 2015, the Bank made a loan to an entity known as Bravo-Charlie LLC in the original principal amount of $818,204.17. The Loan is evidenced by, inter alia, a Promissory Note dated May 6, 2015. C Swank, as well as another entity known as Royal Flush, Inc., which is also a Chapter 11 debtor, absolutely and unconditionally guaranteed Bravo's obligations in connection with the Loan pursuant to the terms and conditions of that certain Commercial Guaranty dated May 6, 2016. The Bank complains that the disclosure statement lacks adequate information concerning the treatment of the Bank's claim. Both the Royal Flush and C Swank Disclosure Statements indicate that the Loan will be paid by Bravo, and indicates that, so long as Bravo performs its obligations in connection with the Loan, the Bank will be enjoined from taking any action against Royal Flush and/or C Swank. However, in the event Bravo does not fulfill its obligations to the Bank in connection with the Loan, the Royal Flush and C Swank Disclosure Statements are in conflict as to the treatment of the Bank’s claim and its rights and remedies as to Bravo, Royal Flush, and C Swank. The C Swank Plan indicates that Class 17 is impaired, but not entitled to vote. The Bank disputes that it is not entitled to vote based on 11 U.S.C. section 502(a) and 11 U.S.C. section 1126(a), which provides that a proof of claim is deemed to create an allowed claim, which has a right to vote, unless a party in interest objects. The Bank has filed a proof of claim, and no objection to same has been filed. Further, the Bank cannot be "deemed to have accepted" the proposed treatment of its claim under section 1126(f), because, as C Swank admits, it is impaired under the C Swank Plan. Thus, First Commonwealth Bank respectfully requests that the Court deny approval of the C Swank Disclosure Statement, and further, it authorizes its counsel to file this pleading on its behalf. The Troubled Company Reporter previously reported that The Debtor cannot operate and fund the plan payments contemplated by the Plan unless it has the right to lease and employ the vehicles and machinery that C. Swank Enterprises, LLC leases to Royal Flush. These entities are related and their success is dependent on each other. Attorneys for First Commonwealth Bank: Roger P. Poorman, Esq. Four Gateway Center, Suite 1040 444 Liberty Avenue Pittsburgh, PA 15222 Telephone (412) 281-4333 Facsimile (412) 281-2141 Email: rpoorman@lenderlaw.com A copy of the Latest Disclosure Statement is available at: http://bankrupt.com/misc/pawb16-23451-275.pdf About C Swank Enterprises Headquartered in Apollo, Pennsylvania, C Swank Enterprises, LLC, filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 16-23451) on Sept. 15, 2016, estimating its assets and liabilities at between $1 million and $10 million. The petition was signed by Carol A. Swank, managing member. Judge Carlota M. Bohm presides over the case. Donald R. Calaiaro, Esq., at Calaiaro Valencik serves as the Debtor's bankruptcy counsel. The Debtor has no unsecured creditor, according to its Chapter 11 petition. C SWANK ENTERPRISES: FNB Wants 2nd Amended Plan Revised ------------------------------------------------------- First National Bank of Pennsylvania filed a limited objection C Swank Enterprises, LLC's second amended disclosure statement to accompany its second amended plan date Oct. 10, 2017. FNB is the holder of first priority security interest liens in the personal property assets of Debtor, including inventory, chattel paper, accounts, receivables, equipment, documents and general intangibles as well as certain titled motor vehicles as more fully set forth in certain notes, security agreements, guarantees and other loan security documents executed by the Debtor. As of the Petition Date, the total secured claim of FNB is $2,730,522.05 with additional interest at the contractual per diem rate plus late charges and fees and costs, including without limitation attorneys' fees and costs allowed under Section 506 of the Bankruptcy Code. FNB is in general agreement with the content and terms of the Second Amended Disclosure Statement, with the exception of a few problems. FNB complaints that the Second Amended Disclosure Statement sets forth that the Debtor will pay each of FNB's Class 2 Claims over a period of seven years, instead of the agreed-upon terms and amounts which would be no longer than a five year time period. Also, the Second Amended Disclosure Statement does not identify the Effective Date of the Second Amended Plan, but the Second Amended Plan provides that the Effective date does not occur until the 61st day after the Confirmation Order becomes final. This is an extremely excessive time period and FNB submits that should be reduced to the date that the Confirmation Order becomes final. Notably, the prior drafts of the Disclosure Statement specifically provide that the Effective Date would be the 15th day after the Confirmation Order was entered, but this was omitted from the filed Second Amended Disclosure Statement. Furthermore, the Second Amended Plan needs to be amended so that its content is generally wholly consistent with the disclosures set forth in the Second Amended Disclosure Statement regarding the treatment of claims, releases and other rights and obligations of the Debtor, creditors, and equity security holders. FNB submits that the Second Amended Plan should be consistent with the Second Amended Disclosure Statement and both provide that the Debtor will continue to pay FNB adequate protection payments through the Effective Date. FNB, therefore, requests that the Debtor be required to amend the Second Amended Plan to be wholly consistent with the disclosures set forth in the Third Amended Disclosure Statement which accompanied its filing. Attorneys for First National Bank of Pennsylvania: John B. Joyce, Esquire PA ID No. 68242 One Gateway Center, 9th Floor Pittsburgh, PA 15222 412-281-7650 About C Swank Enterprises Headquartered in Apollo, Pennsylvania, C Swank Enterprises, LLC, filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 16-23451) on Sept. 15, 2016, estimating its assets and liabilities at between $1 million and $10 million. The petition was signed by Carol A. Swank, managing member. Judge Carlota M. Bohm presides over the case. Donald R. Calaiaro, Esq., at Calaiaro Valencik serves as the Debtor's bankruptcy counsel. The Debtor has no unsecured creditor, according to its Chapter 11 petition. CAMBER ENERGY: Will File Q3 Form 10-Q Within Grace Period --------------------------------------------------------- Camber Energy, Inc., said it has experienced delays in completing its quarterly report on Form 10-Q for the quarter ended Sept. 30, 2017, within the prescribed time period, due to delays experienced in completing the Company's financial statements for the quarter ended Sept. 30, 2017, for review by the Company's independent auditors, and consequently the filing of the Form 10-Q is delayed. The delay could not be eliminated without unreasonable effort or expense. "We anticipate that we will file our completed Quarterly Report on Form 10-Q for the quarter ended September 30, 2017 on or before the fifth day following the prescribed due date," the Company stated in a Form 12b-25 filed with the Securities and Exchange Commission. About Camber Energy Based in San Antonio, Texas, Camber Energy, Inc. (NYSE American: CEI) -- http://www.camber.energy.com/-- is a growth-oriented, independent oil and gas company engaged in the development of crude oil, natural gas and natural gas liquids in the Hunton formation in Central Oklahoma in addition to anticipated project development in the San Andres formation in the Permian Basin. Lucas Energy changed its name to Camber Energy, Inc., effective Jan. 5, 2017, to more accurately reflect the Company's strategic shift from its Austin Chalk and Eagleford roots to an expanding addition of shallow oil and gas reserves with longer-lived, lower-risk production profiles. Camber reported a net loss of $89.12 million on $5.30 million of total net operating revenues for the year ended March 31, 2017, compared to a net loss of $25.44 million on $968,146 of total net operating revenues for the year ended March 31, 2016. As of June 30, 2017, Camber had $37.52 million in total assets, $50.83 million in total liabilities and $13.30 million total stockholders' deficit. GBH CPAs, PC -- http://www.gbhcpas.com/-- in Houston, Texas, issued a "going concern" opinion on the consolidated financial statements for the year ended March 31, 2017, citing that the Company has incurred significant losses from operations and had a working capital deficit at March 31, 2017. These factors raise substantial doubt about the Company's ability to continue as a going concern, the auditors said. CAPTAIN TRANSPORT: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------------- An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Captain Transport & Recovery Inc. as of Nov. 17, according to a court docket. About Captain Transport Captain Transport & Recovery, Inc., is a privately held transportation company in Burnsville, Minnesota, that provides cargo loading and unloading services. Captain Transport, a small business debtor as defined in 11 U.S.C. Section 101(51D), is the fee simple owner of a real property located at 1800 Highway 13 W, Burnsville, MN, valued by the Company at $1.2 million. The Company posted gross revenue of $925,880 in 2016 and gross revenue of $883,637 in 2015. Captain Transport & Recovery, Inc., and Northland Recovery Bureau, Inc. filed Chapter 11 petitions (Bankr. D. Minn. Case Nos. 17-33195 and 17-33196) on Oct. 9, 2017. Joint administration of the cases is currently pending before the Court. Captain Transport's petition was signed by its president and CEO, Kayihan Serant. At the time of filing, the Captain Transport had $1.53 million in total assets and $1.88 million in total liabilities. The case is assigned to Judge William J Fisher. The Debtors are represented by John D. Lamey, III, Esq., of the Lamey Law Firm, P.A. CATCH 22 LINY: Unsecureds to Recover 27% Over 6-7 Years Under Plan ------------------------------------------------------------------ Catch 22 LINY Corp. filed with the U.S. Bankruptcy Court for the Eastern District of New York a disclosure statement dated Nov. 6, 2017, referring to the Debtor's plan of reorganization dated Nov. 6, 2017. The Debtor will pay holders of Class 6 General Unsecured Claims 27% of their allowed unsecured claims. Claims in this class are in the aggregate amount of approximately $3.50 million. Accordingly, the estimated payout under the Plan is over six to seven years to this class and totals an estimated $970,000. This class is impaired under the Plan. Pursuant to the Plan, the Debtor is selling all of its assets and its business. In connection with the sale, the Debtor is assigning its valuable commercial real estate leases. The Debtor will sell at auction all of its assets including the leases which are to be assigned to the highest and best offer at the auction. The Debtor has entered into a sale agreement with Roy Feicco and Domenico Vecchie. The stalking horse agreement will be modified prior to auction sale to reflect, among other things, that the sale will be an asset sale, not a stock sale, and to reflect that the sale is subject to "highest and best" offers. In connection with the sale under the Stalking Horse Agreement, the estate will receive a cash infusion from the Purchasers in the amount of $300,000 on the Effective Date in order to make the first distributions under the Plan and for funding of operations and an additional payout (under the Plan) of approximately $1.4 million which will be paid out over the term of the Plan. The Debtor submits that no consent for assignment from the landlord(s) is necessary under the U.S. Bankruptcy Code and case law or under the leases. Payments to creditors under the Plan will be made on the Effective Date in the form of $300,000 received from the sale and from the ongoing operation of the restaurant business being sold. Following the Effective Date, the Debtor shall transfer its assets to the winning bidder at the auction sale of the Debtor's assets, subject only to the liens expressly provided for in the Plan. Payments to creditors under the Plan will be made from the post-sale ongoing business operations and cash on hand on the Effective Date. Based on the cash infusion of $300,000 from the Purchasers and the seven-year projections, the Debtor will have sufficient cash flow to fund the Plan. Mr. Matarazzo will continue to manage and supervise the Reorganized Debtor pending the sale of the Debtor's assets. Mr. Matarazzo will not receive compensation during this period. The Debtor is the disbursing agent under the Plan. Bi-annual statements concerning the Debtor's operations and accounting of Plan payments are compiled and distributed to all creditors on a bi-annual basis. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/nyeb16-75160-108.pdf About Catch 22 LINY Corp. Catch 22 LINY Corp. is a corporation incorporated under the laws of the State of New York with a restaurant business located at 1 Main Street and 99 Ocean Avenue, East Rockaway, New York. An involuntary petition (Bankr. E.D.N.Y. Case No. 16-75160) was filed against Catch 22 LINY Corp., dba Reel, under Chapter 11 of the Bankruptcy Code on Nov. 5, 2016. The petition was filed by Anthony Chiodi, Willys Fish Corporation and Westbury Fish Co., Inc. By Answer dated November 29, 2016, the Debtor consented to the entry of an order for relief under Chapter 11 and on Dec. 2, the Court entered an Order for Relief. The case is assigned to Judge Robert E. Grossman. The Debtor is represented by Robert J. Spence, Esq., at Spence Law Office, P.C. The Debtor hired E. Knice, CPA, P.C., as accountant. The petitioners are represented by Joseph M. Mattone, Esq., at Mattone, Mattone, Mattone, LLP. An Official Committee of Unsecured Creditors has not been appointed by the Office of the United States Trustee and a trustee or examiner has not been appointed in this case. The Debtor withdrew its designation/election as a "small business debtor" on May 31, 2017. CENTRAL LAUNDRY: Affiliate Taps NAI Mertz as Real Estate Broker --------------------------------------------------------------- Bellmawr Laundry LLC, an affiliate of Central Laundry Inc., seeks approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to hire a real estate broker. The Debtor proposes to employ NAI Mertz Corp. to market and sell its real property located at 281 Benigno Boulevard, Bellmawr, New Jersey. The firm will get a commission of 5% of the purchase price after, or at consummation of the sale. NAI Mertz does not hold any interest adverse to the Debtor's estate, according to court filings. The firm can be reached through: Scott Mertz NAI Mertz Corp. 21 Roland Avenue Mt. Laurel, NJ 08054-1096 Tel: 856-234-9600 Fax: 856-234-4957 About Central Laundry Inc. Central Laundry, Inc., which does business under the name Olympic Linen, operates a commercial laundry and linen service for the restaurant and hospitality industry. Its headquarters is located at 615 Industrial Park Drive, Lansdowne, Pennsylvania. Central Laundry previously filed for Chapter 11 protection (Bankr. E.D. Pa. Case No. 16-10666) on Feb. 1, 2016, estimating its assets and liabilities of less than $50,000. Paul J. Winterhalter, Esq., at the Law Offices Of Paul J. Winterhalter, P.C., served as the Debtor's bankruptcy counsel in the 2016 case. Central Laundry, Inc. and its New Jersey-based affiliate Bellmawr Laundry LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case Nos. 17-13172 and 17-13189) on May 3, 2017. The petitions were signed by George Rengepes, president and member. At the time of the filing, each of the Debtors estimated their assets and debts at $1 million to $10 million. The cases are assigned to Judge Eric L. Frank. The Debtors tapped Maschmeyer Karalis P.C. as legal counsel, and Asterion Inc. as financial advisor. On October. 31, 2017, the Debtor filed a disclosure statement, which explains its proposed Chapter 11 plan of reorganization. CHICAGO CENTRAL: BTB Edmond Buying Edmond FF&E for $20K ------------------------------------------------------- Chicago Central, LLC, and its debtor-affiliates ask the U.S. Bankruptcy Court for the Western District of Oklahoma to authorize the sale of furniture, fixtures, and equipment located at 1150 East 2nd Street, Edmond, Oklahoma ("Edmond FF&E") to BTB Edmond Ops, LLC, for $20,000, subject to overbid. A hearing on the Motion is set for Dec. 13, 2017 at 9:30 a.m. Objections, if any, must be filed no later than 21 days from the date of the filing of the Motion. The Debtors filed their cases to facilitate the closing of two locations and rebranding of the other two. One of the two locations the Debtors planned to close was the Edmond location. The filing of the Chapter 11 cases facilitated negotiations with the Edmond location's landlord, Later L.L.C., whereby the lease and related personal property could be sold and most of the Landlord's claims could be eliminated. Specifically, the Debtors have negotiated an agreement with the Landlord and the Purchaser to modify the Lease of the Premises and then assign the Lease to the Purchaser and sell the personal property located within the Premises ("Edmond FF&E") to the Purchaser. The Purchaser has agreed to buy the Edmond FF&E for $20,000 cash pursuant to the Edmond FF&E Purchase Agreement. The Agreement provides a much better outcome for the Debtors and their creditors compared to the only other available option known to the Debtors -- to close the Edmond restaurant, reject the Lease, remove the Edmond FF&E, and sell the Edmond FF&E at an auction. It is important to note that all items bearing the "Old Chicago" trademark will be removed from the Premises at the Purchaser's expense and delivered to the Debtors. Pursuant to Section 2.2 of the Edmond FF&E Purchase Agreement, cash, food & beverage inventory and all "Old Chicago" trademarked items are specifically excluded from the Sale. Edmond Ops is the tenant under a commercial lease of the premises wherein it operates under the "Old Chicago Pizza & Taproom" franchise ("Existing Franchise") which Chicago Central has guaranteed. Simultaneously with the filing of this Sale Motion, the Debtors have filed a Motion to reject the Existing Franchise related to the Edmond location. In addition, the Debtors have negotiated an agreement for the assumption and assignment of the lease agreement for the Edmond location ("Edmond Lease") that is the subject of a separate and simultaneously filed a Motion to assume and assign the Edmond Lease whereby the Purchaser will assume the Edmond Lease upon renegotiated terms. The instant Sale Motion is filed to approve the Sale of the Edmond FF&E pursuant to the Edmond FF&E Purchase Agreement to the Purchaser. The Debtors do not have funds available to re-brand the Edmond location, therefore the alternative to the Agreement is to shut-down the Edmond location and reject the Edmond Lease, remove the Edmond FF&E, and sell the Edmond FF&E at an auction. In such event, Edmond would incur $422,540 in estimated rejection damages claim and Chicago Central, as guarantor of the Edmond Lease, would potentially incur an unsecured claim of approximately $2,000,000. The Sale that is the subject of the Sale Motion along with the Edmond Lease Motion and the Edmond Franchise Rejection Motion will result in a much better result for the Debtors than any alternative known to the Debtors. The Debtors' primary secured creditors are an affiliated group of private equity lenders, Praesidian Capital Opportunity Fund III, LP, in its individual lender capacity and its capacity as agent, and Praesidian Capital Opportunity Fund III-A, LP, as lender. Fund III through a wholly owned subsidiary, PCOF III RI Corp. owns warrants by which it may acquire 36.7535% of the equity in the parent company of Chicago Central, and Fund III-A, through a wholly owned subsidiary, PCOF III-A RI Corp. owns warrants by which it may acquire 14.2465% of the equity in the parent company of Chicago Central. The Debtors' secured obligations to Praesidian are set forth in certain documents executed and delivered to Praesidian as a secured creditor by the Debtors and a number of other non-debtor affiliates. Pursuant to the Praesidian Pre-Petition Claim Documents and applicable law, Praesidian holds a valid, enforceable, and allowable claim against the Debtors and a number of other non-debtor affiliates, as of the Petition Date, in an aggregate amount of at least $20,800,000 of unpaid principal, plus any and all accrued and unpaid interest, fees, costs, expenses, charges, and other claims, debts or obligations of the Debtors to Praesidian that have accrued as of the Petition Date under the Praesidian Pre-Petition Claim Documents and applicable law. On Oct. 17, 2017, the Court entered a final order authorizing the Debtors to obtain post-petition loans and other extensions of credit from OT Cap Partners, LLC ("Lender"), an insider and affiliated entity in which some of the Lender's principals are also Managers of the Debtors, in an amount not to exceed $1,500,000. The DIP Loan is secured, among other and additional liens, by a second priority lien upon the FF&E. In addition, under the Agreement, the Purchaser is paying $20,000 cash to the Debtors for the Edmond FF&E. The Debtors estimate that if they had to remove the Edmond FF&E from the Edmond location and sell the same as used restaurant equipment, that their net recovery would be no more than $10,000. Further, the Debtors have negotiated an agreement with Praesidian and the Lender to consent to the use of the $20,000 in sale proceeds to fund their post-petition operations. This sale is less than substantially all of the Debtor's assets and represents, at best, only approximately 1% of their total assets. No warrantywill bemade other than that the sale is a sale free and clear of liens and encumbrances as provided. There are no brokers involved in the sale and no commissions are due by the Debtor to any party. Primary conditions necessary to close the transaction require the execution of the Edmond FF&E Purchase Agreement, approval by entry of an order from the Court approving the Sale that has not been stayed, modified or reversed. The Effective Date of the Sale will be the entry of an order granting the Sale Motion. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Chicago_Central_180_Sales.pdf Accordingly, the Debtors proposes to sell, subject to the terms of the Agreement between the Debtors and the Purchaser, the Edmond FF&E which constitutes substantially all of the Edmond's assets and are defined in the Edmond FF&E Purchase Agreement in exchange for $20,000. Further marketing efforts or another auction are not necessary. However, in the event a legitimate higher offer is received from a ready, willing, and able alternative buyer upon the same terms as set forth in the Edmond FF&E Purchase Agreement, then the Purchaser has agreed that it will allow the Alternate Buyer to be substituted in its place and acquire the Edmond FF&E. If any person is willing to offer a higher price for the Assets, that person is invited to do no later than 21 days from the date of the filing of the Motion. The Lien Holders have consented to the Sale on the terms stated and in the Edmond FF&E Purchase Agreement and to the Debtors use of the proceeds of the Sale. To the best of Debtors' knowledge, information and belief after due inquiry, the Purchaser is a known insider of the Debtors. Due to the necessity to facilitate the orderly and more importantly, timely sale of the Edmond FF&E, the Debtors ask that the Court lifts the stay provided by Federal Rule of Bankruptcy Procedure 6004(h) which provides that an order authorizing the sale of property is stayed for 14 days after the entry of such order, unless the Court orders otherwise. The Purchaser: BTB EDMOND OPS, LLC 14504 Hertz Quail Springs Parkway Oklahoma City, OK 73134 Attn: Buck Warfield About Chicago Central Chicago Central, LLC, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Okla. Case No. 17-13704) on Sept. 15, 2017. The petition was signed by William C. Liedtke, III, its manager. In its petition, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Hon. Sarah A. Hall presides over the case. Crowe & Dunlevy is the Debtor's counsel. D.R. Payne & Associates, Inc., is the Debtor's financial advisors and financial accountants. COLLEGE PARK: Hires Michael Companies as Real Estate Broker ----------------------------------------------------------- College Park Investments, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ The Michael Companies, Inc., as real estate broker to the Debtor. College Park requires Michael Companies to market and sell the Debtor's property 7302 Yale Avenue, College Park, Maryland. Michael Companies will be paid a commission of 3.5% of the gross sale proceeds. Allen Cornell, senior vice president of The Michael Companies, 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. Michael Companies can be reached at: Allen Cornell THE MICHAEL COMPANIES, INC. 10100 Business Pkwy Lanham, MD 20706 Tel: (301) 918-2909 Fax: (301) 495-1533 About College Park Investments, LLC College Park Investments, LLC and its affiliate Stein Properties, Inc. are into real estate leasing and rentals business. College Park's principal assets are located at 7302 Yale Avenue College Park, Maryland. Stein Properties owns a real property at 10840 Little Patuxent Parkway Columbia, Maryland. College Park and Stein Properties sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case Nos. 17-22678 and 17-22680) on September 22, 2017. Bruce S. Jaffe, its manager, signed the petitions. At the time of the filing, College Park disclosed that it had estimated assets and liabilities of $1 million to $10 million. Stein Properties estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. COLORADO NATIONAL: Taps Jackson Kelly as Legal Counsel ------------------------------------------------------ Colorado National Bancorp seeks approval from the U.S. Bankruptcy Court for the District of Colorado to hire Jackson Kelly PLLC as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; analyze claims; assist in the preparation of a plan of reorganization; and provide other legal services related to its Chapter 11 case. Steven Mulligan, Esq., and Benjamin Ross, Esq., charge $325 per hour and $260 per hour, respectively. The hourly rates for paralegal services range from $135 to $175. Jackson Kelly received a total of $100,441.89 prior to the petition date including $20,000 paid on Nov. 6, of which $17,502.33 was used for pre-bankruptcy services and $1,717 for the filing fee, leaving $780.67 in its trust account. Mr. Mulligan disclosed in a court filing that the firm and its employees are "disinterested persons" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Steven T. Mulligan, Esq. Benjamin J. Ross, Esq. 1099 18th Street, Suite 2150 Denver, CO 80202 Tel: (303) 390-0003 Fax: (303) 390-0177 Email: smulligan@jacksonkelly.com Email: bross@jacksonkelly.com About Colorado National Bancorp Colorado National Bancorp, formerly known as Community Bank Partners Inc., operates as a bank holding company for Colorado National Bank that provides banking products and services to businesses and consumers in Colorado and surrounding states. It was incorporated in 2009 and is based in Denver, Colorado. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 17-20315) on November 8, 2017. Scott D. Jackson, chief executive officer, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of $1 million to $10 million. Judge Elizabeth E. Brown presides over the case. COLORADO PROPERTY: Taps Wadsworth Warner as Special Counsel ----------------------------------------------------------- Colorado Property Repair, LLC received approval from the U.S. Bankruptcy Court for the District of Colorado to hire Wadsworth, Warner, Conrardy, P.C. as special counsel. The firm will pursue claims against Alvarado Construction, Inc., which allegedly refused to pay the Debtor more than $300,000 for its services. Wadsworth will be paid on a contingency fee basis. The firm will receive 35% of any amount collected prior to trial or arbitration, 40% of any amount collected after a trial or arbitration, and 45% of any amount collected after an appeal. David Warner, Esq., disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: David Warner, Esq. 41660 Lincoln Street, Suite 1850 Denver, CO 80264 About Colorado Property Repair Based in Arvada, Colorado, Colorado Property Repair, LLC is a company engaged in excavating and addressing issues with underground utilities, wastewater, sanitary and storm sewers, and related excavation and site development issues. Colorado Property Repair is owned and managed by an individual named Sean Fabela. Colorado Property Repair sought Chapter 11 protection (Bankr. D. Col. Case No. 17-18004) on Aug. 28, 2017. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of less than $1 million. Judge Kimberley H. Tyson presides over the case. The Debtor hired Lee M. Kutner, Esq., at Kutner Brinen P.C., as its bankruptcy counsel; and Couse & Associates, P.C. as its accountant. CONCORDIA INTERNATIONAL: Incurs $69.5M Net Loss in Third Quarter ---------------------------------------------------------------- Concordia International Corp. filed with the U.S. Securities and Exchange Commission its quarterly report disclosing a net loss of US$69.48 million on US$154.62 million of revenue for the three months ended Sept. 30, 2017, compared to a net loss of US$74.93 million on US$185.50 million of revenue for the three months ended Sept. 30, 2016. For the nine months ended Sept. 30, 2017, Concordia reported a net loss of US$1.15 billion on US$475.96 million of revenue compared to a net loss of US$650.54 million on US$645.75 million of revenue for the nine months ended Sept. 30, 2016. As of Sept. 30, 2017, Concordia had US$2.65 billion in total assets, US$4.12 billion in total liabilities and a total shareholders' deficit of US$1.47 billion. "During the quarter, we launched our long-term growth strategy, DELIVER, and we generated financial results that were in line with our forecasts," said Allan Oberman, chief executive officer of Concordia. "Both represent important progress for Concordia as we continue to focus on the realignment of our capital structure." The Company reported third quarter adjusted EBITDA of $78.6 million, compared to $104.4 million for the same period in 2016, and $81.8 million in the second quarter of 2017. Concordia generated cash flows from operating activities of $227.4 million in the first nine months of 2017, compared to $313.1 million for the same period in 2016. As of Sept. 30, 2017, the Company's liquidity consisted of $341.3 million of cash and cash equivalents. Subsequent to quarter end, on Oct. 20, 2017, Concordia announced its intention to realign its capital structure by commencing a court proceeding under the Canada Business Corporations Act. The CBCA is a Canadian corporate statute that contains provisions allowing Canadian corporations to restructure certain debt obligations. The CBCA is not a bankruptcy or insolvency statute. Under the CBCA process, Concordia's management continues to lead day-to-day operations and operate its business as usual, while meeting its commitments to employees, suppliers and customers. The commencement of the CBCA proceedings resulted in an event of default under the Company's credit agreement dated Oct. 21, 2015, the indenture governing the Company's 9.00% senior secured notes, and the Company's currency swaps, which defaults are subject to the stay of proceedings issued by the Ontario Superior Court of Justice. As contemplated by the CBCA order, the following payments owed to unsecured lenders were not paid as scheduled, and are instead expected to be addressed (or have been settled) as part of the proposed recapitalization transaction under the CBCA proceeding: approximately $26 million of interest due on Oct. 16, 2017 under Concordia's 7.00% unsecured senior notes; approximately $2.5 million of interest under Concordia's unsecured, extended bridge facility due on Oct. 23, 2017; and approximately $34 million of principal and accrued interest due on Oct. 20, 2017 under the Company's unsecured, two-year equity bridge facility. Subsequent to quarter end, the Company agreed to settle the principal amount and accrued interest due on the two-year equity bridge at a significant discount to par. On Oct. 20, 2017, the counterparty to the Company's currency swaps, which Concordia entered into in August and November of 2016, notified the Company that it would be terminating the currency swaps effective Oct. 23, 2017 due to the commencement of the CBCA proceedings. In addition, as part of the CBCA process, the Company agreed to terminate the revolving commitments under its credit agreement. Pipeline Update During the third quarter of 2017, the Company launched two new products into markets that have a current IMS-estimated value of $21 million. Concordia also has 13 products that have already been approved or are awaiting approval. These products, if launched, are expected to compete in markets that have a current IMS-estimated value in excess of $94 million. In addition, the Company currently has 27 products (compared to 26 products in the second quarter of 20l7) under development that are anticipated to launch in the next three to five years. These products, if launched, are expected to compete in markets that have a current IMS-estimated value in excess of $1.5 billion. Concordia believes that these products include several first-to-market or early-to-market opportunities for difficult-to-make products. In addition, the Company has 16 products identified for potential development that, if launched, are expected to compete in markets that have a current IMS-estimated value in excess of $600 million. Consolidated Results of Operations Consolidated revenue for the three and nine month periods ended Sept. 30, 2017 decreased by $30.9 million or 17%, and $169.8 million, or 26%, respectively, compared to the corresponding periods in 2016. These decreases are due to lower sales from both the Concordia North America and Concordia International segments, as well as lower foreign exchange rates impacting translated revenues for the first half of 2017 compared to the corresponding period in 2016. Revenues were lower primarily due to lower volumes, primarily a result of new market entrants on a number of the Company's products. The Concordia North America segment revenue for the three months ended Sept. 30, 2017 decreased by 23% when compared to the corresponding period in 2016, mainly due to lower volumes on key products, including Lanoxin authorized generic, Nilandron®, and Donnatal. The Concordia International segment revenue for the three months ended Sept. 30, 2017 decreased by 14% primarily due to volume and price declines on key products, including Fusidic Acid, Levothyroxine Sodium, and Prednisolone. Gross profit for the three and nine month periods ended Sept. 30, 2017 decreased by $28.4 million, or 21%, and $139.2 million, or 29%, respectively, compared to the corresponding periods in 2016 primarily due to the revenue decreases. The decrease in gross profit percentage of 4% for the three month period ended Sept. 30, 2017, is primarily due to a change in the mix of product sales within both the Concordia North America segment and Concordia International segment. The decrease in gross profit percentage of 3% for the nine months ended Sept. 30, 2017 is lower than the 4% for the three month period ended Sept. 30, 2017, as the first quarter of 2016 included a non-cash fair value adjustment to inventory of $18.6 million associated with the acquisition of the Concordia International segment. Operating expenses for the three and nine month periods ended Sept. 30, 2017 increased by $4.6 million or 5%, and $396.8 million, or 44%, respectively, compared to the corresponding periods in 2016. Operating expenses were higher during the three months ended Sept. 30, 2017 primarily due to $10.0 million higher acquisition related, restructuring and other costs and $8.4 million higher amortization charges on intangible assets, partially offset by $7.1 million lower share based compensation expense. Operating expenses on a year-to-date basis were $396.8 million higher primarily due to a $417.0 million higher impairment charge. Excluding impairments, operating expenses for the nine months ended Sept. 30, 2017 decreased by $20.2 million, or 6% compared to the corresponding period in 2016. This decrease was primarily due to a combination of the following: $18.9 million lower share-based compensation expense; $14.6 million lower expense for fair value of purchase consideration and $13.5 million lower litigation settlement expenses, partially offset by $33.6 million higher amortization of intangible assets and $10.0 million higher acquisition related, restructuring and other costs. General and administrative expenses reflect costs related to salaries and benefits, professional and consulting fees, ongoing public company costs, travel, facility leases and other administrative expenditures. General and administrative expenses for the three and nine month periods ended Sept. 30, 2017 decreased by 18% and 9%, respectively, compared to the corresponding periods in 2016. This decrease is a result of the Company's objective to reduce operating costs across the business. Selling and marketing expenses reflect costs incurred by the Company for the marketing, promotion and sale of the Company's broad portfolio of products across the Company's segments. Selling and marketing costs for the three and nine month periods ended Sept. 30, 2017 decreased by $0.8 million, or 7%, and $9.1 million, or 24%, respectively, compared to the corresponding periods in 2016. These costs have decreased primarily due to the termination of the Donnatal contract sales force in 2016, which has been replaced by a co-promotion agreement with RedHill. The lower costs during the three month period ended Sept. 30, 2017 as a result of the termination of the Donnatal contract sales force within the Concordia North America segment was partially offset by $2.0 million higher marketing spend within the Concordia International segment. Research and development expenses reflect costs for clinical trial activities, product development, professional and consulting fees and services associated with the activities of the medical, clinical and scientific affairs, quality assurance costs, regulatory compliance and drug safety costs (Pharmacovigilence) of the Company. Research and development costs for the three and nine month periods ended September 30, 2017 decreased by $0.7 million, or 8%, and $4.0 million, or 15%, respectively, compared to the corresponding periods in 2016. This decrease is due to fewer ongoing clinical programs in 2017 compared with 2016, including the cancellation of the cholangiocarcinoma trial in December 2016, and the Company moving certain external costs previously incurred within the Concordia North America segment to the Company's internal operations in Mumbai, India. The current income tax expense recorded for the three and nine month periods ended Sept. 30, 2017 decreased by $5.0 million and $17.2 million, respectively, compared to the corresponding periods in 2016. Income taxes were lower primarily due to the impact of foreign exchange translation of the income tax expense from the Concordia International segment as well as lower taxable income compared to corresponding periods in 2016. The net loss from continuing operations for the three and nine month periods ended Sept. 30, 2017 was $69.5 million and $1.2 billion, respectively, and earnings per share loss was $1.36 and $22.67, respectively, per share. Significant components comprising the net loss for the nine month period ended Sept. 30, 2017 are an impairment charge of $987.1 million recorded during the second quarter of 2017, fair value losses on derivative contracts of $69.3 million, interest and accretion expense of $282.7 million and amortization of $175.3 million offset by gross profit of $335.3 million. Adjusted EBITDA for the three and nine month periods ended Sept. 30, 2017 decreased by $25.9 million, or 25%, and $143.0 million or 37%, respectively, compared to the corresponding periods in 2016. The decline is primarily due to lower sales and gross margins from both the Concordia North America and Concordia International segments, as well as lower foreign exchange rates impacting translated results during the first half of 2016. Adjusted EBITDA by segment for the three and nine month periods ended Sept. 30, 2017 was $23.9 million and $79.5 million, respectively, from Concordia North America, and $59.3 million and $180.6 million, respectively, from Concordia International. In addition, during the three and nine month periods ended Sept. 30, 2017 the Company incurred $4.6 million and $15.4 million, respectively, of Corporate costs related to the Corporate Head Office. A full-text copy of the Quarterly Report is available at: https://is.gd/1JylAC About Concordia Concordia is an international specialty pharmaceutical company with a diversified portfolio of more than 200 patented and off-patent products, and sales in more than 90 countries. Going forward, the Company is focused on becoming a leader in European specialty, off-patent medicines. Concordia operates out of facilities in Oakville, Ontario and, through its subsidiaries, operates out of facilities in Bridgetown, Barbados; London, England and Mumbai, India. Visit www.concordiarx.com for more information. Concordia reported a net loss of US$1.31 billion for the year ended Dec. 31, 2016, compared to a net loss of US$31.56 million in 2015. * * * As reported by the TCR on Oct. 27, 2017, Moody's Investors Service downgraded the Corporate Family Rating of Concordia to 'Ca' from 'Caa3'. "Concordia's Ca Corporate Family Rating reflects its very high financial leverage, ongoing operating headwinds, and imminent risk of a debt restructuring. Moody's estimates adjusted debt/EBITDA will exceed 9.0x over the next 12 months as earnings decline on a year over year basis." As reported by the TCR on Oct. 19, 2017, S&P Global Ratings lowered its corporate credit rating on Concordia to 'SD' from 'CCC-' and removed the rating from CreditWatch, where it was placed with negative implications on Sept. 18, 2017. "The downgrade follows Concordia International's announcement that it failed to make the Oct. 16, 2016, interest payment on the 7% senior unsecured notes due 2023. Given our view of the company's debt level as unsustainable, and ongoing restructuring discussions, we do not expect the company to make a payment within the grace period." CREPES DU MONDE: Hires Marc Voisenat as Counsel ----------------------------------------------- Crepes Du Monde, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of California to employ Marc Voisenat, Attorney At Law, as counsel to the Debtor. Crepes Du Monde requires Marc Voisenat to: a. file schedules, chapter 11 plan, disclosure statement and amended schedules, plan and disclosure statement, if necessary; b. appear at meeting of creditors; c. make court appearances; d. make any necessary objects on disputed debts; and e. file any adversary proceeding, if necessary. Marc Voisenat will be paid at the hourly rate of $400. As of the petition date, the Debtor had paid Marc Voisenat $12,283. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Marc Voisenat, member of Marc Voisenat, Attorney At Law, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Marc Voisenat can be reached at: Marc Voisenat, Esq. MARC VOISENAT, ATTORNEY AT LAW 2329A Eagle Avenue Alameda, Ca. 94501 Tel: (510) 263-8664 Fax: (510) 272-9158 About Crepes Du Monde, Inc. Crepes Du Monde Inc., filed a Chapter 11 bankruptcy petition (Bankr. N.D. Cal. Case No. 17-31075) on October 25, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Marc Voisenat, its member of Marc Voisenat, Attorney At Law. DIFFUSION PHARMACEUTICALS: Posts $5.1 Million Net Income in Q3 -------------------------------------------------------------- Diffusion Pharmaceuticals Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting net income of $5.09 million for the three months ended Sept. 30, 2017, compared to a net loss of $5.43 million for the three months ended Sept. 30, 2016. For the nine months ended Sept. 30, 2017, Diffusion reported a net loss of $3.15 million compared to a net loss of $15.46 million for the same period during the prior year. The Company had $28.32 million in total assets, $21.97 million in total liabilities and $6.35 million in total stockholders' equity. The Company had cash, cash equivalents and a certificate of deposit totaling $11.2 million as of Sept. 30, 2017. The Company recognized $1.8 million in research and development expenses during the three months ended Sept. 30, 2017, compared to $1.9 million during the three months ended Sept. 30, 2016. The decrease in research and development expense was attributable to a $1.0 million non-cash impairment charge recognized in the third quarter of 2016, a $0.2 million decrease in expense associated with animal toxicology studies and a $0.1 million decrease in stock-based compensation expense. These amounts were partially offset by a $0.9 million increase in costs associated with our GBM trials, a $0.1 million increase in API and drug manufacturing costs and a $0.1 million increase in salary related expenses. General and administrative expenses were $1.6 million during the three months ended Sept. 30, 2017, compared to $3.9 million during the three months ended Sept. 30, 2016. The decrease in general and administrative expense was primarily due to a $2.5 million decrease in non-cash litigation settlement fees, partially offset by an increase in salary and stock-based compensation expense of $0.1 million and an increase in professional fees of $0.1 million. In connection with the private placement of the Company's Series A convertible preferred stock and common stock warrants, the Company determined the warrants to be classified as liabilities and subject to remeasurement at each reporting period. As a result of the liability classification, during the three months ended Sept. 30, 2017, the Company recorded a $8.4 million non-cash gain for the change in fair value of our common stock warrant liabilities which was primarily attributable to the decrease in the market price for its common stock. At a special stockholders meeting held on Nov. 1, 2017, holders of both our common stock and Series A convertible preferred stock approved an amendment to its Certificate of Incorporation to permit the Company to pay dividends on the Series A convertible preferred stock in either cash or shares of its common stock, rather than just shares. This amendment allowed the Company to revalue its Series A warrant liability on Nov. 1, 2017 and reclassify the liability, for accounting purposes, to stockholders' equity. As a result of the non-cash gain relating to the change in fair value of the warrant liabilities, the Company believes that this Certificate of Incorporation amendment will allow it to maintain its Nasdaq compliant status with respect to stockholders' equity for the foreseeable future. David Kalergis, chairman and chief executive officer of Diffusion Pharmaceuticals, stated, "The FDA's authorization of patient enrollment in our TSC Glioblastoma (GBM) Phase 3 pivotal study marks a major milestone, and the Agency's agreement with our focus on inoperable GBM patients allows a greatly improved trial design. Because the inoperable GBM patients treated with TSC in the Phase 2 study showed a remarkable four-fold increase in overall survival at two years, the approved trial design can enroll fewer patients than the previous Phase 3 design and have a greater chance of reaching its overall survival endpoint. The thousands of patients diagnosed with inoperable GBM who are currently excluded from participation in most newly-diagnosed GBM clinical trials can now have renewed hope, with a novel treatment being developed specifically for them, to be used in conjunction with their standard of care radiation and chemotherapy treatments. We are ready to begin our GBM trial with a highly-regarded CRO engaged, sites identified and enough drug product on hand to conduct the entire trial. We are currently working with the sites' Institutional Review Boards and remain on track to begin enrolling patients by the end of 2017." "In an effort to bring the Company into compliance with Nasdaq's listing requirements, our shareholders voted to modify the terms of our Series A Convertible Preferred Stock to allow dividends to be paid in either cash or common stock, thus allowing the common stock purchase warrants issued with our Series A Convertible Preferred Stock to be classified, for accounting purposes, as permanent equity rather than as a liability. We believe this change, which occurred subsequent to the close of the quarter, brings us into compliance with Nasdaq's $2.5 million stockholders' equity requirement. We are now awaiting confirmation from Nasdaq that we have demonstrated compliance with all applicable requirements for continued listing. This modification also permits additional financial flexibility as we advance our programs." Mr. Kalergis continued, "We've also made important additions to our board and management during the third quarter. Robert Ruffolo, Jr. joined our board of directors, bringing comprehensive pharmaceutical industry experience and drug development knowledge, honed at Wyeth (now Pfizer) and SmithKline Beecham (now GlaxoSmithKline). William Hornung joined us as Chief Business Officer, with more than 20 years of finance and operations leadership experience in the biopharmaceutical industry with such companies as PTC Therapeutics, Elan Pharmaceuticals, The Liposome Company and Contravir Pharmaceuticals. Bill has already had a positive impact on our business development activities." Recent Highlights Research and Development * Diffusion received final protocol guidance from the U.S. Food and Drug Administration for the Phase 3 trial with its lead compound trans sodium crocetinate in patients newly diagnosed with inoperable glioblastoma multiforme, a type of brain cancer. * Diffusion selected the first 17 clinical trial sites in the U.S. under one Institutional Review Board, with 100 sites planned for the Phase 3 GBM trial. The Company anticipates its first patient dosing for the Phase 3 GBM before the end of 2017. * The Company engaged a contract research organization and completed a major TSC production run, providing sufficient Phase 3 drug product to conduct the entire trial. Key Personnel and Other * Appointed Robert Ruffolo, Jr. Ph.D. to the Company's Board of Directors. * Named William "Bill" Hornung as the Company's chief business officer, a new position. * In an effort to regain Company compliance with Nasdaq's stockholders' equity requirement, obtained shareholder approval to amend a provision of our Certificate of Incorporation relating to the Series A convertible preferred stock, enabling the Company to revalue and re-classify Series A warrants from liabilities to stockholders' equity. * Participated in multiple investor conferences to present the Company's business and interface with the investment community. A full-text copy of the Form 10-Q is available for free at: https://is.gd/5n007b About Diffusion Pharmaceuticals Inc. Diffusion Pharmaceuticals Inc. -- http://www.diffusionpharma.com/ -- is a clinical-stage biotechnology company focused on extending the life expectancy of cancer patients by improving the effectiveness of current standard-of-care treatments including radiation therapy and chemotherapy. Diffusion is developing its lead product candidate, trans sodium crocetinate, for use in the many cancers where tumor hypoxia (oxygen deprivation) is known to diminish the effectiveness of SOC treatments. TSC targets the cancer's hypoxic micro-environment, re-oxygenating treatment-resistant tissue and making the cancer cells more vulnerable to the therapeutic effects of SOC treatments without the apparent occurrence of any serious side effects. Diffusion reported a net loss of $18.03 million for the year ended Dec. 31, 2016, compared to a net loss of $6.71 million for the year ended Dec. 31, 2015. KPMG LLP, in McLean, Virginia, 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, has limited resources available to fund current research and development activities, and will require substantial additional financing to continue to fund its research and development activities. These conditions raise substantial doubt about its ability to continue as a going concern. DIVERSIFIED POWER: Hires Davis Ermis as Bankruptcy Counsel ---------------------------------------------------------- Diversified Power Systems, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Texas to employ Davis Ermis & Roberts, P.C., as attorneys to the Debtor. Diversified Power requires Davis Ermis to: (a) give the Debtor legal advice with respect to its powers and duties as Debtor-In-Possession in the continued operation of the business and management of its property; (b) prepare on behalf of the Debtor, as Debtor-In-Possession, necessary applications, orders, answers, reports, and other legal papers; and (c) perform all other legal services for the Debtor, as Debtor-In-Possession, which may be necessary. Davis Ermis will be paid at these hourly rates: Attorneys $350 Legal Assistants $125 Davis Ermis will also be reimbursed for reasonable out-of-pocket expenses incurred. Craig D. Davis, partner of Davis Ermis & Roberts, 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. Davis Ermis can be reached at: Craig D. Davis, Esq. DAVIS ERMIS & ROBERTS, P.C. 1010 N. Center, Suite 100 Arlington, X 76011 Tel: (972) 263-5922 Fax: (972) 262-3264 About Diversified Power Systems, Inc Diversified Power Systems, Inc., filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 17-44538) on November 6, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Craig D. Davis, Esq., at Davis Ermis & Roberts, P.C. DIVINE RIPE: Hires Luis G. Castilleja as Accountant --------------------------------------------------- Divine Ripe, LLC, seeks authority from the U.S. Bankruptcy Court for the Southern District of Texas to employ Luis G. Castilleja, C.P.A., as accountant to the Debtor. Divine Ripe requires Luis G. Castilleja to determine if tax return is required and to prepare the same if necessary in order to satisfy the estate's obligations as to such tax returns. Luis G. Castilleja will be paid at these hourly rates: Luis G. Castilleja $150 Administrative Assistants $70 Luis G. Castilleja will also be reimbursed for reasonable out-of-pocket expenses incurred. Luis G. Castilleja, a member of Luis G. Castilleja, C.