/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/171218.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, December 18, 2017, Vol. 21, No. 351 Headlines 1631 HYDE PARK: Rental Income to Fund Proposed Plan 315 FRANKLIN: $9.3M Sale of Washington DC Property to NOVO Approved 45 RHODE ISLAND: Voluntary Chapter 11 Case Summary ACADIANA MANAGEMENT: Committee Objects to Disclosure Statement ACADIANA MANAGEMENT: Litigation Claims Recoveries to Pay Unsecureds ACADIANA MANAGEMENT: THC Objects to Disclosure Statement ACER THERAPEUTICS: Will Raise $11 Million from Stock Offering AERO-X GOLF: Case Summary & 20 Largest Unsecured Creditors ALLY FINANCIAL: Names Jenn LaClair CFO Designate ALORICA INC: S&P Alters Outlook to Negative & Affirms 'BB-' CCR AMERICAN MIDSTREAM: S&P Keeps B CCR on Watch Neg. Amid Notes Add-On AMPLIPHI BIOSCIENCE: Hires Ladenburg to Review Strategic Options AMPLIPHI BIOSCIENCES: Proposes Public Offering of Stock & Warrants APEX CLEANING: Case Summary & 20 Largest Unsecured Creditors APOLLO ENDOSURGERY: OKs Up To $285,000 Bonus for Charles Tribie APOLLO MEDICAL: Completes Merger with Network Medical APOLLO MEDICAL: Network Medical No Longer Owns Common Shares APOLLO MEDICAL: NNA of Nevada Cuts Stake to 2.2% as of Dec. 8 APOLLO MEDICAL: Stockholders Approve Merger With Network Medical ARIZONA FUNDRAISING: Court Approves Disclosure Statement AUTO INC: Court Approves Disclosure Statement AVAYA INC: PBGC to Pay Employees and Retirees' Pension Benefits BELIEVERS BIBLE: Exclusive Period to File Plan Extended to April 2 BELLA HAVANA: Unsecured to be Paid by Monthly Installments BEN BEATTY: Unsecured Claims to be Paid thru Promissory Notes BIBHU LLC: A. Vergara Opposes OK of Plan Outline BILL BARRETT: Provides Updated Corporate Presentation BON-TON STORES: Extends Grumbacher Transition Agreement to 2019 BRYAN DEARASAUGH: $420K Sale of Conway Properties to Fruses Okayed BURTONSVILLE CROSSING: Case Summary & 7 Unsecured Creditors BYUNG MOOK CHO: Peang Buying Baltimore Liquor Store for $15K CAPITOL SUPPLY: Immersion Buying SEWP Contract Assets for $300K CHICAGO CENTRAL: Sale of Edmond FF&E to BTB Edmond for $20K Okayed CIBER INC: New Plan Discloses Role of Settling Board Members CM EBAR: Sale Proceeds of Restaurant Assets to Fund Plan COCOA SERVICES: Has Until Jan. 12 to Exclusively File Plan COGECO COMMUNICATIONS: S&P Affirms 'BB+' CCR, Outlook Stable COMPREHENSIVE VASCULAR: Has Until Feb. 24 to Exclusively File Plan CONNEAUT LAKE VOLUNTEER: FNBP to be Paid in Full at 5% for 48 Mos. CORNERSTONE APPAREL: Seeks Approval of Disclosure Statement COUNTERPATH CORP: Posts $994K Loss in 6 Months Ended Oct. 31 CRANBERRY GROWERS: Latest Plan Proposes to Pay Unsecureds 3.8% DEL DIABLO: Case Summary & 3 Unsecured Creditors DELCATH SYSTEMS: Has 69.25 Million Outstanding Common Shares DEPOMED INC: S&P Revises Outlook to Negative & Affirms 'B+' CCR DEXTERA SURGICAL: Proposes $17.3M Sale of All Assets to Aesculap DIT PROPERTIES: Jan. 4 Disclosure Statement Hearing DYESS MEDICAL: January 4 Disclosure Statement Hearing EARTH PRIDE: Unsecureds to Receive 15% Payable Over 5 Years ECLIPSE RESOURCES: Will Acquire New Utica Development Area for $94M ELDERHOME LAND: Case Summary & 5 Unsecured Creditors ELITE INSULATION: To Pay Unsecureds' Pool $2K Monthly Over 5 Years ESBY CORP: To Pay Wells Fargo $767 Monthly Plus 6% Interest FAMILY FOR LIFE: New Lease, Business Disruptions Delay Plan Filing FLOYD E. SQUIRES: Must Serve Hearing Notice to Unsecured Creditors GREAT FALLS DIOCESE: Jewell Buying Villa Apartments for $1.9M GREAT FALLS DIOCESE: Montana DOT Buying Yellowstone Land for $1K GREENSTAR HOSPITALITY: Washington to be Paid Monthly at 3% Interest HAIMIL REALTY: Court Reduces Pick & Zabicki Fees by $55,000 HARRIET WEISS: Monteleones Buying Apartment 9HJC Shares for $1.9M HARTFORD, CT: S&P Raises GO Debt Rating to 'CCC' on Eased Liquidity HELIOS AND MATHESON: Partners With Costco on Movie Lovers Package HELIOS AND MATHESON: Prices $60 Million Public Offering HELIOS AND MATHESON: Signs its CEO to a 5-Year Contract HLS PHARMACIES: Case Summary & 20 Largest Unsecured Creditors HT INTERMEDIATE: S&P Lowers CCR to 'CCC' on Weak Performance ILIANA NEUROSPINE: Court Approves Disclosure Statement ITUS CORP: Will No Longer Sell 3 Million Common Shares JONESBORO HOSPITALITY: Ciena Blocks OK of Plan and Disclosures KAANAPALI TOURS: Involuntary Chapter 11 Case Summary KCD IP: Moody's Lowers Rating on Class A Notes to Caa2 L&R DEVELOPMENT: Court Denies Roman-Perez Bid for Reconsideration LUCKY # 5409: New Plan Discloses Sale of IHOP-Bridgeview Restaurant MAC ACQUISITION: Landlords Object to Disclosure Statement MANN REALTY: Jan. 25 Approval Hearing on Disclosure Statement MILK HOUSE: Selling Chimney Field to New Buyer for $142K MISSIONARY ASSEMBLY: Sale of Marlborough Property for $2M Approved NEIMAN MARCUS: Incurs $26.2 Million Net Loss in First Quarter NEOPS HOLDINGS: A. Meyers to Serve as Officer Post-Effective Date NEXT COMMUNICATIONS: Has Until Jan. 31 to Exclusively File Plan NOVABAY PHARMACEUTICALS: Regains Compliance with NYSE Listing Rule OLD FASHION BUTCHER: Unsecureds to Get 20% of Claims ONSITE TEMP: Court Approves Disclosure Statement PARALLAX HEALTH: Employs Freedman & Goldberg as New Accountants PHOENICIAN MEDICAL: Jan. 23 Disclosure Statement Hearing PLASCO TOOLING: Jan 22. Plan and Disclosure Statement Hearing POC PROPERTIES: Court Estimates Monty's Claims at $310-Mil. PREMIER MARINE: Unsecureds to Recover 7.7%-12.5% Under Plan PRIMUS WHEELER: Proposes Online Auction of Tallahatchie Property Q&C PROPERTIES: Case Summary & 8 Unsecured Creditors RLE INDUSTRIES: Sale of Intangible Assets to VCom for $100K Okayed ROOSTER ENERGY: Court Approves Angelo Gordon Energy's Plan Outline ROSEDALE/LAKE STREET: Unsecureds to be Paid in Full at 5% Interest ROSETTA GENOMICS: All Proposals Approved at Annual Meeting SACRED TABLE: Unsecureds to Get 100% in 20 Quarterly Installments SIXTY SIXTY CONDO: $2M Sale of Miami Property to Kingfisher Okayed SOUTH SHORE PAINTING: Must File Plan and Disclosures Before March 8 SPORTS ZONE: Case Summary & 20 Largest Unsecured Creditors SULLIVAN VINEYARDS: Trustee's Sale of All Assets to VITE USA Okayed SUNCOKE ENERGY: S&P Assigns 'BB-' Rating to $45MM Term Loan A TARGETED MEDICAL: Interim Chief Executive Officer Quits TEXDOM INVESTMENTS: Case Summary & 4 Unsecured Creditors TGP HOLDINGS: Voluntary Chapter 11 Case Summary TIAN RECLAMATION: Disclosure Statement Conditionally Okayed TINSELTOWN PARTNERS: Case Summary & 11 Unsecured Creditors TOWER PROPERTIES: January 4 Disclosure Statement Hearing TRINITY RIVER: U.S. Trustee Objects to Amended Plan and Disclosures US FOODS: S&P Raises CCR to 'BB+' on Exit of Financial Sponsors VENOCO LLC: Needs Time To Ask Creditors To Engage in Mediation WASHINGTON FEDERAL: FDIC Appointed as Receiver WILLIAM ALVEAR: $175K Sale of Las Vegas Property to Alas Okayed WILLIAM ALVEAR: Proposes a $180K Sale of Las Vegas Rental Property WRAP MEDIA: Unsecureds to be Paid From $500K Annual Pot for 20 Yrs [^] BOND PRICING: For the Week from December 11 to 15, 2017 ********* 1631 HYDE PARK: Rental Income to Fund Proposed Plan --------------------------------------------------- 1631 Hyde Park Avenue, LLC, filed with the U.S. Bankruptcy Court for the District of Massachusetts small business disclosure statement describing its proposed plan of reorganization dated Dec. 8, 2017. General unsecured creditors are classified in Class 1 and will receive a distribution of 100% of their allowed claims, to be distributed as follows: Paid in full upon confirmation of the Proposed Chapter 11 Plan. The Debtor plans to fund the plan with rental income received from the tenants currently occupying the commercial property in Hyde Park, Massachusetts. The plan is feasible given the current amount of rent it collects each month and the amount of pre/post-petition amounts. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/mab17-50799-539.pdf About 1631 Hyde Park Avenue 1631 Hyde Park Avenue, LLC, listed its business as a single asset real estate as defined in 11 U.S.C. Section 101(51B). The Company owns a home located at 1631 Hyde Park Ave, in Boston, Massachusetts, valued at $1.29 million. This home is currently recorded as part of Suffolk County with approximately 6200 square feet. 1631 Hyde Park Avenue filed a Chapter 11 petition (Bankr. D. Mass. Case No. 17-13308) on Sept. 2, 2017, disclosing $1.29 million in assets and $587,054 in liabilities. The petition was signed by Siveny Augustin and Marie Augustin, owner and operator. The case is assigned to Judge Melvin S. Hoffman. The Debtor is represented by Daniel Occena, Esq. at Occena Law, P.C. 315 FRANKLIN: $9.3M Sale of Washington DC Property to NOVO Approved ------------------------------------------------------------------- Judge S. Martin Teel, Jr. of the U.S. Bankruptcy Court for the District of Columbia authorized 315 Franklin, LLC's sale of real property located at 315-325 Franklin Street, N.E., Washington, D.C., which is an improved by a 76-unit residential apartment project known as East and West Panorama Court, together with certain related personal and intangible property, to NOVO Development Corp. for $9,325,000. The Purchaser will make an additional deposit of $100,000 (if not already made) by Dec. 13, 2017. The sale is free and clear of the liens of Fannie Mae and the District of Columbia, and any liens for real estate taxes, provided, however, Fannie Mae's liens and security interests will attach to any proceeds of sale placed into escrow pending resolution of any disputes between Fannie Mae and the Debtor as to the proper amount of Fannie Mae's claims. The sale of the Property will be subject to the existing tenant leases for apartment units at the Property. The approval of the sale is conditioned on the Debtor's obtaining authorization to assume and assign the tenant leases, and any motion to assume and assign the leases must be filed within 14 days after entry of the Order, with any omnibus motion to assume to comply with Fed. R. Bankr. P. 6006(f). The Debtor is authorized and directed to pay the secured claims of Fannie Mae and the District of Columbia, and any real estate taxes relating to the Property (pro-rated to the date of closing on the sale), from the proceeds of the sale of the Property at closing. It is also authorized to pay from the proceeds of the sale customary closing costs pursuant to the Purchase Agreement or as is typical for comparable real estate transactions within the District of Columbia. About 315 Franklin 315 Franklin, LLC, based in Bethesda, Maryland, along with its affiliates, filed a Chapter 11 petition (Bankr. D. D.C. Lead Case No. 17-00512) on Sept. 13, 2017. The Debtors estimated 1 million to 10 million in assets and liabilities. Carter A. Nowell, manager, signed the petitions. The Hon. Martin S. Teel, Jr., presides over the cases. Stephen E. Leach, Esq., at Hirschler Fleischer P.C., serves as the Debtor's bankruptcy counsel. 45 RHODE ISLAND: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: 45 Rhode Island Ave NE, LLC 3 Washington Circle, NW, Unit 507 Washington, DC 20037 Business Description: 45 Rhode Island Ave NE, LLC listed its business as Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)) whose principal assets are located at 45 Rhode Island Ave NE, Washington, DC 20001. Chapter 11 Petition Date: December 14, 2017 Case No.: 17-00709 Court: United States Bankruptcy Court District of Columbia (Washington, D.C.) Judge: Hon. Martin S. Teel, Jr. Debtor's Counsel: James M. Towarnicky, Esq. JAMES M. TOWARNICKY 3977 Chain Bridge Road, Suite 1 Fairfax, VA 22030 Tel: (703) 352-0022 E-mail: slovakesq@aol.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Joshua Davis, managing member. The Debtor did not file a list of 20 largest unsecured creditors together with the petition. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/dcb17-00709.pdf ACADIANA MANAGEMENT: Committee Objects to Disclosure Statement -------------------------------------------------------------- The Official Committee of Unsecured Creditors objected to the disclosure statement relating to Acadiana Management Group, LLC, et al.' Chapter 11 plan of orderly liquidation. The Committee complained that the disclosure statement fails to provide adequate information as required by Bankruptcy Code in order for creditors to make an informed decision regarding acceptance or rejection of the plan. The Committee further complained that the plan is also not confirmable as it impermissibly provides for substantive consolidation of the Debtor entities for voting and distributions only. The Committee pointed out that the debtors have not presented any justifiable basis which would support such an extraordinary remedy or any suggestion of the benefits the creditors would receive upon such consolidation. Finally, the Committee asserted that the disclosure statement cannot be confirmed because it provides for impermissible third-party releases in derogation of the law of the Fifth Circuit Court. A full-text copy of the objection dated November 27, 2017 is available at: http://bankrupt.com/misc/lawb17-50799-524.pdf The Official Committee of Unsecured Creditors is represented by: William H. Patrick, III, Esq. Tristan Manthey, Esq. Cherie Dessauer Nobles, Esq. HELLER, DRAPER, PATRICK, HORN & MANTHEY, L.L.C. 650 Poydras Street, Suite 2500 New Orleans, LA 70130-6175 Tel: (504)299-3300 Fax: (504)299-3399 About Acadiana Management Acadiana Management and several affiliates sought Chapter 11 bankruptcy protection (Bankr. W.D. La. Lead Case No. 17-50799) on June 23, 2017. The petitions were signed by August J. Rantz, IV, president. Acadiana Management estimated assets of less than $50,000 and debt at $50 million and $100 million. Judge Robert Summerhays presides over the cases. Gold, Weems, Bruser, Sues & Rundell, serves as the Debtors' bankruptcy counsel. On July 28, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Susan Goodman was appointed as patient care ombudsman. ACADIANA MANAGEMENT: Litigation Claims Recoveries to Pay Unsecureds ------------------------------------------------------------------- Acadiana Management Group, LLC, and affiliates filed with the U.S. Bankruptcy Court for the Western District of Louisiana its first amended disclosure statement relating to its first amended chapter 11 plan of reorganization dated Dec. 8, 2017. Under the first amended plan, each Debtor will continue to maintain its separate corporate existence after the Effective Date for all purposes other than the treatment of Claims under the Plan. On the Effective Date: (a) all assets and liabilities of the Debtors will be deemed merged or treated as though they were merged into and with the assets and liabilities of each other, (b) no distributions will be made under the Plan on account of Intercompany Claims among the Debtors and all such Claims will be eliminated and extinguished, (c) all guaranties of the Debtors of the obligations of any other Debtor will be deemed eliminated and extinguished so that any Claim against any Debtor and any guarantee thereof executed by any Debtor and any joint or several liabilities of any of the Debtors will be deemed to be one obligation of the consolidated Debtors, (d) each and every Claim filed or to be filed in any of the Chapter 11 Cases will be treated filed against the consolidated Debtors and will be treated one Claim against and obligation of the consolidated Debtors, and (e) for purposes of determining the availability of the right of set off, the Debtors will be treated as one entity so that debts due to any of the Debtors may be set off against the debts of any of the other Debtors. Such substantive consolidation will not affect the legal and corporate structures of the Reorganized Debtors. The Debtors believe that substantive consolidation under the Plan is appropriate due to various factors, specifically those expressed in the framework provided in the recent matter of In re ADPT DFW Holdings, LLC, 574 B.R. 87 (Bankr. N.D. Tex. 2017), including but not limited to the following: * the Debtors' nerve center at which all policy and management decisions are made on behalf of all of the Debtors is at the corporate enterprises’ headquarters at AMG -- Lafayette; * pursuant to billing and hospital management agreements, AMG provides operational and financial management/administration for each of the Debtors' affairs from its corporate enterprises' headquarters at AMG – Lafayette, including billing, accounting and collection services; * all payroll for the Debtors' employees is performed by AMG and carried out from the enterprise' headquarters at AMG – Lafayette; * all cash for the corporate enterprise is swept and managed out of a singular master concentration account; * the Debtors maintain a central cash management system, pursuant to which all debts are paid; * under a master lease agreement with AMG, operational equipment for each of the Debtors' facilities are deployed to the operating entity Debtors; and * distributions for general unsecured creditors will be based on recoveries from litigation claims. Because of the foregoing factors, substantive consolidation will achieve a fair result for all creditors of the Debtors and will enable the assets of the Debtors to be administered in an efficient manner. A full-text copy of the First Amended Disclosure Statement is available at: http://bankrupt.com/misc/lawb17-50799-539.pdf A full-text copy of the First Amended Plan is available at: http://bankrupt.com/misc/lawb17-50799-538.pdf About Acadiana Management Acadiana Management and several affiliates sought Chapter 11 bankruptcy protection (Bankr. W.D. La. Lead Case No. 17-50799) on June 23, 2017. The petitions were signed by August J. Rantz, IV, president. Acadiana Management estimated assets of less than $50,000 and debt at $50 million and $100 million. Judge Robert Summerhays presides over the cases. Gold, Weems, Bruser, Sues & Rundell, serves as the Debtors' bankruptcy counsel. On July 28, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Susan Goodman was appointed as patient care ombudsman. ACADIANA MANAGEMENT: THC Objects to Disclosure Statement -------------------------------------------------------- Sierra Home Medical Products, Inc., d/b/a THC of Nevada ("THC"), objected to the disclosure statement relating to the Chapter 11 plan of orderly liquidation for Acadiana Management Group, LLC, et al. THC avered that the Disclosure Statement fails to provide adequate information for the creditors to properly evaluate the Plan. Pursuant to a certain pharmacy agreement dated as of October 2, 2008, by and between Progressive Hospital, LLC and THC, as amended as of February 3, 2011, and the assignment of the Agreement to Las Vegas, AMG Specialty Hospital, L.L.C. ("Las Vegas-AMG"), THC agreed to provide, among other things, pharmaceutical dispensing and distribution services and other supplies to Las Vegas-AMG in exchange for payment and other obligations to be performed by Las Vegas-AMG under the agreement. As set forth in THC's Proof of Claim, THC's prepetition claim for amounts owed under the agreement equals $214,776.10. THC avered that the Disclosure Statement (and Plan) fails to properly address THC's executory agreement with Las Vegas-AMG, and fails to specify how this agreement will be treated under section 365 of the United States Bankruptcy Code. A full-text copy of the objection dated November 27, 2017 is available at: http://bankrupt.com/misc/lawb17-50799-522.pdf THC is represented by: Patrick Johnson, Jr., Esq. Brent C. Wyatt, Esq. 601 Poydras Street, Suite 2200 New Orleans, LA 70130 Tel: (504)584-9156 Fax: (504)584-9142 Email: brent.wyatt@akerman.com patrick.johnson@akerman.com About Acadiana Management Acadiana Management and several affiliates sought Chapter 11 bankruptcy protection (Bankr. W.D. La. Lead Case No. 17-50799) on June 23, 2017. The petitions were signed by August J. Rantz, IV, president. Acadiana Management estimated assets of less than $50,000 and debt at $50 million and $100 million. Judge Robert Summerhays presides over the cases. Gold, Weems, Bruser, Sues & Rundell, serves as the Debtors' bankruptcy counsel. On July 28, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Susan Goodman was appointed as patient care ombudsman. ACER THERAPEUTICS: Will Raise $11 Million from Stock Offering ------------------------------------------------------------- Acer Therapeutics Inc. announced the pricing of its underwritten public offering of 916,667 shares of its common stock at a public offering price of $12.00 per share. The gross proceeds from the offering, before deducting underwriting discounts and commissions and estimated offering expenses payable by Acer, are expected to be approximately $11.0 million. In addition, Acer granted the underwriters a 30-day option to purchase up to 137,500 additional shares of common stock at the public offering price, less the underwriting discounts and commissions. All shares in the offering will be sold by Acer. Acer intends to use the net proceeds from this offering to fund its research and development efforts, to seek regulatory approval for EDSIVO, to invest in pre-commercial activities for EDSIVO and for general corporate purposes, including working capital and other general and administrative purposes. William Blair & Company, L.L.C. is acting as sole book-running manager of the offering. H.C. Wainwright & Co. is acting as lead manager of the offering. The offering is expected to close on or about Dec. 14, 2017, subject to customary closing conditions. 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%. Opexa incurred a net loss of $7.98 million for the year ended Dec. 31, 2016, compared to a net loss of $12.01 million for the year ended Dec. 31, 2015. As of 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. 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. Acer Therapeutics said in its quarterly report for the period ended Sept. 30, 2017, that the Company has experienced recurring losses since inception. "The Company plans to raise capital through equity and/or debt financings. There is no assurance, however, that the Company will be able to raise sufficient capital to fund its operations on terms that are acceptable, or that its operations will ever be profitable. "There is substantial doubt about the Company's ability to continue as a going concern within one year after the date that the accompanying financial statements are available to be issued and these financial statements do not include any adjustments relating to the recoverability of recorded asset amounts that might be necessary as a result of the above uncertainty. Based on available resources, the Company believes that its cash and cash equivalents currently on hand are sufficient to fund its anticipated operating and capital requirements through the first half of 2018." AERO-X GOLF: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Aero-X Golf, Inc. dba Polara Golf PO Box 2092 Merrifield, VA 22116 Business Description: Based in Merrifield, Virginia, Aero-X Golf, Inc. dba Polara Golf manufactures and offers to recreational golfers golf balls, drivers, accessories and custom logos. Polara Golf has developed entirely on its own advanced technology for golf ball designs that are non-conforming according to The U.S. Golf Association or "USGA" "symmetry rule" and that enable a golf ball to be substantially straighter on slice and hook shots than any other commercially available and known product. These non-conforming golf balls are currently being sold under the Polara Golf brand name primarily through retail, internet and international distribution channels. Visit https://polaragolf.com for more information. Chapter 11 Petition Date: December 15, 2017 Case No.: 17-14249 Court: United States Bankruptcy Court Eastern District of Virginia (Alexandria) Debtor's Counsel: Stephen A. Metz, Esq. OFFIT KURMAN, P.A. 4800 Montgomery Lane, 9th Floor Bethesda, MD 20814 Tel: (240) 507-1723 Fax: (240) 507-1735 E-mail: smetz@offitkurman.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Steven Lebischak, chief executive. A full-text copy of the petition, along with a list of 20 largest unsecured creditors, is available for free at http://bankrupt.com/misc/vaeb17-14249.pdf ALLY FINANCIAL: Names Jenn LaClair CFO Designate ------------------------------------------------ Ally Financial Inc. announced that Jenn LaClair will be joining the company as chief financial officer designate, effective Dec. 18, 2017, with the intent that she be appointed to succeed Ally's chief financial officer, Chris Halmy. Halmy will retire as chief financial officer after eight years of dedicated service with Ally, effective March 1, 2018. LaClair will report to Ally's chief executive officer, Jeffrey Brown, and be based in Charlotte, N.C. "Since joining us in 2009, Chris has been a driving force in nearly every important and transformational initiative we've successfully undertaken as a company -- from funding the business during the height of the financial crisis, to our initial public offering, to our efforts to grow and diversify Ally with new lines of business and offerings, he has been instrumental," stated Brown. "Beyond his contributions from a financial perspective, Chris has served as a true champion of our culture, and a tremendous partner to me, the board and the rest of the executive team. I want to thank him for his contributions, service and leadership at Ally." LaClair, 46, joins Ally from PNC Financial Services Group, Inc. where she spent ten years in business and finance roles. Most recently, she served as the head of the business bank and was charged with setting strategy, driving performance and managing risk. Prior to that, she served as chief financial officer for all of PNC's lines of business. Earlier, she consulted with McKinsey and Company where she focused on strategy, efficiency improvement and operational transformations. "Jenn brings significant experience from the financial services industry which will be key as we accelerate our growth and evolution as a leading digital financial services company, and we are pleased to welcome her to the Ally team. Beyond her deep financial acumen is a strong cultural fit with the leadership team which will enable a seamless transition with Chris," said Brown. Ally and Mr. Halmy have executed a Separation and Transition Services Agreement effective Dec. 8, 2017. The Agreement provides for Mr. Halmy (1) to receive his current base salary and remain eligible for equivalent benefits and perquisites through June 1, 2018, (2) to remain eligible for cash and equity-based incentive-compensation awards commensurate with his current position as chief financial officer and his and Ally's performance during 2017 as determined by the Compensation, Nominating, and Governance Committee in early 2018, (3) to receive up to $20,000 in executive outplacement assistance, (4) to receive as soon as reasonably practicable after June 1, 2018, a lump-sum cash payment of $450,000, which is equal to 39 weeks of his current base salary, (5) to fully vest on June 1, 2018, in his then unvested time-based restricted stock awards, with each award settling as originally scheduled, and (6) to fully vest on June 1, 2018, in his then unvested performance-based stock awards, with each award settling as originally scheduled subject to (a) the achievement of the related performance goals and (b) if the achievement of the related performance goals exceeds the target, a proration of the number of shares distributable in excess of the target number of shares based on the number of calendar days during the performance period when Mr. Halmy was employed by Ally. The Agreement also includes terms and conditions governing Mr. Halmy's provision of services to Ally until his departure, his general release of claims subject to customary exceptions, his obligations of confidentiality and cooperation, and other customary provisions. About Ally Financial Ally Financial Inc. (NYSE: ALLY), formerly GMAC Inc., is a digital financial services company and a top 25 U.S. financial holding company offering financial products for consumers, businesses, automotive dealers and corporate clients. Ally's legacy dates back to 1919, and the company was redesigned in 2009 with a distinctive brand, innovative approach and relentless focus on its customers. Ally has an award-winning online bank (Ally Bank Member FDIC and Equal Housing Lender), which offers deposit, mortgage and credit card products, one of the largest full service auto finance operations in the country, a complementary auto-focused insurance business, a growing digital wealth management and online brokerage platform, and a trusted corporate finance business offering capital for equity sponsors and middle-market companies. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3 percent stake. Private equity firm Cerberus Capital Management LP keeps 14.9 percent, while General Motors Co. owns 6.7 percent. Ally reported net income of $1.1 billion for the year ended Dec. 31, 2016, compared to net income of $1.28 billion for the year ended Dec. 31, 2015. The Company's balance sheet as of Sept. 30, 2017, showed $164.01 billion in total assets, $150.44 billion in total liabilities and $13.57 billion in total equity. * * * As reported by the TCR on Oct. 19, 2017, S&P Global Ratings said it affirmed its 'BB+' long-term issuer credit rating on Ally Financial Inc. S&P said, "The rating affirmation reflects our view that Ally has maintained its underwriting discipline and market position amid weakening credit conditions in vehicle finance while maintain strong capital adequacy." In October 2016, Fitch Ratings has affirmed Ally Financial's Long-Term Issuer Default Rating at 'BB+', Viability Rating (VR) and 'bb+' and Short-Term IDR at 'B'. The Rating Outlook is Stable. The rating actions have been taken as part of Fitch's periodic peer review of U.S. consumer lending-focused internet banks, which comprises four publicly rated firms. ALORICA INC: S&P Alters Outlook to Negative & Affirms 'BB-' CCR --------------------------------------------------------------- S&P Global Ratings revised its outlook on Irvine, Calif.-based Alorica Inc. to negative from stable. At the same time, S&P affirmed the 'BB-' corporate credit rating. S&P said, "We also affirmed our 'BB' issue-level rating on the company's senior secured credit facilities. The recovery rating remains '2', indicating our expectation for substantial (70%-90%; rounded estimate: 70%) recovery for lenders in the event of a payment default. The negative outlook reflects Alorica's weak operating performance in the third quarter of 2017 due to lower-than-expected call volumes from existing customers, particularly communications customers; business disruption from hurricanes; and weaker-than-expected new business. S&P said, "As a result, the adjusted EBITDA margin of 11.6% for the 12 months through Sept. 30, 2017 was significantly below our expectation of 15%-16%. Given our 3.5x leverage threshold for the rating, there is limited room for operational and financial underperformance over the next year." The negative outlook reflects revenue volatility associated with the BPO industry, which could cause Alorica's leverage to remain above 3.5x over the next year. S&P said, "We could lower the rating if customer or revenue churn leads to reduced profitability and free operating cash flow over the next year, such that leverage remains above 3.5x or covenant compliance remains constrained. We believe this would entail more than a 200-basis-point decline in gross margins or lower-than-expected debt prepayments. "We could revise the outlook back to stable over the next year if the company meets our base-case forecast by stabilizing revenue, improving margins, and paying-down debt such that leverage approaches 3x." AMERICAN MIDSTREAM: S&P Keeps B CCR on Watch Neg. Amid Notes Add-On ------------------------------------------------------------------- S&P Global Ratings said it maintained its 'B' corporate credit rating and 'B+' issue-level rating on American Midstream Partners L.P. on CreditWatch with negative implication. S&P said, "We initially placed our ratings on CreditWatch on Nov. 1, 2017, following AMID's announcement of acquiring Southcross. The '2' recovery rating is unchanged, indicating our expectation for meaningful (70%-90%; rounded estimate: 75%) recovery for lenders in the event of default." AMID has launched a $100 million offering of add-on senior unsecured notes to pay down the outstanding balance of its revolving credit facility. After the add-on, the amount outstanding on the notes will be $400 million, and we expect a remaining borrowing capacity of about $170 million under the $900 million revolving credit facility. In S&P's view, this add-on would be leverage neutral on a pro forma basis. S&P said, "Our ratings on AMID remain on CreditWatch with negative implications. As discussed in the research update published on Nov. 1, 2017, the acquisition is subject to execution risk because it's contingent on a combination of successful divestitures of non-core terminal assets and capital markets offerings. Also, we will have to further assess AMID's plan to integrate its assets with those of Southcross because AMID intends to use Southcross' assets to expand its footprint in downstream connectivity in order to capture the growth opportunities in the fast-growing Corpus Christi region and other markets along the Gulf Coast. Lastly, the final capital structure and the pro forma asset base have not yet been disclosed, so we're uncertain of the combined entity's credit metrics. "We will monitor developments related to the proposed acquisition and plan to resolve the CreditWatch once our analysis is complete. We expect to receive more information about the transaction, including the ultimate financing structure, potential synergies, and the pro forma asset base of the combined entity, thus giving us greater certainty regarding what rating action we would take. The CreditWatch with negative implications reflects that we could lower or affirm our ratings on the combined entity following the completion of our analysis." AMPLIPHI BIOSCIENCE: Hires Ladenburg to Review Strategic Options ---------------------------------------------------------------- AmpliPhi Biosciences Corporation announced its progress in 2017 and near-term strategic goals and initiatives. 2017 Corporate Highlights * In April, AmpliPhi received positive feedback from a U.S. Food and Drug Administration (FDA) Type B meeting in which the FDA "acknowledged that phage therapy is an exciting approach to treatment of multi-drug resistant organisms and expressed a commitment to addressing the unique regulatory challenges that might arise during product development." The FDA also stated that "the clinical safety and effectiveness data collected during development, including from emergency case studies, could inform future discussions for clinical development and ultimately, the regulatory pathway to approval." * In August, AmpliPhi announced the first-in-human administration of its therapeutic candidate AB-PA01 targeting Pseudomonas aeruginosa (P. aeruginosa) under an Emergency IND allowed by the FDA. AmpliPhi provided AB-PA01 for a patient suffering from a life-threatening multidrug-resistant P. aeruginosa lung infection. Multiple doses of AB-PA01 were administered intravenously and by inhalation through a nebulizer and were well tolerated. * In September, AmpliPhi announced the first-in-human intravenous administration of its therapeutic candidate AB- SA01 targeting Staphylococcus aureus (S. aureus) under the Special Access Scheme of the Australian Therapeutic Goods Administration. AmpliPhi provided AB-SA01 for a patient suffering from a life-threatening S. aureus endocarditis. AB-SA01 was administered intravenously over a two week duration and was well tolerated. * A total of seven patients, suffering from serious and life- threatening infections who were not responding to antibiotic therapy, have been treated with AB-SA01 or AB-PA01 in 2017. * Raised $9.4 million in net proceeds from an equity securities offering in May, and received a $2.0 million Research and Development Tax Incentive cash rebate in September from the Australian Tax Office based on the Company's R&D spending in Australia during 2016. * Continued to raise awareness of the Company's bacteriophage development programs through presentations and participation in various scientific and medical meetings, including: 2017 Australian Society of Otolaryngology Head and Neck Surgery Meeting in March, Solutions for Drug-Resistant Infections Meeting in Brisbane in April, and "Bacteriophage Therapy: Scientific and Regulatory Issues" workshop sponsored by the FDA and the National Institutes of Health in July. * In December, the Company engaged Ladenburg Thalmann & Co. Inc. to assist the Company in exploring strategic alternatives in an effort to maximize shareholder value. The Company has not set a timetable for completion of this exploratory process and cannot provide any assurances that the process will result in the consummation of a strategic transaction of any kind, or that the Company will not abandon the process. The Company does not intend to discuss or disclose further developments during this process unless and until its board of directors has approved a specific action or the Company otherwise determines that further disclosure is appropriate. Potential Milestones and Initiatives for the First Half of 2018 * In early 2018, the Company plans to present topline results from the treatment of seven patients with serious and life- threatening infections, not responding to antibiotics, completed under the Company's single-patient expanded access program in 2017. * The Company intends to continue its expanded access clinical strategy in the first half of 2018, present data from approximately 25 expanded access clinical cases to the FDA in mid-2018 and initiate a Phase 2 or registrational clinical trial as early as the second half of 2018. * The Company will present an overview and update of its current business activities at the 9th Annual Biotech Showcase Conference on Jan. 8, 2018 at 9:30 a.m. PT being held in San Francisco. "AmpliPhi has made tremendous progress throughout 2017," said Paul C. Grint, M.D., CEO of AmpliPhi Biosciences. "To date, under the expanded access program, we have dosed seven patients in dire need, who were suffering from serious and life-threatening infections and were not responding to antibiotic therapies. We look forward to presenting topline results in early 2018. We have set a goal of dosing approximately 20 additional patients during the first half of 2018. We continue the dialogue with the FDA and key thought leaders in the infectious disease community regarding design of Phase 2 and registrational clinical studies of our bacteriophage therapies." About AmpliPhi Biosciences Based in San Diego, California, AmpliPhi Biosciences Corporation -- http://www.ampliphibio.com/-- is a clinical-stage biotechnology company focused on treating antibiotic-resistant infections using its proprietary bacteriophage-based technology. AmpliPhi's lead product candidates target multidrug-resistant Staphylococcus aureus and Pseudomonas aeruginosa, which are included on the WHO's 2017 Priority Pathogens List. Phage therapeutics are uniquely positioned to address the threat of antibiotic-resistance as they can be precisely targeted to kill select bacteria, have a differentiated mechanism of action, can penetrate and disrupt biofilms (a common bacterial defense mechanism against antibiotics), are potentially synergistic with antibiotics and have been shown to restore antibiotic sensitivity to drug-resistant bacteria. 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. AMPLIPHI BIOSCIENCES: Proposes Public Offering of Stock & Warrants ------------------------------------------------------------------ AmpliPhi Biosciences Corporation filed a Form S-1 registration statement with the Securties and Exchange Commission relating to a proposed public offering of shares of its common stock and and warrants to purchase shares of its common stock having a proposed maximum aggregate offering price of $10 million. The warrants will be exercisable immediately and will expire years from the date of issuance. The shares of common stock and the accompanying warrants can only be purchased together in this offering but will be issued separately and will be immediately separable upon issuance. The Company's common stock is listed on the NYSE American under the symbol "APHB." On Dec. 13, 2017, the last reported sale price of the Company's common stock on the NYSE American was $1.01 per share. The public offering price per share of common stock and accompanying warrant will be determined by the Company at the time of pricing, may be at a discount to the current market price, and the recent market price used throughout this prospectus may not be indicative of the final offering price. There is no established public trading market for the warrants, and the Company does not expect a market to develop. In addition, the Company does not intend to apply for a listing of the warrants on any national securities exchange. All sales will be evidenced by separate subscription agreements between the Company and the investors in this offering. A full-text copy of the preliminary prospectus is available for free at https://is.gd/kSTcp0 About AmpliPhi Biosciences Based in San Diego, California, AmpliPhi Biosciences Corporation -- http://www.ampliphibio.com/-- is a clinical-stage biotechnology company focused on treating antibiotic-resistant infections using its proprietary bacteriophage-based technology. AmpliPhi's lead product candidates target multidrug-resistant Staphylococcus aureus and Pseudomonas aeruginosa, which are included on the WHO's 2017 Priority Pathogens List. Phage therapeutics are uniquely positioned to address the threat of antibiotic-resistance as they can be precisely targeted to kill select bacteria, have a differentiated mechanism of action, can penetrate and disrupt biofilms (a common bacterial defense mechanism against antibiotics), are potentially synergistic with antibiotics and have been shown to restore antibiotic sensitivity to drug-resistant bacteria. 