/raid1/www/Hosts/bankrupt/TCR_Public/171226.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, December 26, 2017, Vol. 21, No. 359
Headlines
AJ HOME HEALTH: Case Summary & 4 Unsecured Creditors
ALGODON WINES: Board Okays Reverse Split of Common Stock
ALGODON WINES: Changes Meeting Quorum Requirements
ALGODON WINES: Reappoints Mathis as CEO and Echevarria as CFO
ALTISOURCE PORTFOLIO: S&P Affirms 'B' ICR, Outlook Stable
ALVADA MANAGEMENT: Hires Robert Bassel as Bankruptcy Counsel
AMERICAN FUEL: Hires Forshey & Prostok as Bankruptcy Counsel
AMERICAN POWER: Disputes Purported Termination of M&R License Deal
AMERICAN POWER: Extends Maturity of $500K Credit Facility to 2018
AMERICAN POWER: Stock Delisted from OTCQB
APOLLO MEDICAL: Lakhi Sakhrani Has 5.5% Stake as of Dec. 8
APPVION INC: Fee Examiner Taps Bayard as Legal Counsel
ASHTON WOODS: S&P Affirms 'B-' Corp. Credit Rating, Outlook Stable
ASSOCIATED ASPHALT: S&P Lowers CCR to 'B', Outlook Stable
BLACKRIDGE TECHNOLOGY: Signs up to $7M in Financing with Investor
BOYD GAMING: Moody's Alters Outlook to Stable & Affirms B2 CFR
CHASE MONARCH: Hires Hector J. Figueroa as Bankruptcy Counsel
CHEERVIEW ENTERPRISES: Hires Robert Bassel as Counsel
CHELSEA CRAFT: Ch. 11 Trustee Hires AuctionAdvisors as Auctioneer
CHENIERE CORPUS: S&P Affirms 'BB-' Corporate Credit Rating
CHOWDER GAS: Needs Permission to Access Cash Collateral
CITY HOME CARE: Taps James Amos as Bankruptcy Counsel
CLA PROPERTIES: Hires Michael W. Carmel as Bankruptcy Counsel
COBALT INTERNATIONAL: U.S. Trustee Forms 3-Member Committee
CORE SUPPLEMENT: Files Second Amended First Day Motion
CORRECT CARE: Moody's Affirms Caa2 CFR & Revises Outlook to Pos.
DELMAC LLC: Taps Ronald I. Chorches as Legal Counsel
DETROIT, MI: S&P Raises Issuer Credit Rating to 'B+'
DEXTERA SURGICAL: Hires Rust/Omni as Administrative Agent
DIFFUSION PHARMACEUTICALS: Has Offering of Common Shares
DIOCESE OF NEW ULM: Hires Patchin Messner as Valuation Expert
EATERIES INC: Sale of Assets to Practical Investors for $2M Okayed
ENCORE PROPERTY: Chapter 11 Petition Legally Null, Court Rules
EXCO RESOURCES: S&P Lowers Corp. Credit Rating to 'D'
FIRST CAPITAL: Hires ASI Advisors as Financial Advisors
FISHERMAN'S PIER: Ch.11 Trustee Taps KapilaMukamal as Accountant
FISHERMAN'S PIER: Chapter 11 Trustee Hires Rice Pugatch as Counsel
FIVE A TRADING: Hires Justin Oliverio as Counsel
FOUNDATION OF HUMAN: Taps David Epstein as Nonprofit Tax Counsel
FREDDIE MAC: Amends Senior Preferred Stock Certificate
FREDDIE MAC: FHFA Releases 2018 Conservatorship Scorecard
FTE NETWORKS: Lateral Investment Has 33.7% Stake as of Dec. 18
GEORGE BOULANGER: May Use Cash Collateral on Interim Basis
GOTITAPAK INC: Taps Carlos Pena Garcia as Accountant
GREEN ISLAND: Moody's Affirms Ba1 Revenue Bonds; Outlook Negative
GULFPORT ENERGY: S&P Raises CCR to 'BB-', Outlook Stable
HELIOS AND MATHESON: CVI Investments Has 8.4% Stake as of Dec. 31
HENRY HOLDINGS: S&P Puts 'B' CCR on Watch Dev. on Fortifiber Deal
HERALD MEDIA: U.S. Trustee Unable to Appoint Committee
HIG HOLDINGS: S&P Affirms Then Withdraws 'B' Issuer Credit Rating
HIGHVEST INC: Hires Angelo A. Gasparri as Bankruptcy Counsel
HOOPER HOLMES: Lincoln, Aracle Selling 4.09M Shares
IHEARTCOMMUNICATIONS INC: Extends Notes Private Offers Deadline
IHEARTCOMMUNICATIONS INC: Extends Private Term Loan Offers
INTERNATIONAL SEAWAYS: S&P Places 'B' CCR on CreditWatch Negative
IOWA HEALTHCARE: Files Chapter 11 Joint Plan of Liquidation
JOSEPH HEATH: $369K Sale of Alexandria Property to Marsh Approved
LAGO RESORT: S&P Cuts CCR to 'CCC' on Weak Operating Performance
LAKE SHORE GAS: Seeks Authority to Use Cash Collateral
MEDONE HEALTHCARE: Seeks Approval on Cash Collateral Stipulation
MESOBLAST LIMITED: MSC Product Phase 3 Trial Completes Enrollment
MH SUB I: Moody's Assigns B3 Corp. Family Rating; Outlook Stable
MICRON TECHNOLOGY: S&P Affirms 'BB' Sr. Unsecured Notes Rating
NAVISTAR INTERNATIONAL: Extends Credit Suisse NPA to 2018
NCCD-COLLEGE STATION: S&P Cuts Debt Rating to 'CCC' on Risk Default
NCP FINANCE: S&P Affirms Then Withdraws 'B-' Issuer Credit Rating
NIMBUS CONCEPTS: Taps Wadsworth Warner as Legal Counsel
NORTHERN OIL: Board OKs $176 Million 2018 Capital Budget
NOTIS GLOBAL: Incurs $5.73 Million Net Loss in Q3 2016
NOVABAY PHARMACEUTICALS: Extends General Counsel's Term Until 2019
OCEAN CLUB: U.S. Trustee Unable to Appoint Committee
ORCHARD ACQUISITION: Full Payment for Unsecureds Under Joint Plan
PAPERWORKS INDUSTRIES: S&P Lowers CCR to 'CC' on Restructuring
PARADISE AMUSEMENTS: U.S. Trustee Unable to Appoint Committee
PARETEUM CORP: Eliminates $8.1 Million Atalaya Senior Secured Debt
PARSLEY ENERGY: S&P Alters Outlook to Pos on Increasing Production
PATTY DEWITT: Sale of Morgantown Property to TA for $2.4M Approved
PAUL MARTIN: Unsecureds to be Paid in Deferred Cash Payments
PETROQUEST ENERGY: Inks Lease Acquisition Agreement with Navitas
PETROQUEST ENERGY: Swaps 2.24M Common Shares for $4.75M Notes
PHASERX INC: Has Authority to Use Cash Collateral on Interim Basis
PNEURON CORP: Public Auction Slated for January 5
PREFERRED CARE: Taps Focus Management as Financial Advisor
PREFERRED CARE: Taps JND Corporate as Claims Agent
PROPERTY VENTURES: Taps Stinson Leonard as Legal Counsel
PROTEA BIOSCIENCES: U.S. Trustee Forms Four-Member Committee
RAMLA USA: Taps Brutzkus Gubner as Legal Counsel
RAPID AMERICAN: Bid to Seal Portions of Midland Sale Motion Nixed
REPLOGLE HARDWOOD: $900K Sale of All Assets to Fox Harwood Approved
RLE INDUSTRIES: Unsecureds to Get 10% Under Joint Liquidation Plan
ROBERT BLEZA: $135K Sale of John Property to Region Home Approved
ROBSTOWN CITY, TX: Moody's Corrects December 5 Release
ROSETTA GENOMICS: Will be Acquired by Genoptix for $10M in Cash
RUBY TUESDAY: S&P Withdraws 'CCC+' CCR Amid NRD Acquisition
RUBY TUESDAY: Stock Delisted from NYSE
SAEXPLORATION HOLDINGS: Has Restructuring Deal With Noteholders
SAEXPLORATION HOLDINGS: Inks Restructuring Deal With BlueMountain
SCIENTIFIC GAMES: Hikes BofA Credit Facility by $40 Million
SNAP INTERACTIVE: Sells $1M Common Stock to Hershey Strategic
SUNQUEST PROPERTIES: S&P Cuts Rating on 2005 Housing Bonds to BB
SUNRISE REAL: Posts $3.3 Million Net Income in Q1 2016
SYNCHRONOSS TECHNOLOGIES: S&P Withdraws BB- Rating
TSC/JMJ SNOWDEN: U.S. Trustee Unable to Appoint Committee
ULURU INC: Signs a Lease Pact of 2,452 Square Feet Office Space
VERMILLION INC: Appoints Bob Beechey to Newly Created CFO Post
WARTBURG COLLEGE: Fitch Affirms BB- Rating on $84.6MM College Bonds
WEST 16TH STREET: Taps Robinson Brog as Legal Counsel
YIELD10 BIOSCIENCE: Closes Public Offering of $14.5 Million Units
*********
AJ HOME HEALTH: Case Summary & 4 Unsecured Creditors
----------------------------------------------------
Debtor: AJ Home Health Services, Inc.
123 Executive Way, Ste. 209
DeSoto, TX 75115
Type of Business: AJ Home Health Services, Inc. is a home
health care services provider based in
DeSoto, Texas.
Chapter 11 Petition Date: December 22, 2017
Case No.: 17-42820
Court: United States Bankruptcy Court
Eastern District of Texas (Sherman)
Judge: Hon. Brenda T. Rhoades
Debtor's Counsel: Hudson M Jobe, Esq.
QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER,
P.C.
2001 Bryan Street, Suite 1800
Dallas, TX 75201
Tel: 214-871-2100
Fax: 214-871-2111
E-mail: hjobe@qslwm.com
- and -
Christopher J. Moser, Esq.
QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER,
P.C.
2001 Bryan Street
Suite 1800
Dallas, TX 75201-3005
Tel: (214) 871-2100
Fax: (214)871-2111
E-mail: cmoser@qslwm.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Judge Ugbomoh, director.
A copy of the Debtor's list of four unsecured creditors is
available for free at:
http://bankrupt.com/misc/txeb17-42820_creditors.pdf
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/txeb17-42820.pdf
ALGODON WINES: Board Okays Reverse Split of Common Stock
--------------------------------------------------------
The stockholders of Algodon Wines & Luxury Development Group, Inc.,
has approved on Sept. 28, 2017, a reverse stock split of the
outstanding shares of common stock in a range from one-for-two
(1:2) up to one-for-six (1:6), or anywhere between, if required for
the uplisting of the Company's common stock to a national exchange.
On Dec. 17, 2017, the Board of Directors approved a reverse stock
split of the outstanding shares of common stock of one-for-five
shares (1:5), if required, effective upon the listing of the
Company's common stock on a national exchange.
On Dec. 17, 2017, the Board of Directors approved amendments to the
Company's Audit Committee Charter, effective upon the uplisting of
the Company's common stock to a national exchange to change, among
other items, the number of independent directors from at least two
to at least three.
On Dec. 17, 2017, the Board of Directors adopted the Compensation
Committee Charter effective upon the uplisting of the Company's
common stock to a national exchange.
On Dec. 17, 2017, the Board of Directors approved adjustments to
the purchase price or exercise price and to the number of shares of
common stock issuable upon exercise of outstanding options and
warrants.
On Dec. 17, 2017, the Board approved technical and administrative
amendments to the Company's Code of Business Conduct and
Whistleblower Policy. A copy of the amended Code of Business
Conduct and Whistleblower Policy of the Company is available for
free at https://is.gd/FDuPKd
About Algodon Wines
Through its wholly-owned subsidiaries, Algodon Wines & Luxury
Development Group, Inc. -- http://www.algodongroup.com/-- invests
in, develops and operates real estate projects in Argentina. Based
in New York, AWLD operates a hotel, golf and tennis resort,
vineyard and producing winery in addition to developing residential
lots located near the resort. The activities in Argentina are
conducted through its operating entities: InvestProperty Group,
LLC, Algodon Global Properties, LLC, The Algodon - Recoleta S.R.L,
Algodon Properties II S.R.L., and Algodon Wine Estates S.R.L. AWLD
distributes its wines in Europe through its United Kingdom entity,
Algodon Europe, LTD.
Marcum 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 significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
Algodon Wines reported a net loss of $10.04 million on $1.52
million of sales for the year ended Dec. 31, 2016, compared to a
net loss of $8.27 million on $1.86 million of sales for the year
ended Dec. 31, 2015. As of Sept. 30, 2017, Algodon Wines had $8.84
million in total assets, $4.03 million in total liabilities, $7.61
million in series B convertible redeemable preferred stock and a
$2.80 million total stockholders' deficiency.
ALGODON WINES: Changes Meeting Quorum Requirements
--------------------------------------------------
The Board of Directors of Algodon Wines & Luxury Development Group,
Inc. approved amendments to the Amended and Restated Bylaws of the
Company which changed the quorum requirement from "the holders of
not less than a majority of the shares entitled to vote at any
meeting of the stockholders, present in person or by proxy, will
constitute a quorum," to now read, "the holders of not less than
33% of the shares entitled to vote at any meeting of the
stockholders, present in person or by proxy, will constitute a
quorum."
In addition, the Board of Directors changed the stockholder vote
required to authorize any corporate action other than the election
of directors from a "majority in voting power of the shares
entitled to vote on the subject matter" to now require "a majority
in voting power of the shares entitled to vote on a subject matter
and present at the meeting, whether in person or by proxy." A copy
of the amendments to the Amended and Restated Bylaws of the Company
is available for free at https://is.gd/OxjGcO
About Algodon Wines
Through its wholly-owned subsidiaries, Algodon Wines & Luxury
Development Group, Inc. -- http://www.algodongroup.com/-- invests
in, develops and operates real estate projects in Argentina. Based
in New York, AWLD operates a hotel, golf and tennis resort,
vineyard and producing winery in addition to developing residential
lots located near the resort. The activities in Argentina are
conducted through its operating entities: InvestProperty Group,
LLC, Algodon Global Properties, LLC, The Algodon - Recoleta S.R.L,
Algodon Properties II S.R.L., and Algodon Wine Estates S.R.L. AWLD
distributes its wines in Europe through its United Kingdom entity,
Algodon Europe, LTD.
Marcum 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 significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
Algodon Wines reported a net loss of $10.04 million on $1.52
million of sales for the year ended Dec. 31, 2016, compared to a
net loss of $8.27 million on $1.86 million of sales for the year
ended Dec. 31, 2015.
As of Sept. 30, 2017, Algodon Wines had $8.84 million in total
assets, $4.03 million in total liabilities, $7.61 million in series
B convertible redeemable preferred stock and a $2.80 million total
stockholders' deficiency.
ALGODON WINES: Reappoints Mathis as CEO and Echevarria as CFO
-------------------------------------------------------------
The Board of Directors of Algodon Wines & Luxury Development Group,
Inc., has reappointed Scott Mathis to continue to serve in the
capacity of chief executive officer of the Company and Maria
Echevarria to continue to serve in the capacity of chief financial
officer of the Company.
In connection with the reappointment of the CEO and CFO, on Dec.
17, 2017, the Board of Directors granted options to the CEO to
acquire 300,000 shares of common stock of the Company and to the
CFO to acquire 50,000 shares of common stock of the Company at an
exercise price of $1.10 per share. One year from the date of
grant, 25% of the options vest, with the remaining 75% vesting in
equal quarterly installments thereafter. The options expire on
Dec. 17, 2022.
In connection with services provided by two members of the Board of
Directors, on Dec. 17, 2017, the Board of Directors granted options
to acquire 50,000 shares of common stock of the Company at an
exercise price of $1.10 per share to two of the members of the
Board of Directors. One year from the date of grant, 25% of the
options vest, with the remaining 75% vesting in equal quarterly
installments thereafter. The options expire on Dec. 17, 2022.
About Algodon Wines
Through its wholly-owned subsidiaries, Algodon Wines & Luxury
Development Group, Inc. -- http://www.algodongroup.com/-- invests
in, develops and operates real estate projects in Argentina. Based
in New York, AWLD operates a hotel, golf and tennis resort,
vineyard and producing winery in addition to developing residential
lots located near the resort. The activities in Argentina are
conducted through its operating entities: InvestProperty Group,
LLC, Algodon Global Properties, LLC, The Algodon - Recoleta S.R.L,
Algodon Properties II S.R.L., and Algodon Wine Estates S.R.L. AWLD
distributes its wines in Europe through its United Kingdom entity,
Algodon Europe, LTD.
Marcum 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 significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
Algodon Wines reported a net loss of $10.04 million on $1.52
million of sales for the year ended Dec. 31, 2016, compared to a
net loss of $8.27 million on $1.86 million of sales for the year
ended Dec. 31, 2015. As of Sept. 30, 2017, Algodon Wines had $8.84
million in total assets, $4.03 million in total liabilities, $7.61
million in series B convertible redeemable preferred stock and a
$2.80 million total stockholders' deficiency.
ALTISOURCE PORTFOLIO: S&P Affirms 'B' ICR, Outlook Stable
---------------------------------------------------------
S&P Global Ratings said it affirmed its 'B' long-term issuer credit
rating on Altisource Portfolio Solutions S.A. In addition, S&P
removed the ratings from CreditWatch with negative implications,
where it placed them on May 1, 2017. The outlook is stable.
S&P said, "The rating action reflects our expectation that the
company will reach a services agreement with NRZ that will not
affect leverage. Altisource and NRZ signed a letter of intent to
enter into a services agreement that reduces the risk of Altisource
losing Ocwen-related revenues. Altisource derived 75% of its
revenue from Ocwen for 2016, and 57% of Ocwen's total unpaid
principal balance (UPB) is of loans for which the rights have been
sold to NRZ. In August 2017, Altisource reached a cooperative
brokerage agreement with NRZ through which NRZ can receive
commissions for each real estate owned property sold by Altisource
and its affiliates on behalf of NRZ but continues to be in talks to
reach a final services agreement."