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. Luis G. Castilleja can be reached at: Luis G. Castilleja Luis G. Castilleja, C.P.A. 914 N Main St. McAllen, TX 78501 Tel: (956) 467-5782 About Divine Ripe, LLC Divine Ripe, L.L.C., is a Texas limited liability company organized in 2005. Since its organization, it has been led by its founder Marco Jimenez and supported by a relatively small staff of administrative, accounting, sales, and maintenance personnel. The primary business focus of Divine Ripe has always been centered in the produce business between Mexico and the United States. Prior to filing its bankruptcy petition, the primary business model of Divine Ripe was to generate revenues by operating a U.S. based produce company that (A) received produce from Mexican intermediaries (not the Mexican growers) and sold them to American purchasers or (B) invested money in Mexican growing operations and received produce in return as payment for its investments. Divine Ripe, L.L.C., filed a Chapter 11 case (Bankr. S.D. Tex. Case No. 15-70405) on Aug. 5, 2015. The Debtor's attorney is the Law Office of Antonio Martinez, Jr., P.C. DREAM MOUNTAIN RANCH: Taps Dietrich Fansler as Managing Agent ------------------------------------------------------------- Dream Mountain Ranch, LLC received approval from the U.S. Bankruptcy Court for the Northern District of West Virginia to hire Dietrich Fansler as managing agent. Mr. Fansler's duties include daily management, coordination and supervision of all the business affairs pertaining to the event arrangements, operation, maintenance, bookkeeping, purchases and management of the Debtor. The managing agent will be paid a monthly fee of $1,000 for his services. Mr. Fansler maintains an office at: Dietrich S. Fansler 3120 Fairway Drive Morgantown, WV 26508 About Dream Mountain Ranch LLC Dream Mountain Ranch, LLC is a privately-held company that owns a deer and elk hunting game area in North Central West Virginia. It offers 15 hunting stands and still hunts scattered across a 1,000-plus acres property. It offers lodge featuring four bedrooms, three baths, a full-sized kitchen, wrap around porch, and a hot tub. The area also features several activities guest can enjoy including the Ohiopyle State Park, Falling Water, Blackwater Falls, and Coopers Rock. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. W.Va. Case No. 17-01051) on October 27, 2017. Dietrich Steve Fansler, its managing member, signed the petition. At the time of the filing, the Debtor disclosed $5.02 million in assets and $2.53 million in liabilities. Judge Patrick M. Flatley presides over the case. DREAM MOUNTAIN RANCH: Taps Gianola Barnum as Legal Counsel ---------------------------------------------------------- Dream Mountain Ranch, LLC received approval from the U.S. Bankruptcy Court for the Northern District of West Virginia to hire Gianola, Barnum, Bechtel & Jecklin, L.C. as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. The firm will charge an hourly fee of $250 for the services of its attorneys. David Jecklin, Esq., disclosed in a court filing that his firm neither represents nor holds any interest adverse to the Debtor's estate. The firm can be reached through: David M. Jecklin, Esq. Gianola, Barnum, Bechtel & Jecklin, L.C. 1714 Mileground Morgantown, WV 26505 Phone: (304) 291-6300 Fax: 304-291-6307 Email: djecklin@gbbjlaw.com About Dream Mountain Ranch LLC Dream Mountain Ranch, LLC is a privately-held company that owns a deer and elk hunting game area in North Central West Virginia. It offers 15 hunting stands and still hunts scattered across a 1,000-plus acres property. It offers lodge featuring four bedrooms, three baths, a full-sized kitchen, wrap around porch, and a hot tub. The area also features several activities guest can enjoy including the Ohiopyle State Park, Falling Water, Blackwater Falls, and Coopers Rock. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. W.Va. Case No. 17-01051) on October 27, 2017. Dietrich Steve Fansler, its managing member, signed the petition. At the time of the filing, the Debtor disclosed $5.02 million in assets and $2.53 million in liabilities. Judge Patrick M. Flatley presides over the case. DREAM MOUNTAIN RANCH: Taps Tetrick & Bartlett as Accountant ----------------------------------------------------------- Dream Mountain Ranch, LLC received approval from the U.S. Bankruptcy Court for the Northern District of West Virginia to hire Tetrick & Bartlett, PLLC as its accountant. The firm will assist the Debtor in its financial reporting and will provide other accounting services. Steven Williams, the accountant tapped to provide the services, will charge an hourly fee of $125. Mr. Williams disclosed in a court filing that he does not hold or represent any interest adverse to the Debtor's estate. The firm can be reached through: Steven G. Williams, Tetrick & Bartlett, PLLC 1517 Mary Lou Retton Drive Fairmont, WV 26554 About Dream Mountain Ranch LLC Dream Mountain Ranch, LLC is a privately-held company that owns a deer and elk hunting game area in North Central West Virginia. It offers 15 hunting stands and still hunts scattered across a 1,000-plus acres property. It offers lodge featuring four bedrooms, three baths, a full-sized kitchen, wrap around porch, and a hot tub. The area also features several activities guest can enjoy including the Ohiopyle State Park, Falling Water, Blackwater Falls, and Coopers Rock. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. W.Va. Case No. 17-01051) on October 27, 2017. Dietrich Steve Fansler, its managing member, signed the petition. At the time of the filing, the Debtor disclosed $5.02 million in assets and $2.53 million in liabilities. Judge Patrick M. Flatley presides over the case. EAGLE'S NEST: L. Wilkins to Provide $500 as Payment to Unsecureds ----------------------------------------------------------------- Eagle's Nest Holistic Mental Health Inc. filed with the U.S. Bankruptcy Court for the District of Kansas a second amended disclosure statement to accompany its plan of reorganization. Under the second amended plan, Class 1 consists of the secured portion of the claim filed by Banker's Healthcare Group. According to the filed claim, this creditor has a UCC "blanket lien" on the property of the Debtor. However, the claim is substantially undersecured. The collateral is the office furniture and on-hand cash as of the filing date. The value of this security interest is limited to the value of the office equipment and furniture, and the on-hand cash on the day of the filing of the case (which comes to $3600). Class 2 consists of the following unsecured creditors: the unsecured portion of the claim filed by Banker's Healthcare Group, CAN Capital, BHG Credit Card, and Lending Club. CAN Capital is a totally undersecured creditor which has described itself as unsecured. BHG Credit Card and Lending Club are credit cards. The Debtor's amended disclosure statement provided that Class 2 General Unsecured Creditors consists of CAN Capital, BHG Credit Card, and Lending Club. CAN Capital is an undersecured creditor who has described itself as unsecured. BHG Credit Card and Lending Club are credit cards. Class 2 is impaired by the Plan. The general unsecured creditors are receiving a contribution of "new value" during the life of the plan that is more than sufficient to represent the value of Lois Wilkins's shares in the business. The Plan technically violates the Absolute Priority Rule in that the owner of the business, Lois Wilkins, intends to keep her ownership interest without paying the general unsecured creditors in full. However, the "New Value Exception" to the Absolute Priority Rule allows plans to be confirmed in these situations, as long as the owner contributes some "new value" into the plan to be shared pro rata among the unsecured claimants. To retain her equity interest in the reorganized debtor, Lois Wilkins is contributing a total of $500 to be paid to the unsecured creditors at the time of confirmation. This amount represents a substantial contribution of new value which is consideration for the third party release. A full-text copy of the Second Amended Disclosure Statement is available at: http://bankrupt.com/misc/ksb17-20956-57.pdf A full-text copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/ksb17-20956-50.pdf As reported by the Troubled Company Reporter on Sept. 15, 2017, the Debtor filed with the Court a disclosure statement to accompany its plan of reorganization, which stated that any class of claims which is paid in cash in full on the Effective Date or is paid to the agreed terms of its contract is not impaired under the Plan and is conclusively presumed to have accepted the Plan. All other classes of claims impaired are entitled to vote on the Plan if they receive any distribution under the Plan. Any class that receives no distribution under the Plan is conclusively presumed to vote against the Plan, provided that the class is not comprised solely of insiders. About Eagle's Nest Eagle's Nest Holistic Mental Health, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 17-20956) on May 24, 2017. At the time of the filing, the Debtor estimated assets of less than $100,000 and liabilities of less than $1 million. The Debtor tapped Phillips & Thomas LLC as counsel and Dan L. Williams & Company, INc., as accountant. EASTMAN KODAK: Moody's Lowers CFR to Caa1, Outlook Changed to Neg. ------------------------------------------------------------------ Moody's Investors Service downgraded Eastman Kodak Company's Corporate Family Rating (CFR) to Caa1 from B3. As part of the rating action, Moody's downgraded the company's Probability of Default Rating (PDR) to Caa1-PD from B3-PD and the rating on its first lien senior secured term loan to B3 from B2. The rating outlook was changed to negative from stable. Moody's also downgraded Kodak's Speculative Grade Liquidity Rating to SGL-4 from SGL-2 indicating weak liquidity. RATINGS RATIONALE The rating action follows the persistently weak operating performance at the company's print systems and enterprise ink-jet divisions and the company's inability to generate positive free cash flow since its emergence from Chapter 11 bankruptcy in September 2013. As a result, Moody's believes that there is a heightened risk of a debt restructuring especially in light of the upcoming maturity of the company's first lien term loan in September 2019. Moody's estimates adjusted leverage (using Moody's standard adjustments) at the end of 2017 will exceed 10x and higher if preferred stock is treated as debt. Moody's views the preferred equity investment by the investor consortium to have certain debt-like characteristics. Dividends will accrue and accumulate at a rate of 5.5% and are payable in cash. The preferred stock is mandatorily redeemable on the fifth anniversary from issuance in cash, although the company has the option to convert the preferred stock into common after two years if common stock trades at a 125% premium to the conversion price for a 45-day period in any 60-day window (conversion price is $17.40 as compared to a recent price of under $4.00). The Caa1 CFR reflects concerns about the success of the company's turnaround efforts, as new products and services have not yet replaced the revenue and cash flow contribution from the past declines in Kodak's entertainment imaging and consumer inkjet businesses. The turnaround prospects are also clouded by the long-term challenges amid fierce price pressure and the ongoing decline of printed pages. There is also limited visibility as to whether the company's efforts to stabilize its operations and to reduce expense will stem a further weakening of its financial condition. The ratings for the debt instruments reflect both the overall probability of default of Kodak, at Caa1-PD, and an expectation for an average family recovery rate in a default scenario. The first lien senior secured term loan ranks behind the asset-based liquidity ("ABL") revolver lenders. The B3 rating on the first lien senior secured term loan reflects its priority lien on all property and assets (excluding current assets) and a second priority lien on all current assets securing Kodak's $150 million ABL revolver. Kodak's liquidity rating of SGL-4 reflects Moody's view of the company's expected weak liquidity position over the next 12 to 18 months. Moody's expects free cash flow to remain negative over the next 12 to 18 months driven by continued revenue declines and margin pressure as well as expected headwinds from severance payments. The liquidity position is supported by the company's high cash balance at approximately $342 million as of September 2017. However, only $154 million of cash is held domestically as of September 2017, of which Moody's estimates the company will need to maintain a significant portion in order to remain in compliance with its first lien leverage ratio covenant of 2.75x (assuming current EBITDA and funded debt amounts). The company's $150 million ABL revolver had about $20 million of net availability as of September 30, 2017 and the company had outstanding letters of credit of $96 million. The company has a springing covenant on the ABL tested at 87.5% utilization (less than $18.75 million available). If the company had been required to test its springing covenant there would have been only $1 million of EBITDA cushion at September 30, 2017. The negative outlook reflects Moody's concern that Kodak's operating performance may continue to decline, liquidity may deteriorate, covenant cushion will tighten, and the overall likelihood of a debt restructuring will increase. To be upgraded, Kodak will need to generate sustained revenue and profitability growth and substantially improved liquidity and credit metrics such that the capital structure is considered sustainable over the medium term. Kodak's ratings could be downgraded if liquidity deteriorates further or if execution of its turnaround plan is not successful or its new product initiatives do not gain traction resulting in further deterioration in revenues, profitability, cash flow or liquidity. The following are the rating actions: -- Corporate Family Rating, Downgraded to Caa1 from B3 -- Probability of Default Rating, Downgraded to Caa1-PD from B3- PD -- $420 Million Senior Secured First Lien Term Loan due 2019, Downgraded to B3 (LGD3) from B2 (LGD3) -- Speculative Grade Liquidity Rating, Downgraded to SGL-4 from SGL-2 -- Outlook, Changed to Negative from Stable Eastman Kodak Company, based in Rochester, NY, provides printing and imaging technology products and services to commercial printing, digital printing, packaging and entertainment imaging markets. The principal methodology used in these ratings was Diversified Technology Rating Methodology published in December 2015. FALLING LEAVES: Hires Van Horn Law Group as Counsel --------------------------------------------------- Falling Leaves Recovery LLC seeks authority from the United States Bankruptcy Court for the Southern District of Florida in Fort Lauderdale to employ Chad Van Horn, Esq., and the law firm of Van Horn Law Group, Inc. as counsel. The professional services the attorney will render are: (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. Chad Van Horn, Esq., managing partner of Van Horn Law Group, Inc., attests that he and his firm are disinterested as required by 11 U.S.C. Section 327(a). The Firm's current hourly rates are: Chad Van Horn, Esq. $400 Associates $350 Jay Molluso $300 Law Clerks $175 Paralegals $175 The Firm can be reached through: Chad T Van Horn, Esq. VAN HORN LAW GROUP P.A. 330 N Andrews Ave #450 Ft Lauderdale, FL 33301 Tel: 954-765-3166 Fax: 954-756-7103 E-mail: Chad@cvhlawgroup.com About Falling Leaves Recovery LLC Fallen Leaves Recovery provides comprehensive therapy to those suffering with addictions. Based in Fort Lauderdale, Florida, Fallen Leaves Recovery filed a Chapter 11 petition (Bankr. S.D. Fla Case no. 17-23651) on November 11, 2017. The petition was signed by Mark Sheppard, managing member and CFO. Chad Van Horn, Esq. at Van Horn Law Group, Inc. represents the Debtor as counsel. Judge Raymond B Ray presides over the case. At the time of filing, the Debtor estimates $100,000 to $500,000 in assets and $50 million to $100 million in liabilities. FREEDOM HOLDING: Reports $27.6M Net Income for Second Quarter ------------------------------------------------------------- Freedom Holding Corp. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting net income attributable to common shareholders of $27.60 million on $34.94 million of total revenue for the three months ended Sept. 30, 2017, compared to net income attributable to common shareholders of $2.33 million on $5.21 million of total revenue for the three months ended Sept. 30, 2016. For the six months ended Sept. 30, 2017, the Company reported net income attributable to common shareholders of $35.97 million on $48.49 million of total revenue compared to net income attributable to common shareholders of $1.09 million on $6.26 million of total revenue for the same period during the prior year. As of Sept. 30, 2017, the Company had $245 million in total assets, $161.70 million in total liabilities and $83.29 million in total stockholders' equity. Net cash from operating activities during the six months ended Sept. 30, 2017, was higher compared to the six months ended Sept. 30, 2016, primarily because of changes in operating liabilities, which were comprised primarily of a $75.41 million increase in securities repurchase agreement obligations, an $7.14 million increase in customer liabilities and changes in operating assets, which were comprised principally of a $70.88 million increase in trading securities and a $7.61 million increase in brokerage and other receivables. During the six months ended Sept. 30, 2017, net cash used in investing activities was $710,000 compared to $2.88 million during the six months ended Sept. 30, 2016. On April 12, 2016, Freedom RU acquired the remaining 90.72% interest in FFIN Bank for $2.77 million. Cash used in investing activities during the six months ended September 30, 2017, is related to purchase of fixed assets. Net cash from financing activities consisted principally of capital contributions to the Company by Mr. Turlov, proceeds from issuance of debt securities in amount of $10.49 million and repurchase of debt securities in amount of $6.61 million. As of September 30, 2017, we had cash and cash equivalents of $37.87 million, compared to cash and cash equivalents of $21.83 million, as of March 31, 2017. At Sept. 30, 2017, the Company had total current assets (less restricted cash) of $227.03 million and total current liabilities of $153.87 million, resulting in working capital of $73.16 million. By comparison, at March 31, 2017, the Company had total current assets (less restricted cash) of $104.58 million and total current liabilities of $73.61 million, resulting in working capital of $30.96 million. According to the Company, "Regulatory requirements applicable to Freedom RU, Freedom KZ and FFIN Bank require them to maintain minimum capital levels. Their primary sources of funds for liquidity have historically consisted of existing cash balances (i.e., available liquid capital not invested in their operating businesses), capital contributions from Mr. Turlov, gains from their proprietary trading accounts, fees and commissions, and interest income. During the six months ended September 30, 2017, Mr. Turlov has contributed $8,464 to capital. We have no agreements with Mr. Turlov to provide additional capital contributions and he is under no obligation to continue to provide us capital. "We have pursued an aggressive growth strategy during the past several years, and we anticipate continuing efforts to rapidly expand the footprint of our brokerage, banking and financial services business in Russia, Kazakhstan and other markets. While this strategy has led to revenue growth it also results in increased expenses and greater need for capital resources. Further growth and expansion may require greater capital resources than we currently possess, which could require us to pursue equity or debt financing from outside sources." A full-text copy of the Form 10-Q is available for free at: https://is.gd/WV3j4m About Freedom Holding Freedom Holding Corp., formerly known as BMB Munai, Inc., is engaged in oil and natural gas exploration and production through Emir Oil LLP, which was sold to a third party entity in 2011. The Company has been focused on satisfying its post-closing undertakings in connection with the sale of Emir Oil, winding down its operations in Kazakhstan and exploring oil and gas opportunities. BMB Munai reported a net loss of $578,139 for the year ended March 31, 2017, a net loss of $491,999 for the year ended March 31, 2016, and a net loss of $138,634 for the period from Aug. 25, 2014, to March 31, 2015. FREEDOM HOLDING: Timur R. Turlov Hikes Equity Stake 87.4% --------------------------------------------------------- Timur R. Turlov disclosed in a Schedule 13D/A filed with the Securities and Exchange Commission that he beneficially owns 45,405,112 shares of common stock of Freedom Holding Corp., constituting 87.4 percent of the shares outstanding. On Nov. 1, 2017, final regulatory approval was received from the Cyprus Securities and Exchange Commission to allow Mr. Turlov to transfer his 100% equity interest in FFINEU Investments Limited ("Freedom CY") and the securities brokerage and financial services business conducted by it in Cyprus to Freedom Holding. The closing of the Freedom CY acquisition occurred on Nov. 10, 2017 and completes the transactions between the Reporting Person and the Issuer contemplated in the Acquisition Agreement. The Reporting Person was issued 12,758,011 shares of restricted common stock in connection with the Freedom CY closing. Freedom Holding and Mr. Turlov entered into the Acquisition Agreement with the intent that Freedom Holding would acquire the securities brokerage and financial services businesses operated by certain companies owned by Mr. Turlov. With the closing of the Freedom CY acquisition, all of the transactions contemplated by the Acquisition Agreement have been completed. According to the regulatory filing, "Historically, the Reporting Person has contributed capital to the Issuer and its subsidiaries. From time to time in the future the Issuer, including its subsidiaries, may require additional operating capital contributions to satisfy their operating and/or net capital requirements. If the Reporting Person infuses additional capital into the Issuer or its subsidiaries, he may be issued additional shares of the Issuer in exchange for such capital contributions. The Reporting Person has no agreement with the Issuer regarding additional capital contributions and is under no obligation, contractual or otherwise, to provide additional capital to the Issuer or any of its subsidiaries. "The Reporting Person owns interests in other companies, including other companies engaged in the securities brokerage and financial services business. As deemed appropriate, the Issuer may seek to acquire interests in one or more of these companies. It is possible the Issuer could use shares of its common stock to make additional acquisitions from the Reporting Person." A full-text copy of the Schedule 13D/A is available for free at: https://is.gd/fKMxtc About Freedom Holding Freedom Holding Corp., formerly known as BMB Munai, Inc., is engaged in oil and natural gas exploration and production through Emir Oil LLP, which was sold to a third party entity in 2011. The Company has been focused on satisfying its post-closing undertakings in connection with the sale of Emir Oil, winding down its operations in Kazakhstan and exploring oil and gas opportunities. BMB Munai reported a net loss of $578,139 for the year ended March 31, 2017, a net loss of $491,999 for the year ended March 31, 2016, and a net loss of $138,634 for the period from Aug. 25, 2014, to March 31, 2015. As of Sept. 30, 2017, Freedom Holding had $245 million in total assets, $161.70 million in total liabilities and $83.29 million in total stockholders' equity. FROBERT MOULTRIE: Sale of Meriwether Property for $500K Approved ---------------------------------------------------------------- Judge W. Homer Drake of the U.S. Bankruptcy Court for the Northern District of Georgia authorized Robert Lynch Moultrie, Sr.'s sale of 130.67 acres of real property located in Meriwether County, Georgia for $500,000. A hearing on the Motion was held on Oct. 18, 2017. The Property is encumbered by a first-priority Deed to Secure Debt in favor of Synovus Bank, formerly known as Columbus Bank and Trust Co., as successor in interest through name change and by merger with Bank of North Georgia, and formerly known as Columbus Bank and Trust Co. as successor in interest through name change and by merger with First Commercial Bank, an Alabama Banking corporation. In consideration of Synovus' consent to the sale under section 363(f)(2) of the Bankruptcy Code, the sale proceeds will be paid directly to Synovus upon the closing of the transaction approved, with such proceeds to be credited to the debt(s) secured by the subject real property.irm, serves as the Debtor's bankruptcy counsel. Robert Lynch Moultrie, Sr., from Woodbury, Georgia, filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Case No. 17-11208) on June 6, 2017. Howard D. Rothbloom, Esq., at The Rothbloom Law Firm, serves as the Debtor's bankruptcy counsel. GREAT AMERICAN RESTAURANT: Hires DeMarco∙Mitchell as Counsel -------------------------------------------------------------- The Great American Restaurant Company, LLC, seeks authority from the United States Bankruptcy Court for the Eastern District of Texas in Sherman to employ Robert T. DeMarco and DeMarco-Mitchell, PLLC as as counsel. Services to be rendered by DeMarco-Mitchell are: a. take all necessary action to protect and preserve the Estate, including the prosecution of actions on its behalf, the defense of any actions commenced against it, negotiations concerning all litigation in which it is involved, and object to claims; b. prepare on behalf of the Debtor all necessary motions, applications, answers, orders, reports, and papers in connection with the administration of the estate; c. formulate, negotiate, and propose a plan of reorganization; and d. perform all other necessary legal services in connection the the case. Robert T. De Marco attests that DeMarco-Mitchell does not hold or represent any material interest adverse to the Debtor or the bankruptcy estate; and it is a disinterested person as that term is defined in section 101(14) of the Bankruptcy Code. To dated, a retainer of $11,717.00 has been paid to DeMarco-Mitchell on behalf of the Debtor. The Attorneys will be paid at: Robert T. DeMarco $350.00 Michael S. Mitchell $285.00 Barbara Drake $125.00 The Firm can be reached through: Robert T. DeMarco DeMarco-Mitchell, PLLC 1255 West 15th St., 805 Plano, TX 75075 Phone: 972-578-1400 Fax : 972-346-6791 Email: robert@demarcomitchell.com About The Great American Restaurant The Great American Restaurant Company, LLC filed Chapter 11 petition (Bankr. E.D. Tex. Case No. 17-42214) on October 6, 2017, listing under $1 million both in assets and liabilities. Robert T. DeMarco at DeMarco-Mitchell, PLLC represents the Debtor as counsel. GRIFFON CORP: Fitch Affirms 'B+' IDR Following Plastics Biz Sale ---------------------------------------------------------------- Fitch Ratings has affirmed its Long-Term Issuer Default Rating (IDR) on Griffon Corporation at 'B+' following its announcement that it has agreed to sell its Clopay Plastic Products business. Fitch has also affirmed its 'BB+/RR1' rating on the company's senior secured credit facility and 'B+/RR4' rating on its senior unsecured notes. The Rating Outlook is Stable. KEY RATING DRIVERS Sale of Plastic Business: Griffon has agreed to sell its Clopay plastics business to Berry Global Group, Inc. for $475 million in cash. While the sale of the business will reduce Griffon's diversification, the plastics business is more capital intensive than Griffon's other businesses, and selling the business will strengthen the company's cash flow profile. Griffon expects to close the sale in the first quarter of calendar 2018, and is required by its debt covenants to reinvest the expected net proceeds of $385 million-$390 million and/or repay debt within 12 months of the close of the transaction. Ongoing Acquisitions: Griffon completed the acquisition of ClosetMaid in early October 2017, paying $200 million funded through the issuance of senior unsecured notes. Going forward, Fitch expects Griffon will use part of the proceeds from the sale of the plastics business to pursue acquisitions of small to medium-sized companies to bolster its home and building products business, which Fitch believes has good growth prospects over the next several years. The company completed three such acquisitions over the past two quarters ranging in size from $5 million to $18 million. Leverage to Improve: Fitch expects total debt/EBITDA will increase to around 5.7x at the end of fiscal 2018 on a pro forma basis from 5.2x as of Sept. 30, 2017 as the loss of earnings from the plastics business will more than offset the earnings from ClosetMaid. Fitch expects leverage will improve to the low-5x range in fiscal 2019 due primarily to acquisition-driven EBITDA growth as well as organic growth of Griffon's existing businesses. Fitch also assumes that part of the proceeds from the sale of the plastics business will be used to reduce debt levels over the next year. Diversified Business: Griffon has a diversified mix of businesses including building products, which represents around 80% of pro forma sales, and advanced radar and communication systems, which represents 20% of pro forma sales. This diversity has helped to moderate cyclical swings in its business, though sales growth has been constrained by recent weakness in the plastics and radar/communications businesses, and uneven results in the building products business. Fitch believes the consolidated business can generate low single-digit organic growth over time, supplemented by acquisitions. Below Average Margins: Griffon generates below-average margins relative to other diversified industrials and building products companies, reflecting competitive conditions within its markets and its significant exposure to the big box retail channel. Fitch believes there is only modest upside to the company's margins, with some benefits over time from the ClosetMaid integration. Griffon has generated limited free cash flow (FCF) in recent years due to its margin profile and heavy capital expenditures in its plastics business, though FCF should improve going forward. Strengths and Concerns: Rating strengths include end-market diversity, strong positions in niche building products, and defense markets, moderate long-term growth potential and an improved financial posture following the sale of the plastics business. Rating concerns include limited pricing power, customer concentrations, weak free cash flow, elevated leverage and integration risk related to the ClosetMaid acquisition. DERIVATION SUMMARY With $1.9 billion in revenue, Griffon is smaller than other diversified building products companies such as Fortune Brands, Masco and USG. However, Griffon has a solid market presence in its end markets of tools, garage doors and telephonics. The company's EBITDA margin of 9%-10% is well below its larger industry peers, reflecting competitive market conditions and its significant customer concentrations with big box retailers. The company also has higher financial leverage than these peers. No country-ceiling, parent/subsidiary or operating environment aspects impact the rating. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- Sales are forecast to grow 24% in fiscal 2018 from acquisitions, most notably that of ClosetMaid, offsetting modest contraction in the telephonics business and other and grow and a mid-single digit pace in fiscal 2019. -- EBITDA margins are steady at 9%-9.5%. -- Capital expenditures as a percent of revenues are assumed to range from 2%-3% annually. -- FCF is projected to improve to $30 million to $40 million annually in 2018 and beyond. -- Debt is assumed to be flat to slightly higher in fiscal 2018 as asset sale proceeds largely cover the amount spent on acquisitions. Debt/EBITDA increases to around 5.7x at the end of fiscal 2018 before improving to the low-5x range in fiscal 2019 due primarily to acquisition-driven EBITDA growth. RATING SENSITIVITIES Future Developments That May, Individually or Collectively, Lead to Positive Rating Action -- Maintenance of a more conservative financial posture leading to a reduction in debt/EBITDA to below the mid-4x range and FFO adjusted leverage to below the mid-5x range on a sustained basis. -- An improvement in FCF margins to above 4%. Future Developments That May, Individually or Collectively, Lead to Negative Rating Action -- A continued aggressive financial posture, with share repurchases in excess of FCF. -- Debt/EBITDA is above the mid-5x range and FFO adjusted leverage above the mid-6x range on a sustained basis. -- A FCF margin consistently below 2%. LIQUIDITY As of Sept. 30, 2017, Griffon had total liquidity of $240 million, consisting of $48 million of cash and $192 million in available funds under its revolver, net of outstanding borrowings and letters of credit. Griffon's maturity schedule is manageable. The company does not have a major maturity until 2021, when the revolver matures, and 2022, when the company's $1 billion in senior unsecured notes mature. FULL LIST OF RATING ACTIONS Fitch affirms the following ratings: Griffon Corporation -- Long-Term IDR at 'B+'; -- Senior secured credit facilities at 'BB+/RR1'; -- Senior unsecured notes at 'B+/RR4'. The Rating Outlook is Stable. GRIZZLY CATTLE: Dec. 13 Kloiber Plan Confirmation Hearing --------------------------------------------------------- Joseph G. Rosania, Jr. of the U.S. Bankruptcy Court for the District of Colorado approved Kloiber Holdings, LLC and Kloiber Real Estate Holdings, LLC's disclosure statement to accompany the plan of reorganization for Grizzly Cattle, LLC filed on Oct. 6, 2017. Objections to confirmation of the Plan of Reorganization be filed with the Court on or before Dec. 1, 2017. A hearing for consideration of confirmation of the Plan, and such objections as may be made to confirmation of the Plan, will be held on Wednesday, Dec. 13, 2017, at 10:30 a.m. in Courtroom B, United States Bankruptcy Court for the District of Colorado, U.S. Custom House, 721 - 19th Street, Denver, CO 80202. The Troubled Company Reporter previously reported Holders of Allowed Claims will receive a distribution of 100% in the amount of their Allowed Claims under the Plan. The Plan incorporates the terms of the Settlement Agreement, which resulted in the release and/or withdrawal of certain enumerated Unsecured Claims against Grizzly Cattle. The Plan is consensual, and the most substantial Unsecured Claim against Grizzly Cattle held by Rabo will be repaid in full through the Rabo Exit Facility. The Plan will allow Grizzly Land to emerge from chapter 11 as a successfully reorganized company with ongoing operations. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/cob-16-12675-158.pdf About Grizzly Cattle Grizzly Cattle, LLC, based in Johnstown, Colo., sought Chapter 11 protections (Bankr. D. Colo. Case No. 16-12675) on Mar. 24, 2016, and is represented by Robert Padjen, Esq., at Laufer and Padjan LLC. At the time of the filing, the Debtor estimated assets and debts of less than $10 million. The Debtor's chapter 11 petition was signed by Kirk A. Shiner, managing member. GRIZZLY LAND: Dec. 13 Kloiber Plan Confirmation Hearing ------------------------------------------------------- Judge Joseph G. Rosania, Jr., of the U.S. Bankruptcy Court for the District of Colorado approved Kloiber Holdings, LLC and Kloiber Real Estate Holdings, LLC's disclosure statement to accompany the plan of reorganization for Grizzly Land, LLC, filed on Oct. 6, 2017. Objections to confirmation of the Plan of Reorganization must be filed on or before Dec. 1, 2017. A hearing for consideration of confirmation of the Plan, and such objections as may be made to confirmation of the Plan, will be held on Wednesday, Dec. 13, 2017, at 10:30 a.m. in Courtroom B, United States Bankruptcy Court for the District of Colorado, U.S. Custom House, 721 - 19th Street, Denver, CO 80202. The Troubled Company Reporter previously reported that Holders of Allowed Claims will receive a distribution of 100% in the amount of their Allowed Claims under the Plan. The Plan incorporates the terms of the Settlement Agreement, which resulted in the release and/or withdrawal of certain enumerated Unsecured Claims against Grizzly Land. The Plan is consensual, and the most substantial Secured Claim against Grizzly Land held by Rabo will be repaid in full through the Rabo Exit Facility. The Plan will allow Grizzly Land to emerge from chapter 11 as a successfully reorganized company with ongoing operations. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/cob16-11757-245.pdf About Grizzly Land Grizzly Land LLC sought Chapter 11 protection (Bankr. D. Col. Case No. 16-11757) in Denver on March 1, 2016. Judge Thomas B. McNamara was initially assigned to the case and has been reassigned to Judge Joseph G. Rosania Jr. The petition was signed by Kirk A. Shiner, DVM, manager. The Debtor estimated $10 million to $50 million in assets and debt. The Debtor is represented by Lee M. Kutner, Esq., at Kutner Brinen Garber, P.C. The Debtor hires Ryley Carlock & Applewhite PC as special counsel. The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Grizzly Land LLC. The Court entered its Order Granting Motion for Appointment of Chapter 11 Trustee on May 25, 2016, and on June 2, 2016, the Court approved the appointment of Mr. Edward Cordes as Trustee for the Debtor's estate. The Chapter 11 trustee hired Moye White LLP as his legal counsel; Burns, Figa & Willas his special counsel; Cordes & Company as accountant; and Dennis & Company, P.C. as tax accountant. GUIDO DIMITRI: Sale of Winchester Property to 2450 for $304K Okayed ------------------------------------------------------------------- Judge Margaret M. Mann of the U.S. Bankruptcy Court for the Southern District of California authorized Guido and Pauli Dimitri's sale of real property described as 36323 Cosimo Lane, Winchester, California, with APN 963-1030-42, to 2450, LLC, for $304,000. The Property is a single family home with 4 beds, 2.25 baths, and approximately 2,016 square feet. The sale of the Subject Property is "as is, where is" and is sold free and clear of all liens and encumbrances. The proceeds of the sale will be used to pay (i) the usual costs and charges including but not limited to the escrow fee, CLTA Policy of Title Insurance, document preparation, documentary transfer tax, and recording of reconveyance, if any; (ii) the real property taxes prorated to the closing date, if any; and (iii) the commission to Red Brick Realty in the amount of $18,240. After all payments described, the Escrow will hold the net proceeds from the sale in Escrow pending further Court Order. The 14-day stay under Federal Rules of Bankruptcy Procedure Rule 6004(h) is waived and the Order is entered forthwith. About the Dimitris Guido and Pauli Dimitri filed for Chapter 11 bankruptcy protection (Bankr. S.D. Cal. Case No. 14-02953) on April 16, 2014. The Dimitris are an elderly couple living in Fallbrook, California. They operated a number of avocado groves and maintained active investments in the stock market. They also purchased real properties intended for both rental income and long-term investment or appreciation. The Hon. Margaret M. Mann presides over the case. The Dimitris are represented by: John L. Smaha, Esq. Gustavo E. Bravo, Esq. SMAHA LAW GROUP APC 2398 San Diego Avenue San Diego, CA 92110 Tel: 619-688-1557 Fax: 619-688-1558 E-mail: jsmaha@smaha.com GULFCOAST SURGERY: Hires Timothy Gensmer as Attorney ---------------------------------------------------- Gulfcoast Surgery Center, Inc. seeks authority from the United States Bankruptcy Court for the Middle District of Florida in Tampa to employ Timothy W Gensmer, Esq. and the law firm Timothy W Gensmer, P.A. as bankruptcy counsel. Professional services to be rendered by Mr. Gensmer are: a. provide legal advice with reference to the arrangement under Chapter 11 of the Code; b. take steps to set aside any preferential treatment of creditors; c. prepare orders, petitions, motions and any other legal documents with reference to the arrangement under the Chapter; d. assist in the formulation of a plan of reorganization, and prepare a disclosure statement; and e. provide all other necessary legal services with regards to this proceeding. Timothy W. Gensmer, Esq. attests that his firm has no interest adverse to the Debtor. The Attorney has received $20,000.00 as retainers and $1,717.00 as Chapter 11 filing fee. The Attorney can be reached through: Timothy W Gensmer, Esq. TIMOTHY W. GENSMER, P.A. 2831 Ringling Blvd, Suite 202-A Sarasota, FL 34237 Tel: 941-952-9377 Fax: 941-954-5605 E-mail: timgensmer@aol.com About Gulfcoast Surgery Center, Inc. Gulfcoast Surgery Center -- http://www.gulfcoastsurgerycenter.com/ -- operates an outpatient surgical facility in Sarasota, Florida. Established in 2003, GulfCoast Surgery Center covers 17,179 square/feet. It houses five operating rooms, each 400 square/feet and are as large as the ORs found in many hospitals. GulfCoast Surgery Center hosts many specialists who perform minimally invasive surgeries and procedures including orthopedic surgeons, neurosurgeons, pain management specialists and cosmetic and general surgeons. Based in Sarasota, Florida, Gulfcoast Surgery Center filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-09378) on November 3, 2017, listing $0 to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Phillip H. Askins, officer. The Debtor is represented by Timothy W Gensmer, Esq. at Timothy W Gensmer, P. A. as counsel. HAHN HOTELS: Unknown Recovery for Unsecured Creditors Under Plan ---------------------------------------------------------------- Hahn Hotels of Sulphur Springs, LLC, and affiliates filed with the U.S. Bankruptcy Court for the Eastern District of Texas a disclosure statement in support of their proposed joint chapter 11 plan of reorganization dated Nov. 7, 2017. The Debtors own or operate multiple properties, including townhouses, hotels, a restaurant, and a mixed-use development. The Plan contemplates the Debtors continuing to retain these assets for a short period after plan confirmation to enable them to achieve the highest possible return to creditors. For the most part the Debtors contemplate doing one or more of the following intended to maximize the value of estate assets: selling property for cash; refinancing certain loan obligations; renegotiating pre-petition lending agreements with the Debtors' current lenders; returning collateral to pre-petition lenders holding secured claims; or continuing to operate while paying allowed claims out over a period not to exceed five years. The treatment of allowed Class 5 Unsecured Claims is the same for each Debtor. The Plan provides that unless a holder of a Class 5 Claim agrees to less favorable treatment, at the option of the applicable Reorganized Debtor, each holder of a Class 5 Claim will receive on that Reorganized Debtor's Effective Date the following: * To the extent that there remains any cash from the closing of one or more Post-Confirmation Sales selling in the aggregate substantially all of the assets of the Debtor against which the Class 5 Claim holder has an allowed Claim after the payment in full of all secured and otherwise higher-priority Claims, the Class 5 Claim holder's pro rata share, along with holders of Class 6 and applicable Class 7 Claims, of such remaining cash; * To the extent that there is no remaining cash from the closing of one or more Post-Confirmation Sales selling in the aggregate substantially all of the assets of the Debtor against which the Class 5 Claim holder has an allowed claim after the payment in full of all secured and otherwise higher-priority claims or to the extent that substantially all of the assets of such Debtor (or any remaining assets of such Debtor after one or more Post-Confirmation Sales from which there is no remaining cash after payment of higher-priority claims) are surrendered to one or more Lenders in accordance with the Plan on account of one or more Lender Secured Claims, no payment; or * Payment of such Class 5 Claim holder's pro rata share, along with holders of Class 6 and applicable Class 7 Claims, of 80% of the applicable Debtor's excess cash flow determined and paid on a quarterly basis for the earlier of (a) the point at which the claim is paid in full or (b) five years. The potential recoveries for holders of Class 5 Claims may vary from Debtor to Debtor. Class 5 claim holders' recoveries may range anywhere between zero and full payment. Recoveries for this class will depend on a number of factors, including the price realized from the sale of properties, the size of various Lender Secured Claims and the outcome of the claim-objection process. The Debtors intend to use a variety of sources to fund the Plan. The Debtors, exercising their business judgment, will seek to maximize the assets available to the Debtors' estates for payment of creditors' allowed claims. In some instances, the Debtors contemplate selling properties in which the equity is greater than the debt secured by the properties and using the excess cash to pay claims. In other instances, the Debtors contemplate refinancing loan obligations to free up cash to pay claims. The Debtors also may satisfy claims by renegotiating terms with lenders or by surrendering collateral. Finally, the Debtors contemplate continuing to operate a certain business and managing certain properties to generate cash flows, the excess of which may be used to pay creditors' claims over time. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/txeb17-40947-247.pdf About Hahn Hotels Headquartered in Sulphur Springs, Texas, Hahn Hotels of Sulphur Springs, LLC, owns the La Quinta Inns and Suites, which provides hotel accommodations for business and leisure travelers across the United States, Canada, and Mexico. Hahn Hotels of Sulphur Springs, LLC, along with its affiliates, including Hahn Investments, LLC, sought Chapter 11 protection (Bankr. E.D. Tex. Lead Case No. 17-40947) on May 1, 2017. The petitions were signed by Dante Hahn, president. Hahn Hotels of Sulphur estimated its assets and liabilities between $1 million and $10 million. Hahn Investments estimated its assets and liabilities between $10 million and $50 million. Judge Brenda T. Rhoades presides over the cases. Jessica Leigh Voyce Lewis, Esq., and Judith W. Ross, Esq., at The Law Offices of Judith W. Ross and Eric Soderlund, Esq., who has an office in Dallas, Texas, serve as the Debtors' bankruptcy counsel. HAIE INVESTMENTS: Unsecureds To Be Paid Over 5 Yrs. With 6% ----------------------------------------------------------- Haie Investments, LLC, filed with the U.S. Bankruptcy Court for the District of Alaska a proposed combined plan of reorganization and tentatively approved disclosure statement dated Oct. 1, 2017. A hearing to consider the confirmation of the Plan will be held on Dec. 11, 2017, at 9:30 a.m. Objections to the plan confirmation must be filed by Dec. 4, 2017. The Debtor proposes to continue to make its monthly contractual mortgage payment to Class 1 Ditech of $3,948.63 a month and to cure its pre-petition default in payments by paying Ditech an additional $1,425.64 a month for 54 months starting on the Effective Date (estimated to be in January 2018). The Debtor will pay Class 3 unsecured creditors over 60 months with interest at 6%. The Debtor's owners will contribute the funds necessary to make these payments. The allowed claims of Class 3 General Unsecured Creditors will be in equal quarterly installments starting 90 days following the Effective Date with interest at 6%. Creditors in this class may not take any collection action against the Debtor so long as the Debtor is not in material default under the Plan. This class is impaired. A copy of the Combined Plan and Disclosure Statement is available at: http://bankrupt.com/misc/akb17-00232-23.pdf About Haie Investments LLC Haie Investments, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Alaska Case No. 17-00232) on June 28, 2017, listing less than $1 million in assets and less than $500,000 in liabilities. Erik LeRoy, P.C., represents the Debtor as bankruptcy counsel. HAMPTON DREAM: Taps Mark Cohen as Legal Counsel ----------------------------------------------- Hampton Dream Properties, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Mark Cohen, Esq., as its legal counsel. Mr. Cohen will advise the Debtor regarding its duties under the Bankruptcy Code; prosecute actions to protect its bankruptcy estate; give advice on debt restructuring and asset disposition; and provide other legal services related to its Chapter 11 case. The Debtor will pay the attorney an hourly fee of $400 for his services. Prior to the petition date, Mr. Cohen received a retainer from the Debtor in the sum of $5,717, including $1,717 for the filing fee. Mr. Cohen is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. Mr. Cohen maintains an office at: Mark E. Cohen, Esq. 108-18 Queens Boulevard, 4th Floor, Suite 3 Forest Hills, NY 11375 Tel: (718) 258-1500 About Hampton Dream Properties LLC Hampton Dream Properties, LLC is a real estate lessor whose principal place of business is located at 131 West Main Street Riverhead, New York. It is 100% owned by Michael T. O'Sullivan. Hampton Dream owns in fee simple interests four real estate properties located at: (a) 2 Briar Croft Drive, East Hampton, New York, valued at $750,000; (b) 93 Three Mile Harbor Road East Hampton, New York, valued at $1 million; (c) 24 Wisteria Drive Remsengurg, New York, valued at $1.5 million; and (d) 31 North Fairfax Road Montauk, New York, valued at $750,000. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. N.Y. Case No. 17-76188) on October 10, 2017. Michael O'Sullivan, sole member, signed the petition. At the time of the filing, the Debtor disclosed $4.03 million in asset and $3.52 million in liabilities. Judge Louis A. Scarcella presides over the case. HAMPTON DREAM: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------- An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Hampton Dream Properties, LLC, as of November 17, according to a court docket. Hampton Dream is represented by: Mark E. Cohen, Esq. 108-18 Queens Blvd., Fourth Floor, Suite 3 Forest Hills, NY 11375 Tel: (718) 258-1500 Fax: (718) 793-1627 Email: MECESQ2@aol.com About Hampton Dream Properties LLC Hampton Dream Properties LLC is a real estate lessor whose principal place of business is located at 131 West Main Street Riverhead, NY 11901, Suffolk County. The Debtor is 100% owned by Michael T. O'Sullivan. Hampton Dream Properties owns in fee simple interests four real estate properties located at: (a) 2 Briar Croft Drive, East Hampton, New York, valued at $750,000; (b) 93 Three Mile Harbor Road East Hampton, New York, valued at $1 million; (c) 24 Wisteria Drive Remsengurg, New York, valued at $1.5 million; and (d) 31 North Fairfax Road Montauk, New York, valued at $750,000. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 17-76188) on October 10, 2017. Mr. Sullivan signed the petition. Judge Louis A. Scarcella presides over the case. At the time of the filing, the Debtor disclosed $4.03 million in assets and $3.52 million in liabilities. HEXION INC: Reports $70 Million Net Loss for Third Quarter ---------------------------------------------------------- Hexion Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $70 million on $914 million of net sales for the three months ended Sept. 30, 2017, compared to a net loss of $47 million on $819 million of net sales for the three months ended Sept. 30, 2016. For the nine months ended Sept. 30, 2017, the Company reported a net loss of $146 million on $2.69 billion of net sales compared to net income of $59 million on $2.68 billion of net sales for the same period during the prior year. As of Sept. 30, 2017, Hexion had $2.15 billion in total assets, $4.81 billion in total liabilities and a total deficit of $2.66 billion. "Hexion posted strong topline sales growth of 12% and volume gains of 9%, respectively, in the third quarter of 2017," said Craig A. Rogerson, chairman, president and CEO. "Our Segment EBITDA reflected continued year-over-year gains in our base epoxy resins, North American forest products resins, and global formaldehyde businesses offset by challenges associated with the hurricanes and continued weakness in global wind energy demand. We saw sequential profitability growth in our specialty epoxy resins business driven by strong growth in our waterborne coatings business and stable wind energy volumes. In addition, we continue to position the Company for profitable growth by strategically optimizing our cost structure and investing in our specialty portfolio." Mr. Rogerson added: "We were pleased to complete our Edmonton research and development facility expansion, which is focused on developing next generation forest product resins as we continue to strategically invest in our technology infrastructure. Finally, we expect to deliver year-over-year EBITDA growth and generate solid levels of free cash flow in the fourth quarter." Segment EBITDA for the quarter ended Sept. 30, 2017 was $96 million, a decrease of 14% compared with the prior year period. Adjusted for the $6 million negative impact of hurricanes, Segment EBITDA totaled $102 million, or a decrease of 9% compared to the prior year. Third quarter 2017 results were driven by growth in our North American forest product resins and formaldehyde businesses, as well as improvements in base epoxy resins and oilfield proppants, which was offset by a year-over-year decline in the specialty epoxy resins business driven by destocking and competitive pressures in the Company's global wind energy business. In addition, the Company benefited from insurance proceeds in the prior year period related to its Versatic Acids and Derivatives business that did not reoccur in the third quarter of 2017. In the first nine months of 2017, the Company achieved approximately $20 million of total in-process cost savings. As part of its ongoing commitment to optimize its cost structure and further streamline the organization, Hexion has identified approximately $40 million in additional structural cost savings. The Company remains committed to redeploying portions of its cost savings into strategic growth initiatives, such as its recently completed Edmonton research and development expansion and additional waterborne coatings capacity. With the addition of the new cost savings program, Hexion had $54 million of total in-process cost savings, which it expects to be achieved over the next 12 to 18 months. At Sept. 30, 2017, Hexion had total debt of approximately $3.7 billion compared to $3.5 billion at Dec. 31, 2016. In addition, at Sept. 30, 2017, the Company had $310 million in liquidity comprised of $100 million of unrestricted cash and cash equivalents, $188 million of borrowings available under the Company's senior secured asset-based revolving credit facility and $22 million of time drafts and availability under credit facilities at certain international subsidiaries. Hexion expects to have adequate liquidity to fund its ongoing operations for the next twelve months from cash on its balance sheet, cash flows provided by operating activities and amounts available for borrowings under its credit facilities. Hexion reported a net loss of $38 million on $3.43 billion of net sales for the year ended Dec. 31, 2016, compared to a net loss of $39 million on $4.14 billion of net sales for the year ended Dec. 31, 2015. A full-text copy of the Form 10-Q is available for free at: https://is.gd/yR6Ujc About Hexion Based in Columbus, Ohio, Hexion Inc. -- http://www.hexion.com/-- is a global leader in thermoset resins. Hexion Inc. serves the global wood and industrial markets through a broad range of thermoset technologies, specialty products and technical support for customers in a diverse range of applications and industries. Hexion Inc. is controlled by investment funds affiliated with Apollo Global Management, LLC. * * * The TCR reported on Oct. 3, 2014, that Standard & Poor's Ratings Services lowered its corporate credit rating on Momentive Specialty by one notch to 'CCC+' from 'B-'. "The downgrade follows MSC's significant use of cash in the first half of 2014 and our expectation that lackluster cash flow from operations and elevated capital spending will cause free operating cash flow to be significantly negative in 2014 and 2015," said Standard & Poor's credit analyst Cynthia Werneth. As reported by the TCR on Jan. 24, 2017, Moody's Investors Service lowered the Corporate Family Rating (CFR) of Hexion Inc. to 'Caa2'. Hexion's 'Caa2' CFR reflects its elevated leverage of over 9 times, weak cash flow from operations and negative free cash flow. HOLLYWOOD ONE: Taps Hoffman Larin as Legal Counsel -------------------------------------------------- Hollywood One, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Hoffman, Larin & Agnetti, P.A. as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; negotiate with creditors; assist in the preparation of a plan of reorganization; and provide other legal services related to its Chapter 11 case. Brenda Nestor, the Debtor's managing member, has agreed to pay the firm a retainer in the sum of $11,000. Michael Hoffman, Esq., disclosed in a court filing that he and his firm do not hold or represent any interest adverse to the Debtor. Hoffman can be reached through: Michael S. Hoffman, Esq. Hoffman, Larin & Agnetti, P.A. 909 North Miami Beach Blvd., Suite 201 North Miami Beach, FL 33162 Tel: (305) 653-5555 Fax: (305) 940-0090 Email: mshoffman@hlalaw.com About Hollywood One LLC Hollywood One LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 17-13739) on March 28, 2017, disclosing under $1 million in both assets and liabilities. Suzy Tate, Esq., at Suzy Tate, PA serves as bankruptcy counsel. HUDSON HOSPITALITY: Patel Buying Stonington Hotel for $3.6M ----------------------------------------------------------- Hudson Hospitality Holdings, LLC, asks the U.S. Bankruptcy Court for the District of Connecticut to authorize the sale of a hotel located at 9 Whitehall Avenue, Stonington (Mystic), Connecticut other than in the ordinary course of business to Yogesh N. Patel for $3,550,000, subject to overbid. The Debtor receives its income from the operation of the Property. Prior to the Petition Date, it executed a mortgage note, dated Aug. 27, 2015, in the original principal amount of $2,200,000 ("Lender's Note"), payable to 9 Whitehall Avenue Lender, LLC, secured by the Property ("Lender's Mortgage"). The Lender's Note accrued at 10% interest per annum and had a maturity date of Aug. 27, 2017. The amount due on the Lender's Note as of the Petition Date was $2,392,646. Prior to the Petition Date, the Debtor executed a demand open-end mortgage note, security agreement, and assignment of leases, dated April 11, 2017, in the original principal amount of $1,00,000 ("Konigsberg Note"), payable to Madeline Penachio-Konigsberg, secured by the Property ("Konigsberg Mortgage"). The Konigsberg Note accrued at a 2% interest per annum. The amount due on the Konigsberg Note as of the Petition Date was $1,571,405, though an undetermined portion of the mortgage amount is likely to be deemed unsecured as preferential. Ms. Konigsberg has also advanced funds subsequent to the Petition Date secured by her second mortgage pursuant to Court order authorizing the borrowing by the Debtor. Additional parties asserting an interest in the Property are as follows: (i) the Town of Stonington for inchoate real property taxes; and (ii) the Water Pollution Control Authority of the Town of Stonington for sewer use liens. The Debtor has been a financially distressed entity for several years. The loss of its Ramada Inn flag has exacerbated its financial situation, resulting in a further reduction of revenue. It had been marketing the Property since 2016 prior to the Petition Date. On Sept. 21, 2017, the Court approved the retention of Keen-Summit Capital Partners, LLC as its real estate advisor. Among other services, Keen was retained to develop a marketing plan to sell the Property, communicate regularly with prospective buyers, solicit offers for the sale of the Property, assist the Debtor in evaluating, structuring, negotiating, and implementing the terms and conditions of a proposed sale and to oversee the bidding process in accordance with bankruptcy procedures. As a result of those efforts, the Debtor entered into a Real Estate Purchase and Sale Agreement regarding the Property with the Proposed Buyer for $3,550,000, subject to higher and better bids and Court approval. Concurrently with the Motion, the Debtor is filing its Bidding Procedures Motion. The sale will be free and clear of liens, claims, encumbrances, and interests. The Purchaser: Yogesh N. Patel 593 Providence-New London Tpke. North Stonington, CT 06359 The Purchaser is represented by: Douglas T. Stearns, Esq. 75 Murphy Hill Road Windham, CT 06280 About Hudson Hospitality Holdings Hudson Hospitality Holdings, LLC, owns and operates a 147-room hotel in Mystic, Connecticut. Hudson Hospitality filed a Chapter 11 bankruptcy petition (Bankr. D. Conn. Case No. 17-20717) on May 17, 2017. Madeline Penachio-Konigsberg, its sole member, signed the petition. The Debtor estimated $1 million to $10 million in assets and liabilities. Judge James J. Tancredi presides over the case. Zeisler & Zeisler PC serves as counsel to the Debtor. Matthew J. Walston of Walston & Ignagni, PC, is the Debtor's chief restructuring officer. The Debtor hired Keen-Summit Capital Partners, LLC as its real estate advisor and Walston & Ignagni, PC as its accountant. No trustee, examiner or committee has been appointed in the Debtor's chapter 11 case. HUDSON HOSPITALITY: Patel Buying Stonington Property for $3.6M -------------------------------------------------------------- Hudson Hospitality Holdings, LLC, asks the U.S. Bankruptcy Court for the District of Connecticut to authorize the bidding procedures in connection with the sale of tracts or parcels of land situated in Stonington, Connecticut, along with personal property and improvements located thereon, to Yogesh N. Patel for $3,550,000, subject to higher and better bids. The Debtor has entered into a Real Estate Purchase and Sale Agreement regarding the Property the Proposed Buyer. The Debtor represents that it expended substantial efforts to sell the Property both prior and subsequent to the Petition Date and, that based on those efforts, the Agreement reflects the highest and best offer received by the Debtor. T he Debtor further believes that the sale of the Property pursuant to the terms of the Agreement will generate the highest and best realizable value for the bankruptcy estate. As set forth in the Agreement, the Proposed Buyer proposes to purchase the Property and accept the assignment of certain executory contracts to which the Debtor is a party. In consideration for the purchase of the Property, the Proposed Buyer will pay the Debtor $3,550,000, subject to higher and better bids. The parties agree that they will establish an allocation of Purchase Price for the following assets prior to Closing: Real Property - $3,525,000 and Personal Property - $25,000. Concurrently with the execution of the Agreement, the Purchaser will deliver the sum of $177,500 as a deposit to Suisman, Shapiro, Wool, Brennan, Gray & Greenberg, P.C., or a title company mutually acceptable to the parties, as Escrow Agent, to be held by the Escrow Agent in a non-interest bearing account. The sale is " as is, where is," without representations or warranties of any kind whatsoever, express or implied, and free and clear of encumbrances. The closing will take place at the offices of the Seller's attorneys in New London, Connecticut, or by mail in escrow, within five days after the Sale Order. In connection with the Debtor's sale of the Property pursuant to the Sale Motion and the Agreement, and to ensure that the Debtor receives the highest and best offer for the Property, the Debtor proposes to hold an auction pursuant to the Bidding Procedures. The salient terms of the Bidding Procedures are: a. Minimum Bid: $3,650,000 b. Deposit: $177,500 payable to Zeisler & Zeisler, P.C., Trustee, to be held by the Debtor's counsel to secure the Qualifying Bid c. Bid Deadline: Dec. 15, 2017 at 5:00 p.m. (EST) d. Auction: If any Qualifying Bids are received, an Auction will be held on Dec. 19, 2017 at 10:00 a.m. (EST) at the offices of Zeisler & Zeisler, P.C., 10 Middle Street, 15th Floor, Bridgeport, Connecticut. e. Bid Increments: $25,000 f. Sale Hearing: Dec. 21, 2017, subject to the availability of the Court. g. Break-up Fee: $71,000 h. Closing: The closing of the purchase and sale of the Property will occur no later than provided five days after the Sale is approved; provided that there is no stay of the Order approving the Sale. A copy of the Agreement and the Bidding Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/Hudson_Hospitality_81_Sales.pdf The Purchaser: Yogesh N. Patel 593 Providence-New London Tpke. North Stonington, CT 06359 The Purchaser is represented by: Douglas T. Stearns, Esq. 75 Murphy Hill Road Windham, CT 06280 About Hudson Hospitality Hudson Hospitality Holdings, LLC, owns and operates a 147-room hotel in Mystic, Connecticut. Hudson Hospitality filed a Chapter 11 bankruptcy petition (Bankr. D. Conn. Case No. 17-20717) on May 17, 2017. The petition was signed by Madeline Penachio-Konigsberg, its sole member. The Debtor estimated $1 million to $10 million in assets and liabilities. Judge James J. Tancredi presides over the case. Zeisler & Zeisler PC serves as counsel to the Debtor. Matthew J. Walston of Walston & Ignagni, PC, is the Debtor's chief restructuring officer. The Debtor hired Keen-Summit Capital Partners, LLC as its real estate advisor and Walston & Ignagni, PC as its accountant. No trustee, examiner or committee has been appointed in the Debtor's chapter 11 case. ICONIX BRAND: S&P Lowers CCR to 'CCC-' After Missed 10-Q Filing --------------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on the U.S.–based Iconix Brand Group Inc. to 'CCC-' from 'CCC'. The outlook is negative. S&P said, "At the same time, we lowered our issue-level rating on the company's $300 million term loan (current commitment reduced to $225 million) to 'CCC+' from 'B-'. Our '1' recovery rating on the debt is unchanged, indicating our expectation of very high (90%-100%; rounded estimate 95%) in the event of a payment default. We assume only $60 million is funded given that Iconix has not raised the required capital to gain access to the full $225 million. "The downgrade reflects our view that Iconix could experience a near-term liquidity shortfall and default on its debt if it does not obtain the waiver or file its 10-Q, and the lenders choose to accelerate the debt payment. The company was unable to file the 10-Q for its third quarter (ended Sept. 30) by the required filing date (Nov. 15), and notified lenders that it requires additional time to complete impairment testing of its goodwill and intangible assets following recent decisions by some of its retail partners not to renew licensing agreements. Under its term loan agreement with Deutsche Bank, the company has a 10-day grace period (ending Nov. 24) to file the 10-Q. If is unable to do so, or if it cannot obtain a waiver for such terms, it could trigger an event of default." The negative outlook reflects the existence of a technical default, which could result in a liquidity event over the near term if not resolved. S&P said, "We could lower the ratings if Iconix is unable to file its financial statements prior to expiration of the grace period or obtain a waiver from its lenders resulting in acceleration of majority of its debt. The company may not be able to resolve its liquidity crisis, potentially resulting in an inability to repay its convertible notes, or announce an intent to file for bankruptcy protection or to enter into a debt restructuring. "We could take a positive rating action if Iconix files its financial statements within the grace period or resolves the default with waiver/amendments, and if we are more confident that the company can address its 2018 maturity without a distressed exchange." INDEPENDENCE TAX II: Incurs $82,144 Net Loss in Second Quarter -------------------------------------------------------------- Independence Tax Credit Plus L.P. II filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $82,144 on $0 of total revenues for the three months ended Sept. 30, 2017, compared to a net loss of $180,985 on $0 of total revenues for the three months ended Sept. 30, 2016. For the six months ended Sept. 30, 2017, the Company reported net income of $15.04 million on $0 of total revenues compared to a net loss of $400,727 on $0 of total revenues for the same period during the prior year. As of Sept. 30, 2017, Independence Tax had $1.43 million in total assets, $1.93 million in total liabilities and a total partners' deficit of $502,811. Partnership management fees of approximately $1,850,000 will be payable out of sales or refinancing proceeds only to the extent of available funds after payments on all other Partnership liabilities have been made and after the Limited Partners have received a 10% return on their capital contributions. As such, the General Partner cannot demand payment of these deferred fees beyond the Partnership's ability to pay them. In addition, where the Partnership has unpaid partnership management fees related to sold properties, such management fees are written off and recorded as capital contributions. The Partnership has cash reserves of approximately $1,433,000 at Sept. 30, 2017. Such amount is considered sufficient to cover the Partnership's accrued operating expenses and liquidation expenses until the Partnership's liquidation. The Partnership's operating expenses, excluding the Local Partnerships' expenses and related party expenses, amounted to approximately $92,000 for the six months ended Sept. 30, 2017. Independence Tax reported a net loss of $679,066 on $0 of revenues for the year ended March 31, 2017, compared to a net loss of $590,835 on $0 of revenues for the year ended March 31, 2016. A full-text copy of the Form 10-Q is available for free at: https://is.gd/sC84oD About Independence Tax Credit Plus Based in New York, Independence Tax Credit Plus L.P. II was organized on Feb. 11, 1992, and commenced its public offering on Jan. 19, 1993. The general partner of the Partnership is Related Independence Associates L.P., a Delaware limited partnership. The general partner of Related Independence Associates L.P. is Related Independence Associates Inc., a Delaware Corporation. The ultimate parent of Related Independence Associates L.P. is Centerline Holding Company. The Partnership's business is primarily to invest in other partnerships owning leveraged apartment complexes that are eligible for the low-income housing tax credit enacted in the Tax Reform Act of 1986, some of which may also be eligible for the historic rehabilitation tax credit. On May 15, 2017, the Partnership sold its last remaining investment. Liquidation of the Partnership in accordance with Section 8.1(ii) of the Limited Partnership Agreement requires the Partnership to dissolve 150 days following the sale of the Partnership's last remaining investment. Following dissolution, the General Partner will cause the Partnership to liquidate as soon thereafter as possible at which time the remaining assets (i.e. cash) of the Partnership will be used to first pay any remaining liabilities of the Partnership and the costs of liquidation with the remaining balance, if any, distributed to the General Partner and the BACs holders in accordance with the Partnership Agreement. Dissolution is expected to take place on or about Nov. 30, 2017, with the liquidation and termination of the Partnership to follow shortly thereafter. At this time, the amount of reserves to be set aside for the payment of accrued operating expenses and liquidation expenses has not yet been determined. The Company said there can be no assurance that there will be any remaining funds available for distributions to BACs holders. However, based on current estimates the General Partner does not believe such amounts will be substantial. JACK FITZ LLC: Hires Congeni Law as Counsel ------------------------------------------- M/V Jack Fitz, LLC, seeks authority from the U.S. Bankruptcy Court for the Eastern District of Louisiana to employ Congeni Law Firm, LLC, as counsel to the Debtor. M/V Jack Fitz requires Congeni Law to: a. advise and consult with the Debtor concerning questions arising in the conduct of the administration of the estate, concerning the Debtor's rights and remedies with regard to the estate's assets and the claims of secured, priority and unsecured creditors and other parties in interest; b. appear for, prosecute, defend and represent the Debtor's interests in suits arising in or related to the case; c. investigate and prosecute preference and other actions arising under the Debtor in Possession's avoiding powers; d. assist in the preparation of such pleadings, motions, notices and orders as are required for the orderly administration of the case; and e. consult with and advise the Debtor in connection with the operation of its business. Congeni Law will be paid at these hourly rates: Attorney $250 Paralegals $85 Congeni Law will be paid a retainer in the amount of $10,000. Congeni Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Leo D. Congeni, a partner of Congeni Law Firm, 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. Congeni Law can be reached at: Leo D. Congeni, Esq. CONGENI LAW FIRM, LLC 424 Gravier Street New Orleans, LA 70130-2496 Tel: (504) 522-4848 Fax: (914) 992-0378 E-mail: leo@congenilawfirm.com About M/V Jack Fitz, LLC M/V Jack Fitz, LLC is a privately held company that operates an offshore supply vessel known as M V Jack Fitz. Built by Master Boar Builders Inc. in 1999, the vessel is 144 ft. long and has a gross tonnage of 486 tons. M/V Jack Fitz, LLC, based in Golden Meadow, LA, filed a Chapter 11 petition (Bankr. E.D. La. Case No. 17-13031) on November 8, 2017. The Hon. Elizabeth W. Magner presides over the case. Leo D. Congeni, Esq., at Congeni Law Firm, LLC, serves as bankruptcy counsel. In its petition, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Josh Jambon, authorized member. JEFFREY L. MILLER: Sets Procedures for Tampa Parcels ---------------------------------------------------- Jeffrey L. Miller Investments, Inc., asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize bidding procedures in connection with the sale of several parcels of real estate located at 2400, 2250, 2304 and 2410 East Busch Boulevard, Tampa, Florida at auction. The Debtor is engaged in the ownership and leasing of the Real Estate Parcels. Presently, Private Financing Alternatives, LLC ("PFA") holds a lien on the Real Estate Parcels in the approximate amount of $3,600,000. The Hillsborough County Tax Collector and various tax certificate holders also allege that they hold liens in these amounts on the Real Estate Parcels: a. Hillsborough County Tax Collector - 2250 E. Busch Boulevard - $5,845 b. Hillsborough County Tax Collector - 2250 E. Busch Boulevard - $5,638 c. Aroni-G, LLC - 2400 E. Busch Boulevard - $27,709 d. Green Tax Funding 4 - 2304 E. Busch Boulevard - $104,922 e. Garber Tax Management, LLC-1 - 2410 E. Busch Boulevard - $190,964 The Debtor has filed objections to many of claims of the Tax Collectors contemporaneously with the instant Motion. There are no known liens on the Real Estate Parcels other than the mentioned creditors. The proposed auction of the Real Estate Parcels is not in the ordinary course of business. Therefore,it proposes to auction the Real Estate Parcels free and clear of liens. Tranzon and the Debtor anticipate that the net sale proceeds from the auction, after deducting Tranzon's commission and any other necessary closing costs, will exceed the total claims of PFA and the Tax Collectors. The Debtor has drafted bidding procedures to govern the auction. The Debtor asks Court approval of the Bidding Procedures. The salient terms of the Bidding Procedures are: a. Assets Being Auctioned: The Debtor is auctioning the real estate parcels commonly known as: 2250 E. Busch Boulevard, Tampa; 2304 E. Busch Boulevard, Tampa; 2400 E. Busch Boulevard, Tampa; and 2410 E. Busch Boulevard, Tampa. b. Auction Location: The auction will be conducted Dec. 6, 2017 at 11:00 a.m., at the Holiday Inn Express & Suites at 2807 E Busch Blvd. Tampa, Florida 33612 with live simulcast bidding available online through a smart phone, laptop or desktop computer. c. Deposit: (i) 2250 E Busch Blvd, Tampa, Tax ID 147196-0100 - $50,000; (ii) 2304 E. Busch Blvd, Tampa, Tax ID 147195-0000 - $100,000; (iii) 2400 E. Busch Blvd, Tampa, Tax ID 147197-0000 $100,000; (iv) 2410 E. Busch Blvd, Tampa, Tax ID 147198-0000 - $100,000; and (v) All All Properties - $300,000. e. Minimum Bid Increment: $25,000 f. Order of Sale and Combination of Parcels: The Court-appointed Auctioneer will determine the order of sale of the individual parcels. g. Increasing Deposit: The highest and best bidder(s) will increase their deposit to 10% of the contract price (high bid plus a 10% Buyer's Premium) by the end of business the next business day after being notified of Court approval. h. Closing of Sale(s): The closing of the sale(s) will occur by Dec. 28, 2017, or 10 days after court approval, whichever is later. The closings of the sale(s) will be handled by Bryant Dunivan, Esquire of Owen & Dunivan, PLLC. The highest bidder(s) are obligated to use Owen & Dunivan, PLLC to close any sale. i. Distribution of Sale Proceeds: All net proceeds from the sale(s), after payment of all necessary closing expenses including, but not limited to, real estate commissions and closings costs, will be escrowed with Buddy D. Ford, P.A. pending further order of the Court. j. Payment of Real Estate Taxes: The 2017 ad valorem taxes will be pro-rated between the Debtor and the highest bidder(s) as of the closing date. In the event that the Debtor is unable to resolve its issue with the Hillsborough County Tax Collector and various tax certificate holders concerning the prepetition ad valorem taxes prior to the closing of the sale(s) contemplated, Owen & Dunivan, PLLC will hold funds equal to the alleged prepetition outstanding ad valorem on the parcels being sold in its trust account pending further order from the Court. A copy of the Bidding Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/Miller_Investments_156_Sales.pdf Any net proceeds from the sale of the Real Estate Property at the auction, after payment of closing costs and payoff of the liens, will be escrowed in the Debtor's counsel's trust account, pending further Court order. It also asks that the Court schedules a hearing three days after the conclusion of the auction to approve the result of the auction and consider whether the purchaser(s) at the auction are good faith purchasers and entitled to the protection provided to them pursuant to 11 U.S.C. Section 363(m). Finally, the Debtor asks that the 14-day stay required under Bankruptcy Rule Section 6004(h) be waived, and that any order granting the Motion is effective immediately upon entry. About Jeffrey L. Miller Investments Jeffrey L. Miller Investments, Inc., based in Tampa, FL, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 16-10036) on Nov. 23, 2016. The petition was signed by Jeffrey L. Miller, president. At the time of the filing, the Debtor disclosed $6.54 million in assets and $4.18 million in liabilities. Judge Michael G. Williamson presides over the case. Buddy D. Ford, P.A., serves as bankruptcy counsel to the Debtor. The Debtor hired Owen & Dunivan, PLLC, as its corporate counsel and Robert F. Cohen, CPA, PA, as its accountant. The Court appointed SOLDNOW, LLC, doing business as Tranzon Driggers, as auctioneer for the Debtor. JONATHAN KELMAN: Rhoadeses Buying Studio City Property for $2.2M ---------------------------------------------------------------- Jonathan I. Kelman asks the U.S. Bankruptcy Court for the Central District of California to authorize his bidding procedures and his Purchase Agreement with Justin Rhoades and Jessica Rhoades and/or nominee in connection with the sale of his real property commonly described as 4057 Farmdale Ave., Studio City, California for $2,150,000, subject to overbid. A hearing on the Motion is set for Dec. 19, 2017 at 1:30 p.m. In Schedule A, the Debtor identified having an ownership interest in the Property with a fair market value of about $1,935,350. In Schedule B, he identified ownership interest in various personal properties, including his law firm, in the collective amount of $35,350. In Schedule C, he claimed exemptions under Section 704 of the California Code of Civil Procedure, including the homestead exemption as to the Property. In Schedule D, the Debtor identified various debts secured by the Property, in the collective amount of $1,644,035. In Schedules E and F, he identified various debts in the collective amount of $100,405. In Schedule I, the Debtor identified a monthly income (including the income from the law practice of his non-filing spouse) in the collective amount of $24,938. In Schedule J, the Debtor identified monthly expenses in the collective amount of $23,937. Since the March 2017 Order, the Debtor has been operating his business as a DIP pursuant to Sections 1107 and 1108 of the Bankruptcy Code. In the amended Schedule B filed on March 30, 2017, the Debtor identified ownership interest in various personal properties, including his law firm, in the collective amount of $53,350. In the amended Schedule I filed on March 30, 2017, the Debtor identified a monthly income (including the income from the law practice of his non-filing spouse) in the collective amount of $38,840. In the amended Schedule J filed on March 30, 2017, the Debtor identified monthly expenses (including expenses from law practice of his non-filing spouse) in the collective unt of $33,049, resulting in a net monthly income of $791. On June 14, 2017, an order was entered by the Court setting Aug. 1, 2017 bar date for filing claims. On Sept. 21, 2017, an order was entered the Court setting Nov. 3, 2017 as the new bar date for filing claims. There were nine claims filed in the case consisting of these: a. Internal Revenue Service in the amount of $279,703, with $168,398 secured by the Property and $111,305 as unsecured (Official Claim No. 1); b. Discover Bank in the amount of $8,979 as unsecured (Official Claim No. 2) c. Navient Solutions in the amount of $54,483 as unsecured (Official Claim No. 3); d. City of Los Angeles in the amount of $641, with $395 as priority (Official Claim No. 4) e. secured debt in the amount of $310,960 - Official Claim No. 5, filed by Wells Fargo Bank; f. secured debt in the amount of $1,190,617 - Official Claim No. 6, filed by U.S. Bank National Association assignee for the initial purchase money loan owing to Wells Fa Bank; g. Department of Store National Bank in the amount of $154 as unsecured (Official Claim No. 7); h. Franchise Tax Board in the amount of $26,240, with $24,653 as priority (Official Claim No. 8); and i. Portfolio Recovery Associates, LLC in the amount of $828 as unsecured (Official Claim No. 9). The Debtor, through his real estate broker, received offer for the purchase of the Property from the Purchasers for 2,150,000. An Escrow has been opened and the Purchaser has already deposited the non-refundable amount $66,300 with respect to the purchase of the Property. The Escrow is required to close by no later than30 days after the order approving the Motion becomes a final order. The Debtor recommends that the Court approves the proposed terms and conditions for the submission of any overbids to purchase the estate's interest in the Property at the hearing on the Motion. The salient terms of the Bidding Procedures are: a. Initial Overbid: Any initial overbid will exceed the Purchaser's presented offer by no less than $25,000. b. Deposit: $91,300 ($66,300 escrow deposit plus the initial $25,000 overbid increment) c. Bid Deadline: Any overbid may be presented at or before the hearing on the Motion. d. Auction: At the hearing on the Motion e. Bid Increments: $1,000 f. The Debtor proposes to sell the estate's interest in the Property free and clear of certain liens or encumbrances, undisputed, disputed or otherwise, with those liens and encumbrances to attach to the net proceeds. g. The Property is sold "as is" without any representations or warranties or contingencies of any kind. A copy of the APA and thee Bidding Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/Jonathan_Kelman_92_Sales.pdf From the proposed sale proceeds, the bankruptcy estate anticipates paying these secured debts in the collective and approximate amount of $1,791,279 plus closing costs in the collective and approximate amount of $123,000: a. secured debt in the amount of $1,190,617 - Official Claim No. 6, filed by U.S. Bank National Association assignee for the initial purchase money loan owing to Wells Fa Bank; b. secured debt in the amount of $310,960 - Official Claim No. 5, filed by Wells Fargo Bank; c. secured debt in the principal amount of $10,000 plus accrued debt owing to Craig Strong; d. tax lien in the amount of $279,703, with $168,398 secured by the Property and $111,305 as unsecured Official Claim No. 1, filed by the Internal Revenue Service (the Debtor believes that the ultimate payoff amount will be less once all payments previously made by the Debtor are included); and e. property taxes, sale costs and brokers' commissions (collectively and approximately $123,000). In addition and directly from escrow, these filed, allowed claims (in the collective and approximate amount of $89,738) will be paid using the sale proceeds: a. Discover Bank in the amount of $8,979 as unsecured (Official Claim No. 2); b. Navient Solutions in the amount of $54,483 as unsecured (Official Claim No. 3); c. City of Los Angeles in the amount of $641, with $395 as priority (Official Claim No. 4); d. Department of Store National Bank in the amount of $154 as unsecured (Official Claim No. 7); e. Franchise Tax Board in the amount of $26,240, with $24,653 as priority (Official Claim No. 8); and f. Portfolio Recovery Associates, LLC in the amount of $828 as unsecured (Official Claim No. 9). Furthermore, and directly from escrow using the sale proceeds, the administrative fees and costs of the Debtor's counsel and the Debtor's accountant (with the submission of detailed declarations setting forth the required billing summary) in the collective and approximate amount of $35,000 will be paid. After the satisfaction of all secured, priority, administrative and unsecured debts, the Debtor anticipates receiving approximately $110,000 at the closing of escrow. The Debtor's accountant has determined that there debt or consequence that will result from the proposed sale. In view of the proposed satisfaction of all debts and claims, the Debtor is concurrently filing a motion for the voluntarily dismissal of this case to be heard as the same time as the Motion. The Debtor believes that the sale of the Property as well as the voluntarily dismissal of this case is in the best interest of all creditors since their debts will be fully satisfied. Accordingly, he asks the Court to approve the relief sought. The Creditors: INTERNAL REVENUE SERVICES P.O. BOX 7346 Philadelphia, PA 19101 DISCOVER BANK Discover Products, Inc. P.O. Box 3025 New Albany, OH 43054 NAVIENT SOLUTIONS, INC., on behalf of Massachusetts Higher Education Assistance dba American Student Assistance 100 Cambridge Street, Suite 1600 BOStOn, MA 02114 CITY OF LOS ANGELES 200 N. Main Street, Suite 920 Los Angeles, CA 90012 WELLS FARGO BANK, N.A. 1 Home Campus X2303-O1A Des Moines, IA 50328 U.S. BANK NATIONAL ASSOCIATION, as Trustee c/o Aldridge Pite, LLP 4375 Jutland Drive, Suite 200 San Diego, CA 92117 DEPARTMENT STORE NATIONAL BANK c/o Quantum3 Group, LLC P.O. Box 657 Kirkland, WA 98063 FRANCHISE TAX BOARD Bankruptcy Section MS A340 P.O. BOX 2952 Sacramento, CA 95812 PORTFOLIO RECOVERY ASSOCIATES, LLC c/o Best Buy Credit Card P.O. Box 41067 Norfolk, VA 23541 Counsel for Debtor: Rosendo Gonzalez, Esq. GONZALEZ & ASSOCIATES 530 S. Hewitt Street, Suite 148 Los Angeles, California 90013 Telephone (213) 452-0070 Facsimile (213) 452-0080 E-mail: rossgonzalez@gonzalezplc.com About Jonathan I. Kelman Jonathan I. Kelman is an attorney who operates "The Law Offices of Jonathan I. Kelman" in the primary area of criminal law. He filed a voluntary petition for protection under Chapter 13 of Title 11 of the U.S. Bankruptcy Code on Nov. 22, 2016. Barry E. Borowitz of Borowitz & Clark, LLP, was the Debtor's initial counsel in the case. Elizabeth F. Rojas was duly appointed as the Chapter 13 trustee. On Jan. 31, 2017, Gonzalez & Associates, P.L.C. ("G&A") was retained by the Debtor (without a retainer paid, but with only the filing fee for a Chapter 11 case), as the new counsel in the case. On Feb. 1, 2017, G&A submitted the substitution of counsel form and a motion to convert to Chapter 11 (Bankr. C.D. Cal. Case No. 1:16-bk-13334-MB) which the Court approved on March 2, 2017. On March 31, 2017, the Debtor filed and served the application to employ Leonard De Los Prados, C.P.A., as his accountant in the case, which the Court approved on May 1, 2017. On March 31, 2017, the Debtor filed and served the application to employ G&A as his general bankruptcy counsel in the case on a nunc pro tunc basis which the Court approved on May 1, 2017. On May 30, 2017, the Debtor filed and served application to employ Michael J. Okun of Wish I. Sotheby's International Realty as his real estate broker in the case which the Court approved on July 14, 2017. JOSEPH HEATH: Marsh Buying Alexandria Property for $369K -------------------------------------------------------- Joseph F. Heath asks the U.S. Bankruptcy Court for the Eastern District of Virginia to authorize the sale of real property known as 7139 Mason Grove Court, Unit 17, Alexandria, Virginia, described as Groveton Woods Condo Unit 17 Phase 3, Groveton Woods as found in Deed Book 18466, Page 1499 of the Land Records of Fairfax County, Tax Map Id# 92-4-13-17, to Latina Marsh for $369,000. The property is encumbered by two liens: a Deed of Trust with Chase/Select Portfolio Services with a balance of approximately $270,318, and a tax lien in the approximate amount of amount of $900,000. The total of all liens on the property exceed the property's value and the net proceeds which are expected to come from the proposed sale. Upon information and belief, the trust holders whose claims are impaired by the proposed sale either have or will consent to the sale. The parties entered into Residential Sales Contract dated Nov. 2, 2017 with Addendums for the sale of the Property. The Purchaser is a tenant of the Debtor, and Zillow estimates the property's value to be $370,390, with 11,070 downpayment, free and clear of all liens. The Debtor proposes to pay the first trust in its entirety from the sale and turning over the balance at settlement to the Internal Revenue Service less a $4,875 reserve for the payment of the United States Trustee's Quarterly Fees which will be incurred by the transaction. It expects the Internal Revenue Service to receive approximately $89,716 from the sale. There is no realtor associated with the transaction and no realtor fees to be paid at settlement. The Debtor asks that the Court allows the costs of sale including the real estate commission be paid from the settlement, and that the claims of the lien holder will attach to the net proceeds of the sale in the order of their priority, and for such other relief as may be needed. The draft Closing Disclosure Statement shows the expected expenses, disbursements, and net proceeds from the sale, less the amount needed to pay the first mortgage. The proposed sale is in the best interest of the estate, since it represents the greatest value to the estate and to the creditors which may be derived from the property, and also because the sale of this property will reduce the indebtedness owed to the IRS on its blanket lien and help to create equity in the other properties securing their claims and improve the Debtor's financial situation. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Joseph_Heath_268_Sales.pdf About Joseph F. Heath Joseph F. Heath sought Chapter 11 protection (Bankr. E.D. Va. Case No. 07-14107) on Dec. 27, 2007. The Debtor estimated assets in the range of $0 to $50,000 and $100,001 to $500,000 in debt. The Debtor tapped Bennett A. Brown, Esq., at The Law Office of Bennett A. Brown, as counsel. KENNEWICK PUBLIC: Committee Taps Arent Fox as Legal Counsel ----------------------------------------------------------- The official committee of unsecured creditors of Kennewick Public Hospital District seeks approval from the U.S. Bankruptcy Court for the Eastern District of Washington to hire Arent Fox LLP as its legal counsel. The firm will advise the committee regarding its duties in the Debtor's Chapter 9 case; review any proposed asset sale or financing agreement; negotiate with creditors; assist in the negotiation and review of any proposed plan of adjustment; and provide other legal services related to the case. The firm's hourly rates are: Partners $600 - $1025 Of Counsel $505 - $970 Associates $340 - $620 Paraprofessionals $170 - $345 George Angelich, Esq., disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Arent Fox can be reached through: Andrew I. Silfen, Esq. George P. Angelich, Esq. Mark A. Angelov, Esq. Jordana P. Renert, Esq. Arent Fox LLP 1675 Broadway New York, NY 10019 Tel: (212) 484-3900 Fax: (212) 484-3990 Email: andrew.silfen@arentfox.com Email: george.angelich@arentfox.com Email: mark.angelov@arentfox.com Email: jordana.renert@arentfox.com About Kennewick Public Hospital District Originally established in 1948, Kennewick Public Hospital District, doing business as Trios Health, owns and operates a multi-faceted public healthcare system primarily serving residents in Kennewick, Pasco, Richland, and surrounding communities. Kennewick Public Hospital District -- http://www.trioshealth.org/ -- is one of the largest multi-specialty medical groups in Eastern Washington. It has two hospitals and multiple urgent and outpatient care centers, which together provide inpatient and outpatient services at 12 different locations in the city of Kennewick. The Debtor maintains a workforce of approximately 1,104 employees, including medical staff comprising over 89 providers. The Debtor is a "municipality" as defined in Section 101(40) of the Bankruptcy Code. It is a "public hospital district," a form of municipal corporation authorized under Washington's Public Hospital Districts Act. The Debtor sought protection under Chapter 9 of the Bankruptcy Code (Bankr. E.D. Wash. Case No. 17-02025) on June 30, 2017. The petition was signed by Craig Cudworth, chief executive officer. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of $100 million to $500 million. Foster Pepper PLLC represents the Debtor as bankruptcy counsel. Garden City Group is the Debtor's claims and noticing agent. On September 1, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. LADDCO LLC: Hires Sam Calvert as Counsel ---------------------------------------- LADDCO, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Minnesota to employ Sam Calvert, Attorney At Law, as counsel to the Debtor. LADDCO, LLC requires Sam Calvert to: a. give legal advice with respect to the powers and duties of the Debtors in the continued operation of this business and the management of the property of the estate; b. take any necessary actions to avoid liens against the property of the estate or to set aside preferences which may qualify to be avoided or set aside under the bankruptcy code; c. take such other necessary and required action which is deemed by such counsel as ordinary and necessary in such proceedings; d. provide representation in connection with any adversary proceedings filed in the Court by various creditors and any adversary proceedings required to be filed for the protection and preservation of property of this estate; e. prepare necessary applications, motions, answers, responses, orders, reports and other legal papers; f. perform any and all other legal services which may be necessary herein, including, but not limited to draft and file a Plan or Plans of Reorganization; and g. prosecute any and all appeals of any orders deemed necessary to the success of the reorganization proceedings. Sam Calvert will be paid at the hourly rate of $220. The Debtor has paid the firm $3,283 as fees prior to filing the bankruptcy case, plus $1,717 filing fee. Sam Calvert will also be reimbursed for reasonable out-of-pocket expenses incurred. Sam Calvert, member of Sam Calvert, Attorney At Law, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Sam Calvert can be reached at: Sam Calvert, Esq. SAM CALVERT, ATTORNEY AT LAW 1011 2nd St. N. Suite 107 St. Cloud, MN 56303 Tel: (320) 252-4473 Fax: (320) 229-2190 About LADDCO, LLC LADDCO LLC, based in Eden Valley, MN, filed a Chapter 11 petition (Bankr. D. Min. Case No. 17-43456) on November 15, 2017. The Hon. William J Fisher presides over the case. Sam Calvert, Attorney At Law, serves as bankruptcy counsel to the Debtor. In its petition, the Debtor estimated $1 million to $10 million in assets and $500,000 to $1 million in liabilities. The petition was signed by Douglas A Ruhland, its chief operating officer. LANTHEUS MEDICAL: New Loan Repricing No Impact on Moody's B2 CFR ---------------------------------------------------------------- Moody's Investors Service commented that proposed repricing of Lantheus Medical Imaging, Inc.'s term loan is credit positive. There is no impact on the company's ratings including the B2 Corporate Family Rating, the B3-PD Probability of Default Rating or the B2 senior secured rating. The outlook remains stable. Lantheus is a leading global manufacturer of pharmaceutical products used to enhance outcomes in medical imaging procedures including echocardiograms and nuclear imaging of the heart, lungs and brain. LE CENTRE: Taps Berger Singerman as Legal Counsel ------------------------------------------------- LeCentre on Fourth, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire the Law Firm of Berger Singerman LLP as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; negotiate with creditors; assist in the preparation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The firm's hourly rates range from $250 to $695 for attorneys and from $85 to $235 for legal assistants and paralegals. Jordi Guso, Esq., and Paul Steven Singerman, Esq., the attorneys who will be handling the case, will charge $625 per hour and $695 per hour, respectively. Prior to the petition date, the firm received two payments in the total amount of $223,000 as retainer. Berger Singerman is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Jordi Guso, Esq. Law Firm of Berger Singerman LLP One Town Center Road, Suite 301 Boca Raton, FL 33486 Phone: (561) 241-9500 Fax: (561) 998-0028 About Le Centre on Fourth Le Centre on Fourth LLC is a privately held company in Plantation, Florida that operates under the traveler accommodation industry. Its principal assets are located at 501 South Fourth Street Louisville, KY 40202. Bachelor Land Holdings, LLC, is the holder of the majority of the issued and outstanding units of membership interest of the company. Le Centre on Fourth filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 17-23632) on Nov. 10, 2017, estimating its assets and liabilities at between $50 million and $100 million each. Ian Ratner, the chief restructuring officer, signed the petition. Judge Raymond B. Ray presides over the case. LE CENTRE: Taps GlassRatner as Restructuring Advisor ---------------------------------------------------- LeCentre on Fourth, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire GlassRatner Advisory & Capital Group, LLC as its restructuring advisor. The firm will provide these services in connection with the Debtor's Chapter 11 case: (a) assisting in all aspects of the Debtor's business activities and operations, including budgeting, cash management and financial management; (b) negotiating with the Debtor's lenders; (c) negotiating with vendors and other creditors; (d) reviewing the Debtor's daily operating activities; (e) evaluating the Debtor's liquidity options, including restructuring, refinancing and reorganizing; (f) maximizing the value of the Debtor's assets via a competitive, open sale of the Debtor's real property in Louisville, Kentucky; (g) reviewing purchases and expenses; and (h) acting as the Debtor's representative in court hearings. Ronald Glass and Ian Ratner, principals of the firm, will be appointed as co-chief restructuring officers, and will be assisted by additional professionals to be provided by the firm. The firm's hourly rates are: Ronald Glass $650 Ian Ratner $595 Jim Howard $495 Dan Berman $495 Jason Cristal $395 Carmen Ramsey $385 The hourly rates for other staff range from $225 to $425. GlassRatner's compensation will be subject to a monthly maximum on fees billed to the firm each month. For any fee incurred by the firm during a specific month that exceeds the applicable monthly cap, 50% of it will be carried over and billed in the month immediately following while the other 50% will be permanently written off by the firm. The applicable fee cap for each month will be as follows: Month 1, $75,000; Month 2, $70,000; and Month 3 and each month thereafter, $62,000. The first monthly fee will be paid in advance. GlassRatner will be eligible for a one-time bonus of $150,000 if the property owned by the Debtor is sold for $70 million. This bonus will increase to $250,000 if the sale price exceeds $80 million. Mr. Ratner disclosed in a court filing that he and his firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Ian Ratner GlassRatner Advisory & Capital Group, LLC 3445 Peachtree Road, Suite 1225 Atlanta, GA 30326 Main: (404) 835-8840 Mobile: (404) 931-7329 Fax: (678) 904-1991 Email: iratner@glassratner.com About Le Centre on Fourth Le Centre on Fourth LLC is a privately held company in Plantation, Florida that operates under the traveler accommodation industry. Its principal assets are located at 501 South Fourth Street Louisville, KY 40202. Bachelor Land Holdings, LLC, is the holder of the majority of the issued and outstanding units of membership interest of the company. Le Centre on Fourth filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 17-23632) on Nov. 10, 2017, estimating its assets and liabilities at between $50 million and $100 million each. Ian Ratner, the chief restructuring officer, signed the petition. Judge Raymond B. Ray presides over the case. LIL ROCK: Taps McMahon Berger as Special Labor Counsel ------------------------------------------------------ Lil Rock Electrical Construction, Inc. received approval from the U.S. Bankruptcy Court for the Southern District of Illinois to hire McMahon Berger, P.C. as special counsel. The firm will assist the Debtor in its dispute involving a union labor contract and pension agreements. McMahon Berger's hourly rates for attorneys range from $210 to $335. The firm anticipates the total payment for its services will be $30,000 over the course of four to five months. Given the nature of services involved, the firm will not utilize paralegal services. Joshua Richardson, Esq., disclosed in a court filing that he and his firm do not represent any interest adverse to the Debtor. The firm can be reached through: Joshua Richardson, Esq. McMahon Berger, P.C. 2730 N. Ballas Road, Suite 200 St. Louis, MO 63131 Tel: (314) 567-7350 Fax: (314) 567-5968 About Lil Rock Electrical Lil Rock Electrical Construction, Inc., is a full-service electrical contractor in Carlyle, Illinois, equipped to complete commercial, residential, and industrial electrical work, excavating, and directional boring. Lil Rock Electrical Construction sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ill. Case No. 17-31376) on Sept. 11, 2017. Myranda Weber, its restructuring officer, signed the petition. At the time of the filing, the Debtor disclosed $1.21 million in assets and $1.17 million in liabilities. Judge Laura K. Grandy presides over the case. The Debtor is represented by Spencer P. Desai, Esq., at Carmody MacDonald P.C. No trustee, examiner or official committee of creditors or equity interest holders has been appointed. LITTLEMOON: Taps Marvin Levy as Legal Counsel --------------------------------------------- Littlemoon seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire the Law Office of Marvin Levy as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist in the preparation of a plan of reorganization; and provide other legal services related to its Chapter 11 case. Levy will charge an hourly fee of $250 for its services. The firm received a retainer from the Debtor in the sum of $2,000 prior to the petition date. The firm does not hold any interest adverse to the Debtor's estate, according to court filings. The firm can be reached through: Marvin Levy, Esq. Law Office of Marvin Levy 11806 Moorpark St #G Studio City, CA 91604 Tel: 818-298-4073 Fax: 818-761-1984 Email: l-levy@sbcglobal.net About Littlemoon Littlemoon, a California corporation, was established in November 2012. It is a non-public benefit corporation and its principal assets are located at 1755 Rohr Street, Glendale, California. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 17-22148) on October 3, 2017. Dana Park, its president, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of $1 million to $10 million. LOOKIN UP: Has Until Jan. 16 to File Plan & Disclosure Statement ---------------------------------------------------------------- The Hon. Michael G. Williamson of the U.S. Bankruptcy Court for the Middle District of Florida has set Jan. 16, 2018, as the deadline for Lookin Up Enterprises, Inc., to file a plan of reorganization and disclosure statement. About Lookin Up Enterprises Lookin Up Enterprises Inc is a Boat club and rental business which delivers medium sized power boats to renters and members alike in a unique format and pricing structure. Based in St. Petersburg, Florida, Lookin Up filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-08036) on Sept. 18, 2017. The Debtor is represented by Buddy D Ford, Esq., at Buddy D. Ford P.A. At the time of filing, the Debtor estimated $50,001 to $100,000 in assets and $500,001 to $1 million in liabilities. LUKE'S LOCKER: Plan Filing Deadline Extended Until December 22 -------------------------------------------------------------- Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the Eastern District of Texas has entered an order granting the third extension motion filed by Luke's Locker, Inc., 2L Austin, LLC, and The Quality Lifestyle I, Ltd., and extending the deadline by which the Debtors may exclusively file a plan of reorganization until December 22, 2017, as well as the deadline for approving the plan of reorganization until February 20, 2018. About Luke's Locker Incorporated Luke's Locker Incorporated, owner of Luke's Locker fitness and running stores in Texas, and its affiliates sought Chapter 11 protection (Bankr. E.D. Tex. Lead Case No. 17-40126) on Jan. 24, 2017. The petitions were signed by Matthew Lucas, president and CEO. The cases are assigned to Judge Brenda T. Rhoades. Melissa S. Hayward, Esq., at Franklin Hayward LLP, in Dallas, serves as the Debtors' counsel. Joseph Sullivan serves as chief restructuring officer. The Debtor tapped Rosen Systems, Inc. to sell surplus assets by auction. Luke's Locker estimated $1 million to $10 million in assets and liabilities. No trustee or examiner has been appointed in the Debtors' cases. M & G USA: Proposes Bidding Procedures for Assets ------------------------------------------------- M & G Polymers USA, LLC, and its affiliates ask the U.S. Bankruptcy Court for the District of Delaware to authorize (i) bidding procedures and it to enter into one or more stalking horse agreements in connection with the sale of (i) its entire right, title and interest in and to their Corpus Christi Plant and related assets; (ii) their desalination equipment and boilers situated at or in the vicinity of the Corpus Christi Plant; (iii) the Debtors' entire right, title and interest in and to their intellectual property other than the intellectual property of M & G Polymers USA's; (iv) M & G Polymers USA, LLC's entire right, title and interest in and to their intellectual property; M & G Polymers USA's entire right, title and interest in and to their research and development facility located in Sharon Center, Ohio; and (v) M & G Polymers USA's entire right, title and interest in and to their manufacturing facility located in Apple Grove, West Virginia and related assets at auction, free and clear of all liens, claims, interests and encumbrances. A hearing on the Motion is set for Dec. 11, 2017 at 1:00 p.m. (PET). The objection deadline is Nov. 30, 2017 at 4:00 p.m. (PET). The Debtors were primarily focused on addressing severe liquidity constraints resulting from the construction of a vertically integrated PTA/PET3 plant in Corpus Christi, Texas, as well as their related efforts to obtain a $100 million in DIP Financing in order to commence these Cases and ultimately consummate a Sale of the Assets under the protections of the Bankruptcy Code. The DIP Financing was provided on an interim basis to certain of the Debtors, each of which is an Obligor. Prior to the Petition Date, the Debtors, together with their investment banker Rothschild Inc., engaged in discussions with certain interested parties regarding the purchase of some or all of the Assets. Following the Petition Date, Rothschild has continued to contact potential purchasers and seek to have those potential purchasers that express interest in the Debtors' Assets enter into confidentiality agreements with the Debtors and begin conducting due diligence. During the pendency of the Motion, the Debtors will continue with their marketing efforts, in compliance with the terms of the DIP Financing, to ensure that the Sale process can be completed expeditiously and yield a value-maximizing result for the Debtors' stakeholders. The Bidding Procedures reflect a two-step marketing process. In the first round, interested parties will have the opportunity to submit preliminary indications of interest by the Proposal Deadline. After affording prospective interested parties additional time to conduct due diligence, the second round of the Sale process will culminate with the Final Bid Deadline, by which date interested parties must submit a final, binding bid in order to qualify, subject to the Bidding Procedures, for participation in the Auction. The Debtors propose to conduct the Sale process and Auction on the following timeline: a. Dec. 11, 2017 at 1:00 p.m. (PET) - Hearing to consider entry of the Bidding Procedures Order b. No later than five business days after entry of the Bidding Procedures Order - Deadline for Debtors to file Assumption and Assignment Notice c. 5:00 p.m. (PET) on the date that is 14 days after filing of the Assumption and Assignment Notice - Deadline to file Cure Objections d. Jan. 16, 2018 at 5:00 p.m. (PET) - Proposal Deadline e. Feb. 23, 2018 at 11:59 p.m. (PET) - Final Bid Deadline f. Feb. 26, 2018 at 5:00 p.m. (PET) - Deadline for objections to the applicable Sale Transaction(s) other than Cure Objections and Adequate Assurance Objections g. Feb. 28, 2018 at a time to be determined - Auction, to be held at the offices of Jones Day, 250 Vesey Street, New York, New York 10281 h. March 2, 2018 at noon (PET) - Deadline to file Adequate Assurance Objections i. March 5, 2018 at 5:00 p.m. (PET) - Deadline to file the replies in connection with the applicable Sale Transaction(s) j. March 6, 2018 as determined by, and subject to the availability of, the Court - Proposed hearing to approve proposed Sale Transaction(s) All sale proceeds from the DIP Collateral and the Pre-Petition Collateral will be distributed in accordance with the terms of the Final DIP Order and the DIP Loan Documents, including without limitation (a) distributions to be made at Closing to the DIP Lender, the Pre-Petition First Lien Lender and the Pre-Petition Second Lien Secured Party, in accordance with the terms of the DIP Loan Documents, the Final DIP Order; and (b) the transfer to be made at Closing by the CC Selling Parties into an escrow account not subject to the control of the DIP Agent, the DIP Lender, the Pre-Petition First Lien Lender, the Pre-Petition Second Lien Secured Party or any party that purports to have a validly, perfected security interest in any of the Debtors' deposit accounts or cash ("Carve-Out Account") of the sale proceeds from the Pre-Petition Collateral in an amount equal to the Sale Professional Fees Amounts, Sale Excess Fees Hold-Back Amounts and Sale Excess Fee Amounts. The salient terms of the Bidding Procedures are: a. Minimum Overbid: $1,000,000 b. Deposit: 10% of the Purchase Price (inclusive of any amount thereof comprising Credit Bid consideration) c. Auction: The Auction, if required, will be conducted at the offices of Jones Day, 250 Vesey Street, New York, New York 10281 on Feb. 28, 2018 at a time to be determined. d. Credit Bid: A person or entity holding a perfected security interest in the Debtors' assets may seek to credit bid some or all of their claims that are not subject to a bona fide dispute for their respective collateral. f. Bid Protections: Other than the Bid Protections provided to a Stalking Horse Bidder (if any), subject to approval by the Court pursuant to a Stalking Horse Motion, no party submitting a Final Bid, whether or not such Final Bid is determined by the Debtors to qualify as a Qualified Bid, will be entitled to a break-up fee or expense reimbursement, or any other bid protection, unless such break-up fee, expense reimbursement or other bid protection is approved by the Court. g. The Debtors may, as they deem necessary and appropriate in the prudent exercise of their business judgment, accept one or more Stalking Horse Bids and execute one or more Stalking Horse Agreements with such Stalking Horse Bidder(s), which may be comprised of a Credit Bid (including by the DIP Agent, DIP Lender and/or the Pre-Petition First Lien Lender), in connection with the proposed sale of the Assets and file a "Stalking Horse Motion" asking approval of such Stalking Horse Agreement, including any Bid Protections provided therein. Subject to the Court's determination, but no earlier than ten days after filing a Stalking Horse Motion, and no later than the Sale Hearing, the Debtors will seek approval from the Court on an expedited basis of such Stalking Horse Agreement(s) and any Bid Protections contained therein, in accordance with Rule 6004-1 of the Local Rules. The applicable Debtors' entry into a Stalking Horse Agreement and/or provision of Bid Protections to a Stalking Horse Bidder, will be in compliance with the DIP Orders, the DIP Loan Documents, and the Debtors' obligations thereunder. Within two days of entry of the Bidding Procedures Order, the Debtors will serve the Sale Notice upon all Notice Parties. In connection with any Sale Transaction, the Debtors propose to assume and assign to the Successful Bidder(s) the Proposed Assumed Contracts. The deadline to file a Cure Objection and/or Adequate Assurance Objection with respect to such Counterparty will be 5:00 p.m. (PET) on the date that is 14 days following service of the Assumption and Assignment Notice. The proceeds will be distributed in accordance with the terms of the Final DIP Order and the DIP Loan Documents. Among other things, the Debtors' DIP Financing includes provisions that reflect the DIP Secured Parties, the Pre-Petition First Lien Lender, the Pre-Petition Second Lien Secured Party and the Obligors' agreement regarding a mechanism to apply the proceeds of any Pre-Petition Collateral sold in a Sale Transaction that constitutes a CC Sale. This agreement governs the application of proceeds of any Pre-Petition Collateral in a CC Sale, including to effect the repayment of the DIP Obligations under the DIP Financing, without which the Debtors would not be able to undertake a sales process with respect to the Assets The Debtors submit that ample cause exists to justify the waiver of the 14-day stay imposed by Bankruptcy Rules 6004(h) and 6006(d), to the extent that each Rule applies. A copy of the Bidding Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/M&G_USA_173_Sales.pdf About M & G USA Corp Founded in 1953, the M&G Group is a privately owned chemical company in Italy and is controlled through the holding company M&G Finanziaria S.p.A. The M&G Group -- specifically, its chemicals division, which includes M&G Chemicals S.A. -- is a producer of polyethylene terephthalate resin for packaging applications. PET is a plastic polymer produced principally from purified terephthalic acid and monoethylene glycol, and is used to manufacture plastic bottles and other packaging for the beverage, food and personal care industries. M & G USA Corporation, parent M&G Chemicals S.A. and 9 of its direct and indirect subsidiaries sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12307) on Oct. 30, 2017. M & G USA estimated assets and debt of $1 billion to $10 billion. The Hon. Brendan L. Shannon is the case judge. The Debtors tapped Jones Day and Pachulski Stang Ziehl & Jones LLP as restructuring counsel; Alvarez & Marsal North America, LLC, as restructuring adviser; Rothschild Inc. as investment banker; and Prime Clerk, LLC, as claims and noticing agent. On Nov. 13, 2017, the U.S. Trustee for the District of Delaware appointed an official committee of unsecured creditors. M & G USA: Seeks to Hire A&M, Appoint CRO ----------------------------------------- M & G USA Corporation seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Alvarez & Marsal North America, LLC and designate Dennis Stogsdill as chief restructuring officer. Mr. Stogsdill, managing director of A&M, will serve as CRO for M & G USA and its affiliates, except Chemtex International Inc., in connection with their Chapter 11 cases. The services to be provided by Mr. Stogsdill and his firm include restructuring planning and support, financial forecasting, analysis of accounts payable, cost review, and communications with stakeholders. A&M will be paid a flat monthly rate of $150,000. The firm's hourly rates are: United States ------------- Managing Directors $800 - $975 Directors $625 - $775 Analysts/Associates $375 - $600 Claims Management ----------------- Managing Directors $725 - $850 Directors $550 - $700 Analysts/Associates $350 - $525 Europe ------ Managing Directors EUR650 - EUR950 Directors EUR450 - EUR650 Analysts/Associates EUR150 - EUR450 The Debtors propose that A&M be entitled to a $2.5 million completion fee, payable upon the earlier of consummation of a Chapter 11 plan of reorganization; the sale, transfer or other disposition of all or a substantial portion of the Debtors' assets and equity. A&M received a $500,000 retainer for the preparation and filing of the Debtors' cases. In the 90 days prior to the petition date, the firm received retainers and payments totaling $3,760,497 for services provided for the Debtors and their non-debtor affiliates. Mr. Stogsdill disclosed in a court filing that his firm does not have any interest adverse to the Debtors' estates, creditors and equity security holders. A&M can be reached through: Dennis Stogsdill 600 Madison Avenue, 8th Floor New York, NY 10022 Phone: +1 212-759-4433 Fax: +1 212-759-5532 About M & G USA Corporation M & G USA Corporation and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12307) on October 30, 2017. The petition was signed by Dennis Stogsdill, chief restructuring officer. The Hon. Brendan L. Shannon presides over the cases. Scott J. Greenberg, Esq., Carl E. Black, Esq. and Stacey L. Corr-Irvine, Esq. at Jones Day stand as the Debtors' counsel. Pachulski Stang Ziehl & Jones LLP serves as conflicts counsel and co-counsel. Alvarez & Marsal North America, LLC represents the Debtors as restructuring advisor and Rothschild Inc. serves as investment banker. At the time of filing, the Debtors estimate $1 billion to $10 billion both in assets and liabilities. Founded in 1953, M&G Group is a privately owned chemical company in Italy and is controlled through the holding company M&G Finanziaria S.p.A. The M&G Group -- specifically, its chemicals division, which includes the Debtors -- is a producer of polyethylene terephthalate resin for packaging applications. On November 13, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. M & G USA: Taps Jones Day as Legal Counsel ------------------------------------------ M & G USA Corporation seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Jones Day as its legal counsel. The firm will advise the company and its affiliates regarding their duties under the Bankruptcy Code; negotiate with debt holders and other stakeholders; assist in any asset disposition; assist in the preparation of a plan of reorganization; and provide other legal services related to their Chapter 11 cases. The firm's hourly rates are: Partners $700 - $1,350 Of Counsel $650 - $1,125 Counsel $575 - $900 Associates $325 - $925 Paralegals/Legal Support $225 - $500 Since August, Jones Day has received a total of $4,408,845.15. Of this, $500,000 came in the form of advance fee retainer and $3,908,845.15 came in payment of fees incurred. On August 31, Jones Day received from the Debtor an initial advance payment of $250,000 to establish a retainer. As of the petition date, the balance of the retainer was $56,294.31. Scott Greenberg, Esq., disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Greenberg disclosed that his firm has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements, and that no professional at his firm has varied his rate based on the geographic location of the Debtors' cases. Mr. Greenberg also disclosed that the Debtors and his firm have developed a budget and staffing plan for November, and they expect to develop a prospective budget and staffing plan to comply with the U.S. Trustee's requests for additional disclosures on a monthly basis. Jones day can be reached through: Scott J. Greenberg, Esq. Jones Day 250 Vesey Street New York, NY 10281-1047 Tel: +1 212-326-3939 Direct Number: (212) 326-3830 Fax: +1 212-755-7306 Email: sgreenberg@jonesday.com About M & G USA Corporation M & G USA Corporation and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12307) on October 30, 2017. The petition was signed by Dennis Stogsdill, chief restructuring officer. The Hon. Brendan L. Shannon presides over the cases. Scott J. Greenberg, Esq., Carl E. Black, Esq. and Stacey L. Corr-Irvine, Esq. at Jones Day stand as the Debtors' counsel. Pachulski Stang Ziehl & Jones LLP serves as conflicts counsel and co-counsel. Alvarez & Marsal North America, LLC represents the Debtors as restructuring advisor and Rothschild Inc. serves as investment banker. At the time of filing, the Debtors estimate $1 billion to $10 billion both in assets and liabilities. Founded in 1953, M&G Group is a privately owned chemical company in Italy and is controlled through the holding company M&G Finanziaria S.p.A. The M&G Group -- specifically, its chemicals division, which includes the Debtors -- is a producer of polyethylene terephthalate resin for packaging applications. On November 13, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. M & G USA: Taps Pachulski Stang as Co-Counsel --------------------------------------------- M & G USA Corporation seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Pachulski Stang Ziehl & Jones LLP. Pachulski will serve as conflicts counsel and co-counsel with Jones Day, the firm tapped by M & G USA to be its lead bankruptcy counsel. Pachulski's hourly rates range from $625 to $1,245 for partners, $575 to $995 for of counsel, $450 to $595 for associates, and $275 to $350 for paraprofessionals. Pachulski has received payments from the Debtors in the amount of $200,000 during the year prior to the petition date for pre-bankruptcy services. Laura Davis Jones, Esq., disclosed in a court filing that her firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Ms. Jones disclosed that her firm has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements, and that no professional at the firm has varied his rate based on the geographic location of the Debtors' cases. Ms. Jones also disclosed that the Debtors and her firm expect to develop a prospective budget and staffing plan to comply with the U.S. Trustee's requests for additional disclosures. Pachulski can be reached through: Laura Davis Jones, Esq. James E. O'Neill, Esq. Joseph M. Mulvihill, Esq. 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705 Tel: (302) 652-4100 Fax: (302) 652-4400 Email: ljones@pszjlaw.com Email: joneill@pszjlaw.com Email: jmulvihill@pszjlaw.com About M & G USA Corporation M & G USA Corporation and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12307) on October 30, 2017. The petition was signed by Dennis Stogsdill, chief restructuring officer. The Hon. Brendan L. Shannon presides over the cases. Scott J. Greenberg, Esq., Carl E. Black, Esq. and Stacey L. Corr-Irvine, Esq. at Jones Day stand as the Debtors' counsel. Pachulski Stang Ziehl & Jones LLP serves as conflicts counsel and co-counsel. Alvarez & Marsal North America, LLC represents the Debtors as restructuring advisor and Rothschild Inc. serves as investment banker. At the time of filing, the Debtors estimate $1 billion to $10 billion both in assets and liabilities. Founded in 1953, M&G Group is a privately owned chemical company in Italy and is controlled through the holding company M&G Finanziaria S.p.A. The M&G Group -- specifically, its chemicals division, which includes the Debtors -- is a producer of polyethylene terephthalate resin for packaging applications. On November 13, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. M & G USA: Taps Prime Clerk as Administrative Advisor ----------------------------------------------------- M & G USA Corporation seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Prime Clerk LLC as administrative advisor. The firm will provide bankruptcy administrative services to the company and its affiliates, which include assisting them in the solicitation, balloting and tabulation of votes; preparing an official ballot certification; providing a confidential data room; and managing any distribution pursuant to a bankruptcy plan. The firm's hourly rates are: Analyst $30 - $50 Technology Consultant $35 - $95 Consultant/Sr. Consultant $65 - $165 Director $175 - $195 COO/Executive VP No charge Solicitation Consultant $190 Director of Solicitation $210 Benjamin P.D. Schrag, chief business development officer of Prime Clerk,, disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Benjamin P.D. Schrag Prime Clerk LLC 830 3rd Avenue, 9th Floor New York, NY 10022 Tel: (212) 257-5450 About M & G USA Corporation M & G USA Corporation and affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12307) on October 30, 2017. The petition was signed by Dennis Stogsdill, chief restructuring officer. The Hon. Brendan L. Shannon presides over the cases. Scott J. Greenberg, Esq., Carl E. Black, Esq. and Stacey L. Corr-Irvine, Esq. at Jones Day stand as the Debtors' counsel. Pachulski Stang Ziehl & Jones LLP serves as conflicts counsel and co-counsel. Alvarez & Marsal North America, LLC represents the Debtors as restructuring advisor and Rothschild Inc. serves as investment banker. At the time of filing, the Debtors estimate $1 billion to $10 billion both in assets and liabilities. Founded in 1953, M&G Group is a privately owned chemical company in Italy and is controlled through the holding company M&G Finanziaria S.p.A. The M&G Group -- specifically, its chemicals division, which includes the Debtors -- is a producer of polyethylene terephthalate resin for packaging applications. On November 13, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. MAIDEN HOLDINGS: S&P Lowers ICR & Senior Debt Rating to 'BB+' ------------------------------------------------------------- S&P Global Ratings lowered its long-term issuer credit and financial strength ratings on Maiden Holdings Ltd.'s operating subsidiaries to 'BBB' from 'BBB+.' S&P also lowered its long-term issuer credit and senior debt ratings on Maiden Holdings to 'BB+' from 'BBB-'. The outlook is negative. S&P said, "The rating actions reflect our view that Maiden's capital adequacy has substantially deteriorated below our expectation. The downgrade also reflects our view that the company's weakening operating performance will further strain its capital adequacy. In addition, the company continues to face challenges in its AmTrust Reinsurance and Diversified Reinsurance segments, as it has generated underwriting losses. "The negative outlook at the time of the withdrawal reflects our concerns regarding Maiden's weakening underwriting performance and capital adequacy. As a result, the company's fixed-charge coverage could also fall below 1.5x, which could trigger further downgrades." Ratings List Downgraded To From Maiden Holdings Ltd. Maiden Holdings North America, Ltd. (US) Issuer Credit Rating Local Currency BB+/Negative/-- BBB-/Negative/-- Maiden Reinsurance Ltd. Maiden Reinsurance North America Inc. Issuer Credit Rating Local Currency BBB/Negative/-- BBB+/Negative/-- Financial Strength Rating Local Currency BBB/Negative/-- BBB+/Negative/-- Maiden Holdings Ltd. Senior Unsecured BB+ BBB- Preferred Stock BB- BB Maiden Holdings North America, Ltd. (US) Senior Unsecured BB+ BBB- Ratings withdrawn To From Maiden Holdings Ltd. Maiden Holdings North America, Ltd. (US) Issuer Credit Rating Local Currency NR BB+/Negative/-- Maiden Reinsurance Ltd. Maiden Reinsurance North America Inc. Issuer Credit Rating Local Currency NR BBB/Negative/-- Financial Strength Rating Local Currency NR BBB/Negative/-- Maiden Holdings Ltd. Senior Unsecured NR BB+ Preferred Stock NR BB- Maiden Holdings North America, Ltd. (US) Senior Unsecured NR BB+ MARYMOUNT UNIVERSITY: S&P Alters Bond Rating Outlook to Positive ---------------------------------------------------------------- S&P Global Ratings revised its outlook to positive from stable and affirmed its 'BB+' long-term rating on the Virginia College Building Authority's series 2015A and 2015B revenue bonds issued for Marymount University (MU). "The positive outlook and rating reflects our view that MU's credit profile has strengthened somewhat with the successful completion, on time and budget, of its Ballston Center projects funded in large part with the series 2015 bond proceeds and a stabilization of its full-time equivalent enrollment at slightly in excess of 3,000 students," said S&P Global Ratings credit analyst Ken Rodgers. With continued positive financial performance and further improvement of its balance sheet, specifically its available resources, the rating could be raised in the next two years assuming no additional debt is incurred. The positive outlook reflects S&P's view that Marymount University's credit profile has modestly strengthened with the recent completion of its expansion and renovation projects at its Ballston Center and an enrollment trend exhibiting some stability. With continued positive financial operating performance and expected improvement in available resources from operating cash flow, lower capital spending, and fundraising S&P could consider a higher rating within the next two years. A positive rating action would be predicated upon maintenance of stable enrollment, continued positive financial operating performance, and some improvement in available resources relative to debt, which most likely could occur only if there is no new additional debt issued during the next two years. Credit factors that could result in a negative action include unanticipated management instability, a decline in enrollment or operating performance, a decline in available resource ratios and additional debt issuance without a commensurate growth in resources. MATCH GROUP: Moody's Rates $450MM Senior Unsecured Notes Ba3 ------------------------------------------------------------ Moody's Investors Service assigned a Ba3 rating to the proposed $450 million senior unsecured notes due 2027 to be issued by Match Group, Inc., IAC/InterActiveCorp's ("IAC" or the "company") 81.3% owned subsidiary that comprises its online dating businesses. Net proceeds from the new notes, which will not be guaranteed by IAC, will be used to retire Match's $445.2 million outstanding 6.75% senior notes due 2022 and (in addition to cash on hand) pay interest and fees associated with the redemption. IAC's Ba2 Corporate Family Rating (CFR) and stable outlook remain unchanged. Following is a summary of rating action: Rating Assigned: Issuer: Match Group, Inc. $450 Million Senior Unsecured Notes due 2027 -- Ba3 (LGD-4) The assigned rating is subject to review of final documentation and no material change in the size, terms and conditions of the transaction as advised to Moody's. Moody's will withdraw the Ba3 rating on the 6.75% notes upon repayment. RATINGS RATIONALE The transaction is credit neutral because the proceeds from the new notes will be used to prepay a like amount and similar class of debt securities at Match. Moody's derives Match's debt ratings from IAC's CFR using the Loss Given Default (LGD) Methodology based on Moody's expectation of IAC's continued majority ownership of Match. If Match were to become a standalone entity or less than majority-owned by IAC, Match's ratings would be de-linked from IAC's CFR and would be based on its standalone creditworthiness. Match's senior unsecured notes are rated Ba3 as they do not benefit from upstream guarantees nor a security interest in collateral. Match's term loan is rated Ba2 as it is secured by capital stock of Match's material domestic subsidiaries and benefits from upstream guarantees. The term loan would likely experience a deficiency claim in a distress scenario given that Moody's estimate the asset value at Match would be insufficient to fully repay the credit facilities, which caps the term loan rating at the CFR. IAC's Ba2 CFR benefits from its position as one of the largest global internet and digital media companies combined with good operating performance driven by solid online traffic acquisition and conversion methods, strong growth trends in underpenetrated markets (online dating and home services) and recent earnings stability in its legacy Applications and Publishing segments. These credit strengths are counterbalanced by the concentrated ownership and large voting stake of Mr. Barry Diller, which heightens event risk and shareholder-friendly financial policies, coupled with the possibility of a spin of the high margin Match unit that could reduce IAC's diversity and scale, and increase business risk. The rating also incorporates Moody's expectation that pro forma leverage will remain above the downgrade trigger of 4x total debt to EBITDA (Moody's adjusted) for several quarters before declining below 4x by year end 2018 due to: (i) incremental debt incurred at ANGI Homeservices in Q417 before expected annualized cost synergies to expand EBITDA are fully realized; and (ii) a one-time sizable stock-based compensation expense in Q317, which Moody's views as an expense in Moody's adjusted EBITDA computation. For more details on the credit considerations underpinning IAC's CFR. Rating Outlook The stable rating outlook reflects Moody's expectations that IAC will continue to stabilize and optimize cash flow in the legacy Applications and Publishing segments, grow its Match, ANGI Homeservices and Video segments, and experience an acceptable amount of subscriber churn in its internet portfolio. The stable outlook incorporates Moody's expectation that IAC will continue to maintain a consolidated EBITDA margin of at least 14% (Moody's adjusted), generate positive free cash flow, retain a sizeable cash balance and sustain a somewhat conservative capital structure as it pursues strategic growth objectives. What Could Change the Rating -- Up IAC's ratings could be upgraded if it maintains a majority ownership in Match with a leading market share in online dating, improves the market positions and viability of Applications and Publishing and expands business diversification by increasing the scale and profitability of the ANGI Homeservices and Video segments. Moody's could also consider an upgrade if IAC were to: (i) demonstrate margin expansion with increasing revenue that is in line or ahead of market growth; (ii) minimize operating losses in the Video segment; and (iii) maintain a net cash position with Moody's adjusted total debt to EBITDA sustained below 3x. Adherence to conservative financial policies with regard to share purchases and dividends would be another important consideration for an upgrade. What Could Change the Rating -- Down Ratings could be downgraded if a spin-off of one or more segments resulted in increased business risk or IAC's competitive position weakens materially as evidenced by revenue declines of 5% or more, adjusted EBITDA margins below 12%, rising traffic acquisition costs or increasing customer churn. Downward pressure could also materialize if financial leverage as measured by Moody's adjusted total debt to EBITDA is sustained over 4x or IAC's liquidity position were to deteriorate significantly due to lower free cash flow generation, higher share purchases or increased acquisition activity. The principal methodology used in this rating was Media Industry published in June 2017. MATCH GROUP: S&P Rates New $450MM Senior Unsecured Notes 'BB-' -------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue-level rating and '5' recovery rating to Match Group Inc.'s proposed $450 million senior unsecured notes due 2027. The '5' recovery rating indicates S&P's expectation for modest recovery (10%-30%; rounded estimate: 10%) of principal in the event of a default. S&P's 'BB' corporate credit rating and stable rating outlook on Match are unchanged, reflecting our expectation for healthy organic revenue growth rate from increased subscriber growth and monetization over the next 12-24 months and debt leverage remaining in the mid-2x to low-3x range long term. The rating also reflects the company's solid competitive position in online dating, recurring subscription revenues, and good profitability. These factors are partly offset by the risks pertaining to rapid innovation and constant evolution of consumer preference in the online dating sector and the company's moderate debt leverage. Pro forma for proposed debt issuance, Match's leverage remains unchanged at 2.7x. Match is a majority owned subsidiary of IAC/InterActiveCorp., and IAC has effective voting control over Match, with more than 80% of the economic rights. It is possible that IAC's and Match's interests could diverge over time, leading to higher debt leverage at Match. However, S&P views a change in Match's financial policy as unlikely over the next 12 months under the current ownership. Match's performance in the quarter ended Sept. 30, 2017, was above S&P's expectation, primarily due to very strong growth in Tinder's domestic and international revenue, which increased 19% due to an 18% increase in pay members and 1% increase in revenue per member. S&P could lower the corporate credit rating if the company's adjusted debt leverage exceeds 4x. This would likely result from large debt-financed acquisitions combined with operational challenges. A potential upgrade would require a non-Match brand achieving critical mass and becoming a meaningful contributor of EBITDA, thus increasing the company's revenue diversity. At this time, Tinder is the most likely candidate. Additionally, because Match is a majority owned subsidiary of IAC, an upgrade of Match would mostly likely include an upgrade of IAC. RATINGS LIST Match Group Inc. Corporate Credit Rating BB/Stable/-- New Ratings Match Group Inc. Senior Unsecured $450 mil notes due 2027 BB- Recovery Rating 5(10%) MAURICE SPORTING GOODS: Files for Chapter 11 to Sell to Middleton ----------------------------------------------------------------- Maurice Sporting Goods, Inc., has sought Chapter 11 protection after reaching a tentative deal to sell its assets to Middleton Management Company, LLC, absent higher and better offers in a bankruptcy auction. According to a statement, Middleton Partners, a Northbrook, Illinois-based private investment firm with deep experience investing in distribution and consumer products businesses, has signed a letter of intent as a strategic buyer to purchase Maurice and is currently finalizing an Asset Purchase Agreement. In accordance with Section 363 of the U.S. Bankruptcy Code, other companies will have an opportunity to submit competing offers for the assets. Maurice expects the sale transaction to be completed within 30 to 45 days. "We are extremely pleased that Middleton Partners is going to purchase Maurice's assets and continue our strategic vision and customer and vendor relationships," said Jory Katlin, Maurice President and Chief Executive Officer. "It has been a challenging couple of years, I am excited we have found the right partner to strengthen the Company's balance sheet and unleash new funding to fuel future growth." This asset sale follows significant measures the Company has taken during the past two years to address liquidity concerns, including reducing operating costs, divesting non-core assets and improving processes. The Chapter 11 reorganization and sale process will have no impact on the Company's daily operations or its ability to fulfill its obligations to customers and employees. "Acquiring the assets of Maurice aligns with our investment mission of investing in high potential companies that need a financial and strategic partner to achieve their objectives," said Keith Jaffee, a principal at Middleton Partners. In addition to the availability of cash from ongoing operations, Maurice also announced it has received a commitment for up to $20 million in debtor-in-possession (DIP) financing from its bank group led by Bank of Montreal. The DIP financing will be used to maintain uninterrupted service and delivery of products to Maurice customers during the completion of the sale transaction, and to ensure payment to vendors for post-petition purchases in the ordinary course. Going-Concern Sale Patrick J. O'Malley, its chief restructuring officer, explains that the Debtors have filed the chapter 11 cases to maximize the value of their assets for the benefit of all their stakeholders through the going-concern sale of their business. Headquartered in Northbrook, Illinois and with operations in various other locations, the Debtors manufacture, source, distribute, and wholesale outdoor sporting goods products, some of which include: fishing products; terminal tackle products; shooting sports accessories; and other athletic goods. The Debtors are one of the largest distributors of outdoor sporting goods in North America with five warehouse locations in the United States and Canada, selling products to independent dealers, mass merchants, store operators, and large sporting goods stores. In addition to distributing its products, the Debtors offer in-store services utilizing regional experts and the latest technology to develop product assortments, marketing schemes, and planograms for its customers, as well as offer data analyses of the profitability of such services to them. As a part of its strategic planning services, the Debtors also offer a specialized merchandizing service whereby the Debtors work with national manufacturers and regional vendors, analyzing the regional market and targeting specific consumers, in an effort to supply its customers with products that serve micro-markets. Unfortunately, due to various challenges, the Debtors have found themselves in default of their prepetition loan facility and facing near-term liquidity issues. To address these challenges, the Debtors and their professional advisors, after considering all available strategic options, have determined that the best course to maximize the value of the Debtors' estates is to sell their assets through these chapter 11 cases. Assets and Liabilities For the 12 months ending Sept. 30, 2017, the Debtors generated approximately $259,093,158 in net sales on a consolidated basis. As of the Petition Date, the book value of the Debtors' assets and liabilities are both over $100 million. The Debtors have no cash on hand as of the Petition Date other than cash made available to them on a revolving basis under the Prepetition Loan Facility. As of the Petition Date, the Debtors have in excess of $100 million in outstanding secured and unsecured debt obligations, including trade debt of approximately $50 million, but exclusive of outstanding intercompany debts. As of the Petition Date, the Debtors' primary funded debt obligation consisted of a prepetition loan facility with approximately $45 million outstanding as of the Petition Date, for which BMO Harris serves as agent for the prepetition lenders party thereto, and CIBC serves as joint administrative agent. Events Leading to Chapter 11 Cases Mr. O'Malley relates for decades, the Debtors' business has been a fundamentally strong one, providing significant value to a diverse customer and vendor base. Prior to 2016, the Debtors successfully achieved over 90 years of consistent profitability. More recently, however, the Debtors have faced challenges that have combined to impair the Debtors' operating cash flow and its liquidity. Among these is the Debtors' decision to strategically invest in eventually combining its United States distribution centers into one, state-of-the-art facility, its facility located in McDonough, Georgia. Despite the Debtors' concentrated efforts to control costs, the build-out of the facility ran significantly over budget. Similarly, upon its opening in the fall of 2016, its operating costs greatly exceeded expectations while new distribution processes and procedures were gradually implemented. The Debtors have also faced losses as a result of the recent bankruptcies of several retailers, including The Sports Authority, MC Sports (also known as Michigan Sporting Goods Distributors), Gander Mountain and Sport Chalet, and a generally challenging retail environment. This has been compounded by some foreign exchange impairment, including recently as a result of the weak Canadian dollar. Adding to all of these challenges is the Debtors' leverage, including both its secured debt and an unsecured acquisition debt, such as the approximately $5.5 million in remaining unsecured acquisition debt owed for installment and other payments on the 2014 "Rivers Edge" acquisition, and approximately $2.5 million in remaining unsecured acquisition debt owed for the 2014 "First Source" acquisition. Over prior months, the Debtors engaged in a number of operational initiatives to improve operating efficiency and margins after retaining Portage Point Partners as financial advisor in March 2017 to assist with these operational efforts, which reduced annualized costs by approximately $16 million. In furtherance of their efforts, the Debtors divested a non-core asset, its Vancouver-based Redl Sports Distributors business, through a sale of such non-core business to BRS Canada Acquisition Inc., an affiliate of Big Rock Sports, LLC. This sale was consummated on August 25, 2017 for $2,291,192 (subject to certain potential adjustments) and the assumption of certain liabilities under open purchase orders. After initially identifying the Redl sale opportunity but prior to its consummation, the Debtors also retained Livingstone Partners to explore strategic alternatives, and subsequently thereto Livingstone oversaw nearly six months of extensive marketing efforts for sale and investment opportunities. Ultimately, however, all of these efforts were unable to return the Debtors' business to near-term profitability, precipitating the need for the chapter 11 cases. DIP Financing and Sale of Assets Mr. O'Malley relates that the Debtors, in consultation with their advisors, have diligently evaluated a range of strategic alternatives to address their liquidity challenges. Over the last six months, Livingstone Partners, with the assistance of the Debtors' other advisors, solicited and explored a range of alternatives, from capital investments to a sale of substantially all of the Debtors' assets to a sale of certain of the Debtors' assets. As a result of these efforts, the Debtors publicly announced the prospective acquisition of most of their business by a third-party buyer and strategic competitor on Oct. 9, 2017. Less than 10 days later, however, the prospective buyer withdrew from the acquisition. As a result of this, Livingstone again marketed the Debtors, which ultimately resulted in a single draft letter of intent on Nov. 5, 2017 (the "LOI") from Middleton Management Company, LLC. Following subsequent negotiation of the LOI, it is the Debtors' intention to file a bid procedures and sale motion based on the LOI while finalizing an asset purchase agreement with Middleton, which would include provisions for the assumption and assignment of specified contracts, and to conduct a competitive sale process with Middleton as a stalking horse bidder. About Maurice Sporting Goods Maurice Sporting Goods, Inc., established in 1923, is a family-owned distributor of outdoor sporting goods specializing in fishing; marine; sports licensed products and souvenirs; outdoor gifts and decor; hunting; and camping and outdoor recreation. Collectively, the Company services more than 15,000 store fronts across the United States, Canada, South America, and Europe. On Nov. 20, 2017, Maurice Sporting Goods, Inc. and four affiliated companies sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12481). Maurice Sporting Goods estimated $10 million to $50 million in total assets and $100 million to $500 million in total liabilities. The Debtors' cases have been assigned to Judge Christopher S. Sontchi. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as counsel; Patrick J. O'Malley of Development Specialists, Inc., as restructuring advisor; Silverman Consulting as financial advisor; Livingstone Partners LLC as investment banker; and Epiq Bankruptcy Solutions, LLC, as claims, solicitation and balloting agent. Epiq maintains the site http://dm.epiq11.com/#/case/MAU MAURICE SPORTING GOODS: Proposes to Pay $2.53MM to Vendors ---------------------------------------------------------- Maurice Sporting Goods, Inc., seeks approval from the U.S. Bankruptcy Court for the District of Delaware to pay $25,000 for prepetition claims of critical vendors and $2,500,000 to foreign vendors. Justin H. Rucki, Esq., at Young Conaway Stargatt & Taylor, LLP, explains that the Debtors' business depends on, among other things, their ability to retain their vendors and service providers and to maintain their reputation and customer loyalty within the outdoor sporting goods industry. The Debtors have thoroughly reviewed their business relationships and identified critical vendors, the loss of whose particular goods or services would cause immediate and irreparable harm to the Debtors' businesses. In addition, in the ordinary course of business, the Debtors incur various obligations to foreign vendors, suppliers and other entities. While the Debtors have suppliers based in the U.S. and Canada, the Debtors source a considerable amount of their goods from overseas manufacturers in China. The Debtors rely on these Foreign Vendors to supply various goods and services that are crucial to the Debtors' ongoing operations. Many of the foreign vendors who supply these essential goods and services may argue that they are not subject to the jurisdiction of this Court or the provisions of the Bankruptcy Code that would otherwise protect the Debtors' assets and business operations, and take actions that would disrupt the Debtors' business operations. The Debtors thus seek entry of orders authorizing, but not directing, them, in their discretion, to pay critical vendor claims and foreign vendor claims, in amounts not to exceed, in the aggregate, the $2,025,000 cap upon entry of an interim order and, $2,525,000 upon entry of a final order. About Maurice Sporting Goods Maurice Sporting Goods, Inc., established in 1923, is a family-owned distributor of outdoor sporting goods specializing in fishing; marine; sports licensed products and souvenirs; outdoor gifts and decor; hunting; and camping and outdoor recreation. Collectively, Maurice Sporting Goods services more than 15,000 store fronts across the United States, Canada, South America, and Europe. On Nov. 20, 2017, Maurice Sporting Goods, Inc. and 4 affiliated companies sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12481). The Debtors' cases have been assigned to Judge Christopher S. Sontchi. Maurice Sporting Goods estimated $10 million to $50 million in total assets and $100 million to $500 million in total liabilities. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as counsel; Patrick J. O'Malley of Development Specialists, Inc., as restructuring advisor; Silverman Consulting as financial advisor; Livingstone Partners LLC as investment banker; and Epiq Bankruptcy Solutions, LLC, as claims, solicitation and balloting agent. Epiq maintains the site http://dm.epiq11.com/#/case/MAU MAURICE SPORTING: Case Summary & 30 Largest Unsecured Creditors --------------------------------------------------------------- Lead Debtor: Maurice Sporting Goods, Inc. aka Big Game International aka First Source aka Redi Sports aka Maurice Sporting Goods Canada aka Rivers Edge Products aka Maurice Sporting Goods South 1910 Techny Road Northbrook, IL 60065 Type of Business: Maurice Sporting Goods, established in 1923, is a family-owned distributor of outdoor sporting goods specializing in fishing; marine; sports licensed products and souvenirs; outdoor gifts and decor; hunting; and camping and outdoor recreation. Collectively, the Debtors service over 15,000 store fronts across the United States, Canada, South America, and Europe. For the 12 months ending Sept. 30, 2017, the Debtors generated approximately $259.1 million in net sales on a consolidated basis. The Debtors have no cash on hand as of the Petition Date other than cash made available to them on a revolving basis under a prepetition loan facility. Web site: http://www.maurice.net/ Chapter 11 Petition Date: November 20, 2017 Debtor affiliates that simultaneously filed Chapter 11 petitions: Debtor Case No. ------ -------- Maurice Sporting Goods, Inc. 17-12481 Danielson Outdoors Company, Inc. 17-12482 South Bend Sporting Goods, Inc. 17-12483 Triple Crown Holdings, Inc. 17-12484 Matzuo America, Inc. 17-12485 Court: United States Bankruptcy Court District of Delaware (Delaware) Judge: Hon. Christopher S. Sontchi Debtors' Counsel: Robert S. Brady, Esq. Michael R. Nestor, Esq. Justin H. Rucki, Esq. Ashley E. Jacobs, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Tara C. Pakrouh (No. 6192) Rodney Square 1000 North King Street Wilmington, Delaware 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 E-mail: rbrady@ycst.com mnestor@ycst.com jrucki@ycst.com ajacobs@ycst.com tpakrouh@ycst.com Debtors' Restructuring Advisor: Patrick J. O'Malley DEVELOPMENT SPECIALISTS, INC. Debtors' Financial Advisor: SILVERMAN CONSULTING Debtors' Investment Banker: LIVINGSTONE PARTNERS LLC Debtors' Notice, Claims, Solicitation, and Balloting Agent: EPIQ BANKRUPTCY SOLUTIONS, LLC Web site: http://dm.epiq11.com/#/case/MAU Maurice Sporting Goods' Estimated Assets: $10 million to $50 million Maurice Sporting Goods' Estimated Liabilities: $100 million to $500 million Patrick J. O'Malley, chief restructuring officer, signed the petitions. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/deb17-12481.pdf Debtors' List of 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Rivers Edge Trade Debt $5,546,622 One Rivers Edge Court Saint Clair, MO 63077 Patrick Wrob Tel: 888-326-6200 Fax: 636-629-7557 First Source [Signet Products] Trade Debt $5,207,169 Block B, 10/F Eldex Industrial Building 21 Matauwai Road Hunghom, Kowloon, Hong Kong Yuan Huang Trade Debt $3,147,958 153 Chun Fu Lane Chun Tsu Village Siu Swei Changhua, Taiwan, IA 50405 D. Park Email: dpark@sunwoo-usa.com HKM International Ltd. Trade Debt $1,896,357 Room 301 Knutsford Commercial Bldg No. 4-5 Knutsford Terrace Tsim Shan Tsui Kowloon, Hong Kong Email: Hkmin@hkmin.com Normark Inc. Trade Debt $1,471,478 1350 Phillip Murrary Ave. Oshawa, Ontario CanadaL1J 6Z9 Don Nickson Tel: 905-571-3001 Fax: 905-433-0111 Shandong Weihai Trade Debt $1,456,890 HuanQiu Ft No 292 Shichang Road Waihai Shandong, China Fax: 1-1866-3152-51000 Email: Global.fishing@verizon.net Shimano/Innovative Trade Debt $9,911,180 Textiles 1 Holland Drive Irvine, CA 92618 Mike Spens Tel: 949-470-4176 Fax: 949-470-4179 Gary Yamamoto Trade Debt $967,174 Custom Baits PO Box 1000 Page, AZ 86040 Ron Colby/Terri Dean Tel: 800-792-2248 Fax: 928-645-9699 Thermacell Repellents, Inc. Trade Debt $929,321 26 Cosby Dr. Bedford, MA 1730 Brad Pratt/Kristina Hartjens Tel: 781-541-6900 Fax: 781-541-6007 Scott Plastics Trade Debt $898,464 2065 Henry Ave., West Sidney, BC V8L 5Z6 Craig Gebicki Tel: 800-214-0141 Fax: 250-656-8126 Pautzke Bait Co. Trade Debt $838,717 PO Box 36 800 Prospect St. Ellenburg, WA 98401 Chris Shaffer Tel: 818-406-5326 Fax: 800-408-3681 Z-Man Fishing Products Trade Debt $830,478 4100 Carolina Commerce Pkway Ladson, SC 29456 Glenn Young Tel: 843-377- 0759 Fax: 843-377-2800 Gamakatsu Trade Debt $814,058 PO Box 1797 Tacoma, WA 98401 John Burgi Tel: 253-922-8373 Fax: 800-223-9383 Panther Martin Trade Debt $813,959 19 North Columbia St. Port Jefferson, NY 11777 Cecil Hoge/Lori Michel Tel: 800-852-0925 Fax: 631-473-7398 Zoom Bait Co. Trade Debt $793,413 1581 Jennings Mill Road Bogart, GA 30622 Eddie Chambers/Glenda Spurlin Tel: 706-548-1008 Fax: 706-549-4920 Sheldons' Inc. Trade Debt $770,687 626 Center St. Antigo, WI 54409 Darryl Laurent Tel: 800-344-6331 Fax: 715-623-3001 Hard and Soft Fishing Inc. Trade Debt $747,026 c\o Uncle Josh Bait Company Fort Atkinson, WI 53538 Matt Bichanichi, Brenda, Carol Tel: 920-563-2491 Fax: 920-563-8622 Mahco Inc. Trade Debt $740,517 1202 Melissa Lane Bentonville, AR 72712 Email: lhaynie@mahco.net Pure Fishing US Trade Debt $736,750 7 Science Court Columbia, SC 29203 Cindy Bennett Tel: 803-451-3634 Fax: 803-754-7342 Pure Fishing Canada (Berkely) Trade Debt $721,649 131 Savannah Oaks Dr., Unit 1 Brantford, Ontario N3V 1E8 Cindy Bennett Tel: 803-451-3634 Fax: 803-754-7342 Great American Products Trade Debt $711,497 1661 S. Sequin Ave. New Braunfels, TX 78130 Andy Oyler Tel: 830-643-8020 Fax: 830-620-8430 Leland Lures Trade Debt $691,889 262 Fairview Road Searcy, AR 72143 Jeff Smith Tel: 501-268-0754 Fax: 501-279-0754 Blakemore Sales Corporation Trade Debt $681,986 PO Box 1177 Wetumpka, AL 36092 Colleen Gibbons Tel: 334-567-2011 Fax: 334-567-9788 AVW Inc. dba Max Professional Trade Debt $648,570 441 S State Rd 7, Suite 4 Margate, FL 33068 Neal Markus Tel: 800-655-1675 Fax: 954-972-3318 Email: neal_markus@max- professional.com Atlas-Mike's Salmon Eggs Trade Debt $610,034 PO Box 608 Fort Arkinson, WI 53538 Tom Vander Mause Tel: 920-563-2046 Fax: 920-563-7207 Aminco International Trade Debt $579,475 20571 Crescent Box Dr. Lake Forest, CA 92630 Edward Wu Tel: 510-507-2802 Fax: 949-457-3279 Gibbs-Delta Industries Canada Trade Debt $570,996 8014 Webster Road Delta, BC V4G 1G6 Syd Pallister Tel: 888-661-1984 x106 Fax: 606-940-9582 O. Mustad & Son Inc. Trade Debt $566,626 2315 N.W. 107 Ave. Doral, FL 33172 Tel: 305-925-9972 Fax: 305-925-9995 Orient Bag Trade Debt $540,505 Manufacturer Co Ltd. Chonghong West Rd. Quanzhou Economy Develop Zone Fujian Province, China 362005 Benson Li & Rick Li Rapala, USA Trade Debt $539,495 10395 Yellow Circle Dr., Minnetonka, MN 55343 Zack Swanson/Brady Bolin Tel: 952-939-4371 Fax: 952-933-0046s MCELLIOTTS TRUCKING: Hires Pepper & Nason as Local Counsel ---------------------------------------------------------- McElliotts Trucking, LLC, seeks authority from the U.S. Bankruptcy Court for the Southern District of West Virginia to employ Pepper & Nason, as local counsel to the Debtor. McElliotts Trucking requires Pepper & Nason to: a. give the Debtor's counsel legal advice with respect to its powers and duties as debtor-in-possession in the continued operation of its business and management of its property; b. inspect for filing on behalf of the Debtor as debtor-in- possession the necessary application, answers, orders, reports and other legal papers prepared and filed by counsel for the Debtor; and c. perform all other legal services as local counsel for the debtor-in-possession which may be necessary herein. Pepper & Nason will be paid at the hourly rate of $350. The firm will be paid a retainer in the amount of $5,000. It will also be reimbursed for reasonable out-of-pocket expenses incurred. William W. Pepper, a member of Pepper & Nason, 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. Pepper & Nason can be reached at: William W. Pepper, Esq. PEPPER & NASON 8 Hale Street Charleston, WV 25301 Tel: (340) 346-0361 About McElliotts Trucking, LLC McElliotts Trucking, LLC is a privately held company in Huntington, West Virginia engaged in the local trucking business. The Company had gross revenue of $1.03 million in 2016 and gross revenue of $1.29 million in 2015. McElliotts Trucking, LLC, based in Huntington, WV, filed a Chapter 11 petition (Bankr. S.D. W.Va. Case No. 17-30467) on October 16, 2017. The Hon. Frank W. Volk presides over the case. William W. Pepper, Esq., at Pepper & Nason, serves as bankruptcy counsel. In its petition, the Debtor estimated $474,372 in assets and $1 million in liabilities. The petition was signed by Danny McGowan, manager/member. MESA OIL: Unsecureds to Get 4% of Gross Revenue Over 5 Years ------------------------------------------------------------ Mesa Oil, Inc., filed with the U.S. Bankruptcy Court for the District of Colorado a disclosure statement to accompany its plan of reorganization dated Oct. 25, 2017. Under the plan, Class 9 general unsecured claimants will receive a pro-rata distribution equal to 4% of the Mesa Gross Revenue generated over the five year period commencing on the Effective Date of the Plan less the amount necessary to pay any Unclassified Priority Claimant who agrees to accept deferred payment of its claim. Commencing on the first full month following the Confirmation Date, Mesa will at the conclusion of each month, set aside in a segregated account, an amount equal to 4% of the preceding month's Gross Revenue. Each time three months payments have been set aside, Mesa will make any payment due to Unclassified Priority Claimants and then the Class 9 creditors will be paid on a pro-rata basis. Pursuant to the Plan, the Debtor will restructure its debts and obligations and Mesa will continue to operate in the ordinary course of business. Funding for the Plan will be from income derived from Mesa's ongoing operations. Lawrence Meers will continue as the President of Mesa. Mr. Meers is the founder of the Debtor and is responsible for oversight of the Debtor as well as its day to day operations. As the President the Debtor, Mr. Meers will receive a salary in the amount of $100,000 per year. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/cob-17-14004-184.pdf About Mesa Oil Headquartered in Commerce City, Colorado, Mesa Oil, Inc., doing business as Mesa Environmental -- http://www.mesaoil.com/-- collects and recycles used oil, and supplies burner fuel to the asphalt paving industry. It offers blended fuel oil, BTU value fuel, and specification fuel oil for asphalt hot mix plants. It serves customers in Montana, Wyoming, Utah, Colorado, Arizona, New Mexico, and Texas. Mesa Oil was founded in 1981. It is a fee owner of a land and building located at 20 Lucero Road, Belen, New Mexico 87002, valued at $1.02 million. Mesa Oil previously sought bankruptcy protection (Bankr. D. Colo. Case No. 10-33755) on Sept. 18, 2010. Mesa Oil filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 17-14004) on May 2, 2017, listing $2.93 million in total assets and $4.74 million in total liabilities. Lawrence Meers, president, signed the petition. Judge Elizabeth E. Brown presides over the case. Jeffrey S. Brinen, Esq., at Kutner Brinen, P.C., serves as the Debtor's counsel. MJM DEVELOPMENT: Hires Charmoy & Charmoy as Attorney ---------------------------------------------------- MJM Development, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Connecticut to employ Charmoy & Charmoy, as attorney to the Debtor. MJM Development requires Charmoy & Charmoy to: (a) give the Debtor legal advice with respect to its powers and duties as debtor-in-possession in the continued operation of its business; (b) prepare, on behalf of your applicant as debtor-in- possession, disclosure statement, answers, orders, reports, plan and other legal papers; and (c) perform all other legal services for your applicant as debtor-in-possession which may be necessary herein, including the preparation and filing of modified plans, if such are deemed necessary and proper, and to examine, advise and secure the necessary consent in and relating to any executory contracts, which may be material and important to the maintenance of this business, and it is necessary for your applicant as debtor-in-possession to employ an attorney for such professional services. Charmoy & Charmoy will be paid at these hourly rates: Sheila Charmoy $450 Scott Charmoy $375 Paralegals $110 Prior to the chapter 11 filing, the Debtor paid Charmoy & Charmoy a retainer of $12,500. The amount of $8,008 remains as a retainer being held by the firm after payment of legal fees and expenses incurred immediately prior to the filing of the chapter 11 case, and is being held in the firm's IOLTA account. Charmoy & Charmoy will also be reimbursed for reasonable out-of-pocket expenses incurred. Scott M. Charmoy, a partner of Charmoy & Charmoy, 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. Charmoy & Charmoy can be reached at: Scott M. Charmoy, Esq. CHARMOY & CHARMOY 1700 Post Road, Suite C-9 Fairfield, CT 06824 Tel: (203) 255-8100 About MJM Development, LLC MJM Development, LLC, based in Stamford, Connecticut, filed a Chapter 11 petition (Bankr. D. Conn. Case No. 17-51361) on November 7, 2017. The Hon. Julie A. Manning presides over the case. Scott M. Charmoy, Esq., at Charmoy & Charmoy, serves as bankruptcy counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Miguel A. Juarez, operating manager. MJM DEVELOPMENT: Taps Charmoy & Charmoy as Legal Counsel -------------------------------------------------------- MJM Development, LLC seeks approval from the U.S. Bankruptcy Court for the District of Connecticut to hire Charmoy & Charmoy as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist in the preparation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The firm's hourly rates are: Scott Charmoy $375 Sheila Charmoy $450 Paralegal $110 Scott Charmoy, Esq., disclosed in a court filing that he and other members of his firm are "disinterested persons" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Scott M. Charmoy, Esq. Charmoy & Charmoy 1700 Post Road, Suite C-9 P.O. Box 804 Fairfield, CT 06824 Tel: (203) 255-8100 Fax: 203-255-8101 Email: scottcharmoy@charmoy.com About MJM Development LLC MJM Development, LLC is a privately-held company in Stamford, Connecticut, engaged in real estate development. Its principal place of business is located at 165-171 Stillwater Avenue, 17 Stillwater Place, Lot 3 Stillwater Place Stamford, Connecticut. The Debtor previously sought bankruptcy protection (Bankr. D. Conn. Case No. 12-52118) on Nov. 27, 2012. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case No. 17-51361) on November 7, 2017. Miguel A. Juarez, its operating manager, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of $1 million to $10 million. Judge Julie A. Manning presides over the case. MOMENTIVE PERFORMANCE: Moody's to Continue Review on Caa1 Rating ---------------------------------------------------------------- Moody's Investors Service said that it will continue the review of Momentive Performance Materials Inc.'s (Caa1 under review for upgrade) ratings despite its decision to postpone its initial public offering, as the company has made significant changes to its operations that should allow it to further strengthen credit metrics in 2018. Momentive Performance Materials Inc. is one of the largest global producer of silicones and silicone derivatives. The company operates produces Silicones, which account for approximately 92% of revenues; and Quartz. For the last 12 months ending September 30, 2017, Momentive's revenues and Moody's-adjusted EBITDA were approximately $2.3 billion and $282 million, respectively. MORCENT IMPORT: Hires Buddy D. Ford as Counsel ---------------------------------------------- Morcent Import Export, Inc., dba True Back, seeks authority from the United States Bankruptcy Court for the Middle District of Florida in Tampa to employ Buddy D. Ford, P.A. as counsel. Services to be rendered by Buddy D. Ford P.A. are: a. analyze the financial situation and render advice and assistance to the Debtor in determining whether to file a Chapter 11 bankruptcy petition; b. advise the Debtor with regard to the powers and duties of the 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 Court; d. represent the Debtor at the Section 341 Creditor's meeting; e. give the Debtor legal advice with respect to its powers and duties as Debtor-in-Possession in the continued operation of its business and management of its property, if appropriate; f. advise the Debtor with respect to its responsibilities in complying with the United States Trustee's Operating guidelines and reporting requirements and with the rules of the Court; g. prepare necessary motions, pleadings, applications, answers, orders, complaints, and other legal papers and appear at hearings; 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 legal services for Debtor as Debtor-in-possession which may be necessary. The Firm's hourly rates are: Buddy D. Ford $425 Senior Associate $375 Junior associate $300 Paralegal $150 Junior Paralegal $100 The Firm can be reached at: Buddy D Ford, Esq. Buddy D. Ford, P.A. 9301 West Hillsborough Avenue Tampa, FL 33615-3008 Phone: 813-877-4669 Fax : 813-877-5543 Email: Buddy@TampaEsq.com About Morcent Import Export, Inc Morcent Import Export, Inc. dba True Back is a medical equipment manufacturer in Clearwater, Florida. Registered with the U.S. Food and Drug Administration and the European Union, True Back is a portable orthopedic traction device classified as a durable Class 1 medical device, bearing the CE mark, that relieves the body of daily stress, tension and discomfort. Morcent Import Export, Inc. filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-09399) on November 6, 2017. The petition was signed by Rodney D. Vincent, its president. The Debtor listed $36,225 in assets and $1,360,000 in total liabilities in its petition. MORNINGSTAR SENIOR: Fitch Affirms BB+ Rating on Ser. 2012 Bonds --------------------------------------------------------------- Fitch Ratings has affirmed the 'BB+' rating on the following bonds issued by the Northampton County Industrial Development Authority on behalf of Morningstar Senior Living (MSL): -- $27.0 million series 2012 The Rating Outlook remains Stable. SECURITY The bonds are secured by a pledge of gross revenues, a first mortgage lien, and a debt service reserve fund. KEY RATING DRIVERS INDEPENDENT LIVING UNIT (ILU) EXPANSION UNDERWAY: MSL began construction on a multi-phase ILU expansion project called Heritage Village that will initially add 48 ILUs on a 50-acre campus that is located about one mile away from its main campus in Upper Nazareth Township. The affirmation reflects Fitch's view that MSL can absorb the additional debt for Phase I and Phase II at the current rating level. $32 million of the construction costs are being funded by draw down construction loan. Phase I of the project will have 19 units which have all been presold. Phase II of the project will have 29 units. MSL expects to reach its pre-sale target of 70% for the Phase II units by June, with construction starting soon after that. STABLE OPERATING PROFILE: The affirmation at 'BB+' reflects a stable operating profile that is reflective of the 'BB+' rating. In fiscal 2017, MSL posted a 101.7% operating ratio and 18.1% net operating margin (NOM)-adjusted compared to 104.5% and 14.5% over the same time period in 2016. These figures were somewhat weaker than the below-investment grade (BIG) medians of 101.5% operating ratio and 19.8% NOM-adjusted. Offsetting factors include adequate pro forma 1.8x maximum annual debt service (MADS) coverage over the same period and expected improvement in cash flow as Heritage Village expansion ILUs begin to fill. ADEQUATE LIQUIDITY: The obligated group's (OG) $15.4 million in unrestricted cash and investments at Sept. 30, 2017 equated to an adequate 33.4% of pro forma permanent debt, 5.1x cushion ratio and 287 days cash on hand (DCOH), all of which are generally in line with Fitch's BIG medians of 34.2%, 4.4x and 283 respectively. MODERATE DEBT BURDEN: MSL's MADS equated to a manageable 12.4% of fiscal 2017 revenues, favorable to Fitch's BIG median of 17.1%. In addition, adjusted debt to capitalization of 66.2% was well below the 85.8% median. RATING SENSITIVITIES STABILITY IN PERFORMANCE: Fitch expects MSL's performance to remain stable, with adequate coverage of actual debt service. A trend of weaker operations and declining liquidity could negatively pressure the rating. Over the near term, MSL may proceed with a repositioning project at its main campus that may include additional debt. Given the preliminary of the plans, Fitch has not incorporated the effect of the projects into the rating. MUSCLEPHARM CORP: Interim Finance Chief Anton Quits --------------------------------------------------- Mr. Paul Anton, the vice president of finance, left MusclePharm Corporation on Sept. 15, 2017. Mr. Anton assumed the roles of principal financial officer and principal accounting officer from Mr. Doug West, who left the Company on July 21, 2017. Mr. Ryan Drexler, the Company's chief executive officer, president, and chairman of the Board has been appointed as the Company's principal financial officer and principal accounting officer until the vacancy can be filled, according to a Form 8-K report filed with the Securities and Exchange Commission. About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTCQB:MSLP) -- http://www.muslepharm.com/-- develops and manufactures a full line of National Science Foundation approved nutritional supplements that are 100 percent free of banned substances. MusclePharm is sold in over 120 countries and available in over 5,000 U.S. retail outlets, including GNC and Vitamin Shoppe. MusclePharm products are also sold in over 100 online stores, including bodybuilding.com, Amazon.com and Vitacost.com. MusclePharm reported a net loss of $3.47 million on $132.5 million of net revenue for the year ended Dec. 31, 2016, compared to a net loss of $51.85 million on $166.9 million of net revenue for the year ended Dec. 31, 2015. As of Sept. 30, 2017, MusclePharm had $30.11 million in total assets, $41.57 million in total liabilities and a total stockholders' deficit of $11.45 million. MUSCLEPHARM CORP: Reports $2.12 Million Net Loss for Third Quarter ------------------------------------------------------------------ MusclePharm Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $2.12 million on $24.39 million of net revenue for the three months ended Sept. 30, 2017, compared to a net loss of $1.44 million on $30.69 million of net revenue for the three months ended Sept. 30, 2016. For the nine months ended Sept. 30, 2017, the Company reported a net loss of $8.42 million on $76.59 million of net revenue compared to a net loss of $12.24 million on $106.47 million of net revenue for the same period a year ago. As of Sept. 30, 2017, MusclePharm had $30.11 million in total assets, $41.57 million in total liabilities and a total stockholders' deficit of $11.45 million. Management believes the restructuring plan completed during 2016, the continued goal in reducing ongoing operating costs and expense controls, and our recently implemented growth strategy, will enable the Company to ultimately be profitable. Management believes it has reduced its operating expenses sufficiently so that its ongoing source of revenue will be sufficient to cover expenses for the next twelve months, which management believes will allow the Company to continue as a going concern. The Company can give no assurances that this will occur. To manage cash flow, in January 2016, the Company entered into a secured borrowing arrangement, pursuant to which it has the ability to borrow up to $10.0 million subject to sufficient amounts of accounts receivable to secure the loan. This arrangement was extended on Oct. 25, 2016, March 22, 2017, and then again on Sept. 15, 2017 each time for an additional six months with similar terms. Under this arrangement, during the nine months ended Sept. 30, 2017, the Company received $22.4 million in cash and subsequently repaid $22.5 million, including fees and interest, on or prior to Sept. 30, 2017. As of Sept. 30, 2017, the Company had approximately $4.9 million in cash and a $3.8 million in working capital. According to the Form 10-Q, "The Company's ability to meet its total liabilities of $41.6 million as of September 30, 2017, and to continue as a going concern, is partially dependent on meeting our operating plans, and partially dependent on our Chairman of the Board, Chief Executive Officer and President, Ryan Drexler, either converting or extending the maturity of his note prior to or upon its maturity... [S]ubsequent to the end of the quarter, we entered into a refinancing transaction with Mr. Drexler to restructure all of the existing notes, which are now due on December 31, 2019. "Mr. Drexler has verbally both stated his intent and ability to put more capital into the business if necessary. However, Mr. Drexler is under no obligation to the Company to do so, and we can give no assurances that Mr. Drexler will be willing or able to do so at a future date and/or that he will not demand payment of his refinanced convertible note on December 31, 2019. "The Company's ability to continue as a going concern and raise capital for specific strategic initiatives will also be dependent on obtaining adequate capital to fund operating losses until it becomes profitable. The Company can give no assurances that any additional capital that it is able to obtain, if any, will be sufficient to meet its needs, or that any such financing will be obtainable on acceptable terms or at all. "If the Company is unable to obtain adequate capital or Mr. Drexler does not continue to extend or convert his note, it could be forced to cease operations or substantially curtail its commercial activities. These conditions, or significant unforeseen expenditures including the unfavorable settlement of its legal disputes, could raise substantial doubt as to the Company's ability to continue as a going concern." A full-text copy of the Form 10-Q is available for free at: https://is.gd/lSnhME About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTCQB:MSLP) -- http://www.muslepharm.com/-- develops and manufactures a full line of National Science Foundation approved nutritional supplements that are 100 percent free of banned substances. MusclePharm is sold in over 120 countries and available in over 5,000 U.S. retail outlets, including GNC and Vitamin Shoppe. MusclePharm products are also sold in over 100 online stores, including bodybuilding.com, Amazon.com and Vitacost.com. MusclePharm reported a net loss of $3.47 million on $132.5 million of net revenue for the year ended Dec. 31, 2016, compared to a net loss of $51.85 million on $166.9 million of net revenue for the year ended Dec. 31, 2015. NEOVASC INC: Will Offer $65 Million Common Shares & Senior Notes ---------------------------------------------------------------- Neovasc Inc. announced that it has priced an underwritten offering of 6,609,588 Series A units of Neovasc and 19,066,780 Series B units of the Company, at a price of US$1.46 per Unit for gross proceeds of approximately US$37.49 million, before deducting the underwriting discounts and commissions and other estimated offering expenses payable by Neovasc. The price of US$1.46 per Unit represents the market price (as defined in the TSX Company Manual) of Neovasc's common shares as of the date of Nov. 9, 2017. Assuming successful completion of the Transaction, the Company intends to use the net proceeds to fully fund the approximately US$42 million balance of the awards granted in the litigation with CardiAQ (after subtracting the US$70 million that the Company has paid into escrow), with remaining funds being used (i) to partially fund the ongoing Tiara clinical program; (ii) to support the completion of the TIARA-II study; and (iii) for general corporate purposes. Each Series A Unit is comprised of (i) one common share of the Company, (ii) one Series A common share purchase warrant of the Company, (iii) one Series B common share purchase warrant of the Company and (iv) 0.40 Series C warrant to purchase a unit comprised of one Common Share, one Series A Warrant and one Series B Warrant. Each Series B Unit is comprised of (i) either one Unit Share or one pre-funded Series D common share purchase warrant of the Company, (ii) one Series A Warrant, (iii) one Series B Warrant, (iv) 0.40 Series C Warrant, and (v) 1.1765 Series F common share purchase warrant of the Company. Each Series A Warrant will entitle the holder to purchase one Common Share at an exercise price of US$1.61 per Series A Warrant Share for a period of five years following issuance. Each Series B Warrant will entitle the holder to purchase one Common Share at an exercise price of US$1.61 per Series B Warrant Share for a period of two years following issuance. Each Series C Warrant will entitle the holder to purchase a Series C Unit comprised of a Common Share, a Series A Warrant and a Series B Warrant, at an exercise price of US$1.46 per Series C Unit for a period of two years following issuance. Each Series D Warrant will entitle the holder to purchase one Common Share at an exercise price of US$1.46 per Series D Warrant Share, all of which will be pre-funded except for a nominal exercise price of US$0.01 per Series D Warrant Share for a period of five years following issuance. Each Series F Warrant will entitle the holder to purchase one Common Share at an exercise price of US$1.61 per Series F Warrant Share for a period of two years following issuance. The Warrants are subject to adjustment, at any time prior to their expiry. The exercise price of the Series A Warrants, Series B Warrants and Series F Warrants are subject to full ratchet adjustment in certain circumstances. If a registration statement covering the issuance or resale of the Warrant Shares is not available for the issuance or resale of such Warrant Shares each Series A Warrant, Series B Warrant, Series D Warrant and Series F Warrant may be exercised on a "net" or "cashless" basis. Each Series B Warrant and Series F Warrant may be exercised on an Alternate Net Number basis. Concurrent with the Offering, the Company will be completing a brokered private placement for the sale of US$32,750,000 aggregate principal amount of senior secured convertible notes of the Company for gross proceeds of US$27,837,500 and Series E warrants to purchase one Common Share per Series E Warrant. The Notes will be issued with an original issue price of US$850 per US$1,000 principal amount of note. The Notes will have an 18-month term and carry an interest rate of 0.0% per annum (increasing to 15% upon an event of default) from the closing date of the Concurrent Private Placement. Interest on the Notes will commence accruing on the date of issue, will be computed on the basis of a 360-day year and twelve 30-day months and will be payable in cash on January 1, 2018 and on the first day of each calendar quarter thereafter up to, and including, the maturity date. The Series E Warrants will have the same terms and conditions as the Series A Warrants, as more fully described herein. Completion of the Offering and the Concurrent Private Placement (the "Transaction") are each conditional upon completion of the other. The Notes will be secured by a first priority security interest on all of Neovasc's assets. The Notes and Series E Warrants are subject to adjustment, at any time prior to their expiry. The Notes contain, among other things, provisions relating to future-priced conversion or exercise formula and full-ratchet anti-dilution and the Series E Warrants contain full-ratchet anti-dilution. If a registration statement covering the issuance or resale of the Warrant Shares is not available for the issuance or resale of such Warrant Shares each Series E Warrant may be exercised on a "net" or "cashless" basis. Canaccord Genuity Inc. is acting as the sole book-running manager for the Offering and as the sole placement agent for the Concurrent Private Placement. Neovasc and the Underwriter have entered into an underwriting agreement dated Nov. 9, 2017. The Units are being offered pursuant to a shelf registration statement (including a prospectus) previously filed with and declared effective by the Securities Exchange Commission on June 9, 2016 and the Company's existing Canadian short form base shelf prospectus dated June 9, 2016. The Units are being qualified for distribution from Canada by way of a prospectus supplement to the Company's short form base shelf prospectus. A prospectus supplement and accompanying base shelf prospectus relating to the Offering will be filed with the SEC and will be available for free on the SEC's website at www.sec.gov. Copies of the prospectus supplement and accompanying base shelf prospectus relating to the Offering may also be obtained by contacting Canaccord Genuity Inc., Attn: Equity Syndicate Department, 99 High Street, 12th Floor, Boston, Massachusetts 02110, by telephone at (617) 371-3900, or by email at prospectus@canaccordgenuity.com. The Units offered and sold pursuant to the Offering will only be offered and sold in the United States. Currently, Neovasc has 78,920,688 Common Shares issued and outstanding. Pursuant to the Transaction, Neovasc will issue up to an aggregate of 25,676,368 Common Shares or Series D Warrants (25,676,368 Common Shares representing approximately 32.5% of Neovasc's current issued and outstanding number of Common Shares), 25,676,368 Series A Warrants, 25,676,368 Series B Warrants, 10,273,972 Series C Warrants, and 22,431,506 Series F Warrants as well as the Notes and up to 22,431,506 Series E Warrants. If a registration statement covering the issuance or resale of the Warrant Shares is not available for the issuance or resale of such Warrant Shares, each Series A Warrant, Series B Warrant, Series D Warrants, Series F Warrant and Series E Warrant may be exercised on a "net" or "cashless" basis. The number of Common Shares issuable upon exercise using the "net" or "cashless" basis, also referred to as the "Net Number", is calculated using the following formula: Net Number = (A x B) - (A x C) D Where "A" equals the total number of Common Shares with respect to which the applicable Warrant is then being exercised. Where "B" equals the greater of (1) the quotient of * the sum of the VWAP of the Common Shares of each of the twenty (20) Trading Days (as defined in the applicable Warrant) ending at the close of business on the Nasdaq Capital Market immediately prior to the time of exercise as set forth in the applicable Exercise Notice (as defined in the applicable Warrant), divided by (y) 20 (the "VWAP Amount") and (2) as applicable: (i) the Closing Sale Price (as defined in the applicable Warrant) of the Common Shares on the Trading Day immediately preceding the date of the applicable Exercise Notice if such Exercise Notice is (A) both executed and delivered pursuant to the applicable Warrant on a day that is not a Trading Day or (B) both executed and delivered pursuant to the applicable Warrant on a Trading Day prior to the opening of "regular trading hours" (as defined in Rule 600(b)(64) of Regulation NMS promulgated under the federal securities laws) on such Trading Day, (ii) the Bid Price (as defined in the applicable Warrant) of the Common Shares as of the time of the holder's execution of the applicable Exercise Notice if such Exercise Notice is executed during "regular trading hours" on a Trading Day and is delivered within two hours thereafter pursuant to the applicable Warrant, or (iii) the Closing Sale Price (as defined in the applicable Warrant) of the Common Shares on the date of the applicable Exercise Notice if the date of such Exercise Notice Is a Trading Day and such Exercise Notice is both executed and delivered pursuant to the applicable Warrant after the close of "regular trading hours" on such Trading Day (the "Market Amount"). Where "C" equals the exercise price then in effect for the applicable Warrant Shares at the time of such exercise. And, where "D" equals the lesser of the VWAP Amount or the Market Amount. Series B Warrants and Series F Warrants may be exercised on an Alternate Net Number basis. The Alternate Net Number is equal to the product of (i) the quotient determined by dividing * the total number of Common Shares with respect to which the applicable Warrant is being exercised and (y) the maximum number of Warrant Shares (as adjusted for share splits, share dividends, share combinations, recapitalizations or other similar events) initially issuable upon a cash exercise of the applicable Warrant on the date of issuance and (ii) the quotient obtained by dividing (A) the difference obtained by subtracting * the lowest daily volume weighted average price during the ten trading days period ending on and including such exercise date (the "Market Price") from (y) the exercise price as of the subscription date (as adjusted for share splits, share dividends, share combinations, recapitalizations or other similar events) by (B) 85% of the Market Price. The Notes contain a future-priced conversion mechanism whereby nine months immediately following the issuances of the Notes, the conversion price will be adjusted to be the lower of * the then current conversion price and (y) the greater of (i) the amount in USD equal to the VWAP for the Common Shares on the Conversion Price Reset Date (or, if the Conversion Price Reset Date is not a trading day, the immediately following trading day) and (ii) US$0.50. The effect of the Alternate Net Number mechanism is that the number of Common Shares issuable increases as the Market Price falls. As an example, if the Market Price at the time of exercise is 95% of the applicable Exercise Price as of the subscription date, then, if the holders exercise all of the applicable Warrants for the Alternate Net Number a total of 3.615 million Common Shares will be issued. Further, if the Market Price at the time of exercise is 90% of the applicable Exercise Price as of the subscription date, then, if the holders exercise all of the applicable Warrants for the Alternate Net Number a total of 7.632 million Common Shares will be issued. The effect of the Note Conversion Mechanism and the Net Number and Alternate Net Number mechanisms described above is that the maximum number of Common Shares issuable by the Company pursuant to the Transaction is based on the future Market Price of the Common Shares. For illustration purposes, assuming no other changes to Neovasc's capitalization subsequent to completion of the Transaction, and taking into account the total number of Unit Shares issuable under the Offering and assuming full conversion of the Notes and exercise of the Warrants into Common Shares, if the Market Price of the Common Shares remained at US$1.46 per Common Share (being the closing price of the Common Shares on Nov. 9, 2017) on the date of exercise, the maximum number of Common Shares issuable pursuant to the Transaction would be 175.1 million, representing approximately 222% of Neovasc's current issued and outstanding number of Common Shares. If the Market Price of the Common Shares on the date of exercise reduces to a point lower than approximately 60% of the closing price of the Common Shares on Nov. 9, 2017, the Alternate Net Number mechanism may result in an increase in the number of Common Shares issuable and that number materially increases as the price reduces. If the Market Price of the Common Shares on the date of exercise were to reduce to US$0.20 per Common Share, approximately 13.7% of the closing price of the Common Shares on Nov. 9, 2017, within the first nine months after closing of the Transaction, then the maximum number of Common Shares issuable pursuant to the Transaction would be 599.6 million Common Shares, representing approximately 760% of Neovasc's current issued and outstanding number of Common Shares. If the Market Price of the Common Shares were to reduce to US$0.20 per Common Share after nine months from the date of closing the Transaction then the maximum number of Common Shares issuable pursuant to the Transaction will materially increase. Bio IP Ventures II LLC does not currently hold Common Shares of Neovasc. After giving effect to the Transaction, Bio IP will hold 10,355,108 Common Shares and 3,573,830 Common Shares represented by prefunded Series D Warrants (the aggregate of 13,928,938 Common Shares representing approximately 13.3% of the post-closing issued and outstanding Common Shares), 0 Series A Units, 13,928,938 Series B Units, US$23,925,000 aggregate principal amount of Notes, and 16,386,986 Series E Warrants. Pursuant to the Transaction, assuming full conversion of all Warrants and Note held by Bio IP, the maximum number of Common Shares issuable to Bio IP would be 107,668,071 Common Shares, representing approximately 136.4% of Neovasc's current issued and outstanding number of Common Shares. Frost Gamma Investments Trust is an insider of Neovasc, and the Transaction constitutes a related party transaction under Multilateral Instrument 61-101 -- Protection of Minority Securityholders in Special Investments ("MI 61-101"), as Frost currently holds 15,051,164 Common Shares representing 19.1% of the currently issued and outstanding Common Shares. After giving effect to the Transaction, Frost will hold 16,421,027 Common Shares (representing approximately 15.7% of the post-closing issued and outstanding Common Shares), 1,369,863 Series A Units, 0 Series B Units, US$0 aggregate principal amount of Notes, and 0 Series E Warrants. Pursuant to the Transaction, assuming full conversion of all Warrants and Note held by Frost, the maximum number of Common Shares issuable to Frost would be 5,753,973 Common Shares, representing approximately 7.3% of Neovasc's current issued and outstanding number of Common Shares. Following the Transaction, Boston Scientific Corp. will hold 11,817,000 Common Shares, representing 11.3% of the post-closing issued and outstanding Common Shares and no Series A Units, Series B Units, Notes, and Series E Warrants. Financial Hardship Exemption The proposed issuance of the Units, Notes and Warrants will result in the number of Common Shares issued and made issuable under the Transaction being greater than 25% of the Corporation's issued and outstanding Common Shares, the exercise price of the Warrants is less than the market price of the Common Shares, and the Bio IP's potential investment and subsequent exercise of warrants could result in the Bio IP holding greater than 20% of Neovasc's issued and outstanding Common Shares thereby materially affecting control of the Corporation pursuant to the TSX Company Manual. Neovasc would ordinarily be required to obtain shareholder approval pursuant to the applicable policies of the TSX. However, the Corporation has applied to the TSX, pursuant to the provisions of Section 604(e) of the Manual, for a "financial hardship" exemption from the requirement to obtain shareholder approval, on the basis that the Corporation is in serious financial difficulty and the Transaction is designed to address these financial difficulties in a timely manner. The Corporation's decision to rely on the financial hardship exemption in the Manual was made upon the recommendation of a committee of directors of Neovasc, who are independent of management, free from any interest in the Transaction and unrelated to the parties involved in the Transaction. The Committee has considered and reviewed all of the circumstances currently surrounding the Corporation and the Transaction including: (i) the Corporation's current financial difficulties and immediate capital requirements; (ii) the lack of alternate financing arrangements available; and (iii) the fact that the Transaction is the only viable financing option at the present time; among other factors. Based on its analysis, the Committee concluded that: (i) Neovasc is in serious financial difficulty; (ii) the Transaction is designed to improve Neovasc's financial situation; (iii) the Transaction offers the only practical and timely financing solution to meet the needs of Neovasc; and (iv) the terms of the Transaction are reasonable for Neovasc in the circumstances. As such, the Committee unanimously voted to: (i) proceed with the Transaction, and (ii) given the immediate need for a capital infusion, apply for the financial hardship exemption. There can be no assurance that the TSX will accept the application for the use of the financial hardship exemption from the requirement to obtain shareholder approval for the Transaction. Assuming TSX approval for the Offering, Concurrent Private Placement and the financial hardship application is obtained, it is anticipated that the Transaction will be completed on Nov. 17, 2017. The Company is also relying on the formal valuation exemption in section 5.5 of MI 61-101 and the minority approval exemption in section 5.7 of MI 61-101 by virtue of the "financial hardship" exemptions contained in Section 5.5(g) and 5.7(e) of MI 61-101. Other Matters Our officers, directors and certain of our shareholders have agreed that, subject to certain exceptions, for a period of 180 days from the date of the Underwriting Agreement, they will not, without the prior written consent of the Underwriter, directly or indirectly, issue, offer, pledge, sell, agree to issue, offer pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lead or otherwise transfer or dispose of any of our Common Shares or any securities convertible into or exchangeable for our Common Shares, or make any public announcement of any of the foregoing, or otherwise enter into any swap, derivative or other transaction or arrangement that transfers to another, in whole or in part, any economic consequence of ownership of any of our Common Shares or any securities convertible into or exchangeable for our Common Shares. Frost will not be entering into such lock-up agreements on 2,300,000 of its Common Shares or any securities it purchases pursuant to the Offering or Concurrent Private Placement. The TSX has confirmed to the Corporation that, as a result of reliance on the financial hardship exemption from the requirement to obtain shareholder approval, the Corporation will be placed under remedial delisting review. Delisting review is customary practice under TSX policies when a listed company requests relief in reliance on this exemption. Although the Corporation believes that it will be in compliance with all continued listing requirements of the TSX following completion of the Transaction and upon conclusion of a delisting review, no assurance can be provided as to the outcome of that review and therefore the Corporation may become subject to delisting from the TSX. The Company did not file a material change report at least 21 days prior to the anticipated date of completion of the Transaction due to the Company's determination that it is in the best interests of the Company to avail itself of the proceeds and complete the Transaction in an expeditious manner. In addition to the above, closing of the offering will be subject to customary closing conditions, including listing of the Common Shares on the TSX and NASDAQ and any required approvals of each exchange. A full-text copy of the press release is available at: https://is.gd/PyUtNZ A full-text copy of the prospectus dated Nov. 9, 2017, is available for free at https://is.gd/Xt0T3w About Neovasc Inc. Neovasc Inc. -- http://www.neovasc.com/-- is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular marketplace. The Company's products include the Neovasc Reducer, for the treatment of refractory angina which is not currently available in the United States and has been available in Europe since 2015 and the Tiara, for the transcatheter treatment of mitral valve disease, which is currently under investigation in the United States, Canada and Europe. The Company also sells a line of advanced biological tissue products that are used as key components in third-party medical products including transcatheter heart valves. Neovasc reported a loss of US$86.49 million for the year ended Dec. 31, 2016, following a loss of US$26.73 million for the year ended Dec. 31, 2015. As of June 30, 2017, Neovasc had US$86.87 million in total assets, US$114.40 million in total liabilities and a total deficit of US$27.52 million. Grant Thornton LLP, in Vancouver, Canada, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, emphasizing that the Company was named in a litigation and that the court awarded $112 million in damages against it. This condition, along with other matters, indicate the existence of a material uncertainty that may cast significant doubt about the Company's ability to continue as a going concern, the auditors said. NILE SWIM CLUB: Seeks Approval of Disclosure Statement ------------------------------------------------------ The Nile Swim Club of Yeadon, Inc., filed a motion asking the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to approve its disclosure statement related to its proposed plan of reorganization dated July 7, 2017. The Debtor also asks the Court to fix the last day for the acceptance or rejection of the Plan and the filing of objections to said Plan and to fix a date for a hearing for confirmation of the proposed Plan. Under the plan, the Debtor intends to reorganize by selling one of its three properties to satisfy a portion of its debt and lower its future tax liability and completely satisfy its debt by making installment payments until its debt to all creditors is paid. The Debtor will use its current monthly income to make monthly payments over a period of time to complete the plan. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/paeb16-16514-91.pdf About The Nile Swim Club of Yeadon The Nile Swim Club of Yeadon, Inc. is a non-profit swim club that provides swimming facilities for its members, their guests, members of the Yeadon borough community and the general public. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 16-16514) on September 14, 2016. Gwendolyn Brown, president, signed the petition. At the time of the filing, the Debtor estimated assets and liabilities of less than $500,000. NNN 400 CAPITOL: Taps Dilks Law Firm as Special Counsel ------------------------------------------------------- NNN 400 Capitol Center 16, LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Dilks Law Firm as special counsel. The firm will represent NNN 400 and its affiliates in a case filed against them by Colliers Arkansas, Inc. (Case No. 60CV-17-5292) in the Circuit Court of Pulaski County, Arkansas. The firm's hourly rates are: Lyndsey Dilks Attorney $295 Matthew Flemister Associate Attorney $175 Lauren Sparks Paralegal $75 Lyndsey Dilks, Esq., disclosed in a court filing that the firm has no connection with the Debtors, their creditors or any other "party-in-interest" in their bankruptcy cases. The firm can be reached through: Lyndsey D. Dilks, Esq. Dilks Law Firm P.O. Box 34157 1301 Scott Street Little Rock, AR 72202 About NNN 400 Capitol Center 16 NNN 400 Capitol Center 16, LLC and 23 of its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 16-12728) on December 9, 2016. The petitions were signed by Charles D. Laird & Peggy Laird on behalf of Charles D. Laird and Peggy Laird Revocable Trust dated April 21, 1999, member. On June 5, 2017, NNN 400 Capitol Center, LLC and seven other affiliates of NNN 400 Capitol Center 16 filed Chapter 11 petitions. The cases are jointly administered under Case No. 16-12728. The cases are assigned to Judge Kevin Gross. Whiteford, Taylor & Preston, LLC is the Debtors' bankruptcy counsel while Rubin and Rubin, P.A. serves as their special counsel. At the time of filing, NNN 400 Capitol Center 16, NNN 400 Capitol Center 10 and NNN 400 Capitol Center 11 estimated both assets and liabilities at $10 million to $50 million each. NORTH CAROLINA TOBACCO: Trustee Taps Financial Consultant --------------------------------------------------------- John A. Northen, the Chapter 11 Trustee of North Carolina Tobacco International, LLC, seeks authority from the U.S. Bankruptcy Court for the Middle District of North Carolina to employ GreerWalker LLP, as financial consultant to the Debtor. The Trustee requires GreerWalker to: a. provide the Trustee with assistance and advice in connection with the forensic and financial investigation of transactions that occurred prior to the Petition Date; and b. provide other specialized services as may be requested by the Trustee in the furtherance of the administration of the case. GreerWalker will be paid at the hourly rates of $400 to $425. GreerWalker is owed $12,178 in pre-petition fees and expenses. GreerWalker agreed to reduce its pre-petition fees to $5,000. GreerWalker will also be reimbursed for reasonable out-of-pocket expenses incurred. William A. Barbee, partner of GreerWalker, 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. GreerWalker can be reached at: William A. Barbee GREERWALKER, LLP 227 W. Trade St., Suite 1100 Charlotte, NC 28202 Tel: (704) 377-0239 About North Carolina Tobacco International, LLC North Carolina Tobacco International, LLC, filed a Chapter 11 voluntary petition (Bankr. M.D.N.C. Case No. 17-51077) on Oct. 10, 2017, and was represented by Richard Steele Wright, Esq., at Moon Wright & Houston, PLLC. On Oct. 20, 2017, the Court appointed John A. Northen as Chapter 11 trustee for the Debtor. The Trustee taps GreerWalker LLP, as financial consultant. OAK CLIFF DENTAL: Taps Metcalf Adair as Special Counsel ------------------------------------------------------- Oak Cliff Dental Center, PLLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Metcalf Adair Law Firm, PLLC as its special counsel. The firm will assist the Debtor in preparing the necessary documents to effect the sale of its dental practice. The firm's hourly rates for its attorneys are: Lance Metcalf $350 Louis Cole $350 Ryan Adair $295 Aron Phillips $195 Legal assistants charge an hourly fee of $125. Lance Metcalf, Esq., disclosed in a court filing that his firm has not represented any creditor in the Debtor's bankruptcy case. The firm can be reached through: Lance Metcalf, Esq. Metcalf Adair Law Firm, PLLC 566 N. Kimball Avenue, Suite 140 Southlake, TX 76092 About Oak Cliff Dental Center Oak Cliff Dental Center, PLLC, operates a single office dental practice at 820 N. Zang Blvd., Suite 110, Dallas Texas. The dental center has operated continuously since April 1, 2014. Its sole member and equity holder is Angela L. Jones, DDS. Separately Dr. Jones filed a personal Chapter 13 bankruptcy under Case No. 17-33489. Oak Cliff Dental Center, PLLC, filed for chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 17-33780) on Oct. 4, 2017, and is represented by Robert M. Nicoud, Jr., Esq., of Olson, Nicoud & Gueck, LLP. OMINTO INC: Amends First Quarter 2016 Form 10-Q Report ------------------------------------------------------ Ominto, Inc., filed an amendment No. 1 to its quarterly report on Form 10-Q for the period ended Dec. 31, 2016, as originally filed with the Securities and Exchange Commission on Feb. 14, 2017, to restate its unaudited condensed consolidated financial statements and related footnote disclosures at Dec. 31, 2016 and for the three months ended Dec. 31, 2016. The restatement has arisen in connection with the Company's acquisition of its VIE, Lani Pixels on Dec. 13, 2016. In connection with the Company's acquisition of its VIE, Lani Pixels on Dec. 13, 2016, the Company issued 1,285,714 shares of its common stock valued at $5,142,856 to Lani Pixels as consideration but did not report the shares as Treasury stock with a corresponding decrease to Goodwill that was recorded in the transaction. Total goodwill recorded in the acquisition of the Company's VIE, was not pushed down to Lani Pixels which resulted in a decrease in Accumulated Other Comprehensive Income of $115,225. The previously reported purchase price of $10,281,284 underwent a change and the adjusted purchase price is $5,075,428 representing a decrease of $5,142,856 due to treasury stock. The net cash inflow arising out of the said purchase also underwent a change from $25,251 as previously reported to $683,401 representing an increase of $658,150. The Company's restated balance sheet as of Dec. 31, 2016, showed $58.64 million in total assets, $44.01 million in total liabilities and $14.62 million in total equity. A full-text copy of the Form 10-Q/A is available for free at: https://is.gd/HaSDhH About Ominto, Inc. Ominto, Inc. -- http://inc.ominto.com/-- is a global e-commerce company and pioneer of online Cash Back shopping, delivering value-based shopping and travel deals through its primary shopping platform and affiliated Partner Program websites. At DubLi.com or at Partner sites powered by Ominto.com, consumers shop at their favorite stores, save with the best coupons and deals, and earn Cash Back with each purchase. The Ominto.com platform features thousands of brand name stores and industry-leading travel companies from around the world, providing Cash Back savings to consumers in more than 120 countries. Ominto's Partner Programs offer a white label version of the Ominto.com shopping and travel platform to businesses and non-profits, providing them with a professional, reliable web presence that builds brand loyalty with their members, customers or constituents while earning commission for the organization and Cash Back for shoppers on each transaction. Ominto reported a net loss of $10.30 million for the year ended Sept. 30, 2016, and a net loss of $11.69 million for the year ended Sept. 30, 2015. As of March 31, 2017, Ominto had $68.62 million in total assets, $48.03 million in total liabilities and $20.58 million in total stockholders' equity. OSAGE WATER: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------- An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Osage Water Company as of November 17, according to a court docket. 