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. APEX CLEANING: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Apex Cleaning Supply, Inc. P.O. Box 1125 175 N. Beeson Avenue Uniontown, PA 15401 Business Description: Apex Cleaning Supply is a full line janitorial supply and service company located in Uniontown, Pennsylvania. The company's service division has been in business for over 25 years. The company specializes in daily maintenance, post construction clean-up, stripping and refinishing all types of flooring, carpet cleaning, kitchen degreasing, window cleaning and more. Visit http://www.apexcleaningsupply.comfor additional information. Chapter 11 Petition Date: December 15, 2017 Case No.: 17-25033 Court: United States Bankruptcy Court Western District of Pennsylvania (Pittsburgh) Debtor's Counsel: Donald R. Calaiaro, Esq. CALAIARO VALENCIK 428 Forbes Ave., Suite 900 Pittsburgh, PA 15219 Tel: 412-232-0930 Fax: 412-232-3858 E-mail: dcalaiaro@c-vlaw.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Mark Suchevits, president/owner. A full-text copy of the petition, along with a list of 20 largest unsecured creditors, is available for free at http://bankrupt.com/misc/pawb17-25033.pdf APOLLO ENDOSURGERY: OKs Up To $285,000 Bonus for Charles Tribie --------------------------------------------------------------- Upon the recommendation of the Compensation Committee, the Board of Directors of Apollo Endosurgery, Inc. has approved a one-time performance based cash bonus for Charles Tribie, the Company's executive vice president, operations, based on the achievement by the Company of certain gross margin improvement goals by June 30, 2019. Upon achievement, Mr. Tribie is eligible to receive up to 100% of his current base salary of $285,000, which will be paid in 2019 in a final amount determined by the Board of Directors of the Company. About Apollo Endosurgery Headquartered in Austin, Texas, Apollo Endosurgery, Inc. -- http://www.apolloendo.com/-- is a medical device company focused on less invasive therapies for the treatment of obesity, a condition facing over 600 million people globally, as well as other gastrointestinal disorders. Apollo's device based therapies are an alternative to invasive surgical procedures, thus lowering complication rates and reducing total healthcare costs. Apollo's products are offered in over 80 countries today. Apollo's common stock is traded on NASDAQ Global Market under the symbol "APEN". Apollo Endosurgery reported a net loss attributable to common stockholders of $41.16 million for the year ended Dec. 31, 2016, compared to a net loss attributable to common stockholders of $36.38 million for the year ended Dec. 31, 2015. As of Sept. 30, 2017, Apollo Endosurgery had $114 million in total assets, $57.16 million in total liabilities and $56.83 million in total stockholders' equity. According to the Company's quarterly report for the period ended Sept. 30, 2017, "The Company has experienced operating losses since inception and occasional debt covenant violations and has an accumulated deficit of $169,706 as of September 30, 2017. To date, the Company has funded its operating losses and acquisitions through equity offerings and the issuance of debt instruments. The Company's ability to fund future operations will depend upon its level of future operating cash flow and its ability to access additional funding through either equity offerings, issuances of debt instruments or both." APOLLO MEDICAL: Completes Merger with Network Medical ----------------------------------------------------- Apollo Medical Holdings, Inc., and Network Medical Management, Inc., announced the successful completion of their merger. The newly combined company, which will continue as Apollo Medical Holdings, brings together two leading, complementary healthcare organizations to form one of the nation's largest population health management companies, and will coordinate the care and provide medical management for over 700,000 patients in California through a network of over 4000 contracted physicians and over 400 employees. In connection with the Merger and as of the effective time of the Merger: * each issued and outstanding share of NMM common stock was converted into the right to receive such number of shares of common stock of the Company that results in the former NMM shareholders who did not dissent from the Merger having a right to receive an aggregate of 30,071,197 shares of common stock of the Company, subject to the 10% holdback pursuant to the Merger Agreement; * the Company issued to Former NMM Shareholders each Former NMM Shareholder's pro rata portion of (i) warrants to purchase an aggregate of 850,000 shares of common stock of the Company, exercisable at $11.00 per share, and (ii) warrants to purchase an aggregate of 900,000 shares of common stock of the Company, exercisable at $10.00 per share; and * the Company held back an aggregate of 3,006,995 shares of common stock issuable to Former NMM Shareholders, representing 10% of the total number of shares of Company common stock issuable to Former NMM Shareholders, to secure indemnification rights of the Company and its affiliates under the Merger Agreement. Additionally, ApolloMed's shares of common stock were approved for listing on The Nasdaq Capital Market. The Company's common stock began trading on NASDAQ on Dec. 8, 2017 under the ticker symbol "AMEH". ApolloMed's management team will ring the closing bell at the NASDAQ MarketSite in Times Square in New York City today at 4pm Eastern Time. On an unaudited pro forma basis, the newly combined company would have had revenues of $125.7 million for the three months ended June 30, 2017 and would have had positive operating and net income. The Company's data-enabled clinical platform provides care for patients whether they are in the hospital, in a skilled nursing facility or at home, and also includes end-of-life care through its hospice/palliative care program and high-risk medical management program for patients with multiple chronic illnesses. Its MSO platform will be able to provide the full suite of solutions for physicians, independent physician associations, medical groups, managed care organizations, hospitals and accountable care organizations, including claims processing/adjudication, credentialing, contracting, and data collection, analysis and reporting. ApolloMed's proprietary cloud and mobile-based population health management platform, Apollo Care Connect, includes evidence-based digital care plans for patients with chronic illnesses, a personal health assistant that allows patients to view their health data and to interact real-time with their physician and care managers, an inpatient dashboard, and a care management module, and has the ability to extract clinical and claims data from multiple EHR and claims systems. ApolloMed will be led by Warren Hosseinion, M.D. and Thomas Lam, M.D. as co-chief executive officers, Kenneth Sim, M.D. as executive chairman, Gary Augusta as president, Mihir Shah as chief financial officer, and Hing Ang as chief operating officer. Adrian Vazquez, M.D. and Albert Young, M.D. will be co-chief medical officers. The Board of Directors will consist of nine directors: five appointees (including three independent directors) from NMM and four appointees (including two independent directors) from ApolloMed. The NMM appointees are Thomas Lam, M.D., Kenneth Sim, M.D., Li Yu, Mitchell Kitayama and Michael Eng. The ApolloMed appointees are Warren Hosseinion, M.D., Gary Augusta, Dave Schmidt and Mark Fawcett. Suresh Nihalani and Edward Schreck resigned from the board of directors of the Company. "We are very pleased to announce the completion of our merger with Network Medical Management to create one of the leading population health management companies in the nation," stated Warren Hosseinion, M.D., co-chief executive officer of Apollo Medical Holdings. "Our technology-enabled platform allows us to provide a comprehensive suite of solutions for physicians, hospitals, managed care organizations and accountable care organizations. We see tremendous growth opportunities ahead." "Our two organizations complement each other and we believe this will allow us to advance our integrated care delivery model," stated Thomas Lam, M.D., Co-Chief Executive Officer of Apollo Medical Holdings. "We believe the combination of the resources of our two organizations is unique, and we are really excited about the future." "Both of our organizations have a history of providing high-quality, coordinated care that is cost effective and focused on outcomes," stated Kenneth Sim, M.D., Executive Chairman of Apollo Medical Holdings. "Through this combination, we aim to become the industry leader in the transition of U.S. healthcare to value-based reimbursements." "We would like to thank our existing shareholders and welcome our new shareholders," stated Gary Augusta, President of Apollo Medical Holdings. "This merger, along with our listing on NASDAQ, are important milestones as we continue to build shareholder value." Advisors BofA Merrill Lynch acted as exclusive financial advisor to ApolloMed. McDermott Will & Emery served as legal counsel to ApolloMed. Vantage Point Advisors acted as exclusive financial advisor to Network Medical Management and the Law Offices of Tin Kin Lee served as NMM's legal counsel. Additional information is available at the Securities and Exchange Commission's Web site at https://is.gd/atEkX2 About Apollo Medical Headquartered in Glendale, California, Apollo Medical Holdings, Inc., and its affiliated physician groups are patient-centered, physician-centric integrated population health management company working to provide coordinated, outcomes-based medical care in a cost-effective manner. Led by a management team with over a decade of experience, ApolloMed -- http://apollomed.net/-- has built a company and culture that is focused on physicians providing high-quality medical care, population health management and care coordination for patients, particularly senior patients and patients with multiple chronic conditions. Apollo Medical reported a net loss attributable to the Company of $8.96 million for the year ended March 31, 2017, compared to a net loss attributable to the Company of $9.34 million for the year ended March 31, 2016. As of Sept. 30, 2017, Apollo Medical had $41.17 million in total assets, $48.46 million in total liabilities and a total stockholders' deficit of $7.29 million. BDO USA, LLP, in Los Angeles, California, expressed substantial doubt about the Company's ability to continue as a going concern in its report on the consolidated financial statements for the year ended March 31, 2017. The auditors said the Company has suffered recurring losses from operations and has generated negative cash flows from operations since inception, resulting in an accumulated deficit of $37.7 million as of March 31, 2017. APOLLO MEDICAL: Network Medical No Longer Owns Common Shares ------------------------------------------------------------ Network Medical Management, Inc. reported in a Schedule 13D/A filed with the Securities and Exchange Commission that as of Dec. 8, 2017, it ceases to beneficially own shares of common stock of Apollo Medical Holdings, Inc. Network Medical is a California corporation whose principal office is located at 1668 S. Garfield Ave., 2nd Floor, Alhambra, CA 91801. The principal business of the Reporting Person is providing management and administrative services to medical groups, independent physician practice associations and other healthcare organizations. On Dec. 8, 2017, a reverse merger transaction between Network Medical and Apollo Medical was consummated such that Network Medical became a wholly-owned subsidiary of Apollo Medical. Pursuant to the Merger, and as of Dec. 8, 2017, the Reporting Person no longer owns any beneficial interest in the Issuer. Upon the closing of the Merger, Network Medical relinquished the value of the 1,111,111 shares of Series A preferred stock and 555,555 shares of Series B preferred stock of Issuer previously held by the Reporting Person. Immediately prior to Closing, the Reporting Person made an in-kind distribution on a pro rata basis to its shareholders of the 1,666,666 warrants to purchase Common Stock of Issuer, which warrants were previously held by the Reporting Person. Pursuant to the Merger, Thomas Lam, M.D., current chief executive officer of the Reporting Person, and Warren Hosseinion, M.D., will be co-chief executive officers of the Issuer upon or promptly following closing of the Merger. Kenneth Sim, M.D., who currently serves as Chairman of the Reporting Person, will be executive chairman of Apollo Medical. Gary Augusta, the executive chairman of the Issuer prior to the Closing, will be president. Mihir Shah will continue as chief financial officer, and Hing Ang, current chief financial officer of the Reporting Person will be the chief operating officer. Adrian Vazquez, M.D. and Albert Young, M.D. will be co-chief medical officers. The Board of Directors will consist of nine directors, five appointees (including three independent directors) from the Reporting Person and four appointees (including two independent directors) from the Issuer. A full-text copy of the regulatory filing is available at: https://is.gd/HkLLcv About Apollo Medical Headquartered in Glendale, California, Apollo Medical Holdings, Inc., and its affiliated physician groups are patient-centered, physician-centric integrated population health management company working to provide coordinated, outcomes-based medical care in a cost-effective manner. Led by a management team with over a decade of experience, ApolloMed -- http://apollomed.net/-- has built a company and culture that is focused on physicians providing high-quality medical care, population health management and care coordination for patients, particularly senior patients and patients with multiple chronic conditions. ApolloMed believes that the Company is well-positioned to take advantage of changes in the rapidly evolving U.S. healthcare industry, as there is a growing national movement towards more results-oriented healthcare centered on the triple aim of patient satisfaction, high-quality care and cost efficiency. Apollo Medical reported a net loss attributable to the Company of $8.96 million for the year ended March 31, 2017, compared to a net loss attributable to the Company of $9.34 million for the year ended March 31, 2016. As of Sept. 30, 2017, Apollo Medical had $41.17 million in total assets, $48.46 million in total liabilities and a total stockholders' deficit of $7.29 million. BDO USA, LLP, in Los Angeles, California, expressed substantial doubt about the Company's ability to continue as a going concern in its report on the consolidated financial statements for the year ended March 31, 2017. The auditors said the Company has suffered recurring losses from operations and has generated negative cash flows from operations since inception, resulting in an accumulated deficit of $37.7 million as of March 31, 2017. APOLLO MEDICAL: NNA of Nevada Cuts Stake to 2.2% as of Dec. 8 ------------------------------------------------------------- NNA of Nevada, Inc., Fresenius Medical Care Holdings, Inc., and Fresenius Medical Care AG & Co. KGaA disclosed in a Schedule 13D/A filed with the Securities and Exchange Commission that as of Dec. 8, 2017, they beneficially owned 800,000 shares of common stock of Apollo Medical Holdings, Inc. On Dec. 8, 2017, pursuant to an Agreement and Plan of Merger dated as of Dec. 21, 2016, as amended, by and among the Issuer, Apollo Acquisition Corp., a California corporation and a wholly owned subsidiary of the Issuer ("Merger Sub"), Network Medical Management, Inc., a California corporation, and the "Shareholder Representative" named therein, Merger Sub was merged into NMM, with NMM the surviving corporation. Pursuant to the Merger, as described in the Issuer's definitive Joint Proxy Statement/Prospectus dated Nov. 14, 2017, NMM became a wholly-owned subsidiary of the Issuer, and the Issuer has issued or will issue a total of 30,052,587 shares of its Common Stock and warrants to purchase up to 1,750,000 shares of Common Stock to the pre-Merger shareholders of NMM as the merger consideration issuable under the Merger Agreement. The Merger Shares exclude (i) new additional shares of Common Stock that may be issued to pre-Merger NMM shareholders under the Merger Agreement in satisfaction of indemnification obligations of the Issuer that may arise under the Merger Agreement, and (ii) the Warrant Shares. The Issuer also stated in the Merger Proxy that it will retain 10% of the Merger Shares to secure indemnification of the Issuer and its affiliates under the Merger Agreement. Giving effect to issuance of all of the Merger Shares, including the Holdback Shares, such 800,000 shares constitutes approximately 2.2% of the Issuer's Common Stock (2.4% if none of the Holdback Shares are issued to the pre-Merger NMM shareholders). All 800,000 shares of Common Stock beneficially owned by NNA are issued and outstanding and owned directly by NNA. NNA is an indirect, wholly-owned subsidiary of FMCH which, in turn, is an indirect, wholly-owned subsidiary of FMC AG & Co. KGaA. Accordingly, each of FMCH and FMC AG & Co. KGaA may be deemed to beneficially own the Common Stock owned directly by NNA. Such 800,000 shares exclude 35,000 shares subject to options held by Mark Fawcett, the senior vice president and treasurer of NNA and FMCH and a Class II director of the Issuer. A full-text copy of the regulatory filing is available at: https://is.gd/KS6ndU About Apollo Medical Headquartered in Glendale, California, Apollo Medical Holdings, Inc., and its affiliated physician groups are patient-centered, physician-centric integrated population health management company working to provide coordinated, outcomes-based medical care in a cost-effective manner. Led by a management team with over a decade of experience, ApolloMed -- http://apollomed.net/-- has built a company and culture that is focused on physicians providing high-quality medical care, population health management and care coordination for patients, particularly senior patients and patients with multiple chronic conditions. Apollo Medical reported a net loss attributable to the Company of $8.96 million for the year ended March 31, 2017, compared to a net loss attributable to the Company of $9.34 million for the year ended March 31, 2016. As of Sept. 30, 2017, Apollo Medical had $41.17 million in total assets, $48.46 million in total liabilities and a total stockholders' deficit of $7.29 million. BDO USA, LLP, in Los Angeles, California, expressed substantial doubt about the Company's ability to continue as a going concern in its report on the consolidated financial statements for the year ended March 31, 2017. The auditors said the Company has suffered recurring losses from operations and has generated negative cash flows from operations since inception, resulting in an accumulated deficit of $37.7 million as of March 31, 2017. APOLLO MEDICAL: Stockholders Approve Merger With Network Medical ---------------------------------------------------------------- Apollo Medical Holdings, Inc. held a special meeting of stockholders on Dec. 6, 2017, to consider five proposals related to the Company's merger with Network Medical Management, Inc. in connection with the Agreement and Plan of Merger dated as of Dec. 21, 2016, among the Company, Apollo Acquisition Corp., NMM and Kenneth Sim, as the Shareholders' Representative. The Merger Agreement was approved by the stockholders. In addition, the stockholders elected Warren Hosseinion, M.D., Gary Augusta, Mark Fawcett, Thomas Lam, M.D., Kenneth Sim, M.D., David G. Schmidt, Michael F. Eng, Mitchell W. Kitayama and Li Yu as directors. The stockholders also approved amendments to the Charter and Bylaws to divide the board of directors of the Company into three classes and, on an advisory basis, certain compensation arrangements for the Company's named executive officers. About Apollo Medical Headquartered in Glendale, California, Apollo Medical Holdings, Inc., and its affiliated physician groups are patient-centered, physician-centric integrated population health management company working to provide coordinated, outcomes-based medical care in a cost-effective manner. Led by a management team with over a decade of experience, ApolloMed -- http://apollomed.net/-- has built a company and culture that is focused on physicians providing high-quality medical care, population health management and care coordination for patients, particularly senior patients and patients with multiple chronic conditions. ApolloMed believes that the Company is well-positioned to take advantage of changes in the rapidly evolving U.S. healthcare industry, as there is a growing national movement towards more results-oriented healthcare centered on the triple aim of patient satisfaction, high-quality care and cost efficiency. Apollo Medical reported a net loss attributable to the Company of $8.96 million for the year ended March 31, 2017, compared to a net loss attributable to the Company of $9.34 million for the year ended March 31, 2016. As of Sept. 30, 2017, Apollo Medical had $41.17 million in total assets, $48.46 million in total liabilities and a total stockholders' deficit of $7.29 million. BDO USA, LLP, in Los Angeles, California, expressed substantial doubt about the Company's ability to continue as a going concern in its report on the consolidated financial statements for the year ended March 31, 2017. The auditors said the Company has suffered recurring losses from operations and has generated negative cash flows from operations since inception, resulting in an accumulated deficit of $37.7 million as of March 31, 2017. ARIZONA FUNDRAISING: Court Approves Disclosure Statement -------------------------------------------------------- Judge Madeleine C. Wanslee of the U.S. Bankruptcy Court for the District of Arizona has approved the Revised Joint Disclosure Statement dated September 22, 2017, filed by Arizona Fundraising Solutions, Inc. and Apex Fun Run, LLC. The Court will consider whether to confirm the proponents' Revised Joint Plan of Reorganization Dated September 22, 2017 at a hearing on January 25, 2018 at 1:30 p.m. Written objections to the Plan must be filed by January 18, 2018. The deadline for voting shall be no later than January 18, 2018. The Proponents shall file a Ballot Report no later than three business days prior to the confirmation hearing. A full-text copy of Judge Wanslee's order dated December 5, 2017 is available at: http://bankrupt.com/misc/azb17-bk-10016-66.pdf Arizona Fundraising is represented by: Thomas H. Allen, Esq. Khaled Tarazi, Esq. ALLEN BARNES & JONES, PLC 1850 N. Central Avenue, Suite 1150 Phoenix, AZ 85004 Email: tallen@allenbarneslaw.com ktarazi@allenbarneslaw.com About Arizona Fundraising Solutions Arizona Fundraising Solutions, Inc., d/b/a Apex Fun Run RUN AZ, based in Scottsdale, Ariz., filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 17-10016) on August 25, 2017. In its petition, the Debtors estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Christopher J. Stewart, president. The Hon. Paul Sala preside over the case. Randy Nussbaum, Esq., and Wesley Denton Ray, Esq., at Sacks Tierney P.A., serve as bankruptcy counsel. The Office of the U.S. Trustee on September 22 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Arizona Fundraising Solutions Inc. AUTO INC: Court Approves Disclosure Statement --------------------------------------------- Judge Ronald B. King of the U.S. Bankruptcy Court for the Western District of Texas has approved the disclosure statement filed by Auto Inc. on November 21, 2017. January 5, 2018 was fixed as the last day for filing and serving written acceptances or rejections of the Plan in the form of a ballot. Hearing on the confirmation of the Plan was set to January 10, 2018 at 2:00 p.m. Written objections to confirmation of the Plan shall be filed no later than January 5, 2018. A full-text copy of Judge King's order dated November 22, 2017 is available at: http://bankrupt.com/misc/txwb17-50969-142.pdf About Auto Inc. Auto Inc. owns a vehicle towing business, providing road side assistance to drivers in Colorado and Texas. It operates out of five locations: San Antonio, Texas, Dallas, Texas, Houston, Texas, Denver, Colorado, and Colorado Springs, Colorado. Auto Inc. filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tex. Case No. 17-50969) on April 27, 2017. The petition was signed by Michael Stine, president. The Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The Hon. Lena M. James presides over the case. Eric Liepins, PC, serves as counsel to the Debtor. AVAYA INC: PBGC to Pay Employees and Retirees' Pension Benefits --------------------------------------------------------------- The Pension Benefit Guaranty Corporation will pay retirement benefits for nearly 8,000 current and future retirees who participated in the Avaya, Inc. Pension Plan for Salaries Employees. Avaya filed for Chapter 11 protection last January and is emerging from bankruptcy. The company asked the bankruptcy court to allow it to end its salaried plan. That motion was granted, and termination of the pension plan went into effect on November 30, 2017, the date proposed by Avaya in notices sent to participants. The Avaya salaried plan is 63% funded, with plan assets of $1.6 billion and liabilities for future benefits of $2.5 billion, and thus is underfunded by $938 million. Benefit accruals under the plan have been frozen since 2003. PBGC will pay pension benefits earned by retirees of Avaya’s salaried plan, up to the legal limits. Retirees will continue to receive benefits without interruption, and future retirees can apply for benefits as soon as they are eligible. A separate plan, the Avaya, Inc. Pension Plan, which covers nearly 7,000 participants, remains ongoing and is sponsored by the reorganized Avaya. Retirees who will receive a benefit from PBGC may be eligible for the federal Health Coverage Tax Credit (HCTC), an IRS tax credit for health care insurance premiums. Visit PBGC's HCTC webpage, to view information on the tax credit. Avaya, incorporated in 2000 when Lucent Technologies spun off its enterprise communications group, provides contact center and unified communications products and services worldwide. Avaya is headquartered in Santa Clara, California. PBGC protects the pension benefits of nearly 40 million Americans in private-sector pension plans. The agency operates two separate insurance programs -- one covering pension plans sponsored by a single employer and another covering multiemployer pension plans, which are sponsored by more than one employer and maintained under collective bargaining agreements. PBGC is currently responsible for the benefits of about 1.5 million people in failed pension plans. PBGC receives no taxpayer dollars. Its operations are financed by insurance premiums, investment income, and, for the single-employer program, assets and recoveries from failed single-employer plans. About Avaya Inc. Avaya Inc. is a multinational company that provides communications products and services, including, telephone communications, internet telephony, wireless data communications, real-time video collaboration, contact centers, and customer relationship software to companies of various sizes. The Avaya Enterprise serves over 200,000 customers, consisting of multinational enterprises, small- and medium-sized businesses, and 911 services as well as government organizations operating in a diverse range of industries. It has approximately 9,700 employees worldwide as of Dec. 31, 2016. Avaya Inc. and 17 of its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-10089) on Jan. 19, 2017. The petitions were signed by Eric S. Koza, CFA, chief restructuring officer. Judge Stuart M. Bernstein presides over the cases. The Debtors have hired Kirkland & Ellis LLP as legal counsel; Centerview Partners LLC as investment banker; Zolfo Cooper LLC as restructuring advisor; PricewaterhouseCoopers LLP as auditor; KPMG LLP as tax and accountancy advisor; and The Siegfried Group, LLP, as financial services consultant. Prime Clerk LLC is their claims and noticing agent. On Jan. 31, 2017, the U.S. Trustee for Region 2, appointed an official committee of unsecured creditors. Morrison & Foerster is the creditors committee's counsel. On April 13, 2017, the Debtors filed their joint Chapter 11 plan of reorganization. Stroock & Stroock & Lavan LLP and Rothschild, Inc., serve as advisors to an ad hoc group -- Ad Hoc Crossholder Group -- comprised of holders of the Company's (i) 33.98% of the $3.235 billion total amount outstanding under loans issued pursuant to a Third Amended and Restated Credit Agreement, amended and restated as of Dec. 12, 2012 (the "Prepetition Cash Flow Term Loans"); (ii) 28.38% of the $1.009 billion total principal amount outstanding under notes issued pursuant to an indenture for the 7.00% Senior Secured Notes Due 2019 (the "7.00% First Lien Notes"); (iii) 12.82% of the $290 million total principal amount outstanding under notes issued pursuant to an indenture for 9.00% Senior Secured Notes Due 2019 (the "9.00% First Lien Notes"); (iv) 83.70% of the $1.384 billion total amount outstanding under notes issued pursuant to an indenture for 10.5% Senior Secured Notes Due 2021 (the "Second Lien Notes"); and (v) 24% of the $725 million outstanding under loans issued under the Debtors' debtor-in-possession financing (the "DIP Facility") pursuant to a Superpriority Secured Debtor-In-Possession Credit Agreement, dated as of Jan. 24, 2017. BELIEVERS BIBLE: Exclusive Period to File Plan Extended to April 2 ------------------------------------------------------------------ Judge Wendy L. Hagenau of the U.S. Bankruptcy Court for the Northern District of Georgia extended Believers Bible Christian Church, Inc.'s exclusive period to file a plan through and including April 2, 2018, as well as the solicitation deadline through and including April 30, 2018. The Troubled Company Reporter previously reported that the Debtor is still attempting to negotiate a plan with its major creditors. The Debtor is currently working with a real estate agent to negotiate the sale of two parcels of land and the projected sale date is indeterminate. About Believer's Bible Christian Church Believers Bible Christian Church, Inc., based in Atlanta, Georgia, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ga. Case No. 16-65531) on Sept. 2, 2016, listing assets and debts at $1 million to $10 million at the time of the filing. William A. Rountree, Esq., at Macey, Wilensky & Hennings LLC, serves as Chapter 11 counsel. The 2016 petition was signed by Theo A. McNair Jr., its president. The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the 2016 case. Believer's Bible previously filed for Chapter 11 (Bankr. N.D. Ga. Case No. 08-61958) on Feb. 4, 2008, and was represented by Paul Reece Marr, Esq., at Paul Reece Marr, P.C. The 2008 case was assigned to Judge Joyce Bihary. The Debtor estimated assets and debts at $1 million to $10 million at the time of the filing. The Debtor employed Price Realty Group, as real estate agent, to sell two parcels of real property it owns located along Campbellton Road, Atlanta, Georgia. BELLA HAVANA: Unsecured to be Paid by Monthly Installments ---------------------------------------------------------- Bella Havana Inc. filed a disclosure statement dated November 27, 2017, with the U.S. Bankruptcy Court for the Southern District of New York. Claims of general unsecured creditors of the Debtor amount to $3,852.31. They will receive their pro-rata share of $1,000 to be paid on the Plan's effective date. Thereafter, on the tenth of each month thereafter and under the earlier of: (a) each allowed claim being paid in full; or (b) sixth anniversary of the Plan's effective date, general unsecured creditors will receive their pro-rata share of the monthly payment. Any time before the sixth anniversary of the effective date, the Debtor may satisfy its obligations to general unsecured creditors by paying them 50% of the amount remaining to be paid pursuant to the Plan's terms if and when the Debtor elects to exercise its rights. Unless otherwise agreed to, allowed priority claims of taxing authorities, amounting to $41,660.96, will be paid the full amount their of their allowed claim with interest thereon, at the annual rate of 3% upon the unpaid principal balance until the allowed claim is paid in full. On the effective date, existing equity security interests and shares evidencing those interests in the Debtor will be cancelled. The Debtor will reissue and distribute shares in the Debtor based on the Debtor's books and records which show the following as equity security holders in the stated percentages: Urbano Estevez 95% Jason Adolphus 5% To fund the payment of claims, the Debtor shall have or has (a) funds on hand to make the payments required on the effective date and (b) anticipated revenues from operations. A full-text copy of Bella Havana's disclosure statement is available at: http://bankrupt.com/misc/nysb17-10255-31.pdf About Bella Havana Bella Havana Inc. filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 17-10255) on February 1, 2017. The Debtor is represented by Wayne M. Greenwald, Esq. BEN BEATTY: Unsecured Claims to be Paid thru Promissory Notes ------------------------------------------------------------- Ben Beatty Custom Homes, LLC, filed a Disclosure Statement with the U.S. Bankruptcy Court for the Northern District of Alabama. There are two priority unsecured claims, which will be paid as follows: (1) Alabama Dept. of Revenue in the amount of $350.99, of which $226.37 is priority. The Debtor shall pay the entire allowed amount of the claim in full upon the Effective Date of the Plan. The claim shall continue to be secured by the lien held by the claim holder, if any. (2) Internal Revenue Service in the amount of $8,749.70, of which $6,084.37 is priority. The Debtor shall pay the allowed priority amount of the claim in 48 monthly payments, with interest at the rate of 4%, of $137.38 per month. The claim shall continue to be secured by the lien held by the claim holder, if any. All allowed administrative expenses shall be paid in full, in cash, upon the effective date of the Plan unless otherwise agreed between the claimant and the Debtor. Debts that arose in the ordinary course of business after the filing of the petition shall be paid by the Debtor in the normal course of business. Impaired secured claims consist of the Internal Revenue Service's claim in the amount of $100.38, and the Alabama Dept of Labor's claim in the amount of $127.70 shall be paid in full upon the Effective Date of the Plan. The general unsecured portion of the claims shall be included in the class of impaired general unsecured claims. The claims shall continue to be secured by the lien held by the claim holder, if any. Allowed general unsecured claims in the amount of $65,615.45 will be paid by the issuance of promissory notes dated as of the effective date of the Plan. Each allowed general unsecured claim will be paid approximately 100%. This class includes the claim filed by the Internal Revenue Service in the amount of $2,564.95, as well as the following scheduled claims for which no claim was filed: Any Temp Heating & Cooling in the amount of $11,300.00; Cary Hurst in the amount of $6,328.00; East Alabama Portables Inc. in the amount of $2,372.00; Keith Electrical in the amount of $9,406.00; Lighting Concepts in the amount of $3,087.89; Springville Plumbing in the amount of $26,000.00; Union State Bank in the amount of $4,556.62. The unsecured claim of Webb Concrete and Building Materials, Inc. in the amount of $44,222.34 will be paid in full on or before the effective date of the Plan in the case of the co-obligor Benjamin Alan Beatty, case no. 17-41008- JJR11. The Debtor proposes to offset the unsecured claim of David and Shannon Coker in the amount of $17,700.00 by the balance owed by the Cokers to the Debtor in the amount of $27,083.40 resulting in no distribution to the Cokers. The Debtor expects gross income initially to be at least $8,600 per month and expenses to total $5,200 per month as shown on the October operating report, leaving a surplus of $3,400 per month from which to make the plan payments and pay an additional $2,000 per month in wages to its sole employee. A full text copy of Ben Beatty Custom Homes LLC's Disclosure Statement and Pla Summary dated December 6, 2017 is available at http://bankrupt.com/misc/alnb17-41009-55.pdf Ben Beatty is represented by: Tameria S. Driskill, Esq. P. O. Box 8505 Gadsden, AL 35902 Tel: (256) 546-5591 About Ben Beatty Custom Homes LLC Beatty Custom Homes LLC filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ala. Case No. 17-41009) on May 31, 2017, listing under $100,000 in assets and under $500,000 in liabilities. Beatty Custom is in the residential building construction business. BIBHU LLC: A. Vergara Opposes OK of Plan Outline ------------------------------------------------ Unsecured Creditor Alicia Vergara filed an objection to Bibhu LLC's disclosure statement for its proposed chapter 11 plan. Vergara complains that the disclosure statement does not contain adequate information. The Disclosure Statement must provide enough information to enable the Debtor's creditors and this Court to make informed judgments about the Plan. As a preliminary matter, the Disclosure Statement (and other sworn documents of the Debtor) appear to set forth as fact certain representations which are or appear to have been incomplete, incorrect or internally inconsistent. This Court should not approve the Disclosure statement in its current form because it fails to adequately and credibly disclose certain material information. That additional information includes without limitation, Debtor's Operating Agreement, appropriately redacted tax return(s), an explanation of the status of Richard Beard III's claim, proposed contemplated compensations for Messrs. Bibhu Mohapatra and Robert Beard all are, at minimum required before creditors can make an informed judgment under the Plan. The Debtor's proposed plan is also not feasible. This optimistic Plan cannot offer a reasonable probability of success in its present form. Among other things, it, would require additional capital from the principals and others to initially sustain operations and even the minimal, and unfair, contemplated installment payments. As it is now, confirmation of this Plan seems likely to be followed by the liquidation or further financial reorganization of the Debtor, or any successor to the Debtor under the Plan especially in the absence of any contingent alternative proposal for possible reorganization in the Plan. A full-text copy of Alicia Vergara's Objection is available at: http://bankrupt.com/misc/nysb17-10042-48.pdf The Troubled Company Reporter previously reported that the Debtor's reorganization plan is to maximize revenue by restructuring the business to diversify the business operations to offer collections of furs, jewelry collaborations, more European and US department stores and a more extensive private clientele portfolio. The restructured, stabilized corporate entity will then be marketed to capital investors, thereby further maximizing business profitability. Counsel for Unsecured Creditor Alicia Vergara: Raymond A. Levites, Esq. Broadway Suite 1005 New York, NY 10006 Telephone (212) 688-0500 Facsimile (212) 688-0012 Email: ralevites@leviteslaw.com About Bibhu LLC Bibhu, LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 17-10042) on January 10, 2017. Alla Kachan, Esq., at the Law Offices of Alla Kachan P.C. serves as bankruptcy counsel. The Debtor's assets and liabilities are both below $1 million. BILL BARRETT: Provides Updated Corporate Presentation ----------------------------------------------------- Bill Barrett Corporation posted on its Web site at www.billbarrettcorp.com an updated corporate presentation in connection with the proposed strategic combination with Fifth Creek Energy. The transaction creates a premier exploitation and production company exclusively focused on oil-weighted rural areas in the Denver-Julesburg Basin. According to the presentation, highlights of the Transaction include: * Strategic combination with Fifth Creek Energy materially expands DJ Basin footprint * De-risked position offsetting prolific EOG Fairway Field with strong, multi-bench results * Contiguous acreage block provides decades of highly economic Niobrara and Codell drilling inventory * Existing infrastructure supports development * Largely undeveloped nature allows BBG to immediately apply established execution skillset and best-in-class cost structure * Stong pro forma balance sheet underpinned by significant cash position, significant liquidity and improved credit metrics About Bill Barrett Bill Barrett Corporation (NYSE: BBG), headquartered in Denver, Colorado -- http://www.billbarrettcorp.com/-- is an independent energy company that develops, acquires and explores for oil and natural gas resources. All of its assets and operations are located in the Rocky Mountain region of the United States. Bill Barrett reported a net loss of $170.4 million on $178.8 million of total operating revenues for the year ended Dec. 31, 2016, compared to a net loss of $487.8 million on $207.9 million of total operating revenues for the year ended Dec. 31, 2015. As of Sept. 30, 2017, the Company had $1.33 billion in total assets, $815.5 million in total liabilities and $515.01 million in total stockholders' equity. * * * In April 2017, Moody's Investors Service upgraded Bill Barrett's Corporate Family Rating (CFR) to 'Caa1' from 'Caa2' and its existing senior unsecured notes' ratings to 'Caa2' from 'Caa3'. "The upgrade of Bill Barrett's ratings is driven by the reduction of default risk supported by the company's large cash balance and improved debt maturity profile," said Prateek Reddy, Moody's lead analyst. "The company's credit metrics are likely to soften in 2017 because of the roll off of higher priced hedges, but the metrics should strengthen along with production growth in 2018." BON-TON STORES: Extends Grumbacher Transition Agreement to 2019 --------------------------------------------------------------- The Bon-Ton Stores, Inc. has entered into amendment No. 5 of the Executive Transition Agreement with Thomas M. Grumbacher, effective as of Dec. 10, 2017. The material terms of Amendment are as follows: (i) Mr. Grumbacher's annual salary will be $30,000; and (ii) the term of the Executive Transition Agreement is extended to Feb. 1, 2019, and thereafter the term will be automatically renewed unless either party terminates the Executive Transition Agreement in accordance with its terms. Mr. Mr. Grumbacher serves as Chairman Emeritus and Advisor to the Chief Executive Officer. About The Bon-Ton Stores The Bon-Ton Stores, Inc., with corporate headquarters in York, Pennsylvania and Milwaukee, Wisconsin -- http://www.bonton.com/-- operates 260 stores, which includes nine furniture galleries and four clearance centers, in 24 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner's, Boston Store, Carson's, Elder-Beerman, Herberger's and Younkers nameplates. The stores offer a broad assortment of national and private brand fashion apparel and accessories for women, men and children, as well as cosmetics and home furnishings. Bon-Ton Stores reported a net loss of $63.41 million for the year ended Jan. 28, 2017, a net loss of $57.05 million for the fiscal year ended Jan. 30, 2016, and a net loss of $6.97 million for the year ended Jan. 31, 2015. As of Oct. 28, 2017, Bon-Ton Stores had $1.58 billion in total assets, $1.74 billion in total liabilities and a total shareholders' deficit of $155.96 million. * * * As reported by the TCR on Nov. 27, 2017, S&P Global Ratings lowered its corporate credit rating on The Bon-Ton Stores to 'CCC' from 'CCC+'. The outlook is negative. "The downgrade reflects our view that Bon-Ton could pursue a debt restructuring to address its capital structure over the next 12 months. We believe Bon-Ton's existing capital structure is unsustainable given our expectation for persistently negative free operating cash flow, continued pressure on operating performance, and diminishing revolver excess availability over time. There are no maturities over the next 12 months. Also in November 2017, Moody's Investors Service downgraded The Bon-Ton Stores's Corporate Family Rating to 'Caa3' from 'Caa1'. The downgrade reflects the high likelihood of a distressed exchange to reduce its debt obligations and improve the company's long term liquidity profile. BRYAN DEARASAUGH: $420K Sale of Conway Properties to Fruses Okayed ------------------------------------------------------------------ Judge Ben Barry of the U.S. Bankruptcy Court for the Eastern District of Arkansas authorized Bryan and Karen Dearasaugh to sell three separate parcels of improved real properties: (i) located at 295 S Ash in Conway, Faulkner County, Arkansas ("295 Ash Real Property") for $78,000 and located at 285 S Ash in Conway, Faulkner County, Arkansas ("285 Ash Real Property") for $80,000 to Platinum Property Holdngs, LLC; (ii) located at 19 Earl in Conway, Faulkner County, Arkansas ("Earl Real Property") for $67,000 to Travis and Casey Pavao; and (iii) located at 37 and 39 Blair Road in Conway, Faulkner County, Arkansas ("Blair Property") for $195,000 to Aaron and Angela Fruse. The sale is free and clear of all liens, claims, interests, and encumbrances. It is also on a strictly "as is, where" basis with no warranties being extended except as to title. On the Closing Date, the closing agent will pay all required closing costs for the sale. All parties will reasonable best efforts for closings on all properties described will close by Dec. 31, 2017. The proceeds from the sale of the Real Property will be paid as set forth for convenience: a. There will be a 5% real estate commission on each tract of Real Property; b. Any delinquent or current real estate taxes will be paid in full at closing; c. Each party will pay closing costs as set forth in the Purchase Agreement; and d. Remaining net proceeds will be paid as follows: i. 295 Ash Real Property and 285 Ash Real Property to First Security Bank and applied first to accrued interest, late fees, costs, and attorney's fees and second to principal on Loan 8124 (described more particularly in First Security Bank's Motion to Prohibit Use of Cash Collateral, Docket No. 22, with a total estimated payoff of $144,155 as of Dec. 6, 2017 with a $18 per diem), with any remaining amounts to be paid to First Security Bank to be applied to the balance (first to accrued interest, late fees, costs, and attorneys' fees and second to principal) on any remaining loans between the Debtors and First Security Bank in such order to such loans as First Security Bank decides at its discretion. ii. As to Earl Real Property to First Security Bank and applied first to accrued interest, late fees, costs, and attorney's fees and second to principal on Loan 4075 (described more particularly in First Security Bank's Motion to Prohibit Use of Cash Collateral, Docket No. 22, with a total estimated payoff of $56,417 as of Dec. 6, 2017 with a $6 per diem), with any remaining amounts to be applied to the balance (first to accrued interest, late fees, costs, and attorneys' fees and second to principal) on any remaining loans between the Debtors and First Security Bank to such loans as First Security Bank decides at its discretion. iii. As Blair Property to First Security Bank and applied first to accrued interest, late fees, costs, and attorney's fees and second to principal on Loan 6618 (described more particularly in First Security Bank's Motion to Prohibit Use of Cash Collateral, Docket No. 22, with a total estimated payoff of $155,784 as of Dec. 6, 2017 with a $19 per diem), with any remaining amounts to be applied to the balance (first to accrued interest, late fees, costs, and attorneys' fees and second to principal) on any remaining loans between the Debtors and First Security Bank to such loans as First Security Bank decides at its discretion. The Order will be effective immediately upon its entry and the 14-day set forth in Rule 6004(g) of the Federal Rules of Bankruptcy Procedure will not apply. Bryan and Karen Dearasaugh sought Chapter 11 protection (Bankr. E.D. Ark. Case No. 17-10969) on Feb. 20, 2017. The Debtors tapped Kevin P. Keech, Esq., at Keech Law Firm, PA, as counsel. BURTONSVILLE CROSSING: Case Summary & 7 Unsecured Creditors ----------------------------------------------------------- Debtor: Burtonsville Crossing, LLC P.O. Box 310 Ashton, MD 20861-0310 Business Description: Privately-owned Burtonsville Crossing, LLC is a small business debtor as defined in 11 U.S.C. Section 101(51D) engaged in the real estate business. Burtonsville Crossing first filed a voluntary case under Chapter 11 of the Bankruptcy Code on Oct. 26, 2017 (Bankr. D. Md. Case No. 17- 24323). The company was established in 2005 and is based in Laurel, Maryland. Chapter 11 Petition Date: December 15, 2017 Case No.: 17-26769 Court: United States Bankruptcy Court District of Maryland (Greenbelt) Judge: Hon. Thomas J. Catliota Debtor's Counsel: A. Donald C Discepolo, Esq. DISCEPOLO LLP 8850 Columbia 100 Parkway, Suite 310 Columbia, MD 21045 Tel: 410-296-0780 E-mail: don@discepolollp.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Thomas Norris, president. A copy of the Debtor's list of seven unsecured creditors is available for free at: http://bankrupt.com/misc/mdb17-26769_creditors.pdf A full-text copy of the petition is available for free at: http://bankrupt.com/misc/mdb17-26769.pdf BYUNG MOOK CHO: Peang Buying Baltimore Liquor Store for $15K ------------------------------------------------------------ Byung Mook Cho asks the U.S. Bankruptcy Court for the District of Maryland to authorize the sale of Fulton Discount Liquors, Inc. ("FDL") located at 551 N. Fulton Ave., Baltimore, Maryland, to Jin Su Peang for $15,000. Among the assets the Debtor listed in its bankruptcy petition is personal property described as a 100% ownership interest in FDL. The Debtor listed its value at $15,000 consisting of $5,000 in inventory and $10,000 in non-tangible assets. FDL was appraised by an appraiser retained by Columbia Bank on Oct. 10, 2017 for $18,998. The Debtor has obtained an offer to purchase FDL through the Business Asset Purchase Agreement for FDL dated Aug. 23, 2017 for $15,000 from the Purchaser. The Debtor has accepted a $1,000 deposit and an additional $5,000 payment toward the purchase price. The remaining balance of $9,000 is to be paid upon transfer of the liquor license. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Byung_Mook_Cho_39_Sales.pdf There are two liens on the property. The first lien is held by Global Express Money Orders, Inc. in the amount of $806. This lien will be satisfied in full by the sale. Therefore, 11 U.S.C. 363(f)(3) is satisfied as to that creditor. Global Express Money Orders, Inc. does not have a claim against the Debtor personally (non-recourse), nor against the New Belvedere Cleaners, Inc. The other lien is held by Columbia Bank is an alleged amount of $196,779. Columbia Bank consents to the sale if the remaining proceeds of $14,194 is disbursed to Columbia Bank. Therefore, 11 U.S.C. 363(f)(2) is satisfied as to this creditor. In addition to the lien on the property, Columbia Bank has a claim against the Debtor (recourse). Therefore, the sale reduces the amount owed to this creditor. If the Debtor is unable to sell the business immediately, he will close the business because it is unprofitable to operate. The sale of FDL is commercially reasonable and represents the fair market value of the property. It is in the best interest of the Estate that the Court authorize the Sale of the Property according to the terms set forth, and the sale is a critical component for the Debtor to obtain Plan confirmation. Byung Mook Cho sought Chapter 11 protection (Bankr. D. Md. Case No. 17-22057) on Sept. 8, 2017. Michael S. Myers, Esq., at SCARLETT, CROLL & MYERS, P.A., in Baltimore, Maryland, serves as counsel to the Debtor. CAPITOL SUPPLY: Immersion Buying SEWP Contract Assets for $300K --------------------------------------------------------------- Capitol Supply, Inc., asks the U.S. Bankruptcy Court for the Southern District of Florida to authorize the sale of its rights, title and interests in, to and under the SEWP Contract and the related tangible and intangible assets relating to the SEWP Contract, to Immersion CyKor, LLC, for $300,000. The Debtor's secured creditor is Bank of America, N.A., who it estimates will assert a secured claim in the amount of $2 million. The Debtor and the Bank have agreed to the Debtor's continued use of cash collateral, and the Debtor has agreed to provide the Bank an adequate protection payment in the amount of $200,000. The Court has entered a final order approving the Debtor's motion to use cash collateral. The Debtor is a party to numerous sale agreements with various government agencies, including the Solutions for Enterprise-Wide Procurement V Contract Number NNG15SD66B issued by the National Aeronautics and Space Administration/Goddard Space Flight Center with an effective date of May 1, 2015 ("SEWP Contract" or "Assumed Contract"). The SEWP Contract is an indefinite-delivery, indefinite-quantity government-wide acquisition contract under which the Debtor can sell information technology supplies to the United States Government through April 20, 2020, plus an additional 5-year option. The Debtor has sought a purchaser for its rights, title and interests in, to and under the SEWP Contract and the related tangible and intangible assets relating to the SEWP Contract as set forth in Schedule 1.1 to the Agreement on an "as is where is" basis. On the Petition Date, the Debtor sent a bulk email to approximately 2,000 vendors who are a party to General Services Administration contracts with the United States Government seeking interest in the purchase of the Acquired Assets. Ultimately, on Dec. 5, 2017, the Debtor and Immersion entered into an Asset Purchase Agreement under which the Debtor agreed to sell, transfer and assign to Immersion the Acquired Assets and the Assumed Liabilities, on the terms and conditions set forth in the Agreement, subject to the Court's approval and the entry of the Sale Order. The Debtor believes the Agreement provides for the highest and best offer with a purchase price of $25,000 as a non-refundable payment to be provided shortly after the entry of a sale order, and an additional $275,000 after closing, subject to the parties obtaining a certain novation agreement. In the event the parties are unable to obtain the Novation Agreement pursuant to the terms of the Agreement, the foregoing $275,000 will be returned to Immersion, and the Debtor and Immersion will cooperate to promptly transfer the ITVAR Division back to the Debtor by taking such actions as may be deemed necessary. The material terms of the Agreement are: a. Purchase; Assumption: On the terms and subject to the conditions set forth in the Agreement, on the Closing Date , the Seller will sell, convey, transfer, assign and deliver to the Purchaser, and the Purchaser will purchase and acquire from the Seller, all of the Seller's right, title and interest in, to and under the Acquired Assets, on an "as is where is" basis, free and clear of all Liens. At and after the Closing, the Purchaser will assume and pay, perform and discharge when due the Assumed Liabilities. b. Purchase Price: In consideration for the sale, conveyance, assignment, transfer and delivery of the ITVAR Division to the Purchaser, the Purchaser agrees to provide Seller the aggregate consideration as follows: (i) $25,000 payable within three business days after the entry of the Sale Order, which funds will be non-refundable; and (ii) $275,000 payable at Closing, to be released to the Seller upon the successful novation of the Assumed Contract to the Purchaser. c. Closing; Effective Time: The consummation of the transactions provided for in this Agreement will occur two business days after the satisfaction or waiver of the conditions set forth in Section 3 in the Agreement. Through the Motion, the Debtor asks to sell the Acquired Assets and Assumed Liabilities ("ITVAR Division") to Immersion on an expedited basis to comply with the terms of the Agreement, and enable the parties to close prior to the outside deadline of Jan. 31, 2018 and ask a novation from the United States Government. As set forth, it solicited interest for the purchase of the Acquired Assets from an estimated 2,000 parties, and believes in its business judgment that the Agreement represents the highest and best offer. The Debtor respectfully asks that the Court approves the assumption and assignment of the SEWP Contract to Immersion, subject to the parties obtaining the Novation Agreement and pursuant to the terms of the Agreement. The Debtor further asks that any order granting the Motion provides that the proceeds from the sale of the ITVAR Division under the Agreement will be provided to the Bank, that the Debtor is authorized to provide such proceeds to the Bank, and that no further Court order is required for such distribution. The parties seek to close on the contemplated transaction in an expeditious manner because the executory contract subject to the sale is effective for a limited 5-year period, which expires in April 2020, and the Agreement provides that the hearing on the Motion will be held within 14 days from the filing date, subject to the Court's availability. Further, the Agreement provides that Jan. 31, 2018 is the outside date before which the closing must occur, and such closing cannot occur until after a sale order is entered and becomes final and non-appealable. Therefore, the Debtor asks that the Court schedules the matter for hearing on an expedited basis on Dec. 25, 2017. Finally, the Debtor asks that the 14-day stays under Rules 6004(h) and 6006(d) be waived, and that any Sale Order be effective immediately. The Purchaser: IMMERSION CYKOR, LLC 740 Warren Drive Annapolis, MD 21403 About Capitol Supply Since 1983, Capitol Supply, Inc., has provided the United States Government, the U.S. Military, State and local government agencies and consumer and commercial customers worldwide various products needed to operate their businesses. Capitol Supply offers office supply, office furniture, hardware, tools, auto parts, cleaning supplies, dorms and quarters, package room, and GSA schedule needs. Capitol Supply was formerly known as Capitol Furniture Distributing Company and changed its name to Capitol Supply, Inc. in March 2005. Capitol Supply, Inc., based in Boca Raton, Florida, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 17-21544) on Sept. 20, 2017. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Robert J. Steinman, director and chief executive officer. The Hon. Erik P. Kimball presides over the case. Bradley S. Shraiberg, Esq., at Shraiberg Landaue & Page, P.A., serves as bankruptcy counsel. CHICAGO CENTRAL: Sale of Edmond FF&E to BTB Edmond for $20K Okayed ------------------------------------------------------------------ Judge Sarah A. Hall of the U.S. Bankruptcy Court for the Western District of Oklahoma authorized the private sale by Chicago Central, LLC and its debtor-affiliates of furniture, fixtures, and equipment located at 1150 East 2nd Street, Edmond, Oklahoma ("Edmond FF&E") to BTB Edmond Ops, LLC, for $20,000. The sale is free and clear of liens, claims and encumbrances, with all such liens, claims and encumbrances to attach to the proceeds of the sale . The stay provided by Federal Rule of Bankruptcy Procedure 6004(h) is waived. A copy of the list of Edmond FF&E being sold attached to the Order is available for free at: http://bankrupt.com/misc/Chicago_Central_130_Order.pdf 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. CIBER INC: New Plan Discloses Role of Settling Board Members ------------------------------------------------------------ CMTSU Liquidation, Inc., fka CIBER, Inc., and affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a plan of liquidation dated Dec. 8, 2017. The latest plan provides that the Settling Board Members will timely advise the Debtors or the Post-Effective Date Debtors of any payments made by any insurance company and against which of the Settling Board Members' invoices the payments should be applied. Any funds received from any insurance company with respect to Indemnification Claims will be retained by the Settling Board Members and, on an invoice-by-invoice basis to the extent reasonably practicable, reduce the Allowed Indemnification Claims of each receiving Settling Board Member in the following order: (i) first, any unpaid amount of the Allowed General Unsecured Claim with respect to the fees, costs or expenses for which the insurance company payment is made, (ii) second, any unpaid amount of the Allowed Administrative Claim with respect to the fees, costs or expenses for which the insurance company payment is made, and (iii) third, any unpaid amount of the Allowed General Unsecured Claims in each case on a dollar-for-dollar basis. In the event any funds received from any insurance company are available for distribution to sub-paragraph (iii) in the immediately preceding sentence, such funds will be applied to the Allowed General Unsecured Claims of the Settling Board Members, proportionately as to the Settling Board Members based on the dollar amount of such claims as asserted among the Settling Board Members. If the Settling Board Members receive more than payment in full on account of all of their Allowed Claims, the Board Members will in the aggregate, and such payment is otherwise indefeasible and without reservation by any party, then each of the receiving Settling Board Members will, notwithstanding the otherwise indefeasible nature of such payment, return to Post-Effective Date CMTSU LLC any Cash they received from the Debtors or Post-Effective Date CMTSU LLC in excess of the full amount of such Allowed Claims, subject to the rights, if any, of any insurance company with respect to such Cash. A full-text copy of the Latest Liquidation Plan is available at: http://bankrupt.com/misc/deb17-10772-920.pdf About CIBER Inc. CIBER, Inc. -- http://www.ciber.com/-- is a global information technology consulting, services and outsourcing company. CIBER, Inc., and two other affiliates sought bankruptcy protection on April 9, 2017 (Bankr. D. Del. Lead Case No. 17-10772). The petition was signed by Christian Mezger, chief financial officer. The Debtors disclosed total assets of $334.2 million and total liabilities of $171.9 million as of Sept. 30, 2016. The Hon. Brendan Linehan Shannon presides over the case. Morrison & Foerster LLP is the Debtors' lead bankruptcy counsel. Polsinelli, PC, serves as co-counsel while Saul Ewing LLP serves as local counsel. The Debtors also hired Houlihan Lokey as investment banker and financial advisor; Alvarez & Marsal North America, LLC, as restructuring advisor; and Prime Clerk LLC as noticing and claims agent. An official committee of unsecured creditors has been appointed in the Chapter 11 case. The committee retained Perkins Coie, LLP, as bankruptcy counsel; Shaw Fishman Glantz & Towbin LLC as co-counsel; and BDO Consulting as financial advisor. Since the closing of the Sale, the Debtors have taken steps to change their corporate names from CIBER, Inc., to CMTSU Liquidation, Inc., CIBER Consulting, Incorporated, to CMTSU Liquidation 2, Inc., and CIBER International LLC, to CMTSU Liquidation 3, LLC. CM EBAR: Sale Proceeds of Restaurant Assets to Fund Plan -------------------------------------------------------- CM Ebar, LLC, filed with the U.S. Bankruptcy Court for the District of Nevada a disclosure statement for its proposed plan of reorganization. Class 5 under the plan consists of the allowed general unsecured claims. The Debtor estimates that the amount of the general unsecured claims totals approximately $5,600,000. The Debtor proposes to pay Allowed General Unsecured Claims in Class 5 from the proceeds of the sale of the Debtor's Restaurant Assets, after payment of Allowed claims in Classes 1 through 4, and all administrative and priority claims. It is likely that there will not be any sale proceeds to be distributed to Allowed General Unsecured Claims. The Debtor does not anticipate there will be any distributions to unsecured creditors. As its principal restructuring transaction, the Debtor or Reorganized Debtor, as appropriate, will sell its Restaurant Assets, as defined in the Asset Purchase Agreement to Coast to Coast, or a higher bidder. Specifically, the Debtor will take, or cause the Reorganized Debtor to take, the following actions to maximize the return to creditors: * The Debtor will distribute the proceeds from the sale of the Restaurant Assets to SBR, LLC its secured lender, less any agreed upon and applicable carveouts; * The Reorganized Debtor will attempt to sell the Closed Location Liquor Licenses and will assess the viability of and may institute at its sole discretion any claims against prior management; and * The Reorganized Debtor will satisfy the Allowed Priority and Secured Claims against the Estate, as set forth in the Plan with any proceeds from the sale of the Closed Location Liquor Licenses. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/nvb17-15530-124.pdf About CM Ebar LLC CM Ebar, LLC, is a casual-dining operator with various locations in Nevada, California, and New Mexico. Its principal place of business is located at 2270 Village Walk Drive, in Henderson, Nevada. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 17-15530) on Oct. 17, 2017. Barry L. Kasoff, manager, signed the petition. Judge August B. Landis presides over the case. At the time of the filing, the Debtor disclosed estimated assets of $1 million to $10 million and estimated liabilities of $10 million to $50 million. Zachariah Larson, Esq., Matthew C. Zirzow, Esq., and Shara L. Larson, Esq., at Larson & Zirzow, LLC, serve as the Debtor's bankruptcy counsel. On Nov. 7, 2017, the Office of the United States Trustee appointed an Official Committee of Unsecured Creditors in the Debtor's case. Clark Hill represents the Committee. On Nov. 20, 2017, the Debtor filed its proposed Disclosure Statement and Plan of Reorganization. COCOA SERVICES: Has Until Jan. 12 to Exclusively File Plan ---------------------------------------------------------- The Hon. James L. Garrity, Jr., of the U.S. Bankruptcy Court for the Southern District of New York has extended, at the behest of Cocoa Services, L.L.C., and Morgan Drive Associates, L.L.C., the exclusive periods for the Debtors to file a Chapter 11 plan and solicit acceptances to any plan, each by 60 days, through Jan. 12 and March 13, 2018, respectively. As reported by the Troubled Company Reporter on Nov. 13, 2017, the Debtors sought the extension, saying that their primary focus is sale of substantially all of the Debtors' assets. On Oct. 4, 2017, the Court entered an order approving the sale of substantially all of the Debtors' assets to Carlyle Cocoa Company, LLC, which closed on Oct. 5. With the sale complete, the Debtors and their counsel turned their attention preparing a joint plan of liquidation and related disclosure statement, on which substantial progress has been made. About Cocoa Services Cocoa Services, L.L.C., operates a cocoa liquor and cocoa butter melting and deodorizing facility in Logan Township, Gloucester County, New Jersey. Morgan Drive Associates LLC is a real estate holding company that owns the land and building where Cocoa Services operates. Cocoa Services and Morgan Drive are affiliates of and wholly-owned subsidiaries of Transmar Commodity Group, Ltd. TCG filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 16-13625) on Dec. 31, 2016, estimating assets and debt of $100 million and $500 million. The case is pending before the Honorable James L. Garrity, Jr. Cocoa Services, L.L.C., and Morgan Drive Associates, L.L.C., sought Chapter 11 protection (Bankr. S.D.N.Y. 17-11936 and 17-11938) on July 14, 2017. The cases are also pending before Judge Garrity. Cocoa Services disclosed total assets of $18.34 million and total liabilities of $18.55 million as of July 11, 2017. Riker Danzig Scherer Hyland & Perretti LLP is serving as counsel to the Debtors. Klestadt Winters Jureller Southard & Stevens, LLP, is local counsel. Prime Clerk LLC is the claims and noticing agent. No committee, trustee or examiner has been appointed in these Bankruptcy Cases. COGECO COMMUNICATIONS: S&P Affirms 'BB+' CCR, Outlook Stable ------------------------------------------------------------ S&P Global Ratings said it affirmed its 'BB+' long-term corporate credit rating on Montreal-based Cogeco Communications Inc. The outlook is stable. S&P Global Ratings also affirmed its 'BBB-' issue-level rating, with a '1' recovery rating, on the company's secured debt, and its 'BB-' issue-level rating, with a '6' recovery rating, on Cogego Communications' unsecured debt. The '1' recovery rating indicates our expectation of very high (90%-100%, rounded estimate 95%) recovery, and the '6' recovery rating indicates S&P's expectation of negligible (0%-10%, rounded estimate 0%) recovery in default. The ratings on Cogeco Communications primarily reflect the credit profile of the company's Canadian cable TV and enterprise data services, including its Cogeco Peer 1 business. S&P said, "We view Cogeco Communications' ownership of U.S.-based cable TV services provider Atlantic Broadband (ABB), now known as Cogeco Communications (USA) Inc. (BB-/Stable/--), as an investment that benefits from potential, but only modest, credit support from Cogeco Communications under financial stress. Cogeco Communications is an important entity within a related group of companies, which includes Cogeco Inc. (the parent) and ABB (wholly owned subsidiary of Cogeco Communications). The parent has an 82.3% voting and a 31.7% economic interest in Cogeco Communications, and receives an annual management fee from its cable subsidiary. We view the business risk profile of Cogeco Inc. (which has some regional media assets) to be weaker than that of Cogeco Communications. We assess the business risk profile of ABB to be similar to that of Cogeco Communications, but with significantly higher debt leverage. Overall, we view the credit quality of the entire group to be similar to that of Cogeco Communications." S&P said, "The stable outlook reflects S&P Global Ratings' expectation that Cogeco Communications will focus primarily on growth from existing operations as it integrates the MetroCast acquisition. Absent additional debt-funded acquisitions, we expect that modest earnings growth and solid discretionary cash flow should contribute to adjusted leverage improving to about 3.0x by fiscal 2019. "We could lower the rating if we expect that consolidated debt leverage will weaken to the high-3x area for more than a year. This could result from additional debt-financed acquisitions and subsequent difficulties in deleveraging owing to operational challenges, higher capital spending, or margin pressures in the core cable business. "The potential for additional acquisitions or shareholder-friendly initiatives limits upside rating potential. However, we could consider an upgrade should the company adopt more moderate financial policies by maintaining and sustaining consolidated adjusted debt leverage below 3x. Such upward rating action would also incorporate a view of similar capitalization of subsidiaries or fairly low strategic integration of more highly levered subsidiaries with the parent." COMPREHENSIVE VASCULAR: Has Until Feb. 24 to Exclusively File Plan ------------------------------------------------------------------ Judge Mary Grace Diehl of the U.S. Bankruptcy Court for the Northern District of Georgia extended Comprehensive Vascular Surgery of Georgia, Inc.'s exclusive periods for filing a plan of reorganization and soliciting acceptances to the plan to Feb. 24, 2018, and April 25, 2018, respectively. As reported by the Troubled Company Reporter on Nov. 22, 2017, the Debtor needs more time than is afforded by the current Exclusive Periods to market and sell its medical office building, continue negotiations with creditors, obtain adequate information for a plan, and to prepare appropriate court filings for a plan. The Debtor represents that the totality of the circumstances warrants the requested extensions of the Exclusive Periods, and that cause exists to extend the Exclusive Periods. About Comprehensive Vascular Surgery of Georgia Comprehensive Vascular Surgery of Georgia, Inc., provides in-patient and out-patient vascular surgery services and related diagnostic evaluation and therapeutic services. Comprehensive Vascular Surgery of Georgia, Inc., filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 17-53761) on March 1, 2017. The Debtor estimated $1 million to $10 million in assets and liabilities. The petition was signed by Albert T. Tagoe, M.D., its CEO. The Debtor is represented by Bryan E. Bates, Esq., at Dentons US LLP as counsel. The Debtor hired Shane Investment Property Group, LLC, as commercial real estate broker. CONNEAUT LAKE VOLUNTEER: FNBP to be Paid in Full at 5% for 48 Mos. ------------------------------------------------------------------ Conneaut Lake Volunteer Fire Department of Conneaut Lake Borough and Sadsbury Township filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania a first amended disclosure statement to accompany its plan of reorganization dated Nov. 20, 2017. Class 1a under the plan is the secured claim of Mercer County State Bank in substantially all assets of the Debtor shall be paid in accordance with the terms of the settlement agreement between Mercer County State Bank and the Debtor. Class 1b is the secured claim of First National Bank of Pennsylvania which holds a lien on a 1990 Pierce Rescue Truck with a principal balance of $20,477.85 will be paid in full with an interest rate of 5% over 48 months with a payment of $453 per month per agreement. First National Bank of Pennsylvania will release its lien upon conclusion of all payments required by the Plan. The Troubled Company Reported previously reported that the Plan will be funded by continued operation of the fire department and food & beverage service. Current management will continue to operate the business functions profitably. Payment will be made from current available cash. A copy of the First Amended Disclosure Statement is available at: http://bankrupt.com/misc/pawb17-10818-82.pdf A copy of Reorganization Plan is available at: http://bankrupt.com/misc/pawb17-10818-81.pdf About Conneaut Lake Volunteer Fire Department The Conneaut Lake Volunteer Fire Department of Conneaut Lake Borough and Sadsbury Township provides fire protection services in the borough of Conneaut Lake and the southern and eastern portions of neighboring Sadsbury Township. The Conneaut Lake Volunteer Fire Department filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 17-10818) on Aug. 8, 2017. The petition was signed by Timothy Latta, president. The Debtor estimated assets and liabilities to be between $1 million and $10 million. The case is assigned to Judge Thomas P. Agresti. The Debtor is represented by Daniel P. Foster, Esq., at Foster Law Offices, LLC. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Conneaut Lake Volunteer Fire Department as of Sept. 14, according to a court docket. The Fire Department previously sought bankruptcy protection (Bankr. W.D. Pa. Case No. 16-10019) on Jan. 12, 2016. CORNERSTONE APPAREL: Seeks Approval of Disclosure Statement ----------------------------------------------------------- Cornerstone Apparel, Inc. d/b/a Papaya Clothing filed a motion asking the U.S. Bankruptcy Court for the Central District of California to approve the adequacy of its disclosure statement. The Debtor believes that the Disclosure Statement contains adequate information and should be approved because the Disclosure Statement contains descriptions and summaries of, among other things: * the Plan; * the classes of claims and equity interests; * the history of the Debtor; * events leading to the commencement of these Chapter 11 cases; * a description of the available assets and their value; * financial information, valuations and projections relevant to the decision by creditors to accept or reject the Plan; * the estimated administrative expenses, including the estimated fees of the attorneys, financial advisors and accountants retained by the Debtor's estate; and * a liquidation analysis comparing recoveries under Chapter 7 and the Plan. In light of this, the Debtor requests that the Court set the following hearing dates and/or deadlines: (a) The Confirmation hearing will be Feb. 8, 2018 at 11:00 a.m. (b) The deadline to file a Preliminary Objection to confirmation of the Plan will be Jan. 18, 2018. (c) The last date to file and serve any objections to the Confirmation Motion and evidence in opposition to the confirmation of the Plan will be Jan. 25, 2018. (d) The last date to file and serve any objections and evidence in opposition to assumption or rejection of the Debtor's executory contracts and unexpired leases will be Jan. 25, 2018. A copy of the Debtor's Request is available at: http://bankrupt.com/misc/cacb2-17-17292-249.pdf About Cornerstone Apparel Cornerstone Apparel, Inc., which operates a chain of apparel stores under the name Papaya Clothing, filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 17-17292) on June 15, 2017. The petition was signed by Tae Y. Yi, president. The Debtor estimated assets of $1 million to $10 million and debt of $10 million to $50 million. Papaya Clothing -- http://www.papayaclothing.com/-- caters to teens, juniors and the "young at heart", and focuses on the 16 to 25 year old age group. Papaya is headquartered in Commerce, California, and had a workforce of 1,300 employees at the time of the bankruptcy filing. As of June 15, 2017, Papaya owned and operated more than 80 retail stores located shopping centers and malls throughout the United States. Judge Vincent P. Zurzolo presides over the case. Levene, Neale, Bender, Yoo & Brill LLP represents the Debtor as bankruptcy counsel. The Debtor hired the Law Offices of Steven C. Kim & Associates as its special counsel; and Rust Consulting/Omni Bankruptcy, a division of Rust Consulting, Inc., as claims noticing and balloting agent. SierraConstellation Partners, LLC serves as its financial advisor. On July 7, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Lewis Brisbois Bisgaard & Smith, LLP represents the committee as bankruptcy counsel. The committee hired Province Inc. as its financial advisor. COUNTERPATH CORP: Posts $994K Loss in 6 Months Ended Oct. 31 ------------------------------------------------------------ Counterpath Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting net income of $158,834 on $3.41 million of total revenue for the three months ended Oct. 31, 2017, compared to a net loss of $564,020 on $2.75 million of total revenue for the three months ended Oct. 31, 2016. For the six months ended Oct. 31, 2017, the Company reported a net loss of $993,699 on $6.52 million of total revenue compared to a net loss of $927,931 on $5.77 million of total revenue for the same period during the prior year. As of Oct. 31, 2017, Counterpath had $12.93 million in total assets, $4.37 million in total liabilities and $8.55 million in total stockholders' equity. Cash of $1.7 million as of Oct. 31, 2017 compared to cash of $2.1 million as of April 30, 2017. "We continue to execute against our strategy and gain operating leverage from our software platform, evidenced by delivering revenue growth over last year and positive earnings this quarter," said Donovan Jones, president and chief executive officer. "We had a solid quarter in both EMEA and the Americas. We entered into a contract with an international, tier-one service provider with tens of millions of users and completed customization services to enable the service provider to deploy our software in the coming quarters. We continue to see increased deployment of our SDK/API in the contact center vertical -- we now have six of the top ten contact center solution providers1 deploying our software. The effort we have made through digital marketing is increasing our funnel, driving business development opportunities and software sales. Our cloud-based subscription platforms are growing with small businesses, and with the launch of our collaboration product in the coming quarters, this customer growth will continue to accelerate," continued Jones. Operating expenses for the quarter ended Oct. 31, 2017 were $3.5 million compared to $3.5 million for the same quarter last fiscal year. Operating expenses for the quarter ended Oct. 31, 2017 included a non-cash stock-based compensation expense of $0.1 million (2016 - $0.2 million). Sales and marketing expenses were $1.0 million for the quarter ended Oct. 31, 2017 compared to $1.0 million for the same quarter last fiscal year. For the quarter ended Oct. 31, 2017, research and development expenses were $1.3 million and general and administrative expenses were $0.7 million compared to $1.2 million and $0.9 million, respectively, for same quarter last fiscal year. Foreign exchange gain for the quarter ended Oct. 31, 2017 was $0.2 million compared to foreign exchange gain of $0.2 million for the same quarter last fiscal year. The foreign exchange gain (loss) represents the gain (loss) on account of translation of the intercompany accounts of CounterPath's subsidiary which are maintained in Canadian dollars and transactional gains and losses resulting from transactions denominated in currencies other than U.S. dollars. Recent Business Highlights * Won a Request For Proposal (RFP) and entered into a contract with one of the world's largest communication service providers with tens of millions of users. * Signed a distribution agreement with India-based TaraSpan, a leading Unified Communication solutions provider, to sell CounterPath's Bria Stretto subscription services throughout India. * Announced that Estech Systems, Inc. (ESI) has selected the CounterPath Bria and Stretto solution for their premise based IP 900 PBX deployments. * Awarded patent No. US 9,774,695 by the U.S. Patent and Trademark Office. Titled "Enhanced Presence Detection For Routing Decisions." This patent optimizes the routing of calls, messages and other communication based upon a user's real-time presence information from both broadband and mobile network. * Announced that a multi-billion dollar international health care information technology company has entered into a contract to integrate the CounterPath SDK for high quality voice into their mobile application that has been deployed into thousands of hospitals and critical care facilities. A full-text copy of the Form 10-Q is available for free at: https://is.gd/Hfvelk About CounterPath Based in British Columbia, Canada, CounterPath Corporation focuses on the design, development, marketing and sales of software applications and related services, such as pre and post sales technical support and customization services, that enable enterprises and telecommunication service providers to deliver Unified Communications (UC) services, including voice, video, messaging and collaboration functionality, over their Internet Protocol, or IP, based networks. The Company's products are sold either directly or through channel partners, to small, medium and large businesses and telecom service providers, in North America, and in Europe, Middle East, Africa, Asia Pacific and Latin America. Visit www.counterpath.com for more information. Counterpath reported a net loss of $2.45 million for the fiscal year ended April 30, 2017 compared to a net loss of $2.69 million for the year ended April 30, 2016. The Company has experienced volatile revenues as a result of a number of factors including its buildout of a cloud based subscription platform concurrent with the change of its licensing model to subscription based licensing and has not reached profitable operations which raises substantial doubt about its ability to continue operating as a going concern within one year of the date of the financial statements. The Company has historically been able to manage liquidity requirements through cost management and cost reduction measures, supplemented with raising additional financing. To alleviate this situation, the Company has plans in place to improve its financial position and liquidity, while executing on its growth strategy, by managing and or reducing costs that are not expected to have an adverse impact on the ability to generate cash flows. In addition, the Company has historically been able to raise additional financing to assist with the Company's transition. The Company said that as of Dec. 13, 2017, and from the planned cost management and reduction measures, the Company has sufficient liquidity to meet the ongoing cash requirements of the Company for one year after the issuance date of the financial statements. Therefore, although substantial doubt has been raised, this has been alleviated by management's plans. CRANBERRY GROWERS: Latest Plan Proposes to Pay Unsecureds 3.8% -------------------------------------------------------------- Cranberry Growers Cooperative, d/b/a CranGrow, filed with the U.S. Bankruptcy Court for the Western District of Wisconsin a disclosure statement in support of its plan of reorganization dated Dec. 8, 2017. This latest filing provides that each holder of an Allowed General Unsecured Claim in Class 4 will be paid in Cash its Pro Rata share of Cash from the General Unsecured Recovery Reserve, pursuant to one or more Distributions until the depletion of the General Unsecured Recovery Reserve or payment in full. Estimated distribution for general unsecured claimants is 3.8%. The Troubled Company Reporter previously reported that under the Plan, distributions to holders of General Unsecured Claims and Patron Member Claims will be paid from the General Unsecured Recovery Pool, which will be funded by Reorganized CranGrow, specifically through the proceeds of the Reorganized CranGrow Indebtedness in the amount of $200,000, and the allocation of any remaining proceeds from the sale of the 2015 and 2016 crop in the possession of the Debtor or Reorganized CranGrow, net of operational expenses and all amounts to be paid to service the Pre-Petition Indebtedness under the CoBank Revolving Note in accordance with the terms of the Plan. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/wiwb1-17-13318-139.pdf A copy of the Reorganization Plan is available at: http://bankrupt.com/misc/wiwb1-17-13318-138.pdf About Cranberry Growers Cranberry Growers Cooperative (CranGrow) -- https://www.crangrow.com/ -- is a group of cranberry growers based in Warrens, Wisconsin, USA. CranGrow currently has 40 grower members, and it is these members that own the co-op. The co-op's growers range in size from small to very large cranberry marshes, most of which have been family owned and operated for generations. Some have been in operation for over 100 years. CranGrow produces sliced sweetened dried cranberries, whole sweetened dried cranberries, single strength juice (not from concentrate), 50 and 65 brix concentrate, and cranberry seed pomace. Unlike many cranberry processors, CranGrow actually grows the fruit and process it themselves. Cranberry Growers Cooperative filed a Chapter 11 petition (Bankr. W.D. Wis. Case No. 17-13318) on Sept. 25, 2017. The petition was signed by James Reed, chief executive officer. At the time of filing, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Debtor's counsel is Justin M. Mertz, Esq., at Michael Best & Friedrich LLP. The Debtor's financial and restructuring advisor is Sierra Constellation Partners LLC; and the firm's Winston Mar serves as the Debtor's chief restructuring officer. The Office of the U.S. Trustee on Oct. 11 appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of Cranberry Growers Cooperative. The committee members are North Star Container, LLC, Tournant Inc., and Brickl Bros., Inc. DEL DIABLO: Case Summary & 3 Unsecured Creditors ------------------------------------------------ Debtor: Del Diablo LLC 32565B Golden Lantern #188 Dana Point, CA 92677 Tel: 949 558-8540 Business Description: Del Diablo LLC is a real estate company based in Dana Point, California. Chapter 11 Petition Date: December 14, 2017 Case No.: 17-14824 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Hon. Theodor Albert Debtor's Counsel: Alan M Lurya, Esq. LAW OFFICES OF ALAN M. LURYA 15615 Alton Parkway Suite 450 Irvine, CA 92618 Tel: 949-440-3230 E-mail: alanlurya@yahoo.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Kris Wismer, president. A copy of the Debtor's list of three unsecured creditors is available for free at: http://bankrupt.com/misc/cacb17-14824_creditors.pdf A full-text copy of the petition is available for free at: http://bankrupt.com/misc/cacb17-14824.pdf DELCATH SYSTEMS: Has 69.25 Million Outstanding Common Shares ------------------------------------------------------------ Delcath Systems, Inc. had 69,254,016 shares of its common stock, $0.01 par value per share, issued and outstanding as of Dec. 12, 2017, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. About Delcath Systems Based in New York, New York, Delcath Systems, Inc. -- http://www.delcath.com/-- is an interventional oncology Company focused on the treatment of primary and metastatic liver cancers. The Company's investigational product -- Melphalan Hydrochloride for Injection for use with the Delcath Hepatic Delivery System (Melphalan/HDS) -- is designed to administer high-dose chemotherapy to the liver while controlling systemic exposure and associated side effects. In Europe, the Company's system is in commercial development under the trade name Delcath Hepatic CHEMOSAT Delivery System for Melphalan (CHEMOSAT), where it has been used at major medical centers to treat a wide range of cancers of the liver. As of Sept. 30, 2017, Delcath Systems had $14.48 million in total assets, $16.33 million in total liabilities and a total stockholders' deficit of $1.85 million. The Company has incurred losses since inception and has an accumulated deficit of $305.6 million at Sept. 30, 2017. During the nine months ended Sept. 30, 2017 used $11.7 million of cash for its operating activities. Grant Thornton LLP, in New York, 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 as of Dec. 31, 2016, has an accumulated deficit of $279.2 million. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. DEPOMED INC: S&P Revises Outlook to Negative & Affirms 'B+' CCR --------------------------------------------------------------- S&P Global Ratings affirmed its 'B+' corporate credit rating on Depomed Inc. and revised the outlook to negative from stable. S&P said, "We also affirmed our 'B-' issue-level rating on the senior unsecured convertible notes due 2021. The recovery rating on this debt remains '6'. "At the same time, we withdrew the 'BB-' issue-level rating and '2' recovery rating on the senior secured term loan B due 2024 because the transaction was not completed. "Our revised outlook on Depomed reflects underperformance in 2017 and several risks to the base case, following the announcement that it will enter into a commercialization agreement for its largest drug, NUCYNTA, with Collegium Pharmaceutical in exchange for royalty payments. "The negative outlook reflects greater uncertainty to Depomed's strategy, operations, and deleveraging plan following the announcement that it will enter into a commercialization agreement for its largest drug, NUCYNTA, with Collegium Pharmaceutical in exchange for royalty payments. Our base case is that the company will increase EBITDA by about $40 million in 2018 (excluding costs to achieve) and use its cash to repay about $57 million in debt and make a $50 million acquisition adding about $5 million in EBITDA." DEXTERA SURGICAL: Proposes $17.3M Sale of All Assets to Aesculap ---------------------------------------------------------------- Dextera Surgical, Inc., asks the U.S. Bankruptcy Court for the District of Delaware to authorize bidding procedures in connection with the sale of substantially all assets to Aesculap, Inc. for $17,300,000 in cash, plus assumption of certain liabilities, subject to overbid. To preserve going-concern value and enable it to execute its business plan, Dextera has been pursuing potential merger or acquisition partners, or potential major investors, for one year. Starting in the fourth quarter of 2016, it made extensive efforts with its investment bank to identify merger or acquisition partners or potential investors. In addition, on Dec. 21, 2016, Dextera engaged JMP Securities, LLC, to solicit interest from third parties with respect to a possible merger, consolidation, tender or exchange offer, or sale or exclusive license of all or a majority of Dextera's assets or outstanding equity interests. In early January 2017, JMP initiated the prepetition marketing process, contacting and distributing the "teaser" to potential investors or purchasers. During early October, JMP made further contacts to 13 of the parties it had previously contacted. On Oct. 11, 2017, one of those parties, the Stalking Horse Bidder, submitted a term sheet for an out of court acquisition of substantially all of the assets of Dextera. After further discussions between Dextera and JMP, on the one hand, and the Stalking Horse Bidder on the other hand, the parties determined that an asset sale in a chapter 11 bankruptcy case was required. The parties executed a non-binding term sheet for such an asset sale dated Nov. 9, 2017, and thereafter negotiated the terms of an asset purchase agreement. That process was completed just prior to the Petition Date when, on Dec. 11, 2017, the parties executed the Stalking Horse APA. In the Stalking Horse APA, the Stalking Horse Bidder has committed to acquire substantially all of the Debtor's assets in a sale. The transaction is conditioned upon approval by the Court and is subject to higher or otherwise better competing offers. The timeline and specific dates it proposed will provide the Debtor sufficient time to expose its business and assets again to potential overbidders, conduct an auction if any qualified overbids are presented, and bring before the Court for approval the Sale to the successful bidder, and will permit the Sale to close consistent with the liquidity available to the Debtor. If the timeline proposed in the sale motion is not approved, or if there are material delays in that timeline, the Debtor will run out of cash, will be unable to continue operations, and therefore will be unable to satisfy the conditions to the closing of the Stalking Horse APA or an asset purchase agreement executed by a winning bidder other than the Stalking Horse Bidder. The material provisions of the Stalking Horse APA are: a. Seller: Dextera Surgical, Inc. b. Buyer - Stalking Horse Bidder: Aesculap, Inc. c. Purchase Price: (i) $17,300,000 in cash, plus (ii) assumption of liabilities. d. Indemnification Escrow: At closing, $2 million of the cash purchase price will be deposited with an escrow agent. e. Purchased Assets: All of the Debtor's properties and assets of every kind and description, wherever located, whether real, personal or mixed, tangible or intangible, owned, leased, licensed, used or held for use in or relating to the business, other than assets identified as the Excluded Assets. f. Assumption and Assignment of Contracts and Leases: Schedule 2.1(a)(iv) to the Stalking Horse APA is the list of executory contracts and unexpired leases the Stalking Horse Bidder has designated as Assigned Contracts to be assumed and assigned to the Stalking Horse Bidder. The Stalking Horse Bidder must provide Schedule 2.1(a)(iv) to the Debtor no later than 20 days prior to the Sale Hearing. g. Assumed Liabilities: Liabilities under any Assigned Contract required to be performed after the Closing Date (and do not relate to any failure to any action or breach that occurred on or prior to the Closing Date) and (ii) those liabilities and obligations enumerated on Schedule 2.2(a)(ii) of the Stalking Horse APA. h. Stalking Horse Payment: If the Debtor sells all or substantially all the Purchased Assets in a transaction or series of transactions with one or more persons other than the Stalking Horse Bidder, upon consummation of such transaction(s), from the proceeds of such sale(s), it will pay to the Stalking Horse Bidder $519,000. The Debtor submits that the Bidding Procedures will enable it to conduct a sale process that will maximize the value of its estate. The salient terms of the Bidding Procedures are: a. Amount of Bid: $18 million b. Good Faith Deposit: 10% of the Bid c. Bid Deadline: Jan. 19, 2018 at 4:00 p.m. (ET) d. Auction: The Auction will take place on Jan. 22, 2018 at 10:00 a.m. (ET) at the offices of Cooley LLP, 1114 Avenue of the Americas, New York, New York. e. The Stalking Horse Payment will be taken into account in connection with each round of bidding and in each phase of the Auction by adding $519,000 to the amount of each bid made by the Stalking Horse Bidder. f. Any credit bids submitted by a party other than the Stalking Horse Bidder will include a cash component that is sufficient to pay the amount of the Stalking Horse Payment. g. Overbid: $100,000 h. Sale Hearing: Jan. 23, 2018 A copy of the Stalking Horse APA and the Bidding Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/Dextera_Surgical_11_Sales.pdf The Debtor asks that the sale be approved free and clear of all claims, liens, and other interests, with any such claims, liens, and other interests to attach to the net proceeds of the Sale. The Debtor submits that sufficient business justifications exist to sell the assets to the Stalking Horse Bidder (or other Successful Bidder). The Stalking Horse APA has been extensively negotiated between the parties at arm's length and in good faith and confers several substantial benefits on the Debtor's estate that would not be available in the event of a liquidation of the Debtor's assets. Moreover, the Bidding Procedures are designed to maximize the value received for the Asset. The Purchaser: AESCULAP, INC. 3773 Corporate Parkway Center Valley, PA 18034 Attn: Michael F. Barra E-mail: mike.barra@aesculap.com - and - AESCULAP, INC. 3773 Corporate Parkway Center Valley, PA 18034 Attn: Scarlett Spence, Esq. E-mail: scarlett.spence@aesculap.com The Purchaser is represented by: Robert Lapowsky, Esq. STEVENS & LEE, P.C. 620 Freedom Business Center Suite 200 King of Prussia, PA, 19406 Facsimile: (610) 371-7958 E-mail: rl@stevenslee.com About Dextera Surgical Headquartered in Redwood City, California, Dextera Surgical Inc. (Nasdaq:DXTR) -- https://www.dexterasurgical.com/ -- is a medical device company that designs and manufactures proprietary stapling devices that enable the advancement of minimally invasive surgical procedures. Founded in 1997 as Vascular Innovations, Inc., the Company changed its name in November 2001 to Cardica, Inc. and in June 2016 to Dextera Surgical Inc. Dextera had its initial public offering in 2006 and its common stock is publicly traded and prior to the bankruptcy filing, had been listed on the NASDAQ Capital Market (DXTR). Dextera Surgical sought Chapter 11 protection (Bankr. D. Del. Case No. 17-12913) on Dec. 11, 2017. The Company disclosed $6.53 million in total assets and $14.82 million in total debt as of Sept. 30, 2017. The Debtor tapped Saul Ewing Arnstein & Lehr LLP as counsel; Cooley LLP as special corporate counsel; JMP Securities, LLC, as financial advisor and investment banker; Rust Consulting/Omni Bankruptcy as claims and noticing agent. DIT PROPERTIES: Jan. 4 Disclosure Statement Hearing --------------------------------------------------- The hearing to consider approval of DIT Properties, L.L.C.'s disclosure statement will be held before Judge Scott H. Gan of the U.S. Bankruptcy Court for the District of Arizona on January 4, 2018 at 2:00 p.m. Written objections to the disclosure statement must be filed on or before January 17, 2018. A full-text copy of Judge Gan's order dated December 6, 2017 is available at: http://bankrupt.com/misc/azb17-bk-08929-41.pdf DIT Properties is represented by: Kelly G. Black, Esq. KELLY G. BLACK, PLC 1152 E Greenway St., Ste 4 Mesa, AZ 85203-4360 Tel: (480)639-6719 Fax: (480)683-6819 Email: kgb@kellygblacklaw.com About DIT Properties LLC DIT Properties, LLC was founded in 2002 and is located at 2185 W US Highway 70 in Thatcher. It listed its business as a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 17-08929) on August 2, 2017. Anthony M. Alder, member, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of $1 million to $10 million. Judge Scott H. Gan presides over the case. DYESS MEDICAL: January 4 Disclosure Statement Hearing ----------------------------------------------------- The hearing to consider approval of Dyess Medical Center, Inc.'s disclosure statement will be held before Judge Elizabeth W. Magner of the U.S. Bankruptcy Court for the Eastern District of Louisiana on January 4, 2018 at 9:00 a.m. December 28, 2017, is fixed as the last day for filing written objections to the disclosure statement. A full-text copy of Judge Magner's order dated November 27, 2017 is available at: http://bankrupt.com/misc/laeb17-11907-81.pdf About Dyess Medical Center, Inc. Dyess Medical Center, Inc. and Tower Properties, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case Nos. 17-11907 and 17-11909) on July 20, 2017. James M. Dyess, their president, signed the petitions. At the time of the filing, the Debtors disclosed that they had estimated assets and liabilities of less than $1 million. Judge Elizabeth W. Magner presides over the cases. The Debtor hired Douglas M. Schmidt, APLC, and Peter R. Borstell, Attorney at Law, as counsels. EARTH PRIDE: Unsecureds to Receive 15% Payable Over 5 Years ----------------------------------------------------------- Earth Pride Organics, LLC, and Lancaster Fine Foods, Inc., filed a motion asking the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to approve its disclosure statement, dated Nov. 20, 2017, in support of its plan of reorganization. The Debtor also asks the Court to fix the dates for filing of acceptances, rejections or objections to the plan of reorganization. Class 8 under the plan consists of all Allowed Unsecured Claims held against Earth Pride Organics, LLC. Class VIII creditors will receive a payment equal to 15% of their allowed claim payable out over a five-year period on a yearly basis starting one year after the Effective Date or on the entry of a Final Order of the Bankruptcy Court allowing such Claim. Class 9 consists of all Allowed Unsecured Claims held against Lancaster Fine Foods, Inc. Class IX creditors will receive a payment equal to 15% of their allowed claim payable out over a five-year period on a yearly basis starting one year after the Effective Date or on the entry of a Final Order of the Bankruptcy Court allowing such Claim. The Debtors believe that comparing the value of the distributions available through a forced sale under a Chapter 7 liquidation to the value obtainable under the Plan which reflects a more commercially reasonable manner of reorganizing the assets reveals that creditors will receive greater value under the Plan. According to the Debtors, the Plan satisfies the "best interest of creditors" test. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/paeb17-13816-240.pdf About Earth Pride Organics LLC Earth Pride Organics, LLC -- http://earthprideorganics.com/-- is a family owned holding company that includes American Specialty Foods, Lancaster Fine Foods, EPX Trucking and C.O. Nolt's Bakery Supply. Headquartered in Lancaster, Pennsylvania, each EPO subsidiary shares the commonality of specialty food and creates a vertically integrated organization. Lancaster Fine Foods, Inc. -- http://www.lancasterfinefoods.com-- manufactures and sells food, offering barbecue sauces, mustards, salsas, marinades, hot sauces, chutneys, cheese spreads, and other common condiments. Earth Pride and Lancaster Fine Foods sought Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case Nos. 17-13816 and 17-13819) on May 31, 2017, each estimating assets and liabilities between $1 million and $10 million. The petitions were signed by Michael S. Thompson, their managing member. Judge Eric L. Frank presides over the bankruptcy cases. Paul Brinton Mashchmeyer, Esq., at MaschmeyerKaralis P.C., serves as the Debtors' bankruptcy counsel. ECLIPSE RESOURCES: Will Acquire New Utica Development Area for $94M ------------------------------------------------------------------- Eclipse Resources Corporation announced that the Company and Eclipse Resources-PA, LP, a wholly owned subsidiary of the Company, have entered into a definitive Purchase and Sale Agreement to acquire certain oil and gas leases, wells and other oil and gas rights and interests covering approximately 44,500 net acres located in the counties of Tioga and Potter in the Commonwealth of Pennsylvania (the "Flat Castle Acquisition") from Travis Peak Resources, LLC. The aggregate purchase price for the Flat Castle Acquisition is $93.7 million (subject to customary purchase price adjustments) and is payable entirely in shares of Eclipse Resources' common stock. In addition, the Company announced that the Company and Eclipse Resources Midstream, LP, a wholly owned subsidiary of the Company, have entered into a definitive option agreement pursuant to which Eclipse Resources Midstream. LP acquired the exclusive right to purchase all of the outstanding equity interests of Cardinal NE Holdings, LLC for an aggregate purchase price of $18.3 million in cash from Cardinal Midstream II, LLC. The Transactions were approved by a special committee of the Company's board of directors composed entirely of independent directors and the Flat Castle Acquisition is expected to close in January 2018, subject to the satisfaction of customary closing conditions; provided that the Flat Castle Acquisition will have an effective date of Sept. 1, 2017 and contemplates a second closing for purposes of curing any title or environmental defects with respect to the properties being acquired. In conjunction with this press release, the Company has posted a presentation with additional details regarding the Transactions to the Investor Center of its website at www.eclipseresources.com. Transaction Highlights: * Acquiring an approximately 44,500 highly continuous net acre position in Tioga and Potter Counties, Pennsylvania with a low entry cost of ~$1,900 per acre. * Acreage is largely delineated by 22 industry Utica Shale wells (including the Painter 1H well drilled by Travis Peak) with the Company's preliminary analysis indicating gas in place exceeds the Southeast Ohio's Utica Shale Dry Gas "Core" area. * Expected to create a new, highly contiguous core area, the "Flat Castle" Project Area, with few unit size restrictions supporting extensive "Super-Lateral" development and the application of the Company's innovative drilling and completion techniques which the Company believes will generate enhanced returns. * Initial project area "Type Well" estimates indicate EUR's of between 2.0 and 2.3 Bcf per 1000 feet of lateral at a cost of approximately $1,025 per lateral foot, consistent with or better than the Company's current Southeast Ohio Utica assets. * Will acquire one proved developed producing well with approximately 6.5 net MMcf per day of production. * Anticipated to add approximately 87 net drilling locations (based on a 16,000 foot lateral length) while increasing the Company's Utica dry gas acreage by approximately 85%. * Purchase price for Flat Castle Acquisition payable 100% in Eclipse Resources' common stock, which the Company believes will preserve ample liquidity while substantially increasing scale. The number of shares of Eclipse Resources common stock to be issued to Travis Peak will equal $93.7 million divided by the 30-day volume weighted average price per share of Eclipse Resources' common stock ending on the second trading day immediately preceding the closing date, subject to certain customary adjustments and a collar between $2.35 and $2.60. * Entered into an option to acquire Cardinal NE Holdings, LLC, which owns midstream infrastructure with associated gathering rights on the acreage to be acquired by the Company in the Flat Castle Acquisition. The Company expects that the proximity of this infrastructure to Dominion's gathering system will allow Eclipse Resources to build, own and operate the gathering system as wells are drilled, which will reduce the Company's per unit gathering costs and improve returns. Benjamin W. Hulburt, chairman, president and CEO of Eclipse Resources, commented on the Company's acquisition, "Eclipse Resources has today announced it has entered into definitive agreements to acquire a strategic Utica acreage acquisition in north, central Pennsylvania that is expected to significantly increase the Company's inventory of highly economic drilling locations and allow the Company to continue to leverage its innovative drilling and completions techniques while remaining Appalachian basin focused. We are excited to begin operating in this project area, which we term the "Flat Castle" Project Area, with our first well anticipated to spud during the first quarter of 2018 and the full scale development anticipated to start in the fourth quarter of 2018. We believe the additional scale from this largely contiguous acreage acquisition will be enhanced through the efficiency gains generated by our "Super-Lateral" development as we apply our operational and technical learnings from the Ohio Dry Gas Utica to the Flat Castle Project Area. From a geological perspective, this area is similar in depth to our Ohio Dry Gas acreage and is well delineated with a meaningful number of offset results, while lying within what we believe to be the highest gas in place of the prospect area. "We believe that the location of the Flat Castle Project Area, which is significantly west of the more currently constrained Northeastern Pennsylvania peers, will support our ability to reliably move gas out of the Flat Castle Project Area for the foreseeable future. The Company anticipates that the gas it produces in the Flat Castle Project Area will be transported through the Dominion and Tennessee gathering systems, which are exposed to improving Appalachian price differentials. "We have been patient and extremely rigorous in our acquisition efforts to ensure we pursue opportunities for our shareholders that will enhance our inventory of highly returning, core drilling locations at attractive valuations. We believe the Flat Castle Project Area is located in one of the best underdeveloped areas of the Appalachian Basin and will nicely complement our existing asset base, with the potential returns on these wells competing with those in our core Utica Dry Gas acreage." A full-text copy of the Purchase and Sale Agreement is available for free at https://is.gd/Py8ejF About Eclipse Resources State College, Pa.-based Eclipse Resources -- http://www.eclipseresources.com/-- is an independent exploration and production company engaged in the acquisition and development of oil and natural gas properties in the Appalachian Basin, including the Utica and Marcellus Shales. Eclipse Resources reported a net loss of $203.8 million on $235.0 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss of $971.4 million on $255.3 million of total revenues for the year ended Dec. 31, 2015. As of Sept. 30, 2017, Eclipse Resources had $1.21 billion in total assets, $627.21 million in total liabilities and $583.03 million in total stockholders' equity. * * * In June 2017, S&P Global Ratings raised its corporate credit rating on Eclipse Resources Inc. to 'B-' from 'CCC+'. The rating outlook is stable. "The rating action reflects our opinion that Eclipse's leverage is now sustainable due to our increased production and cash flow projections," said S&P Global Ratings credit analyst Christine Besset. In August 2017, Moody's Investors Service upgraded Eclipse Resources Corp.'s Corporate Family Rating to 'B3' from 'Caa1'. "The upgrade to B3 reflects Eclipse's reduced leverage resulting from improved cash flow tied to strong production growth. Eclipse's robust drilling program through 2018, supported by strong commodity price hedging and willingness to periodically access equity markets to term out debt, should allow Eclipse to remain on a strong growth trajectory without stressing its balance sheet," noted John Thieroff, Moody's VP-senior analyst. ELDERHOME LAND: Case Summary & 5 Unsecured Creditors ---------------------------------------------------- Debtor: Elderhome Land, LLC P.O. Box 310 Ashton, MD 20861 Business Description: Founded in 1999, ElderHome Land is a privately held company with its principal place of business located at 15623 Riding Stable Road, Laurel, Maryland. The Company listed its business as a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). ElderHome previously sought bankruptcy protection on Oct. 26, 2017 (Bankr. D. Md. Case No. 17-24324). Chapter 11 Petition Date: December 15, 2017 Case No.: 17-26767 Court: United States Bankruptcy Court District of Maryland (Greenbelt) Judge: Hon. Wendelin I. Lipp Debtor's Counsel: A. Donald C Discepolo, Esq. DISCEPOLO LLP 8850 Columbia 100 Parkway, Suite 310 Columbia, MD 21045 Tel: 410-296-0780 E-mail: don@discepolollp.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Thomas Morris, president. A copy of the Debtor's list of five unsecured creditors is available for free at: http://bankrupt.com/misc/mdb17-26767_creditors.pdf A full-text copy of the petition is available for free at: http://bankrupt.com/misc/mdb17-26767.pdf ELITE INSULATION: To Pay Unsecureds' Pool $2K Monthly Over 5 Years ------------------------------------------------------------------ Elite Insulation & Air Duct Cleaning, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Texas a disclosure statement to accompany its plan of reorganization dated Nov. 17, 2017. Elite Insulation is a limited liability company which sells and services air ducts in the Dallas/Fort Worth area in Texas. Unsecured creditors in Class 5 will share pro-rata in the Unsecured Creditor's Pool. The Debtor will pay $2,000 per month for a period of 60 months into the Unsecured Creditors Pool. The Unsecured Creditors will be paid quarterly on the last day of each calender quarter. Payments to the Unsecured Creditors will commence on the last day of the first full calender quarter after the Effective Date. This class is impaired. The Debtor anticipates using the on-going business income of the Debtor to fund the Plan. All payments under the Plan will be made through the Disbursing Agent. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/txnb17-32727-11-23.pdf About Elite Insulation & Air Duct Cleaning Elite Insulation & Air Duct Cleaning, LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 17-32727) on July 14, 2017, listing under $1 million in both assets and liabilities. Elite Insulation & Air Duct Cleaning previously filed a Chapter 11 bankruptcy petition (Bankr. N.D.Tex. Case No. 14-35483) on November 12, 2014, also listing under $1 million in both assets and liabilities. Eric Liepins, Esq., at Eric Liepins, PC serves as the Debtor's bankruptcy counsel in both the 2017 and 2014 cases. ESBY CORP: To Pay Wells Fargo $767 Monthly Plus 6% Interest ----------------------------------------------------------- Esby Corporation filed with the U.S. Bankruptcy Court for the Middle District of North Carolina a disclosure statement, dated Nov. 20, 2017, explaining its chapter 11 plan of reorganization, which contemplates a continuation of the Debtor's businesses. Based in Salisbury, North Carolina, the Debtor is engaged in the business of rental properties and has been in business since Sept. 21, 1998. The Debtor's rental properties consist presently of several residential rental home units. The Plan proposes to restructure the Debtor's obligations to its creditors. Restructuring the obligations of its creditors is central to the Debtor's ability to continue operations and repay creditors, as proposed by the Plan. The Debtor has no known unsecured creditors. Class 3 under the plan is the secured claim of Wells Fargo which totals $90,904.60. The Plan proposes to pay Wells Fargo $767 monthly plus 6% interest with a 15-year amortization. The Debtor proposes to make payments under the Plan from funds on hand and from post-petition earnings. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/ncmb17-50228-63.pdf About Esby Corporation Esby Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 17-50228) on March 2, 2017. At the time of the filing, the Debtor estimated assets and liabilities of less than $1 million. Brian P. Hayes, Esq., at the law firm Ferguson, Hayes, Hawkins & DeMay, PLLC, serves as the Debtor's bankruptcy counsel. FAMILY FOR LIFE: New Lease, Business Disruptions Delay Plan Filing ------------------------------------------------------------------ The Family for Life Foundation asks the U.S. Bankruptcy Court for the Northern District of Ohio to extend its exclusive periods to file a Chapter 11 plan of reorganization and to solicit acceptances of the plan of reorganization to March 12 and May 12, 2018, respectively. The Debtor says that the requested extension is realistic and necessary given the tasks to be completed and issues to be resolved before a confirmable plan of reorganization or liquidation can be negotiated and proposed. Absent an extension, the Debtor's initial periods for filing a proposed plan of reorganization or liquidation and soliciting acceptances to the plan will expire on Dec. 12, 2017, and Feb. 12, 2018. Since the Petition Date, the Debtor has been actively working to restore its business. The Debtor, with court approval, entered into a new lease, and has been working to increase revenue and streamline its operations. Because of the new lease, and the attendant business disruptions, the Debtor is not in a position to propose a meaningful plan. The Debtor believes that ample cause exists to support the requested extension of the Debtor's Exclusive Periods. Although this Chapter 11 case may not be as large as some other cases, nevertheless the Debtor faces significant challenges. According to the Debtor, there are still many things that need to happen before the Debtor can file a plan of reorganization. The most important of these is stabilizing the Debtor's business after the new lease. The Debtor believes that the requested extension of their Exclusive Periods is warranted and appropriate under the circumstances, particularly since this motion is the Debtor's first request for an extension. The Debtor submits that the requested extension is realistic and necessary, will not prejudice the legitimate interest of creditors and other parties in interest, and will afford it a meaningful opportunity to propose a meaningful plan, as contemplated by Chapter 11 of the Bankruptcy Code. About The Family For Life Foundation The Family For Life Foundation filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ohio Case No. 17-14759) on Aug. 12, 2017, estimating under $1 million in both assets and liabilities. The Debtor is represented by Glenn E. Forbes, Esq., at Forbes Law LLC. FLOYD E. SQUIRES: Must Serve Hearing Notice to Unsecured Creditors ------------------------------------------------------------------ On Nov. 30, 2017, Debtor Floyd E. Squires, III, filed a Motion to Use Cash Collateral. On the same day, the Debtor filed a Notice of Hearing (Preliminary) on Motion for a hearing set on Dec. 8, 2017 at 10:00 a.m. However, it does not appear that the 20 largest unsecured creditors were given notice of the hearing nor has such a list been filed in the case. Judge William J. Lafferty, III of the U.S. Bankruptcy Court for the Northern District of California instructs the Debtor that he should either be prepared at the hearing to explain this or act swiftly to serve such creditors. The bankruptcy case is in re: Floyd E. Squires III, Chapter 11, Debtor, Case No. 17-10828 (Bankr. N.D. Cal.). A copy of the Court's Memorandum dated Dec. 5, 2017 is available at https://is.gd/pzyAFU from Leagle.com. Floyd E. Squires, III, Debtor, represented by David N. Chandler, Law Offices of David N. Chandler -- DChandler1747@yahoo.com Office of the U.S. Trustee/SR, U.S. Trustee, represented by Jared A. Day, Office of the United States Trustee. Floyd E. Squires, III, and Betty J. Squires filed for chapter 11 protection (Bankr. N.D. Cal. Case No. 16-10828)on Nov. 8, 2017, and are represented by David N. Chandler, Esq. of the Law Offices of David N. Chandler. GREAT FALLS DIOCESE: Jewell Buying Villa Apartments for $1.9M ------------------------------------------------------------- The Roman Catholic Bishop of Great Falls, Montana, asks the U.S. Bankruptcy Court for the District of Montana to authorize the private sale of real property located 1801 10th Avenue South, Great Falls, Cascade County, Montana known as Villa Apartments to Jewell Properties, LLC, for $1,850,000. Objections, if any, must be filed within 14 days of the date of the Motion. The responding party will schedule a hearing on the motion at least 21 days after the date of the response and request for hearing. The Villa Apartments are an asset of the Diocese, and not of a parish. They are a 58-unit apartment property. There are two large parcels with 11 two-story apartment buildings, which were built in 1953. The apartments are now vacant. The total land area is 99,277 square feet, and the total gross building area is 49,920 square feet. The Diocese has been challenged by the sheer management and costs associated with the ongoing holding and maintenance of the Villa Apartments. In addition to maintenance, there are substantial costs outlaid for a security company to patrol the area to reduce the chances of break-ins, and power needed to be restored to the facility though the winter months. The Diocese proposes to sell the Villa Apartments real property. It will receive the entire purchase price net proceeds, which will be deposited into the DIP operating account. The initial asking price of the property, which was $1,800,000, was determined from an appraisal done by McKay Rowen Associates on Jan. 16, 2017. It was advertised, with an open offer period of 60 days beginning on May 22, 2017. Based on the marketing efforts of NAI Business Property, it is believed that the proposed purchase price of $1,850,000 is the highest and best offer that can be received. Accordingly, the sale of the property for this amount is in the best interest of the estate. The parties have entered into the Buy Sell Agreement. The material terms of the Sale are: a. The sale is a private sale to Jewell Properties, LLC, of what is known as the Villa Apartments. b. Time and Place of Sale: The DIP intends to close no later than 15 days after Court approval. The Closing will take place at Chicago Title, 101 River Dr N, Great Falls, Montana, or at another mutually agreeable title company. c. Terms of Sale: $1,850,000, to be paid in full at closing d. Treatment of Existing Liens: No liens exist with the exception of unpaid real property taxes up to date of closing, which will be paid at closing, and normal encumbrances of record. e. Value of Property to be Sold: The DIP estimates the value of the property to be sold at $1,800,000. f. Realtor's Commission: NAI Business Properties and Matt Robertson have been employed as realtor. Per listing agreement, NAI Business Properties is entitled to a commission of 6% of the sales price, or $111,000. Ir will make further application for compensation to be paid out of proceeds of sale. g. Administrative Costs (All Estimates): Title insurance and other closing costs are estimated at $10,000 and will be paid at closing and out of proceeds of sale. h. Authority for Conducting the Sale: The authorities as stated include 11 U.S.C. Section 363, F.R.B.P. 6004 and Montana Local Bankruptcy Rule 6004-1. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/ROMAN_CATHOLIC_249_Sales.pdf The Diocese believes that the transactions sought to be approved, collectively referred to as the sale of the "Villa Apartments," are in the best interest of the Creditors of the Diocese. About Roman Catholic Bishop of Great Falls, Montana The Roman Catholic Bishop of Falls, Montana, a Montana Religious Corporate Sole, also known as the Diocese of Great Falls-Billings -- http://www.dioceseofgfb.org/-- filed a Chapter 11 bankruptcy petition (Bankr. D. Mont. Case No. 17-60271) on March 31, 2017. Bishop Michael W. Warfel signed the petition. In its petition, the Debtor disclosed $20.75 million in total assets and $14.78 million in total liabilities. The Hon. Benjamin P. Hursh oversees the case. Bruce Alan Anderson, Esq., at Elsaesser Jarzabek Anderson Elliott & MacDonald, CHTD.; and Gregory J. Hatley, Esq., at Davis Hatley Haffeman & Tighe PC, serve as counsel to the Debtor. NAI Business Properties and Matt Robertson have been employed as realtor. Pachulski Stang Ziehl & Jones LLP is counsel to the official committee of unsecured creditors formed in the Debtor's case. GREAT FALLS DIOCESE: Montana DOT Buying Yellowstone Land for $1K ---------------------------------------------------------------- The Roman Catholic Bishop of Great Falls, Montana, asks the U.S. Bankruptcy Court for the District of Montana to authorize the private sale and transfer of the right of way on property owned by Mary Queen of Peace Parish, which is on a 125 square feet piece of land located in Yellowstone County, Montana, to the Montana State Department of Transportation for $1,150. Objections, if any, must be filed within 14 days of the date of the Motion. The property being sold is land of approximately 125 square feet. The property for which a right of way is sought by the State of Montana is a minor piece of property, not now in use, which will complement a new highway being constructed. It has been requested by the State for the purpose of building sidewalk improvements. The Mary Queen of Peace Parish is in agreement with the sale of the property for the benefit of the State for sidewalk improvements. The parties entered into the Right-of-Way Agreement for the sale and transfer of said property. The salient terms of the Sale are: a. The sale is a private sale to the State of Montana Department of Transportation, 2701 Right-of-Way Bureau, 2701 Prospect Avenue, Helena, Montana. b. Time and Place of Sale: The DIP intends to close no later than 10 days after Court approval. c. Purchase Price: $1,150, to be paid in full at time of transfer d. Treatment of Existing Liens: No liens exist e. Value of Property to be Sold: The DIP estimates the value of the property to be sold at $1,150. No appraisal has been done. f. The transfer of the property will not involve a realtor. g. Administrative Costs: No administrative costs are involved with the transfer of property. h. Authority for Conducting the Sale: The authorities as stated above include 11 U.S.C. Section 363, F.R.B.P. 6004 and Montana Local Bankruptcy Rule 6004-1. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/ROMAN_CATHOLIC_248_Sales.pdf The Debtor believes that granting the right of way, although for a small amount, is part of its being a good neighbor with the State, and will bring some much needed sidewalk improvements. The Diocese will receive the entire net purchase price, which will be held in a segregated account, which will not be accessed pending confirmation of a Plan of Reorganization, or by further Order of the Court. About Roman Catholic Bishop of Great Falls, Montana The Roman Catholic Bishop of Falls, Montana, a Montana Religious Corporate Sole, also known as the Diocese of Great Falls-Billings -- http://www.dioceseofgfb.org/-- filed a Chapter 11 bankruptcy petition (Bankr. D. Mont. Case No. 17-60271) on March 31, 2017. Bishop Michael W. Warfel, signed the petition. The Debtor disclosed $20.75 million in total assets and $14.78 million in total liabilities as of the bankruptcy filing. The Hon. Benjamin P. Hursh presides over the case. Bruce Alan Anderson, Esq., at Elsaesser Jarzabek Anderson Elliott & MacDonald, CHTD.; and Gregory J. Hatley, Esq., at Davis Hatley Haffeman & Tighe PC, serves as counsel to the Debtor. NAI Business Properties and Matt Robertson have been employed as realtor. Pachulski Stang Ziehl & Jones LLP is counsel to the official committee of unsecured creditors formed in the Debtor's case. GREENSTAR HOSPITALITY: Washington to be Paid Monthly at 3% Interest ------------------------------------------------------------------- Greenstar Hospitality LLC, doing business as Cabana Motel, filed with the U.S. Bankruptcy Court for the Western District of Washington a disclosure statement for their amended chapter 11 plan of reorganization dated Dec. 4, 2017. There are three Priority Unsecured Claims known to the Debtor, filed by the State of Washington and the Internal Revenue Service. The State of Washington filed Claim No. 2 on behalf of the Department of Revenue for $2724.55 of which $2,372.03 has priority. The State of Washington also filed Claim No. 6 in the amount of $9,978.85, of which the priority portion is $7,414.79. The IRS has filed a claim in the amount of $333,660.49 as a priority claim. The amended plan modified the treatment of these two claims. Claim No. 2 will be paid monthly amortized over 60 months beginning 30 days after effective date including interest at 3%. Monthly payment is $42.62. Claim No. 6 will also be paid monthly amortized over 60 months beginning 30 days after effective date including interest at 3%. Monthly payment is $133.23. A full-text copy of the Latest Disclosure Statement is available at: http://bankrupt.com/misc/wawb17-12815-90.pdf About Greenstar Hospitality Greenstar Hospitality LLC owns and operates a business known as the Cabana Motel located at 665 E. Windsor Street, Othello Washington, 99344. Its managing member and sole owner is Ahmed Fataftah. Its business manager is Sajjad Khan. Greenstar Hospitality filed for Chapter 11 bankruptcy protection (Bankr. W.D. Wash. Case No. 17-12815) on June 22, 2017, estimating its assets and liabilities at between $1 million and $10 million. Ahmed Fataftah, managing member, signed the petition. Judge Timothy W. Dore presides over the case. Lamont S. Bossard, Jr., Esq., at Iwama Law Firm, serves as the Debtor's bankruptcy counsel. HAIMIL REALTY: Court Reduces Pick & Zabicki Fees by $55,000 ----------------------------------------------------------- Judge Michael E. Wiles of the U.S. Bankruptcy Court for the Southern District of New York addressed the objections of Manny Haimovich, owner of Haimil Realty Corp., regarding the final fee applications of Pick & Zabicki LLP (the main bankruptcy counsel to Debtor Haimil Realty) and the estate of Glenn Backer (regarding Mr. Backer's work as chief litigation attorney to Haimil) for allowance of fees and reimbursement of expenses. Some of Mr. Haimovich's complaints about the performance of the attorneys related to actions they took during a state court foreclosure case that preceded the bankruptcy filing. However, the only issue before this Court is whether the attorneys are entitled to compensation for the work they did during this case. No claims have been made against them as to their prior work, and so issues that relate to advice given (and work done) prior to the bankruptcy filings will be disregarded. As to the remaining objections: many services were performed in this case for which compensation is proper. Mr. Haimovich's complaints focus on the quality of the services provided with respect to the litigation with Dominion Financial Corporation, and with respect to the timeliness of preparations for the confirmation of a plan of reorganization. Pick & Zabicki seeks the final allowance of fees in the amount of $284,972.50 and reimbursement of expenses in the amount of $6,016.01; of these amounts, $10,597.50 has been paid through the approved application of the balance of a retainer payment. The net unpaid amount sought by Pick & Zabicki is, therefore, $280,391.01. Mr. Backer’s estate seeks a final allowance of fees in the amount of $79,059.16 and expense reimbursements of $5,941.50; of these amounts, $20,000 has been paid through the approved application of a retainer payment. The net unpaid amount sought by Mr. Backer's estate is, therefore, $65,000.66. Upon analysis of the case, the Court finds that there is no exact way to compute an appropriate adjustment to the fee applications given that (a) the Court's concerns relate primarily to the quality of some of the advice that was provided (rather than to particular time entries that might be disallowed), and (b) Mr. Haimovich was aware of what was happening, even if he did not receive the kind of sobering and frank advice that the situation called for. The Court must instead exercise its judgment and discretion as to the quality of the work and the advice that was provided and what constitutes fair and reasonable compensation under the circumstances of the case. The Court concludes that in light of the foregoing Mr. Backer's fees should be reduced by $30,000 and that the fees of Pick & Zabicki should be reduced by $55,000. A full-text copy of the Court's Opinion dated Dec. 8, 2017 is available at: http://bankrupt.com/misc/nysb14-11779-222.pdf Debtor Haimil Realty Corp. is represented by Douglas Pick -- dpick@picklaw.net -- Eric C. Zabicki -- ezabicki@picklaw.net -- PICK & ZABICKI LLP. The estate of Glenn Backer, Esq., Special Counsel to Debtor Haimil Realty Corp. is represented by Christopher T. Bonante, Esq. Manny Haimovich, Pro se, owner of Haimil Realty Corp. About Haimil Realty Corp. Haimil Realty Corp., based in New York, filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 14-11779) on June 11, 2014, in Manhattan. The petition was signed by Menachem Haimovich, president. In its schedules, the Debtor disclosed total assets of $5.57 million and total liabilities of $332,847. Douglas J. Pick, Esq., at Pick & Zabicki LLP, serves as the Debtor's counsel. * * * The Court has entered an order approving the disclosure statement explaining the Debtors First Amended Chapter 11 Plan of Reorganization. The Plan provides for the full payment of the Debtor's pre- and post-petition obligations, with applicable interest, if any. Menachem Haimovich will retain his equity interests in the Debtor. The Plan is proposed to be implemented by way of a post-confirmation sale of the commercial condominium unit owned by the Debtor located at 209 East 2nd Street, Unit 1, New York, and with the proceeds of the exit financing of the Debtor. The Debtor has entered into a purchase agreement, subject to the Court's approval, to sell the condominium unit for $2,700,000. HARRIET WEISS: Monteleones Buying Apartment 9HJC Shares for $1.9M ----------------------------------------------------------------- Harriet Mouchly Weiss and Charles Weiss ask the U.S. Bankruptcy Court for the Southern District of New York to authorize the sale of shares of and a related lease for a cooperative apartment unit they owned located at 415 East 52nd Street, Apartment 9HJC, New York, New York to Anna Monteleone, also known as Liapakis Monteleone, and Leonard Monteleone for $1,925,000. A hearing on the Motion is set for Jan. 8, 2017 at 11:00 a.m. The objection deadline is Jan. 5, 2017 at 4:00 p.m. The Debtors' need to ask relief was necessitated by the imminent sale of the Shares in their residence that they pledged to a lender for a business loan. Since the Petition Date, they've used the breathing spell provided by the bankruptcy filing to seek purchasers for assets to enable them to restructure their debts. The Shares are the primary asset of their estate. They reside in Apartment 9HC and 9JC (adjoined as Apartment 9HJC). The third apartment, Apartment 9GC, was sold pursuant to an Order of the Court entered on Nov. 3, 2017, to Jan Berris. The Debtors own 1799 shares of a cooperative housing corporation known as Sutton House Inc., which owns the building where Apartment 9HJC is located. They're lessees under the Corporation's proprietary Lease. The Apartment 9HJC is subject to security interests: (i) in favor of 100 Mile to secure a claim of approximately $81,500; (ii) in favor of the Corporation for unpaid common charges and other maintenance for the month of December in the approximate amount of $4,215; and (iii) in favor of World Business Lenders, LLC to secure a claim of approximately $1.35 million. The claims of creditors asserting a security interest against the Apartment 9HJC exceed the estimated value of the apartment. In cooperation with 100 Mile Fund, LLC, a secured lender in the case with a lien on the Property, the Debtors retained Bryan L. Rozencwaig to market and sell Apartment 9HJC. After extensive marketing, Mr. Rozencwaig has determined that the Purchasers have provided the highest and best offer for Apartment 9HJC. After considering the Purchasers' offer, the Debtors and the Purchasers have negotiated a Contract of Sale that provides for the sale of Apartment 9HJC for a purchase price of $1,925,000, of which 25% is to be paid in cash at Closing and the remaining $1,443,750 is to be financed, subject to Bankruptcy Court approval. The Apartment 9HJC includes the Shares and the Debtors' rights and interests under the Lease for Apartment 9HJC and all other improvements, structures and fixtures, placed, constructed or installed therein. The sale of the Apartment 9HJC to the Purchasers will be "as is, where is, without faults, without any express or implied warranty or representation of any kind," and free and clear of all liens, claims, encumbrances, and other interests. The Purchasers have agreed to pay a 10% down-payment or $192,500 upon execution of the Purchase Agreement and will close within 30 days of the sale of their current apartment, subject to certain contingencies. Subject to the Court's approval, the Debtors have accepted the Purchasers' offer. A copy of the Purchase Agreement attached to the Motion is available of free at: http://bankrupt.com/misc/Harriet_Weiss_49_Sales.pdf The Debtors do not intend to seek or solicit higher or better offers on the Apartment 9HJC. It has been marketed extensively both by Mr. Rozencwaig both prepetition and post-petition. Based upon extensive marketing efforts, the Debtors, in consultation with Mr. Rozencwaig, believe that the Purchase Price is the highest offer likely to be obtained for Apartment 9HJC. The proceeds of the Sale will be used to pay holders of liens in order of priority. The proposed sale will maximize the value of the Apartment 9HJC for the benefit of the Debtors' estate. Accordingly, they ask the Court to approve the relief sought. The Purchasers: Anna and Leonard Monteleone 415 E 52 St., # 2EB New York, NY 10022 The Purchasers are represented by: Jordan Barness, Esq. BARNESS & BARNESS LLP 767 Third Ave. 36th Flr. New York, NY 10017 Telephone: (212) 752-3575 Cellular: (646) 391-6555 E-mail: jordan@barnesslaw.com Harriet Mouchly Weiss and Charles Weiss sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 17-10562) on March 9, 2017. The Debtor tapped Gabriel Del Virginia, Esq., at Law Offices of Gabriel Del Virginia. On Aug. 25, 2017, the Court appointed Bryan L. Rozencwaig as their real estate broker. HARTFORD, CT: S&P Raises GO Debt Rating to 'CCC' on Eased Liquidity ------------------------------------------------------------------- S&P Global Ratings raised its long-term rating on Hartford, Conn.'s general obligation (GO) bonds and the Hartford Stadium Authority's lease-revenue bonds to 'CCC' from 'CC'. At the same time, S&P removed the ratings from CreditWatch, where they were placed with negative implications on Sept. 27, 2017. The outlook on all outstanding debt is developing. "The 'CCC' rating reflects our opinion that the bonds are vulnerable to nonpayment because a default, a distressed exchange, or redemption remains possible without a positive development and potentially favorable business, financial, or economic conditions," said S&P Global Ratings credit analyst Victor Medeiros, "and although the passage of the state budget on Oct. 31 does provide a direction to alleviate the significant credit pressures on the city, questions around implementation cause S&P Global Ratings to maintain its rating at 'CCC'." "The developing outlook reflects that we could either raise or lower our rating on Hartford over the next year depending on the city's ability to refinance its outstanding debt, and effectuate any contract assistance support from the state," added Mr. Medeiros. Additional factors in S&P's assessment involve whether or not the aid and support provided by the state will be sufficient, in combination, with additional reforms by the city to achieve long-term balance, which would then ease any concerns regarding a potential bankruptcy filing or distressed exchange offer scenario. HELIOS AND MATHESON: Partners With Costco on Movie Lovers Package ----------------------------------------------------------------- MoviePass, a majority-owned subsidiary of Helios and Matheson Analytics Inc., and Fandor announced that both companies are partnering with Costco to offer a one-year subscription plan for a flat fee of $89.99. The package deal for both services is available exclusively to Costco members and covers a year of membership for both MoviePass and Fandor. The offer will only be available online at Costco.com for one week, from December 12 to Dec. 18, 2017. Those who sign up for the one year subscriptions will receive digital codes providing instant access to Fandor's library of over 5,000 films, as well as a year's worth of the latest and greatest in-theater experiences through MoviePass. The annual subscription for both services is offered exclusively through Costco.com and will be billed as a one-time payment of $89.99 at the time of purchase. MoviePass introduced its $9.95 per month subscription plan in August 2017, as part of a majority acquisition of MoviePass by Helios and Matheson Analytics Inc. Since the roll out of the $9.95 per month plan, MoviePass' subscriber base has grown to over 600,000 subscribers, delivering on its promise to bring back the joy of the theater-going experience while increasing movie theater attendance across the country. "We've long been fans of Fandor's library of movies and we're excited to partner with them and Costco to bring new members this incredible limited-time offer," said Mitch Lowe, CEO of MoviePass. "MoviePass is ultimately about celebrating our love of movies, whether you stream them at home or experience them on the big screen. We feel strongly that our subscription model is a major step forward for the industry, and the increased attendance that we've seen as a result of the MoviePass service is an encouraging sign not only for theaters, but for the studios and distributors as well." Larry Aidem, president and CEO of Fandor, commented that "Fandor is excited about its continuing successful partnership with MoviePass and the resulting benefit to movie lovers. Working with our friends at Costco, Fandor and MoviePass together are offering Costco customers access to over 5,000 movies available to stream at home plus access to unlimited movies in theaters 365 days a year." Costco members who purchase the combined deal will receive digital codes that can be used to gain access to each annual subscription. Members will need to enter each code on the respective MoviePass and Fandor websites in order to complete the sign-up process. About MoviePass MoviePass, Inc. is a technology company dedicated to enhancing the exploration of cinema. MoviePass provides film enthusiasts the ability to attend unlimited movies. The service, now accepted at more than 91% of theaters across the United States, is the nation's largest theater network. For more information, visit www.moviepass.com. About Fandor Fandor streams over 5,000 handpicked, award-winning movies from around the world. With over 500 genres that include Hollywood classics, undiscovered gems, and the latest festival favorites, Fandor provides curated entertainment and original editorial content on desktop, iOS, Android, Roku, Apple TV, Chromecast, Amazon Prime, Sling TV, CenturyLink Stream, and throughout social media. With a rapidly expanding library and innovative partnerships, Fandor's goal is to captivate and inspire a global community of movie lovers. About Helios and Matheson Since 1983, Helios and Matheson Analytics Inc. (NASDAQ:HMNY) -- http://www.hmny.com/-- has provided information technology services and solutions to Fortune 1000 companies and other large organizations. The Company offers its clients an enhanced suite of services of predictive analytics with technology at its foundation enriched by data science. The Company is headquartered in New York City and has an office in Bangalore India. Helios and Matheson reported a net loss of $7.38 million for the year ended Dec. 31, 2016, compared to a net loss of $2.11 million for the year ended Dec. 31, 2015. As of Sept. 30,2017, Helios and Matheson had $17.46 million in total assets, $41.54 million in total liabilities, $2.09 million in redeemable common stock and a $26.17 million total shareholders' deficit. HELIOS AND MATHESON: Prices $60 Million Public Offering ------------------------------------------------------- Helios and Matheson Analytics Inc. and a majority owner of MoviePass Inc. announced the pricing of a best efforts underwritten public offering of an aggregate of 8,261,539 Series A units, with each Series A Unit consisting of (i) one share of the Company's common stock, par value $0.01 per share, and (ii) one Series A Warrant to purchase one share of Common Stock; and (B) 969,230 Series B units, with each Series B Unit consisting of (i) one pre-funded Series B Warrant to purchase one share of Common Stock and (ii) one Series A Warrant, with anticipated gross proceeds of approximately $60 million, before deducting underwriting discounts and commissions and estimated offering expenses payable by HMNY. HMNY is offering the Units at a price of $6.50 per Unit. All of the Units are being offered by HMNY. The shares of Common Stock and the Warrants will be issued separately. The Series A Warrants will be initially exercisable on the first trading day following the one year anniversary of the date of issuance and will expire five years from the date such Series A Warrants are first exercisable at an exercise price of $7.25 per share. The Series B Warrant will be exercisable at any time on or after the issuance date until the five-year anniversary of the date of issuance. There is no established public trading market for the Warrants and HMNY does not expect a market to develop in the future. The offering is expected to close on or about Dec. 15, 2017, subject to customary closing conditions. HMNY intends to use the net proceeds from this offering to increase the Company's ownership stake in MoviePass or to support the MoviePass operations; to satisfy a portion or all of the amounts payable in connection with its outstanding convertible notes, to the extent that they remain outstanding; and for general corporate purposes. Canaccord Genuity is acting as sole book-running manager and Maxim Group LLC is acting as co-manager for the offering. Palladium Capital Advisors, LLC acted as a financial advisor in connection with the offering. The Units, the Shares, the Warrants and the shares of Common Stock underlying the Series B Warrants are being offered pursuant to a shelf registration statement previously filed with and declared effective by the Securities and Exchange Commission. A preliminary prospectus supplement and accompanying prospectus relating to the offering has been filed with the SEC and is available for free on the SEC's website at www.sec.gov. Copies of the final prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC and will be available on the SEC's web site at www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to the offering may also be obtained, when available, from Canaccord Genuity Inc., Attention: Equity Syndicate Department, 99 High Street, 12th Floor, Boston, Massachusetts 02110, by telephone at (617) 371-3900, or by email at prospectus@canaccordgenuity.com. About Helios and Matheson Since 1983, Helios and Matheson Analytics Inc. (NASDAQ:HMNY) -- http://www.hmny.com/-- has provided information technology services and solutions to Fortune 1000 companies and other large organizations. The Company offers its clients an enhanced suite of services of predictive analytics with technology at its foundation enriched by data science. The Company is headquartered in New York City and has an office in Bangalore India. Helios and Matheson reported a net loss of $7.38 million for the year ended Dec. 31, 2016, compared to a net loss of $2.11 million for the year ended Dec. 31, 2015. As of Sept. 30,2017, Helios and Matheson had $17.46 million in total assets, $41.54 million in total liabilities, $2.09 million in redeemable common stock and a $26.17 million total shareholders' deficit. HELIOS AND MATHESON: Signs its CEO to a 5-Year Contract ------------------------------------------------------- Helios and Matheson Analytics Inc. has entered into an employment agreement with Theodore Farnsworth, its chief executive officer and Chairman of the Company's Board of Directors. The Agreement has an initial term of five years and, following the expiration of the initial term, will be automatically renewed for additional consecutive terms of one year, unless either the Company or Mr. Farnsworth objects to the renewal upon at least 90 days prior to the commencement of the renewal term. Pursuant to the Agreement, Mr. Farnsworth's base salary will be $325,000 per year and will be increased on each anniversary of the Effective Date in an amount to be determined by the Board, but in no event less than $15,000. For 2017, Mr. Farnsworth will receive a year-end cash bonus in the amount of $350,000 and an award of 53,255 shares of the Company's common stock which will vest on Feb. 15, 2019, which have a value of $450,000, as determined by the last closing price of the common stock preceding the grant date (Dec. 10, 2017). For each subsequent year of the term, Mr. Farnsworth will receive an annual bonus, made up of cash and shares of the Company's common stock, as determined in the sole discretion of the Board based on its assessment of Company and individual performance in relation to performance targets, a subjective evaluation of Mr. Farnsworth's performance or such other criteria as may be established by the Board. The annual cash target bonus will be 25% of Mr. Farnsworth's base salary and the annual award of shares of the Company's common stock will have a value equal to 200% of his base salary, also determined by the closing price of the common stock on the grant date. Shares of common stock granted to Mr. Farnsworth in each subsequent year of the term will vest ratably at the end of each of the six calendar quarters subsequent to the calendar quarter in which the grant is made. Mr. Farnsworth will receive a stock bonus based upon the Company's achievement of certain market capitalization milestones during the term of the agreement. Each award of common stock pursuant to a market capitalization milestone will vest upon the later of Feb. 15, 2019 and the end of the applicable three-month period following the applicable date of the grant. The Company's market capitalization for each applicable milestone and measurement period will be determined based on the market capitalization reported by Bloomberg LP. Each milestone is a separate milestone for which Mr. Farnsworth may earn the applicable percentage. Mr. Farnsworth will be entitled to earn the applicable percentage for each milestone only once. Mr. Farnsworth will receive a one-time bonus of $1,000,000, payable no later than Dec. 29, 2017, for his efforts in bringing capital sources that have been critical to the Company's needs during 2017. Mr. Farnsworth may, in his sole discretion, subject to the Company's and Mr. Farnsworth's compliance with applicable legal and regulatory requirements, elect to accept unregistered shares of common stock of the Company in lieu of the cash bonus described above, valued based on the last closing price of the common stock on Nasdaq preceding the execution of the Agreement. In approving the Agreement, the Board approved the issuance of 2,000,000 shares of common stock to Mr. Farnsworth, which have a market value of $16,900,000 based on the last closing price of the common stock preceding the grant date (Dec. 10, 2017). The shares will vest in their entirety on Feb. 15, 2019, which is 18 months following Aug. 15, 2017, the date on which the Company entered into a Securities Purchase Agreement with MoviePass Inc. Pursuant to the terms of the MoviePass SPA, the Company was required to enter into a 5-year employment agreement with Mr. Farnsworth prior to the closing of the acquisition transaction contemplated by the MoviePass SPA, which occurred on Dec. 11, 2017. The Company will pay the premiums of an insurance policy insuring Mr. Farnsworth's life, providing coverage in the amount of $3,000,000, payable to a beneficiary chosen by Mr. Farnsworth. Mr. Farnsworth will receive an automobile allowance of $750 per month. Mr. Farnsworth will be entitled to participate in all pension, savings and retirement plans, welfare and insurance plans, practices, policies, programs and perquisites of employment applicable generally to other senior executives of the Company. The Company may terminate the Agreement as a result of the death or disability of Mr. Farnsworth or for "cause" as defined in the Agreement. Mr. Farnsworth may terminate the Agreement upon 30 days' notice to the Company or for "good reason," as defined in the Agreement. If the Agreement is terminated by Mr. Farnsworth for any reason other than good reason, terminated by the Company for cause, or expires by its terms, Mr. Farnsworth will receive earned but unpaid base salary, unpaid expense reimbursements, any earned but unpaid annual bonus, and the value of any accrued and unused vacation days. If the Agreement is terminated due to his death or disability, Mr. Farnsworth will receive the Accrued Obligations; a pro-rata portion of the annual bonus, if any, for the fiscal year in which the termination occurs; accelerated vesting of any equity-incentive awards; reimbursement of health insurance premiums, for himself or his dependents in the event of his death, for a period of 18 months; and, in the event of his disability, continuation of the base salary until the earlier of (A) the 12 month anniversary of the termination date of his employment and (B) the date Mr. Farnsworth is eligible to commence receiving payments under the Company's long-term disability policy. If Mr. Farnsworth's employment is terminated due to a Change in Control, as defined in the Agreement, without cause by the Company or for good reason by Mr. Farnsworth, he will receive the Accrued Obligations; severance in a single lump sum installment in an amount equal to 2 times the sum of (A) the base salary plus (B) an amount equal to 2 times the maximum annual bonus for which he is eligible in the fiscal year in which the termination of his employment occurs, or if there is no annual bonus for which he is eligible in that year, then 2 times the annual bonus most recently paid to him; a pro-rata portion of the annual bonus, if any, for the fiscal year in which the termination occurs; accelerated vesting of any equity-incentive awards; and reimbursement of health insurance premiums for a period of 18 months. If, as of the date of a Change in Control, Mr. Farnsworth holds equity awards that are not vested and, if applicable, exercisable, such equity awards will become fully vested and, if applicable, exercisable, as of the date of the Change in Control if the acquirer does not agree to assume the awards or substitute equivalent equity awards. In conjunction with the execution of the Agreement, the Board renounced on behalf of the Company and its shareholders all interest and expectancy to (or being offered any opportunity to participate in) any opportunity presented to Mr. Farnsworth that may be considered a corporate opportunity of the Company, except with respect to opportunities in which the Company would be interested in the ordinary course of its business and which are presented to Mr. Farnsworth in his capacity as a director or executive officer of the Company. The Agreement includes standard provisions relating to maintaining the confidentiality of the Company's confidential information, non-solicitation of the Company's employees and indemnification. About Helios and Matheson Since 1983, Helios and Matheson Analytics Inc. (NASDAQ:HMNY) -- http://www.hmny.com/-- has provided information technology services and solutions to Fortune 1000 companies and other large organizations. The Company offers its clients an enhanced suite of services of predictive analytics with technology at its foundation enriched by data science. The Company is headquartered in New York City and has an office in Bangalore India. Helios and Matheson reported a net loss of $7.38 million for the year ended Dec. 31, 2016, compared to a net loss of $2.11 million for the year ended Dec. 31, 2015. As of Sept. 30,2017, Helios and Matheson had $17.46 million in total assets, $41.54 million in total liabilities, $2.09 million in redeemable common stock and a $26.17 million total shareholders' deficit. HLS PHARMACIES: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: HLS Pharmacies, Inc. dba HLS Health & Wellness dba Flick's Long Term Care Pharmacy dba Flick's Hometown-Pharmacy dba HLS Home Medical dba Lovins Hometown-Pharmacy dba Buchanan Hometown-Pharmacy 420 NW 5th Street, Suite 1A Evansville, IN 47708 Business Description: Based in Evansville, Indiana, HLS Pharmacies, Inc. offers home medical equipment, home accessibility solutions, and wellness products to individuals living in Southwest Indiana, Southeast Illinois, Northern Kentucky and Southern Texas. The company's products include outdoor ramps, lift chairs, portable oxygen and sleep apnea devices. HLS is HQAA-accredited in Indiana and Illinois, and JCACO- accredited in Texas. The company is an active member of the Chamber of Commerce, the VGM Group and the Better Business Bureau. Visit http://www.hlshealth.com for more information. Chapter 11 Petition Date: December 14, 2017 Case No.: 17-71197 Court: United States Bankruptcy Court Southern District of Indiana (Evansville) Judge: Hon. Basil H. Lorch III Debtor's Counsel: John Joseph Allman, Esq. HESTER BAKER KREBS, LLC One Indiana Square, Suite 1600 211 N. Pennsylvania Street Indianapolis, IN 46204 Tel: 317-833-3030 Fax: 317-833-3031 E-mail: jallman@hbkfirm.com - and - David R. Krebs, Esq. HESTER BAKER KREBS LLC One Indiana Square, Suite 1600 211 N. Pennsylvania Street Indianapolis, IN 46204 Tel: 317-833-3030 Fax: 317-833-3031 E-mail: dkrebs@hbkfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Rick Stradtner, president. A full-text copy of the petition, along with a list of 20 largest unsecured creditors, is available for free at http://bankrupt.com/misc/insb17-71197.pdf HT INTERMEDIATE: S&P Lowers CCR to 'CCC' on Weak Performance ------------------------------------------------------------ S&P Global Ratings lowered the rating on California-based apparel retailer HT Intermediate Holdings Corp. to 'CCC' from 'B-'. The outlook is negative. S&P also lowered issue-level rating on the secured notes to 'CCC' from 'B-', and revised the recovery rating to '4' from '3'. The recovery rating of '4' indicates average (30%-50%; rounded estimate: 45%) recovery in the event of a payment default. The downgrade reflects the company's continued rapidly deteriorating operating performance, resulting from ineffective merchandising and excess inventory, which led to sharp traffic declines and increased markdowns in the first nine months of 2017. S&P expects performance will remain challenged over the next 12 months as the Hot Topic brand faces increased competition in key categories, and continues to work through clearing inventory. It is our view that products in some categories have become more commoditized, and while management continues to focus on building Hot Topic's exclusive offerings, S&P does not expect this effort to meaningfully reverse negative performance trends in the near term. S&P said, "The negative outlook on HT Intermediate reflects our expectation that operating performance will remain challenged given the increasingly competitive retail environment, resulting in meaningfully negative free operating cash flow generation and tightening liquidity over the next 12 months. At year-end 2017, we expect FFO to debt to be in the 6.0x area, and fixed-charge coverage in the low 1.0x. "We could lower the ratings if we believe a default is inevitable within the next six months. This could happen if the company is unable to meaningfully improve performance trends and show signs of stabilization over the next three to six months. Under this scenario, the pace of cash burn would become unsustainable, causing the company to rely heavily on its $100 million revolving credit facility (availability of about $55 million as of third quarter end) to fund business operations. We could also lower the ratings if we believe the likelihood of a distressed exchange or proactive debt restructuring has increased. "Although unlikely over the next 12 months, we could revise the outlook to stable if operating performance meaningfully improves on a sustained basis, indicating that the company is able to secure more compelling and exclusive merchandise, while also effectively managing inventory. Under this scenario, revenue in 2018 would increase in the low- to mid-single digits (compared with our forecast of a modest sales decline), and gross margin would expand by 400 bps over our base-case forecast. This would lead to moderately positive free operating cash flow, and fixed-charge coverage in the mid-1.0x on a consistent basis. At this time, we would believe that the risk of a distressed exchange or proactive debt restructuring is minimal. "Our '4' recovery rating on the senior notes indicates our expectation for average (30%-50%; rounded estimate: 45%) recovery in the event of default. "We simulate a default in 2018 because of a steep decline in revenue and income from a slowdown in consumer discretionary spending in a volatile economy that leads to declining consumer spending on discretionary items, and consequently lower sales and operating margins." After adjusting for the value S&P attributes to estimated administrative expenses, it forecasts approximately $227 million in collateral value available to the senior notes. -- Simulated year of default: 2018 -- EBITDA at emergence: $48 million -- Implied enterprise value (EV) multiple: 5.0x -- Estimated gross EV at emergence of about $227 million -- Net EV after 5% administrative costs: $227 million -- Valuation split % (obligors/non-obligors/unpledged): 100/0/0 -- Secured Revolver claims: $61 million* --Recovery expectations: N/A -- Secured Notes claims: $349 million* --Recovery expectations: 30%-50% (rounded estimate: 45%) All debts amounts include six months of prepetition interest. ILIANA NEUROSPINE: Court Approves Disclosure Statement ------------------------------------------------------ Judge Robert E. Grant of the U.S. Bankruptcy Court for the Northern District of Indiana approved Iliana Neurospine Institute, LLC's disclosure statement in connection with its plan of reorganization dated Oct. 31, 2017. By agreement of the parties, the court will defer setting confirmation proceedings until a confirmation hearing is set in case no. 16-23334, Ronald Michael MD. The Troubled Company Reporter previously reported that under the plan, Dr. Ronald Michael will receive a salary of $30,000 per month, which is commensurate with the salary that Dr. Michael earned during the pendency of the case. Because the Debtor is a pass-through entity for tax purposes, Dr. Michael as sole member bears personal liability for income taxes. Accordingly, the Plan contemplates modest additional distributions to Dr. Michael sufficient to cover his tax obligations based on net income generated by the Reorganized Debtor's business operations. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/innb16-23444-231.pdf About Iliana Neurospine LLC Iliana Neurospine Institute, LLC, dba Illinois Neurospine Institute fdba successor by merger to Illinois Neurospine Institute, LLC, filed a chapter 11 petition (Bankr. N.D. Ind. Case No. 16-23444) on Dec. 8, 2016. The petition was signed by Ronald Michael, M.D., managing member. The Debtor is represented by Gordon E. Gouveia, Esq., at Gordon E. Gouveia, LLC. The case is assigned to Judge Philip J. Klingeberger. The Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. Illinois Neurospine Institute, P.C., was an Illinois professional corporation. On or about July 22, 2014, the assets of Illinois Neurospine Institute were merged into Iliana Neurospine Institute, LLC, which is the surviving entity. Prior to the merger, Ronald Michael, M.D. Was the president and employee of Illinois Neurospine Institute, and owned 100% of its outstanding shares. The Debtor owns 100% of the membership interest of Iliana Neurospine Institute. The Debtor is the entity through which Dr. Michael provides healthcare services, resulting in the creation of accounts receivable that funds its business operations. It is also the primary source of the Debtor's income. Dr. Michael is a board certified specialist in neurological surgery. He earned A.B. and S.M. degrees from the University of Chicago in Biological Sciences and Biochemistry, respectively in 1981 and 1984. Dr. Michael graduated from the University of Illinois, Chicago College of Medicine in 1986 and completed residency in neurological surgery at Northwestern University in 1993. Dr. Michael has been practicing medicine for approximately 30 years including seven years of residency training. The bulk of Dr. Michael's work involves spine surgery. He treats patients suffering from a variety of debilitating ailments, including degenerative and traumatic disc disease. Dr. Michael helps his patients manage their pain and improve their overall life. ITUS CORP: Will No Longer Sell 3 Million Common Shares ------------------------------------------------------ ITUS Corporation delivered notice to B. Riley FBR, Inc. terminating the At-the-Market Issuance Sales Agreement, dated Nov. 17, 2017, with B. Riley FBR effective as of Dec. 12, 2017. The Agreement permitted the Company to offer and sell up to 3,000,000 shares of the Company's common stock from time to time in an at-the-market equity program through B. Riley FBR, as sales agent. The Company did not and will not sell any shares under the Agreement and the Company has no further obligations under the Agreement. About ITUS Corporation San Jose, California-based ITUS Corporation (NASDAQ:ITUS) -- http://www.ITUScorp.com/-- funds, develops, acquires, and licenses emerging technologies in areas such as biotechnology. Formerly known as CopyTele, the Company is developing a platform called Cchek, a series of non-invasive, blood tests for the early detection of solid tumor based cancers, which is based on the body's immunological response to the presence of a malignancy. CopyTele changed its name to "ITUS Corporation" on Sept. 2, 2014, to reflect the Company's change in its business operations. Haskell & White LLP, in Irvine, California, issued a "going concern" qualification on the Company's consolidated financial statements for the year ended Oct. 31, 2016, citing that the Company has limited working capital and limited revenue-generating operations and a history of net losses and net operating cash flow deficits. These conditions raise substantial doubt about the Company's ability to continue as a going concern. ITUS Corp reported a net loss of $5.01 million for the year ended Oct. 31, 2016, following a net loss of $1.37 million for the year ended Oct. 31, 2015. As of July 31, 2017, ITUS had $8.41 million in total assets, $2.92 million in total liabilities, and $5.48 million in total shareholders' equity. JONESBORO HOSPITALITY: Ciena Blocks OK of Plan and Disclosures -------------------------------------------------------------- Ciena Capital Funding, LLC, as Servicer for Bank of New York Mellon Trust Company, N.A. f/k/a The Bank of New York Trust Company, N.A., objects to the final approval of the disclosure statement and confirmation of the first plan of reorganization, dated Oct. 13, 2017, filed by Jonesboro Hospitality, LLC. Ciena asserts that the Disclosure Statement cannot be approved because it contains no information as to how the Debtor has determined the marketing price for the Jonesboro Property, the time horizon for additional marketing, the likelihood that a buyer will be found, an analysis of the Jonesboro, Arkansas real estate market, or the results of the Debtor's nine-month marketing process to date. In short, even though the Plan is premised upon a potential sale of the Debtor's Property post-confirmation, to an unknown entity, for an unknown price, on an unknown date, the Disclosure Statement lacks any information that would enable creditors to make rational judgments as to these variables. The Disclosure Statement also makes no attempt to reconcile its own estimates of secured claims with the amounts actually claimed by individual secured creditors. The Disclosure Statement should also not be approved because the Plan is patently unconfirmable. It is not enough for the Debtor to simply say that it will sell the Property or it won't. Absent a reasoned discussion of the marketing process, price and the market of buyers for the Property, the Debtor cannot show that a proposed sale is not "likely to be followed by the liquidation, or need for further financial reorganization of the debtor" as 1129(a)(11) requires. Ciena requests that the Court enter an order denying approval of the Disclosure Statement and awarding Ciena any further relief the Court deems appropriate. A copy of the Ciena's Objection is available at: http://bankrupt.com/misc/txeb17-40311-92.pdf The Troubled Company Reporter reported on Oct. 23, 2017 that the Debtor will fund the Plan through a sale of the Commercial Property expected to occur in the next 180 days. Attorneys for Ciena Capital Funding, LLC: Howard Marc Spector TBA #00785023 Nathan M. Johnson TBA #00787779 SPECTOR & JOHNSON, PLLC 12770 Coit Road, Suite 1100 Dallas, Texas 75251 (214) 365-5377 FAX: (214) 237-3380 EMAIL: hspector@spectorjohnson.com About Jonesboro Hospitality Jonesboro Hospitality, LLC, doing business as FairBridge Inn & Suites, owns and operates a hotel located at 3006 S. Caraway Road, Jonesboro, Arkansas. Jonesboro Hospitality sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 17-40311) on Feb. 15, 2017. The petition was signed by Payal Nanda, principal. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. The case is assigned to Judge Brenda T. Rhoades. The Debtor is represented by Joyce W. Lindauer, Esq., Sarah M. Cox, Esq., Jamie N. Kirk, Esq., and Jeffery M. Veteto, Esq., at Joyce W. Lindauer Attorney, PLLC. No request has been made for the appointment of a trustee or examiner and no official committee has yet been appointed. Jonesboro Hospitality previously filed a prior Chapter 11 case (Bankr. N.D. Tex. Case No. 13-34324) in Dallas in 2013. It confirmed a plan of reorganization in its prior case on May 30, 2014. KAANAPALI TOURS: Involuntary Chapter 11 Case Summary ---------------------------------------------------- Alleged Debtor: Kaanapali Tours, LLC 802 Hookahua Street P.O. Box 11407 Lahaina, HI 96761 Case Number: 17-01296 Type of Business: Kaanapali Tours LLC is a privately held company based in Lahaina, Hawaii in the business of promoting and operating tours. Involuntary Chapter 11 Petition Date: December 15, 2017 Court: United States Bankruptcy Court District of Hawaii (Honolulu) Judge: Hon. Robert J. Faris Alleged Creditors' Counsel: Jerrold K. Guben, Esq. O'CONNOR PLAYDON & GUBEN LLP 733 Bishop St., Fl. 24 Honolulu, HI 96813 Tel: 808.524.8350 Fax: 808.531.8628 E-mail: jkg@opgilaw.com Alleged creditors who signed the involuntary petition: Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Ashley Olson Loan $2,000 P.O. Box 10312 Lahaina, HI 96761 Shannon Wood Loan $4,400 1462 A Fleming Road Lahaina, HI 96761 Susan Fernandez Loan $1,000 5045 Lower Honoapiilani Road, #3 Lahaina, HI 96761 Ken Clark Loan $1,000 4066 S Paua Way Lahaina, HI 96761 Billie Bell Loan $3,000 119 Kapunakea Street Lahaina, HI 96761 Amy Richards Loan $5,000 P.O. Box 11153 Lahaina, HI 96761 A full-text copy of the petition is available for free at: http://bankrupt.com/misc/hib17-01296.pdf KCD IP: Moody's Lowers Rating on Class A Notes to Caa2 ------------------------------------------------------ Moody's Investors Service has downgraded asset-backed notes issued by KCD IP, LLC to Caa2 (sf). The notes are currently secured by royalty payments from Kenmore and DieHard trademarks after Sears Holdings Corp. (Sears) has completed the sale of the Craftsman brand to Stanley Black & Decker in March 2017. KCD IP, LLC has licensed the trademarks to subsidiaries of Sears: Sears, Roebuck and Co. and Kmart. The complete rating action is: Issuer: KCD IP, LLC Cl. A, Downgraded to Caa2 (sf); previously on Feb 24, 2017 Downgraded to Caa1 (sf) RATINGS RATIONALE The rating action reflects the continued negative performance of Sears' domestic business with continued weak sales performance and negative operating cash flow and the resulting recent downgrade of Sears Corporate Family Rating to Caa3 from Caa2 by Moody's. There is a high degree of linkage between the credit quality of Sears and the credit quality of the KCD transaction. The royalty revenue for the current securitization depends on the sales generated by the remaining securitized brands of Kenmore and DieHard as well as on the operating performance of Sears. Sears retail operations are the primary sales channel for Kenmore and DieHard products. KCD has licensing agreements with Sears' subsidiaries, Sears, Roebuck and Co. and Kmart to receive royalties as a percentage of all domestic net sales of Kenmore and DieHard products. Therefore, the continued revenue contraction of Sears and their continued store closures increases the risk of declining royalty revenue for the KCD notes. However, the rating of the asset-backed notes is higher than the Sears Corporate Family rating of Caa3, reflecting value in the remaining brands of Kenmore and DieHard. Sears successfully completed its sale of the Craftsman brand to Stanley Black & Decker in March 2017. In connection with the sale, Sears redeemed $900 million of the KCD notes. Methodology underlying the Rating Action: The principal methodology used in this rating was "Moody's Approach to Rating Intellectual Property ABS" published in December 2013. Factors that would lead to an upgrade or downgrade of the rating: KCD revenue is strongly linked to the business performance of Sears. If the rating of Sears is upgraded or downgraded in the future, the rating of KCD transaction may change accordingly. L&R DEVELOPMENT: Court Denies Roman-Perez Bid for Reconsideration ----------------------------------------------------------------- In the adversary proceeding captioned L&R DEVELOPMENT & INVESTMENT CORP; ET AL Plaintiff, v. HECTOR NOEL ROMAN; ET AL Defendant(s), Adversary No. 17-00026 (Bankr. D.P.R.), Bankruptcy Judge Brian K. Tester denied the motion to reconsider order at Dkt. No. 108 filed by Co-Defendants Hector Noel Roman and Myrna Enid Perez Vega. In their motion to reconsider, Roman-Perez's argument is two-fold; (1) the court "misapprehended the correct legal standard to Plaintiff's request for leave under Fed. R. Civ. P 15", and (2) the court failed to consider Roman-Perez's argument that any amendment to the complaint would be futile. Co-Defendant Roman-Perez's assertions are not only inaccurate but also, incorrect. The court made no cite nor specific reference to Fed. R. Civ. P. 15. That notwithstanding, Roman-Perez cherry-pick the phrase "will prejudice their action or defense on the merits," from the Order in an attempt to persuade the court that the non-applicable Fed. R. Civ. P. 15(b) standard was erroneously utilized. Under Fed.R.Civ.P. 59, reconsideration of a judgment is an extraordinary remedy, which is used sparingly and only when the need for justice outweighs the interests set forth by a final judgment. The court determines that Roman-Perez has failed to articulate a basis to reconsider or request any appropriate relief. The bankruptcy case is in re: L&R DEVELOPMENT & INVESTMENT CORP; ET AL, Chapter 11, Debtor(s), Case No. 16-08792 BKT (Bankr. D.P.R.). A full-text copy of Judge Tester's Opinion and Order dated Dec. 5, 2017 is available at https://is.gd/NRSxLd from Leagle.com. L&R DEVELOPMENT & INVESTMENT CORP, Plaintiff, represented by CARMEN D. CONDE TORRES -- condecarmen@condelaw.com -- LUISA S. VALLE CASTRO -- ls.valle@condelaw.com -- C CONDE & ASSOCIATES. HECTOR NOEL ROMAN RAMOS, Defendant, represented by Paul A. Cortes-Ruiz -- paul.cortes@oneillborges.com -- O'Neill & Borges, LLC UBALDO M. FERNANDEZ BARRERA -- ubaldo.fernandez@oneillborges.com -- O'NEILL & BORGES Able Insurance Agency, Inc., Defendant, represented by Guillermo J. Ramos-Luina , Despacho Juridico Ramos Luina, LLC. About L&R Development L&R Development & Investment Corp. is a real estate development and investment corporation that was created on May 31, 2002, by two main partners, Hector Noel Roman and Jose Joaquin Lopez. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. P.R. Case No. 16-08792) on Nov. 1, 2016. The petition was signed by Joaquin Lopez, president. At the time of the filing, the Debtor disclosed $3.05 million in assets and $5.56 million in liabilities. The case is assigned to Judge Brian K. Tester. Carmen Conde Torres, Esq., of C. Conde & Assoc. represents the Debtor. Inmuebles Bienes Raices, LLC, has been tapped as realtor to the Debtor. On March 15, 2017, the Debtor filed a Chapter 11 plan of reorganization and disclosure statement. LUCKY # 5409: New Plan Discloses Sale of IHOP-Bridgeview Restaurant ------------------------------------------------------------------- Lucky # 409, Inc., and Azhar H. Chaudhry filed with the U.S. Bankruptcy Court for the Northern District of Illinois a first amended disclosure statement dated Nov. 20, 2017, referring to their plan of reorganization. The latest plan provides for the sale of the IHOP-Bridgeview restaurant to AFM 5304, LLC, an affiliate of Khurram L. Mian. Mr. Mian is an existing franchisee in the IHOP system and this assignment has been approved by IHOP. The plan proposes to pay Class 5 general unsecured claims a pro rata payment of approximately 40-49% of the Allowed Claim in cash upon the later of the date of allowance thereof by Final Order; the earliest date on which there are Liquidation Proceeds available to pay the Allowed Class 5 Claims; or any Distribution Date as determined by the Disbursing Agent. The previous plan asserted a pro rata payment of approximately 49% of the Allowed Claim. Distributions under the Plan are being funded from the proceeds from the sale of IHOP-Bridgeview and any funds remaining in the Lucky Bank Account after payment of all Operational Claims. A full-text copy of the First Amended Disclosure Statement is available at: http://bankrupt.com/misc/ilnb16-16264-181.pdf About Lucky # 5409 Azhar Chaudhry is an individual and franchisee of an International House of Pancakes restaurant located at 7240 W. 79th Street, Bridgeview, Illinois 60455 (IHOP-Bridgeview). IHOP-Bridgeview is operated through the corporate entity, Lucky # 5409, Inc. Chaudhry is the sole shareholder and president of Lucky. IHOP Bridgeview's day-to-day operations are run by the restaurant's manager, Ron Matin. Lucky # 5409, Inc., and Azhar Chaudhry sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 16-16264 and 16-16273) on May 13, 2016. The cases are jointly administered under Case No. 16-16264. The petitions were signed by Azhar M. Chaudhry, president. The Debtors estimated assets at $500,001 to $1 million and liabilities at $100,001 to $500,000 at the time of the filing. The Debtors are represented by Kevin H. Morse, Esq., at Arnstein & Lehr LLP. The Debtors hired Tax Consulting Inc. as accountant. MAC ACQUISITION: Landlords Object to Disclosure Statement --------------------------------------------------------- Pappas Laguna No. 2, L.P., OTR, and Weingarten/Miller/Aurora II LLC and GDC Aurora, LLC, tenants in common (collectively, the "Objecting Landlords"), object to the adequacy of the proposed disclosure statement for Mac Acquisition, LLC et al.'s plan of reorganization and the Debtors' motion for an order approving the disclosure statement and establishing solicitation and voting procedures. The Objecting Landlords are the lessors of Debtors with respect to three restaurant locations, located throughout the United States. While the Objecting Landlords did not object to the Debtors' efforts to confirm a Chapter 11 plan of reorganization, the Objecting Landlords complained that, as currently presented, the proposed disclosure statement fails to provide adequate information for the Objecting Landlords and other creditors to make an informed decision with respect to the proposed plan. The Objecting Landlords also complained that the Debtors improperly seek to extend the time to assume or reject unexpired real property leases, and that the proposed timing of lease assumption and rejection decisions potentially disenfranchises the Debtors' landlords from voting. The Objecting Landlords pointed out that the terms of the Debtors' exit financing must be disclosed earlier. The Objecting Landlords also complained that the plan improperly impairs the creditors' setoff and recoupment rights, and improperly seeks to estimate liquidated claims. A full-text copy of the objection dated November 27, 2017 is available at: http://bankrupt.com/misc/deb17-12224-230.pdf Pappas Laguna No. 2, L.P., OTR, Weingarten/Miller/Aurora II LLC and GDC Aurora, LLC are represented by: Karen C. Bifferato, Esq. CONNOLLY GALLAGHER LLP 1000 N. West Street, Suite 1400 Wilmington, DE 19801 Tel: (302) 888-6221 Fax: (302) 757-7299 Email: kbifferato@connollygallagher.com -- and -- Ivan M. Gold, Esq. ALLEN MATKINS LECK GAMBLE MALLORY & NATSIS LLP Three Embarcadero Center, 12th Floor San Francisco, CA 94111-4074 Tel: (415) 837-1515 Fax: (415) 837-1516 Email: igold@allenmatkins.com About Mac Acquisition LLC Mac Acquisition LLC, et al. -- https://www.macaronigrill.com/ -- operate full-service casual dining restaurants under the trade name, "Romano's Macaroni Grill." As of Oct. 18, 2017, the company operates 93 company-owned restaurants located in 23 states, with a workforce of approximately 4,600 employees. Non-debtor affiliate RMG Development franchises an additional 23 restaurants in Florida, Hawaii, Illinois, Texas, Puerto Rico, Mexico, Bahrain, Egypt, Oman, the United Arab Emirates, Qatar, Germany, and Saudi Arabia. During 2016, Mac Acquisition and RMG generated gross revenues through restaurant sales and franchisee payments of approximately $230 million. On Oct. 18, 2017, Mac Acquisition LLC, and eight affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12224). Mac Acquisition's estimated assets of $10 million to $50 million and debt at $50 million to $100 million. The Hon. Mary F. Walrath is the case judge. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as Delaware bankruptcy counsel; Gibson, Dunn & Crutcher LLP, as general bankruptcy counsel; Mackinac Partners, LLC, as financial advisor; and Duff & Phelps Securities, LLC as financial advisor and investment banker. Donlin, Recano & Company, Inc., is the claims agent. On October 30, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee hired Kelley Drye & Warren LLP as its lead counsel, and Bayard, P.A. as co-counsel with Kelley Drye. MANN REALTY: Jan. 25 Approval Hearing on Disclosure Statement ------------------------------------------------------------- Judge Robert N. Opel of the U.S. Bankruptcy Court for the Middle District of Pennsylvania will convene a hearing on Jan. 25, 2018 at 10:00 a.m. to consider approval of Mann Realty Associates, Inc.'s amended disclosure statement regarding its reorganization plan. Jan. 10, 2018 is fixed as the last day for filing and written objections to the amended disclosure statement. About Mann Realty Associates, Inc. Headquartered in Camp Hill, Pennsylvania, Mann Realty Associates, Inc., filed for Chapter 11 bankruptcy protection (Bankr. M.D. Pa. Case No. 17-01334) on March 31, 2017, estimating its assets at between $10 million and $50 million and its debts at between $1 million and $10 million. The petition was signed by Robert M. Mumma, II, its president. Judge Robert N. Opel II presides over the case. Craig A. Diehl, Esq., at the Law Offices of Craig A. Diehl, serves as the Debtor's bankruptcy counsel. Mann Realty previously filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 17-00080) on Jan. 10, 2017. The petition was a "pro se" filing, or case filed without attorney. The Debtor is an affiliate of Kimbob, Inc., which sought bankruptcy protection on March 1, 2017, Case No. 17-00836. MILK HOUSE: Selling Chimney Field to New Buyer for $142K -------------------------------------------------------- The Milk House, LLC, asks the U.S. Bankruptcy Court for the Middle District of North Carolina to authorize the private sale of Chimney Field, more specifically Lots 1 through 11 and Lots 13 through 27, and all of Chimney Field Road, as shown on that plat recorded in Plat Book 9, at Pages 836-837, Yadkin County Registry, to Walter and Priscilla Shore for $141,720. On Aug. 21, 201, the Debtor previously sought the Court's approval for the sale of the Property free and clear of liens to Bobby Sizemore for a total price of $141,720. The Court approved the Sizemore Sale on Sept. 25, 2017. The Debtor obtained the consent of Carolina Farm Credit, ACA, and Triangle Chemical Co., the only creditors asserting a security interest in the Property, to the Sizemore Sale. Farm Credit's consent to the Sizemore Sale was conditioned on (i) Farm Credit receiving 100% of the net proceeds from the Sizemore Sale; (ii) no tax recapture being paid at the closing of the Sizemore Sale; and (iii) no realtor commissions being paid out of the proceeds of the Sizemore Sale. The Sizemore Sale was approved with those three conditions. Prior to the closing of the Sizemore Sale, however, Sizemore notified the Debtor that he no longer intended to consummate the Sizemore Sale. On Dec. 12, 2017, the Debtor and the Buyers entered into an Offer to Purchase and Contract – Vacant Lot/Land wherein the Buyers offered to purchase the Property for $141,720 and on the same terms as the Sizemore Sale. Walter Shore is the managing member of the Debtor and therefore an insider. In an effort to satisfy Section 363(f)(2), the Debtor will be asking the consent of Farm Credit and Triangle Chemical Co. to the new proposed sale. It asks authorization to sell the Property free and clear of any and all liens, claims, or interests on the same conditions as the Sizemore Sale. The Debtor also asks authorization to enter into any related agreements, documents, or other instruments, closing statements, or other reasonable and necessary documents as necessary to effectuate the closing of the new proposed sale of the Property as authorized by the Court. The Purchasers: Walter and Priscilla Shore 2320 Shore Road Yadkinville, NC 27055 E-mail: wshore@yadtel.net About The Milk House Headquartered in Yadkinville, North Carolina, The Milk House, LLC, is a single asset real estate. The Milk House filed for Chapter 11 bankruptcy protection (Bankr. M.D.N.C. Case No. 17-50460) on April 27, 2017, estimating its assets at between $500,000 and $1 million and liabilities at between $1 million and $10 million. Walter Shore, managing member, signed the petition. Judge Lena M. James presides over the Debtor's case. The Debtor's attorneys: Thomas W. Waldrep, Jr. Jennifer B. Lyday WALDREP LLP 101 S. Stratford Road, Suite 210 Winston-Salem, NC 27104 Telephone: (336) 717-1440 Facsimile: (336) 717-1340 Contemporaneously, the Debtor's members Wiley Walter Shore and Shelby Jean Matthews Shore also sought bankruptcy petition. No official committee of unsecured creditors has been appointed in the case. MISSIONARY ASSEMBLY: Sale of Marlborough Property for $2M Approved ------------------------------------------------------------------ Judge Elizabeth D. Katz of the U.S. Bankruptcy Court for the District of Massachusetts authorized Missionary Assembly of God of Marlborough's private sale of real property located at 383 Lincoln Street, Marlborough, Massachusetts to Bethel Presbyterian Church for $2,050,000. The hearing on the Motion set for Dec. 12, 2017 at 12:30 p.m. is cancelled. The sale is free and clear of all liens, claims and encumbrances. No objections or higher offers have been filed. The Debtor may submit a proposed form of order within 14 days from the date the Order. About Missionary Assembly of God of Marlborough Inc. Missionary Assembly of God of Marlborough Inc. is a religious corporation as defined by Massachusetts law, and a Sec. 501(c)(3) charitable organization that operates as church for Christian fellowship. Its financial problems stem in part from a decline in attendance, but mostly from the fact that the mortgage on the property was a short-term, balloon mortgage which came due. Missionary Assembly of God filed a Chapter 11 bankruptcy petition (Bankr. D. Mass. Case No. 17-41182) on June 28, 2017, estimating under $50,000 in both assets and liabilities. The petition was signed by Andre Bouzada Ornelas, Vice President. The Hon. Elizabeth D. Katz presides over the case. The Debtor hired David G. Baker, Esq., at the Law Office of David G. Baker, as counsel. NEIMAN MARCUS: Incurs $26.2 Million Net Loss in First Quarter ------------------------------------------------------------- Neiman Marcus Group LTD LLC filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $26.21 million on $1.12 billion of revenues for the 13 weeks ended Oct. 28, 2017, compared to a net loss of $23.51 million on $1.07 billion of revenues for the 13 weeks ended Oct. 29, 2016. As of Oct. 28, 2017, Neiman Marcus had $7.83 billion in total assets, $7.38 billion in total liabilities and $451.55 million in total member equity. According to Neiman Marcus, "We believe that cash generated from our operations, our existing cash and cash equivalents and available sources of financing will be sufficient to fund our cash requirements during the next 12 months, including merchandise purchases, operating expenses, anticipated capital expenditure requirements, debt service requirements, income tax payments and obligations related to our Pension Plan. "We regularly evaluate our liquidity profile, and various financing, refinancing and other alternatives for opportunities to enhance our capital structure and address maturities under our existing debt arrangements. If opportunities are available on favorable terms, we may seek to refinance, exchange, amend or extend the terms of our existing debt or issue or incur additional debt, and may engage with existing and prospective holders of our debt in connection with such matters. Although we are actively pursuing opportunities to improve our capital structure, some or all of the foregoing potential transactions or other alternatives may not be available to us or announced in the foreseeable future or at all." Net cash used for our operating activities was $57.1 million in the first quarter of fiscal year 2018 compared to $131.0 million in the first quarter of fiscal year 2017. In the first quarter of fiscal year 2018, the decrease in net cash used for operating activities was driven by (i) the increase in cash generated by its operating activities on a higher level of revenues and (ii) lower working capital requirements, partially offset by (iii) required fundings to the Company's Pension Plan of $4.1 million in the first quarter of fiscal year 2018 compared to none in the first quarter of fiscal year 2017. Net cash used for investing activities, representing capital expenditures, was $24.7 million in the first quarter of fiscal year 2018 and $66.2 million in the first quarter of fiscal year 2017. The decrease in capital expenditures in the first quarter of fiscal year 2018 reflects lower spending for NMG One, the construction of new stores and the remodeling of existing stores. Currently, the Company projects capital expenditures for fiscal year 2018 to be approximately $208 to $218 million. Net of developer contributions, capital expenditures for fiscal year 2018 are projected to be approximately $155 to $165 million. The Company has and will continue to manage the level of capital spending in a manner designed to balance current economic conditions and business trends with its long-term initiatives and growth strategies. Net cash provided by financing activities of $73.5 million in the first quarter of fiscal year 2018 was comprised primarily of (i) net borrowings of $80.9 million under its revolving credit facilities due to seasonal working capital requirements, partially offset by (ii) repayments of borrowings of $7.4 million under our Senior Secured Term Loan Facility. Net cash provided by financing activities of $177.2 million in the first quarter of fiscal year 2017 was comprised primarily of (i) net borrowings of $190.0 million under its revolving credit facilities due to seasonal working capital requirements, partially offset by (ii) repayments of borrowings of $7.4 million under our Senior Secured Term Loan Facility and (iii) $5.4 million paid for debt issuance costs related to the Asset-Based Revolving Credit Facility refinancing amendment. A full-text copy of the Form 10-Q is available for free at: https://is.gd/QYAUTx About Neiman Marcus Headquartered in Dallas, Texas, Neiman Marcus Group LTD LLC -- http://www.neimanmarcusgroup.com/-- is a luxury, multi-branded, omni-channel fashion retailer conducting integrated store and online operations under the Neiman Marcus, Bergdorf Goodman, Last Call, Horchow, CUSP, and mytheresa brand names. Neiman Marcus incurred a net loss of $531.8 million for the fiscal year ended July 29, 2017, following a net loss of $406.1 million for the fiscal year ended July 30, 2016. * * * As reported by the TCR on March 17, 2017, Moody's Investors Service downgraded Neiman Marcus Group LTD, Inc.'s Corporate Family Rating to 'Caa2' from 'B3' and its Probability of Default Rating to 'Caa2-PD' from 'B3-PD'. The company's Speculative Grade Liquidity rating is affirmed at 'SGL-2'. The outlook is changed to negative from stable. "The downgrade of NMG's Corporate Family Rating reflects the continued weakness in its financial results as it faces both the cyclical and secular challenges that face the North America luxury department stores", says Christina Boni, VP senior analyst. "Its designation of its MyTheresa.com operations and certain owned properties to unrestricted subsidiaries reduces assets coverage for its debt obligations. The hiring of a financial advisor to evaluate strategic alternatives also signals the likelihood of its capital structure being addressed well before its first significant debt maturity in October 2020. Despite good liquidity, overall leverage levels remain well above what can be refinanced and a path to return to peak EBITDA levels is unlikely in the present operating environment." NEOPS HOLDINGS: A. Meyers to Serve as Officer Post-Effective Date ----------------------------------------------------------------- NEOPS Holdings LLC and its Affiliates, New England Prosthetic and Orthotics Systems, LLC, New England O&P New York, Inc, Bergman Orthotics & Prosthetics LLC, Spinal Orthotic Systems, LLC and Carlow Orthotic Systems LLC, Debtors-in-Possession (collectively, the "Debtors"), filed a Second Amended Disclosure Statement relating to their Joint Plan of Reorganization with the U.S. Bankruptcy Court for the District of Connecticut. The Second Amended Disclosure Statement disclosed the officers and members of the board of directors of the reorganized Debtors. The Debtors disclosed that the only officer and director/manager of the Reorganized Debtors will be Andrew Meyers. Mr. Meyers will not receive any compensation for his role. The Second Amended Disclosure Statement also makes clear that the Debtors' severance policy of two-weeks compensation for all employees with at least three years of service will continue post-Effective Date. Except to the extent that the holder of an allowed non-tax priority claim agrees to less favorable treatment, each holder of such claim shall be paid in full in cash, on the later of when the claim is allowed or the due date in the ordinary course of business giving rise to such claim. Except to the extent that the holder of an allowed miscellaneous secured claim agrees to less favorable treatment, each holder of such claim shall receive cash in the amount of their allowed claims when allowed, or a the election of the Debtors or the Reorganized Debtors, either (x) reinstatement (with the holder, as applicable, as of the Effective Date until full and final payment thereof); or (y) return of the collateral securing the claim on the date on which such claim becomes an allowed miscellaneous secured claim. If the allowed claim of a holder of a miscellaneous secured claim is greater than the amount of the claim, the difference shall be treated as a general unsecured claim. On the effective date, each holder of an allowed prepetition unsecured lien claim shall receive in full settlement, and in exchange for, such claim, all new common shares not issued to satisfy the DIP facility claims. Holders of prepetition junior lien claims shall receive no consideration in satisfaction of their claims and are conclusively deemed to have rejected the Plan pursuant to section 1126(g) of the Bankruptcy Code. Holders of general unsecured claims shall receive no consideration in satisfaction of their claims and are conclusively deemed to have rejected the Plan pursuant to section 1126(g) of the Bankruptcy Code. All equity interests in the Debtors shall be cancelled on the effective date. Each allowed intercompany interest shall be reinstated for purposes of the subsidiary maintenance. A full-text copy of the disclosure statement is available at http://bankrupt.com/misc/ctb17-31017-258.pdf About Neops Holdings, LLC Headquartered in Branford, Connecticut, New England Orthotic -- http://www.neops.net/-- is a provider of state-of-the-art orthotic and prosthetic patient care products and services in the eastern United States. The partnership was founded by certified orthotists and prosthetists who were dissatisfied with large impersonal corporations where the constant pressures of consolidation and cost containment can hamper effective patient care. NEOPS Holdings LLC and its affiliates including New England Orthotic and Prosthetic Systems, LLC, filed for Chapter 11 protection (Bankr. D. Conn. Lead Case No. 17-31017) on July 11, 2017. The petitions were signed by David Mahler, president and CEO. NEOPS Holdings estimated its assets at between $1 million and $10 million and its liabilities at between $10 million and $50 million. New England Orthotic estimated its assets at up to $50,000 and liabilities at between $1 million and $10 million. Judge Ann M. Nevins presides over the case. James Berman, Esq., and Joanna M. Kornafel, Esq., at Zeisler & Zeisler, P.C., serve as the Debtors' bankruptcy counsel. The Debtors hired Daniel O'Brien as their restructuring and financial advisor. On July 21, 2017, the U.S. Trustee for Region 2 appointed an official committee of unsecured creditors. The Committee hired Blakeley LLP, as counsel. NEXT COMMUNICATIONS: Has Until Jan. 31 to Exclusively File Plan --------------------------------------------------------------- The Hon. Robert A. Mark of the U.S. Bankruptcy Court for the Southern District of Florida has extended Next Communications, Inc.'s exclusive right to file a Chapter 11 plan through Jan. 31, 2018. The Court will hold a hearing on Jan. 25, 2018, at 1:30 p.m. to consider further extension of the exclusivity period. If not already filed, the Debtor must file its Monthly Operating Reports for October and November 2017 by Dec. 21, 2017, and its December report by Jan. 16, 2018. By Jan. 16, 2018, the Debtor will also file a memorandum in support of the further extension of the Debtor's exclusivity period through March 30, 2018. As reported by the Troubled Company Reporter on Dec. 4, 2017, the Debtor filed a fourth motion with the Court for an extension of the exclusivity periods for filing and obtaining acceptance of a chapter 11 plan through March 30, 2018, and May 30, 2018, respectively. The Debtor sought the exclusivity extension to allow the Debtor ample time to finalize a Chapter 11 Plan and Disclosure Statement. The Debtor told the Court that it has been working on its claims analysis to determine expected claims filed against it. The Debtor still needs to resolve the claim of 100 NWT Fee. About Next Communications Next Communications, Inc., filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 16-10411) on Dec. 21, 2016. The petition was signed by Arik Maimon, its CEO. AM Law, LLC, represents the Debtor as counsel. The Hon. Robert A. Mark presides over the case. In its petition, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. NOVABAY PHARMACEUTICALS: Regains Compliance with NYSE Listing Rule ------------------------------------------------------------------ NovaBay Pharmaceuticals, Inc., was formally notified by the NYSE American LLC Exchange on Dec. 7, 2017, that the Company has regained compliance with the stockholders' equity continued listing standards set forth in Sections 1003(a)(ii) and 1003(a)(iii) of the NYSE American LLC Company Guide as a result of the Company's consistent trading level of market capitalization in excess of $50 million over the past two quarters. The Company was previously notified by the NYSE American on May 16, 2017 that it was not in compliance with the continued listing stockholders' equity standards set forth in Section 1003(a)(iii) of the Company Guide (requiring stockholders' equity of $6.0 million or more if a company has reported losses from continuing operations and/or net losses in its five most recent fiscal years). On June 19, 2017, the Company was notified that its plan to regain compliance had been accepted, and the NYSE American provided the Company until May 16, 2018 to satisfy the terms of its compliance plan or be subject to delisting procedures. The Company was further notified on Sept. 14, 2017 by the NYSE American that it was not in compliance with the continued listing stockholders' equity standards set forth in Section 1003(a)(ii) of the Company Guide (requiring stockholders' equity of $4.0 million or more if a company has reported losses from continuing operations and/or net losses in three of the four most recent fiscal years). Going forward, the Company will be subject to the NYSE American's normal continued listing monitoring. However, in accordance with Section 1009(h) of the Company Guide, if the Company is again determined to be below any of the continued listing standards within 12 months of Dec. 7, 2017, NYSE American will examine the relationship between the above two incidents of noncompliance and re-evaluate the Company's method of financial recovery. In addition, should the Company's market capitalization fall below $50 million on a 30 trading day average, NYSE American can deem the Company to be below compliance. NYSE American will then take the appropriate action, which, depending on the circumstances, may include truncating the compliance procedures described in Section 1009 of the Company Guide or immediately initiating delisting proceedings. About NovaBay Pharmaceuticals Based in Emeryville, California, NovaBay Pharmaceuticals -- http://www.novabay.com/-- is a biopharmaceutical company focusing on the commercialization of prescription Avenova lid and lash hygiene for the domestic eye care market. Avenova is formulated with Neutrox which is cleared by the U.S. Food and Drug Administration (FDA) as a 510(k) medical device. Neutrox is NovaBay's proprietary pure hypochlorous acid. Laboratory tests show that hypochlorous acid has potent antimicrobial activity in solution yet is non-toxic to mammalian cells and it also neutralizes bacterial toxins. Avenova is marketed to optometrists and ophthalmologists throughout the U.S. by NovaBay's direct medical salesforce. It is accessible from more than 90% of retail pharmacies in the U.S. through agreements with McKesson Corporation, Cardinal Health and AmeriSource Bergen. Novabay reported a net loss of $13.15 million for the year ended Dec. 31, 2016, a net loss of $18.97 million for the year ended Dec. 31, 2015, and a net loss of $15.19 million for the year ended Dec. 31, 2014. As of Sept. 30, 2017, Novabay had $11.05 million in total assets, $9.22 million in total liabilities and $1.83 million in total stockholders' equity. OLD FASHION BUTCHER: Unsecureds to Get 20% of Claims ---------------------------------------------------- Old Fashion Butcher Shop Inc. filed an amended disclosure statement and amended plan of reorganization, both dated November 27, 2017, with the U.S. Bankruptcy Court for the Eastern District of New York. Claims of general unsecured creditors, amounting to $280,497 will be paid $935.51 monthly from February 1, 2018 to January 1, 2023. The total payout amount will be $56,100 or an estimated 20% of the claim. The secured claim of Itria Ventures LLC amounting to $116,028.70 will have a monthly payment of 15% of credit card and EBT sales from July 1, 2017 to September 2018 at 0% interest. The secured claim of Nissan Motor Acceptance Corporation amounting to $22,463.57 will be paid $658.31 monthly from March 2, 2017 to March 2, 2020 at 5.49% interest. The secured claim of My Famous Butcher Shoppe Inc. amounting to $65,000 will be paid monthly from July 31, 2017 to July 31, 2018 at 0% interest. Michalia Flori and Ioannis Kukularis, who hold 75% and 25% equity interest in the Debtor, respectively, will retain their interest. The Plan will be funded by the net income received from operation of the butcher shop. The Debtor's projected monthly cash profit was $16,000 as of August 2017. The monthly Plan payments as calculated shall be $13,735.70 in total. A full-text copy of the amended disclosure statement is available at: http://bankrupt.com/misc/nyeb17-41006-80.pdf A full-text copy of the amended Chapter 11 plan is available at: http://bankrupt.com/misc/nyeb17-41006-79.pdf Old Fashion Butcher Shop is represented by: Paul Hollender, Esq. 1200 South Avenue, Suite 201 The Corporate Park of Staten Island Staten Island, N.Y. 10314 Tel: (718)442-4424 Email: phollender@silawfirm.com About Old Fashion Butcher Shop Old Fashion Butcher Shop Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 17-41006) on March 2, 2017. The petition was signed by Ioannis Kukularis, vice-president. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $500,000. The Debtor's attorney is Corash & Hollender, PC. Its accountant is At Tax Accounting Solutions Corp. No trustee has been appointed, and no committee has been formed or appointed. ONSITE TEMP: Court Approves Disclosure Statement ------------------------------------------------ Judge Paul Sala of the U.S. Bankruptcy Court for the District of Arizona has approved the Second Amended Disclosure Statement in support of Onsite Temp Housing Corporation's Plan of Reorganization dated September 21, 2017. The initial hearing to consider the confirmation of the Plan will be held on January 23, 2018 at 11:00 a.m. The deadline for voting will be no later than January 16, 2018. The Debtor must file a Ballot Report with the Court no later than January 18, 2018. The last day for filing of written objections to the confirmation of the Plan is January 16, 2018. A full-text copy of Judge Sala's order dated December 6, 2017 is available at: http://bankrupt.com/misc/azb16-bk-10790-441.pdf Onsite Temp is represented by: Carolyn J. Johnsen, Esq. Katherine A. Sanchez, Esq. DICKINSON WRIGHT PLLC 1850 North Central Avenue, Suite 1400 Phoenix, Arizona 85004 Tel: (602) 285-5000 Fax: (844) 670-6009 Email: cjjohnsen@dickinsonwright.com ksanchez@dickinsonwright.com About Onsite Temp Onsite Temp Housing Corporation, based in Phoenix, Arizona, provides temporary housing solutions to the insurance, construction, mining and natural disaster sectors in the form of RV travel trailers. Onsite Temp Housing filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 16-10790) on Sept. 20, 2016. The petition was signed by Donald Kaebisch, authorized representative. In its petition, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Paul Sala presides over the case. Harold E. Campbell, Esq., at Campbell & Coombs, P.C., serves as bankruptcy counsel. Timothy H. Shaffer of Clotho Corporate Recovery LLC, Morris Anderson & Associates was named chief restructuring officer. Henry and Horne, LLP, was tapped to provide financial consulting services. No official committee of unsecured creditors has been appointed in the case. PARALLAX HEALTH: Employs Freedman & Goldberg as New Accountants --------------------------------------------------------------- Dave Banerjee, CPA no longer acted as Parallax Health Sciences, Inc.'s independent registered public accounting firm effective Nov. 29, 2017, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. The reports of Banerjee regarding the Company's financial statements for the fiscal year ended Dec. 31, 2015 did not contain any adverse opinion or disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles, except that the audit report of Banerjee on the Company's financial statements for fiscal years ended Dec. 31, 2015 contained an explanatory paragraph which noted that there was substantial doubt about the Company's ability to continue as a going concern. The Company said that during the year ended Dec. 31, 2015, and during the period from Jan. 1, 2016 to Nov. 29, 2017, the date of withdrawal, (i) there were no disagreements with Banerjee on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of Banerjee would have caused it to make reference to such disagreement in its reports; and (ii) there were no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K. Effective Dec. 11, 2017, the Company engaged Freedman & Goldberg, CPA's as its independent registered public accounting firm to audit the Company's financial statements for the fiscal year ending Dec. 31, 2016 and 2017. During each of the Company's two most recent fiscal years and through the interim periods preceding the engagement of F&G, the Company (a) has not engaged F&G as either the principal accountant to audit the Company's financial statements, or as an independent accountant to audit a significant subsidiary of the Company and on whom the principal accountant is expected to express reliance in its report; and (b) has not consulted with F&G regarding (i) the application of accounting principles to a specific transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements, and no written report or oral advice was provided to the Company by F&G concluding there was an important factor to be considered by the Company in reaching a decision as to an accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K or a reportable event, as that term is described in Item 304(a)(1)(v) of Regulation S-K. About Parallax Health Santa Monica, California-based Parallax Health Sciences, Inc. (OCTCMKTS:PRLX) focuses on personalized patient care through the Company's Pharmacy, RoxSan, and eventually through the diagnostic testing platform capable of diagnosing and monitoring several health issues. Through the Company's wholly owned subsidiary Parallax Diagnostics Inc., the Company holds the right, title, and interest in perpetuity to certain point-of-care diagnostic tests. The Company has the following two business segments: Retail Pharmacy Services (RPS) and Corporate. The Company's Web sites are at http://www.parallaxhealthsciences.com/, http://www.parallaxdiagnostics.com/,http://www.roxsan.com/and http://www.roxsanfertility.com/ Parallax Health reporting a net loss of $3.41 million on $11.57 million of revenue for the year ended Dec. 31, 2015, compared to a net loss of $1.11 million on $0 of revenue for the year ended Dec. 31, 2014. As of Sept. 30, 2017, Parallax had $8.65 million in total assets, $19.52 million in total liabilities and a total stockholders' deficit of $10.86 million. Dave Banerjee CPA, an Accountancy Corporation, in Woodland Hills, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, noting that the Company has incurred recurring losses and recurring negative cash flow from operating activities and has an accumulated deficit which raises substantial doubt about its ability to continue as a going concern. PHOENICIAN MEDICAL: Jan. 23 Disclosure Statement Hearing -------------------------------------------------------- Judge Madeleine C. Wanslee of the U.S. Bankruptcy Court in and for the District of Arizona has set the hearing to consider the approval of Phoenician Medical Center, Inc.'s disclosure statement on January 23, 2018 at 10:30 a.m. Written objections to th disclosure statement must be filed by January 16, 2018. A full-text copy of Judge Wanslee's order dated December 5, 2017 is available at: http://bankrupt.com/misc/azb17-bk-09946-102.pdf About Phoenician Medical Center, Inc. Phoenician Medical Center, Inc. is a privately held company in Chandler, Arizona. It owns East Valley Family Medical (EVFM) -- http://evfm.care-- a physician-based multi-specialty group specializing in internal medicine, family medicine, physical medicine and rehabilitation and general practice. It serves the Arizona East Valley communities of Mesa, Ahwatukee, Chandler, Tempe, Gilbert, and Apache Junction. EVFM has grown from one single provider in 1999 to over 30 providers with more than 140,000 active primary care patients today. Phoenician Medical filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 17-09946) on Aug. 24, 2017. The petition was signed by Paramvir S. Tuli, president. Phoenician Medical previously sought bankruptcy protection (Bankr. D. Ariz. Case No. 12-08771) on April 12, 2012. The Hon. Madeleine C. Wanslee presides over the 2017 case. The Debtor is represented by Donald W. Powell of the law firm Carmichael & Powell, P.C., as counsel. At the time of 2017 filing, the Debtor estimates $1 million to $10 million both in assets and liabilities. The Office of the U.S. Trustee on Oct. 17 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Phoenician Medical Center. PLASCO TOOLING: Jan 22. Plan and Disclosure Statement Hearing ------------------------------------------------------------- Judge Mark A. Randon of the U.S. Bankruptcy Court for the Eastern District of Michigan issued an order granting preliminary approval of Plasco Tooling & Engineering Corporation's disclosure statement dated Nov. 16, 2017. The deadline to return ballots on the plan, as well as to file objections to final approval of the adequacy of the information in the disclosure statement and objections to confirmation of the plan is Jan. 8, 2018. The hearing on objections to final approval of the adequacy of the information in the disclosure statement and confirmation of the plan will be held on Jan. 22, 2018, at 11:00 a.m. before the Honorable Mark A. Randon, United States Bankruptcy Judge, in Courtroom 1825, 211 West Fort Street, Detroit, Michigan 48226. As previously reported by the Troubled Company Reporter, funding for the administration of the bankruptcy estate and of the Plan and for the actions necessary for the legal wind down of the Debtor will come from funds on hand and the proceeds of the liquidation of Debtor's remaining assets. A copy of the Disclosure Statement is available at: https://tinyurl.com/ydeps8c3 About Plasco Tooling & Engineering Corporation Headquartered in Romeo, Michigan, Plasco Tooling & Engineering Corporation -- http://www.plascocorp.com/about-plasco/-- is globally recognized as a supplier of aircraft and automotive tooling parts. The Company offers integrated program management, design, CNC machining, and the manufacture of Invar tools, assembly jigs, checking fixtures, gages, dies, and more while adhering to its customers' stringent quality requirements. Plasco Tooling filed for Chapter 11 bankruptcy protection (Bankr. E.D. Mich. Case No. 17-49638) on June 29, 2017, estimating its assets and liabilities at between $1 million and $10 million. The petition was signed by John Zuccarini, president. Judge Mark A. Randon presides over the case. Ryan D. Heilman, Esq., at Wernette Heilman PLLC, serves as the Debtor's bankruptcy counsel. Angle Advisors LLC is the Debtor's investment banker. The U.S. Trustee for Region 9 on July 14, 2017, appointed six creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Plasco Tooling & Engineering Corp. The committee members are: (1) Carl Spaeth; (2) Michael Oakley; (3) Randal D. Bellestri; (4) Robert A. Goolsby; (5) Michael MaGuire; and (6) Judith Apel. The Committee hired Varnum LLP, as counsel, Delta Management Resources, LLC, as financial advisor. POC PROPERTIES: Court Estimates Monty's Claims at $310-Mil. ----------------------------------------------------------- Chief Bankruptcy Judge Susan V. Kelley of the U.S. Bankruptcy Court for the Eastern District of Wisconsin finds that that Monty Titling Trust 1 has a slightly stronger case, and Debtors POC Properties, LLC, and affiliates have a 45% probability of prevailing on their misrepresentation claims against BMO Harris Bank. The Debtors own commercial properties in New Mexico. M&I Marshall & Ilsley Bank made loans to enable the Debtors to purchase the properties, and the Debtors' principals, Warren and Steven Blumenthal, personally guaranteed the loans. When several of the Debtors' notes came due on April 1, 2011, the notes enjoyed good ratings in the M&I system. Things changed when BMO acquired M&I in July 2011. The notes were renewed for two 90-day periods ending on Dec. 1, 2011. Unbeknownst to the Debtors, on July 16, 2011, the Bank downgraded the loans, put them on a watch list, and the loans were under review by the Bank's Special Assets Management Unit ("SAMU"). Eventually, after months of protracted communications, BMO proposed forbearance terms, but the parties never reached an agreement. The Debtors contend that BMO misled them as to its willingness to renew the notes while internally it had downgraded the Debtors' loans and sought to have the Debtors refinance elsewhere. BMO filed foreclosure actions against the properties and sued the Blumenthals as guarantors of the loans. The Blumenthals filed their own state court action against BMO alleging bad faith and misrepresentation, and BMO counterclaimed. Monty Titling Trust 1 then acquired the loans from BMO. Monty filed proofs of claim for the amount due on the notes. The Debtors objected to the claims, asserting counterclaims including intentional misrepresentation, negligent misrepresentation, strict responsibility misrepresentation, and breach of the implied duty of good faith and fair dealing, all stemming from the Bank's conduct during the time the Debtors sought renewal of the notes. The Debtors also filed a motion asking the Court to estimate Monty's claims for purposes of voting on confirmation of a plan and distribution under the plan. While Monty did not object to estimation of its claims at the Debtors' proposed amounts for the purposes of voting, it did object to estimation for the purpose of distribution under a confirmed plan. The thrust of the Debtors' allegations is that despite having determined its strategy was to have the Debtors refinance with another institution, the Bank represented to the Debtors that it would work with them to renew their loans on a long-term basis. Had the Bank told the Blumenthals in late 2011 or early 2012 that it did not intend to proceed with a long-term renewal and wanted them to refinance with another lender, they would have paid the Bank in full. The Court is struck by the length of the parties' relationship and the contrast between the M&I and BMO treatment of the Debtors' loans. The failure of any of the Bank officers to disclose the involvement of SAMU is critical. By the time the Blumenthals became aware that BMO's intentions were to secure a forbearance agreement, not a "business as usual" renewal, the ability to refinance elsewhere had been lost. But as sophisticated borrowers, the Blumenthals bear some responsibility. Emails show that the Bank alerted the Debtors to what it considered "global cash flow stress," suggesting that the Debtors should have known that the Bank considered the loans troubled. And if the Bank had revealed to the Blumenthals earlier that the loans were in workout status, the Blumenthals presumably would have been required to disclose this fact to a new lender, damaging their chances of obtaining refinancing. Additionally, the Debtors will have an uphill battle proving that the Bank possessed the requisite intent or stood to gain from the alleged misrepresentations. Given Monty's arguments about the ambiguity of the alleged promises made and Bank Officer Austin Mautz's lack of authority to renew the loans on his own, success on the negligent misrepresentation claims is certainly not a slam-dunk. After considering the testimony, evidence and arguments presented, the Court concludes that Monty has a slightly stronger case, and the Debtors have a 45% probability of prevailing on their misrepresentation claims against the Bank. Assessing the Debtors' misrepresentation claims, the Court concludes that the Debtors have a 45% chance of success, and accordingly, their damages are calculated at 45% of the claimed damages for late fees, interest, and lost property value. Legal fees are barred by the American Rule, and the alleged tortious conduct was not a proximate cause of the negotiation fee the Debtors paid to Monty or expenses related to the Chapter 11 case. Any loss related to another entity's sale of the Lang building does not constitute damages suffered by the Debtors. For purposes of voting to accept or reject the plan and for purposes of distribution under a confirmed plan, Monty's Claim No. 8 against POC Properties is estimated to be $18,606,965.98; Monty's Claim No. 1 against SOP Academy is estimated to be $6,198,823.16; and Monty's Claim No. 9 against Academy Road Partners is estimated to be $6,198,823.16. This estimation is not a final determination on the merits of the Debtors' counterclaims against Monty and does not affect the parties' ability to have the matter finally adjudicated before a court with jurisdiction over the counterclaims. A full-text copy of the Court's Decision and Order dated Dec. 5, 2017 is available at https://is.gd/5LkO0H from Leagle.com. POC Properties, LLC, Debtor In Possession, represented by Gregory M. Schrieber , Kerkman Wagner & Dunn Jerome R. Kerkman , Kerkman Wagner & Dunn. Office of the U. S. Trustee, U.S. Trustee, represented by Michelle S. Y. Cramer, U.S. Trustee. About POC Properties POC Properties, LLC, SOP Academy, LLC and Academy Road Partners, LLC, filed Chapter 11 bankruptcy petitions (Bankr. E.D. Wisc. Case Nos. 15-33291, 15-33292 and 15-33293, respectively) on Dec. 11, 2015. Warren S. Blumenthal signed the petition as authorized person. The Debtors estimated both assets and liabilities in the range of $10 million to $50 million. Kerkman & Dunn represents the Debtors as counsel. Judge Susan V. Kelley is assigned to the case. PREMIER MARINE: Unsecureds to Recover 7.7%-12.5% Under Plan ----------------------------------------------------------- Premier Marine, Inc., filed with the U.S. Bankruptcy Court for the District of Minnesota a disclosure statement to accompany its plan of reorganization dated Dec. 8, 2017. The Debtor estimates that allowed general unsecured claims in Class 17, including contract rejection claims, will total between $8,000,000 and $13,000,000. The Reorganized Debtor will make four Annual Earnings Distributions each in the amount of 10% of the Reorganized Debtor's pretax earnings. Holders of Allowed Class 17 claims will receive a Pro Rata share of each Annual Earnings Distribution. The Minimum Earnings Distribution to Class 17 creditors is $1,000,000. Maximum Earnings Distribution or the Earnings Distribution Cap is $3,500,000. The Reorganized Debtor projects a total recovery of approximately $1,000,000 which represents a 12.5% recovery on $8,000,000 of Allowed Class 17 claims; a 10% recovery on $10,000,000 of Allowed Class 17 claims; and a 7.7% recovery on $13,000,000 of Allowed Class 17 claims. The Reorganized Debtor will continue to manufacture and sell the Premier line of pontoon boats in the ordinary course and will perform its obligations to creditors under the Plan. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/mnb17-32006-176.pdf About Premier Marine, Inc. Premier Marine, Inc., filed a Chapter 11 petition (Bankr. D. Minn. Case No. 17-32006) on June 19, 2017. Premier Marine is a family owned business formed in 1992 by Robert Menne and Eugene Hallberg. The Menne family controls 72.8% of the company equity. Hallberg controls the remaining 27.2% and is Premier's landlord. For 25 years, Premier Marine has manufactured "Premier" brand pontoon boats -- http://www.pontoons.com/-- in Wyoming, Minnesota. Premier Marine designs, builds and markets luxury pontoons and holds many patents on manufacturing elements such as furniture hinges, J-Clip rail fasteners and the PTX performance package. The family-owned and operated Company sells its pontoons through boat dealers located throughout the United States and Canada. The need for reorganization in chapter 11 was precipitated by a failed acquisition of another pontoon manufacturer in 2011. The Chapter 11 was filed in response to an eviction action commenced by Hallberg for the nonpayment of rent. The Chapter 11 is necessary to attract a new equity partner, reject the Hallberg leases, consolidate manufacturing under a single roof and reorganize the business for the mutual benefit of the Debtor creditors, employees and dealer network. The bankruptcy petition was signed by Lori J. Melbostad, the Debtor's president. The Debtor estimated assets and liabilities between $10 million and $50 million. The case is assigned to Judge Katherine A. Constantine. The Debtor's counsel are Michael F. McGrath, Esq., and Will R. Tansey, Esq., at Ravich Meyer Kirkman McGrath Nauman & Tansey, A Professional Association. Guidesource's Richard Gallagher is the Debtor's financial consultant. On June 27, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Fafinski, Mark & Johnson, P.A., represents the committee as bankruptcy counsel. PRIMUS WHEELER: Proposes Online Auction of Tallahatchie Property ---------------------------------------------------------------- Primus Wheeler, Jr., doing business as A1 Healthcare, asks the U.S. Bankruptcy Court for the Southern District of Mississippi to authorize the online auction of approximately 61.8 acres of real property located in Tallahatchie County, Mississippi, Parcel No. 102 31014 and Parcel No. 102 30007. Regions Bank has a lien on the real property, and said liens will attach to the proceeds from the said sale. At the closing, Regions Banks Deed of Trust will be canceled on the subject property and they will receive the net proceeds of the sale. Taylor Auction & Realty, Inc., will conduct the online auction. The online bidding will open on Jan. 31, 2018 at 8:00 a.m. (CST) with a soft close on Feb.8, 2018 at 12:00 noon (CST). Bidders can register and bid at http://www.taylorauction.com/on these days. A description and photographs of the property will be available. Taylor Auction will get 10% Seller's Commission. Broker participation is encouraged and cooperating broker that register their client will be paid 2% of the 10% the Seller's commission stated. A copy of the Online Auction Marketing Proposal attached to the Motion is available for free at: http://bankrupt.com/misc/Primus_Wheeler_125_Sales.pdf The property will be sold free and clear of liens. About Primus Wheeler, Jr. Primus Wheeler, Jr., an individual, dba A1 Healthcare, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Miss. Case No. 17-00354) on Feb. 2, 2017, estimating assets and liabilities below $1 million. The Debtor is in control of his assets and is managing and operating his business. J. Walter Newman, IV, Esq., at Newman & Newman, serves as bankruptcy counsel to the Debtor. On Nov. 14, 2017, the Court appointed Taylor Auction & Realty, Inc., as the Debtor's auctioneer. Q&C PROPERTIES: Case Summary & 8 Unsecured Creditors ---------------------------------------------------- Debtor: Q&C Properties, LLC PO Box 60010 Boulder City, NV 89006 Type of Business: Q&C Properties operates a car wash business at 3265 S. Nellis Boulevard, Las Vegas, Nevada 89121. The company's gross revenue amounted to $937,437 in 2016 and $848,812 in 2015. Q&C Properties is owned by Steven D. Rice (55%) and Donald Rice (45%). The company was founded in 2005. Chapter 11 Petition Date: December 14, 2017 Case No.: 17-16663 Court: United States Bankruptcy Court District of Nevada (Las Vegas) Judge: Hon. Laurel E. Davis Debtor's Counsel: Marjorie A. Guymon, Esq. GOLDSMITH & GUYMON, P.C. 2055 Village Center Circle Las Vegas, NV 89134 Tel: (702) 873-9500 Fax: (702)873-9600 E-mail: bankruptcy@goldguylaw.com Total Assets: $2.25 million Total Liabilities: $4.90 million The petition was signed by Steven D. Rice, managing member. A full-text copy of the petition, along with a list of eight unsecured creditors, is available for free at http://bankrupt.com/misc/nvb17-16663.pdf RLE INDUSTRIES: Sale of Intangible Assets to VCom for $100K Okayed ------------------------------------------------------------------ Judge Michael E. Wiles of the U.S. Bankruptcy Court for the Southern District of New York authorized RLE Industries, LLC and NEI Industries, Inc. to sell RLE's intangible assets to Vcom International Multi-media Corp. for $100,000. The Sale Hearing was held on Dec. 7, 2017. The sale is free and clear of all liens, claims, interests and encumbrances, with the Liens to attach to the proceeds of sale, to the extent applicable. Jeff Werbock, or any other person in possession or control of any of the Intangible Assets, is directed to cooperate with the RLE and the Purchaser in the orderly transition and/or turnover of the Intangible Assets to Purchase as required under the APA. The Sale proceeds will be paid to the Debtors' counsel, DelBello Donnellan Et Al, to be held in escrow pending further order of the Court. Notwithstanding Bankruptcy Rule 6004(h), the terms and conditions of the Order will be immediately effective and enforceable upon its entry. About RLE Industries Founded in 1997, New York-based RLE Industries, LLC, d/b/a Robert Lighting & Energy -- http://rleindustries.com/-- owns and operates an electrical lighting and fixture manufacturing and fabrication business. NEI Industries Inc is in the business of installing lighting fixtures manufactured by RLE Industries. RLE Industries (Bankr. S.D.N.Y. Case No. 17-11748) and affiliate NEI Industries Inc. d/b/a Northeast Electric (Bankr. S.D.N.Y. Case No. 17-11749) filed for Chapter 11 bankruptcy protection on June 23, 2017. The petitions were signed by Scott Koenig, president. Each of the Debtors estimated assets at between $500,000 and $1 million, and liabilities at between $1 million and $10 million. Judge Michael E. Wiles presides over the cases. Dawn Kirby, Esq., and Jonathan S. Pasternak, Esq., at Delbello Donnellan Weingarten Wise & Wiederkeher, LLP, serves as the Debtor's bankruptcy counsel. Foresight Advisors LLC is the Debtors' financial advisors. ROOSTER ENERGY: Court Approves Angelo Gordon Energy's Plan Outline ------------------------------------------------------------------ Judge Robert Summerhays of the U.S. Bankruptcy Court for the Western District of Louisiana issued an order approving the disclosure statement filed by Angelo Gordon Energy Services, LLC referring to a concurrently filed Plan of Reorganization. Dec. 22, 2017 is fixed as the last date for filing written acceptances or rejections of the Plan, and also the last date for filing and serving objections, if any, to the confirmation of the Plan. Jan. 4, 2018 at 10:00 a.m. is fixed as the date and time for hearing on confirmation of the Plan. That hearing will be held in the U.S. Bankruptcy Courtroom on the First Floor, 214 Jefferson Street, Lafayette, Louisiana. About Rooster Energy Houston, Texas-based Rooster Energy Ltd. -- http://www.roosterenergyltd.com/-- is an integrated oil and natural gas company with an exploration and production (E&P) business and a downhole and subsea well intervention and plugging and abandonment service business. The Company's operations are located in the state waters of Louisiana and the shallow waters of the Gulf of Mexico, mature regions that have produced since 1936. Rooster Energy, L.L.C., Rooster Energy Ltd., and five other affiliates sought Chapter 11 protection (Bankr. W.D. La. Lead Case No. 17-50705) on June 2, 2017. Kenneth F. Tamplain, Jr., president and chief executive officer, signed the petitions. In its petition, Rooster Energy L.L.C. estimated $50 million to $100 million in liabilities. Jan M. Hayden, Esq., Lacey Rochester, Esq., Susan C. Mathews, Esq., and Daniel J. Ferretti, Esq., at Baker Donelson Bearman Caldwell & Berkowitz, P.C., serve as bankruptcy counsel. Opportune LLP has been tapped as restructuring advisor. Donlin Recano & Company, Inc., serves as claims, noticing and solicitation agent. On June 23, 2017, the U.S. Trustee appointed three creditors to serve in the official committee of unsecured creditors of the Rooster Petroleum case. On June 22, 2017, the U.S. Trustee appointed two creditors to serve in the official committee of unsecured creditors of the Cochon Properties case. ROSEDALE/LAKE STREET: Unsecureds to be Paid in Full at 5% Interest ------------------------------------------------------------------ Rosedale/Lake Street, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Texas a disclosure statement in support of its chapter 11 plan of reorganization dated Dec. 8, 2017. Through the Plan, the Debtor proposes to refinance its secured indebtedness by obtaining a new loan from Pinnacle Bank, which has issued a loan commitment, subject to Court approval. Pinnacle has committed to lend the Debtor up to $1,500,000 to pay off the pre-petition indebtedness to First Financial Bank and to fund completion of the Debtor’s building. The interest rate will be 5.75%, fixed for 60 months, thereafter adjustable every 36 months to a fixed rate equal to The Wall Street Journal Floating Prime Rate, plus 1.75%. Dr. M. David Tillman will guarantee the loan. The Debtor will provide a full set of unexecuted loan documents for the Exit Financing by the date of final hearing on approval of this Disclosure Statement. Once the Building is completed, Dr. Tillman will move his dental practice into the building and pay rent to the Debtor. The Debtor will lease the remaining commercial and residential space in the Building to third-party tenants. The Debtor will pay 100% of the Allowed Claims of unsecured creditors, though the Debtor intends to assert all appropriate objections to the allowance of such Claims, including objections based upon the untimeliness of any proofs of claim. All Allowed Claims will bear 5% simple annual interest, from the Petition Date, until paid in full. The Debtor has received an insurance check from Zurich of America in the amount of approximately $48,300 for pre-petition damage to the building caused by theft and vandalism. The Debtor intends to use the proceeds of the Insurance Check to help satisfy the Allowed Claims of unsecured creditors. The Plan will require First Financial Bank (which will be paid through the Exit Financing) and any contractors or subcontractors who claim an interest in the Insurance Check or the proceeds to release their interests in the Insurance Check to the Debtor, which will use the proceeds to the extent necessary to pay their Allowed Claims. To the extent that proceeds of the Insurance Check are not sufficient to pay the Allowed Claims of any unsecured creditors, the Debtor will pay the balance to the holders of such Allowed Claims in four equal quarterly installments, beginning the first day of the calendar quarter that is at least 60 days after the Effective Date of the Plan or 60 days after the entry of a Final Order that results in the creditor's unsecured claim becoming an Allowed Claim, whichever is later. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/txnb17-42389-11-26.pdf About Rosedale/Lake Street LLC Based in Fort Worth, Texas, Rosedale Lake Street, LLC listed its business as a single asset real estate as defined in 11 U.S.C. Section 101(51B). It owns a fee simple interest in a property located at Lot 1, AR-1, E.E. Chase Subdivision, an addition to the City of Forth Worth, Tarrant County, Texas, with a building 53% complete. The property is valued at $791,150. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 17-42389) on June 5, 2017. M. David Tillman, manager, signed the petition. At the time of the filing, the Debtor disclosed $791,150 in assets and $977,143 in liabilities. Judge Mark X. Mullin presides over the case. ROSETTA GENOMICS: All Proposals Approved at Annual Meeting ---------------------------------------------------------- Rosetta Genomics Ltd. held its annual general meeting of shareholders on Dec. 13, 2017. All of the proposals put before the shareholders were approved at the Annual Meeting: 1. Approval of the re-election of Mr. Brian A. Markison to serve as a Class I director of the Company for a three-year term commencing on the date of his election at the Annual Meeting and until the Annual General Meeting of the Company's shareholders to be held in 2020 in accordance with the Company's Articles of Association; 2. Approval effective as of Dec. 13, 2017, in accordance with Section 273(a) of the Israeli Companies Law, 5759-1999, of a grant to Mr. Brian A. Markison of (i) an option to purchase up to 2,000 of the Company's ordinary shares, nominal (par) value NIS 7.2 each and (ii) 417 Restricted Stock Units upon the commencement of each twelve-month period in office as a director beginning on the date of the Annual Meeting; and 3. Approval of the re-appointment of Kost, Forer, Gabbay & Kasierer, a member firm of Ernst & Young Global, as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2017, and until the next Annual Meeting, and to authorize the Audit committee and the Board of Directors of the Company to determine the remuneration of KFGK in accordance with the volume and nature of their services. About Rosetta Genomics Based in Rehovot, Israel, Rosetta Genomics Ltd. -- http://www.rosettagx.com/-- is seeking to develop and commercialize new diagnostic tests based on a recently discovered group of genes known as microRNAs. MicroRNAs are naturally expressed, or produced, using instructions encoded in DNA and are believed to play an important role in normal function and in various pathologies. The Company has established a CLIA-certified laboratory in Philadelphia, which enables the Company to develop, validate and commercialize its own diagnostic tests applying its microRNA technology. Rosetta Genomics reported a net loss of US$16.23 million on US$9.23 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss of US$17.34 million on US$8.26 million of total revenues for the year ended Dec. 31, 2015. As of June 30, 2017, Rosetta had US$6.20 million in total assets, US$5.11 million in total liabilities and US$1.09 million in total shareholders' equity. Kost Forer Gabby & Kasierer, a member of Ernst & Young Global, in Tel-Aviv, Israel, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has recurring losses from operations and has limited liquidity resources that raise substantial doubt about its ability to continue as a going concern. SACRED TABLE: Unsecureds to Get 100% in 20 Quarterly Installments ----------------------------------------------------------------- The Sacred Table, Inc. filed with the U.S. Bankruptcy Court for the Northern District of California a proposed combined plan of reorganization and disclosure statement dated Dec. 6, 2017. Class 2 under the plan consists of the general unsecured claims. Creditors from this class will receive 100% percent of their allowed claim in 20 equal quarterly installments, due on the 15th day of the quarter, starting the first calendar quarter after Plan confirmation. This class is impaired. On the Effective Date, all property of the estate and interests of the Debtor will vest in the reorganized Debtor free and clear of all claims and interests except as provided in the Plan. Debtor's obligations under the confirmed Plan constitute binding contractual promises that, if not satisfied through the performance of the Plan, create a basis for an action for breach of contract under California law. A copy of the Combined Plan and Disclosure Statement is available at: http://bankrupt.com/misc/canb17-51456-37.pdf About The Sacred Table Inc. The Sacred Table, Inc. is a corporation operating in Monterey County, California. The Debtor is a cafe, bistro and bakery; it also offers catering services. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 17-51456) on June 16, 2017. Pamela Burns, president, signed the petition. At the time of the filing, the Debtor estimated less than $50,000 in assets and $500,000 in liabilities. Judge Stephen L. Johnson presides over the case. SIXTY SIXTY CONDO: $2M Sale of Miami Property to Kingfisher Okayed ------------------------------------------------------------------ Judge Robert A. Mark of the U.S. Bankruptcy Court for the Southern District of Florida authorized Sixty Sixty Condominium Association, Inc.'s bulk sale of the real property located at 6060 Indian Creek Drive, Miami, Florida to Kingfisher Island, Inc. ("KFI") for $1,090,000. The Court conducted hearings on the Motion on Nov. 28, 29 and 30, and Dec. 6 and 8, 2017. Pursuant to Section 363(f) of the Bankruptcy Code, and upon confirmation of a Chapter 11 Plan of Reorganization of the Debtor, the sale of the Real Property pursuant to the Sale Motion and the Order will be free and clear of any and all liens, claims and encumbrances with such uncontested claims and liens to be paid in connection with closing of the sale. The proposed sale is also "as is, where is" with all faults and no warranties of any kind except those provided under the KFI Contract. The KFI Contract is also approved in its entirety as the highest and best offer, subject to the provisions of the Order and upon confirmation of a Chapter 11 Plan of Reorganization of the Debtor. The Objection is Overruled except, as follows: a. The Buyer will indemnify, defend, and hold Schecher harmless from and against all claims, costs, expenses, and liabilities arising out of the Buyer's entry upon the HU and/or the performance of the tests and investigations conducted by the Buyer on the HU during and in connection with the Due Diligence Period under the KFI Contract. b. Schecher will allow reasonable access to the Buyer to conduct reasonable, non-evasive, non-soil boring tests and investigations, and excluding any Phase I and II Environmental Studies on the Hotel Unit, relating only to the Real Property and the Residential non-debtor sellers' units as if the Buyer had all of the rights of access of the Debtor and the non-debtor seller RUOs. The Broker's commission as modified by the KFI Contract is approved. The Broker will be paid $50,000 from the proceeds allocable to the Debtor. The Broker Commission will not be deemed earned and will not be paid until there is a successful closing. The Order will be effective immediately upon its entry for purposes of the Commencement Date and Due Diligence Period under the KFI Contract; provided however, in accordance with Federal Rule of Bankruptcy Procedure 6004(h), the Order will be stayed in all other respects until the expiration of 14 days after entry of the Order. About Sixty Sixty Condominium Sixty Sixty Condominium is a mixed-use hotel/residential building located at 6060 Indian Creek Drive in Miami Beach, Florida. Sixty Sixty Condominium Association, Inc., a non-profit corporation, is responsible for, among other things, the management, operation, and maintenance of the Condominium's "Common Elements", and other obligations imposed by state statute. Sixty Sixty Condominium Association, Inc., filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 16-26187) on Dec. 5, 2016, listing $100,000 to $500,000 in total assets and $1 million to $10 million in liabilities. The petition was signed by Maria Velez, president of the Board of Directors. The Hon. Robert A. Mark presides over the case. Brett D. Lieberman, Esq., at Messana, P.A., is the Debtor's counsel. Juda Eskew & Associates, PA, serves as the Debtor's accountant. The Debtor tapped Jason Welt of Trustee Realty, Inc., as broker. An official committee of unsecured creditors has not been appointed in the case. SOUTH SHORE PAINTING: Must File Plan and Disclosures Before March 8 ------------------------------------------------------------------- Judge Michael G. Williamson of the U.S. Bankruptcy Court for the Middle District of Florida ordered South Shore Painting & Waterproofing, LLC, to file a plan and disclosure statement on or before March 8, 2018. The Disclosure Statement must, at the minimum, contain adequate information pertaining to the Debtor in the following areas: (a) Pre- and post-petition financial performance; (b) Reasons for filing Chapter 11; (c) Steps taken by the Debtor since filing of the petition to facilitate its reorganization; (d) Projections reflecting how the Plan will be feasibly consummated; (e) A liquidation analysis; and (f) A discussion of the Federal tax consequences as described in section 1125(a)(1) of the Bankruptcy Code. If the Debtor fails to file a Plan and Disclosure Statement by the Filing Deadline, the Court will issue an Order to Show Cause why the case should not be dismissed or converted to a Chapter 7 section. About South Shore Painting Based in Brandon, Florida, South Shore Painting and Waterproofing LLC filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-09416) on November 6, 2017, listing under $1 million in assets and liabilities. James W. Elliot, Esq. at McIntyre Thanasides Bringgold Elliott Grimaldi & Guito, P.A. represents the Debtor as counsel. SPORTS ZONE: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: The Sports Zone, Inc. dba Sports Zone dba Sports Zone Elite 5851 Ammendale Road Beltsville, MD 20705 Type of Business: The Sports Zone, Inc. -- https://sportszoneelite.com -- operates retail stores in Washington, Maryland, and Virginia selling footwear, apparel and accessories. Based in Beltsville, Maryland, the company offers brands like Adidas, New Balance, and The North Face. The company is 100% owned by Michael Syag. Chapter 11 Petition Date: December 15, 2017 Case No.: 17-26758 Court: United States Bankruptcy Court District of Maryland (Greenbelt) Judge: Hon. Thomas J. Catliota Debtor's Counsel: Justin Philip Fasano, Esq. MCNAMEE HOSEA 6411 Ivy Lane, Suite 200 Greenbelt, MD 20770 Tel: 301-441-2420 Fax: 301-982-9450 E-mail: jfasano@mhlawyers.com - and - Janet M. Nesse, Esq. MCNAMEE HOSEA 6411 Ivy Lane, Suite 200 Greenbelt, MD 20770 Tel: 301-441-2420 E-mail: jnesse@mhlawyers.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Michael Dahan, chief executive officer. A full-text copy of the petition, along with a list of 20 largest unsecured creditors, is available for free at http://bankrupt.com/misc/mdb17-26758.pdf SULLIVAN VINEYARDS: Trustee's Sale of All Assets to VITE USA Okayed ------------------------------------------------------------------- Judge Roger L. Efremsky of the U.S. Bankruptcy Court for the Northern District of California authorized Timothy W. Hoffman, Chapter 11 Trustee for Sullivan Vineyards Corp. ("SVC") and Sullivan Vineyards Partnership ("SVP"), to sell substantially all of the Debtors' real and personal property assets to VITE USA, Inc., for a purchase price that is more than adequate to pay in full all allowed claims (secured and unsecured) and administrative expenses in the Debtors' cases. A hearing on the Motion was held on Dec. 11, 2017. Among the property of the Debtors' bankruptcy estates is the following: certain real property commonly known as 1090 Galleron Road, Rutherford, California, assessor's parcel number 030-070-010, consisting of approximately 26.1 acres, including approximately 24 acres of planted grapes, an approximately 3,000 square foot dwelling containing both office space and a living quarters, as well as a winery, tasting room, and crush facility, together with all manner of tangible and intangible personal property related to the Debtor's winery business, as set forth with greater particularity in their bankruptcy schedules. Except as set forth in the Agreement, the sale of the Assets is "as is, where is," and "with all faults," with no warranties or representations whatsoever, and free and clear of all the affected liens, claims and other interests. The Trustee, and any escrow agent upon the Trustee's written instruction, is authorized to satisfy all undisputed liens, including any outstanding real property taxes prorated through close of escrow, as well as the usual and customary escrow and closing costs, fees, commissions and related expenses, by payment from the proceeds of sale. Unless the holders of the Affected Liens have agreed to other treatment, their liens, claims or other interests will attach to the proceeds of sale to the same extent, and with the same force, effect, validity and priority as previously existed against the Assets, subject to all defenses. All remaining proceeds of sale of the Assets, net of real property taxes, closing costs and related fees, commissions and expenses, and any Affected Liens the Trustee directs to be paid from escrow, will be paid to the Trustee at the close of escrow. Pursuant to 11 U.S.C. Section 365, the Trustee is authorized to assume any or all of these executory contracts, as the Trustee identifies at or before closing, and assign them to the Buyer in return for prompt payment to the identified contract counterparties of the corresponding cure amounts set forth: a. County of Napa - SVP's Annual Permit to Operate – Unified Programs Consolidated Operating permit ($0) b. Castellucci Napa Valley - SVC's Contract to purchase wine grapes ($0) c. Rutherford River Ranch - SVC's Contract to purchase wine grapes ($0) The assumption and assignment of any of the executory contracts to the Buyer relieves the Trustee and the estates from any liability for any breach of such contracts occurring after assignment. The Order will be effective immediately upon entry. Any stay of the Order under Fed. R. Bankr. P. 6004(h), 6006(d) or other applicable law is waived. About Sullivan Vineyards Sullivan Vineyards Corporation filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 17-10065) on Feb. 1, 2017, estimating assets at $1 million to $10 million and liabilities at $10 million to $50 million at the time of the filing. Sullivan Vineyards Partnership sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 17-10067) on Feb. 2, 2017. At the time of the filing, the Debtor disclosed $18.99 million in assets and $14.27 million in liabilities. Ross Sullivan, CEO, signed the petitions. The Debtors tapped Steven M. Olson, Esq., at the Law Office of Steven M. Olson, as counsel. Judge Alan Jaroslovsky oversees the cases. On March 13, 2017, the Court entered an order directing the joint administration of the Debtors' cases. On Aug. 29, 2017, the Court appointed Timothy W. Hoffman as trustee of the Debtors. Counsel for the Trustee: Aron M. Oliner Geoffrey A. Heaton DUANE MORRIS LLP One Market Plaza Spear Street Tower, Suite 2200 San Francisco, CA 94105-1127 Telephone: (415) 957-3000 Facsimile: (415) 957-3001 E-mail: roliner@duanemorris.com SUNCOKE ENERGY: S&P Assigns 'BB-' Rating to $45MM Term Loan A ------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue-level rating and '3' recovery rating to SunCoke Energy Inc.'s (SXC) proposed $45 million term loan A. S&P said, "At the same time, we lowered our issue-level rating on SXC's existing $100 million cash flow revolving credit facility to 'BB-' from 'BB+'. We also revised the recovery rating on the facility to '3' from '1'. The '3' recovery rating reflects our expectation of meaningful (50%-70%; rounded estimate: 65%) recovery in the event of default. The cash flow revolver and the proposed term loan A together make up the senior secured credit facility." S&P said, "In addition, our 'BB-' issue-level rating on SunCoke Energy Partners L.P.'s (SXCP) $630 million senior unsecured notes is unchanged following the proposed $70 million add-on to the notes. The recovery rating is '3', reflecting our expectation of meaningful (50%-70%; rounded estimate: 50%) recovery in the event of default." The parent company, SXC, intends to use the $115 million of proceeds from the proposed term loan and the add-on to the $630 million senior unsecured notes to repay its $400 million senior unsecured notes due 2019 ($44.6 million outstanding) and reduce SXCP's $285 million revolving credit facility balance by $70 million. Pro forma for the transaction, SXCP's revolver balance will be $130 million. S&P's 'BB-' group corporate credit rating on SXC and SXCP is unchanged because we view the transaction as credit neutral. The outlook is stable. RECOVERY ANALYSIS Key analytical factors S&P said, "Our default scenario contemplates a collapse in domestic steel prices that would precipitate SXC's customers reneging on their take-or-pay coke contracts. Furthermore, in our default scenario, we anticipate a collapse of global thermal coal prices, due to intense competition from cheap natural gas or increased production from the world's largest coal producers. This would lead to a severe decline in coal shipments through the company's Covenant export terminal. These events would result in dwindling margins and, ultimately, operating losses that the company would have to fund with cash on hand and, to the extent available, borrowings under its revolving credit facility. Facing deteriorating liquidity and the looming September 2022 maturities of the SXC and SXCP revolving credit facilities, SXC would reach a point in 2021 where it determines that a Chapter 11 filing or other default event is unavoidable. "Our recovery analysis assumes a gross enterprise value (EV) of $744 million, based on emergence EBITDA of $135 million and an EBITDA multiple of 5.5x. The 5.5x multiple is in line with the multiple assigned to other metals and mining downstream companies. We assume that the revolvers are 85% drawn at the time of default (reduced by undrawn letters of credit). Simulated default and valuation assumptions -- Year of default: 2021 -- Emergence EBITDA: $135.3 mil. -- Valuation multiple: 5.5x -- Gross EV: $744.4 mil. Simplified waterfall SXC waterfall: -- Obligor EV split: SXC (5%, $37 mil.)