Outlook
S&P said, "The stable outlook on Altisource reflects S&P Global
Ratings' view that Altisource will eventually reach a services
agreement with NRZ. We expect that Altisource will continue to
execute on its strategy to grow non-Ocwen-related revenues and that
management will continue to look for ways maintain stable leverage.
We expect that revenues will remain concentrated in products and
services that are focused on the domestic mortgage and real estate
industry, an industry that we believe is prone to cyclicality,
which will limit our assessment of Altisource's business risk over
the long term. Additionally, we expect that the firm will operate
with a debt-to-EBITDA ratio of 2.5x-3.0x during the next 12 months
from a combination of debt purchases and EBITDA stabilization."
Upside scenario
S&P could raise the rating during the next 12 months if Altisource
continues to focus maintaining stable leverage and is able to grow
non-Ocwen/NRZ-related EBITDA.
Downside scenario
S&P said, "We could lower the rating during the next 12 months if
the firm is unable to grow non-Ocwen-related revenues, resulting in
an increase in its debt-to-EBITDA ratio to above 3x. We could also
lower the rating if we expect a material change to the company's
relationship with Ocwen or NRZ, such that a large portion of the
firm's revenues are at risk."
ALVADA MANAGEMENT: Hires Robert Bassel as Bankruptcy Counsel
------------------------------------------------------------
Alvada Management, LLC, seeks authority from the U.S. Bankruptcy
Court for the Eastern District of Michigan to employ Robert Bassel
as counsel to the Debtor.
Alvada Management requires Robert Bassel to assist and represent
the Debtor in relation to the Chapter 11 bankruptcy proceeding.
Robert Bassel will be paid at the hourly rate of $300. Robert
Bassel will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert Bassel received a $5,000 retainer from the Debtor's
principal. From that amount, $1,717 was applied for bankruptcy
filing fees and $1,500 for prepetition legal fees, leaving a $1,783
balance.
Robert Bassel, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Robert Bassel can be reached at:
Robert N. Bassel, Esq.
P.O. Box T
Clinton, MI 49236
Tel: (248) 677-1234
E-mail: bbassel@gmail.com
About Alvada Management, LLC
Alvada Management, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Mich. Case No. 16-22350) on November 19, 2017,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Robert Bassel, Esq.
AMERICAN FUEL: Hires Forshey & Prostok as Bankruptcy Counsel
------------------------------------------------------------
American Fuel Cell and Coated Fabrics Company seeks authority from
the U.S. Bankruptcy Court for the Northern District of Texas to
employ Forshey & Prostok, LLP, as attorney to the Debtor.
American Fuel requires Forshey & Prostok to:
a. advise the Debtor of its rights, powers and duties as the
Debtor and debtor-in-possession;
b. advise the Debtor concerning, and assist in the negotiation
and documentation of, agreements, debt restructurings, and
related transactions;
c. review the nature and validity of liens asserted against
the property of the Debtor and advise the Debtor concerning
the enforceability of such liens;
d. advise the Debtor concerning the actions that it might take
to collect and to recover property for the benefit of the
Debtor's estate;
e. prepare on behalf of the Debtor all necessary and
appropriate applications, motions, pleadings, draft orders,
notices, schedules and other documents, and review all
financial and other reports to be filed in the Chapter 11
case;
f. advise the Debtor concerning, and prepare responses to,
applications, motions, pleadings, notices and other papers
that may be filed and served in the Chapter 11 case;
g. counsel the Debtor in connection with the formulation,
negotiation and promulgation of a plan of reorganization
and related documents;
h. perform all other legal services for and on behalf of the
Debtor that may be necessary or appropriate in connection
with, or arising from, the Chapter 11 case or the Debtor's
business and operations, including advising and assisting
the Debtor with respect to debt restructurings and asset
dispositions, and general partnership, tax, finance, real
estate and litigation matters; and
i. advise or represent the Debtor on all such matters and
undertakings with respect to which the firm may be
requested to either undertake or advise the Debtor.
Forshey & Prostok will be paid at these hourly rates:
Partners $425-$575
Legal Assistants $175-$225
On November 21, 2017, Forshey & Prostok received a $10,000
retainer. Prior to the Petition Date, Forshey & Prostok drew down
the retainer to cover its prepetition fees and expenses in the
amount of $10,000 and wrote off the remaining balance of
$3,915.37.
Forshey & Prostok will also be reimbursed for reasonable
out-of-pocket expenses incurred.
J. Robert Forshey, partner of Forshey & Prostok, LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Forshey & Prostok can be reached at:
J. Robert Forshey, Esq.
FORSHEY & PROSTOK, LLP
777 Main St., Suite 1290
Fort Worth, TX 76102
Tel: (817) 877-8855
Fax: (817) 877-4151
E-mail: bforshey@forsheyprostock.com
About American Fuel Cell and
Coated Fabrics Company
Based in Wichita Falls, Texas, American Fuel Cell and Coated
Fabrics Company http://amfuel.com/-- is engaged in the
manufacturing of rubber products supplying fuel cells and flexible
liquid storage equipment for the defense and commercial
industries.
In 1917, American Fuel Cells and Coated Fabrics Company, formerly
known as Firestone Tire & Rubber Company, began as a supplier of
fuel cells to the U.S. Signal Corp. for aviation needs.
American Fuel Cell and Coated Fabrics Company filed a Chapter 11
petition (Bankr. N.D. Tex. Case No. 17-44766), on November 26,
2017. The petition was signed by Leonard J. Annaloro, CEO and
president. The case is assigned to Judge Mark X. Mullin. The Debtor
is represented by Robert J. Forshey, Esq. and Matthias Kleinsasser,
Esq. Forshey & Prostok LLP. At the time of filing, the Debtor had
estimated assets and estimated liabilities at $1 million to $10
million each.
AMERICAN POWER: Disputes Purported Termination of M&R License Deal
------------------------------------------------------------------
M&R Development, Inc. purported to terminate on Dec. 13, 2017, the
June 17, 2009 Exclusive Patent License Agreement between M&R and
American Power Group Corporation based on their assertion that the
Company is insolvent and that it has not made commercially
reasonable efforts to commercialize their dual fuel products. The
Company has notified M&R of its disagreement with these assertions
and the termination and of its intent to continue marketing their
dual fuel products pursuant to the terms of the license agreement
while the Company and M&R utilize the dispute resolution provisions
provided for in the agreement, as disclosed in a Form 8-K filed
with the Securities and Exchange Commission.
About American Power Group
American Power Group's alternative energy subsidiary, American
Power Group, Inc. -- http://www.americanpowergroupinc.com/--
provides products and services that promote the economic and
environmental benefits of its alternative fuel and emission
reduction technologies. The Company's patented Turbocharged
Natural Gas Dual Fuel Conversion Technology is a unique
non-invasive software driven solution that converts existing
vehicular and stationary diesel engines to run concurrently on
diesel and various forms of natural gas including compressed
natural gas, liquefied natural gas, conditioned well-head/ditch gas
or bio-methane gas with the flexibility to return to 100% diesel
fuel operation at any time. Depending on the fuel source and
operating profile, the Company's EPA and CARB approved dual fuel
conversions seamlessly displace 45% - 65% of diesel fuel with
cleaner burning natural gas resulting in measurable reductions in
nitrogen oxides (NOx) and other diesel-related emissions.
American Power reported a net loss available to common stockholders
of $10.40 million on $1.86 million of net sales for the year ended
Sept. 30, 2016, compared to a net loss available to common
stockholders of $1.04 million on $2.95 million of net sales for the
year ended Sept. 30, 2015. As of June 30, 2017, American Power had
$5.82 million in total assets, $12.08 million in total liabilities
and a total stockholders' deficit of $6.26 million.
Schechter Dokken Kanter Andrews & Selcer, Ltd., in Minneapolis,
Minnesota, issued a "going concern" qualification on the
consolidated financial statements for the year ended Sept. 30,
2016, citing that the Company has suffered recurring losses from
operations and has a net capital deficiency that raises substantial
doubt about its ability to continue as a going concern.
AMERICAN POWER: Extends Maturity of $500K Credit Facility to 2018
-----------------------------------------------------------------
American Power Group, Inc., a wholly owned subsidiary of American
Power Group Corporation, and Iowa State Bank, entered into a Change
of Terms Agreement, pursuant to which the maturity of APG's
$500,000 Revolving Line of Credit was extended from Dec. 18, 2017
to Jan. 18, 2018.
About American Power Group
American Power Group's alternative energy subsidiary, American
Power Group, Inc. -- http://www.americanpowergroupinc.com/--
provides products and services that promote the economic and
environmental benefits of its alternative fuel and emission
reduction technologies. The Company's patented Turbocharged
Natural Gas Dual Fuel Conversion Technology is a unique
non-invasive software driven solution that converts existing
vehicular and stationary diesel engines to run concurrently on
diesel and various forms of natural gas including compressed
natural gas, liquefied natural gas, conditioned well-head/ditch gas
or bio-methane gas with the flexibility to return to 100% diesel
fuel operation at any time. Depending on the fuel source and
operating profile, the Company's EPA and CARB approved dual fuel
conversions seamlessly displace 45% - 65% of diesel fuel with
cleaner burning natural gas resulting in measurable reductions in
nitrogen oxides (NOx) and other diesel-related emissions.
American Power reported a net loss available to common stockholders
of $10.40 million on $1.86 million of net sales for the year ended
Sept. 30, 2016, compared to a net loss available to common
stockholders of $1.04 million on $2.95 million of net sales for the
year ended Sept. 30, 2015. As of June 30, 2017, American Power had
$5.82 million in total assets, $12.08 million in total liabilities
and a total stockholders' deficit of $6.26 million.
Schechter Dokken Kanter Andrews & Selcer, Ltd., in Minneapolis,
Minnesota, issued a "going concern" qualification on the
consolidated financial statements for the year ended Sept. 30,
2016, citing that the Company has suffered recurring losses from
operations and has a net capital deficiency that raises substantial
doubt about its ability to continue as a going concern.
AMERICAN POWER: Stock Delisted from OTCQB
-----------------------------------------
American Power Group Corporation's common stock was removed from
the OTCQB and has been moved to the OTCPINK on Dec. 19, 2017, as
disclosed in a Form 8-K filed with the Securities and Exchange
Commission.
American Power was notified on Sept. 18, 2017, by the OTC Markets
Group that the bid price of the Company's common stock had closed
below $0.01 for more than 30 consecutive calendar days and no
longer met the Standards for Continued Eligibility for OTCQB as per
the OTCQB Standards, Section 2.3(2). The Company was granted a 90
calendar day cure period during which the minimum closing bid price
for the Company's common stock needed to be $.01 or greater for ten
consecutive trading days in order to continue trading on the OTCQB
marketplace.
About American Power Group
American Power Group's alternative energy subsidiary, American
Power Group, Inc. -- http://www.americanpowergroupinc.com/--
provides products and services that promote the economic and
environmental benefits of its alternative fuel and emission
reduction technologies. The Company's patented Turbocharged
Natural Gas Dual Fuel Conversion Technology is a unique
non-invasive software driven solution that converts existing
vehicular and stationary diesel engines to run concurrently on
diesel and various forms of natural gas including compressed
natural gas, liquefied natural gas, conditioned well-head/ditch gas
or bio-methane gas with the flexibility to return to 100% diesel
fuel operation at any time. Depending on the fuel source and
operating profile, the Company's EPA and CARB approved dual fuel
conversions seamlessly displace 45% - 65% of diesel fuel with
cleaner burning natural gas resulting in measurable reductions in
nitrogen oxides (NOx) and other diesel-related emissions.
American Power reported a net loss available to common stockholders
of $10.40 million on $1.86 million of net sales for the year ended
Sept. 30, 2016, compared to a net loss available to common
stockholders of $1.04 million on $2.95 million of net sales for the
year ended Sept. 30, 2015. As of June 30, 2017, American Power had
$5.82 million in total assets, $12.08 million in total liabilities
and a total stockholders' deficit of $6.26 million.
Schechter Dokken Kanter Andrews & Selcer, Ltd., in Minneapolis,
Minnesota, issued a "going concern" qualification on the
consolidated financial statements for the year ended Sept. 30,
2016, citing that the Company has suffered recurring losses from
operations and has a net capital deficiency that raises substantial
doubt about its ability to continue as a going concern.
APOLLO MEDICAL: Lakhi Sakhrani Has 5.5% Stake as of Dec. 8
----------------------------------------------------------
Lakhi Sakhrani reported in a Schedule 13D filed with the Securities
and Exchange Commission that as of Dec. 8, 2017, he beneficially
owns 1,724,211 shares of common stock of Apollo Medical Holdings,
Inc., constituting 5.57 percent of the shares outstanding.
Mr. Sakhrani's business address is 333 S. Garfield Ave., Suite H,
Alhambra, CA 91801. His present principal occupation is physician
located at 333 S. Garfield Ave., Suite H, Alhambra, CA 91801.
On Dec. 8, 2017, a reverse merger transaction between Network
Medical Management, Inc., a California corporation and the Issuer
was consummated such that NMM became a wholly-owned subsidiary of
the Issuer.
Immediately prior to the closing of the Merger, the Reporting
Person was a shareholder of NMM. Pursuant to the Merger, the
shares of NMM common stock previously held by Reporting Person were
converted into (i) 1,530,941 shares of common stock of the Issuer,
(ii) a warrant to purchase 48,082.18 shares of common stock of the
Issuer exercisable at any time prior to Dec. 8, 2022 at an exercise
price of $11.00 per share, (iii) a warrant to purchase 50,910.54
shares of common stock of the Issuer exercisable at any time prior
to Dec. 8, 2022 at an exercise price of $10.00 per share, (iv) cash
in lieu of fractional shares, and (v) the Reporting Person's pro
rata portion, if any, of the holdback shares of common stock of the
Issuer (such pro rata portion of the holdback shares would, without
offset, initially be equal to 170,104.50 shares of Common Stock of
the Issuer).
Immediately prior to the Closing, NMM made an in-kind distribution
on a pro rata basis to its shareholders (including the Reporting
Person) of the following warrants, which warrants were previously
held by NMM: (i) 1,111,111 Series A warrants (of which the
Reporting Person will receive 62,852.51 Series A warrants) to
purchase common stock of the Issuer, exercisable at any time prior
to Oct. 14, 2020 at an exercise price of $9.00 per share, and (ii)
555,555 Series B warrants (of which the Reporting Person will
receive 31,426.23 Series B warrants) to purchase common stock of
the Issuer, exercisable at any time prior to March 30, 2021 at an
exercise price of $10.00 per share.
Pursuant to the terms of each of the warrants, no fractional shares
will be issuable upon exercise or conversion of the Warrants, and
the number of shares to be issued shall be rounded down to the
nearest whole share. If a fractional share interest arises upon
any exercise or conversion of the Warrants, the Issuer shall
eliminate such fractional share interest by paying the holder of
the Warrants cash in the amount computed by multiplying the
fractional share interest by the fair market value of a full share,
as determined in accordance with the terms of the Warrants. As
such, the number and percentage of shares of Common Stock
beneficially owned by the Reporting Person excludes all fractional
shares of Common Stock issuable upon the exercise or conversion of
the Warrants.
A full-text copy of the regulatory filing is available at:
https://is.gd/H1MrVy
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.
APPVION INC: Fee Examiner Taps Bayard as Legal Counsel
------------------------------------------------------
The fee examiner appointed in Appvion Inc.'s Chapter 11 case seeks
approval from the U.S. Bankruptcy Court for the District of
Delaware to hire his own firm as legal counsel.
Justin Alberto proposes to employ Bayard, P.A. to, among other
things, assist the fee examiner in reviewing fee applications;
assist him in the preparation of reports; and give advice on legal
issues raised by inquiries to and from the bankruptcy professionals
employed in the Debtor's case.
The firm's hourly rates range from $500 to $1,050 for directors,
$315 to $470 for associates and $240 to $295 for
paraprofessionals.
The hourly rates for the primary Bayard professionals other than
the fee examiner (whose hourly rate is $500) anticipated to provide
the services are:
Gregory Flasser Associate $350
Larry Morton Paralegal $295
Mr. Alberto disclosed in a court filing that his firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Alberto disclosed that his firm has not agreed to any variations
from, or alternatives to, its standard or customary billing
arrangements for the engagement; and that no Bayard professional
has varied his rate based on the geographic location of the
Debtor's case.
Mr. Alberto also disclosed that his firm has not developed a formal
budget given the nature of its representation in the Debtor's case,
and the fact that fee applications will only be reviewed during
certain months. Bayard, however, has informally discussed
budgeting with counsel for the Debtor and estimates that during the
months in which fee applications will be reviewed, its fees will be
between $15,000 and $25,000 at a blended rate of $375 per hour, Mr.
Alberto further disclosed.
Bayard can be reached through:
Justin R. Alberto, Esq.
Gregory J. Flasser, Esq.
600 N. King Street, Suite 400
Wilmington, DE 19801
Tel: (302) 655-5000
Fax: (302) 658-6395
Email: jalberto@bayardlaw.com
About Appvion Inc.
Appvion, Inc. -- http://www.appvion.com/-- produces thermal,
carbonless, security, inkjet, digital specialty, and colored
papers. The Company is the largest manufacturer of direct thermal
paper in North America. Headquartered in Appleton, Wisconsin,
Appvion operates coating and converting plants there and in West
Carrollton, Ohio and a pulp and paper mill in Roaring Spring,
Pennsylvania. The Company employs approximately 1,400 people and is
100% employee-owned.
Appvion, Inc. and five affiliated debtors each filed a voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
D. Del. Lead Case No. 17-12082) on Oct. 1, 2017. The cases are
pending before the Honorable Kevin J. Carey.
Appvion Inc. disclosed total assets of $413,430,904 and total
liabilities of $714,758,194 as of Aug. 31, 2017.
DLA Piper is serving as legal counsel to Appvion, Guggenheim
Securities LLC is serving as the Company's investment banker, and
Alan Holtz of AlixPartners is serving as the Company's Chief
Restructuring Officer. Prime Clerk LLC is the claims and noticing
agent.