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., served 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. Jill Olsen was appointed Chapter 11 trustee for the Debtor. The trustee hired Spencer Fane LLP as special counsel, and Lake of the Ozarks Water and Sewer as operations manager. PINPOINT WAREHOUSING: Committee Hires Hull & Chandler as Counsel ---------------------------------------------------------------- The Official Committee of Unsecured Creditors of Pinpoint Warehousing, LLC, seeks authorization from the U.S. Bankruptcy Court for the Western District of North Carolina to retain Hull & Chandler, P.A., as counsel to the Committee. The Committee requires Hull & Chandler to: (a) provide legal advice as necessary with respect to the Committee's powers and duties as an official committee appointed under section 1102 of the Bankruptcy Code; (b) assist the Committee in investigating the acts, conduct, assets, liabilities, and financial condition of the Debtor, the operation of the Debtor's business, potential claims and any other matters relevant to this bankruptcy case; (c) participate in any process regarding the sale of estate assets or the negotiation and confirmation of a plan of reorganization; (d) prepare, on behalf of the Committee, applications, objections, motions, complaints, answers, orders, agreements and other legal papers; (e) appear in court to present motions, applications, objections and pleadings, and otherwise protecting the interests of those represented by the Committee; and (f) perform such other legal services as may be required and that are in the interests of those represented by the Committee. Hull & Chandler will be paid at these hourly rates: Attorneys $225-$425 Paralegals $100 Hull & Chandler will also be reimbursed for reasonable out-of-pocket expenses incurred. Felton E. Parrish, a partner of Hull & Chandler, 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 (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. Hull & Chandler can be reached at: Felton E. Parrish, Esq. HULL & CHANDLER, P.A. 1001 Morehead Square Drive, Suite 450 Charlotte, NC 28203 Tel: (704) 375-8488 Fax: (704) 375-8487 E-mail: fparrish@lawyercarolina.com About Pinpoint Warehousing, LLC Pinpoint Warehousing, LLC, f/k/a Pinpoint Warehousing, Inc. --http://goppw.com-- is a privately held full-service warehousing company based in Charlotte, North Carolina. With over 30 years of experience, the Debtor provides streamlined warehousing, contract packaging, distribution, and order fulfillment processes to a wide variety of businesses across multiple industries. Serving Fortune 500, mid-sized, and start up companies, Pinpoint Warehousing offers total warehousing packages as well as individual services. Pinpoint Warehousing filed for Chapter 11 bankruptcy protection (Bankr. W.D.N.C. Case No. 17-31701) on Oct. 17, 2017, estimating its assets at up to $50,000 and liabilities at between $1 million and $10 million. The petition was signed by Harvey Gantt, president and CEO. Judge Laura T. Beyer presides over the case. Richard S. Wright, Esq., at Moon Wright & Houston, PLLC, serves as the Debtor's bankruptcy counsel. The Hon. Laura T. Beyer of the U.S. Bankruptcy Court for the Western District of North Carolina has entered an order appointing four creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Pinpoint Warehousing, LLC. The Committee hires Hull & Chandler, P.A., as counsel. PIONEER HEALTH: Proposes Dec. 11 Auction of All Assets ------------------------------------------------------ Pioneer Health Services, Inc., asks the U.S. Bankruptcy Court for the Southern District of Mississippi to authorize the sale of substantially all assets outside the ordinary course of business to Lackey Healthcare Management, LLC, for $150,000 plus the Deferred Payment, plus Cure Costs associated with the Sellers's assumption and assignment of such Management Contracts to the Purchaser, plus $8,000 Trustmark Payment, plus the assumption of the Assumed Liabilities. The Debtor is the owner of all the subsidiaries that have filed bankruptcy and owner of various non-bankrupt entities. It is also the management company for all operating entities. In addition, it provides consulting, billing and collection services to non-affiliated third parties. SOLIC Capital Advisors, upon being retained as financial advisor on July 1, 2016, began compiling an electronic data room for the Debtor containing historical operating, financial, legal and regulatory facility related information. SOLIC granted data room access to a number of parties expressing initial interest in acquiring the Debtor. SOLIC has received numerous expressions of interest, a letter of intent and it has conducted extensive negotiations and discussions with various interested parties for the sale of the Debtor. SOLIC received an asset purchase agreement for the purchase of the Debtor from Lackey dated as of Aug. 14, 2017, and amended and restated as of Oct. 10, 2017. Additionally, disclosure schedules, as amended, related to the transaction were also prepared by the Debtor and Lackey. Lackey offers the aggregate consideration of $150,000 plus the Deferred Payment, plus Cure Costs associated with the Sellers's assumption and assignment of such Management Contracts to the Purchaser, plus $8,000 Trustmark Payment, plus the assumption of the Assumed Liabilities. The Purchaser has deposited with the law offices of Craig M. Geno, PLLC, in its capacity as escrow agent pursuant to that certain Escrow Agreement, dated as of Aug. 14, 2017, by and among the Purchaser, the Seller and the Escrow Agent an amount equal to $15,000. At this time, the Lackey proposal represents the highest and bed bid received, with the Movant and Lackey in mutual agreement on the terms of the attached asset purchase agreement. The Lackey proposal represents the best opportunities for this entity to continue to operate and to preserve its going concern value, to retain employment of as many employees as possible and to generate the greatest return to creditors and parties in interest. As required by the Lackey agreement, the Debtor filed, prosecuted and obtained approval of its Bid Procedures Motion asking approval of Lackey as a stalking horse, approving bidding procedures, scheduling an auction and sales hearings and related matters. The Court entered an Order on Nov. 16, 2017 granting the Bid Procedures Motion. The Bid Procedures Order schedules the Motion for hearing on Dec. 11, 2017 at 1:30 p.m., schedules an auction of the assets of the Debtor, and establishes certain deadlines for the filing of overbids, sale objections and related matters. The auction of assets is scheduled for Dec. 11 2017 at 10:30 a.m. The Bid Procedures Order not only approves and establishes bid procedures in connection with the sale of the assets of the Debtor, it also establishes Lackey as the "Stalking Horse Bidder" in connection with the transaction that is contemplated by and between the Debtor and Lackey. The APA not only establishes the terms and conditions of the contemplated sale from the Debtor to Lackey, it will be used as the template APA for any other interested purchasers or bidders who elect to make a bid for the Assets. All interested bidders who desire to extend an offer for the assets, will be afforded that opportunity by submitting a Qualified Bid for the assets by the Bid Deadline of Nov. 17, 2017 at 5:00 p.m. (CT). The Bid Procedures Order describes the form of bids, and approves the selection of Lackey as a Stalking Horse Bidder. As part of the Motion, and consistent with the Bid Procedures Order, the Debtor will also ask authority to assume and assign certain contracts and leases to the ultimate purchaser. Further, as soon as practicable, and in no event later than the Bid Deadline, all Qualified Bidders will designate those contracts and leases as to which any bidder desires that the Debtor assume, and then assign, or assign, to the ultimately successful purchaser. Objections to any such motions to assume and assign are due by Dec. 8, 2017 and will be heard and considered by the Court at the Sale Hearing on Dec. 11, 2017. Accordingly, in the event there are contracts and/or leases that are designated, Debtor will immediately prepare and file, by Nov. 17, 2017, a Motion to Assume and Assign Assumed Contracts or Assumed Leases. Any amounts necessary to cure any existing defaults in connection with any contracts or leases will be paid by in accordance with the APA. The Debtor further submits that it is appropriate to sell the Assets and to assign the contracts and leases free and clear of (i) any Permitted Encumbrances or (ii) any permitted Liens, with any such Liens attached to the net sale proceeds of the Assets, as and to the extent applicable. The Debtor has determined that a public auction of the Assets will enable the Debtor to obtain the highest or otherwise best offer in a sale of its Assets at this time and is in the best interests of the Debtor, its estate, and its creditors. The purchaser of the Assets is not liable for any of the Debtor's liabilities as a successor or otherwise, unless the purchaser expressly assumes such liabilities as provided for in the APA. Extensive case law exists providing that claims against the wimring bidder are directed to the proceeds of a free and clear sale of property and may not subsequently be asserted against a buyer. A prompt sale of the Assets will likely enable the Debtor to realize good value for the Assets. It believes that the terms and conditions set forth in the Motion, and in the Bid Procedures Order, are fair and equitable to all interested purchasers and the Debtor, and thus reflect a transaction that will ultimately result in a successful sale of the Debtor’s Assets. It believes that any material delay in consummating the proposed sale of the Assets will result in a reduction in the value of the Debtor's Assets. Accordingly, the Debtor asks that upon a hearing thereof, the Court will enter its Order granting the Motion and authorizing its representative to execute such instruments of transfer as commercially reasonable and necessary to consummate and effectuate the contemplated transaction thereunder. A copy of the APA and the Bidding Procedures Order attached to the Motion is available for free at: http://bankrupt.com/misc/Pioneer_Health_2554_Sales.pdf The Purchaser: Sydney Sawyer LACKEY HEALTH CARE MANAGEMENT, LLC 330 N. Broad Street Forest, MS 39074 The Purchaser is represented by: R. Andrew Taggart, Jr., Esq. TAGGART, RIMES & GRAHAM, PLLC 1022 Highland Colony Parkway Suite 101 Ridgeland, MS 39157 About Pioneer Health Services Pioneer Health Services, Inc., provides healthcare services to rural communities, and own and manage rural critical access hospitals. Pioneer Health Services and its debtor-affiliates, including Medicomp Inc., filed Chapter 11 bankruptcy petitions (Bankr. S.D. Miss. Lead Case No. 16-01119) on March 30, 2016. Pioneer Health Services of Early County, LLC, commenced a Chapter 11 case on April 8, 2016. The cases are administratively consolidated. Joseph S. McNulty III, its president, signed the petitions. Judge Hon. Neil P. Olack presides over the Debtors' cases. The Law Offices of Craig M. Geno PLLC serves as the Debtors' counsel. Mintz Levin Cohn Ferris Glovsky and Popeo, P.C., is acting as special counsel to the Debtor. Pioneer Health Services estimated $10 million to $50 million in assets and liabilities. Henry Hobbs, Jr., acting U.S. trustee for Region 5, on April 19, 2017, appointed three creditors of Pioneer Health Services to serve on an official committee of unsecured creditors. The Committee retained Arnall Golden Gregory LLP as counsel, and GlassRatner Advisory & Capital Group LLC as financial advisor. PIONEER HEALTH: Sale of King Property to CMP for $1.9M Approved --------------------------------------------------------------- Judge Neil P. Olack of the U.S. Bankruptcy Court for the Southern District of Mississippi authorized Pioneer Health Services, Inc.'s sale of medical office building located at 167 Moore Road, King, North Carolina to ("Stokes MOB") to Coastal Medical Properties, LLC ("CMP") for $1,900,000. Michael Bennett of MRXE Capital Markets, on behalf of the Stokes Debtor, conducted the auction of the sale of the Stokes MOB on Nov. 7, 2017 at 10:30 a.m. When the Auction was closed, CMP's cash bid of $1,900,000 was the highest and best bid for the purchase of the Stokes MOB. The response of the United States Trustee is resolved by the following: (i) any proceeds from the sale of the MOB will be placed in a segregated, UST authorized debtor-in-possession account, and will not be disbursed until further order of the Court. Any new DIP account will be subject to the UST's Chapter 11 Operating Guidelines and Reporting Requirements; and the (ii) the Stokes Debtor will file on the Court docket a Report of Sale including a copy of the final settlement statement, within seven days following the closing of the sale of the Stokes MOB. The limited objection of Leasing Innovations is resolved by the following: none of the Debtor's or Stokes Debtor's equipment or other property that is Leasing Innovations' collateral will be conveyed to CMP. The precautionary objection of Amur Equipment Finance, Inc., formerly known as Axis Capital, Inc., is resolved by the following: (i) none of the Stokes Debtor's equipment or other property that is Amur's collateral will be conveyed to CMP; (ii) the Debtor will not sell any of the property subject to any lease between the Debtor and Amur to CMP; and (iii) the Debtor will not assume and assign any lease between the Debtor and Amur to CMP. The response of 167 Moore is resolved by the following: 167 Moore's participation in the Auction and its opportunity to participate in the hearing on the Motion. It is appropriate to sell the Stokes MOB free and clear of (i) any permitted encumbrances, or (ii) any permitted liens, with any such liens attaching to the net sale proceeds of the Stokes MOB, with the same extent, validity, and priority that existed as of the Petition Date. The Stokes Debtor will be authorized and is directed to pay at the closing any necessary closing costs and other prorations and costs in accordance with the terms of the Sale Agreement, including without limitation the real property taxes due on the Stokes MOB. The Stokes Debtor will seek, by separate application, authority to pay the commission due to MRXE. Additionally, CONA has consented to and the Court approves the surcharge of its collateral in an amount up to $1,500 to reimburse Michael Bermett's travel expenses to attend the sale hearing and Auction held on Nov. 7, 2017. The Sale Agreement will be deemed amended to: (i) revise the purchase price of the Stokes MOB to $1,900,000, (ii) to remove the Stokes Debtor's obligations to assume and assign/transfer any unexpired leases and executory contracts related to the Stokes MOB to CMP at closing, and (iii) provide that the CMP Deposits are nonrefundable to CMP, except as otherwise expressly provided in the Sale Agreement. The Stokes Debtor and CMP are authorized to enter into an amendment of the Sale Agreement consistent with the amendments described. The date for closing the sale transaction contemplated by the Sale Agreement and the Order will be Nov. 21, 2017 or such later date as the Stokes Debtor and CMP may agree. The Debtor will withdraw the Assumption and Assignment Motions prior to the Nov. 21, 2017 hearing date; however, the Debtor and/or the Stokes Debtor are authorized (and the Debtor and the Stokes Debtor have agreed at the request of CMP) to file a motion seeking the Court's approval for the assumption and assignment of all unexpired leases of the Stokes MOB property to CMP following the Closing Date. Additionally, the Debtor and/or the Stokes Debtor are authorized to seek consent from the existing tenants of the Stokes MOB to the assumption and assignment of the Stokes MOB Leases to CMP. Nothing in the order will authorize, or will be deemed to authorize, the assumption or assignment of the Stokes MOB Leases. Following the closing of the sale of the Stokes MOB, the Debtor and/or the Stokes Debtor, in their discretion, are authorized to seek the assumption or rejection of any service agreements related to the Stokes MOB to which they are a party. Rents collected by the Debtor from tenants of the Stokes MOB prior to the Closing Date will be prorated between the Debtor and CMP as provided in Section 10(a) of the Sale Agreement. Following the closing of the sale of the Stokes MOB to CMP, all rents payable under the Stokes MOB Leases will be paid to CMP. Pursuant to Section 10(a) of the Sale Agreement, if any rents payable under the Stokes MOB Leases are paid to the Debtor or the Stokes Debtor after the Closing Date, the Debtor and/or the Stokes Debtor will promptly remit that portion of such rents to which CMP is entitled to CMP. About Pioneer Health Services Pioneer Health Services, Inc., provide healthcare services to rural communities, and own and manage rural critical access hospitals. Pioneer Health Services and its debtor-affiliates, including Medicomp Inc., filed Chapter 11 bankruptcy petitions (Bankr. S.D. Miss. Lead Case No. 16-01119) on March 30, 2016. Pioneer Health Services of Early County, LLC, commenced a Chapter 11 case on April 8, 2016. The cases are administratively consolidated. Joseph S. McNulty III, its president, signed the petitions. Judge Hon. Neil P. Olack presides over the Debtors' cases. The Law Offices of Craig M. Geno PLLC serves as the Debtors' counsel. Mintz Levin Cohn Ferris Glovsky and Popeo, P.C., is acting as special counsel to the Debtor. Pioneer Health Services estimated $10 million to $50 million in assets and liabilities. Henry Hobbs, Jr., acting U.S. trustee for Region 5, on April 19, 2017, appointed three creditors of Pioneer Health Services to serve on the official committee of unsecured creditors. The Committee retained Arnall Golden Gregory LLP as counsel, and GlassRatner Advisory & Capital Group LLC as financial advisor. PIONEER NURSERY: Committee Hires Klein DeNatale as Attorney ----------------------------------------------------------- The Official Committee of Unsecured Creditors of Pioneer Nursery, LLC, seeks authorization from the U.S. Bankruptcy Court for the Eastern District of California to retain Klein DeNatale Goldner Cooper Rosenlieb & Kimball, LLP, as attorney to the Committee. The Committee requires Klein DeNatale to advise the Committee regarding confirmation of a Plan of Reorganization, prosecution of adversary proceedings, contested matters, and other items of litigation in the case, and protection of the rights of the Creditors. Klein DeNatale will be paid at these hourly rates: Attorneys $175-$550 Legal Assistants $85-$175 Klein DeNatale will also be reimbursed for reasonable out-of-pocket expenses incurred. Hagop T. Bedoyan, a partner of Klein DeNatale Goldner Cooper Rosenlieb & Kimball, LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) 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. Klein DeNatale can be reached at: Hagop T. Bedoyan, Esq. KLEIN DENATALE GOLDNER COOPER ROSENLIEB & KIMBALL, LLP 5260 N. Palm Avenue, Suite 201 Fresno, CA 93704 Tel: (559) 438-4374 Fax: (661) 326-0418 E-mail: hbedoyan@kleinlaw.com About Pioneer Nursery, LLC Founded in 1968, Pioneer Nursery Inc. is in the retail nurseries and garden stores industry. It owns crops -- either planted or harvested -- of approximately 440,000 pistacio trees worth $7 per tree having a total retail value of $3.08 million. The Debtor posted gross revenue of $4.55 million in 2016 and gross revenue of $7.78 million in 2015. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Calif. Case No. 17-13112) on Aug. 11, 2017. Brian Blackwell, its member, signed the petition. At the time of the filing, the Debtor disclosed $5.42 million in assets and $245,701 in liabilities. Judge Fredrick E. Clement presides over the case. Fear Waddell, P.C., represents the Debtor as bankruptcy counsel. Tracy Hope Davis, U.S. Trustee for Region 17, on Oct. 17 appointed five creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Pioneer Nursery, LLC. The Committee hired Klein DeNatale Goldner Cooper Rosenlieb & Kimball, LLP, as attorney. PRECIPIO INC: Appoints Samuel D. Riccitelli as Board Chairman ------------------------------------------------------------- Precipio Inc.'s Board of Directors has appointed Samuel D. Riccitelli as chairman, replacing Robert M. Patzig who resigned after serving on Transgenomic's Board since 2010, and remained as chairman of Precipio's Board since the merger in June 2017. The Board also elected David Cohen to join as a new Director to fill an existing vacancy. "We are thrilled to appoint Sam as Chairman of the Board. I've had the privilege of knowing Sam for several years. Sam brings a wealth of specific industry experience in the diagnostics field; has extensive background as an operator, as well as substantial public company experience; and his integrity and values are of the highest caliber. Those skill sets will be invaluable to the Board, to myself and to our management team as we work together to enhance Precipio's strategic growth and position as an emerging leader advancing the medical diagnostics market," said Ilan Danieli, president & CEO of Precipio. "David Cohen is one of the early investors of Precipio Diagnostics, and has served as a key advisor. His experience building and operating significant companies, as well as his perspective as a seasoned investor, has time and time again proven invaluable. I am delighted to have both gentlemen hold these positions on the company's Board of Directors. Our biggest asset is our team, and with these changes, we continue to strengthen that part of the company. I welcome each of them to their new roles on our Board and look forward to working closely with them to achieve our expansive goals," Mr. Danieli added. "Lastly, I would like to thank Rob Patzig for his service with the company, both pre, and post-merger. Since our introduction over a year ago, Rob and I worked closely to complete the merger. His commitment and dedication to ensuring the best outcome for shareholders was always evident; his guidance and support to me will always be appreciated. Rob will be pursuing work within the non-profit sector, and I join the Board in wishing him all the best," Mr. Danieli concluded. "It is an honor to accept this additional role with Precipio," said Samuel Riccitelli, chairman of the Board of Precipio. "The current and planned portfolio of products and services offered by the company represent a valuable contribution to the improvement of patient care. Receiving the correct diagnosis is fundamental to achieving the best healthcare outcomes for patients. Precipio is at the forefront of that effort. I believe the future for Precipio is bright and I look forward to working with our team to deliver exceptional value to our shareholders," Mr. Riccitelli added. "I am excited to join Precipio's Board of Directors. The company's current offerings include an array of important and highly differentiated diagnostic products which represent a vast improvement in medical diagnosis and patient care," said David Cohen, Precipio director. "I am honored to join this distinguished Board of Directors in our efforts to expand Precipio's presence throughout the world as a leading provider of these innovative and life enhancing solutions. The company's pipeline of new, high-potential products reinforce the value propositions Precipio brings to the market and I look forward to working with our entire team in guiding Precipio to achieve its full promise," Mr. Cohen added. Mr. Riccitelli has served on the Board since the merger in June 2017. From October 2012 through February 2017, Mr. Riccitelli served as President and CEO and a director on the Board of Signal Genetics, Inc., a publicly traded molecular diagnostic company focused on serving the needs of patients suffering from Multiple Myeloma, which was recently acquired by Miragen Therapeutics. Mr. Riccitelli also served for ten years as the executive vice president and chief operating officer of Genoptix, Inc., a publicly traded diagnostic services company focused on the needs of community hematologists and oncologists. From 1995 to 2001, Mr. Riccitelli served in a number of R&D and general management leadership positions for Becton, Dickinson and Company, including as a vice president and general manager and as a Board member for BD Ventures, L.L.C., a venture capital fund. Mr. Riccitelli also served on the Board of Directors of Exagen Diagnostics, Inc., from October 2011 to September 2014. Mr. Riccitelli received a B.A. in Biology from Washington and Jefferson College and a M.S. Eng. degree from The University of Texas in Mechanical & Biomedical Engineering. Mr. Cohen is the chief operating officer and co-owner of Standard Oil of Connecticut, Inc., the largest independent petroleum retailing company in Connecticut. He has also founded a number of highly successful ventures, including: Standard Security Systems, a provider of electronic security services; ResCom Energy, a multi-state supplier of deregulated electricity; Moneo Technology Solutions, a provider of security and network infrastructure solutions; and My Gene Counsel, a cancer bioinformatics company. Mr. Cohen is also a highly experienced investor in numerous start-up and early stage businesses. He currently serves on the Boards of: eBrevia, Emme Controls, Foresite MSP, My Gene Counsel, The Platt & LaBonia Company, and Sirona Medical Technologies. Mr. Cohen holds a BA degree from Harvard College and an MBA degree from the Harvard Business School. Between March 2017 and June 2017, Mr. Cohen purchased convertible promissory notes from the Company in an aggregate principal amount of $225,000 and bearing interest at 8% per year. In connection with the closing of the Company's underwritten public offering in August 2017, the aggregate principal amount under the Notes, together with approximately $50,000 in accrued interest and a redemption payment in accordance with the terms of the Notes, converted into 110,027 shares of the Company's common stock, par value $0.01 per share, and warrants to purchase 110,027 shares of Common Stock. In connection with the Company's merger with Precipio Diagnostics, LLC in June 2017, the Company issued to Mr. Cohen 562,708 shares of Common Stock and 158,940 shares of the Company's Series A Senior Convertible Preferred Stock in respect of the units of Precipio Diagnostics, LLC held by Mr. Cohen. In June 2017, Mr. Cohen also purchased 26,764 shares of Series A Preferred Stock for approximately $100,000. In connection with the closing of the Offering, all of the Company's Series A Preferred Stock converted into shares of Common Stock, including shares of Series A Preferred Stock issued to the holders of Series A Preferred Stock as the Series A Preferred Payment (as defined in the Company's Certificate of Designation of Series A Senior Convertible Preferred Stock), and the Company issued warrants to purchase shares of its Common Stock to the former holders of Series A Preferred Stock as consideration for the conversion of their shares of Series A Preferred Stock into shares of Common Stock. As a result of the foregoing transactions, the Company issued to Mr. Cohen 188,146 shares of Common Stock and warrants to purchase 92,852 shares of Common Stock. About Precipio Precipio, Inc., formerly known as Transgenomic, Inc., has built a platform designed to eradicate the problem of misdiagnosis by harnessing the intellect, expertise and technology developed within academic institutions and delivering quality diagnostic information to physicians and their patients worldwide. Through its collaborations with world-class academic institutions specializing in cancer research, diagnostics and treatment, initially the Yale School of Medicine, Precipio offers a new standard of diagnostic accuracy enabling the highest level of patient care. For more information, please visit www.precipiodx.com. Transgenomic reported a net loss available to common stockholders of $8 million on $1.55 million of net sales for the year ended Dec. 31, 2016, compared with a net loss available to common stockholders of $34.27 million on $1.92 million of net sales for the year ended Dec. 31, 2015. As of June 30, 2017, Precipio had $37.01 million in total assets, $17.24 million in total liabilities, and $19.76 million in total stockholders' equity. Marcum LLP, in Hartford, CT, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, stating that the Company has incurred operating losses and used cash for operating activities for the past several years. This raises substantial doubt about the Company's ability to continue as a going concern. PROSPECTOR OFFSHORE: Intends to File Chapter 11 Plan by March 16 ---------------------------------------------------------------- Prospector Offshore Drilling S.a r.l. and its affiliated debtors seek from the U.S. Bankruptcy Court for the District of Delaware a 120-day extension of their exclusive chapter 11 plan filing period through March 16, 2018; and their exclusive plan solicitation period through May 16, 2018. If any objections to the Debtor's Motion are received on or before December 8, 2017, the Motion and those objections will be considered at a hearing on December 19 at 11:00 a.m. The Debtors assert that they are seeking exclusivity extension to afford them an opportunity to complete tasks necessary to develop, negotiate, and, if necessary, litigate resolution of these chapter 11 cases. The Debtors assert that the chapter 11 cases are large and complex, involving approximately $170 million of non-intercompany debt as of the Petition Date. In addition, the Debtors mention that the oil and gas industry in which they operate is amidst a significant and prolonged down-turn impacting not only the Debtors, but also their critical business partners. Despite facing significant challenges presented by their industry and debt structure, the Debtors claim that they have stabilized operations and made substantial progress towards reaching a deal with their primary creditors. Moreover, the Debtors assert that no creditor will be materially prejudiced by the requested extension. The Debtors believe that their activities since the Petition Date have prepared the necessary foundation to advance these chapter 11 cases toward a path to exit, however certain key tasks remain to be completed before the Debtors can emerge from chapter 11. Specifically, the Debtors must, among other things, continue to advance their negotiations with third-party lessors of the Debtors' rigs, which are subsidiaries of SinoEnergy Capital Management, Ltd., and Industrial Commercial Bank of China, New York Branch, the security agent to the Prospector Debtors' pledge agreements, while continuing to explore non-consensual options that would allow the Debtors to satisfy their obligations to SinoEnergy. Accordingly, the Debtors assert that the requested extension of the Exclusive Periods will ensure their ability to either advance these cases to a consensual conclusion or, if necessary, move forward with a non-consensual path out of chapter 11, without the value deterioration and disruption to the Debtors’ business operations that likely would be caused by the filing of competing plans by non-Debtor parties. About Prospector Offshore and Paragon Offshore Prospector Offshore Drilling S.a r.l. and three affiliates filed separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 17-11572 to 17-11575) on July 20, 2017. The affiliates are Prospector Rig 1 Contracting Company S.a r.l.; Prospector Rig 5 Contracting Company S.a r.l.; and Paragon Offshore plc (in administration). The Hon. Christopher S. Sontchi presides over the cases. The Debtors are represented by Gary T. Holtzer, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, and Mark D. Collins, Esq., Amanda R. Steele, Esq., and Joseph C. Barsalona II, Esq., at Richards, Layton & Finger, P.A., as counsel. The Debtors hired as their financial advisors, Lazard Freres & Co. LLC; as their restructuring advisor, AlixPartners, LLP; and as their claims, noticing and solicitation agent, Kurtzman Carson Consultants LLC. In their petition, the Debtors estimated $1 billion to $10 billion in both assets and liabilities. The petitions were signed by Lee M. Ahlstrom as senior vice president and chief financial officer. The Debtors' bankruptcy filing came two days after the Paragon Offshore group completed its corporate and financial reorganization on July 18, 2017. The plan of reorganization under chapter 11 of the U.S. Bankruptcy Code substantially de-levered Paragon Offshore's ongoing business, eliminating approximately $2.3 billion of secured and unsecured debt. Paragon Offshore Plc, and several affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10385 to 16-10410) on Feb. 14, 2016. The Delaware Bankruptcy Court entered an order on June 7, 2017, confirming the 2016 Debtors' Fifth Joint Chapter 11 Plan of Reorganization. RABEY ELECTRIC: Plan Confirmation Hearing Set for Dec. 20 --------------------------------------------------------- Judge Edward J. Coleman III of the U.S. Bankruptcy Court for the Southern District of Georgia approved Rabey Electric Company, Inc.'s third amended disclosure statement referring to a chapter 11 plan filed on Sept. 22, 2017. Dec. 11, 2017, is fixed as the last day for filing written acceptances or rejections of the Plan. A hearing on Confirmation of the Plan and Discharge and Hearing on Motion for Confirmation will be held on Dec. 20, 2017, at 10:00 a.m. at the Bankruptcy Courtroom Rm 228, US Courthouse, 125 Bull St., Savannah, GA 31401. About Rabey Electric Company Inc. Rabey Electric Company, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ga. Case No. 16-41136) on July 27, 2016. Patrick D. McCarthy, CEO and president signed the petition. Judge Edward J. Coleman presides over the case. At the time of the filing, the Debtor disclosed $2.37 million in assets and $3.85 million in liabilities. REAL ALLOY: Moody's Lowers PDR to 'D-PD' on Bankruptcy Filing ------------------------------------------------------------- Moody's Investors Service downgraded Real Alloy Holdings Inc. Probability of Default Rating to D-PD from B3-PD. At the same time, the Corporate Family Rating (CFR) was downgraded to Ca from B3, the senior secured first lien notes at SGH Escrow Corporation (assumed by Real Alloy at the time of acquisition of the recycling assets of Aleris), were downgraded to Ca from B3 and the speculative grade liquidity rating was lowered to SGL-4 from SGL-3. The outlook is negative. Subsequent to these rating actions, all ratings will be withdrawn. The rating action was prompted by the November 17, 2017 announcement that Real Alloy Holding, Inc., its U.S. subsidiaries and its parent, Real Industry, Inc. had voluntarily filed for relief under Chapter 11 of the United States Bankruptcy Code. The following rating actions were taken: Downgrades: Issuer: Real Alloy Holding, Inc. -- Probability of Default Rating, Downgraded to D-PD from B3-PD -- Speculative Grade Liquidity Rating, Downgraded to SGL-4 from SGL-3 -- Corporate Family Rating, Downgraded to Ca from B3 Issuer: SGH Escrow Corporation -- Senior Secured Regular Bond/Debenture, Downgraded to Ca (LGD4) from B3 (LGD4) Outlook Actions: Issuer: Real Alloy Holding, Inc. -- Outlook, Changed To Negative From Stable RATINGS RATIONALE The action follow announcement that the company, its U.S. subsidiaries and its parent have filed voluntary petitions for reorganization under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware. The company's European operations, its operations in Canada and Mexico and its joint venture in Goodyear, Arizona are not included in the filing. Tightening in trade credit terms and a deteriorating liquidity profile were contributing factors to the filing. Real Alloy has an agreement in principal with certain bondholders and lenders in its pre-bankruptcy filing $110 million asset-based lending facility to provide ongoing use of this facility and for up to $85 million in debtor-in-possession ("DIP") financing. Headquartered in Beachwood, Ohio, Real Alloy, through its subsidiaries, operates in the aluminum recycling and wrought cast and specification alloy business. Revenues for the twelve months ended Septembe30, 2017 were $1.3 billion. The company is owned by Real Industry Inc., headquartered in Sherman Oaks, California. The principal methodology used in these ratings was Steel Industry published in September 2017. REAL INDUSTRY: S&P Lowers CCR to 'D' on Chapter 11 Filing --------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Sherman Oaks, Calif.-based Real Industry Inc. to 'D' from 'CCC+' and removed the rating from CreditWatch, where S&P placed it with negative implications on Nov. 14, 2017. S&P said, "At the same time, we lowered our issue-level rating on the company's senior secured notes due 2019 to 'D' from 'CCC+' and our issue-level rating on its ABL facility due 2022 (borrowed by Real Alloy Holding Inc. and Real Alloy Canada Ltd.) to 'D' from 'B' and removed the ratings from CreditWatch, where we placed them with negative implications on Nov. 14, 2017. "Subsequently, we withdrew our issue-level rating on the company's ABL facility due 2022 at the issuer's request." The 'D' rating reflects Real Industry's announcement that it has filed for protection under Chapter 11 of the U.S. Bankruptcy Code. In addition, Real Industry announced that it has obtained a commitment for $85 million of debtor-in-possession (DIP) financing. REAL INDUSTRY: Seeks to Pay $10.3MM for Critical Vendor Claims -------------------------------------------------------------- The Real Industry, Inc.'s affiliated debtors seek entry of interim and final Bankruptcy Court orders: (a) authorizing, but not directing, the Debtors to (i) pay prepetition claims held by critical vendors in an aggregate amount not to exceed $4.3 million on an interim basis and not to exceed $10.3 million on a final basis, or (ii) setoff mutual obligations of the critical vendors; (b) authorizing, but not directing, the Debtors to pay certain prepetition claims held by the lienholders in an aggregate amount not to exceed $698,000 on an interim basis and in the ordinary course of business on a final basis; (c) authorizing the Banks to receive, process, honor, and pay checks presented for payment and electronic payment requests relating to the foregoing. The following chart sets forth the categories and approximate amounts of the claims on account of Critical Vendors sought to be paid: Amount to Be Paid Category --------------------------------- 503(b)(9) Of Vendors on Interim Basis on Final Basis Claims ---------- ---------------- -------------- --------- Raw Material Suppliers $4,100,000 $9,800,000 $6,500,000 Logistics Providers $150,000 $365,000 $250,000 Specialized Waste Management Service Providers $70,000 $165,000 $0 ---------- ---------- ---------- Total: $4,320,000 $10,300,00 $6,750,000 The Debtors operate 18 plants in different regions throughout the United States. Each plant has its own regional set of suppliers and service providers. With respect to scrap aluminum, because of the freight cost-sensitivity of the scrap each plant must have a pool of regional scrap suppliers in order to be able to procure the different types of scrap aluminum at particular times in the required volumes for the plant to meet its sales orders in a cost effective manner. With respect to non-metal goods and services, in many instances the supplier or service provider is the only supplier or provider in the region. The Critical Vendors are so essential to the Debtors' supply chain that the lack of their particular goods or services, even for a short duration, would disrupt the Debtors' operations and cause irreparable harm to the Debtors' businesses and their ability to comply with their ongoing obligations. The Debtors propose to condition the payment or setoff of Critical Vendor Claims on the agreement of individual Critical Vendors to supply goods and services to the Debtors on the normal and customary trade terms, practices, and programs. About Real Industry Real Industry, Inc. -- http://www.realindustryinc.com/-- is a Delaware holding company that operates through its subsidiaries. Its current business focus is supporting the performance of Real Alloy, an aluminum recycling company and its single largest operating business, and to make acquisitions of additional operating companies. The company regularly considers acquisitions of businesses that operate in undervalued industries, as well as businesses that it believes are in transition or are otherwise misunderstood by the marketplace. As a holding company, Real Industry relies on the operations of its subsidiaries and external financing sources for its liquidity needs. During the past year, the holding company's liquidity and financial position declined to levels where the Board of Directors of the Company concluded that it was in the best interests of the Company to reorganize under a Chapter 11 filing. Real Industry, Inc. and eight affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-12464) on Nov. 17, 2017. The cases are pending before the Honorable Kevin J. Carey. The Debtors tapped Saul Ewing Arnstein & Lehr LLP, as local bankruptcy counsel; Morrison & Foerster LLP as general bankruptcy counsel; Berkeley Research Group, LLC, as financial advisor; Jefferies LLC, as investment banker; and Prime Clerk, as claims and noticing agent. REDIGI INC: Taps Babst Calland as Special Counsel ------------------------------------------------- ReDigi Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to retain Babst, Calland, Clements and Zomnir, P.C. as its special counsel. The firm will continue to represent the Debtor in cases filed in Massachusetts state courts, which involve the defense of claims for unpaid wages and collections. The firm's hourly rates are: Brian Lipkin, Esq. $245 Shareholders $425 Paralegals $135 Brian Lipkin, Esq., disclosed in a court filing that he and his firm do not hold or represent any interest adverse to the Debtor or its bankruptcy estate. Babst Calland can be reached through: Brian D. Lipkin, Esq. Babst, Calland, Clements and Zomnir, P.C. Two Gateway Center 603 Stanwix Street, 6th Floor Pittsburgh, PA 15222 Tel: 412-394-5456 Email: blipkin@babstcalland.com About ReDigi Inc. ReDigi Inc. filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 16-20809) on August 3, 2016. The petition was signed by John Mark Ossenmacher, CEO. At the time of the filing, the Debtor had $250 in total assets and $6,590,000 in total liabilities. The Debtor employed Shraiberg, Landau & Page, P.A. as bankruptcy counsel, and Baker & Hostetler LLP as special counsel. No official committee of unsecured creditors has been appointed. On May 26, 2017, the Debtor filed a disclosure statement, which explains its proposed Chapter 11 plan of reorganization. REMINGTON OUTDOOR: S&P Lowers CCR to 'CCC-' on High Default Risk ---------------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Madison, N.C.-based Remington Outdoor Co. Inc. to 'CCC-' from 'CCC+'. The outlook is negative. S&P said, "At the same time, we lowered our issue-level rating on the company's $575 million senior secured term loan due 2019 to 'CCC-' from 'CCC+' and revised the recovery rating to '4' from '3'. The '4' recovery rating reflects our expectation for average recovery (30% to 50%; rounded estimate: 35%) in the event of a payment default. We believe recovery prospects for first-lien lenders are impaired by the rapid deterioration in business fundamentals in 2017, and we have lowered our emergence valuation as a result. In addition, we lowered our issue-level rating on the company's third-lien notes due 2020 to 'C' from 'CCC-'. The recovery rating on this debt remains '6', reflecting our expectation for negligible recovery (0% to 10%; rounded estimate: 0%) in the event of a payment default. "The rating downgrade reflects heightened default risk absent an unforeseen and favorable change to operating results over the next six months, based on our lowered revenue and cash flow forecasts through 2018. We believe the deterioration in operating cash flow could result in an unsustainable reliance on the ABL revolver, weak liquidity, and a heightened risk of a restructuring of some form over the next six to 12 months. Year-to-date operating results underperformed our expectations, and our updated base case anticipates revenues and S&P-adjusted EBITDA to decline approximately 30% and 80%, respectively, for full-year 2017. We believe a contraction in consumer demand for firearms and inventory overhang in the distribution channel will continue to pressure the company's sales and cash flow at least through early 2018, resulting in insufficient cash flow for debt service and fixed charges. "The negative outlook reflects our preliminary estimate for negative operating cash flow through 2018, and a heightened risk of a restructuring of some form over the next six to 12 months. "We could lower ratings if we conclude default to be a virtual certainty. We could also lower ratings if Remington announces plans to engage in a restructuring, miss an interest payment, file for bankruptcy, or extend the maturity of any of its debts in a manner that results in lenders receiving less than full and timely payment. "We could raise the rating if revenue and cash flow generation meaningfully outperform our base-case forecast in a manner that substantially increases the likelihood the company can refinance its term loan and ABL facility, both due in 2019. "Our simulated default scenario contemplates a default occurring in 2018 due to a restructuring of some form. A default could also occur if the company cannot adequately fund working capital and debt service needs when the ABL revolver's temporary availability increase expires on April 2, 2018. Such an event would coincide with revenue and EBITDA weakness, negative operating cash flow, and a continued contraction in the demand for firearms. "We have revised the recovery rating on the first-lien term loan to '4', reflecting an estimated recovery of 30% to 50% (rounded estimate: 35%) in the event of a payment default, from '3'. We believe recovery prospects for first-lien lenders are impaired by the rapid deterioration in business fundamentals, and we have lowered our emergence valuation as a result." The '6' recovery rating on the third-lien notes has negligible recovery expectations of 0% to 10% (rounded estimate: 0%). -- Year of default: 2018 -- EBITDA at emergence: $71 million -- EBITDA multiple: 5.5x -- Net recovery value (after 5% administrative costs): $373 million -- Obligor/nonobligor valuation split: 100% / 0% -- Estimated priority debt claims: $159 million --Recovery expectations: N/A (not rated) -- Estimated first-lien debt claims: $567 million --Recovery expectations: 30% to 50% (rounded estimate: 35%) -- Estimated third-lien notes claims: $260 million -- Recovery expectations: 0% to 10% (rounded estimate: 0%) All debt amounts include six months of prepetition interest. RESOLUTE ENERGY: Will Not Pursue $550M Senior Notes Offering ------------------------------------------------------------ Resolute Energy Corporation has decided not to proceed with the previously announced offering of $550 million of senior notes as a result of broader market conditions. "We approached the market as an opportunistic means to refinance our existing 8.5% senior notes due 2020. However, the Company has concluded that current terms and conditions available in the market were not sufficiently attractive for Resolute to move forward with the transaction," the Company stated in a press release. About Resolute Energy Resolute Energy Corp. -- http://www.resoluteenergy.com-- is an independent oil and gas company focused on the acquisition and development of unconventional oil and gas properties in the Delaware Basin portion of the Permian Basin of west Texas. The Company's common stock is traded on the NYSE under the ticker symbol "REN." Resolute reported a net loss of $161.7 million in 2016, a net loss of $742.27 million in 2015 and a net loss of $21.85 million in 2014. The Company had $792.32 million in total assets, $866.08 million in total liabilities and a total stockholders' deficit of $73.76 million as of Sept. 30, 2017. * * * As reported by the TCR on Feb. 27, 2017, Moody's Investors Service upgraded Resolute Energy Corporation's Corporate Family Rating (CFR) to 'B3' from 'Caa2', the Probability of Default Rating to 'B3-PD' from 'Caa2-PD' and its senior unsecured notes rating to 'Caa1' from 'Caa3'. The Speculative Grade Liquidity rating was affirmed at SGL-3. The rating outlook was changed to stable. "The upgrade to B3 reflects Resolute's improved capital structure, continued strong drilling results and improved production and drilling economics, which provide good visibility to continued growth in a mid $40s oil price environment without increasing debt leverage," noted John Thieroff, Moody's VP-Senior Analyst. "We expect moderation in the company's reserve- and production-based debt metrics from significant production growth at very competitive drillbit costs." The TCR reported on May 15, 2017, that S&P Global Ratings assigned its 'B-' corporate credit rating to Resolute Energy Corp. (REN). The rating outlook is stable. "The corporate credit rating reflects our assessment of REN's business risk profile as vulnerable, its financial risk profile as aggressive, and its liquidity as less than adequate," said S&P Global Ratings credit analyst, David Lagasse. RG & AK: Hires Danoff & King as Counsel --------------------------------------- RG & AK, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ Danoff & King, P.A., as counsel to the Debtor. RG & AK requires Danoff & King to represent the Debtor and provide necessary legal services in the proper administration of the Debtor's bankruptcy estate. Danoff & King will be paid at the hourly rate of $350. It will also be reimbursed for reasonable out-of-pocket expenses incurred. Dennis W. King, a partner of Danoff & King, 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. Danoff & King can be reached at: Dennis W. King, Esq. DANOFF & KING, P.A. 409 Washington Avenue, Suite 280 Towson, MD 21204 Tel: (410) 583-1686 E-mail: dking@dkhlaw.com About RG & AK, Inc. RG & AK, Inc., filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 17-24634) on November 1, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Dennis W. King, Esq., at Danoff & King, P.A. ROBERT BLEZA: Region Home Buying St. John Property for $135K ------------------------------------------------------------ Robert D. Bleza asks the U.S. Bankruptcy Court for the Northern District of Indiana to authorize the real property located at 10351 Lakeside Court, St. John, Indiana to Region Home Buyers, LLC, for $135,000. The parties entered into Contract for Purchase of Real Estate for the sale of the property. The Debtor intended sale of the real property under the Agreement will be free and clear of all liens, claims or other interests with such liens, claims or other interests to attach to the proceeds of the sale in the same order of priority. The Buyer submits $5,000 as Earnest Money which will be applied to the purchase price at closing. Earnest money will be delivered within 3 days of acceptance of offer to purchase. Pursuant to the Contract, the closing will occur on Dec. 31, 2017. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Robert_Bleza_54_Sales.pdf The Debtor believes that there is one mortgage on the property, i.e. an outstanding mortgage to Centier Bank in the approximate amount of $112,000. He believes that the Internal Revenue Service holds a lien on the real estate in the approximate amount of $180,559. It has filed its Notice with the Application and sent a copy to all creditors. The Debtor asks the Court's approval to sell the Real Property to Region Home. The sale will benefit the estate by payment to the mentioned creditors. The Creditors: CENTIER BANK 600 E. 84th Avenue Merrillville, IN 46410-6366 INTERNAL REVENUE SERVICE P.O. Box 7346 Philadelphia, PA 19101-7346 Robert D. Bleza sought Chapter 11 protection (Bankr. N.D. Ind. Case No. 17-22229) on Aug. 3, 2017. The Debtor tapped Gordon E. Gouveia, Esq., as counsel. ROBERT WINZINGER: Sale of Franklin Township Property for $145K OK'd ------------------------------------------------------------------- Judge Kathryn C. Ferguson of the U.S. Bankruptcy Court for the District of New Jersey authorized Robert T. Winzinger, Inc.'s private sale of real property located at 286 Swedesboro Rd., Franklin Township, New Jersey to Daniel and Lisa Danyonovitch for $145,000. The sale is free and clear of all liens and encumbrances, with liens, if any, to attach to the proceeds of sale but not to the property being sold. The ordinary and reasonable costs of settlement are permitted to be paid from the proceeds of sale. Any outstanding real estate tax obligations and/or sewer obligations that are due to Franklin Township, New Jersey on account of the property will be paid at the time of closing to Franklin Township. The amount due on the mortgage to the Bank of America will be paid at the time of closing. The 14-day stay imposed by Rule 6004(h) of the Bankruptcy Rules is waived. Since the sale of the property is a sale pursuant to Section 363 of the Bankruptcy Code and pursuant to order of the Court, there is no transfer tax due with respect to the sale of the property. The remainder of the proceeds of sale will be held in the trust account of Kasen & Kasen to await further order of the Court. 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 WINZINGER: Sale of Oldman's Property for $350K Approved -------------------------------------------------------------- Judge Kathryn C. Ferguson of the U.S. Bankruptcy Court for the District of New Jersey authorized Robert T. Winzinger, Inc.'s private sale of 18.41 acres of vacant land with one pole building, commonly known as Lot 10, Block 1, Oldman's Township, New Jersey, to Pierson Marina, LLC, for $350,000. The Assignment of the Agreement of Sale in the matter from Richard E. Pierson Construction Co., Inc. to Pierson Marina is approved, valid, and binding on the parties thereto. The sale is free and clear of all liens and encumbrances, with liens, if any, to attach to the proceeds of sale but not to the property being sold. The ordinary and reasonable costs of settlement are permitted to be paid from the proceeds of sale. The approval of the sale is conditioned on the receipt of a New Jersey Bulk Sales Act tax clearance certificate from the New Jersey Division of Taxation. Any outstanding real estate tax obligations and/or sewer obligations that are due to Oldman's Township, New Jersey on account of the property will be paid at the time of closing to Oldman's Township. The remainder of the proceeds of sale will be held in the trust account of Kasen & Kasen to await further order of the Court. The 14-day stay imposed by Rule 6004(h) of the Bankruptcy Rules is waived. 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 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. ROOT9B HOLDINGS: Shares Delisted from Nasdaq -------------------------------------------- root9B Holdings, Inc., received notification from the Nasdaq Hearings Panel on Nov. 13, 2017, that the Company's shares will be suspended at the open of business on Wednesday, Nov. 15, 2017. Further, Nasdaq will file a Form 25 Notification of Delisting with the Securities and Exchange Commission when all internal appeal periods have run. On Oct. 3, 2017, root9B Holdings appealed the delisting determination to The Nasdaq Hearings Panel and was informed that a hearing date had been set for Nov. 16, 2017. On Oct. 13, 2017, the Company submitted an extension of the stay of delisting. The Company asked that the stay be extended until the Panel issues a final decision on the matter. On Oct. 16, 2017, the Panel granted the Company's request to extend the stay of suspension pending a hearing on Nov. 16, 2017, and issuance of a final Panel decision. On Nov. 9, 2017, the Company informed Nasdaq that it would not attend the Nov. 16, 2017, hearing and would not be able to cure the compliance issues previously reported and the Company was working with the Panel to begin the process of delisting the Company from the Nasdaq Capital Market. The Company continues to have no operating assets and no ability to generate revenue and accordingly, will cease operations effective Dec. 31, 2017. The three remaining board members, Joseph J. Grano Jr., Anthony Sartor, and Kevin Carnahan resigned from the Board effective Dec. 31, 2017. In addition William Hoke, chief financial officer resigned effective Dec. 31, 2017. About Root9B Holdings root9B Holdings (OTCQB: RTNB) -- http://www.root9bholdings.com/-- is a provider of Cybersecurity and Regulatory Risk Mitigation Services. Through its wholly owned subsidiaries root9B and IPSA International, the Company delivers results that improve productivity, mitigate risk and maximize profits. Its clients range in size from Fortune 100 companies to mid-sized and owner-managed businesses across a broad range of industries including local, state and government agencies. Root9B Technologies, Inc., changed its name to root9B Holdings, Inc., effective Dec. 5, 2016, and relocated its corporate headquarters from Charlotte, NC, to the current headquarters of root9B, its wholly owned cybersecurity subsidiary, in Colorado Springs, CO. Root9B reported a net loss of $30.48 million for the year ended Dec. 31, 2016, following a net loss of $8.33 million in 2015. As of March 31, 2017, Root9B Holdings had $16.84 million in total assets, $15.80 million in total liabilities, and $1.03 million in total stockholders' equity. Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, noting that Company has suffered recurring losses from operations and has negative operating cash flows and will require additional financing to fund the continued operations. The availability of such financing cannot be assured. These conditions raise substantial doubt about its ability to continue as a going concern, the auditors said. ROSENBAUM FARM: Seeks April 17 Plan Filing Exclusivity Extension ---------------------------------------------------------------- Rosenbaum Farm, LLC and Rosenbaum Feeder Cattle, LLC ask the U.S. Bankruptcy Court for the Western District of Virginia to extend their exclusive period in which to file a Chapter 11 Plan, and the period during which the Debtors have the exclusive right to solicit acceptances on such plan by 91 days, until April 17 and February 16, 2018, respectively. The Debtors explain that they are seeking these extensions to allow time for them, their estates and their creditors to pursue an orderly plan process. The Debtors assert that they are not seeking this extension to delay the process for some speculative event or to pressure creditors to accede to a plan that is unsatisfactory to them. Indeed, as represented at the status hearing on October 5, 2017, the Debtors are pursuing reorganization in an effort to maximize the recovery to its creditors. The Debtors primarily require an extension of the Exclusivity Periods to continue negotiations with its secured lender, Farm Credit of the Virginias, ACA, regarding additional financing to support a plan of reorganization. The Debtors are hopeful that they can reach an agreement with Farm Credit, but the Debtors need additional time to do so. As such, the Debtors tell the Court that this additional time is reasonable under the circumstances. The Debtors also believe that they have excellent prospects for filing a confirmable plan with or without Farm Credit’s consent, but they would prefer to have a consensual plan and have presented Farm Credit with a proposal. About Rosenbaum Farm and Rosenbaum Feeder Rosenbaum Farm, LLC and Rosenbaum Feeder Cattle, LLC own a hog feedlot facility at 36000 Allison Lane, Glade Spring, Virginia. The Debtors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Va. Case Nos. 17-70962 and 17-70963) on July 20, 2017. William Todd Rosenbaum, secretary and treasurer, signed the petitions. At the time of the filing, both Debtors disclosed that they had estimated assets and liabilities of $1 million to $10 million. Judge Paul M. Black presides over the cases. The Debtors hired Stoll Keenon Ogden PLLC as bankruptcy counsel, and Browning, Lamie & Gifford, P.C., as local counsel. The Debtors hired Hicok, Fern & Company CPAs as their accountant and financial advisor. ROYAL FLUSH: First Commonwealth Objects to 3rd Amended Disclosures ------------------------------------------------------------------ First Commonwealth Bank filed an objection to Royal Flush, Inc.'s third amended disclosure statement to accompany its chapter 11 plan. First Commonwealth Bank is a creditor of Royal Flush. On or about May 6, 2015, the Bank made a loan to an entity known as Bravo-Charlie LLC in the original principal amount of $818,204.17. The Loan is evidenced by, inter alia, a Promissory Note dated May 6, 2015. The Bank submits that the disclosure statement does not provide "adequate information," and as a result, cannot be approved. The Bank contends that the Royal Flush Disclosure Statement indicates that Bravo is waiving any pre-confirmation claims for unpaid rent against it, but does not disclose whether any such claims exist, and if so, how much unpaid rent is being waived. The Bravo/Royal Flush lease is part of the Bank's collateral base for the Loan, and as such, more information about this issue is required. Royal Flush characterizes the Bank's claim in connection with the Loan as "contingent" in nature, which is contrary to the Loan Documents. More specifically, the Commercial Guaranty expressly provides that "[Royal Flush] absolutely and unconditionally guarantees full and punctual payment and satisfaction…[Bank] can enforce this Guaranty against [Royal Flush] even when [Bank] has not exhausted [Bank's] remedies against anyone else obligated to pay the Indebtedness or against any collateral securing the Indebtedness…" In addition, Royal Flush's financial projections indicate that it could not support that level of debt service, even if the extent of the increase was not as great due to, inter alia, the ability of the Bank to liquidate its collateral, which the Bank understands it would be able to do in the event of a default. Finally, the boilerplate provisions of the Royal Flush Plan indicate that that the holder of any "contingent" claim is required to request that the Court "estimate" its claim in order to be "allowed" under Section 502 of the Bankruptcy Code. However, other portions of the Royal Flush Disclosure Statement indicate that the Bank, as a member of Class 9, is able to vote as a member of impaired class. The Bank disputes that its claim is contingent, and in any event, any requirement for estimation of the Bank's claim would appear to be in contravention of 11 U.S.C. section 502(a), which provides that a proof of claim is deemed to create an allowed claim, unless a party in interest objects. The Bank has filed a proof of claim, and no objection to same has been filed. For these reasons, First Commonwealth Bank respectfully requests that the Court deny approval of the Royal Flush Disclosure Statement, and further, it authorizes its counsel to file this pleading on its behalf. The Troubled Company Reporter previously reported that the plan provides that holders of Allowed General Unsecured Claims in Class 8 will be paid the full amount of their claim, without interest, over seven years. The Plan breaks this class into two subclasses. Small Claims less than $2,500 and claims that exceed $2,500. Holders of Allowed Small Claims will be paid in full in 12 monthly installments with the first payment due on the Effective Date and then every month thereafter for the next 11 months beginning on the 15th day of the month immediately following the month in which the Effective Date occurs. A copy of the Third Amended Disclosure Statement is available at: http://bankrupt.com/misc/pawb16-23458-298.pdf Attorneys for First Commonwealth Bank: Roger P. Poorman, Esquire PA I.D. No. 206562 Four Gateway Center, Suite 1040 444 Liberty Avenue Pittsburgh, PA 15222 Telephone (412) 281-4333 Facsimile (412) 281-2141 rpoorman@lenderlaw.com About Royal Flush Headquartered in Spring Church, Pennsylvania, Royal Flush, Inc., filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 16-23458) on Sept. 15, 2016, estimating its assets and liabilities at between $1 million and $10 million each. The petition was signed by Carol A. Swank, secretary/treasurer. Judge Jeffery A. Deller presides over the case. Donald R. Calaiaro, Esq., at Calaiaro Valencik serves as the Debtor's bankruptcy counsel. The Debtor hired C&H Accounting, LLC as its accountant. Andrew R. Vara, Acting U.S. Trustee for Region 3, on Oct. 20, 2016, appointed five creditors of Royal Flush, Inc., to serve on the official committee of unsecured creditors. The committee is represented by Leech Tishman Fuscaldo & Lampl, LLC. ROYAL FLUSH: FNB Seeks Revision of Third Amended Plan ----------------------------------------------------- First National Bank of Pennsylvania filed a limited objection to Royal Flush, Inc.'s third amended disclosure statement to accompany its third amended plan dated Oct. 10, 2017. FNB is the holder of first priority security interest liens in the personal property assets of Debtor, including inventory, chattel paper, accounts, receivables, equipment, documents and general intangibles as well as certain titled motor vehicles as more fully set forth in certain notes, security agreements, guarantees and other loan security documents executed by the Debtor. As of the Petition Date, the total secured claim of FNB is $2,730,522.05 with additional interest at the contractual per diem rate plus late charges and fees and costs, including without limitation attorneys' fees and costs allowed under Section 506 of the Bankruptcy Code. FNB is in general agreement with the content and terms of the Third Amended Disclosure Statement. However, the Third Amended Plan needs to be amended so that its content is wholly consistent with the disclosures set forth in the Third Amended Disclosure Statement regarding the treatment of claims, releases and other rights and obligations of the Debtor, creditors, and equity security holders. For instance, the Third Amended Disclosure Statement sets forth that the Debtor will continue to make adequate protections payments to FNB through the Effective Date of the Third Amended Plan. However, Section 6.2 of the Third Amended Plan provides that FNB will receive adequate protection payment only through the Confirmation Date. FNB submits that the Third Amended Plan should be consistent with the Third Amended Disclosure Statement and provide that the Debtor will continue to pay FNB adequate protection payments through the Effective Date, and not just through the Confirmation Date. FNB, therefore, requests that the Debtor be required to amend the Third Amended Plan to be wholly consistent with the disclosures set forth in the Third Amended Disclosure Statement which accompanied its filing. Additionally, the Third Amended Plan still provides for an Effective Date that does not arise until the sixtieth (60th) business day after the Confirmation Order becomes final, which FNB believes is excessive. The Effective Date should be amended to reflect the date that the Confirmation Order become a final order. The Troubled Company Reporter previously reported that the plan provides that holders of Allowed General Unsecured Claims in Class 8 will be paid the full amount of their claim, without interest, over seven years. The Plan breaks this class into two subclasses. Small Claims less than $2,500 and claims that exceed $2,500. Holders of Allowed Small Claims will be paid in full in 12 monthly installments with the first payment due on the Effective Date and then every month thereafter for the next 11 months beginning on the 15th day of the month immediately following the month in which the Effective Date occurs. A copy of the Third Amended Disclosure Statement is available at: http://bankrupt.com/misc/pawb16-23458-298.pdf Attorneys for First National Bank of Pennsylvania: John B. Joyce, Esquire PA ID No. 68242 One Gateway Center, 9th Floor Pittsburgh, PA 15222 412-281-7650 About Royal Flush Headquartered in Spring Church, Pennsylvania, Royal Flush, Inc., filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 16-23458) on Sept. 15, 2016, estimating its assets and liabilities at between $1 million and $10 million each. The petition was signed by Carol A. Swank, secretary/treasurer. Judge Jeffery A. Deller presides over the case. Donald R. Calaiaro, Esq., at Calaiaro Valencik serves as the Debtor's bankruptcy counsel. The Debtor hired C&H Accounting, LLC as its accountant. Andrew R. Vara, Acting U.S. Trustee for Region 3, on Oct. 20, 2016, appointed five creditors of Royal Flush, Inc., to serve on the official committee of unsecured creditors. The committee is represented by Leech Tishman Fuscaldo & Lampl, LLC. RUNNING M RANCH: Hires Pipkin Law as Special Counsel ---------------------------------------------------- Running "M" Ranch Trust seeks authority from the U.S. Bankruptcy Court for the Eastern District of Oklahoma to employ Marvin G. Pipkin and the law firm Pipkin Law as special counsel. On October 23, 2017, Carol Crownover filed a Motion to Appoint a Trustee. The response to the Motion is due December 6. The Debtor tells the Court it needs the services of special counsel to assist in the preparation of a response to the Trustee Motion. The rates to be charged by Pipkin Law range from $350 to $500 per hour. Kortney M. Kloppe-Ortin, Esq., a partner of Pipki Law, attests that no member of the Pipkin Law holds or represent an interest adverse to the estate. All of the firm's members are disinterested persons as defined by 11 U.S.C. Sec. 101(14). The Firm can be reached through: Kortney M. Kloppe-Ortin, Esq. PIPKIN LAW 1001 Reunion Pl. Suite 640 San Antonio, TX 72816 Phone: (210) 731-6495 Fax: (210) 731-2139 Email: kkloppe@pipkinlawsatx.com About Running "M" Ranch Trust Running "M" Ranch Trust, filed a Chapter 11 bankruptcy petition (Bankr. E.D. Okla. Case No. 17-80831) on July 28, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Karen Carden Walsh, Esq., at Riggs Abney Neal Turpen Orbison & Lewis. SAL ACQUISITION: S&P Lowers CCR to 'B-' on Weak Credit Metrics -------------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on SAL Acquisition Corp. (Save-A-Lot) to 'B-' from 'B'. The outlook is stable. S&P said, "We also assigned a 'B-' corporate credit rating and stable outlook to Moran Foods, LLC. "At the same time, we lowered our issue-level rating on the company's senior secured term loan to 'B-' from 'B'. The '3' recovery rating, which indicates our expectation for meaningful (50%-70%; rounded estimate: 55%) recovery in the event of a payment default, is unchanged. "The downgrade reflects Save-A-Lot's weak operating performance and our expectation that results will fall below our previous forecast as the company's new management team works to implement its transformation plan amid a very challenging grocery operating environment. Declining sales, lower gross profit, and higher labor expenses have pressured margins and profitability through the nine months ended Sept. 30, 2017. As a result, we now expect adjusted debt to EBITDA to exceed 7x into fiscal 2018. "The stable outlook reflects our expectation that Save-A-Lot's operating performance will moderate in fiscal 2018. We also expect the company will be able to generate positive FOCF over the next 12 months and maintain adequate liquidity. "We could lower the rating if the company's turnaround initiatives stall or fail to resonate with customers, resulting in further sales declines and margin compression. Under this scenario, we would expect free cash flow to turn negative. We would view a combination of rising leverage and weakening liquidity as giving rise to an unsustainable capital structure. We could also lower the rating if we believe the company or its sponsor would pursue a distressed exchange, including below par market purchases, which could become of economic interest depending on market prices on the term loan. "Although unlikely over the next year, we could raise the rating if operating performance improves and credit metrics strengthen, including leverage declining to the high-5x area. In our view, this could happen if Save-A-Lot strengthens its value proposition among customers driving increased traffic and achieves cost savings from better operational processes such that sales growth returns and gross margin expands about 75 bps above our base case forecast. Save-A-Lot's private equity ownership constrains our assessment of the company's financial risk." SEADRILL LTD: Committee Taps FTI as Financial Advisor ----------------------------------------------------- The official committee of unsecured creditors of Seadrill Limited received approval from the U.S. Bankruptcy Court for the District of Texas to hire FTI Consulting Inc. as its financial advisor. The firm will review financial-related disclosures and long-term financial projections of Seadrill and its affiliates; evaluate avoidance actions; assist in discussions with the Debtors, lenders, creditors and potential investors; prepare information and analysis necessary for the confirmation of any plan of reorganization; and provide other services to the committee related to the Debtors' Chapter 11 cases. FTI's customary hourly rates are: Senior Managing Directors $840 - $1,050 Directors/Senior Directors/ Managing Directors $630 - $835 Consultants/Senior Consultants $335 - $605 Administrative/Paraprofessionals $135 - $265 Andrew Scruton, senior managing director of FTI, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Andrew Scruton FTI Consulting Inc. Three Times Square, 9th Floor New York, NY, 10036 Tel: +1 212 247 1010 Fax: +1 212 841 9350 Email: andrew.scruton@fticonsulting.com About Seadrill Limited Seadrill Limited is a deepwater drilling contractor, providing drilling services to the oil and gas industry. It is incorporated in Bermuda and managed from London. Seadrill and its affiliates own or lease 51 drilling rigs, which represents more than 6% of the world fleet. As of Sept. 12, 2017, Seadrill employs 3,760 highly-skilled individuals across 22 countries and five continents to operate their drilling rigs and perform various other corporate functions. As of June 30, 2017, Seadrill had $20.71 billion in total assets, $10.77 billion in total liabilities and $9.94 billion in total equity. Seadrill reported a net loss of US$155 million on US$3.17 billion of total operating revenues for the year ended Dec. 31, 2016, following a net loss of US$635 million on US$4.33 billion of total operating revenues for the year ended in 2015. After reaching terms of a reorganization plan that would restructure $8 billion of funded debt, Seadrill Limited and 85 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-60079) on Sept. 12, 2017. Together with the chapter 11 proceedings, Seadrill, North Atlantic Drilling Limited ("NADL") and Sevan Drilling Limited ("Sevan")commenced liquidation proceedings in Bermuda to appoint Joint provisional liquidators and facilitate recognition and implementation of the transactions contemplated by the RSA and Investment Agreement. Simon Edel, Alan Bloom and Roy Bailey of Ernst & Young serve as the joint and several provisional liquidators. In the Chapter 11 cases, the Company has engaged Kirkland & Ellis LLP as legal counsel, HoulihanLokey, Inc. as financial advisor, and Alvarez &Marsal as restructuring advisor. Willkie Farr & Gallagher LLP, serves as special counsel to the Debtors. Slaughter and May has been engaged as corporate counsel, and Morgan Stanley serves as co-financial advisor during the negotiation of the restructuring agreement. Advokatfirmaet Thommessen AS serves as Norwegian counsel. Conyers Dill & Pearman serves as Bermuda counsel. PricewaterhouseCoopers LLP UK, serves as the Debtors' independent auditor; and Prime Clerk is their claims and noticing agent. On September 22, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee hired Kramer Levin Naftalis& Frankel LLP, as counsel; Cole Schotz P.C. as local and conflict counsel; Zuill& Co. as Bermuda counsel; Quinn Emanuel Urquhart & Sullivan, UK LLP as English counsel; Advokatfirmaet Selmer DA as Norwegian counsel; and Perella Weinberg Partners LP as investment banker. SERVICE WELDING: Wants to Maintain Plan Exclusivity Until Nov. 22 ----------------------------------------------------------------- Service Welding & Machine Company, LLC d/b/a Service Tanks requests the U.S. Bankruptcy Court for the Western District of Kentucky for a modest extension of five days -- up through and including November 22, 2017 -- for filing its plan of reorganization and a deadline of December 27 for soliciting acceptances of a plan of reorganization. The Debtor notes that it has completed a proposed plan and disclosure statement, but has been unable to confer with counsel to discuss the legal implications of certain provisions in the proposed plan. The meeting has been scheduled for early this week and the Debtor anticipates being able to file the plan on November 21, but asks for a November 22 extension out of an abundance of caution. About Service Welding & Machine Company Service Welding & Machine Company, LLC, based in Louisville, Kentucky, sells and installs single and double wall storage tanks for a variety of industries including petroleum, chemical, distillery, potable water, industrial, and food/agriculture. Service Tanks was established in 1928 and was primarily manufacturing storage tanks and doing repair work. In 2013, the owners sold the business to Jeff Androla, president, and two other investors. Service Welding & Machine Company filed a Chapter 11 petition (Bankr. W.D. Ky. Case No. 17-30485) on Feb. 17, 2017. The Hon. Joan A. Lloyd presides over the case. The Debtor disclosed $516,432 in assets and $2.12 million in liabilities. The petition was signed by Jeff Androla, president. Charity B. Neukomm, Esq., at Kaplan & Partners LLP, serves as bankruptcy counsel to the Debtor. SNEED SHIPBUILDING: Trustee Selling Irish Sea's Reel Deal for $350K ------------------------------------------------------------------- Allison Byman, the Chapter 11 trustee for Sneed Shipbuilding Inc., asks the U.S. Bankruptcy Court for the Southern District of Texas to authorize her (i) to sell Irish Sea, Ltd.'s fishing vessel Reel Deal, Hull Identification Number is SAY70F07F595, to Harvey Souza for $350,000; and (ii) to employ Pete Dominguez of Gulf Coast Yacht Group as her broker to sell the Reel Deal. Objections, if any, must be filed within 21 days from the date of service. In the Amended Schedules, the Debtor listed its 100% ownership interest in Irish Sea as property of the Bankruptcy Estate. In its Statement of Financial Affairs, it listed Irish Sea as owning the Reel Deal. The Reel Deal is the Irish Sea's only major asset. The Reel Deal is a 1995 Striker Sportfish vessel. It is a Cayman Islands flagged vessel. Since before the Trustee's appointment, the Reel Deal has been docked and stored in Puerto Aventuras, Mexico. It has been marketed by the Debtor for almost two years. The proposed sale is the first written offer received on the Reel Deal during that period. Prepetition, the Debtor employed the Broker to list and manage the sale of the Reel Deal. While such listing agreement expired shortly after the Trustee was appointed, the Broker has continued to list the Reel Deal on behalf of the Bankruptcy Estate. The Bankruptcy Estate's monthly costs related to the Reel Deal, including dock fees, maintenance and insurance, have averaged approximately $7,000. As of the date of the Motion, the Trustee is unaware of any liens on the Reel Deal. As part of the necessary closing process, an abstract on the vessel will be run to confirm no liens exist. The costs of the abstract will need to be paid from the Purchase Price at closing. As the 100% interest owner of the Irish Sea, the Trustee asks that the Court approves the sale of the Reel Deal to the Buyer free and clear of any and all liens. The sale will be made "as is, where is" with no representations or warranties of any kind, except as set forth in the Contract. She also asks authority to employ and at closing of the Reel Deal, pay the Broker. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Sneed_Shipbuilding_417_Sales.pdf The Buyer is represented in the proposed sale by Bruce Killebrew of Ensign International Yacht Brokerage ("EIYB"). Under the Listing Agreement, the Broker is to be paid a commission equal to 10% of the Purchase Price at closing. It is the Trustee's understanding that the Broker will be sharing a percentage of its 10% commission with EIYB, the Buyer's broker. No more than a total of 10% in commissions will be paid from the Purchase Price. The Trustee asks authority to pay, from the sale proceeds, the Broker's 10% commission ($35,00) as set forth; ad valorem taxes, if any; and all customary closing costs, including costs to run an abstract (i.e., to verify title and the existence of no liens). All other valid liens, claims, charges and interests, if any, will attach to the net sale proceeds, subject to the Trustee’s avoidance powers, to the extent necessary. The Trustee also asks that any person or entity served with the Motion who claims a lien on or interest in the Reel Deal, or the Irish Sea must file a written notice with the Court and serve it on the Trustee no later than 30 days after entry of an Order approving the sale, or be forever barred from asserting such claim or interest. The UCC has stated that it supports the proposed sale. The Trustee believes that the proposed sale is the best available option to obtain the maximum value for the Bankruptcy Estate's interest in the Reel Deal. Accordingly, she asks the Court to approve the relief sought. About Sneed Shipbuilding Sneed Shipbuilding, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 16-60014) on March 4, 2016. The petition was signed by Clyde E. Sneed, president. The Debtor estimated assets of $1 million to $10 million and debt of $10 million to $50 million. The case is assigned to Judge David R. Jones. The Debtor was represented by Amber Michelle Chambers, Esq., Eric Michael VanHorn, Esq., and Nicholas Zugaro, Esq., at McCathern, PLLC. The Office of the U.S. Trustee appointed five creditors of Sneed Shipbuilding to serve on an official committee of unsecured creditors. On Nov. 3, 2016, the court appointed Allison D. Byman as the Chapter 11 trustee. The Trustee is represented by Hughes Watters Askanase, LLP. SOUTHCROSS ENERGY: Southcross Owns 72% of Units as of Nov. 11 ------------------------------------------------------------- Southcross Holdings GP LLC, Southcross Holdings LP, Southcross Holdings Intermediary LLC, Southcross Holdings Guarantor GP LLC, Southcross Holdings Guarantor LP, Southcross Holdings Borrower GP LLC and Southcross Holdings Borrower LP reported in a Schedule 13D/A filed with the Securities and Exchange Commission that they beneficially own 57,040,968 common units representing limited partner interests in Southcross Energy Partners, L.P. Southcross Holdings Borrower LP directly owns 26,492,074 common units representing limited partner interests, 18,335,181 Class B convertible units representing limited partner interests and 12,213,713 subordinated units representing limited partner interests in the Issuer. As a result of the relationship of the Reporting Persons, each of the Reporting Persons is deemed to be the beneficial owner, with shared power to vote or direct the vote and shared power to dispose or direct the disposition, of 57,040,968 Common Units, which constitutes approximately 72.1% of the outstanding Common Units (giving effect to the conversion of all outstanding Class B Convertible Units and Subordinated Units). On Nov. 11, 2017, SHB received an additional 315,370 Class B PIK Units as distributions on the Class B Convertible Units. A full-text copy of the regulatory filing is available at: https://is.gd/rAb01h About Southcross Energy Partners Southcross Energy Partners, L.P. -- http://www.southcrossenergy.com/-- is a master limited partnership that provides natural gas gathering, processing, treating, compression and transportation services and NGL fractionation and transportation services. It also sources, purchases, transports and sells natural gas and NGL. Its assets are located in South Texas, Mississippi and Alabama and include two gas processing plants, one fractionation plant and approximately 3,100 miles of pipeline. The South Texas assets are located in or near the Eagle Ford shale region. Southcross is headquartered in Dallas, Texas. Southcross Energy reported a net loss of $94.94 million for the year ended Dec. 31, 2016, following a net loss of $55.49 million for the year ended Dec. 31, 2015. As of Sept. 30, 2017, Southcross Energy had $1.11 billion in total assets, $596.78 million in total liabilities and $516.72 million in total partners' capital. * * * As reported by the TCR on Feb. 28, 2017, S&P Global Ratings said that it affirmed its 'CCC+' corporate credit and senior secured issue-level ratings on Southcross Energy Partners L.P. The outlook is stable. The rating action reflects S&P's view that the recent credit agreement amendment limits the likelihood of a default in the next two years as the partnership will have an improved liquidity position and need no longer adhere to its leverage covenants. The TCR reported on Jan. 13, 2016, that Moody's Investors Service downgraded Southcross Energy's Corporate Family Rating to 'Caa1' from 'B2'. Southcross' Caa1 CFR reflects its high financial leverage, limited scale, concentration in the Eagle Ford Shale and Moody's expectation of continued high leverage and challenging industry conditions into 2017. SOUTHEASTERN PLATEWORKS: Committee Taps Burr & Forman as Counsel ---------------------------------------------------------------- The official committee of unsecured creditors of Southeastern Plateworks, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Alabama to hire Burr & Forman LLP as its legal counsel. The firm will advise the committee regarding its duties under the Bankruptcy Code; investigate the Debtor's financial condition; participate in the formulation of a bankruptcy plan; and provide other legal services related to the Debtor's Chapter 11 case. Burr & Forman's hourly rates range from $370 to $415 for partners, $250 to $290 for associates, and $200 to $220 for paralegals. The firm, however, has agreed to a blended attorney fee cap of $350 per hour. Marc Solomon, Esq., disclosed in a court filing that he and his firm do not represent any interest adverse to the Debtor, its estate or creditors. The firm can be reached through: Marc P. Solomon, Esq. Burr & Forman LLP 420 North 20th Street, Suite 3400 Birmingham, AL 35203 Tel: (205) 251-3000 Fax: (205) 458-5100 About Southeastern Plateworks Southeastern Plateworks -- http://www.southeasternplateworks.com/ -- is an Alabama-based company specializing in fabricated structural steel components for industries such as power generation, air pollution control, engineering construction, and other heavy industrial applications. Founded in 2004, Southeastern Plateworks operates two plants (Pinson and Pawnee) that are located approximately four miles from each other just north of Birmingham, Alabama. The two plants, which the company owns, comprise more than 200,000 sq. ft. of interior production space, as well as outside crane facilities and surrounding land for outdoor storage, trial assembly, and shipping. Southeastern Plateworks filed a Chapter 11 petition (Bankr. N.D. Ala. Case No. 17-04113) on September 25, 2017. The petition was signed by Ben Lyon, president. The Hon. Sims D. Crawford presided over the case. The Debtor is represented by Lee R. Benton, Esq. and Samuel Stephens, Esq. at Benton & Centeno, LLP as counsel. At the time of filing, the Debtor estimated $8 million in assets and $12.06 million in liabilities. SOUTHWORTH COMPANY: Taps Meyers Brothers as Accountant ------------------------------------------------------ Southworth Company seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to hire Meyers Brothers Kalicka, P.C. as its accountant. The firm will oversee the Debtor's internal accounting systems; prepare its tax returns; assist in terminating its benefit plan and 401K plan; assist in the preparation of a plan of reorganization; and provide other accounting services. The firm's hourly rates range from $300 to $350 for partners, $200 to $250 for managers; $160 to $190 for senior associates, and $120 to $140 for associates. Paraprofessionals charge $80 per hour. Rudy D'Agostino, a partner at Meyers Brothers, disclosed in a court filing that he and other members of his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Rudy M. D'Agostino Meyers Brothers Kalicka, P.C. 300 Whitney Avenue, Suite 800 Holyoke, MA 01040-2876 Tel: (413) 536-8510 Fax: (413) 533-8399 About Southworth Company 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 Southworth. 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. 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. Judge Elizabeth D. Katz presides over the case. Joseph B. Collins, Esq., at Hendel & Collins P.C., in Springfield, Massachusetts, serves as counsel to the Debtor. The Debtor hired Doherty, Wallace, Pillsbury & Murphy P.C. as its special counsel. The Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee hired Shatz, Schwartz and Fentin, P.C. as its bankruptcy counsel. SPECTRUM ALLIANCE: Dec. 6 Auction of Property Portfolio Partnership ------------------------------------------------------------------- Judge Jean K. FitzSimon of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania authorized Spectrum Alliance, LP's bidding procedures in connection with the sale of its five property portfolio partnerships and any general partnership interest associated, to QuickLiquidity, LLC, for $5,500,000 in cash and the assumption of the debt in the amount of $60,771,000, subject to higher or better offers. The Debtor confirmed at the Bid Procedures Hearing that it is not selling, assuming, or assigning to the Buyer or, if applicable the Winning Bidder, any of its contracts including the contracts with any tenant in common related to its interests in the subsidiaries' entities being sold. As provided in the Bid Procedures, if competing bids are received, an Auction will be held at the offices of Ciardi Ciardi & Astin located at One Commerce Square, 2005 Market Street, Suite 3500, Philadelphia, Pennsylvania, on Dec. 6, 2017 at 11:00 a.m. (PET). The Debtor will afford each Prospective Bidder due diligence access to the Property. Due diligence access may include management presentations as may be scheduled by the Debtor, access to the data room, onsite inspections and such other matters which a Prospective Bidder may request. Prospective Bidders will be required to execute a confidentiality agreement with the Debtor before obtaining due diligence information. The salient terms of the Bidding Procedures are: a. Bid Deadline: Dec. 5, 2017 at 5:00 p.m. b. Minimum Bid: The minimum overbid bid for a Bulk Bid will be $5,950,000. Such bid will not include any financing or due diligence contingency waived as of the Sale Hearing. c. Deposit: $750,000 plus proof of ability to assume the $60,000,000 in first mortgage debt d. Bid Increments: $250,000 e. The Property is being conveyed "as is." f. Bid Protection: (i) Break-Up Fee - $175,000 and (ii) Expense Reimbursement - $125,000, or .45% of the total amount of consideration of $66,271,000 g. Closing: The Closing may occur as early as the day of the Sale Hearing and must occur no later than Dec. 31, 2017. h. Sale Hearing: Dec. 7, 2017 at 11:00 a.m. (PET) On or before close of business Nov. 17, 2017, the Debtor will provide a copy of the Order to its creditor Matrix. About Spectrum Alliance LP Based in North Wales, Pennsylvania, Spectrum Alliance LP sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 17-14250) on June 20, 2017. James R. Wrigley, its president, signed the petition. At the time of the filing, the Debtor estimated its assets and debt at $50 million to $100 million. Judge Jean K. FitzSimon presides over the case. Jennifer E. Cranston, Esq., at Ciardi Ciardi & Astin, P.C., represents the Debtor as bankruptcy counsel. The Debtor tapped Migelouche LLC, as financial advisor. The Office of the U.S. Trustee has appointed an official committee of unsecured creditors. The Creditors Committee retained Duane Morris LLP as counsel. The U.S. Trustee has appointed an Official Committee of Equity Security Holders, which has engaged Murphy & King as its counsel. On Aug. 4, 2017, the Debtor filed a Chapter 11 plan of reorganization and disclosure statement. Commencing in September 2016, the Debtor retained Griffin Financial Group, LLC, to assist with a refinancing or sale of its assets. SRQ TAXI MANAGEMENT: Plan, Disclosures Must Be Filed by Jan. 16 --------------------------------------------------------------- The Hon. Michael G. Williamson of the U.S. Bankruptcy Court for the Middle District of Florida has set Jan. 16, 2018, as deadline for SRQ Taxi Management, LLC, to file a plan of reorganization. About SRQ Taxi Management, LLC SRQ Taxi Management, LLC, filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 17-07782) on Aug. 31, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by David S.Jennis, Esq., at Jennis Law Firm. ST VINCENT HOSPITAL: Moody's Affirms Ba2 Bonds Rating; Outlook Neg. ------------------------------------------------------------------- Moody's Investors Service affirms the Ba2 assigned to the bonds of St. Vincent Hospital (SVH), PA. The rating outlook remains negative. The action affects approximately $82 million of debt. The Ba2 acknowledges SVHS's still meaningfully sized patient platform, recent evidence of improving margins, relatively stable, but very modest, cash position and SVH's affiliation with Highmark Health and Allegheny Health Network (AHN), which offers operational efficiencies and strategic leverage. The rating remains constrained by still very thin performance, modest headroom to debt covenants and volume challenges in a very competitive market with a high level of competitive discord and declining population trends. Rating Outlook The negative outlook reflects Moody's view that performance will continue to be thin over the near term limiting balance sheet strengthening, though it is Moody's expectation that operational traction will continue to be gained. Factors that Could Lead to an Upgrade - Significant and sustained operating improvement - Notable strengthening of liquidity and debt measures and build of cushion to liquidity covenant - Continued growth in demand Factors that Could Lead to a Downgrade - Reduced covenant headroom or covenant violation - Failure to improve current margins or further decline in cash flow - Weakened liquidity - Disintegration of relationship with Highmark Legal Security SVHC is the primary entity of SVHS. SVHC is presently the only member of the Obligated Group. Bonds are secured by a general obligation of the Obligated Group. Use of Proceeds Not applicable. Obligor Profile SVH is a tertiary level medical center located in Erie Pennsylvania. Effective July 1, 2013, Highmark Inc., Highmark Health and Allegheny Health Network finalized an affiliation agreement with SVH. In accordance with the terms of the affiliation agreement, Allegheny Health Network became the sole member of SVH. Methodology The principal methodology used in this rating was Not-For-Profit Healthcare published in November 2017. SUNEDISON INC: Sells Facility, Keen-Summit Acts as Advisor ---------------------------------------------------------- Keen-Summit Capital Partners LLC, as real estate advisor and broker to SunEdison, Inc., et al, Debtor in Possession, is pleased to disclosed that SunEdison closed on the sale of its former 693,000 sq. ft. high-tech manufacturing facility in Sherman, TX for $20,000,000. The United States Bankruptcy Court for the Southern District of New York approved the sale on October 24, 2017. The transaction closed on November 8, 2017. "We were able to sell such a highly specialized tech property because of our aggressive marketing techniques and our ability to target technology businesses that could utilize a property like this," said Matt Bordwin, Principal and Managing Director at Keen-Summit Capital Partners LLC. "The property had been vacant for more than five years and been on and off the market at different times during that time period. Once Keen was hired, we, along with our local partner, Binswanger, were able to generate multiple competitive offers and close a sale to a multi-billion dollar public company," added Bordwin. The property equipped with more than 460,000 sq. ft. of manufacturing space, 130,000 sq. ft. of office space, clean rooms, waste treatment and chemical storage facilities was built in 1997 on 76.765 acres of land. Located along Highway 75 in Sherman, TX, the property is approximately 45 miles north of the Dallas/Fort Worth Metroplex. The professionals who contributed to this successful sale process included John S. Dubel of Dubel & Associates, CEO & CRO of SunEdison; Phil Gund of Ankura Consulting Group, LLC, CFO of SunEdison; Eric Ivester, Esq., Tony Clark, Esq., Evan Hill, Esq., & Ben Clapp, Esq. of Skadden, Arps, Slate, Meagher & Flom LLP, Debtor's Counsel; and Frank Oswald, Esq. and Kyle Ortiz, Esq. of Togut, Segal & Segal LLP, Debtor's Counsel About Keen-Summit Capital Since 1982 – for 35 years – Keen-Summit Capital Partners LLC's professionals have been successfully executing real estate and M&A transactions for financially challenged businesses and their creditors. About SunEdison, Inc. SunEdison, Inc. (OTC PINK: SUNEQ), is a developer and seller of photovoltaic energy solutions, an owner and operator of clean power generation assets, and a global leader in the development, manufacture and sale of silicon wafers to the semiconductor industry. On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos. 16-10991 to 16-11017). Martin H. Truong, the senior vice president, general counsel and secretary, signed the petitions. The Debtors disclosed total assets of $20.7 billion and total debt of $16.1 billion as of Sept. 30, 2015. The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild Inc. as investment banker and financial advisor, McKinsey Recovery & Transformation Services U.S., LLC, as restructuring advisors and Prime Clerk LLC as claims and noticing agent. The Debtors employed PricewaterhouseCoopers LLP as financial advisors; and KPMG LLP as their auditor and tax consultant. SunEdison also tapped Eversheds LLP as its special counsel for Great Britain and the Middle East. Cohen & Gresser LLP has also been retained as special counsel. The Debtors tapped Ernst & Young LLP to provide tax-related services. Keen-Summit Capital Partners LLC has been hired as real estate advisor. Binswanger of Texas, Inc. also has been retained as real estate agent. Sullivan & Cromwell LLP serves as counsel to TerraForm Power, Inc., and TerraForm Global, Inc. An official committee of unsecured creditors has been appointed in the case. The Committee tapped Weil, Gotshal & Manges LLP as its general bankruptcy counsel and Morrison & Foerster LLP as special counsel. Togut, Segal & Segal LLP and Kobre & Kim LLP serve as conflicts counsel. Alvarez & Marsal North America, LLC, serves as the Committee's financial advisors. Counsel to the administrative agent under the Debtors' prepetition first lien credit agreement are Richard Levy, Esq., and Brad Kotler, Esq., at Latham & Watkins. Counsel to the administrative agent under the postpetition DIP financing facility are Scott Greissman, Esq., and Elizabeth Feld, Esq., at White & Case LLP. Counsel to the Tranche B Lenders (as defined in the DIP credit agreement) and the steering committee of the second lien creditors are Arik Preis, Esq., and Naomi Moss, Esq., at Akin Gump Strauss Hauer & Field, LLP. Counsel to the administrative agent under the Debtors' prepetition second lien credit agreement is Daniel S. Brown, Esq., at Pillsbury Winthrop Shaw Pittman LLP. The collateral trustee under the Debtors' prepetition second lien credit agreement and the indenture trustee under each of the Debtors' outstanding bond issuances, is represented by Marie C. Pollio, Esq., at Shipman & Goodwin LLP. Counsel to the ad hoc group of certain holders of the Debtors' convertible senior notes is White & Case LLP's Tom Lauria, Esq. * * * On March 28, 2017, the Debtors filed their Plan of Reorganization and related Disclosure Statement. The Disclosure Statement was approved on June 13, 2017. Judge Stuart Bernstein subsequently confirmed the Debtors' Second Amended Joint Plan of Reorganization on July 28, 2017. TASTE OF MAO: Hires Ford Harrison as Litigation Counsel ------------------------------------------------------- A Taste of Mao, Inc. seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York in Brooklyn to employ Ford Harrison LLP as its special litigation counsel effective as of October 23, 2017, in connection with the Debtor's review and possible objection to certain claims asserts against it in this case as they relate to employment law. Ford Harrison's customary billing rates are currently $450.00 per hour as a blended rate for partners and associates, and $150 per hour for para-professionals. Eric Su, partner of Ford & Harrison LLP, attests that Ford Harrison is disinterested within the meaning of Sections 101(14) and 327 of the Bankruptcy Code. The Firm can be reached through: Eric Su, Esq. 60 East 42nd Street, 51st Floor New York, NY 10165 Tel: 212-453-5900 Fax: 212-453-5959 Email: esu@fordharrison.com About A Taste of Mao Inc. Based in Flushing, New York, A Taste of Mao Inc. filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 17-45496) on October 23, 2017, listing under $1 million both in assets and liabilities. The Debtor is represented by Lawrence Morrison at Morrison Tenenbaum PLLC as counsel. Judge Carla E. Craig presides over the case. TASTE OF MAO: Hires Morrison Tenenbaum as Counsel ------------------------------------------------- A Taste of Mao, Inc. seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York in Brooklyn to employ Lawrence Morrison, Esq. and Morrison Tenenbaum PLLC as Chapter 11 counsel. Professional services to be rendered by Mr. Morrison are: a. advise the Debtor with respect to its powers and duties as debtor-in-possession in the management of its estate; b. assist in any amendments of Schedules and other financial disclosures and in the preparation/review/amendment of a disclosure statement and plan of reorganization; c. negotiate with the Debtor's creditors and take the necessary legal steps to confirm and consummate a plan of reorganization; d. prepare on behalf of the Debtor all necessary motions, applications, answers, proposed orders, reports, and other papers to be filed by the Debtor in this case; e. appear before the Bankruptcy Court to represent and protect the interest of the Debtor and its estate; and f. perform all other legal services for the Debtor that may be necessary and proper for an effective reorganization. Lawrence F. Morrison, partner at Morrison Tenebaum PLLC, attests that his firm is not connected with the Debtor, its creditors, other parties in interest or the Office of the United States Trustee; and is a disinterested party within the meaning of Sections 101(14) and 327 of the Bankruptcy Code. The firm's hourly billing rates are: Lawrence F Morrison $495 Associates $350 Paraprofessionals $150 The Firm can be reached through: Lawrence Morrison, Esq. MORRISON TENENBAUM PLLC 87 Walker Street Floor 2 New York, NY 10013 Phone: 212-620-0938 Email: lmorrison@m-t-law.com About A Taste of Mao Inc. Based in Flushing, New York, A Taste of Mao Inc. filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 17-45496) on October 23, 2017, listing under $1 million both in assets and liabilities. The Debtor is represented by Lawrence Morrison at Morrison Tenenbaum PLLC as counsel. Judge Carla E. Craig presides over the case. TOYS "R" US: Moody's Rates $450MM DIP Term Loan 'Ba2' ----------------------------------------------------- Moody's Investors Service assigned ratings to four debtor-in-possession ("DIP") credit facilities of affiliated entities of Toys 'R' Us, Inc. Ratings are outlined below: Toys 'R' Us-Delaware, Inc. (DIP) $1.85 billion DIP ABL revolving credit facility at Baa3 $450 million DIP ABL FILO credit facility at Baa3 $450 million DIP Term Loan at Ba2 TRU Taj LLC (DIP) $375 million DIP Notes at Ba3 Proceeds of the facilities will be used to refinance certain pre-petition debt at various affiliated entities of Toys "R" Us, Inc., (total pre-petition debt is approximately $5.625 billion) as well as fund the company through the Chapter 11 process. Toys "R" Us, Inc. and various subsidiaries and affiliates filed for Chapter 11 bankruptcy on September 18, 2017. Moody's withdrew all ratings of Toys "R" Us, Inc. following the Chapter 11 filing. RATINGS RATIONALE The Baa3 rating assigned to the Toys "R" Us Delaware DIP ABL/FILO focuses on the collateral package consisting primarily of inventory and Canadian real estate assets, guarantor structure, and the proportion of pre-petition debt it represents, which Moody's estimates is around 33%. The Ba2 rating assigned to the Toys "R" Us Delaware DIP Term Loan considers the real estate as its primary collateral, relying on unencumbered real estate that includes a mix of owned, ground leased, and leased stores, and distribution centers, as well as pledged equity value from the parents of Propco I and Propco II. Other collateral includes, but is not limited to, the intellectual property, a second lien in the assets securing the ABL/FILO, a pledge of the equity of Wayne Real Estate Holding Company, which is the direct parent of Propco I, and a pledge of 65% of Canada equity. The guarantor structure also adds value. An additional rating factor is the percentage of pre-petition debt this facility represents, which Moody's estimates is around 9%. The Ba3 rating assigned to the TRU Taj LLC (DIP) Notes is based on the heavy collateral reliance on European real estate and the equity interest in the Asia joint venture. A favorable feature is the $120 million in escrowed cash. Upstream and downstream guarantees add value to the structure as well. Moody's estimates this facility as representing around 7% of pre-petition debt. The Chapter 11 filing occurred following a "vendor squeeze" that resulted from a loss of confidence in Toys "R" Us. Toys has been hampered by a persistently high debt load following its 2006 leveraged buy-out by affiliates of Kohlberg, Kravis, Roberts, Vornado, and Bain Capital, with around $6 billion in debt funding the transaction. In addition to the high debt load, Toys has struggled with an almost steady cadence of refinancings, culminating in 2016's exchange, which was deemed a distressed exchange, and left Toys with "stub" maturities due in 2018. It was the attempt at refinancing these "stub" facilities that triggered the issues with vendors and trade creditors. The principal methodology used in these ratings was Debtor-In-Possession Lending published in March 2009. Toys "R" Us, Inc. is the world's largest dedicated toy retailer, with annual revenues of around $11 billion. Pre-petition, it was owned by affiliates of Kohlberg, Kravis, & Roberts, Vornado, and Bain Capital. This rating is assigned on a point-in-time basis and will be withdrawn as soon as practicable, before which it is subject to monitoring. This rating is assigned on a point-in-time basis and will be withdrawn as soon as practicable, before which it is subject to monitoring. TRINITY 83: Dec. 11 Auction of Mokena Property Set -------------------------------------------------- Judge Deborah L. Thorne of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Trinity 83 Development, LLC's bidding procedures in connection with its sale of commercial real property which consists of a two tenant building that is located at 19100 S. Crescent Dr., Mokena, Illinois, and equipment, used in the operation of the commercial building, to 19100 Crescent Building, LLC for $1,715,000, subject to overbid. The Agreement, in the form attached to the Motion, is approved for use in connection with the sale of the Property subject to modification as agreed to by the parties. Any party wishing to bid at Auction for the purchase of the Property must submit said bid and bidding requirements to the Counsel for the Debtor by no later than Dec. 7, 2017. ColFin Midwest Funding, LLC will be entitled to credit bid at the Auction, any or all of its debt at the Auction. The Auction Sale of the Property will be free and clear of any and all liens and encumbrances, except as provided in the Order. The Sale will be subject to the liens and encumbrances of ColFin, and ColFin will be paid all Sale Proceeds at closing to satisfy its liens and encumbrances, pursuant to the Sale Order or further order of the Court. The Auction, is set for Dec. 11, 2017 at 11:00 a.m., to be held at the Law Offices of the Debtor's Counsel, Cohen & Krol, 105 W. Madison St., Suite 1100, Chicago, Illinois. The deadline for parties to object to the proposed sale is Dec. 15, 2017 and a hearing to approve the sale of the Property will be held on Dec. 21, 2017 at 10:00 a.m. In the event there are no other successful bidders, and 19100 Crescent Building is unable or unwilling to complete closing of the Sale, the Debtor withdraws the Property from the Auction or the Court fails to confirm the Sale, then 19100 Crescent Building will not be entitled to the Break-Up fee unless the failure to close was due to failure of a third-party bidder's failure to complete the Sale. Upon completion and closing of the Auction and Sale, and upon entry of the Order approving the Sale, the funds being held by the Receiver in the Receiver's account, which funds constitute ColFin's cash collateral, will be turned over to ColFin upon the release and discharge of the Receiver from his duties and his bond. About Trinity 83 Development Trinity 83, Development, LLC, was formed in 2005. It is a Limited Liability Company formed under the laws of the State of Illinois. Its members are, and always have been, Donald J. Santacaterina, Thomas Connelly and George Yukich. In 2006 Trinity 83 constructed a Class A, 12,500 square foot, masonry retail/office building at 19100 S. Crescent Dr, Mokena Illinois. The building was constructed