/SXCP (64%, $476 mil.)/foreign subs (6%, $45 mil.)/SXCP CMT Raven assets (25%, $186 mil.) -- Net EV available for SXC: $63 mil. (net value at SXC plus foreign subs pledged to SXC) -- First-lien claims at SXC: $100.5 mil. (outstanding balance under SXC revolver and $45 mil. new term loan at default) Recovery of cash revolver and new term loan: (50%-70%, rounded estimate: 65%) SXCP waterfall: -- Net EV at SXCP: $629 million (includes net EV SXCP after administrative expenses plus net Raven assets pledged toward SXCP) First-lien claims at SXCP: $250 mil. (includes cash revolver at default) -- Recovery rating of new revolver: 90%-100% (rounded estimate: 95%) -- Senior unsecured claims at SXCP: $732 mil. (senior notes, due 2025) -- Recovery of senior unsecured notes: 50%-70% (rounded estimate: 50%) Ratings List SunCoke Energy Inc. SunCoke Energy Partners L.P. Corporate Credit Rating BB-/Stable/-- New Rating SunCoke Energy Inc. $45 mil term loan A due 5/24/2022 BB- Recovery Rating 3(65%) Rating Lowered; Recovery Rating Revised To From SunCoke Energy Inc. Senior Secured BB- BB+ Recovery Rating 3(65%) 1(95%) Rating Affirmed; Recovery Expectations Revised To From SunCoke Energy Partners L.P. SunCoke Energy Partners Finance Corp. Senior Unsecured BB- BB- Recovery Rating 3(50%) 3(55%) Rating Affirmed SunCoke Energy Inc. Senior Unsecured B+ Recovery Rating 5(15%) Suncoke Energy L.P. Senior Secured BB+ Recovery Rating 1(95%) TARGETED MEDICAL: Interim Chief Executive Officer Quits ------------------------------------------------------- Mr. Kim Giffoni tendered his resignation as interim chief executive officer of Targeted Medical Pharma, Inc. to focus on other business activities, according to a Form 8-K filed with the Securities and Exchange Commission. Mr. Giffoni will remain a member of the Company's Board and will serve as the Company's executive vice president of foreign sales. The Company said Mr. Giffoni did not resign as a result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices. An interim Chief Executive Officer, Marcus Charuvastra, the Company's former VP of operations and marketing and a current director has been appointed by the board. About Targeted Medical Los Angeles, Calif.-based Targeted Medical Pharma, Inc. -- http://www.dexterasurgical.com/-- is a specialty pharmaceutical company that develops and commercializes nutrient- and pharmaceutical-based therapeutic systems. Targeted Medical reported a net loss of $3.06 million on $5.26 million of total revenues for the year ended Dec. 31, 2015, compared to a net loss of $3.89 million on $7.11 million of total revenues for the year ended Dec. 31, 2014. As of Dec. 31, 2015, Targeted Medical had $2.42 million in total assets, $15.34 million in total liabilities and a total deficit of $12.91 million. Squar Milner LLP, in San Diego, CA, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has suffered recurring losses from operations and has a significant accumulated deficit and a significant working capital deficit as of December 31, 2015. These factors raise substantial doubt about the Company's ability to continue as a going concern. TEXDOM INVESTMENTS: Case Summary & 4 Unsecured Creditors -------------------------------------------------------- Debtor: Texdom Investments, LLC 1200 E Savannah, Suite 16 McAllen, TX 78503 Type of Business: Founded in 2013, Texdom Investments owns apartment properties in McAllen, Texas, valued by the company at $4.6 million. Chapter 11 Petition Date: December 14, 2017 Case No.: 17-70485 Court: United States Bankruptcy Court Southern District of Texas (McAllen) Judge: Hon. Eduardo V Rodriguez Debtor's Counsel: Kurt Stephen, Esq. LAW OFFICE OF KURT STEPHEN, PLLC 100 S Bicentennial Blvd McAllen, TX 78501-7050 Tel: 956-631-3381 Fax: 956-687-5542 E-mail: kurtstep@swbell.net Total Assets: $4.62 million Total Liabilities: $4.42 million The petition was signed by Ramon I. Rodriguez, manager. A full-text copy of the petition, along with a list of four unsecured creditors, is available for free at http://bankrupt.com/misc/txsb17-70485.pdf TGP HOLDINGS: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: TGP Holdings, LLC 3727 Magnolia Blvd. #457 Burbank, CA 91505 Business Description: TGP Holdings, LLC filed as a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)) whose pricipal assets are located at 1908 Thornsberry Road Sonoma, California. Chapter 11 Petition Date: December 14, 2017 Case No.: 17-25217 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Vincent P. Zurzolo Debtor's Counsel: Stephen R Wade, Esq. LAW OFFICES OF STEPHEN R WADE, P.C. 405 North Indian Hill Blvd. Claremont, CA 91711 Tel: 909-985-6500 Fax: 909-399-9900 E-mail: srw@srwadelaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Terry Schauer, manager. The Debtor said it has no unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/cacb17-25217.pdf TIAN RECLAMATION: Disclosure Statement Conditionally Okayed ----------------------------------------------------------- Judge Frank W. Volk of the U.S. Bankruptcy Court for the Southern District of Virginia conditionally approved Tian Reclamation & Contracting, Inc.'s small business disclosure statement accompanying its plan of reorganization dated Nov. 6, 2017. Dec. 5, 2017 is fixed as the last day to file and serve any written objection to the Disclosure Statement. Dec. 5, 2017 is fixed as the last day to file and serve any written objection to confirmation of the Chapter 11 Plan. Dec. 5, 2017 is fixed as the last day to file acceptances or rejections of the Chapter 11 Plan. A hearing was held at 1:30 PM on Dec. 13, 2017, in Bankruptcy Courtroom A, 6400 Robert C. Byrd United States Courthouse, 300 Virginia Street East, Charleston, West Virginia. Based on Gauley Bridge, WV, Tian Reclamation & Contracting, Inc. filed for Chapter 11 bankruptcy protection (Bankr. S.D.W.V. Case No. 15-20602) on Nov. 23, 2015, listing its total assets at $2.97 million and total liabilities at $3.23 million. The petition was signed by Timothy Hannigan, president. TINSELTOWN PARTNERS: Case Summary & 11 Unsecured Creditors ---------------------------------------------------------- Debtor: Tinseltown Partners, LLC 6100 Kennerly Road, # 101 Jacksonville, FL 32216 Type of Business: Based in Jacksonville, Florida, Tinseltown Partners, LLC, was formed by a group of private investors engaged in the business of developing real properties. Chapter 11 Petition Date: December 14, 2017 Case No.: 17-04251 Court: United States Bankruptcy Court Middle District of Florida (Jacksonville) Judge: Hon. Paul M. Glenn Debtor's Counsel: Eric N McKay, Esq. THE LAW OFFICES OF ERIC N. MCKAY 3948 3rd Street South, #297 Jacksonville Beach, FL 32250-5847 Tel: 907-273-2661 E-mail: eric@ericmckaylaw.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million Andre El-Bahri, partner, signed the petition. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/flmb17-04251.pdf Debtor's List of 11 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Ideal Tech Limited Services $41,952 Email: idealtechlimited@gmail.com Nguyen Electrical Contractor Electrical Work $28,600 Email: Necjax@yahoo.com Carpet Image Services $11,041 Email: Carpet_image@yahoo.com McVeigh and Mangum Services $9,250 Email: wayne@mcveighmangum.com G&C Construction Services $6,000 Email: ggconstructionjax@yahoo.com Honest Construction Services $5,742 Email: gabyhitti@bellsouth.net Bill Thrower Doors Services $5,314 Email: West.thrower@throwerdoor.com Roland Reash Plumbing Services $5,000 Fire Sprinkler Services Services $3,240 Email: jmefss@comcast.net All Purpose Glass Services $3,163 Email: jphillipsapgm@bellsouth.net Chiller Medic Services $1,733 Email: david@chillermedic.com TOWER PROPERTIES: January 4 Disclosure Statement Hearing -------------------------------------------------------- The hearing to consider approval of Tower Properties, L.L.C.'s disclosure statement will be held before Judge Elizabeth W. Magner of the U.S. Bankruptcy Court for the Eastern District of Louisiana on January 4, 2018 at 9:00 a.m. December 28, 2017, is fixed as the last day for filing written objections to the disclosure statement. A full-text copy of Judge Magner's order dated November 27, 2017 is available at: http://bankrupt.com/misc/laeb17-11909-55.pdf Tower Properties is represented by: Kevin A. Rieth, Esq. 4700 Canal Street New Orleans, LA 70119 About Tower Properties Tower Properties, LLC filed a Chapter 11 bankruptcy petition (Bankr. E.D. La. Case No. 17-11909) on July 20, 2017. The Debtor is represented by Douglas M. Schmidt, Esq. TRINITY RIVER: U.S. Trustee Objects to Amended Plan and Disclosures ------------------------------------------------------------------- Judy A. Robbins, United States Trustee for Region 7, filed with the U.S. Bankruptcy Court for the Western District of Texas an objection to Trinity River Resources, LP's disclosure statement and first amended plan. The UST complains that there is no disclosure of what unsecured claim amounts Debtor intends to pay, to the extent possible, when the payments will be made, or which claims are disputed or will be objected to. The UST objects to the plan and Disclosure Statement because neither provides details of the claims within the four corners of the document. To the extent that a confirmed plan is a contract between parties, it is meaningless without details. The schedules indicate approximately $10 million of unsecured claims, yet the Disclosure Statement shows only approximately $6 million of general unsecured claims, excluding the Preferred Lenders. Page 26 of the Disclosure Statement indicates that certain claims may have been paid, and therefore deemed a "reduction of claim" but no detail is provided. The UST objects to confirmation without adequate information of claims. The UST objects to confirmation until detailed information regarding the claims included in the plan is provided. Further, Page 23 of the Disclosure Statement sets forth an unfavorable comparison of a liquidation analysis under chapter 7 to a chapter 11 plan, based in part of the "additional administrative expenses" and "additional expenses and claims" allegedly unique to the chapter 7 process. The Debtor has not provided the costs of the Liquidating Trust, which provide for administrative costs and expenses and reasonable fees and expenses of any professionals. Plus the general terms of the Liquidating Trust provide that the Liquidating Trustee can further encumber assets ahead of payment to creditors, which appears to mean payments to General Unsecured Claims. The UST objects to the Disclosure Statement in that the Liquidation Analysis does not provide an accurate analysis. The UST also objects to the extremely broad category of Released Parties under the Plan. In to the four identifiable Released Parties, included in the release are the Liquidating Trustee, not even an entity at this time, the predecessors, successors, and assigns, professionals, advisors, accountants, attorneys, investment bankers, consultants, current and former affiliates, subsidiaries, funds, portfolio companies, management companies, employees, agents, directors, officers, and other representatives. Debtor and the Released Parties seek a release without consent from third parties. Premises considered, the UST asks that the Court deny final approval of the Disclosure Statement unless and until it contains adequate information and deny confirmation of the plan unless and until it is modified or amended. A copy of the UST's Objection is available at: http://bankrupt.com/misc/txwb16-10472-494.pdf The Troubled Company Reporter previously reported that the Plan proposes to distribute the Debtor's assets, including proceeds from the sale of substantially all of its oil and gas assets, to its creditors and establish a trust to liquidate the Debtor's remaining assets, wind-down its affairs and pursue various causes of action. About Trinity River Resources Trinity River Resources, LP, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tex. Case No. 16-10472) on April 21, 2016. The petition was signed by Matthew J. Telfer as manager of Trinity River Resources, GP, LLC. Judge Tony M. Davis is assigned to the case. The Debtor estimated assets in the range of $50 million to $100 million and liabilities of up to $500 million. The Debtor has hired Bracewell LLP as counsel. The Debtor has employed John T. Young, Jr., a Senior Managing Director with Conway MacKenzie, as the its independent manager; and has also retained Conway MacKenzie as its financial advisor. The Debtor has employed T2 Land Resources, as ordinary course professionals. US FOODS: S&P Raises CCR to 'BB+' on Exit of Financial Sponsors --------------------------------------------------------------- Financial sponsors Clayton, Dubilier & Rice and KKR have sold their remaining ownership interest in US Foods Inc. (USF) and vacated their remaining board seats, which S&P Global Ratings views as a credit positive for USF. S&P believes USF will remain committed to its 3x leverage target, and approach it over the next year through a combination of profit growth and debt reduction. S&P Global Ratings is thus raising its corporate credit rating on Rosemont, Ill.-based US Foods Inc. to 'BB+' from 'BB-'. The outlook is stable. S&P said, "At the same time, we raised our issue-level ratings on the company's $1.3 billion asset-backed revolving credit facility (ABL) to 'BBB-' from 'BB+'. The '1' recovery rating on the ABL is unchanged, indicating our view that lenders could expect very high (90%-100%, rounded estimate: 95%) recovery in the event of a payment default. "Also, we raised our issue-level rating on the company's $2.2 billion senior secured term loan B to 'BBB-' from 'BB'. The '2' recovery rating on the term loan B is unchanged, indicating our view that lenders could expect substantial (70%-90%, rounded estimate: 75%) recovery in the event of a payment default. In addition, we raised our issue-level rating on the company's $600 million senior unsecured notes to 'BB' from 'B+'. The '5' recovery rating on the unsecured notes is unchanged, indicating our view that lenders could expect modest (10%-30%, rounded estimate: 25%) recovery in the event of a payment default. "We estimate debt outstanding (pro forma for USF's repurchase of sponsor shares) is about $4.0 billion. "The upgrade reflects our expectation that USF will approach its stated 3x leverage target over the next year, as it continues to deliver on its strategic initiatives and grow profitability. We believe USF has demonstrated a strong operational focus since the failed Sysco merger, with solid case volume growth in independent restaurants and cost savings that have improved margins. Based on continued profit growth and some debt reduction, we expect the company to reduce S&P Global Ratings-adjusted leverage to the high-3x area by the end of 2018 and mid-3x area by the end of 2019. We estimate the current difference between the company's leverage metric and our adjusted figure is around 0.6x. "Our stable outlook reflects our expectation for steady profit growth and credit metric improvement, as the company continues to deliver on strategic initiatives and generate good case growth with independent restaurants. We forecast leverage will improve to the high-3x area in 2018 and mid-3x in 2019. Notwithstanding meaningful acquisition opportunities, we believe the company is likely to consider a shareholder remuneration policy over the next year that will result in leverage stabilizing in the mid- to high-3x area. “We could lower the ratings if we believe leverage will be sustained above 4x, which could occur if the company reverts to a more aggressive financial policy, or if operating performance deteriorates due to challenges managing food input cost volatility, lower consumer spending on food away from home (resulting in worsening conditions in the restaurant industry), or intensifying industry competition. "While unlikely over the next year, we could raise the ratings if USF adopts a more conservative financial policy, such that we believe it will reduce and sustain adjusted leverage below 3.5x. An upgrade would be predicated on our belief that the company will not re-leverage materially for a large acquisition or shareholder payment. The company could reduce adjusted leverage to below 3.5x if it repays about $600 million in debt or if EBITDA improves about 20%." VENOCO LLC: Needs Time To Ask Creditors To Engage in Mediation -------------------------------------------------------------- Venoco, LLC, and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware to extend the exclusive periods for the Debtors to file Chapter 11 plans and solicit acceptances of the plan through and including April 12, 2018, and June 13, 2018, respectively. A hearing to consider the Debtors' request will be held on Jan. 9, 2018, at 2:00 p.m. (ET). Objections to the extension must be filed by Dec. 27, 2017, at 4:00 p.m. (ET). As reported by the Troubled Company Reporter on Sept. 26, 2017, the Court previously extended the exclusive periods during which only the Debtors have the right to (a) file a chapter 11 plan through and including Dec. 13, 2017, and (b) solicit acceptances of the plan through and including Feb. 13, 2018. Following the successful resolution of the Beverly Hills dispute, a series of material asset dispositions to generate value for the estates and their creditors, and the Debtors' implementation of important abandonment/rejection initiatives and several other milestones in these cases, the Debtors request extension of the Exclusive Periods to develop and propose a plan of liquidation. The Debtors plan to approach key creditors and other parties in interest to engage in good-faith mediation proceedings with the parties in an effort to maximize the potential value of these estates and develop a plan of liquidation providing a distribution to their creditors. The Debtors say they have demonstrated an ability to work with their creditors consensually in the best interests of the estates and their creditors. For example, following significant and time-consuming litigation with the City of Beverly Hills and Beverly Hills Unified School District in the adversary proceeding, City of Beverly Hills v. Venoco, LLC, 17-50483 (KG), and related interlocutory appeal, City of Beverly Hills v. Venoco, 17-765, the Debtors consented to participate in a court-supervised mediation. Due in large part to the parties' desire to avoid costly, lengthy litigation, and allow the estate to direct the limited estate resources towards decommissioning costs and a liquidation and wind down, the Debtors and the City and District reached a settlement agreement that the Court approved on Nov. 29, 2017. The deal provided a cash payment to the City and District to be put towards costs relating to decommissioning activities. The Debtors note that the City's and District's stipulation, as part of the approval of the settlement agreement -- that the City's and District's claims in the cases are not administrative claims pursuant to Section 503(b) of the U.S. Bankruptcy Code, or otherwise entitled to priority treatment pursuant to section 507 of the Bankruptcy Code -- is an important component of the settlement. This stipulation, coupled with the Court's prior consideration of the Midlantic Nat'l Bank v. New Jersey Dept. of Envtl. Prot. decision and its applicability to decommissioning liabilities may help lay the foundation to propose a Chapter 11 plan of liquidation that is expected to provide a recovery for general unsecured creditors. In addition to resolving the Beverly Hills dispute, since entry of the First Exclusivity Extension Order the Debtors have made substantial progress in these cases paving the way to propose a Chapter 11 plan. Among other things, the Debtors have devoted significant resources and effort to: (a) file and consensually resolve the Debtors' motion for entry of an order (A) authorizing, but not directing, the Debtors to take actions necessary to (I) reject the SCU leases and (II) abandon the SCU properties; (b) file, litigate and ultimately obtain an order denying the County of Santa Barbara's motion to require Debtors to properly deinventory and abandon new line 96; (c) file and consensually obtain an order approving the settlement, by and among Venoco, LLC, and Ellwood Pipeline, Inc., and their successors, and Chevron USA Inc.; (d) file, litigate and ultimately obtain a second omnibus order (I) authorizing the Debtors to (A) reject certain unexpired leases and executory contracts and (B) abandon certain property and (II) granting certain related relief, approving the rejection and abandonment of unexpired leases and executory contracts relating to New Line 96, the Whittier Pipeline and the lease for the Debtors' corporate headquarters in Denver; (e) obtain an order (I) authorizing the Debtors to (A) reject the Denver Office Lease and (B) abandon certain associated property and (II) granting certain related relief; (f) obtain an order (I) authorizing the Debtors to reject certain unexpired leases and executory contracts related to the Carpinteria Office Leases and (II) granting certain related relief; and (g) market and sell additional material assets. The general bar date passed on Aug. 29, 2017. The governmental unit bar date passed on Oct. 16, 2017. To date, there are 120 filed claims in these cases. At this time, due to the other resolution efforts, the Debtors are continuing to analyze the claims to determine proper amounts and classification. Through ongoing discussions, and perhaps mediation, the Debtors hope to work with their creditors to quickly reconcile the claims, rather than engage in piecemeal litigation with each claimant that will likely take significant time and resources from the Debtors and detract from their ability to propose a plan of liquidation that, instead, maximizes creditor recoveries to the extent possible. The Debtors believe that mediation offers a cost-effective opportunity for resolution because, among other things, the vast majority of unresolved claims relate to decommissioning costs. The claimants holding these claims will likely be similarly situated, regardless of whether the claimants prevail in characterizing their claims as administrative expenses or whether the Debtors prevail in characterizing them as general unsecured claims. Accordingly, the parties should instead be primarily interested in allocating what remains of the estates rather than litigating over the characterization of similarly situated claims. About Venoco Venoco, LLC, is a California-based and privately owned independent energy company primarily focused on the acquisition, exploration, production and development of oil and gas properties. As of April 2017, Venoco held interests in approximately 57,859 net acres, of which approximately 40,945 are developed. In the midst of a historic collapse in the oil and gas industry, Venoco, Inc. -- the predecessor in interest to Venoco, LLC -- and six of Venoco, Inc.'s affiliates commenced voluntary Chapter 11 cases (Bankr. D. Del. Lead Case No. 16-10655) on March 18, 2016, in Delaware to address their overleveraged capital structure. In under four months, the 2016 Debtors confirmed a plan eliminating more than $1 billion in funded debt and other liabilities. On April 17, 2017, each of Venoco, LLC, and six of its subsidiaries filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 17-10828). As of the bankruptcy filing, the Debtors estimated assets in the range of $10 million to $50 million and liabilities of up to $100 million. Judge Kevin Gross presides over the 2017 cases. The Debtors have hired Morris, Nichols, Arsht & Tunnell LLP and Bracewell LLP as counsel; Zolfo Cooper LLC as restructuring and turnaround advisor; Seaport Global Securities LLC as financial advisor; and Prime Clerk LLC as claims, noticing and balloting agent. WASHINGTON FEDERAL: FDIC Appointed as Receiver ---------------------------------------------- Washington Federal Bank for Savings, Chicago, Illinois, was closed Dec. 15, 2017, by the Office of the Comptroller of the Currency, which then appointed the Federal Deposit Insurance Corporation (FDIC) as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Royal Savings Bank, Chicago, Illinois, to assume the insured deposits of Washington Federal Bank for Savings. The two branches of Washington Federal Bank for Savings will reopen as branches of Royal Savings Bank during their normal business hours starting Saturday. Depositors of the failed bank will automatically become depositors of Royal Savings Bank. Deposits assumed by Royal Savings Bank will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship to retain their deposit insurance coverage. Over the weekend, customers of Washington Federal Bank for Savings can access their money by writing checks or using ATM or debit cards. Checks drawn on the bank will continue to be processed. Loan customers should continue to make their payments as usual. As of September 30, 2017, Washington Federal Bank for Savings had total assets of $166.3 million and total deposits of $144 million, of which there were approximately $11.6 million that exceeded FDIC insurance limits. This estimate is likely to change once the FDIC obtains additional information from these customers. Customers with accounts in excess of $250,000 should contact the FDIC toll-free at 1-877-367-2718 to set up an appointment to discuss their deposits. This phone number will be operational this evening until 9:00 p.m., CST; on Saturday from 8:00 a.m. to 8:00 p.m., CST; on Sunday from 8:00 a.m. to 6:00 p.m., CST; Monday from 8:00 a.m. to 8:00 p.m., CST; and thereafter from 8:00 a.m. to 6:00 p.m., CST. All customers who would like more information on today's transaction can call the toll-free number or visit the FDIC's website at https://www.fdic.gov/bank/individual/failed/wafedbank.html. Beginning Monday, depositors of Washington Federal Bank for Savings with more than $250,000 at the bank may visit the FDIC's webpage "Is My Account Fully Insured?" at https://closedbanks.fdic.gov/drrip/AFI/Search to determine their insurance coverage. Royal Savings Bank agreed to assume the insured deposits for a 1.26% premium. It will also purchase approximately $23.7 million of the failed bank's assets. The FDIC will retain the remaining assets for later disposition. The FDIC estimates that the failure will cost its Deposit Insurance Fund $60.5 million. Washington Federal Bank for Savings is the eighth bank to fail in the nation this year, and the third in Illinois. The last bank failure in Illinois was Fayette County Bank, Saint Elmo, on May 26, 2017. Congress created the Federal Deposit Insurance Corporation in 1933 to restore public confidence in the nation's banking system. The FDIC insures deposits at the nation's banks and savings associations, 5,738 as of Sept. 30, 2017. It promotes the safety and soundness of these institutions by identifying, monitoring and addressing risks to which they are exposed. The FDIC receives no federal tax dollars -- insured financial institutions fund its operations. WILLIAM ALVEAR: $175K Sale of Las Vegas Property to Alas Okayed --------------------------------------------------------------- Judge Mike K. Nakagawa of the U.S. Bankruptcy Court for the District of Nevada authorized William and Elizabeth Alvear to sell the rental property located at 4213 Fulton Place, Las Vegas, Nevada to Daniel Alas for $175,000. A hearing on the Motion was held on Dec. 6, 2017. No party appeared at the hearing or filed an objection to the Motion. The appeal period of 15 days is waived. William Alvear sought Chapter 11 protection (Bankr. D. Nev. Case No. 12-13444) on March 24, 2012. On July 1, 2014, the Court confirmed the Debtors' Plan of Reorganization. Counsel for the Debtor: Ryan A. Hamilton, Esq. HAMILTON LAW 5125 S. Durango, Suite C Las Vegas, NV 89113 Telephone: (702) 818-1818 Facsimile: (702) 974-1139 E-mail: Ryan@hamlegal.com WILLIAM ALVEAR: Proposes a $180K Sale of Las Vegas Rental Property ------------------------------------------------------------------ William and Elizabeth Alvear ask the U.S. Bankruptcy Court for the District of Nevada to authorize the sale of a rental property at 624 Garden Place, Las Vegas to Jose Adsencio Perez-Daniel and Estela Garcia-Martin for $180,000. A hearing on the Motion is set for Jan. 10, 2018 at 9:30 a.m. At the time of filing, the Debtors owned the Subject Property. At the time of filing, their ownership interest in the Subject Property was subject to a first mortgage lien by Bank of America, N.A. in the approximate amount of $244,046. Bank of America also held a junior lien against the Subject Property in the approximate amount of $24,452. On July 1, 2014, the Court entered an Order confirming the Debtors' Plan of Reorganization. Pursuant to the Reorganization, Bank of America's claims were bifurcated as follows: (i) secured claim - $50,000; and (ii) unsecured claims - $218,498. The Debtors have agreed to a sale of the Subject Property for a total amount of $180,000 with $1,000 as earnest money. The parties entered into the Residential Purchase Agreement and Addendums. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/WILLIAM_ALVEAR_267_Sales.pdf The proposed sale of the Subject Property will benefit the Bankruptcy Estate as it will satisfy the claim of Secured Creditor, Bank of America. The Creditor's unsecured claim would continue to be paid pro rata pursuant to the terms of the Debtors' confirmed plan of reorganization. William Alvear sought Chapter 11 protection (Bankr. D. Nev. Case No. 12-13444) on March 24, 2012. On July 1, 2014, the Court confirmed the Debtors' Plan of Reorganization. Counsel for the Debtors: Ryan A. Hamilton, Esq. HAMILTON LAW 5125 S. Durango, Suite C Las Vegas, NV 89113 Telephone: (702) 818-1818 Facsimile: (702) 974-1139 E-mail: Ryan@hamlegal.com WRAP MEDIA: Unsecureds to be Paid From $500K Annual Pot for 20 Yrs ------------------------------------------------------------------ Matthew Luckett and InterPrivate LLC proposed a Combined Chapter 11 Plan or Reorganization and Disclosure Statement with the U.S. Bankruptcy Court for the Northern District of California for Wrap Media, LLC, and holding company Wrap Media, Inc. The entirety of BrunoCo, Inc.'s claim is treated as an unsecured deficiency claim. Under the plan, general unsecured creditors will be paid by a stream of annual payments up to $500,000 over a 20 year period based on the reorganized Debtor's successful use of net operating loss carryforwards attributable to any taxable period ending on or before December 31, 2017. The general unsecured claims consist of BrunoCo, Inc.'s claim of $2,000,000.00, DI Pan Pacific, Inc.'s claim of $8,470,794.52, salesforce.com, inc.' claim of $2,625,753.42, and Innovation Investments, LLC's claim of $3,050,00.00. Taxes and other priority claims would be paid in full. Preferred Stock interests in the Debtor (Series A and Series B) shall be cancelled, annulled and extinguished as of the Effective Date of the Plan, provided, however, that holders of Preferred Stock in the Debtor (Series A and Series B) shall have the opportunity to retain 20% of their original Preferred Stock interest in the Debtor by making a loan to the Debtor on certain terms. Common Stock interests in the Debtor will be cancelled, annulled and extinguished as of the Effective Date of the Plan. On or before the effective date, investments will be made in the reorganized Debtor as follows: Luckett wil make an investment of $40,000 and InterPrivate or its designee will make an investment of $40,000. These investments, together with the proceeds of any new loans elected to be made by holders of preferred stock interests, will be used to make all the payments due under the Plan on the effective date, to repay the plan proponents' out of pocket costs associated with proposing the Plan, and to fund the operations of the reorganized Debtor after the effective date. Mr. Luckett holds 1.35% of Preferred Stock (Series A and Series B). A full-text copy of the proposed plan is available at http://bankrupt.com/misc/canb16-31326-73.pdf Matthew Luckett and InterPrivate LLC are represented by: Ori Katz, Esq. Michael M. Lauter, Esq. SHEPPARD, MULLIN, RICHTER & HAMPTON LLP Four Embarcadero Center, 17th Floor San Francisco, CA 94111-4109 Tel: (415)434-9100 Fax: (415)434-3947 Email: okatz@sheppardmullin.com mlauter@sheppardmullin.com About Wrap Media Wrap Media LLC owns a mobile engagement and messaging platform that supercharges marketing, sales and customer service. Wrap Media, Inc., conducts no operations. Wrap Media, Inc.'s sole asset is an approximately 60% equity interest in Wrap Media, LLC. WMI was the financing vehicle for the enterprise, raising several rounds of equity and obtaining $9.5 million of convertible debt financing. WMI has four creditors consisting of three convertible note holders owed an aggregate of approximately $10 million and joint liability on the secured debt held by SVB. Wrap Media, LLC, and holding company Wrap Media, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case Nos. 16-31325 and 16-31326) on Dec. 10, 2016. The petitions were signed by Eric Greenberg, chief executive officer. The Court entered an order jointly administering the two cases but vacated this order upon Wrap Media, LLC's oral motion on April 7, 2017. The cases are assigned to Judge Hannah L. Blumenstiel. At the time of the filing, the Debtors estimated their assets at $1 million to $10 million and liabilities at $10 million to $50 million. The Debtors hired St. James Law, P.C., as their legal counsel; and Beyer Law Group, LLP, as special counsel. Kranz & Associates was hired for outsourced operations. On Jan. 31, 2017, the U.S. trustee for Region 17 appointed an official committee of unsecured creditors. The Committee's attorneys are Tobias S. Keller, Esq., Keith A. McDaniels, Esq., and Dara L. Silveria, Esq., at Keller & Benvenutti LLP, in San Francisco, California. [^] BOND PRICING: For the Week from December 11 to 15, 2017 ----------------------------------------------------------- Company Ticker Coupon Bid Price Maturity ------- ------ ------ --------- -------- Alpha Appalachia Holdings Inc ANR 3.250 2.048 8/1/2015 American Eagle Energy Corp AMZG 11.000 1.250 9/1/2019 Amyris Inc AMRS 9.500 62.297 4/15/2019 Amyris Inc AMRS 6.500 60.439 5/15/2019 Appvion Inc APPPAP 9.000 37.530 6/1/2020 Appvion Inc APPPAP 9.000 37.375 6/1/2020 Armstrong Energy Inc ARMS 11.750 15.813 12/15/2019 Armstrong Energy Inc ARMS 11.750 14.250 12/15/2019 Aurora Diagnostics Holdings LLC / Aurora Diagnostics Financing Inc ARDX 10.750 95.200 1/15/2018 Avaya Inc AVYA 10.500 6.250 3/1/2021 Avaya Inc AVYA 10.500 7.000 3/1/2021 BPZ Resources Inc BPZR 6.500 3.017 3/1/2015 BPZ Resources Inc BPZR 6.500 3.017 3/1/2049 Bon-Ton Department Stores Inc/The BONT 8.000 30.000 6/15/2021 Boston Properties LP BXP 3.700 101.179 11/15/2018 BreitBurn Energy Partners LP / BreitBurn Finance Corp BBEP 7.875 3.000 4/15/2022 BreitBurn Energy Partners LP / BreitBurn Finance Corp BBEP 8.625 6.250 10/15/2020 BreitBurn Energy Partners LP / BreitBurn Finance Corp BBEP 8.625 1.435 10/15/2020 BreitBurn Energy Partners LP / BreitBurn Finance Corp BBEP 8.625 1.435 10/15/2020 Buffalo Thunder Development Authority BUFLO 11.000 37.375 12/9/2022 Builders FirstSource Inc BLDR 10.750 113.155 8/15/2023 Cenveo Corp CVO 8.500 16.500 9/15/2022 Cenveo Corp CVO 8.500 20.250 9/15/2022 Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018 Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018 Chukchansi Economic Development Authority CHUKCH 9.750 57.490 5/30/2020 Claire's Stores Inc CLE 9.000 65.500 3/15/2019 Claire's Stores Inc CLE 8.875 28.010 3/15/2019 Claire's Stores Inc CLE 9.000 65.500 3/15/2019 Claire's Stores Inc CLE 7.750 10.750 6/1/2020 Claire's Stores Inc CLE 9.000 66.000 3/15/2019 Claire's Stores Inc CLE 7.750 10.750 6/1/2020 Cobalt International Energy Inc CIEI 3.125 13.000 5/15/2024 Cobalt International Energy Inc CIEI 2.625 10.250 12/1/2019 Cumulus Media Holdings Inc CMLS 7.750 18.250 5/1/2019 EV Energy Partners LP / EV Energy Finance Corp EVEP 8.000 52.500 4/15/2019 EXCO Resources Inc XCO 8.500 5.049 4/15/2022 Egalet Corp EGLT 5.500 48.050 4/1/2020 Emergent Capital Inc EMGC 8.500 54.745 2/15/2019 Energy Conversion Devices Inc ENER 3.000 7.875 6/15/2013 Energy Future Holdings Corp TXU 6.550 14.750 11/15/2034 Energy Future Holdings Corp TXU 6.500 14.750 11/15/2024 Energy Future Holdings Corp TXU 9.750 10.000 10/15/2019 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 11.250 38.000 12/1/2018 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 11.250 36.750 12/1/2018 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 9.750 10.000 10/15/2019 FGI Operating Co LLC / FGI Finance Inc GUN 7.875 20.100 5/1/2020 Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011 GenOn Energy Inc GENONE 9.500 79.375 10/15/2018 GenOn Energy Inc GENONE 9.500 79.125 10/15/2018 GenOn Energy Inc GENONE 9.500 79.125 10/15/2018 Gibson Brands Inc GIBSON 8.875 84.250 8/1/2018 Gibson Brands Inc GIBSON 8.875 82.750 8/1/2018 Gibson Brands Inc GIBSON 8.875 84.000 8/1/2018 Global Brokerage Inc GLBR 2.250 44.500 6/15/2018 Homer City Generation LP HOMCTY 8.137 38.750 10/1/2019 Iconix Brand Group Inc ICON 1.500 84.240 3/15/2018 Illinois Power Generating Co DYN 7.000 33.500 4/15/2018 Illinois Power Generating Co DYN 6.300 33.500 4/1/2020 Interactive Network Inc / FriendFinder Networks Inc FFNT 14.000 70.267 12/20/2018 IronGate Energy Services LLC IRONGT 11.000 35.125 7/1/2018 IronGate Energy Services LLC IRONGT 11.000 35.125 7/1/2018 IronGate Energy Services LLC IRONGT 11.000 35.125 7/1/2018 IronGate Energy Services LLC IRONGT 11.000 35.125 7/1/2018 Las Vegas Monorail Co LASVMC 5.500 4.000 7/15/2019 Lehman Brothers Holdings Inc LEH 1.500 3.326 3/29/2013 Lehman Brothers Holdings Inc LEH 5.000 3.326 2/7/2009 Lehman Brothers Holdings Inc LEH 4.000 3.326 4/30/2009 Lehman Brothers Holdings Inc LEH 2.070 3.326 6/15/2009 Lehman Brothers Holdings Inc LEH 1.383 3.326 6/15/2009 Lehman Brothers Holdings Inc LEH 1.600 3.326 11/5/2011 Lehman Brothers Holdings Inc LEH 2.000 3.326 3/3/2009 Lehman Brothers Inc LEH 7.500 1.226 8/1/2026 Linc USA GP / Linc Energy Finance USA Inc LNCAU 9.625 1.000 10/31/2017 Lonestar Resources America Inc LONE 8.750 98.875 4/15/2019 Lonestar Resources America Inc LONE 8.750 92.850 4/15/2019 MF Global Holdings Ltd MF 3.375 28.250 8/1/2018 MModal Inc MODL 10.750 6.125 8/15/2020 Mashantucket Western Pequot Tribe MASHTU 7.350 17.740 7/1/2026 Midstates Petroleum Co Inc / Midstates Petroleum Co LLC MPO 10.750 1.349 10/1/2020 Murray Energy Corp MURREN 9.500 50.052 12/5/2020 Murray Energy Corp MURREN 9.500 50.052 12/5/2020 New Gulf Resources LLC/ NGR Finance Corp NGREFN 12.250 2.947 5/15/2019 New Gulf Resources LLC/ NGR Finance Corp NGREFN 12.250 2.947 5/15/2019 New Gulf Resources LLC/ NGR Finance Corp NGREFN 12.250 2.947 5/15/2019 Nine West Holdings Inc JNY 8.250 11.000 3/15/2019 Nine West Holdings Inc JNY 6.125 11.800 11/15/2034 Nine West Holdings Inc JNY 6.875 11.750 3/15/2019 Nine West Holdings Inc JNY 8.250 10.875 3/15/2019 Nortel Networks Capital Corp NT 7.875 3.281 6/15/2026 OMX Timber Finance Investments II LLC OMX 5.540 10.250 1/29/2020 Orexigen Therapeutics Inc OREX 2.750 36.000 12/1/2020 Orexigen Therapeutics Inc OREX 2.750 36.000 12/1/2020 Powerwave Technologies Inc PWAV 3.875 0.435 10/1/2027 Powerwave Technologies Inc PWAV 1.875 0.435 11/15/2024 Powerwave Technologies Inc PWAV 3.875 0.435 10/1/2027 Powerwave Technologies Inc PWAV 1.875 0.435 11/15/2024 Prospect Holding Co LLC / Prospect Holding Finance Co PRSPCT 10.250 48.250 10/1/2018 Real Alloy Holding Inc REAALL 10.000 73.250 1/15/2019 Real Alloy Holding Inc REAALL 10.000 63.000 1/15/2019 Renco Metals Inc RENCO 11.500 26.750 7/1/2003 Rex Energy Corp REXX 6.250 34.000 8/1/2022 Rex Energy Corp REXX 8.875 38.900 12/1/2020 Rolta LLC RLTAIN 10.750 25.250 5/16/2018 SAExploration Holdings Inc SAEX 10.000 43.140 7/15/2019 SandRidge Energy Inc SD 7.500 2.081 2/15/2023 Sears Holdings Corp SHLD 8.000 50.151 12/15/2019 SiTV LLC / SiTV Finance Inc NUVOTV 10.375 68.250 7/1/2019 SiTV LLC / SiTV Finance Inc NUVOTV 10.375 68.000 7/1/2019 SunEdison Inc SUNE 2.375 2.250 4/15/2022 SunEdison Inc SUNE 0.250 1.750 1/15/2020 SunEdison Inc SUNE 2.625 2.125 6/1/2023 SunEdison Inc SUNE 2.750 2.125 1/1/2021 SunEdison Inc SUNE 3.375 2.125 6/1/2025 TMST Inc THMR 8.000 18.000 5/15/2013 Talos Production LLC / Talos Production Finance Inc TALPRO 9.750 76.000 2/15/2018 Talos Production LLC / Talos Production Finance Inc TALPRO 9.750 76.000 2/15/2018 TerraVia Holdings Inc TVIA 5.000 10.250 10/1/2019 Titan International Inc TWI 6.875 102.640 10/1/2020 Toyota Motor Credit Corp TOYOTA 1.575 100.000 12/20/2017 Toys R Us - Delaware Inc TOY 8.750 30.750 9/1/2021 Toys R Us Inc TOY 7.375 31.500 10/15/2018 Transworld Systems Inc TSIACQ 9.500 35.000 8/15/2021 Transworld Systems Inc TSIACQ 9.500 64.250 8/15/2021 UCI International LLC UCII 8.625 4.489 2/15/2019 Vanguard Operating LLC VNR 8.375 17.750 6/1/2019 Walter Energy Inc WLTG 8.500 0.834 4/15/2021 Walter Energy Inc WLTG 9.875 0.834 12/15/2020 Walter Energy Inc WLTG 9.875 0.834 12/15/2020 Walter Energy Inc WLTG 9.875 0.834 12/15/2020 Walter Investment Management Corp WAC 4.500 7.955 11/1/2019 iHeartCommunications Inc IHRT 10.000 76.134 1/15/2018 iHeartCommunications Inc IHRT 6.875 43.100 6/15/2018 ********* 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 ***