On Oct. 11, 2017, Andrew Vara, acting U.S. trustee for Region 3,
appointed an official committee of unsecured creditors. The
committee hired Lowenstein Sandler LLP, as counsel, Klehr Harrison
Harvey Branzburg LLP, as Delaware co-counsel.
On December 1, 2017, the court appointed Justin R. Alberto as the
fee examiner.
ASHTON WOODS: S&P Affirms 'B-' Corp. Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings affirmed its corporate credit rating on Ashton
Woods USA LLC at 'B-'. The outlook is stable.
S&P said, "In addition, we affirmed our issue-level rating on the
company's senior unsecured credit facilities at 'B-'. We also
revised our recovery rating on the debt to '3' from '4'. The '3'
recovery rating indicates our expectation of meaningful (50%-70%;
rounded estimate: 50%) recovery in the event of a payment default.
"Our affirmation of the 'B-' corporate credit rating on Ashton
Woods and our continued stable outlook incorporates our view that
Ashton Woods will achieve revenue growth between 7% and 9% in
fiscal 2018. We expect the company to have an incremental shift in
product mix toward entry-level communities through its Starlight
product, a new entry-level brand. We expect that these entry-level
communities will bring down the average selling price over time but
will result in increased volumes."
The stable outlook reflects S&P Global Ratings' expectation for
improving revenues from its recently launched Starlight product in
several markets. S&P said, "Our outlook incorporates an expectation
for lower average selling price (ASP) due to the reduced price
point of the Starlight product and an increased number of home
closings in 2018. We expect the company's adjusted debt leverage to
decrease between 5x and 5.5x as of fiscal year-end 2018, with
EBITDA interest coverage above 2x and for the company to maintain
adequate liquidity."
ASSOCIATED ASPHALT: S&P Lowers CCR to 'B', Outlook Stable
---------------------------------------------------------
S&P Global Ratings said it lowered its corporate credit rating and
issue-level ratings on Associated Asphalt Partners LLC to 'B' from
'B+'. The outlook is stable.
S&P said, "At the same time, we lowered our rating on the company's
senior secured term loan due 2024 to 'B' from 'B+'. The recovery
rating on the company's senior secured term loan due 2024 remains a
'3' , indicating our view that lenders can expect meaningful
(50%-70%; rounded estimate: 50%) recovery if a payment default
occurs.
"The downgrade reflects forecast leverage exceeding our previous
expectations due to increased competition in Associated's markets.
Since the acquisition of Axeon Marketing in March 2017, Associated
has faced margin pressure due to competitors lowering prices in
order to draw on their inventories, increased inventory costs from
refiners, and aggressive pricing from competitors attempting gain
Axeon market share. Associated was successfully able to maintain
mostly flat volumes in 2017 but faced a significant deterioration
in margin, leading to EBITDA well below our previous expectations.
In addition, the company's debt balance is higher than previously
forecast as less cash flow is projected available for debt
repayment via the cash flow sweep. We expect S&P Global Ratings'
adjusted debt to EBITDA to be above 10x in 2017. We do forecast a
return to a more normal competitive environment in 2018, which will
reduce leverage to approximately 6x. We have revised Associated's
financial risk to highly leveraged, reflecting sustained leverage
above 5x and majority ownership by an affiliate of Arclight Capital
Partners, which we assess to be a financial sponsor.
"The stable outlook reflects our expectation that Associated
Asphalt will face a more normal competitive environment in 2018,
resulting in leverage approaching 6x, excluding peak working
capital borrowings. In addition, we expect the company to maintain
adequate liquidity.
"We could lower the ratings if we viewed liquidity as less than
adequate or if we expected adjusted debt to EBITDA to be sustained
above 6x. This could occur due to a prolonged period of intense
competition, which pressures margins and volumes.
"We view an upgrade unlikely in the near term. However, we could
consider a positive rating action if the company's competitive
landscape improves and debt is reduced materially."
BLACKRIDGE TECHNOLOGY: Signs up to $7M in Financing with Investor
-----------------------------------------------------------------
BlackRidge Technology International, Inc., has entered into a term
sheet for a private placement of $6.0 million with an option to
invest an additional $1 million in preferred series B shares and
warrants to purchase the Company's common stock. The Company
anticipates that it will close the first tranche of the financing
in January 2018.
The securities offered and sold in this private placement and the
securities issuable upon any conversion or exercise, as applicable,
thereof were not and will not be registered under the Securities
Act of 1933, as amended, and may not be offered or sold in the
United States absent registration or an applicable exemption from
registration.
About BlackRidge Technology
Based in Reno, Nevada, BlackRidge Technology (OTCQB: BRTI) --
http://www.blackridge.us/-- provides next generation cyber defense
solutions that stop cyber-attacks and block unauthenticated access.
BlackRidge's patented First Packet Authentication technology was
developed for the military to cloak and protect servers and segment
networks. BlackRidge Transport Access Control authenticates user
and device identity and enforces security policy on the first
packet of network sessions. This new level of real-time protection
blocks or redirects unidentified and unauthorized traffic to stop
attacks and unauthorized access, isolates systems and segments
networks, and provides identity attribution. BlackRidge was
founded in 2010 to commercialize its military grade and patented
network security technology.
On Sept. 6, 2016, Grote Molen, Inc., entered into an agreement and
plan of reorganization with BlackRidge Technology International,
Inc., a Delaware corporation, and Grote Merger Co., a Delaware
corporation providing for the Company's acquisition of BlackRidge
in exchange for a controlling number of shares of the Company's
preferred and common stock pursuant to the merger of Grote Merger
Co. with and into BlackRidge, with BlackRidge continuing as the
surviving corporation. The transaction contemplated in the
agreement closed on Feb. 22, 2017.
On July 2, 2017, the Company filed a Certificate to Accompany
Restated Articles or Amended and Restated Articles with the
Secretary of State of Nevada to, among other things, change the
Company's name to BlackRidge Technology International, Inc.
Grote Molen reported a net loss of $259,447 for the year ended Dec.
31, 2016, compared to a net loss of $52,120 for the year ended Dec.
31, 2015. As of Sept. 30, 2017, the Company had $9.25 million in
total assets, $11.82 million in total liabilities and a total
stockholders' deficit of $2.57 million.
Pritchett, Siler & Hardy, P.C., in Farmington, Utah, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2016, noting that Grote
Molen, Inc., has incurred losses and negative cash flows from
operations. These factors raise substantial doubt about the
ability of the Company to continue as a going concern.
BOYD GAMING: Moody's Alters Outlook to Stable & Affirms B2 CFR
--------------------------------------------------------------
Moody's Investors Service revised Boyd Gaming Corporation's (Boyd)
rating outlook to stable from positive. The company's B2 Corporate
Family Rating, B2-PD Probability of Default Rating, Ba3 senior
secured bank loan rating, and B3 rating on the company's senior
unsecured notes were affirmed. Boyd has an SGL-2 Speculative Grade
Liquidity rating.
"In light of Boyd's recent announcements that it agreed to buy five
regional casino properties for total consideration of about $856
million, Moody's is of the view that Boyd will no longer be able to
achieve and maintain debt/EBITDA at/below the 5.25 times upgrade
target within a time frame necessary to achieve a higher rating,"
stated Keith Foley a senior Vice President at Moody's.
Boyd's debt/EBITDA on a Moody's adjusted basis for the latest
12-month period ended September 30, 2017 was about 5.6 times.
Moody's estimated pro forma debt/EBITDA based on the acquisition
multiples paid by Boyd for the five properties is about 5.8 times.
The affirmation of Boyd's B2 Corporate Family Rating considers
that, despite the high pro forma leverage, it is still comfortably
below the 6.0 times debt/EBITDA downward rating trigger.
Additionally, Moody's expects leverage will begin to drop modestly
during the next 12-18 month period as Boyd applies it's free cash
flow towards debt reduction.
Boyd recently entered into a definitive agreement with Penn
National Gaming, Inc. (Penn, Ba3 on review for downgrade) to
acquire Ameristar St. Charles and Ameristar Kansas City located in
Missouri, Belterra Casino Resort located in Indiana, and Belterra
Park in located in Ohio. The acquisition of these assets is in
connection with Penn's proposed acquisition of Pinnacle
Entertainment, Inc.(Ba3 on review for downgrade). Boyd will pay
total cash consideration of $575 million to acquire the four
assets, a multiple of 6.25 times projected EBITDA before assumed
synergies. This transaction is expected to be financed through cash
flow from operations and availability under the credit facility and
close by second half of 2018.
In an unrelated transaction, Boyd also agreed to acquire Valley
Forge Casino Resort from Valley Forge Convention Center Partners LP
for about $281 million in cash. Boyd plans to fund the acquisition
with incremental debt financing. The purchase price represents an
implied multiple of 7 times EBITDA, including the company's assumed
cost synergies and incremental growth from the property's impending
slot floor expansion, and before any operational improvements. This
transaction is expected to close by third quarter of 2018.
"From a strategic point of view, however, there is a credit
positive element to the these acquisitions in that they are
consistent with Boyd's geographic diversification plans, something
Moody's believes will be beneficial to the company over the
longer-term, both in terms of the company's overall credit profile,
competitive position, and possibly ratings at some point in the
future," added Foley.
Outlook Actions:
Issuer: Boyd Gaming Corporation
-- Outlook, Changed To Stable From Positive
Affirmations:
Issuer: Boyd Gaming Corporation
-- Probability of Default Rating, Affirmed B2-PD
-- Corporate Family Rating, Affirmed B2
-- Senior Secured Bank Credit Facility, Affirmed Ba3(LGD2)
-- Senior Unsecured Regular Bond/Debenture, Affirmed B3(LGD5)
RATINGS RATIONALE
Boyd's credit profile reflects the company's significant size and
geographic diversification, both on a current and a pro forma
basis. In terms revenue and number of casino assets, Boyd is
currently one of the three largest regional gaming companies with
over $2.3 billion of net revenue derived from 24 casino properties
across 14 distinct gaming markets. Positive credit consideration is
also provided by Moody's stable Industry Sector Outlook (ISO) for
the US gaming industry.
Key credit concerns include Boyd's significant leverage. Despite
the fact that the company has been reducing its leverage,
debt/EBITDA (Moody's adjusted basis) is still high, at about 5.6
times for the latest 12-month period ended September 30, 2017, and
about 5.8 times on a pro forma basis. While there have been some
recent improvements in overall gaming demand throughout the US,
Boyd and other U.S. regional gaming operators face casino
oversupply conditions and the resulting cannibalization of customer
dollars that is occurring throughout many US gaming markets.
Boyd is an owner and operator of 24 gaming entertainment properties
located in Nevada, Illinois, Indiana, Iowa, Kansas, Louisiana and
Mississippi.
Boyd's rating could be upgraded if it appears the company will be
able to achieve andmaintain debt/EBITDA below 5.25 times. An
upgrade would also require a continuation of stable gaming revenue
trends along with the maintenance of a good liquidity profile. A
downgrade could occur if Boyd's debt/EBITDA rises to and stays
at/or above 6.0 times for any reason.
CHASE MONARCH: Hires Hector J. Figueroa as Bankruptcy Counsel
-------------------------------------------------------------
Chase Monarch International, Inc., seeks authority from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ Hector
J. Figueroa Vincenty, Esquire, as attorney to the Debtor.
Chase Monarch requires Hector J. Figueroa to:
a. advise the Debtor with respect to its duties, powers and
responsibilities in the bankruptcy case, under the laws of
U.S. and Puerto Rico in which the Debtor in possession
conducts the operations, does business or is involved in
litigation;
b. advise the Debtor in connection with the determination of
whether reorganization is feasible and, help the Debtor in
the orderly liquidation of its assets;
c. assist the Debtor in the following negotiations with
creditors: (1) arrange the orderly liquidation of assets;
and (2) propose a viable Plan of Reorganization;
d. prepare on behalf of the Debtor the necessary complaints,
answers, orders, reports, memoranda of law and any other
papers or documents, including a Disclosure Statement and a
Plan of Reorganization;
e. perform the required legal services needed by the Debtor to
proceed or in connection with the operation of and
involvement of its business; and
f. perform the professional services as necessary for the
benefit of the Debtor and of the estate.
Hector J. Figueroa will be paid at the hourly rates of $200. The
firm will be paid a retainer in the amount of $5,000. It will also
be reimbursed for reasonable out-of-pocket expenses incurred.
Hector J. Figueroa, Esq., assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.
Hector J. Figueroa can be reached at:
Hector J. Figueroa Vincenty, Esq.
310 San Francisco Street, Suite 32
San Juan, PR 00901
Tel: (787) 378-1154
E-mail: quiebras@elbufetedelpueblo.com
About Chase Monarch International, Inc.
Chase Monarch International, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. D.P.R. Case No. 16-06841) on November 14, 2017,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Hector Juan Figueroa Vincenty, Esq.
CHEERVIEW ENTERPRISES: Hires Robert Bassel as Counsel
-----------------------------------------------------
Cheerview Enterprises, Inc., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Michigan to employ
Robert Bassel, Esqure, as counsel to the Debtor.
Alvada Management requires Robert Bassel to assist and represent
the Debtor in relation to the Chapter 11 bankruptcy proceeding.
Robert Bassel will be paid at the hourly rate of $300.
Robert Bassel received a $4,217 retainer from the Debtor's
principal, of which $1,717 was used for the filing fee and the rest
to pay prepetition legal fees, leaving no retainer.
Robert Bassel will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert Bassel, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Robert Bassel can be reached at:
Robert N. Bassel, Esq.
P.O. Box T
Clinton, MI 49236
Tel: (248) 677-1234
E-mail: bbassel@gmail.com
About Cheerview Enterprises, Inc.
Cheerview Enterprises, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Mich. Case No. 16-56162) on November 21, 2017,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Robert N. Bassel, Esq.
CHELSEA CRAFT: Ch. 11 Trustee Hires AuctionAdvisors as Auctioneer
-----------------------------------------------------------------
Yann Geron, the Chapter 11 Trustee of Chelsea Craft Brewing
Company, LLC, seeks authority from the U.S. Bankruptcy Court for
the Southern District of New York to employ AuctionAdvisors, as
auctioneer to the Trustee.
The Trustee requires AuctionAdvisors to:
(a) review the Debtor's business and assets in preparation for
marketing including reviewing all related documents (i.e.,
leases, contracts, applications, licenses) to the Debtor's
business and its assets;
(b) create a targeted marketing plan for the sale of the
Debtor's business and assets that may include "coming
soon" advertisement to create interest, and disseminate
approved marketing materials;
(c) solicit interested purchasers, including stalking-horse
bidders, and communicate with parties who express interest
in the Debtor's business and assets including a stalking-
horse bidder;
(d) respond to sale inquiries, provide information to
Interested purchasers, and negotiate with potential
purchasers regarding the Debtor's business and assets;
(e) arrange for physical inspection of the Debtor's business
and its assets by potential purchasers; and
(f) perform such other tasks as requested by the Trustee in
contemplation of the sale of the Debtor's assets and in
accordance with the engagement agreement with
AuctionAdvisors as approved by the Court.
AuctionAdvisors will be paid the following commissions:
a. 10 % of any gross proceeds of sale up to $50,000;
b. 8% of any gross proceeds of sale in excess of $50,000
but not more than $75,000;
c. 6% of any gross proceeds of sale in excess of $75,000
but not more than $100,000;
d. 4% of any gross proceeds of sale in excess of $100,000
but not more than $150,000; and
e. 2% of any gross proceeds of sale in excess of $150,000.
Joshua Olshin, co-founder and principal of AuctionAdvisors, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
AuctionAdvisors can be reached at:
Joshua Olshin
AUCTIONADVISORS
1350 Avenue of the Americas, 2nd Floor
New York, NY 10019
Tel: (800) 862-4348
About Chelsea Craft Brewing Company, LLC
Chelsea Craft Brewing Company, LLC operates a craft brewery and
taproom located at 463 East 173rd Street, Bronx, New York.
An involuntary Chapter 7 bankruptcy petition was filed against the
Debtor (Bankr. S.D.N.Y. Case No. 17-11459) on May 25, 2017. The
petitioning creditors Valerie Alexander, Bart Alexander, Joanne
Perona and Barbara A. Phelps are represented by Michael T. Sucher,
Esq.
Judge Sean H. Lane, who presides over the case, entered an order
for relief on July 28, 2017. The court also entered an order
converting the case to Chapter 11.
The Debtor hired Morrison Tenenbaum, PLLC as its bankruptcy
counsel; Pick & Zabicki LLP as special transactions counsel; and
S.D. Associates P.C. as accountant.
Yann Geron was appointed as Chapter 11 trustee for the Debtor. The
Trustee hired Reitler Kailas & Rosenblatt LLC, as counsel.
CHENIERE CORPUS: S&P Affirms 'BB-' Corporate Credit Rating
----------------------------------------------------------
U.S.-based project Cheniere Corpus Christi Holdings LLC (CCH) is
building, through its wholly owned subsidiary, Corpus Christi
Liquefaction LLC (CCLIQ), a three-train project that will convert
natural gas to liquefied natural gas (LNG), and Cheniere Corpus
Christi Pipeline L.P., a 23-mile 48-inch diameter natural gas
pipeline, both on the U.S. Gulf Coast. Completion of the first two
trains is expected in 2019; the third train has not yet reached
Final Investment Decision (FID) and is not factored into this
rating. CCH is wholly owned by Cheniere Energy Inc. (CEI)
(BB-/Stable/--).
CCLIQ will obtain natural gas from numerous supplies in most major
U.S. gas basins, convert it to LNG, and sell it to counterparties
under take-or-pay style, fixed-price long-term sale and purchase
agreements (SPAs) that essentially eliminate market risk.
On Dec. 18, 2017, CEI announced that CCLIQ had signed an
engineering, procurement and construction (EPC) contract with
Bechtel Oil, Gas & Chemicals, Inc. (Bechtel) for the construction
of train 3. Under the terms of this agreement, construction may
proceed now on train 3 without a change order until July 5, 2018.
The decision to move to a FID on train 3 will be contingent upon
execution of satisfactory SPAs for the LNG capacity of the new
train.