as a "build to suit" for two tenants, namely Kids Can Do, Inc, and Hair and Beauty Salon Suites of Mokena, Inc. Both tenants have occupied the building since 2006/07 and continue to do so. At least some of the ownership of the tenants are related to some of the members of Trinity 83. Trinity 83 filed a Chapter 11 petition (Bankr. N.S. Ill. Case No. 16-24652) on Aug. 1, 2016. The petition was signed by Donald L. Santacarina, member. The case is assigned to Judge Deborah L. Thorne. The Debtor is represented by Gina B. Krol, Esq., at Cohen & Krol. The Debtor disclosed total assets at $2.41 million and total debt at $2.13 million at the time of the filing. No official committee of unsecured creditors has been appointed in the case. TSC/JMJ SNOWDEN: Taps Hirschler Fleischer as Legal Counsel ---------------------------------------------------------- TSC/JMJ Snowden River South, LLC seeks approval from the U.S. Bankruptcy Court for the District of Maryland to hire Hirschler Fleischer as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; negotiate with creditors; assist in the preparation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. Hirschler received a pre-bankruptcy retainer from the Debtor in the sum of $26,800, of which $6,208.50 was used to pay the firm's professional fees for pre-bankruptcy services and $1,717 for the filing fee. Lawrence Katz, Esq., a principal of Hirschler, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Lawrence A. Katz, Esq. Hirschler Fleischer 8270 Greensboro Drive, Suite 700 Tysons Corner, VA 22102 Tel: (703) 584-8362 Email: lkatz@hf-law.com About TSC/JMJ Snowden TSC/JMJ Snowden River South, LLC, filed as a "single asset real estate" whose principal assets are located at 9301, 9309 and 9315 Snowden River Parkway Columbia, Maryland. The Debtor is an affiliate of College Park Investments, LLC, which sought bankruptcy protection (Bankr. D. Md. Case No. 17-22678) on Sept. 22, 2017. The Debtor filed a Chapter 11 petition (Bankr. D. Md. Case No. 17-24150) on Oct. 23, 2017. Bruce S. Jaffe, manager, signed the petition. At the time of filing, the Debtor estimated assets and liabilities at $10 million to $50 million. Judge Thomas J. Catliota presides over the case. ULURU INC: Incurs $538,000 Net Loss in Third Quarter ---------------------------------------------------- ULURU Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net los of $538,245 on $200,939 of total revenues for the three months ended Sept. 30, 2017, compared to a net loss of $685,982 on $5,649 of total revenues for the three months ended Sept. 30, 2016. For the nine months ended Sept. 30, 2017, the Company reported a net loss of $1.54 million on $422,370 of total revenues compared to a net loss of $1.86 million on $378,774 of total revenues for the same period during the prior year. As of Sept. 30, 2017, ULURU had $9.43 million in total assets, $2.93 million in total liabilities and $6.50 million in total stockholders' equity. The Company has funded its operations primarily through the public and private sales of convertible notes, rights to acquire Common Stock, Preferred Stock and Common Stock. Product sales, royalty payments, licensing fees and milestone payments from our corporate alliances have also provided, and are expected in the future to provide, funding for operations. ULURU's principal source of liquidity is cash and cash equivalents. As of Sept. 30, 2017, the Company's cash and cash equivalents were approximately $4,604,000, which is an increase of approximately $4,567,000 as compared to its cash and cash equivalents at Dec. 31, 2016 of approximately $37,000. The Company's working capital (current assets less current liabilities) was approximately $3,307,000 at Sept. 30, 2017, as compared to its working capital at Dec. 31, 2016 of approximately $(1,614,000). According to the Company, "We expect to use our cash, cash equivalents, and investments on working capital, for general corporate purposes, on property and equipment, and for the payment of contractual obligations. Our long-term liquidity will depend to a great extent on our ability to fully commercialize our Altrazeal and OraDisc technologies; therefore, we are continuing to look both domestically and internationally for opportunities that will enable us to expand our business. At this time, we cannot accurately predict the effect of certain developments on the rate of sales growth, if any, during 2017 and beyond, such as the speed and degree of market acceptance, the impact of competition, the effectiveness of the sales and marketing efforts of our distributors and sub-distributors, and the outcome of our current efforts to develop, receive approval for, and successfully launch our near-term product candidates. "As of September 30, 2017, our net working capital (current assets less current liabilities) was approximately $3,307,000 and we believe that our current liquidity will be sufficient to fund operations beyond 2017. "In the event that we need to raise capital in the future, due to our limited revenue, we may be unable to obtain the necessary financing on terms acceptable to us, or at all. If we are unable to raise capital when needed, we would be unable to continue our operations. Even if we are able to raise capital, we may raise capital by selling equity securities, which will be dilutive to existing stockholders. If we incur additional indebtedness, costs of financing may be extremely high, and we will be subject to default risks associated with such indebtedness, which may harm our ability to continue our operations. We have no commitments with respect to additional capital." A full-text copy of the Form 10-Q is available for free at: https://is.gd/eOs2mA About ULURU Inc. Addison, Texas-based ULURU Inc. -- http://www.uluruinc.com/-- is a specialty medical technology company committed to developing and commercializing a range of innovative wound care and muco-adhesive film products based on its patented Nanoflex and OraDisc technologies, with the goal of improving outcomes for patients, health care professionals and payers. ULURU reported a net loss of $4.45 million in 2016, a net loss of $2.69 million in 2015, and a net loss of $1.93 million in 2014. USA SALES: Court Declines to Extend Exclusivity Period ------------------------------------------------------ The Hon. Mark S. Wallace of the U.S. Bankruptcy Court for the Central District of California has denied USA Sales, Inc.'s request for an extension of its exclusivity period to file a plan of reorganization. As reported by the Troubled Company Reporter on Oct. 11, 2017, the Debtor asked the Court to extend the periods within which it has the exclusive right to file a plan and solicit acceptances to the plan from Oct. 27, 2017, to March 30, 2018. The Court says the exclusivity period for filing a plan cannot be extended beyond 18 months after the petition date. A copy of the court order is available at: http://bankrupt.com/misc/cacb16-14576-215.pdf About USA Sales, Inc. USA Sales, Inc., dba Statewide Distributors, Inc., filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 16-14576) on May 20, 2016, estimating assets and liabilities between $1 million and $10 million. The petition was signed by Claudia Ali, surviving spouse of Kabiruddin Karim Ali and 100% beneficiary. Judge Mark S. Wallace presides over the case. The Debtor is a tobacco and cigarette distributor based in Ontario, California. Daren M Schlecter, Esq., at the Law Office of Daren M. Schletcter, APC, serves as the Debtor's bankruptcy counsel. The Law Offices of A. Lavar Taylor LLP serves as special counsel. The Debtor engaged M. Zubair Rawda as accountant and BSW & Associates as investment banker. UW OSHKOSH FOUNDATION: Taps CliftonLarsonAllen as Accountant ------------------------------------------------------------ The University of Wisconsin Oshkosh Foundation, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Wisconsin to hire CliftonLarsonAllen as its accountant. The firm will advise the Debtor regarding information related to its accounting and tax practices; audit its June 30, 2017 financial statements; prepare tax returns; and provide other accounting services. The hourly rates charged by CliftonLarsonAllen range from $112 to $355. The firm has agreed to a fee cap of $55,000. Dale Glen, a certified public accountant and principal of CliftonLarsonAllen, disclosed in a court filing that the firm does not hold or represent any interest adverse to the Debtor's estate. The firm can be reached through: Dale Glen CliftonLarsonAllen 100 City Center OshKosh, WI 54903 Tel: 920-231-5890 About University of Wisconsin Oshkosh Foundation Inc. Established in 1963, the University of Wisconsin Oshkosh Foundation -- https://www.uwosh.edu/foundation -- was created to promote, receive, invest and disburse gifts to meet the goals and needs of the University of Wisconsin Oshkosh. Its offices are located in the Alumni Welcome and Conference Center along the Fox River. UW Oshkosh Foundation is a separate and distinct legal entity from UW Oshkosh and qualifies as a tax-exempt 501(c)(3) organization under the United States Internal Revenue Code. It owns a fee simple interest in the Alumni Welcome & Conference Center located at 625 Pearl Avenue, Oshkosh, valued at $11.8 million. It is also a fee simple owner of a residence located at 1423 Congress Avenue, Oshkosh, with a current value of $375,000. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 17-28077) on Aug. 17, 2017. Timothy C. Mulloy, chairman of the Board, signed the petition. At the time of the filing, the Debtor disclosed $14.84 million in assets and $15.87 million in liabilities. Judge Susan V. Kelley presides over the case. The Debtor hired Steinhilber Swanson LLP as its bankruptcy counsel, and Martin Cowie as its chief financial officer. VANGUARD HEALTHCARE: BHC-LTC To Pay Injury Claims Against Memphis ----------------------------------------------------------------- Vanguard of Memphis LLC, a subsidiary of Vanguard Healthcare LLC, on Nov. 6, 2017, filed with the U.S. Bankruptcy Court for the Middle District of Tennessee a disclosure statement accompanying the Debtor's plan of liquidation. The Class 1 Healthcare Financial Services Claim is impaired by the Plan. The secured claim of Healthcare Financial Services will be deemed paid in full upon the payment of $7,500,000 paid at Closing, which took place on or about June 15, 2017. Class 2 Personal Injury Claims are impaired by the Plan. Allowed claims in Class 2 that are within the policy limits of that certain insurance provided by BHC-LTC Insurance Ltd with the Debtor in existence as of the Date of Filing will be paid in full by BHC-LTC Insurance Ltd. To the extent that an allowed claim exceeds the policy limits, the amount of the allowed claim that exceeds the policy limits will be paid pro rata with the Class 3 Allowed Claims from the net proceeds available to distribution to Class 3 following the payment of administrative expenses and priority claims further described in Article IV of the Plan. No distributions under the Plan will be made on account of an allowed claim that is payable by BHC-LTC Insurance Ltd until the holder of allowed claim has exhausted all remedies with respect to insurance policy. To the extent that a claim has been paid, the applicable portion of the claim may be expunged without a claims objection having to be filed and without any further notice to or action, order or approval of the Court. Unless the Debtor designates an earlier date, the Effective Date of the Plan will be the first day of the second full month after the entry of the court order confirming the Plan. Upon Confirmation, the Debtor will retain all Property of the Debtor, including causes of action as defined in the Plan, and will continue to be managed by Vanguard Healthcare with financial and employee benefit services provided by Vanguard Financial Services and Vanguard Healthcare Employee Benefits Plan, LLC. William D. Orand will continue to be the Chief Executive Officer of Vanguard Healthcare and John T. Fick will continue to be the Chief Financial Officer. After the Effective Date of the Plan, the Debtor will have the power and authority to sell any remaining assets and settle and compromise any Cause of Action or the allowance of any claim without further notice or court approval. The Debtor will file with the court an accounting and will seek the entry of a final decree as required under Bankruptcy Rule 3022 following the Effective Date of the Plan and the administration of the estate. During this period the Debtor will submit reports and pay quarterly fees to the U.S. Trustee as required by law. Upon the Confirmation, the Committee will terminate, provided the U.S. Trustee will appoint a new committee pursuant to the U.S. Bankruptcy Code Section 1102 consisting of Creditors of the Debtor. Any expenses, including attorney fees, incurred by the Liquidating Committee will be submitted to the management of the Debtor for payment and subject to approval by the Court if the Debtor does not approve payment after two weeks of receipt of the itemized statement. Any expenses will be payable as Liquidating Expenses under the Plan, provided the funding of expenses will be restricted to the available funds. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/tnmb16-03296-2116.PDF As reported by the Troubled Company Reporter on Oct. 10, 2017, Vanguard of Memphis on Sept. 26 filed with the Court its proposed Chapter 11 plan of liquidation. Under the liquidating plan, Class 3 unsecured claims would be paid pro rata from the net proceeds available for distribution following payments of administrative expenses and priority claims. Memphis' undisputed unsecured debt is estimated to be $869,405.26. About Vanguard Healthcare Vanguard Healthcare, LLC, is a long-term care provider headquartered in Brentwood, Tennessee, providing rehabilitation and skilled nursing services at 14 facilities in four states (Florida, Mississippi, Tennessee and West Virginia). Vanguard Healthcare and 17 of its subsidiaries each filed a Chapter 11 bankruptcy petition (Bankr. M.D. Tenn. Lead Case No. 16-03296) on May 6, 2016. The petitions were signed by William D. Orand, the CEO. Vanguard estimated assets in the range of $100 million to $500 million and liabilities of up to $100 million. The cases are assigned to Judge Randal S. Mashburn. The Debtors hired Bradley Arant Boult Cummings LLP as bankruptcy counsel; BMC Group as noticing agent; and Stewart & Barnett, Ltd., and Maggart & Associates, P.C., as accountants. The Office of the U.S. Trustee appointed an official committee of unsecured creditors. Bass, Berry & Sims PLC serves as bankruptcy counsel to the committee. CohnReznick LLP is the committee's financial advisor. The U.S. Trustee also appointed Laura E. Brown as patient care ombudsman for Vanguard Healthcare. VANGUARD HEALTHCARE: Court Approves Crestview's Amended Disclosures ------------------------------------------------------------------- Judge Randal Mashburn of the U.S. Bankruptcy Court for the Middle District of Tennessee issued an order approving Vanguard of Crestview, LLC's amended disclosure statement, dated Nov. 6, 2017, referring to its proposed first amended plan of reorganization dated Oct. 31, 2017. Dec. 8, 2017, is fixed as the last day for filing written acceptances or rejections to the Debtors' Amended Plan, and the last day for filing and serving written objections to the confirmation of the Debtor's Amended Plan. Dec. 19, 2017, at 9:00 a.m., Courtroom One, 701 Broadway, Nashville, Tennessee is fixed as the first hearing date for the confirmation of the Debtor’s Amended Plan. About Vanguard Healthcare Vanguard Healthcare, LLC, is a long-term care provider headquartered in Brentwood, Tennessee, providing rehabilitation and skilled nursing services at 14 facilities in four states (Florida, Mississippi, Tennessee and West Virginia). Vanguard Healthcare and 17 of its subsidiaries each filed a Chapter 11 bankruptcy petition (Bankr. M.D. Tenn. Lead Case No. 16-03296) on May 6, 2016. The petitions were signed by William D. Orand, the CEO. Vanguard estimated assets in the range of $100 million to $500 million and liabilities of up to $100 million. The cases are assigned to Judge Randal S. Mashburn. The Debtors hired Bradley Arant Boult Cummings LLP as bankruptcy counsel; BMC Group as noticing agent; and Stewart & Barnett, Ltd., and Maggart & Associates, P.C., as accountants. The Office of the U.S. Trustee appointed an official committee of unsecured creditors. Bass, Berry & Sims PLC serves as bankruptcy counsel to the committee. CohnReznick LLP is the committee's financial advisor. The U.S. Trustee also appointed Laura E. Brown as patient care ombudsman for Vanguard Healthcare. VANGUARD HEALTHCARE: HFS $2.1MM Claim Deemed Fully Paid ------------------------------------------------------- Vanguard of Crestview LLC, a subsidiary of Vanguard Healthcare LLC, on Nov. 6 filed with the U.S. Bankruptcy Court for the Middle District of Tennessee its proposed Chapter 11 plan of liquidation. The Class 1 Healthcare Financial Services Claim is impaired by the Plan. The secured claim of Healthcare Financial Services will be deemed paid in full as HFS was paid $2.1 million at Closing, which took place on or about Sept. 1, 2016. The Class 2 Personal Injury Claims are impaired by the Plan. Allowed claims in Class 2 that are within the policy limits of that certain insurance provided by BHC-LTC Insurance Ltd. with the Debtor in existence as of the Date of Filing will be paid in full by BHC-LTC Insurance Ltd. To the extent that an allowed claim exceeds the policy limits, the amount of the allowed claim that exceeds the policy limits will be paid pro rata with the Class 3 and Class 4 Allowed Claims from the net proceeds available to distribution to Class 3 and 4 following the payment of Administrative Expenses, Liquidating Expenses and Priority Claims further described in Article IV of the Plan. No distributions under the Plan will be made on account of an allowed claim that is payable by BHC-LTC Insurance Ltd until the holder of the allowed claim has exhausted all remedies with respect to the insurance policy. To the extent that a claim has been paid, the applicable portion of the claim may be expunged without a claims objection having to be filed and without any further notice to or action, order or approval of the Court. Unless the Debtor designates an earlier date, the Effective Date of the Plan will be the first day of the second full month after the entry of the court order confirming the Plan. Upon Confirmation, the Debtor will retain all property of the Debtor, excluding causes of action as defined in the Plan, and will continue to be managed by Vanguard Healthcare with financial services provided by Vanguard Financial Services. All cash held by the Debtor will be deposited in an interest bearing account or such other investment as may be approved by the Debtor and the Liquidating Committee for the benefit of creditors of the Debtor. William D. Orand will continue to be the Chief Executive Officer of Vanguard Healthcare and John T. Fick will continue to be the Chief Financial Officer. Liquidating Expenses of the Liquidating Committee must be approved prior to payment by the Debtor, and Liquidating Expenses of the Debtor must be approved prior to payment by the Liquidating Committee. Any dispute regarding the Liquidating Expenses of either party will be resolved by the Court, after notice and opportunity to object is provided to the other party. After the Effective Date of the Plan, the Debtor will have the power and authority to sell any remaining assets and settle and compromise any disputed claim if the settlement is approved by the Liquidating Committee or by the Court after compliance with Rule 9019 of the Federal Rules of Bankruptcy Procedure and notice to the Master Service List. The Debtor will file with the Court an accounting and will seek the entry of a final decree as required under Bankruptcy Rule 3022 following the Effective Date of the Plan and the administration of the estate. During this period the Debtor shall submit reports and pay quarterly fees to the U.S. Trustee as required by law. Upon the Confirmation, the Committee will terminate, provided the U.S. Trustee will appoint a new committee pursuant to the U.S. Bankruptcy Code Section 1102 consisting of Creditors of the Debtor. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/tnmb16-03296-2114.PDF As reported by the Troubled Company Reporter on Oct. 10, 2017, Vanguard of Crestview on Sept. 26 filed with the Court its proposed Chapter 11 plan of liquidation. The liquidating plan places unsecured claims in Class 3, which will be paid pro rata from the net proceeds available for distribution following payments of administrative expenses and priority claims. About Vanguard Healthcare Vanguard Healthcare, LLC, is a long-term care provider headquartered in Brentwood, Tennessee, providing rehabilitation and skilled nursing services at 14 facilities in four states (Florida, Mississippi, Tennessee and West Virginia). Vanguard Healthcare and 17 of its subsidiaries each filed a Chapter 11 bankruptcy petition (Bankr. M.D. Tenn. Lead Case No. 16-03296) on May 6, 2016. The petitions were signed by William D. Orand, the CEO. Vanguard estimated assets in the range of $100 million to $500 million and liabilities of up to $100 million. The cases are assigned to Judge Randal S. Mashburn. The Debtors hired Bradley Arant Boult Cummings LLP as bankruptcy counsel; BMC Group as noticing agent; and Stewart & Barnett, Ltd., and Maggart & Associates, P.C., as accountants. The Office of the U.S. Trustee appointed an official committee of unsecured creditors. Bass, Berry & Sims PLC serves as bankruptcy counsel to the committee. CohnReznick LLP is the committee's financial advisor. The U.S. Trustee also appointed Laura E. Brown as patient care ombudsman for Vanguard Healthcare. VANGUARD HEALTHCARE: Memphis Unsecureds to be Paid 6% Interest -------------------------------------------------------------- Vanguard of Memphis LLC, a subsidiary of Vanguard Healthcare LLC, filed with the U.S. Bankruptcy Court for the Middle District of Tennessee a disclosure statement accompanying its first amended plan of liquidation dated Oct. 31, 2017. Class 3 under the amended liquidating plan consists of the allowed claims of the Department of Health and Human Services and TennCare. The Allowed Claims in Class 3 will be paid Pro Rata from the net proceeds available to Distribution to Classes 2, 3 and 4 following the payment of Administrative Expenses, Liquidating Expenses and Priority Claims. Allowed Claims will also be paid interest at the fixed rate of 6% per annum accruing from the Effective Date of the Plan if sufficient funds are available. Class 4 consists of all Unsecured Claims. Allowed Claims within this Class will be paid Pro Rata from the net proceeds available to distribution to Class 3 following the payment of Administrative Expenses, Liquidating Expenses and Priority Claims. Allowed Claims in this Class will also be paid interest at the fixed rate of 6% per annum accruing from the Effective Date of the Plan if sufficient funds are available. The Troubled Company Reporter previously reported that Class 3 unsecured claims will be paid pro rata from the net proceeds available for distribution following payments of administrative expenses and priority claims. Memphis' undisputed unsecured debt is estimated to be $869,405.26. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/tnmb3-16-03296-2122.pdf About Vanguard Healthcare Vanguard Healthcare, LLC, is a long-term care provider headquartered in Brentwood, Tennessee, providing rehabilitation and skilled nursing services at 14 facilities in four states (Florida, Mississippi, Tennessee and West Virginia). Vanguard Healthcare and 17 of its subsidiaries each filed a Chapter 11 bankruptcy petition (Bankr. M.D. Tenn. Lead Case No. 16-03296) on May 6, 2016. The petitions were signed by William D. Orand, the CEO. Vanguard estimated assets in the range of $100 million to $500 million and liabilities of up to $100 million. The cases are assigned to Judge Randal S. Mashburn. The Debtors hired Bradley Arant Boult Cummings LLP as bankruptcy counsel; BMC Group as noticing agent; and Stewart & Barnett, Ltd., and Maggart & Associates, P.C., as accountants. The Office of the U.S. Trustee appointed an official committee of unsecured creditors. Bass, Berry & Sims PLC serves as bankruptcy counsel to the committee. CohnReznick LLP is the committee's financial advisor. The U.S. Trustee also appointed Laura E. Brown as patient care ombudsman for Vanguard Healthcare. VELOCITY POOLING: Moody's Cuts PDR to D-PD Following Bankruptcy --------------------------------------------------------------- Moody's Investors Service downgraded Velocity Pooling Vehicle, LLC's Probability of Default Rating (PDR) to D-PD from Ca-PD. The downgrade was prompted by Velocity's November 15, 2017 announcement that it had initiated Chapter 11 bankruptcy proceedings. The outlook is stable. RATINGS RATIONALE Velocity was hamstrung by an unsustainable capital structure due to the debt load resulting from its buyout, exacerbated by industry headwinds that resulted in weak operating performance and fragile liquidity. Subsequent to actions, Moody's will withdraw all ratings for Velocity -- including the Ca and C ratings for the company's senior secured first and second lien term debt, respectively -- due to the bankruptcy filing. Please refer to Moody's Investors Service's Policy for Withdrawal of Credit Ratings, available on its website, www.moodys.com. Downgrades: Issuer: Velocity Pooling Vehicle, LLC -- Probability of Default Rating, Downgraded to D-PD from Ca-PD The principal methodology used in this rating was Retail Industry published in October 2015. VERMEIL LLC: Counsel to be Paid $12,500 Under Latest Plan --------------------------------------------------------- The Vermeil LLC and Sterling & Seventh LLC filed with the U.S. Bankruptcy Court for the Eastern District of New York an amended disclosure statement for their plan of reorganization dated Nov. 7, 2017. Class 2(a) under the plan is the secured claim of Jacob Rosenberg. Rosenberg will be paid from the net proceeds from the auction of Unit 1D & 1E (up to amount of Claim) and after payment of related Real Estate Tax Liens and Real Estate Taxes and $35,000 for Administrative Fees, and from parking spaces proceeds subject to prevailing on litigation. Class 2(b) is the secured claim of the Board of Managers of the Vermeil Condominium. This class will receive net proceeds from the auction of Unit 10P, 16P and 17P (up to amount of Claim) after Condominium payment of Real Estate Tax Liens and Real Estate Taxes and Priority Claims, and Post-Confirmation Compensation to Debtors' Counsel in the amount of $12,500. Will also receive proceeds of sale of Parking Spaces 4P and 8P if prevails in litigation. This class will also receive any additional monies remaining following the satisfaction of Rosenberg's Claim, which will include payment of the $49, 641.51 common charge liens on the Units. This latest plan provides that the post-confirmation compensation to Debtor's counsel will be $12,500. The principals of the Debtors (insiders) are not expected to manage the affairs of the Debtors Post-Confirmation. To the extent necessary, said counsel will act as disbursing agent. A bond will not be required. It is not reasonably anticipated that compensation in addition to the $12,500 will be requested. The disbursing agent(s) will maintain, all accounts at banking institutions that are authorized depository institutions in the Eastern District of New York. A copy of the Second Amended Disclosure Statement is available at: http://bankrupt.com/misc/nyeb1-15-44136-98.pdf About The Vermeil LLC Headquartered in Brooklyn, New York, The Vermeil LLC filed for chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 15-44136) on Sept. 8, 2015, listing its estimated assets at $1 million to $10 million and estimated liabilities at $1 million to $10 million. The petition was signed by Jacob Pinson, managing member. WALL ST. RECYCLING: Taps Wickens as Special Counsel in Cawley Suit ------------------------------------------------------------------ Wall St. Recycling L.L.C. seeks approval from the U.S. Bankruptcy Court for the Northern District of Ohio to hire Wickens, Herzer, Panza, Cook & Batista Co. as its special counsel. The firm will represent the Debtor in an adversary proceeding (Case No. 17-05073) filed by Cawley JV, LLC and Global Mill Supply, Inc. The case relates to the Debtor's interest in JV Iron & Metal LLC, a joint venture, and involves a myriad of claims that its members assert against one another, including claims for breach of contract and fraud. The attorneys and staff expected to provide the services are: Richard Panza Attorney $400 Rachelle Kuznicki Zidar Attorney $310 Christopher Peer Attorney $300 John Polinko Attorney $300 Jacqueline Panza Paralegal $135 The firm requires, and the Debtor's lender has agreed to, a carve-out in the amount of $300,000 for payment of approved fees and expenses to which the firm may be entitled as special counsel. Richard Panza, Esq., disclosed in a court filing that he and his firm have no connection with the Debtor, its creditors or equity security holders. The firm can be reached through: Richard D. Panza, Esq. Wickens, Herzer, Panza, Cook & Batista Co. 35765 Chester Road Avon, OH 44011 About Wall St. Recycling Wall St. Recycling -- http://wallstreetrecycling.com/-- is a buyer and seller of ferrous and nonferrous scrap metals including copper, aluminum, brass, stainless, cast, iron and steel. Founded in 2000 as a small nonferrous yard located in Ravenna, Ohio, it has grown steadily over the years into a full service recycling company. Its facility is open to the public with unloading assistance available if needed. John Joseph, Robert Murray and Michael Ambrose each owns 33.33% of the company. Wall St. Recycling L.L.C., aka Wall Street Recycling LLC, filed a Chapter 11 petition (Bankr. N.D. Ohio Case No. 17-51701) on July 19, 2017. Robert Murphy, member, signed the petition. The Debtor estimated assets and liabilities ranging between $1 million and $10 million. The case is assigned to Judge Alan M. Koschik. Marc B. Merklin, Esq., Kate M. Bradley, Esq., and Bridget A. Franklin, Esq., at Brouse McDowell, LPA, serve as the Debtor's bankruptcy counsel. The Debtor hired Leonard I. Greenberg, Inc. as its accountant. WILLOW BEND: Seeks to Hire Liskow & Lewis as Special Counsel ------------------------------------------------------------ Willow Bend Ventures, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to hire Robert S. Angelico, Cheryl Mollere Kornick, Jeff Birdsong and the Professional Law Corporation of Liskow & Lewis as special counsel. Liskow & Lewis will represent the Debtor to pursue litigation associated with the Claims of the Louisiana Department of Revenue disputed by Debtor which were pending at the time of the Debtor's Bankruptcy filing and are ongoing at this time. Robert S. Angelico attests that the Liskow & Lewis Firm does not represent or hold any interest adverse to the Debtor or the estate and is a disinterested person as contemplated by the Bankruptcy Code. Liskow & Lewis' current rates are: Robert S. Angelico $475.00 per hour Cheryl Mollere Kornick $400.00 per hour Jeff Birdsong $225.00 per hour The Firm can be reached through: Robert S. "Bob" Angelico One Shell Square 701 Poydras Street New Orleans, LA 70139 Phone: 504-556-4112 Email: rsangelico@liskow.com About Willow Bend Ventures LLC Edgard, Louisiana-based Willow Bend Ventures, LLC sought Chapter 11 protection (Bankr. E.D. La. Case No. 17-11178) on May 9, 2017. The Debtor hired Phillip K. Wallace, PLC as its bankruptcy counsel and Fletcher & Associates, LLC as its accountant. ZEKE'S WORLD: Hearing on Plan Outline Approval Set for Dec. 8 ------------------------------------------------------------- The Hon. Thomas J. Catliota of the U.S. Bankruptcy Court for the District of Maryland has scheduled for Dec. 8, 2017, the hearing to consider Zeke's World, LLC's disclosure statement referring to the Debtor's Chapter 11 plan. Headquartered in Ocean City, Maryland, Zeke's World, LLC aka World Gym filed for Chapter 11 bankruptcy protection (Bankr. D. Md. Case No. 16-18635) on June 27, 2016, estimating its assets at between $100,000 and 500,000 and its liabilities at between $1 million and $10 million. The petition was signed by Byron L. Brooks, managing member. John Douglas Burns, Esq., at The Burns Lawfirm, LLC, serves as the Debtor's bankruptcy counsel. ZETTA JET USA: Ch.11 Trustee to Hire Ordinary Course Professionals ------------------------------------------------------------------ The Chapter 11 trustee for Zetta Jet USA, Inc. has filed a motion seeking approval from the U.S. Bankruptcy Court for the Central District of California to hire professionals used in the ordinary course of business. The request, if granted, would allow the trustee to hire "ordinary course professionals" without filing separate employment applications. The OCPs are: OCPs Services ---- -------- Aviation Law Legal - Aviation Law George P. Rice, CPA Accounting – Tax Appeal Work The Skinner Law Group Special Litigation Counsel Duane Morris LLP Special Litigation Counsel Miller, Miller, Menthe LLP Special Litigation Counsel Pricewaterhouse Coopers Tax Services Clyde & Co./Clasis LLC Special Corporate and Litigation Counsel PricewaterhouseCoopers Forensic Accounting Consulting (Singapore) Pte Ltd. Diligence Global Business Cross-Border Diligence Services Intelligence SA In the same filing, the Debtor also seeks approval to pay, without formal application to the court, 100% of the fees and expenses of each OCP upon submission of a billing statement setting forth in detail the nature of the services rendered and the expenses actually incurred up to %50,000 per month per OCP. 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. On October 12, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee hired Pachulski Stang Ziehl & Jones LLP as counsel. Jonathan D. King was appointed Chapter 11 trustee in the case. The trustee hired DLA Piper LLP (US) as counsel; and Seabury Corporate Finance LLC and Seabury Securities LLC as financial advisor and investment banker. ZYNEX INC: Posts Net Income of $2.20 Million in Third Quarter ------------------------------------------------------------- Zynex, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting net income of $2.20 million on $6.82 million of total revenue for the three months ended Sept. 30, 2017, compared to net income of $532,000 on $3.62 million of total revenue for the three months ended Sept. 30, 2016. For the nine months ended Sept. 30, 2017, the Company reported net income of $4.05 million on $15.29 million of total revenue compared to a net loss of $140,000 on $10.39 million of total revenue for the same period during the prior year. As of Sept. 30, 2017, Zynex had $5.98 million in total assets, $4.43 million in total liabilities and $1.55 million in total stockholders' equity. During 2013-2015, the Company suffered operating losses which caused a lack of liquidity and a substantial working capital deficit. This led EKS&H LLLP, in Denver, Colorado, the Company's independent accounting firm, to issue a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, noting that the Company is operating under forbearance arrangements with respect to its credit agreement and has been unable to secure adequate alternative financing. In addition, the Company has suffered recurring operating losses, has a net capital deficiency, and its need for additional capital raise substantial doubt about its ability to continue as a going concern. During 2016, the Company generated net income during Q3 and Q4 and combined with the profitability in Q1, Q2 and Q3 of 2017, the Company has recorded five consecutive profitable quarters, paid off its line of credit with Triumph Healthcare Finance, a division of TBK Bank, SSB, formerly known as Triumph Community Bank, and generated cash reserves and positive working capital. As a result, as of Sept. 30, 2017, management evaluated whether there are conditions and events that raise doubt about the entity's ability to continue as a going concern and concluded there is no significant doubt. The Company is currently able to meet its obligations as they become due within one year. Zynex Inc reported net income of $69,000 on $13.31 million of net revenue for the year ended Dec. 31, 2016, following a net loss of $2.93 million on $11.64 million of net revenue in 2015. A full-text copy of the Form 10-Q is available for fre at: https://is.gd/9RTUVW About Zynex, Inc. Zynex, Inc. (OTCQB: ZYXI) specializes in the production and sale of non-invasive medical devices for pain management, stroke rehabilitation, neuro-diagnostic equipment, cardiac and blood volume monitoring. The company maintains its headquarters in Lone Tree, Colorado. * * * This concludes the Troubled Company Reporter's coverage of Zynex, Inc. until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE ALSWF US 94.0 (54.4) (32.8) ABSOLUTE SOFTWRE OU1 GR 94.0 (54.4) (32.8) ABSOLUTE SOFTWRE ABT CN 94.0 (54.4) (32.8) ABSOLUTE SOFTWRE ABT2EUR EU 94.0 (54.4) (32.8) AGENUS INC AJ81 GR 149.3 (51.6) 29.9 AGENUS INC AGEN US 149.3 (51.6) 29.9 AGENUS INC AJ81 TH 149.3 (51.6) 29.9 AGENUS INC AGENEUR EU 149.3 (51.6) 29.9 AGENUS INC AJ81 QT 149.3 (51.6) 29.9 AIMIA INC AIM CN 4,260.0 (20.8) (1,176.3) AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) ARSANIS INC ASNS US 7.6 (16.7) (6.3) ASPEN TECHNOLOGY AZPN US 202.7 (267.5) (327.7) ASPEN TECHNOLOGY AST GR 202.7 (267.5) (327.7) ASPEN TECHNOLOGY AST TH 202.7 (267.5) (327.7) ASPEN TECHNOLOGY AZPNEUR EU 202.7 (267.5) (327.7) ATLATSA RESOURCE ATL SJ 193.5 (142.5) (46.4) AUTOZONE INC AZO US 9,259.8 (1,428.4) (155.0) AUTOZONE INC AZ5 TH 9,259.8 (1,428.4) (155.0) AUTOZONE INC AZ5 GR 9,259.8 (1,428.4) (155.0) AUTOZONE INC AZOEUR EU 9,259.8 (1,428.4) (155.0) AUTOZONE INC AZ5 QT 9,259.8 (1,428.4) (155.0) AVEO PHARMACEUTI AVEO US 41.7 (44.6) 23.7 AVID TECHNOLOGY AVID US 225.3 (270.4) (78.0) AVID TECHNOLOGY AVD GR 225.3 (270.4) (78.0) AXIM BIOTECHNOLO AXIM US 4.4 (3.4) (0.6) BENEFITFOCUS INC BNFT US 171.2 (37.0) 7.0 BENEFITFOCUS INC BTF GR 171.2 (37.0) 7.0 BLUE BIRD CORP BLBD US 366.8 (59.6) 32.8 BLUE RIDGE MOUNT BRMR US 1,060.2 (212.5) (62.4) BOMBARDIER INC-A BBD/A CN 23,709.0 (3,623.0) 103.0 BOMBARDIER INC-B BBD/B CN 23,709.0 (3,623.0) 103.0 BRINKER INTL EAT US 1,368.6 (539.0) (273.5) BRINKER INTL BKJ GR 1,368.6 (539.0) (273.5) BRINKER INTL EAT2EUR EU 1,368.6 (539.0) (273.5) BROOKFIELD REAL BRE CN 95.0 (31.1) 3.0 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 49.8 (22.9) (20.1) 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 68.9 (76.3) 7.6 CADIZ INC 2ZC GR 68.9 (76.3) 7.6 CAESARS ENTERTAI CZR US 14,353.0 (3,815.0) (5,099.0) CAESARS ENTERTAI C08 GR 14,353.0 (3,815.0) (5,099.0) CAESARS ENTERTAI CZREUR EU 14,353.0 (3,815.0) (5,099.0) CALIFORNIA RESOU CRC US 6,183.0 (574.0) (294.0) CALIFORNIA RESOU 1CLB GR 6,183.0 (574.0) (294.0) CALIFORNIA RESOU CRCEUR EU 6,183.0 (574.0) (294.0) CALIFORNIA RESOU 1CL TH 6,183.0 (574.0) (294.0) CAMBIUM LEARNING ABCD US 155.0 (45.0) (55.0) CAREDX INC CDNA US 75.1 (0.2) (14.0) CASELLA WASTE WA3 GR 592.4 (60.5) (1.4) CASELLA WASTE CWST US 592.4 (60.5) (1.4) CASELLA WASTE WA3 TH 592.4 (60.5) (1.4) CASELLA WASTE CWSTEUR EU 592.4 (60.5) (1.4) CHENIERE EN PART CQH US 0.8 (0.1) (0.1) CHENIERE EN PART CE4 GR 0.8 (0.1) (0.1) CHESAPEAKE ENERG CHK US 11,981.0 (704.0) (1,040.0) CHESAPEAKE ENERG CS1 GR 11,981.0 (704.0) (1,040.0) CHESAPEAKE ENERG CS1 TH 11,981.0 (704.0) (1,040.0) CHESAPEAKE ENERG CHK* MM 11,981.0 (704.0) (1,040.0) CHESAPEAKE ENERG CS1 QT 11,981.0 (704.0) (1,040.0) CHESAPEAKE ENERG CHKEUR EU 11,981.0 (704.0) (1,040.0) CHOICE HOTELS CZH GR 961.2 (200.4) 182.3 CHOICE HOTELS CHH US 961.2 (200.4) 182.3 CINCINNATI BELL CBB US 1,457.3 (133.5) 5.1 CINCINNATI BELL CIB1 GR 1,457.3 (133.5) 5.1 CINCINNATI BELL CBBEUR EU 1,457.3 (133.5) 5.1 CLEAR CHANNEL-A C7C GR 5,580.5 (1,284.2) 337.6 CLEAR CHANNEL-A CCO US 5,580.5 (1,284.2) 337.6 CLEVELAND-CLIFFS CVA GR 1,923.3 (833.1) 373.6 CLEVELAND-CLIFFS CVA TH 1,923.3 (833.1) 373.6 CLEVELAND-CLIFFS CLF US 1,923.3 (833.1) 373.6 CLEVELAND-CLIFFS CLF* MM 1,923.3 (833.1) 373.6 CLEVELAND-CLIFFS CVA QT 1,923.3 (833.1) 373.6 CLEVELAND-CLIFFS CLF2EUR EU 1,923.3 (833.1) 373.6 COGENT COMMUNICA CCOI US 729.9 (80.1) 236.8 COGENT COMMUNICA OGM1 GR 729.9 (80.1) 236.8 DELEK LOGISTICS DKL US 422.9 (25.8) 5.5 DELEK LOGISTICS D6L GR 422.9 (25.8) 5.5 DENNY'S CORP DE8 GR 309.2 (97.6) (45.4) DENNY'S CORP DENN US 309.2 (97.6) (45.4) DINEEQUITY INC DIN US 1,641.2 (216.7) 79.9 DINEEQUITY INC IHP GR 1,641.2 (216.7) 79.9 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 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 DUN & BRADSTREET DB5 GR 2,301.0 (857.3) (71.7) DUN & BRADSTREET DB5 TH 2,301.0 (857.3) (71.7) DUN & BRADSTREET DNB US 2,301.0 (857.3) (71.7) DUN & BRADSTREET DNB1EUR EU 2,301.0 (857.3) (71.7) DUNKIN' BRANDS G 2DB GR 3,139.3 (174.1) 157.8 DUNKIN' BRANDS G DNKN US 3,139.3 (174.1) 157.8 DUNKIN' BRANDS G 2DB TH 3,139.3 (174.1) 157.8 DUNKIN' BRANDS G DNKNEUR EU 3,139.3 (174.1) 157.8 ERIN ENERGY CORP ERN SJ 229.5 (359.3) (310.8) EVERI HOLDINGS I EVRI US 1,425.6 (123.8) (5.1) EVERI HOLDINGS I G2C TH 1,425.6 (123.8) (5.1) EVERI HOLDINGS I G2C GR 1,425.6 (123.8) (5.1) EVERI HOLDINGS I EVRIEUR EU 1,425.6 (123.8) (5.1) 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 141.6 (33.5) - FIFTH STREET ASS 7FS TH 141.6 (33.5) - FORESCOUT TECHNO FSCT US 140.7 (63.1) (20.4) FORESCOUT TECHNO F1O GR 140.7 (63.1) (20.4) FORESCOUT TECHNO F1O QT 140.7 (63.1) (20.4) FORESCOUT TECHNO FSCTEUR EU 140.7 (63.1) (20.4) GAMCO INVESTO-A GBL US 231.0 (104.5) - GEN COMM-A GC1 GR 2,063.3 (2.7) 45.3 GEN COMM-A GNCMA US 2,063.3 (2.7) 45.3 GEN COMM-A GNCMAEUR EU 2,063.3 (2.7) 45.3 GEN COMM-B GNCMB US 2,063.3 (2.7) 45.3 GNC HOLDINGS INC IGN GR 1,969.0 (24.7) 441.6 GNC HOLDINGS INC GNC US 1,969.0 (24.7) 441.6 GNC HOLDINGS INC IGN TH 1,969.0 (24.7) 441.6 GNC HOLDINGS INC GNC1EUR EU 1,969.0 (24.7) 441.6 GNC HOLDINGS INC GNC* MM 1,969.0 (24.7) 441.6 GOGO INC GOGO US 1,362.9 (155.5) 322.8 GOGO INC G0G GR 1,362.9 (155.5) 322.8 GREEN PLAINS PAR GPP US 92.8 (64.3) 5.0 GREEN PLAINS PAR 8GP GR 92.8 (64.3) 5.0 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 35,731.0 (5,066.0) 3,837.0 HCA HEALTHCARE I HCA US 35,731.0 (5,066.0) 3,837.0 HCA HEALTHCARE I 2BH TH 35,731.0 (5,066.0) 3,837.0 HCA HEALTHCARE I 2BH QT 35,731.0 (5,066.0) 3,837.0 HCA HEALTHCARE I HCAEUR EU 35,731.0 (5,066.0) 3,837.0 HORTONWORKS INC HDP US 211.4 (51.1) (31.0) HORTONWORKS INC 14K GR 211.4 (51.1) (31.0) HORTONWORKS INC 14K QT 211.4 (51.1) (31.0) HORTONWORKS INC HDPEUR EU 211.4 (51.1) (31.0) 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 1,669.3 (48.4) (53.8) IDEXX LABS IX1 GR 1,669.3 (48.4) (53.8) IDEXX LABS IX1 TH 1,669.3 (48.4) (53.8) IDEXX LABS IDXX AV 1,669.3 (48.4) (53.8) IMMUNOGEN INC IMU GR 225.7 (111.3) 133.3 IMMUNOGEN INC IMGN US 225.7 (111.3) 133.3 IMMUNOGEN INC IMU TH 225.7 (111.3) 133.3 IMMUNOGEN INC IMU QT 225.7 (111.3) 133.3 IMMUNOGEN INC IMGNEUR EU 225.7 (111.3) 133.3 IMMUNOMEDICS INC IMMU US 153.4 (67.4) (52.0) IMMUNOMEDICS INC IM3 GR 153.4 (67.4) (52.0) IMMUNOMEDICS INC IM3 TH 153.4 (67.4) (52.0) IMMUNOMEDICS INC IM3 QT 153.4 (67.4) (52.0) INNOVIVA INC INVA US 391.0 (223.0) 187.6 INNOVIVA INC HVE GR 391.0 (223.0) 187.6 INNOVIVA INC INVAEUR EU 391.0 (223.0) 187.6 INSPIRED ENTERTA INSE US 213.4 (2.1) (1.4) INSTRUCTURE INC INST US 135.5 (10.9) (24.0) INSTRUCTURE INC 1IN GR 135.5 (10.9) (24.0) IRONWOOD PHARMAC I76 GR 625.1 (17.6) 249.6 IRONWOOD PHARMAC IRWD US 625.1 (17.6) 249.6 IRONWOOD PHARMAC I76 TH 625.1 (17.6) 249.6 IRONWOOD PHARMAC IRWDEUR EU 625.1 (17.6) 249.6 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) JUST ENERGY GROU JE US 1,276.8 (268.4) (183.6) JUST ENERGY GROU 1JE GR 1,276.8 (268.4) (183.6) JUST ENERGY GROU JE CN 1,276.8 (268.4) (183.6) L BRANDS INC LTD GR 7,815.6 (1,119.1) 910.5 L BRANDS INC LTD TH 7,815.6 (1,119.1) 910.5 L BRANDS INC LB US 7,815.6 (1,119.1) 910.5 L BRANDS INC LBEUR EU 7,815.6 (1,119.1) 910.5 L BRANDS INC LB* MM 7,815.6 (1,119.1) 910.5 L BRANDS INC LTD QT 7,815.6 (1,119.1) 910.5 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 281.0 (77.9) 90.5 LANTHEUS HOLDING 0L8 GR 281.0 (77.9) 90.5 MANNKIND CORP MNKD US 56.5 (251.0) (62.8) MANNKIND CORP MNKD IT 56.5 (251.0) (62.8) MCDONALDS - BDR MCDC34 BZ 32,559.6 (3,477.6) 1,050.1 MCDONALDS CORP MDO TH 32,559.6 (3,477.6) 1,050.1 MCDONALDS CORP MCD TE 32,559.6 (3,477.6) 1,050.1 MCDONALDS CORP MDO GR 32,559.6 (3,477.6) 1,050.1 MCDONALDS CORP MCD* MM 32,559.6 (3,477.6) 1,050.1 MCDONALDS CORP MCD US 32,559.6 (3,477.6) 1,050.1 MCDONALDS CORP MCD SW 32,559.6 (3,477.6) 1,050.1 MCDONALDS CORP MCD CI 32,559.6 (3,477.6) 1,050.1 MCDONALDS CORP MDO QT 32,559.6 (3,477.6) 1,050.1 MCDONALDS CORP MCDCHF EU 32,559.6 (3,477.6) 1,050.1 MCDONALDS CORP MCDUSD EU 32,559.6 (3,477.6) 1,050.1 MCDONALDS CORP MCDUSD SW 32,559.6 (3,477.6) 1,050.1 MCDONALDS CORP MCDEUR EU 32,559.6 (3,477.6) 1,050.1 MCDONALDS CORP MCD AV 32,559.6 (3,477.6) 1,050.1 MCDONALDS-CEDEAR MCD AR 32,559.6 (3,477.6) 1,050.1 MDC PARTNERS-A MDCA US 1,617.8 (328.8) (220.3) MDC PARTNERS-A MD7A GR 1,617.8 (328.8) (220.3) MDC PARTNERS-A MDCAEUR EU 1,617.8 (328.8) (220.3) MEDLEY MANAGE-A MDLY US 135.5 (11.6) 35.7 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 47.1 39.0 39.9 MONEYGRAM INTERN MGI US 4,546.1 (184.0) (66.1) MONEYGRAM INTERN 9M1N GR 4,546.1 (184.0) (66.1) MONEYGRAM INTERN 9M1N TH 4,546.1 (184.0) (66.1) MONEYGRAM INTERN MGIEUR EU 4,546.1 (184.0) (66.1) MOODY'S CORP DUT GR 8,304.9 (156.8) 296.2 MOODY'S CORP MCO US 8,304.9 (156.8) 296.2 MOODY'S CORP DUT TH 8,304.9 (156.8) 296.2 MOODY'S CORP MCOEUR EU 8,304.9 (156.8) 296.2 MOODY'S CORP DUT QT 8,304.9 (156.8) 296.2 MOODY'S CORP MCO* MM 8,304.9 (156.8) 296.2 MOTOROLA SOLUTIO MTLA GR 8,618.0 (818.0) 773.0 MOTOROLA SOLUTIO MTLA TH 8,618.0 (818.0) 773.0 MOTOROLA SOLUTIO MSI US 8,618.0 (818.0) 773.0 MOTOROLA SOLUTIO MOT TE 8,618.0 (818.0) 773.0 MOTOROLA SOLUTIO MSI1EUR EU 8,618.0 (818.0) 773.0 MSG NETWORKS- A MSGN US 819.5 (902.7) 193.1 MSG NETWORKS- A 1M4 GR 819.5 (902.7) 193.1 MSG NETWORKS- A 1M4 TH 819.5 (902.7) 193.1 MSG NETWORKS- A MSGNEUR EU 819.5 (902.7) 193.1 NATHANS FAMOUS NATH US 84.5 (60.4) 63.8 NATHANS FAMOUS NFA GR 84.5 (60.4) 63.8 NATIONAL CINEMED XWM GR 1,153.4 (61.9) 70.0 NATIONAL CINEMED NCMI US 1,153.4 (61.9) 70.0 NATIONAL CINEMED NCMIEUR EU 1,153.4 (61.9) 70.0 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 NEW ENG RLTY-LP NEN US 237.8 (32.4) - NYMOX PHARMACEUT NYMX US 1.3 (0.7) (0.7) NYMOX PHARMACEUT NYM GR 1.3 (0.7) (0.7) ONCOMED PHARMACE OMED US 120.5 (62.2) 82.0 ONCOMED PHARMACE O0M GR 120.5 (62.2) 82.0 PAPA JOHN'S INTL PZZA US 550.9 (39.4) 29.5 PAPA JOHN'S INTL PP1 GR 550.9 (39.4) 29.5 PHILIP MORRIS IN PM1EUR EU 41,951.0 (9,633.0) 2,345.0 PHILIP MORRIS IN PMI SW 41,951.0 (9,633.0) 2,345.0 PHILIP MORRIS IN PM1 TE 41,951.0 (9,633.0) 2,345.0 PHILIP MORRIS IN 4I1 TH 41,951.0 (9,633.0) 2,345.0 PHILIP MORRIS IN PM1CHF EU 41,951.0 (9,633.0) 2,345.0 PHILIP MORRIS IN 4I1 GR 41,951.0 (9,633.0) 2,345.0 PHILIP MORRIS IN PM US 41,951.0 (9,633.0) 2,345.0 PHILIP MORRIS IN PM FP 41,951.0 (9,633.0) 2,345.0 PHILIP MORRIS IN PMI1 IX 41,951.0 (9,633.0) 2,345.0 PHILIP MORRIS IN PMI EB 41,951.0 (9,633.0) 2,345.0 PHILIP MORRIS IN 4I1 QT 41,951.0 (9,633.0) 2,345.0 PINNACLE ENTERTA PNK US 3,926.3 (343.8) (90.2) PINNACLE ENTERTA 65P GR 3,926.3 (343.8) (90.2) PLANET FITNESS-A PLNT US 1,366.0 (139.6) 49.0 PLANET FITNESS-A 3PL TH 1,366.0 (139.6) 49.0 PLANET FITNESS-A 3PL GR 1,366.0 (139.6) 49.0 PLANET FITNESS-A 3PL QT 1,366.0 (139.6) 49.0 PLANET FITNESS-A PLNT1EUR EU 1,366.0 (139.6) 49.0 PROS HOLDINGS IN PH2 GR 292.6 (35.4) 105.8 PROS HOLDINGS IN PRO US 292.6 (35.4) 105.8 QUANTUM CORP QTM US 211.2 (124.3) (48.3) REATA PHARMACE-A RETA US 160.4 (132.4) 108.2 REATA PHARMACE-A 2R3 GR 160.4 (132.4) 108.2 REATA PHARMACE-A RETAEUR EU 160.4 (132.4) 108.2 REGAL ENTERTAI-A RGC US 2,672.2 (855.2) (59.1) REGAL ENTERTAI-A RETA GR 2,672.2 (855.2) (59.1) REGAL ENTERTAI-A RGC* MM 2,672.2 (855.2) (59.1) REGAL ENTERTAI-A RGCEUR EU 2,672.2 (855.2) (59.1) REMARK HOLD INC MARK US 109.7 (9.4) (58.2) RESOLUTE ENERGY R21 GR 792.3 (73.8) (109.3) RESOLUTE ENERGY REN US 792.3 (73.8) (109.3) RESOLUTE ENERGY RENEUR EU 792.3 (73.8) (109.3) REVLON INC-A REV US 3,167.8 (701.9) 241.5 REVLON INC-A RVL1 GR 3,167.8 (701.9) 241.5 REVLON INC-A RVL1 TH 3,167.8 (701.9) 241.5 REVLON INC-A REVEUR EU 3,167.8 (701.9) 241.5 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 225.5 (42.8) 52.0 ROKU INC R35 GR 225.5 (42.8) 52.0 ROKU INC R35 QT 225.5 (42.8) 52.0 ROKU INC ROKUEUR EU 225.5 (42.8) 52.0 ROKU INC R35 TH 225.5 (42.8) 52.0 ROSETTA STONE IN RST US 196.8 (1.4) (58.1) ROSETTA STONE IN RS8 GR 196.8 (1.4) (58.1) ROSETTA STONE IN RS8 TH 196.8 (1.4) (58.1) ROSETTA STONE IN RST1EUR EU 196.8 (1.4) (58.1) RR DONNELLEY & S DLLN GR 3,956.7 (163.0) 740.3 RR DONNELLEY & S RRD US 3,956.7 (163.0) 740.3 RR DONNELLEY & S DLLN TH 3,956.7 (163.0) 740.3 RR DONNELLEY & S RRDEUR EU 3,956.7 (163.0) 740.3 RYERSON HOLDING RYI US 1,817.3 (14.4) 731.7 RYERSON HOLDING 7RY GR 1,817.3 (14.4) 731.7 RYERSON HOLDING 7RY TH 1,817.3 (14.4) 731.7 SALLY BEAUTY HOL SBH US 2,123.1 (363.6) 595.9 SALLY BEAUTY HOL S7V GR 2,123.1 (363.6) 595.9 SANCHEZ ENERGY C SN US 2,240.1 (90.4) (43.2) SANCHEZ ENERGY C SN* MM 2,240.1 (90.4) (43.2) SANCHEZ ENERGY C 13S GR 2,240.1 (90.4) (43.2) SANCHEZ ENERGY C 13S TH 2,240.1 (90.4) (43.2) SANCHEZ ENERGY C 13S QT 2,240.1 (90.4) (43.2) SANCHEZ ENERGY C SNEUR EU 2,240.1 (90.4) (43.2) SAUDI AMERICAN H SAHN US 0.0 (2.6) (2.6) SBA COMM CORP 4SB GR 7,300.5 (2,257.8) (698.6) SBA COMM CORP SBAC US 7,300.5 (2,257.8) (698.6) SBA COMM CORP SBJ TH 7,300.5 (2,257.8) (698.6) SBA COMM CORP SBACEUR EU 7,300.5 (2,257.8) (698.6) SCIENTIFIC GAM-A TJW GR 7,062.4 (1,976.5) 554.8 SCIENTIFIC GAM-A SGMS US 7,062.4 (1,976.5) 554.8 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) SIGA TECH INC SIGA US 148.7 (312.8) 27.9 SILVER SPRING NE SSNI US 316.5 (39.0) (14.9) SILVER SPRING NE 9SI GR 316.5 (39.0) (14.9) SILVER SPRING NE 9SI TH 316.5 (39.0) (14.9) SILVER SPRING NE SSNIEUR EU 316.5 (39.0) (14.9) SIRIUS XM HOLDIN SIRI US 8,652.4 (1,050.1) (2,186.3) SIRIUS XM HOLDIN RDO TH 8,652.4 (1,050.1) (2,186.3) SIRIUS XM HOLDIN RDO GR 8,652.4 (1,050.1) (2,186.3) SIRIUS XM HOLDIN SIRIEUR EU 8,652.4 (1,050.1) (2,186.3) SIRIUS XM HOLDIN SIRI AV 8,652.4 (1,050.1) (2,186.3) SIX FLAGS ENTERT SIX US 2,528.3 (67.7) (70.3) SIX FLAGS ENTERT 6FE GR 2,528.3 (67.7) (70.3) SIX FLAGS ENTERT SIXEUR EU 2,528.3 (67.7) (70.3) SOLARWINDOW TECH WNDW US 0.5 (3.6) (3.6) SONIC CORP SONC US 561.7 (201.8) 30.6 SONIC CORP SO4 GR 561.7 (201.8) 30.6 SONIC CORP SONCEUR EU 561.7 (201.8) 30.6 SONIC CORP SO4 TH 561.7 (201.8) 30.6 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 461.0 (63.6) 142.3 SYNTEL INC SYE GR 461.0 (63.6) 142.3 SYNTEL INC SYE TH 461.0 (63.6) 142.3 SYNTEL INC SYE QT 461.0 (63.6) 142.3 SYNTEL INC SYNT1EUR EU 461.0 (63.6) 142.3 SYNTEL INC SYNT* MM 461.0 (63.6) 142.3 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 4,108.0 (148.8) - TAUBMAN CENTERS TCO US 4,108.0 (148.8) - TINTRI INC TNTR US 123.7 (48.5) 23.8 TINTRI INC TI3 GR 123.7 (48.5) 23.8 TINTRI INC TNTREUR EU 123.7 (48.5) 23.8 TOWN SPORTS INTE CLUB US 230.9 (99.7) (4.1) TRANSDIGM GROUP T7D GR 9,975.7 (2,951.2) 1,262.6 TRANSDIGM GROUP TDG US 9,975.7 (2,951.2) 1,262.6 TRANSDIGM GROUP TDG SW 9,975.7 (2,951.2) 1,262.6 TRANSDIGM GROUP TDGCHF EU 9,975.7 (2,951.2) 1,262.6 TRANSDIGM GROUP TDGEUR EU 9,975.7 (2,951.2) 1,262.6 ULTRA PETROLEUM UPL US 1,862.1 (1,257.8) (157.3) ULTRA PETROLEUM UPL1EUR EU 1,862.1 (1,257.8) (157.3) ULTRA PETROLEUM UPM1 GR 1,862.1 (1,257.8) (157.3) UNISYS CORP UISCHF EU 2,296.9 (1,649.9) 340.6 UNISYS CORP UISEUR EU 2,296.9 (1,649.9) 340.6 UNISYS CORP UIS US 2,296.9 (1,649.9) 340.6 UNISYS CORP UIS1 SW 2,296.9 (1,649.9) 340.6 UNISYS CORP USY1 TH 2,296.9 (1,649.9) 340.6 UNISYS CORP USY1 GR 2,296.9 (1,649.9) 340.6 UNITI GROUP INC UNIT US 4,292.2 (1,052.9) - UNITI GROUP INC 8XC GR 4,292.2 (1,052.9) - VALVOLINE INC VVV US 1,915.0 (117.0) 312.0 VALVOLINE INC 0V4 GR 1,915.0 (117.0) 312.0 VALVOLINE INC VVVEUR EU 1,915.0 (117.0) 312.0 VECTOR GROUP LTD VGR GR 1,409.9 (318.2) 431.7 VECTOR GROUP LTD VGR US 1,409.9 (318.2) 431.7 VECTOR GROUP LTD VGR QT 1,409.9 (318.2) 431.7 VERISIGN INC VRS TH 2,908.4 (1,229.9) 870.5 VERISIGN INC VRS GR 2,908.4 (1,229.9) 870.5 VERISIGN INC VRSN US 2,908.4 (1,229.9) 870.5 VERISIGN INC VRSNEUR EU 2,908.4 (1,229.9) 870.5 VIEWRAY INC VRAY US 88.1 (26.6) 27.9 VIEWRAY INC 6L9 GR 88.1 (26.6) 27.9 VIEWRAY INC VRAYEUR EU 88.1 (26.6) 27.9 VTV THERAPEUTI-A VTVT US 24.1 (5.7) 9.3 VTV THERAPEUTI-A 5VT GR 24.1 (5.7) 9.3 W&T OFFSHORE INC WTI US 887.4 (597.3) 34.5 WEIGHT WATCHERS WTW US 1,315.5 (1,080.7) (12.7) WEIGHT WATCHERS WW6 GR 1,315.5 (1,080.7) (12.7) WEIGHT WATCHERS WW6 TH 1,315.5 (1,080.7) (12.7) WEIGHT WATCHERS WTWEUR EU 1,315.5 (1,080.7) (12.7) WEIGHT WATCHERS WW6 QT 1,315.5 (1,080.7) (12.7) 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 121.1 (57.7) (2.1) WINGSTOP INC EWG GR 121.1 (57.7) (2.1) WINMARK CORP WINA US 47.2 (39.4) 12.5 WINMARK CORP GBZ GR 47.2 (39.4) 12.5 WORKIVA INC WK US 155.6 (14.5) (12.1) WORKIVA INC 0WKA GR 155.6 (14.5) (12.1) WORKIVA INC WKEUR EU 155.6 (14.5) (12.1) YRC WORLDWIDE IN YRCW US 1,701.6 (403.7) 226.5 YRC WORLDWIDE IN YEL1 GR 1,701.6 (403.7) 226.5 YRC WORLDWIDE IN YEL1 TH 1,701.6 (403.7) 226.5 YRC WORLDWIDE IN YRCWEUR EU 1,701.6 (403.7) 226.5 YUM! BRANDS INC YUM US 5,454.0 (6,121.0) 596.0 YUM! BRANDS INC TGR GR 5,454.0 (6,121.0) 596.0 YUM! BRANDS INC TGR TH 5,454.0 (6,121.0) 596.0 YUM! BRANDS INC YUMEUR EU 5,454.0 (6,121.0) 596.0 YUM! BRANDS INC YUMCHF EU 5,454.0 (6,121.0) 596.0 YUM! BRANDS INC YUM SW 5,454.0 (6,121.0) 596.0 YUM! BRANDS INC YUMUSD SW 5,454.0 (6,121.0) 596.0 YUM! BRANDS INC YUMUSD EU 5,454.0 (6,121.0) 596.0 ********* 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 ***