S&P Global Ratings said it affirmed its 'BB-' rating on Cheniere
Corpus Christi Holdings LLC. The recovery rating is '2'. The rating
outlook is stable.
The '2' recovery rating indicates S&P's expectation for substantial
(70%-90%; rounded estimate: 80%) recovery in the event of a
default.
Before accounting for financial counterparty risk, the construction
phase stand-alone credit profile (SACP) is 'bbb-', reflecting a
strong technology and construction contracting and funding package
to achieve completion to performance targets within schedule and
budget. However, parent CEI's remaining unsupported equity
contribution amount during the construction phase for trains 1 and
2 as of the end of November is $825 million and so our final
construction phase SACP is constrained by our corporate credit
rating of 'BB-' on CEI. In March 2017, CEI closed a $750 million
revolving facility that backstops its obligations under the equity
contribution agreement between CEI and CCH.
The operations phase SACP is 'bbb-'. The operations phase SACP
reflects 20-year SPAs that provide CCLIQ a fixed price for LNG,
including a fee for natural gas feedstocks equal to the cost of gas
plus 15%, expectations of good operations and maintenance (O&M),
and a robust natural gas procurement regime that minimizes fuel
supply risk. The SPAs are considered irreplaceable because we think
CCLIQ would not be able to easily replace long-term offtakers at
similar contractual terms in current market conditions;
specifically, we expect the price and contract duration would be
difficult to replicate. Therefore, the rating could be capped by
the lowest rated offtaker, currently PT Pertamina Persero
(BBB-/Stable).
S&P's stable outlook assesses the likely stable nature of the
rating over the next 18-24 months given ongoing construction
activities that are within its schedule and budget expectations and
our stable rating outlook on CEI. The stable outlook on CEI
reflects predictable cash flow from its Sabine Pass Liquefaction
project, which has four operational trains and a fifth under
construction that is progressing in line with our budget and
schedule expectations.
Since the rating on CCH's debt is capped by the corporate credit
rating on CEI, a negative outlook on or downgrade of CEI would
result in a similar rating action on CCH's debt. At this time, S&P
thinks a deterioration of the rating on CEI over the outlook period
is unlikely since four trains are now fully operational at the
Sabine Pass Liquefaction project.
Aside from an adverse movement in S&P's rating on CEI, a downgrade
would require that construction phase SACP falls to 'b+', which is
somewhat less likely. Factors that would result in such a decline
would be major delays for completion or major cost overruns such
that available funding does not cover its downside case cost
profile by a substantial margin. With the potential advent of
construction of train 3, there is some additional construction
risk, but the company has managed all of its construction projects
well to date.
S&P said, "Over the outlook horizon, the sole factor that would
result in an upgrade would be if we raised our rating on CEI since
it caps the issue-level rating on CCH's debt. At this time, we
think the chance of an improvement in its rating on CEI over the
outlook period is low, but as cash flow ramps up from SPLIQ, the
financial profile of CEI does improve over time."
CHOWDER GAS: Needs Permission to Access Cash Collateral
-------------------------------------------------------
Chowder Gas and Storage Facility LLC asks the U.S. Bankruptcy Court
for the Northern District of Ohio for authority to use cash
collateral.
The Debtor is holding company for Lake Shore Gas Storage, Inc. and
therefore its expenses are few. The Debtor needs to continue to
operate to act as a Debtor-in- Possession and ultimately to
reorganize.
The Debtor proposes to use cash collateral for the care,
maintenance and preservation of its assets, as well as for payment
of necessary business expenses. The Debtor assured the Court that
it will not use cash collateral to pay pre-petition obligations,
except only when specifically authorized by law or court order.
As of the petition date, the Debtor was indebted to Parkview
Federal Savings and Loan now First National Bank of Pennsylvania in
the approximate amount of $10,000,000. Pursuant to several loan
obligations, it appears that the Debtor may have granted to First
National Bank a security interest all of its assets. As such, the
Debtor believes that First National Bank will assert that it has a
perfected security interests in the collateral, which enjoy the
first level of priority.
The Debtor believes that the proceeds from the collateral may
constitute the cash collateral of First National Bank. Accordingly,
the Debtor proposes to allow floating liens on the post-petition
collateral in the same amount and level as First National Bank held
prepetition and maintain the same level of collateral as
prepetition.
The Debtor believes that the proposed utilization of cash
collateral will not, in any event, impair First National Bank's
position and that the interests of First National Bank will be
adequately protected.
A full-text copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/ohnb17-17245-5.pdf
About Chowder Gas and Lake Shore Gas
Chowder Gas and Storage Facility LLC and Lake Shore Gas Storage
Inc. are natural gas storage providers based in Willoughby, Ohio.
Chowder Gas and Lake Shore sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ohio Case Nos. 17-17245 and
17-17246) on Dec. 9, 2017. Richard M. Osborne, its managing
member, signed the petitions.
At the time of the filing, Chowder Gas estimated assets and
liabilities of $1 million to $10 million. Lake Shore Gas estimated
assets of less than $50,000 and liabilities of $1 million to $10
million.
Judge Arthur I Harris presides over the cases.
CITY HOME CARE: Taps James Amos as Bankruptcy Counsel
-----------------------------------------------------
City Home Care, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Mississippi to hire James Amos, Esq.,
as its legal counsel.
Mr. Amos will assist the Debtor in the preparation of a bankruptcy
plan and will provide other legal services related to its Chapter
11 case. He will charge an hourly fee of $250.
In a court filing, Mr. Amos disclosed that he has no connections
with any creditor of the Debtor.
Mr. Amos maintains an office at:
James W. Amos, Esq.
2430 Caffey St.
Hernando, MS 38632
Phone: 662-429-7873
Email: jwamosattorney@aol.com
About City Home Care LLC
City Home Care, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Miss. Case No. 17-14302) on November
10, 2017. Cherryl Jones, its managing member, signed the
petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of less than
$500,000.
Judge Jason D. Woodard presides over the case.
CLA PROPERTIES: Hires Michael W. Carmel as Bankruptcy Counsel
-------------------------------------------------------------
CLA Properties SPE, LLC, and its debtor-affiliates, seeks authority
from the U.S. Bankruptcy Court for the District of Arizona to
employ Michael W. Carmel, Ltd., as counsel to the Debtor.
CLA Properties requires Michael W. Carmel to:
(a) give the Debtors-in-Possession legal advice with respect
to their powers and duties in these proceedings;
(b) prepare on behalf of the Debtors-in-Possession the
Necessary applications, answers, orders, reports and other
legal papers; and
(c) perform all other legal services for the Debtors-in-
Possession which may be necessary herein, and is necessary
for the Debtors-in-Possession to employ an attorney for
such professional services.
Michael W. Carmel will be paid at these hourly rates:
Attorneys $600
Paralegals $135
Michael W. Carmel will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Michael W. Carmel, partner of Michael W. Carmel, Ltd., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Michael W. Carmel can be reached at:
Michael W. Carmel, Esq.
MICHAEL W. CARMEL, LTD.
80 E. Columbus Ave
Phoenix, AZ 85012-4965
Tel: 602-264-4965
Fax: 602-277-0144
E-mail: michael@mcarmellaw.com
About CLA Properties SPE, LLC
CLA Properties SPE, based in Scottsdale, Arizona, and its
debtor-affiliates filed separate Chapter 11 petitions (Bankr. D.
Ariz. Lead Case No. 17-14851) on December 18, 2017. The
debtor-affiliates are CLA Maple Grove, LLC; CLA Carmel, LLC; CLA
West Chester, LLC; CLA One Loudoun, LLC; CLA Fishers, LLC; CLA
Chanhassen, LLC; CLA Ellisville, LLC; CLA Farm, LLC; and CLA
Westerville, LLC.
The cases are jointly administered before the Hon. Brenda Moody
Whinery. Michael W. Carmel, Esq., at Michael W. Carmel, Ltd.,
serves as bankruptcy counsel.
In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Richard
Sodja, authorized representative.
COBALT INTERNATIONAL: U.S. Trustee Forms 3-Member Committee
-----------------------------------------------------------
Judy A. Robbins, U.S. Trustee for Region 7, appointed three members
to the official committee of unsecured creditors to the Chapter 11
cases of Cobalt International Energy, Inc., and its affiliates.
The Committee members are:
(1) Wells Fargo Bank, National Association
Attn: James R. Lewis
150 East 42nd Street, 40th Floor
New York, NY 10017
Tel: (917) 260-1576
Fax: (866) 524-4681
E-mail: james.r.lewis@wellsfargo.com
Counsel:
Eric A. Schaffer, Esq.
Reed Smith, LLP
225 Fifth Avenue
Pittsburgh, PA 15222
Tel: (412) 288-4202
Fax: (412) 288-3063
E-mail: eschaffer@reedsmith.com
(2) Baker Hughes, a GE Company
Attn: Christopher J. Ryan
2001 Rankin Road
Houston, TX 77073
Tel: (713) 879-1063
E-mail: christopher.ryan3@bhge.com
Counsel:
Kenneth Green, Esq.
Snow Spence Green, LLP
2929 Allen Parkway, Suite 2800
Houston, TX 77019
Tel: (713) 335-4800
Fax: (713) 335-4848
E-mail: kgreen@snowspencelaw.com
(3) Schlumberger Technology Corporation
Attn: Don Burell
1325 S. Dairy Ashford
Houston, TX 77077
Tel: (281) 285-1963
E-mail: dburell@slb.com
Counsel:
Holly C. Hamm, Esq.
Snow Spence Green, LLP
2929 Allen Parkway, Suite 2800
Houston, TX 77019
Tel: (713) 335-4800
Fax: (713) 335-4848
E-mail: hollyhamm@snowspence.com
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Cobalt International
Cobalt International Energy, Inc. -- http://www.cobaltintl.com/--
and its wholly-owned debtor and non-debtor subsidiaries, are an
independent exploration and production company that operates in the
deepwater U.S. Gulf of Mexico and offshore Angola and Gabon in West
Africa. Cobalt was formed in 2005 and is headquartered in Houston,
Texas.
Cobalt International Energy, Inc. (Bankr. S.D. Tex. Case No.
17-36709) and affiliates Cobalt International Energy GP, LLC
(Bankr. S.D. Tex. Case No. 17-36710), Cobalt International Energy,
LP (Bankr. S.D. Tex. Case No. 17-36711), Cobalt GOM LLC (Bankr.
S.D. Tex. Case No. 17-36712), Cobalt GOM #1 LLC (Bankr. S.D. Tex.
Case No. 17-36713), and Cobalt GOM #2 LLC (Bankr. S.D. Tex. Case
No. 17-36714) simultaneously filed Chapter 11 petitions on Dec. 14,
2017. David D. Powell, chief financial officer, signed the
petitions.
Judge Marvin Isgur presides over the case.
Zack A. Clement, Esq., at Zack A. Clement PLLC serves as the
Debtors' local bankruptcy counsel.
James H.M. Sprayregen, P.C., Marc Kieselstein, P.C., Chad J.
Husnick, P.C., and Brad Weiland, Esq., and Laura Krucks, Esq., at
Kirkland & Ellis LLP and Kirkland & Ellis International LLP serve
as the DFebtors' general bankruptcy counsel.
Houlihan Lokey Capital, Inc., is the Debtors' financial advisor and
investment banker.
Kurtzman Carson Consultants LLC is the Debtors' notice and claims
agent.
The Debtors disclosed total assets of $1.69 billion and total debts
of $3.16 billion as of Sept. 30, 2017.
CORE SUPPLEMENT: Files Second Amended First Day Motion
------------------------------------------------------
Core Supplement Technology, Inc., filed with the U.S. Bankruptcy
Court for the Southern District of California a second amended
first day motion, seeking authority to use cash collateral, as well
as its inventory pursuant to the Bankruptcy Code.
On Oct. 12, 2017, Core Supplement asked the court for interim and
final orders for the following: (a) authority to use cash
collateral pursuant to the Bankruptcy Code; (b) authority to use
inventory pursuant to the Bankruptcy Code; (c) approving the form
of adequate protection provided to the debtors secured lenders
pursuant to the Bankruptcy Code; and (d) scheduling a final hearing
on the Motion to consider entry of final cash collateral order.
On October 26, 2017, counsel for the U.S. Trustee filed a Statement
of Position opposing the First Day Motion, stating the following
concerns: (1) the lack of clarity as to the payment of prepetition
wage claims of non-insider employees; (2) payment of insider
compensation without proper application pursuant to LBR 4002-2(c);
(3) adequate protection through provision of replacement liens; (4)
the possible improvement of Bank of America's prepetition position
in post-petition inventory and accounts receivable in violation of
the code.
Subsequent to filing its motion for use of cash collateral, the
Debtor and Bank of America reached an agreement for the interim use
of cash collateral, inventory, and accounts receivable, which was
memorialized in the form of a Cash Collateral Stipulation which was
filed with the Court on Oct. 27, 2017.
However, on Oct. 31, 2017 counsel for the U.S. Trustee filed his
statement of position in opposition to the stipulation, raising
these concerns: (1) lack of proper notice regarding the terms of
the stipulation; (2) the attempt in the stipulation to bind all
parties to the validity perfection and amount of the various Bank
of America Security Interests; (3) the super priority status of
secured lender granted by the stipulation; (4) lack of a carve out
for administrative expenses; (5) lack of budgeting for payment of
trustee fees.
Consequently, to give the Debtor and Bank of America time to
attempt to address the Trustee's concerns over the Stipulation, the
Debtor, Bank of America and US Trustee stipulated to a continuance
of the November 8 hearing to November 29, 2017. Consequently, at
the November 29 hearing, the Court continued the hearing on the
First Day Motion for Use of Cash Collateral to December 20.
Because counsels for Bank of America and the Debtor have been
unable agree on the terms of a Stipulation regarding the use cash
collateral, the Debtor submits its Second Amendment to First Day
Motion, asking the Court for:
(a) Authority to use cash collateral pursuant to Sections 361
and 363(c)(B)(2) of the code for the expenses detailed in the
Budget, plus a sum sufficient to pay Chapter 11 Quarterly Trustee
Fees. The Budget provides total estimated monthly expenses of
approximately $433,633;
(b) Approval of the adequate protection provided to Bank of
America in the form of continued timely payment of amounts due
pursuant to the terms and conditions of:
(i) Bank of America's Line of Credit, monthly payment of
$5,837;
(ii) Bank of America's Equipment Lease/Loan, monthly
payment $2,664; and
(iii) Bank of America's Equipment Lease/Loan 002, monthly
payment $3,792.
(c) Authority a variance of 25% in the budget; and
(d) Approval of a carve out for 11 USC Section 507(a)(2)
priority administrative claims.
Bank of America would also be entitled to replacement lien in
postpetition assets up to its prepetition secured position in cash
collateral of $158,335 to the extent such position is deemed valid
and enforceable and only to the extent that the Debtor's use of
cash collateral decreased Bank of America's cash security.
As to the U.S. Trustee's concern on the possible unauthorized
payment of insider compensation, the Debtor admits that no Rule
4002 motion has been filed to date. The Debtor contends that the
motion has not been filed because, in spite of careful review of
records and accounts, several creditors were missed in the initial
filing and several creditors had moved and the Debtor did not have
current addresses. Since rule 4002 requires notice to all
creditors, and not all creditors were included in the petition, an
amendment is necessary before the motion can be filed.
The Debtor asserts, however, that Joe O'Dea has been paid his
normal salary of approximately $6,200 per month while he has been
operating the business.
A full-text copy of the Second Amended First Day Motion is
available at:
http://bankrupt.com/misc/casb17-06078-49.pdf
About Core Supplement Technology
Core Supplement Technology, Inc. --
http://www.coresupplementtech.com/-- partners with various
companies and professionals to develop and sell advanced
supplements, from formulation, flavoring, manufacturing to delivery
and brand-support. Core's manufacturing facility is headquartered
on the West Coast in Oceanside, California, providing
state-of-the-art FDA compliant, NSF & cGMP certified turnkey
supplement manufacturing. The brands the Company works with range
from small start-ups to nationally and internationally known
brands. Core's clients include nutritionists, doctors, trainers,
competitors, as well as supplement & nutraceutical companies.
Core Supplement Technology is operating at 4645 to 4665 North
Avenue, Oceanside California. It is a California corporation owned
50% by Joseph O'Dea and 50% by three other shareholders, Robert
Bailly, Harry Kumjian and Andrea Kumjian.
Core Supplement Technology filed a Chapter 11 petition (Bankr. S.D.
Cal. Case No. 17-06078) on Oct. 3, 2017. Joseph Odea, president,
signed the petition. At the time of filing, the Debtor had total
assets of $2.82 million and total liabilities of $5.60 million.
The case is assigned to Judge Margaret M. Mann.
Stephen C. Hinze, Attorney at Law APC, is counsel to the Debtor.
No creditors committee has yet been appointed in the case.
CORRECT CARE: Moody's Affirms Caa2 CFR & Revises Outlook to Pos.
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Correct Care
Solutions Group Holdings, LLC ("CCS"), including the Caa2 Corporate
Family Rating. Additionally, Moody's changed the rating outlook to
positive from negative.
The positive outlook reflects the company's improving earnings,
liquidity and cash flow. CCS has opportunities to realize material
cost savings over the next year, as well as earnings from recent
contract wins, which, if realized, could lead to a ratings upgrade.
The affirmation of the Caa2 CFR reflects CCS' short track-record of
operational improvement, financial leverage that remains very high
at 8.8 times as of September 30, 2017 and liquidity that continues
to be pressured. Free cash flow has recently turned positive, but
the largely drawn revolver expires in July 2019.
The following ratings of Correct Care Solutions Group Holdings,
LLC's were affirmed:
- Corporate Family Rating at Caa2
- Probability of Default Rating at Caa2-PD
- Senior secured first lien revolving credit facility at Caa1
(LGD3)
- Senior secured first lien term loan at Caa1 (LGD3)
- Senior secured second lien term loan at Caa3 (LGD 5)
The outlook is positive.
RATINGS RATIONALE
CCS' Caa2 CFR reflects the company's very high financial leverage
and significant business risks associated with operating within the
challenging correctional healthcare segment. The company has thin
profit margins which can be negatively impacted by rising pharmacy
costs and offsite hospital expenses. Furthermore, while liquidity
has improved, Moody's expects free cash flow to remain modest and
the revolver largely drawn. However, the rating is supported by
CCS's solid scale and market presence, good diversity across
customers and geographies, and strong market position in the more
attractive jails segment (as opposed to state or federal prisons).
The business is also characterized by minimal bad debt expense and
modest capital investment needs.
The positive outlook reflects Moody's view that CCS' credit metrics
and liquidity profile will continue to improve through earnings
growth and debt repayment.
The ratings could be upgraded if recent trends in profitability and
cash flow growth continue and credit metrics materially improve.
The ability to strengthen liquidity by extending the revolver
expiration or repaying additional revolver borrowings could also
lead to an upgrade.
The ratings could be downgraded if the sustainability of the
capital structure becomes less certain, the revolver becomes
current or liquidity materially deteriorates.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
CCS provides medical, dental, and behavioral health services to
patients in correctional facilities. The company is owned by Audax
Private Equity, Frazier Healthcare, and affiliates of GTCR. The
company has $1.2 billion in revenue.
DELMAC LLC: Taps Ronald I. Chorches as Legal Counsel
----------------------------------------------------
Delmac, LLC seeks approval from the U.S. Bankruptcy Court for the
District of Connecticut to hire the Law Offices of Ronald I.
Chorches LLC as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; assist in the sale of its real property; give
advice regarding debt restructuring and other financial
transactions; and provide other legal services related to its
Chapter 11 case.
The firm's hourly rates are:
Ronald Chorches $380
Marjorie Gruszkiewicz $365
David Austin $270
Prior to its bankruptcy filing, Chorches received a $25,000
retainer.
Mr. Chorches disclosed in a court filing that his firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Ronald Chorches, Esq.
Law Offices of Ronald I. Chorches LLC
449 Silas Deane Highway, 2nd Floor
Wethersfield, CT 06109
Tel: 860-563-3955
Fax: 860-513-1577
Email: ronchorcheslaw@sbcglobal.net
About Delmac LLC
Based in Jewett City, Connecticut, Delmac LLC specializes in
nonresidential building construction business.
Delmac sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Conn. Case No. 17-21848) on December 4, 2017. Gregory
T. Mackin, its managing member, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $1 million and liabilities of $1
million to $10 million.
DETROIT, MI: S&P Raises Issuer Credit Rating to 'B+'
----------------------------------------------------
S&P Global Ratings has raised its issuer credit rating (ICR) on the
City of Detroit, Mich., by one notch to 'B+' from 'B'. The outlook
is stable.
"The upgrade reflects our view of the positive momentum the city is
building with regard to stabilizing its operations and being better
prepared to address future significant increases in pension
contributions," said S&P Global Ratings credit analyst John Sauter.
Through significant reductions in annual debt service costs,
operational savings, and more effective management, Detroit is
taking steps toward rightsizing its budget. It is now in a position
to build reserves and liquidity while also setting aside an
increasing annual amount of revenues to help absorb future
increasing pension costs. All of these changes can be traced, at
least in part, to the 2013 bankruptcy and subsequent Plan of
Adjustment, notably debt relief and restructuring, reduced pension
and other postemployment benefits, and oversight from the Financial
Review Commission (FRC). We believe the city's financial position
is now more transparent compared with recent years, as is Detroit's
long-term financial strategy, which relies on fairly conservative
growth assumptions. We also believe that the city has a stronger
capacity to service its debt obligations than in years past.
The rating remains constrained, however, by what we consider to be
an ongoing structural imbalance, as well as our hesitation
regarding Detroit's willingness to support general obligation (GO)
debt obligations, as demonstrated in the recent bankruptcy. Both of
these factors continue to result in a management score of weak.
Other rating factors supporting the ICR include our opinion of
Detroit's:
-- Very weak economy, marked by very low incomes and property
wealth, declining population, and above-average unemployment,
despite the city's position at the center of a broad and diverse
metropolitan statistical area;
-- Weak management, driven by an ongoing structural imbalance and
recent unwillingness to support GO debt obligations, but not
without standard financial policies and practices under our
Financial Management Assessment methodology;
-- Weak budgetary performance, with operating surpluses that are
likely to thin out and do not yet reflect the true operating
environment that will exist when pension contributions increase to
actuarially determined levels;
-- Adequate budgetary flexibility; Strong liquidity; Very weak
debt and contingent liability position; and
-- Strong institutional framework score.
S&P said, "The stable outlook reflects our view of the city's
recently steadied and significantly built-up reserve and liquidity
position that, combined with current estimates that show revenues
exceeding annual expenditure requirements, has led to improved
capacity to meet both operating needs and debt obligations. Rating
stability also lies in the city's outlining of a long-term strategy
to pre-fund and phase-in increasing pension contributions, while
maintaining balanced annual operating results and very strong
reserves. Although a structural imbalance persists, in our view,
Detroit's current budget position affords the city some cushion
against near-term revenue volatility or other unexpected events.
This cushion will decrease, however, as pension contributions and
debt service costs grow and fiscal 2024 nears.
"We could consider raising the rating if the city maintains its
current reserve and liquidity position, while also continuing to
balance annual operating results inclusive of incremental deposits
to its pension reserves at a rate we believe will adequately
position it to assume the future increasing costs. Given that the
plan is still in infancy, rating improvement is likely contingent
on a demonstrated commitment and progress being made, especially in
the event the FRC scales back its oversight. Rating improvement is
also contingent on economic factors not deteriorating, and
management's commitment to complying with provisions of the Home
Rule City Act.
"If the city veers from its current budget progress or becomes less
vigilant in budget and operational oversight, we could take a
negative action. In addition, should pressures arise, expected or
unexpected, to which the city does not appropriately respond, we
could lower the rating. Further declines in economic measures could
also pressure the rating."
DEXTERA SURGICAL: Hires Rust/Omni as Administrative Agent
---------------------------------------------------------
Dextera Surgical Inc., seeks authority from the U.S. Bankruptcy
Court for the District of Delaware to employ Rust Consulting/Omni
Bankruptcy as administrative agent to the Debtor.
Dextera Surgical requires Rust/Omni to:
(a) assist with, among other things, solicitation, balloting,
tabulation, and calculation of votes, as well as preparing
any appropriate reports, as required in furtherance of
confirmation of plans of reorganization;
(b) generate an official ballot certification and testify, if
necessary, in support of the ballot tabulation results;
(c) gather data in conjunction with the preparation, and
assist with the preparation, of the Debtors' schedules of
assets and liabilities and statements of financial
affairs, if any;
(d) manage any distributions pursuant to a confirmed plan of
reorganization or liquidation; and
(e) provide other claims processing, noticing, solicitation,
balloting, distributions, and other administrative
services, as may be requested from time to time by the
Debtors, the Court, or the clerk of the Court.
Rust/Omni will be paid at these hourly rates:
Technology/Programming $85-$135
Equity Services $175
Senior Consultants $140-$155
Consultants $50-$125
Analyst $25-$40
The Debtor and Rust/Omni have agreed to a $10,000 retainer.
Rust/Omni received a pre-petition payment of $239.40 from the
retainer and holds the balance of $9,760.60 as security for the
payment of fees and expenses incurred under the Engagement
Agreement.
Rust/Omni will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Paul Deutch, executive managing director of Rust Consulting/Omni
Bankruptcy, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Rust/Omni can be reached at:
Paul Deutch
RUST CONSULTING/OMNI BANKRUPTCY
1120 Avenue of the Americas, 4th Floor
New York, NY 10036
Tel: (212) 302-3580
Fax: (212) 302-3820
About Dextera Surgical Inc.
Headquartered in Redwood City, California, Dextera Surgical Inc.
(OTCMKTS: 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. 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; and Rust Consulting/Omni Bankruptcy
as claims and noticing agent.
DIFFUSION PHARMACEUTICALS: Has Offering of Common Shares
--------------------------------------------------------
Diffusion Pharmaceuticals Inc. filed a Form S-1 registration
statement with the Securities and Exchange Commission relating to
the offering of shares of its common stock having a proposed
maximum aggregate offering price of $14.95 million. The Company's
common stock is listed on the Nasdaq Capital Market under the
symbol "DFFN." The public offering price per share will be
determined between the Company and the underwriter at the time of
pricing, and may be at a discount to the current market price.
Diffusion intends to use the net proceeds from this offering to
fund research and development of its lead product candidate, TSC,
including clinical trial activities, and for general corporate
purposes. A full-text copy of the preliminary prospectus is
available for free at
https://is.gd/cd8sRG
About Diffusion Pharmaceuticals
Diffusion Pharmaceuticals Inc. -- http://www.diffusionpharma.com/
-- is a clinical-stage biotechnology company focused on extending
the life expectancy of cancer patients by improving the
effectiveness of current standard-of-care treatments including
radiation therapy and chemotherapy. Diffusion is developing its
lead product candidate, trans sodium crocetinate, for use in the
many cancers where tumor hypoxia (oxygen deprivation) is known to
diminish the effectiveness of SOC treatments. TSC targets the
cancer's hypoxic micro-environment, re-oxygenating
treatment-resistant tissue and making the cancer cells more
vulnerable to the therapeutic effects of SOC treatments without the
apparent occurrence of any serious side effects.
Diffusion reported a net loss of $18.03 million for the year ended
Dec. 31, 2016, compared to a net loss of $6.71 million for the year
ended Dec. 31, 2015. As of Sept. 30, 2017, the Company had $28.32
million in total assets, $21.97 million in total liabilities and
$6.35 million in total stockholders' equity.
KPMG LLP, in McLean, Virginia, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has suffered recurring
losses from operations, has limited resources available to fund
current research and development activities, and will require
substantial additional financing to continue to fund its research
and development activities. These conditions raise substantial
doubt about its ability to continue as a going concern.
DIOCESE OF NEW ULM: Hires Patchin Messner as Valuation Expert
-------------------------------------------------------------
The Diocese of New Ulm seeks authority from the U.S. Bankruptcy
Court for the District of Minnesota to employ Patchin Messner Dodd
& Brumm, as valuation expert to the Debtor.
The Debtor was recently approached by a prospective buyer for
certain real property owned by the Debtor known as the Hillesheim
Memorial Farm.
Diocese of New Ulm requires Patchin Messner to determine the market
value of the Hillesheim Property, and to conduct an appraisal of
the Hillesheim Property.
Patchin Messner will be paid a flat fee of $5,000.
Jason L. Messner, president of Patchin Messner Dodd & Brumm,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Patchin Messner can be reached at:
Jason L. Messner
PATCHIN MESSNER DODD & BRUMM
13961 West Preserve Boulevard
Burnsville, MN 55337-7733
Tel: (952) 895-1205
About The Diocese of New Ulm
The Diocese of New Ulm sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Minn. Case No. 17-30601) on March 3,
2017. The petition was signed by Monsignor Douglas L. Grams, vice
general. The case is assigned to Judge Robert J. Kressel. At the
time of the filing, the Debtor estimated assets of $10 million to
$50 million and liabilities of less than $50,000. James L.
Baillie, Esq., at Fredrikson & Byron, P.A., serves as the Debtor's
legal counsel.
EATERIES INC: Sale of Assets to Practical Investors for $2M Okayed
------------------------------------------------------------------
Judge Sarah A. Hall of the U.S. Bankruptcy Court for the Western
District of Oklahoma authorized Eateries, Inc.'s sale of
substantially all its assets to Practical Investors, LLC, Fresh
Capital, LLC, and Fiesta Holdings, Inc. for $2,000,000.
The sale is free and clear of any and all Interests in accordance
with the terms of the APA.
Notwithstanding any provision of any contract governing the
Purchased Assets or any Assigned Contract to be assumed and
assigned to the Purchaser as of the Closing Date, the Debtor is
authorized to (i) assign the Purchased Assets to the Purchaser and
(ii) assume and assign the Assigned Contracts to the Purchaser as
of the Closing Date, in each case, which assignments will take
place on and be effective as of the Closing Date unless the Debtor
and the Buyer will mutually agree to an earlier date for the
transaction to be made effective for accounting purposes so long as
such date is on or after Sept. 29, 2017, and before Dec. 31, 2018,
or as otherwise provided by a separate order of the Court.
The Sale Order constitutes a final order within the meaning of 28
U.S.C. Section 158(a). Notwithstanding any provision in the
Bankruptcy Rules to the contrary, the Court expressly finds there
is no reason for delay in the implementation of the Sale Order: (i)
the terms of the Sale Order will be immediately effective and
enforceable upon its entry; (ii) the Debtor are not subject to any
stay in the implementation, enforcement, or realization of the
relief granted in the Sale Order; and (iii) the Debtor may, in
their discretion and without further delay, take any action and
perform any act authorized under the Sale Order.
The proceeds from the sale of the Purchased Assets (net only of
those amounts set forth) will be paid indefeasibly into a
segregated account of the Debtor subject to further order of the
Court and net only of these amounts that the Debtors are authorized
to pay at Closing:
a. To the DIP Lender, payment in full in cash of the DIP
Facility including all DIP Obligations.
b. To holders of prior liens, if any, that are set forth and
disclosed in the closing statements in the amount of the value of
any prior liens in the Assets being sold that is agreed upon by the
holder of the prior lien and the Debtor, subject to the written
consent of the Lender, or, failing such agreement, such disputed
amount will be retained by the Debtors in the Sale Proceeds
Accounts or escrow with the title company for determination by the
Court of the extent, priority, validity, and/or value of such
asserted prior lien.
About Eateries and Fiesta Holdings
Eateries Inc., directly or through its various subsidiaries,
including Zanesville, operated a chain of 15 restaurants located in
9 states, and employed more than 450 people. These restaurants are
located in various shopping malls whose business is directly
related to the volume of shoppers visiting the anchor tenants in
such malls.
Edmond, Oklahoma-based Fiesta Holdings, Inc., filed a Chapter 11
petition (Bankr. W.D. Okla. Case No. 12-16223) on Dec. 28, 2012,
estimating assets of $1 million to $10 million and liabilities of
less than $50 million.
Eateries Inc. filed a Chapter 11 petition (Bankr. W.D. Okla. Case
No. 12-16224) on Dec. 28, 2012, estimating less than $10 million in
assets and at least $10 million in liabilities.
The Chapter 11 petitions of both debtors were signed by Preston
Stockton, as president.
Both debtors are represented by:
Stephen J. Moriarty, Esq.
FELLERS SNIDER
100 N. Broadway Avenue, Suite 1700
Oklahoma City, OK 73102-8820
Tel: (405) 232-0621
Fax: (405) 232-9659
E-mail: smoriarty@fellerssnider.com
ENCORE PROPERTY: Chapter 11 Petition Legally Null, Court Rules
--------------------------------------------------------------
Judge Paul R. Warren of the U.S. Bankruptcy Court for the Western
District of New York dismissed Encore Property Management of
Western New York, LLC's chapter 11 petition sua sponte and ab
initio.
On Dec. 15, 2017, Encore filed a petition under Chapter 11 of the
Bankruptcy Code on its own behalf, without an attorney. The
petition was signed and filed by Jason G. Palmer, as trustee of a
family trust. Mr. Palmer is not an attorney licensed to practice
law.
A corporation cannot commence or appear in a proceeding pro se; it
must appear through its attorney or not at all. Here, Encore filed
its Chapter 11 petition without an attorney, thus the petition is a
legal nullity. To mitigate the potential prejudice to creditors,
the Court acts both sua sponte and quickly in dismissing the
petition ab initio.
A copy of Judge Warren's Decision and Order dated Dec. 15, 2017 is
available at:
http://bankrupt.com/misc/nywb2-17-21325-3.pdf
The bankruptcy case is in re: Encore Property Management of Western
New York, LLC, Case No. 17-21325-PRW (Bankr. W.D.N.Y.).
EXCO RESOURCES: S&P Lowers Corp. Credit Rating to 'D'
-----------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on EXCO
Resources Inc. to 'D' from 'CCC-'.
S&P said, "At the same time, we lowered the issue-level rating on
the 1.5-lien secured notes to 'D' from 'CCC+', the recovery rating
remains '1' indicating our expectation for very high (90%-100%;
rounded estimate: 95%) recovery in the event of default.
"Furthermore, we lowered our issue-level rating on the company's
revolving credit facility to 'D' from 'CCC+'. The recovery rating
remains '1' indicating our expectation of very high (90%-100%,
rounded estimate: 95%) recovery in the event of default.
"We also lowered the issue-level rating on the 1.75-lien secured
notes to 'D' from 'CCC-'. The recovery rating remains '4'
indicating our expectation of average (30%-50%; rounded estimate:
30%) recovery in the event of default.
"Additionally, we lowered the issue-level rating on the company's
unsecured debt and remaining second lien secured debt to 'D' from
'C'. The recovery rating remains a '6' indicating our expectation
for negligible (0%-10%; Rounded estimate: 0%) recovery in the event
of default.
"The downgrade reflects the failure by EXCO to meet interest and
covenant requirements on its outstanding debt. Although the company
has entered into a forbearance agreement and certain holders of the
company's debt have opted not to exercise their rights through Jan.
15, 2017, we believe general default and possible bankruptcy to be
the most likely outcome."
FIRST CAPITAL: Hires ASI Advisors as Financial Advisors
-------------------------------------------------------
First Capital Retail, LLC, seeks authority from the U.S. Bankruptcy
Court for the Eastern District of California to employ ASI
Advisors, LLC, as financial advisor to the Debtor.
First Capital requires ASI Advisors to:
-- provide financial consultation with respect to general
Restructuring; and
-- assist in analyzing, structuring, negotiating, and
effecting a restructure.
ASI Advisors will be paid:
a) A restructuring fee equal to $25,000 in the event Debtor
completes a restructuring in the underline bankruptcy.
A Restructuring Fee shall only be deemed earned and
payable following (a) the execution, confirmation,
consummation and effectiveness of a Plan of
Reorganization pursuant to an order of the Bankruptcy
Court; (b) in the case of a sale of all or substantially
all of the Debtor, pursuant to an order of the Bankruptcy
Court;
b) A placement fee if requested to solicit third parties
for debt: 2% of any gross debt via committed debtor-in-
possession loan, credit facility, liquidity facility,
revolving facility, securitization, or any other loan
secured; and 4% for any gross equity secured. The
Placement Fee shall be payable at the closing of the
Placement;
c) In the event of completion of a 363 sale process of the
assets or equity, the Firm will be paid instead of the
Restructuring and the Placement Fee, a transaction fee
equal to 1-1/2% of the total transaction value associated
with the acquisition or merger payable upon closing of a
successful acquisition, investment, or merger pursuant to
a final bankruptcy Court order approving the sale.
ASI Advisors will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Donald A. Stukes, a partner of ASI Advisors, LLC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
ASI Advisors can be reached at:
Donald A. Stukes
ASI Advisors, LLC
50 Main Street, 1000
White Plains, NY 10606
Tel: (914) 234-6133
About First Capital Retail, LLC
Based in Rancho Cordova, California, First Capital Retail, LLC is
into management of companies and enterprises.
First Capital Retail sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Cal. Case No. 17-26125) on Sept. 14,
2017. Rameshwar Prasad, its managing member, signed the petition.
At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of $10 million to $50 million.
Judge Michael S. McManus presides over the case.
The Debtor is represented by Gabriel E. Liberman, Esq. at the Law
Offices of Gabriel Liberman, APC. ASI Advisors, LLC, serves as
financial advisor.
No request has been made for the appointment of a trustee or
examiner, and no official committee has been appointed.
FISHERMAN'S PIER: Ch.11 Trustee Taps KapilaMukamal as Accountant
----------------------------------------------------------------
Soneet R. Kapila, the Chapter 11 Trustee of Fisherman's Pier, Inc.,
seeks authority from the U.S. Bankruptcy Court for the Southern
District of Florida to employ KapilaMukamal, Certified Public
Accountants, as counsel to the Trustee.
The Trustee requires KapilaMukamal to
a. review all financial information prepared by the Debtor
or its accountants, including to review the Debtor's
financial information as of the date of the filing of the
petition, its assets and liabilities, and its secured and
unsecured creditors;
b. review and analyze the organizational structure of and
financial interrelationships among the Debtor and its
affiliates and insiders, including a review of the books
of companies or persons as may be requested;
c. review and analyze transfers to and from the Debtor to
third parties, both pre-petition and post-petition;
d. attend at meetings with the Debtor, its creditors, the
attorneys of such parties and with federal, state, and
local tax authorities, if requested;
e. review the books and records of the Debtor for potential
preference payments, fraudulent transfers, or any other
matters that the Trustee may request;
f. render other assistance in the nature of accounting
services, financial consulting, valuation issues, or other
financial projects as the Trustee may deem necessary; and
g. prepare estate tax returns.
KapilaMukamal will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Soneet R. Kapila, partner of KapilaMukamal, Certified Public
Accountant, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
KapilaMukamal can be reached at:
Soneet R. Kapila
KAPILAMUKAMAL, CERTIFIED PUBLIC ACCOUNTANT
1000 South Federal Highway, Suite 200
Fort Lauderdale, FL 33316
Tel: (954) 761-1011
About Fisherman's Pier, Inc.
Fisherman's Pier Inc., which owns a fishing pier in Ft. Lauderdale,
Florida, sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Fla. Case No. 17-22819) on Oct. 23, 2017. Martha
Marchelos, its president, signed the petition. At the time of the
filing, the Debtor estimated assets and liabilities of $1 million
to $10 million. Judge Raymond B. Ray presides over the case. John
A. Moffa, Esq., at Moffa & Breuer, PLLC, serves as the Debtor's
bankruptcy counsel.
On December 15, 2017, the Court entered an Order Approving the
Selection and appointing Soneet R. Kapila, as the Chapter 11
Trustee. The Trustee hires Rice Pugatch Robinson Storfer & Cohen,
PLLC, as counsel.
FISHERMAN'S PIER: Chapter 11 Trustee Hires Rice Pugatch as Counsel
------------------------------------------------------------------
Soneet R. Kapila, the Chapter 11 Trustee of Fisherman's Pier, Inc.,
seeks authority from the U.S. Bankruptcy Court for the Southern
District of Florida to employ Rice Pugatch Robinson Storfer &
Cohen, PLLC, as counsel to the Trustee.
The Trustee requires Rice Pugatch to represent the Trustee in the
bankruptcy case, and to perform legal services required in the
administration of the estate.
Rice Pugatch will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Chad P. Pugatch, partner of Rice Pugatch Robinson Storfer & Cohen,
PLLC, assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtor and its
estates.
Rice Pugatch can be reached at:
Chad P. Pugatch, Esq.
RICE PUGATCH ROBINSON STORFER & COHEN, PLLC
101 NE 3rd Avenue, Suite 1800
Forth Lauderdale, FL 33301
Tel: (954) 462-8000
Fax: (954) 462-4300
E-mail: cpugatch@rprslaw.com
About Fisherman's Pier, Inc.
Fisherman's Pier Inc., which owns a fishing pier in Ft. Lauderdale,
Florida, sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Fla. Case No. 17-22819) on Oct. 23, 2017. Martha
Marchelos, its president, signed the petition. At the time of the
filing, the Debtor estimated assets and liabilities of $1 million
to $10 million. Judge Raymond B. Ray presides over the case. John
A. Moffa, Esq., at Moffa & Breuer, PLLC, serves as the Debtor's
bankruptcy counsel.
On December 15, 2017, the Court entered an Order Approving the
Selection and appointing Soneet R. Kapila, as the Chapter 11
Trustee. The Trustee hired Rice Pugatch Robinson Storfer & Cohen,
PLLC, as counsel.
FIVE A TRADING: Hires Justin Oliverio as Counsel
------------------------------------------------
Five A Trading, Inc., seeks authority from the U.S. Bankruptcy
Court for the Northern District of Georgia to employ Attorney
Justin Oliverio, LLC, as counsel to the Debtor.
Five A Trading requires Justin Oliverio to:
(a) advise the Debtor generally regarding matters of
bankruptcy law, including the rights, duties, obligations
and remedies of the Debtor, both with regard to its assets
and with respect to the claims of its creditors;
(b) represent the Debtor in any proceeding or hearing in the
Bankruptcy Court, the District Court or other judicial or
administrative procedures or forums in which any action or
proceeding may be pending which may affect the Debtor's
rights, assets, or claims of its creditors;
(c) conduct examinations of its witnesses, claimants, or
adverse parties and to prepare and assist in the
preparation of reports, accountings and pleadings;
(d) advise the Debtor concerning the administration of this
bankruptcy case, the requirements of the U.S. Bankruptcy
Code, the requirements of the rules of bankruptcy
procedure, and local rules of this Court, all affecting
the administration of Debtor's estate;
(e) participate with the Debtor in the confirmation and
implementation of the plan of reorganization, including
all modifications thereof or amendments thereto; and
(f) represent the Debtor in such matters as may arise under or
relate to the Chapter 11 case.
Justin Oliverio will be paid at these hourly rates:
Attorneys $275
Law Clerks $100
Prior to the filing of the Chapter 11 petition, the Debtor paid
Justin Oliverio $6,717 for the filing fee and the costs of
pre-petition legal services provided to the Debtor.
Justin Oliverio will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Mr. Oliverio, a partner at the firm, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estates.
The firm can be reached at:
Justin Oliverio, Esq.
ATTORNEY JUSTIN OLIVERIO, LLC
150 E. Ponce de Leon Ave., Suite 200
Decatur, GA 30030
Tel: (678) 856-6780
E-mail: Justin@AJOLLC.com
About Five A Trading, Inc.
Decatur, Georgia-based Five A Trading, Inc. is a merchant
wholesaler of groceries and other related products. The company's
gross revenue amounted to $8.86 million in 2016 and $7.39 million
in 2015.
Five A Trading filed a Chapter 11 petition (Bankr. N.D. Ga. Case
No. 17-71400) on December 11, 2017. Justin Oliverio, Esq., at
Attorney Justin Oliverio, LLC, serves as bankruptcy counsel.
In its petition, the Debtor listed $1 million in assets and $1.79
million in liabilities. The petition was signed by Ayaz Ali, the
firm's secretary.
FOUNDATION OF HUMAN: Taps David Epstein as Nonprofit Tax Counsel
----------------------------------------------------------------
The Foundation of Human Understanding seeks approval from the U.S.
Bankruptcy Court for the Eastern District of California to hire
David Epstein, Esq., as nonprofit tax counsel.
FHU needs the firm to map out a strategy and prepare documents to
bring the Debtor into nonprofit tax compliance with the Internal
Revenue Code of 1986 and the requirements of the California
Corporations Code.
Mr. Epstein will charge $375 per hour, plus reimbursement of
work-related expenses.
In a court filing, Mr. Epstein disclosed that he does not represent
or hold any interest adverse to the Debtor and its estate.
Mr. Epstein maintains an office at:
David Epstein, Esq.
1787 Tribute Road, Suite D
Sacramento CA 95815
Phone: (916) 929-8383
Fax: (916) 925-4763
Email: david_epstein@msn.com
About The Foundation of Human Understanding
The Foundation of Human Understanding -- https://www.fhu.com/ --
was founded by Roy Masters in 1963 as a 501(c)(3) non-profit church
organization.
The Foundation of Human Understanding sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Calif. Case No.
17-27528) on November 15, 2017. David Masters, its president,
signed the petition.
At the time of the filing, the Debtor disclosed $35.22 million in
assets and $1.10 million in liabilities.
Judge Michael S. McManus presides over the case. Severaid and
Glahn, PC is the Debtor's litigation counsel.
FREDDIE MAC: Amends Senior Preferred Stock Certificate
------------------------------------------------------
Freddie Mac, formally known as the Federal Home Loan Mortgage
Corporation, acting through the Federal Housing Finance Agency as
its Conservator, and the U.S. Department of the Treasury entered
into a letter agreement on Dec. 21, 2017, to amend the Amended and
Restated Certificate of Creation, Designation, Powers, Preferences,
Rights, Privileges, Qualifications, Limitations, Restrictions,
Terms and Conditions of Variable Liquidation Preference Senior
Preferred Stock (Par Value $1.00 Per Share) dated Sept. 27, 2012.
A copy of the Letter Agreement is available for free at
https://is.gd/cGjjfI
The principal changes pursuant to the Letter Agreement are
summarized below:
* For the Dividend Period from Oct. 1, 2017 through and
including Dec. 31, 2017, the dividend otherwise payable to
Treasury will be reduced by $2.4 billion. Consequently, upon
the Conservator, acting as successor to the rights, titles,
powers and privileges of the Board of Directors, declaring a
Senior Preferred Stock dividend for this Dividend Period,
Freddie Mac will pay a dividend to Treasury of approximately
$2.25 billion by Dec. 31, 2017.
* For each Dividend Period from Jan. 1, 2018 and thereafter,
the Applicable Capital Reserve Amount used in determining the
dividend payable to Treasury will be $3.0 billion, rather
than zero as previously provided.
* If, for any Dividend Period from Jan. 1, 2018 and
thereafter, a dividend that would otherwise be payable is not
declared and paid, or a dividend is declared and paid in an
amount less than the amount that would otherwise be payable,
the Applicable Capital Reserve Amount will thereafter be
zero.
* The Liquidation Preference of the Senior Preferred Stock will
be increased by $3.0 billion, to approximately $75.3 billion,
on Dec. 31, 2017.
As a result of Freddie Mac's previous issuance to Treasury of a
warrant to purchase shares of its common stock equal to 79.9% of
the total number of shares of its common stock outstanding, on a
fully diluted basis, Freddie Mac is deemed a related party to the
U.S. government.
Other Events
On Dec. 20, 2017, Congress passed the Tax Cuts and Jobs Act. This
bill includes, among other things, a reduction of the U.S.
corporate tax rate from 35% to 21%. Because of this reduction in
the corporate tax rate, Freddie Mac is required to measure its net
deferred tax asset using the new rate in the period in which the
bill containing the rate change is signed by the President and
enacted into law. This will result in an estimated one-time charge
through the tax provision of approximately $5.3 billion in that
period. This charge will likely result in Freddie Mac being
required to draw from Treasury under the Senior Preferred Stock
Purchase Agreement at the end of the next subsequent period.
About Freddie Mac
Headquartered in McLean, Virginia, Freddie Mac makes home possible
for millions of families and individuals by providing mortgage
capital to lenders. Since its creation by Congress in 1970, the
company has made housing more accessible and affordable for
homebuyers and renters in communities nationwide. Freddie Mac is
building a housing finance system for homebuyers, renters, lenders
and taxpayers. Learn more at FreddieMac.com, Twitter @FreddieMac
and Freddie Mac's blog FreddieMac.com/blog.
During the time of the subprime mortgage crisis, on Sept. 6, 2008,
Fannie Mae and Freddie Mac were placed into conservatorship by the
U.S. Treasury. The Treasury committed to invest up to $200 billion
in preferred stock and extend credit through 2009 to keep the GSEs
solvent and operating. Both GSEs are still operating under the
conservatorship of the Federal Housing Finance Agency (FHFA).
In exchange for increased future support and capital investments of
up to $200 billion in each GSE, each GSE agreed to issue to the
Treasury (i) $1 billion of senior preferred stock, with a 10%
coupon, without cost to the Treasury and (ii) common stock warrants
representing an ownership stake of 79.9%, at an exercise price of
one-thousandth of a U.S. cent ($0.00001) per share, and with a
warrant duration of 20 years.
FREDDIE MAC: FHFA Releases 2018 Conservatorship Scorecard
---------------------------------------------------------
The Federal Housing Finance Agency released the 2018
conservatorship scorecard, which establishes corporate performance
objectives for Fannie Mae and Freddie Mac, including the relative
weighting of each.
A principal element of 2018 compensation for Freddie Mac's officers
identified as "executive officers" in its Annual Report on Form
10-K for the year ended Dec. 31, 2016, other than its Chief
Executive Officer, will be deferred salary, a portion of which will
be subject to reduction, or "at-risk," based on performance. The
Company expects that one half of the 2018 at-risk deferred salary
for our executives will be subject to reduction based on the
company's performance against the 2018 conservatorship scorecard
and additional objectives FHFA may establish. FHFA will have the
primary role in determining whether Fannie Mae has achieved the
objectives, with input from management and our Board of Directors.
2018 Conservatorship Scorecard (Corporate Performance Objectives)
For all Scorecard items, Fannie Mae and Freddie Mac (the
Enterprises) and Common Securitization Solutions will be assessed
based on the following criteria:
Assessment Criteria
* The extent to which each Enterprise conducts initiatives in a
safe and sound manner consistent with FHFA's expectations for
all activities;
* The extent to which the outcomes of each Enterprise's
activities support a competitive and resilient secondary
mortgage market to support homeowners and renters;
* The extent to which each Enterprise conducts initiatives with
consideration for diversity and inclusion consistent with
FHFA's expectations for all activities;
* Cooperation and collaboration with FHFA, each other, the
industry, and other stakeholders; and
* The quality, thoroughness, creativity, effectiveness, and
timeliness of their work products.
A full-text copy of the Report is available for free at:
https://is.gd/ETyPg5
About Freddie Mac
Headquartered in McLean, Virginia, Freddie Mac makes home possible
for millions of families and individuals by providing mortgage
capital to lenders. Since its creation by Congress in 1970, the
company has made housing more accessible and affordable for
homebuyers and renters in communities nationwide. Freddie Mac is
building a housing finance system for homebuyers, renters, lenders
and taxpayers. Learn more at FreddieMac.com, Twitter @FreddieMac
and Freddie Mac's blog FreddieMac.com/blog.
During the time of the subprime mortgage crisis, on Sept. 6, 2008,
Fannie Mae and Freddie Mac were placed into conservatorship by the
U.S. Treasury. The Treasury committed to invest up to $200 billion
in preferred stock and extend credit through 2009 to keep the GSEs
solvent and operating. Both GSEs are still operating under the
conservatorship of the Federal Housing Finance Agency (FHFA).
In exchange for increased future support and capital investments of
up to $200 billion in each GSE, each GSE agreed to issue to the
Treasury (i) $1 billion of senior preferred stock, with a 10%
coupon, without cost to the Treasury and (ii) common stock warrants
representing an ownership stake of 79.9%, at an exercise price of
one-thousandth of a U.S. cent ($0.00001) per share, and with a
warrant duration of 20 years.
FTE NETWORKS: Lateral Investment Has 33.7% Stake as of Dec. 18
--------------------------------------------------------------
As of Dec. 18, 2017, Lateral Investment Management, LLC,
beneficially owns in the aggregate 2,482,565 shares of common stock
of FTE Networks, Inc., representing approximately 33.70% of the
outstanding shares of Common Stock (based on an aggregate total of
7,367,639 shares of Common Stock outstanding, comprised of
5,586,150 shares of Common Stock issued and outstanding as
disclosed on the Issuer's Form 8-K filed on Nov. 6, 2017, plus
1,127,739 shares of Common Stock to which the Reporting Persons
have a contractual right to receive, plus 653,750 shares of Common
Stock underlying warrants held by the Reporting Persons or warrants
to which the Reporting Persons have obtained a contractual right to
receive).
Shares Percentage
Beneficially of
Reporting Persons Owned Shares
----------------- ------------ ----------
Lateral Investment 2,482,565 33.7%
Management, LLC
Lateral FTE Feeder LLC 486,524 6.6%
Lateral U.S. Credit 1,464,854 19.88%
Opportunities Fund, L.P.
LeoGroup Private 652,284 8.85%
Debt Facility, LP
Lateral Credit 1,464,854 19.88%
Opportunities, LLC
Dhamitha Richard de Silva 2,482,565 33.7%
Patrick Feeney 2,482,565 33.7%
A full-text copy of the regulatory filing is available at:
https://is.gd/hB0GLZ
About FTE Networks
Formerly known as Beacon Enterprise Solutions Group, FTE Networks,
Inc. -- http://www.ftenet.com/-- is a provider of innovative
technology-oriented solutions for smart platforms, network
infrastructure and buildings. FTE's three complementary businesses
are FTE Network Services, CrossLayer, Inc. and Benchmark Builders,
Inc. Together they provide end-to-end design, build and support
solutions for state-of-the-art networks and commercial properties
to create the most transformative smart platforms and buildings.
FTE's businesses are predicated on smart design and consistent
standards that reduce deployment costs and accelerate delivery of
innovative projects and services. The company works with Fortune
100/500 companies, including some of the world's leading
communications services providers. FTE Networks and its
subsidiaries support multiple services, including Data Center
Infrastructure, Fiber Optics, Wireless Integration, Network
Engineering, Internet Service Provider, General Contracting
Management and General Contracting. FTE Networks is based in
Naples, Florida.
FTE Networks reported a net loss attributable to common
shareholders of $6.31 million on $12.26 million of revenues for the
year ended Dec. 31, 2016, compared to a net loss attributable to
common shareholders of $3.63 million on $14.38 million of revenues
for the year ended Sept. 30, 2015. As of Sept. 30, 2017, FTE
Networks had $149.77 million in total assets, $133.22 million in
total liabilities and $16.55 million in total stockholders' equity.
GEORGE BOULANGER: May Use Cash Collateral on Interim Basis
----------------------------------------------------------
The Hon. Sandra R. Klein of the U.S. Bankruptcy Court for the
Central District of California to authorized George Boulanger
Construction Incorporated to use cash collateral on an interim
basis.
A final hearing on the Debtor's continued use of cash collateral
will be held on Jan. 11, 2018 at 8:30 a.m.
The Debtor may use the alleged cash collateral to pay operating
expenses of its business in the ordinary course of business and to
fund the necessary general and administrative expenses of the
business operations of the chapter 11 estate.
To the extent Kabbage, Inc. has a valid prepetition security
interest in the Debtor's property, Kabbage is granted a replacement
lien in post-petition revenue, issue and profit of Kabbage's
collateral to the extent of any diminution in value of Kabbage's
interest in prepetition cash collateral.
A full-text copy of the Order is available at:
http://bankrupt.com/misc/cacb17-24897-35.pdf
About George Boulanger Construction
Based in in Culver City, California, George Boulanger Construction
Incorporated has been in the business of residential building
construction for more than 30 years. It provides carpentry, tile
installation, painting, framing, plumbing and electrical services.
George Boulanger Construction sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. C.D. Cal. Case No. 17-24897) on Dec. 5,
2017. George Boulanger, its president, signed the petition.
At the time of the filing, the Debtor estimated assets of less than
$500,000 and liabilities of $1 million to $10 million.
Judge Sandra R. Klein presides over the case.
GOTITAPAK INC: Taps Carlos Pena Garcia as Accountant
----------------------------------------------------
Gotitapak, Inc. seeks approval from the U.S. Bankruptcy Court for
the District of Puerto Rico to hire Carlos Pena Garcia as its
accountant.
Mr. Garcia will assist the Debtor in the preparation of its monthly
operating reports, tax returns, reports and analysis needed in the
preparation of a Chapter 11 plan of reorganization.
Mr. Garcia will charge an hourly fee of $70 and will be paid a
retainer in the sum of $3,500.
In a court filing, Mr. Garcia disclosed that he is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.
Mr. Garcia maintains an office at:
Carlos X. Pena Garcia
P.O. Box 9076
Caguas, PR 00726
Tel: 787-453-7632
Email: cpena@cpapena.com
About Gotitapak Inc.
Gotitapak, Inc., a privately held company based in Caguas, Puerto
Rico, sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. P.R. Case No. 17-06821) on November 12, 2017. Marie C.
Ramirez Alvarez signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of less than $100,000.
Judge Enrique S. Lamoutte Inclan presides over the case.
GREEN ISLAND: Moody's Affirms Ba1 Revenue Bonds; Outlook Negative
-----------------------------------------------------------------
Moody's Investors Service has affirmed the Ba1 rating on Green
Island Power Authority, NY's (GIPA or the authority) $13.8 million
outstanding revenue bonds. The outlook remains negative.
RATINGS RATIONALE
Green Island Power Authority (GIPA) successfully executed its first
full year under new service agreements with Albany Engineering Corp
(AEC) resulting in improved operating performance and credit
metrics, however volatile cash flows and lack of track record under
the new structure highlight uncertainty. In 2016 GIPA entered into
a revenue sharing lease agreement with AEC to operate and maintain
the hydroelectric facility in exchange for a portion of debt
service payments. Separately during the same period, GIPA entered
into a contract-for-differences agreement with AEC hedging against
wholesale power prices for supplemental power purchased from the
New York System Independent Operator (NYISO). Despite improved debt
service coverage metrics in fiscal 2017, the narrow margin compared
to debt service requirements according to the bond indenture
reflect the small margin for error under the new financial
structure. In addition, GIPA is constrained by its rate regulation
framework and counterparty risk exposure of the financial
structure.
RATING OUTLOOK
The negative outlook reflects the narrow financial margin under the
new financial structure and weak liquidity position which constrain
GIPA's ability to absorb shortfalls in financial performance.
FACTORS THAT COULD LEAD TO AN UPGRADE
- Rating is unlikely to move up due to the negative outlook, but
could stabilize if the new contracted structure can generate a
DSCR of greater than 1.0 times on a sustained basis R
- Liquidity can remain above 150 days cash on hand for a
sustained period
FACTORS THAT COULD LEAD TO A DOWNGRADE
- Decrease in days cash on hand below 90 days for a sustained
period
- Termination of the lease agreement of the hydroelectric
facility without commensurate increase in base rates to support
debt service
LEGAL SECURITY
Net power system revenues. The indenture includes a 1.15x rate
covenant and provision for a debt service reserve funded at maximum
annual debt service. The rate covenant incorporates draws from and
contributions to GIPA's rate stabilization account and is also
based on a budgeted amount. Moody's consider these provisions as
diluting the strength of the rate covenant.
USE OF PROCEEDS
None
PROFILE
GIPA is a small electric distribution and hydroelectric generating
utility (1,600 total customers) that serves the electric needs of
the Village of Green Island comprising three islands on the Hudson
River approximately 9 miles north of Albany. GIPA owns and operates
a run-of-the-river 6 MW hydroelectric facility and a distribution
system to provide low-cost power to its residential, commercial,
industrial and municipal users
METHODOLOGY
The principal methodology used in this rating was US Public Power
Electric Utilities With Generation Ownership Exposure published in
November 2017.
GULFPORT ENERGY: S&P Raises CCR to 'BB-', Outlook Stable
--------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on U.S.-based
oil and gas exploration and production (E&P) company Gulfport
Energy Corp. to 'BB-' from 'B+'. The outlook is stable.
S&P also raised the issue-level rating on the company's unsecured
debt to 'BB-' from 'B+' and revised the recovery rating to '3' from
'4', reflecting its expectation of meaningful (50%-70%; rounded
estimate: 50%) recovery in the event of a payment default.
The upgrade reflects Gulfport's success at integrating assets
acquired in the South Central Oklahoma Oil Province, (SCOOP) play
into its development plan and increasing its production and
reserves throughout the year while maintaining a relatively
conservative financial policy.
S&P said, "The stable outlook on Gulfport Energy Corp. reflects our
expectations that the company will maintain a conservative
financial policy while continuing to develop its Utica and SCOOP
asset base. We expect the company to maintain FFO to debt of
greater than 20% and at least adequate liquidity.
"We could lower the ratings if a period of lower commodity prices
leads to a decline in profitability or if management pursues a more
aggressive spending plan, resulting in weaker credit measures,
including FFO to debt below 20% on an ongoing basis.
"We could raise the ratings if the company increased its proved
developed reserves and production to levels more comparable with
higher-rated peers and/or increased FFO to debt above 45% while
maintaining at least adequate liquidity. Additionally, the
continued successful development of the SCOOP assets, including a
larger mix of liquid production could also result in a more
favorable assessment of Gulfport's business risk profile."
HELIOS AND MATHESON: CVI Investments Has 8.4% Stake as of Dec. 31
-----------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, CVI Investments, Inc., and Heights Capital Management,
Inc., reported that as of Dec. 13, 2017, they beneficially own
1,960,464 shares of common stock of Helios and Matheson Analytics
Inc., constituting 8.4 percent of the shares outstanding.
The address of the principal business office of CVI Investments,
Inc., is:
P.O. Box 309GT
Ugland House
South Church Street
George Town
Grand Cayman
KY1-1104
Cayman Islands
The address of the principal business office of Heights Capital
Management, Inc., is:
101 California Street, Suite 3250
San Francisco, California 94111
A full-text copy of the regulatory filing is available at:
https://is.gd/IUPNn9
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.
HENRY HOLDINGS: S&P Puts 'B' CCR on Watch Dev. on Fortifiber Deal
-----------------------------------------------------------------
S&P Global Ratings placed its 'B' corporate credit rating on Henry
Holdings Inc. on CreditWatch with developing implications.
S&P said, "We also placed the 'B' issue-level rating on Henry's
$360 million senior secured credit facilities on CreditWatch with
developing implications. The '3' recovery rating is unchanged and
indicates our expectation of meaningful (50%-70%; rounded estimate:
55%) recovery in the event of a payment default.
"The CreditWatch placement follows the announcement that Henry
Holdings Inc. plans to acquire Fortifiber Building Systems Group
and pending receipt by us of further information regarding the
acquisition.
"We intend to resolve the CreditWatch listing within the next 90
days pending our discussions with Henry and receiving further
details as to the capital and operating structure after the
acquisition.
"We could lower the rating on Henry if the company's future capital
structure and leverage profile resulted in its adjusted debt to
EBITDA rising to above 7x or EBITDA interest coverage falling to
below 2x on a sustained basis.
"Conversely, we could raise the rating on Henry if we believed the
capital structure would support sustained debt to EBITDA of no more
than 4x, with a commitment by its financial-sponsor owner American
Securities that leverage would stay below that level.
"We could affirm the corporate credit rating on Henry if
debt-to-EBITDA leverage were to be maintained in the 4x-6x range
and the company were able to convey to us that this would be a
normalized level of leverage going forward."
HERALD MEDIA: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
The Office of the U.S. Trustee on Dec. 21 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Herald Media Holdings, Inc.
About Boston Herald
Headquartered in Boston, Massachusetts, Boston Herald, Inc., Herald
Interactive Inc., Herald Media, Inc. and Herald Media Holdings,
Inc., collectively operate privately owned information and
entertainment businesses consisting of the flagship newspaper, The
Boston Herald, as well as a related website, internet radio
station, and mobile applications.
Herald Media Holdings, Inc., and three affiliates filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Lead Case No. 17-12881) on
Dec. 8, 2017.
Herald Media reported total assets of $6.02 million and total
liabilities of $31 million as of the bankruptcy filing.
The Hon. Laurie Selber Silverstein is the case judge.
Morris, Nichols, Arsht & Tunnell LLP, is serving as lead counsel to
the Debtors. Epiq Bankruptcy Solutions, LLC, is the claims and
noticing agent.
HIG HOLDINGS: S&P Affirms Then Withdraws 'B' Issuer Credit Rating
-----------------------------------------------------------------
S&P Global Ratings said it affirmed its 'B' long-term issuer credit
ratings on HIG Holdings Inc. (HIG) and its core subsidiaries. The
outlook is stable. Subsequently, at the company's request S&P has
withdrawn all ratings.
S&P said, "The stable outlook reflects our expectation that HIG
will continue to produce healthy margins and earnings growth due to
increased scale from both organic growth and a modest acquisitive
strategy. This should enable the company to demonstrate a
de-leveraging trend, with leverage between 6.8x and 7.2x by
year-end 2018. We forecast margins between 28% and 30% and adjusted
EBITDA interest coverage (pro forma for annualized earnings from
mergers and acquisitions) in the lower to mid-2x range over the
next 12 months."
HIGHVEST INC: Hires Angelo A. Gasparri as Bankruptcy Counsel
------------------------------------------------------------
Highvest, Inc., seeks authority from the U.S. Bankruptcy Court for
the Southern District of Florida to employ the Law Office of Angelo
A. Gasparri, as attorney to the Debtor.
Highvest, Inc requires Angelo A. Gasparri to:
(a) give advice to the Debtor with respect to its powers and
duties as a debtor in possession and the continued
management of its business operations;
(b) advise the Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
(c) prepare motions, pleadings, orders, applications,
adversary proceedings, and other legal documents necessary
in the administration of the case;
(d) protect the interest of the Debtor in all matters pending
before the court;
(e) represent the Debtor in negotiation with its creditors in
the preparation of a plan.
Angelo A. Gasparri will be paid based upon its normal and usual
hourly billing rates. The firm will also be reimbursed for
reasonable out-of-pocket expenses incurred.
Angelo A. Gasparri, a partner of the Law Office of Angelo A.
Gasparri, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Angelo A. Gasparri can be reached at:
Angelo A. Gasparri, Esq.
LAW OFFICE OF ANGELO A. GASPARRI
1080 S. Federal Highway
Boynton Beach, FL 33435
Tel: (561) 826-8986
Fax: (561) 935-9706
About Highvest, Inc.
Based in Sebring, Florida, Highvest Corp. was founded in 2009 and
is engaged in the wholesale distribution of distilled spirits,
including neutral spirits and ethyl alcohol used in blended wines
and distilled liquors.
Highvest Corp., filed a Chapter 11 petition (Bankr. S.D. Fla. Case
No. 17-24166) on November 28, 2017. The Paul G. Hyman, Jr.
presides over the case. Angelo A. Gasparri, Esq., at the Law
Office of Angelo A. Gasparri, serves as bankruptcy counsel.
In its petition, the Debtor estimated $0 to $50,000 in assets and
$1 million to $10 million in liabilities. The petition was signed
by Anthony R. Cozier, its president.
HOOPER HOLMES: Lincoln, Aracle Selling 4.09M Shares
---------------------------------------------------
Hooper Holmes, Inc., filed a Form S-1 registration statement with
the Securities and Exchange Commission covering the offer and sale
of up to 4,091,783 shares of its common stock, $0.04 par value per
share, by Lincoln Park Capital Fund, LLC and Aracle SPF V, LLC, the
selling stockholders.
The shares of Hooper Holmes' common stock being offered by Lincoln
Park have been or may be issued pursuant to the purchase agreement
dated Aug. 31, 2017, as amended, that it entered into with Lincoln
Park.
The prices at which the Selling Stockholders may sell the shares
will be determined by the prevailing market price for the shares or
in negotiated transactions.
Hooper Holmes is not selling any securities under this prospectus
and will not receive any of the proceeds from the sale of the
shares by the Selling Stockholders.
The Selling Stockholders may sell the shares of the Company's
common stock in a number of different ways and at varying prices.
The Selling Stockholders will pay all brokerage fees and
commissions and similar expenses. The Company will pay all
expenses (except brokerage fees and commissions and similar
expense) relating to the registration of the shares with the
Securities and Exchange Commission. Lincoln Park is an
"underwriter" within the meaning of Section 2(a)(11) of the
Securities Act of 1933, as amended.
The Company's common stock is currently quoted on the OTCQX Market
operated by the OTC Markets Group, Inc. under the ticker symbol
"HPHW." On Dec. 19, 2017, the last reported sale price of the
Company's common stock on the OTCQX Market operated by the OTC
Markets Group, Inc. was $0.64 per share.
A full-text copy of the prospectus is available for free at:
https://is.gd/jXDBgA
About Hooper Holmes
Founded in 1899, Hooper Holmes, Inc. --
http://www.hooperholmes.com/-- is a publicly-traded New York
corporation that provides health risk assessment services. With
the acquisition of Accountable Health Solutions, Inc. in 2015, the
Company has expanded to also provide corporate wellness and health
improvement services. This uniquely positions the Company to
transform and capitalize on the large and growing health and
wellness market as one of the only publicly-traded, end-to-end
health and wellness companies.
Mayer Hoffman McCann P.C., in Kansas City, Missouri, the Company's
independent accounting firm, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, citing that the Company has suffered recurring losses
from operations, negative cash flows from operations and other
related liquidity concerns, which raises substantial doubt about
the Company's ability to continue as a going concern.
Hooper Holmes reported a net loss of $10.32 million on $34.27
million of revenues for the year ended Dec. 31, 2016, compared to a
net loss of $10.87 million on $32.11 million of revenues for the
year ended Dec. 31, 2015. As of Sept. 30, 2017, Hooper Holmes had
$37.20 million in total assets, $42.11 million in total liabilities
and a total stockholders' deficit of $4.91 million.
IHEARTCOMMUNICATIONS INC: Extends Notes Private Offers Deadline
---------------------------------------------------------------
iHeartCommunications, Inc., is extending the private offers to
holders of certain series of iHeartCommunications’ outstanding
debt securities to exchange the Existing Notes for new securities
of iHeartMedia, Inc., CC Outdoor Holdings, Inc. and
iHeartCommunications, and the related solicitation of consents from
holders of Existing Notes to certain amendments to the indentures
and security documents governing the Existing Notes.
The Exchange Offers and Consent Solicitations were previously
scheduled to expire on Dec. 22, 2017, at 5:00 p.m., New York City
time, and will now expire on Jan. 5, 2018, at 5:00 p.m., New York
City time. The deadline to withdraw tendered Existing Notes in the
Exchange Offers and revoke consents in the Consent Solicitations
has also been extended to 5:00 p.m., New York City time, on Jan. 5,
2018. iHeartCommunications is extending the Exchange Offers and
Consent Solicitations to continue discussions with holders of
Existing Notes regarding the terms of the Exchange Offers and to
continue discussions with lenders under its Term Loan D and Term
Loan E facilities in connection with the concurrent private offers
made to those lenders, which iHeartCommunications announced today
will now expire at 5:00 p.m., New York City time, on Jan. 5, 2018.
As of 5:00 p.m., New York City time, on Dec. 20, 2017, an aggregate
amount of approximately $34.0 million of Existing Notes,
representing approximately 0.4% of outstanding Existing Notes, had
been tendered into the Exchange Offers.
The terms of the Exchange Offers and Consent Solicitations have not
been amended and remain the same as set forth in the Amended and
Restated Offering Circular and Consent Solicitation Statement,
dated April 14, 2017, as supplemented by Supplement No. 1.
The Exchange Offers and Consent Solicitations, which are only
available to holders of Existing Notes, are being made pursuant to
the Offering Circular, and are exempt from registration under the
Securities Act of 1933. The New Securities, including the new debt
of iHeartCommunications and related guarantees, will be offered
only in reliance on exemptions from registration under the
Securities Act. The New Securities have not been registered under
the Securities Act, or the securities laws of any state or other
jurisdiction, and may not be offered or sold in the United States
without registration or an applicable exemption from the Securities
Act and applicable state securities or blue sky laws and foreign
securities laws.
Documents relating to the Exchange Offers and Consent Solicitations
will only be distributed to holders of the Existing Notes that
complete and return a letter of eligibility. Holders of Existing
Notes that desire a copy of the letter of eligibility must contact
Global Bondholder Services Corporation, the exchange agent and
information agent for the Exchange Offers and Consent
Solicitations, by calling toll-free (866) 470-3700 or at (212)
430-3774 (banks and brokerage firms) or visit the following website
to complete and deliver the letter of eligibility in electronic
form: http://gbsc-usa.com/eligibility/ihc-bondoffers.
About iHeartMedia, Inc. and
iHeartCommunications, Inc.
iHeartMedia, Inc. (PINK: IHRT), the parent company of
iHeartCommunications, Inc., is a global media and entertainment
company. Based in San Antonio, Texas, iHeartCommunications
specializes in radio, digital, outdoor, mobile, social, live
events, on-demand entertainment and information services for local
communities, and uses its unparalleled national reach to target
both nationally and locally on behalf of its advertising partners.
The Company is dedicated to using the latest technology solutions
to transform the Company's products and services for the benefit of
its consumers, communities, partners and advertisers, and its
outdoor business reaches over 34 countries across five continents,
connecting people to brands using innovative new technology.
iHeartCommunications reported a net loss attributable to the
Company of $296.31 million in 2016, a net loss attributable to the
Company of $754.6 million in 2015, and a net loss attributable to
the Company of $793.76 million in 2014. As of Sept. 30, 2017,
iHeartCommunications had $12.25 billion in total assets, $23.93
billion in total liabilities and a total stockholders' deficit of
$11.67 billion.
* * *
In March 2017, Fitch Ratings downgraded iHeartCommunications,
Inc.'s Long-Term Issuer Default Rating (IDR) to 'C' from 'CC'. The
downgrade reflects iHeart's announcement on March 15, 2017, that
the company has commenced a global restructuring effort targeting
approximately $14.6 billion in debt including all of the
outstanding Term Loans and PGNs as well as the senior notes due
2021.
Also in March 2017, S&P Global Ratings lowered its corporate credit
rating on Texas-based media company iHeartMedia Inc. and its
subsidiary iHeartCommunications Inc. to 'CC' from 'CCC'. The
rating outlook is negative. The downgrade follows
iHeartCommunications' announcement that it has offered to exchange
five series of priority-guarantee notes, its senior notes due 2021,
and its term loan D and E for longer-dated debt; and, in certain
scenarios, stock and warrants, or contingent value rights. "Under
all but one scenario, there would be a reduction in the principal
amount of debt outstanding and an extension of the debt maturity by
two years for exchanged debt," said S&P Global Ratings' credit
analyst Jeanne Shoesmith. "The company's debt is trading at
significant discounts to par of 20%-60%, and we believe its capital
structure is unsustainable."
In December 2016, Moody's Investors Service affirmed
iHeartCommunications, Inc.'s 'Caa2' Corporate Family Rating.
IHEARTCOMMUNICATIONS INC: Extends Private Term Loan Offers
----------------------------------------------------------
iHeartCommunications, Inc., announced that it is extending the
deadline for participation in the private offers to lenders under
its Term Loan D and Term Loan E facilities to amend the Existing
Term Loans. The Term Loan Offers have been extended to 5:00 p.m.,
New York City time, on Jan. 5, 2018. iHeartCommunications is
extending the Term Loan Offers to continue discussions with lenders
regarding the terms of the Term Loan Offers.
The terms of the Term Loan Offers have not been amended and remain
the same as set forth in the Confidential Information Memorandum,
dated March 15, 2017, as supplemented by Supplements No. 1 through
No. 5.
The Term Loan Offers, which are only available to holders of
Existing Term Loans, are being made pursuant to the Confidential
Information Memorandum, and are exempt from registration under the
Securities Act of 1933. The new securities of iHeartMedia, Inc.,
CC Outdoor Holdings, Inc., Broader Media, LLC and/or
iHeartCommunications being offered in the Term Loan Offers are
offered only in reliance on exemptions from registration under the
Securities Act. The New Securities have not been registered under
the Securities Act, or the securities laws of any state or other
jurisdiction, and may not be offered or sold in the United States
without registration or an applicable exemption from the Securities
Act and applicable state securities or blue sky laws and foreign
securities laws.
Documents relating to the Term Loan Offers will only be distributed
to holders of Existing Term Loans that complete and return a letter
of eligibility. Holders of Existing Term Loans that desire a copy
of the letter of eligibility must contact Global Bondholder
Services Corporation, the tabulation agent and information agent
for the Offers, by calling toll-free (866) 470-3700 or at (212)
430-3774 (banks and brokerage firms) or visit the following website
to complete and deliver the letter of eligibility in electronic
form: http://gbsc-usa.com/eligibility/ihc-termloanoffers.
About iHeartMedia, Inc. and
iHeartCommunications, Inc.
iHeartMedia, Inc. (PINK:IHRT), the parent company of
iHeartCommunications, Inc., is a global media and entertainment
company. Based in San Antonio, Texas, iHeartCommunications
specializes in radio, digital, outdoor, mobile, social, live
events, on-demand entertainment and information services for local
communities, and uses its unparalleled national reach to target
both nationally and locally on behalf of its advertising partners.
The Company's outdoor business reaches over 34 countries across
five continents.
iHeartCommunications reported a net loss attributable to the
Company of $296.31 million in 2016, a net loss attributable to the
Company of $754.6 million in 2015, and a net loss attributable to
the Company of $793.8 million in 2014. As of Sept. 30, 2017,
iHeartCommunications had $12.25 billion in total assets, $23.93
billion in total liabilities and a total stockholders' deficit of
$11.67 billion.
* * *
In March 2017, Fitch Ratings downgraded iHeartCommunications,
Inc.'s Long-Term Issuer Default Rating (IDR) to 'C' from 'CC'. The
downgrade reflects iHeart's announcement on March 15, 2017, that
the company has commenced a global restructuring effort targeting
approximately $14.6 billion in debt including all of the
outstanding Term Loans and PGNs as well as the senior notes due
2021.
Also in March 2017, S&P Global Ratings lowered its corporate credit
rating on Texas-based media company iHeartMedia Inc. and its
subsidiary iHeartCommunications Inc. to 'CC' from 'CCC'. The
rating outlook is negative. The downgrade follows
iHeartCommunications' announcement that it has offered to exchange
five series of priority-guarantee notes, its senior notes due 2021,
and its term loan D and E for longer-dated debt; and, in certain
scenarios, stock and warrants, or contingent value rights. "Under
all but one scenario, there would be a reduction in the principal
amount of debt outstanding and an extension of the debt maturity by
two years for exchanged debt," said S&P Global Ratings' credit
analyst Jeanne Shoesmith. "The company's debt is trading at
significant discounts to par of 20%-60%, and we believe its capital
structure is unsustainable."
In December 2016, Moody's Investors Service affirmed
iHeartCommunications, Inc.'s 'Caa2' Corporate Family Rating.
INTERNATIONAL SEAWAYS: S&P Places 'B' CCR on CreditWatch Negative
-----------------------------------------------------------------
S&P Global Ratings placed its 'B' corporate credit rating on
International Seaways Inc. on CreditWatch with negative
implications.
S&P said, "At the same time, we placed our 'BB-' issue-level
ratings on the company's $50 million senior secured revolver and
$550 million senior secured first-lien term loan, issued by OIN
Delaware LLC and International Seaways Operating Corp., on
CreditWatch with negative implications. The '1' recovery ratings
are unchanged, indicating our expectation for very high recovery in
the event of a default on the revolver (90%-100%; rounded estimate:
95%) and the term loan (90%-100%; rounded estimate 90%).
"The CreditWatch listing reflects International Seaways' higher
debt leverage pro forma for the proposed acquisition. Additionally,
we note that over the past six months the company has somewhat
underperformed relative to our previous expectations, owing to the
challenging market conditions in the international shipping sector.
"The CreditWatch negative placement indicates that there is at
least a one-in-two likelihood that we could lower our corporate
credit rating on International Seaways by one notch if the company
closes on the debt-financed transaction and we do not expect
meaningful improvement in credit measures over the subsequent
12-month period. We will continue to monitor any developments
related to the proposed acquisition, including the company's
financing plans and the likelihood of its successful completion.
"Additionally, we intend to review our issue-level and recovery
ratings on the company's existing revolver and term loan once
details emerge about the company's pro forma capital structure. We
expect to resolve the CreditWatch placement following the close of
the transaction."
IOWA HEALTHCARE: Files Chapter 11 Joint Plan of Liquidation
-----------------------------------------------------------
Central Iowa Healthcare filed with the U.S. District Court for the
Southern District of Iowa a disclosure statement with respect to
the Debtor and the Official Committee of Unsecured Creditors of
Central Iowa Healthcare's joint plan of liquidation dated Dec. 12,
2017.
The Plan contemplates the transfer of all of the Debtor's remaining
assets to the Central Iowa Healthcare Liquidation Trust for the
benefit of holders of Allowed Claims, following any payments or
transfers made on or before the Effective Date to the holders of
Allowed Claims and as provided for in the Plan. The holders of
Allowed Claims will share in the proceeds from the Liquidation
Trust, in accordance with the priorities of the Bankruptcy Code and
as provided under the Plan. The provisions of the Liquidation Trust
and the Plan will be implemented under the direction of the
Liquidation Trustee.
Class 7 under the joint liquidation plan consists of Allowed
General Unsecured Claims. The holder of an Allowed General
Unsecured Claim will receive his Pro Rata Share of Available Cash;
provided, however, that the aggregate distributions received
pursuant to the Plan will not exceed the amount of Allowed General
Unsecured Claims plus, if applicable, Post-petition Interest due on
such claims. In total, scheduled and filed General Unsecured
Claims, in this case, totaled over $100,000,000 million. The Plan
Proponents estimate that Allowed Class 7 Claims will total
approximately $20.5 million at the conclusion of the claims
resolution process. This class is impaired.
The Plan will be funded by the orderly liquidation of all remaining
property of the Estate (including recoveries from Causes of
Action). Distributions will be made from the Liquidation Trust
after the Effective Date under the terms of the Plan and the
Liquidation Trust Agreement.
A full-text copy of the Disclosure Statement is available for free
at:
http://bankrupt.com/misc/iasb16-02438-11-900.pdf
About Central Iowa Healthcare
The Central Iowa Healthcare, formerly doing business as
Marshalltown Medical Surgical Center, is a not-for-profit
corporation formed under the laws of the State of Iowa, and is tax
exempt pursuant to Section 501(c)(3) of the Internal Revenue Code.
It is governed by a 14-member Board of Trustees of which two
members serve on an ex-officio basis.
CIH operates a community hospital in Marshalltown, Iowa, which is
located between Des Moines and Cedar Rapids. Its 49-bed, acute care
facility is the only full-service medical center in the area.
CIH is the sixth largest employer in Marshalltown. According to
U.S. Census 2015 data, Marshalltown's population is estimated at
27,620 and a median income of $50,396.
Declining revenues over the past several years have placed a
considerable financial strain on CIH and led to uncertainty about
the hospital's ability to continue as a going concern.
CIH sought Chapter 11 protection (Bankr. S.D. Iowa Case No.
16-02438) on Dec. 20, 2016. The petition was signed by Dawnett
Willis, acting CEO. The Debtor disclosed $81.91 million total
assets and $20.02 million total liabilities.
The case is assigned to Judge Anita L. Shodeen.
The Debtor hired Bradshaw, Fowler, Proctor & Fairgrave, P.C., as
its legal counsel, and Alvarez & Marsal Healthcare Industry Group,
LLC as its financial advisor. The Debtor engaged Andy Wang, Esq.,
at Wang Kobayashi Austin, LLC, as special counsel.
The U.S. Trustee for the Southern appointed Susan N. Goodman as the
patient care ombudsman for CIH.
On Dec. 28, 2016, the U.S. Trustee appointed an official committee
of unsecured creditors. The Committee is represented by Francis J.
Lawall, Esq., at Pepper Hamilton LLP.
* * *
In March 2017, the bankruptcy court approved the sale of the
Debtors' assets to UnityPoint Health-Waterloo, an affiliate of Des
Moines, Iowa-based UnityPoint Health, for $11.9 million.
JOSEPH HEATH: $369K Sale of Alexandria Property to Marsh Approved
-----------------------------------------------------------------
Judge Klinette Kindred of the U.S. Bankruptcy Court for the Eastern
District of Virginia authorized Joseph F. Heath's sale of real
property known as 7139 Mason Grove Court, Unit 17, Alexandria,
Virginia, described as Groveton Woods Condo Unit 17 Phase 3,
Groveton Woods as found in Deed Book 18466, Page 1499 of the Land
Records of Fairfax County, Tax Map Id# 92-4-13-17, to Latina Marsh
for $369,000.
The lien of Select Portfolio Services ("SPS") and the IRS will
attach to the proceeds.
The Debtor is authorized and directed to distribute the sale
proceeds as follows:
a. the ordinary and necessary costs of closing and
recordation;
b. the real property taxes owed to Fairfax County (if any);
c. the secured claim of SPS;
d. the quarterly fees of the Office of the U.S. Trustee in the
amount of $4,875, which are to be held in reserve by the Debtor
until payment to the U.S. Trustee; and
e. the IRS.
Upon settlement, the Debtor will promptly prepare and file a Report
of Sale detailing the distribution of the sale proceeds as
described.
About Joseph F. Heath
Joseph F. Heath sought Chapter 11 protection (Bankr. E.D. Va. Case
No. 07-14107) on Dec. 27, 2007. The Debtor estimated assets in the
range of $0 to $50,000 and $100,001 to $500,000 in debt. The
Debtor tapped Bennett A. Brown, Esq., at The Law Office of Bennett
A. Brown, as counsel.
LAGO RESORT: S&P Cuts CCR to 'CCC' on Weak Operating Performance
----------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on Tyre,
N.Y.-based Lago Resort & Casino to 'CCC' from 'CCC+' and removed
the rating from CreditWatch, where S&P had placed it with negative
implications on Sept. 5, 2017.
S&P said, "At the same time, we lowered the issue-level ratings on
the company's $15 million revolving credit facility and $225
million first-lien term loan one notch to 'B-', in line with the
downgrade of the company, and removed them from CreditWatch. The
recovery rating remains '1', reflecting our expectation for very
high recovery (90%-100%) for lenders in the event of a payment
default. The revolver has priority over the term loan, so our
rounded recovery estimate on this debt remains 95%. The rounded
estimate on the first-lien term loan is now 90%.
"We also revised the recovery rating on Lago's $85 million
second-lien term loan to '6' from '5', and lowered the issue-level
rating on this debt to 'CC' from 'CCC'. We also removed the rating
from CreditWatch. The '6' recovery rating reflects our expectation
for negligible recovery for lenders (0%-10%; rounded estimate: 0%)
in the event of a payment default. The revised recovery rating on
the second-lien term loan reflects a lower assumed valuation of the
company given weak operating performance since opening.
"The downgrade reflects our view that Lago's meaningful
underperformance and a very slow ramp-up in operations since the
opening of the casino in February 2017 heightens the risk of some
form of debt restructuring over the next 12 months. We expect Lago
to continue to struggle to ramp up EBITDA generation at del Lago
Resort & Casino, located in Waterloo, N.Y., to a level that
comfortably covers our estimate of cash fixed charges, which
includes interest expense, amortization, and modest maintenance
capital expenditures. This is because of underperforming visitation
and revenue at Lago due to a high level of competition and
promotional activity from existing nearby competitors in its
market- principally Turning Stone Resort Casino 70 miles away in
Verona, N.Y., and Seneca Gaming Corporation, which operates the
Seneca Niagara Resort & Casino, 120 miles away in Niagara Falls,
N.Y. and the Seneca Buffalo Creek Casino 110 miles away in Buffalo,
N.Y. In the event operating performance does not improve from
current levels, we believe Lago's capital structure would be
unsustainable over the long run and the company could face a
liquidity crisis over the next 12 months absent additional equity
contributions from its owners. Lago has depleted its interest
reserve, and must rely solely on internally generated cash flow,
cash balances, and availability under its $15 million revolver to
fund fixed charges, which we estimate to be between $40 million and
$45 million a year. As a result, internal liquidity may become
impaired if EBITDA generation does not improve over the next
several quarters compared to recent poor quarterly performance.
The company's ability to pay in kind (PIK) a portion of the
interest expense on its second-lien term loan provides some
flexibility to allow the property to further ramp up operations
over the near time. However, this benefit is partially offset
because the cash burden on this piece of debt will continue to
increase over time as the PIK interest increases the principal
balance of the second-lien term loan.
S&P said, "The negative rating outlook reflects our expectation
that Lago's capital structure could be unsustainable in the event
operating performance doesn't improve from current levels. The
negative outlook also reflects our expectation that the company is
unlikely to meet its increasing minimum EBITDA covenant absent
additional equity support from owners. While we have less concern
near term about the maximum leverage and minimum EBITDA covenant,
we believe the company could violate these covenants by the third
measurement date (June 2018) if operating performance doesn't
improve from current levels.
"We could lower the rating if we no longer expected the owners
would be willing to provide additional temporary liquidity support
over the next several quarters, which would increase the likelihood
of some form of restructuring within the next 12 months. This could
occur if Lago's current high level of marketing and promotional
allowance spending fails to attract sufficient visitation and
revenue at the resort to drive meaningful incremental EBITDA that
can cover fixed charges.
"We are unlikely to consider stabilizing the outlook or raising the
rating until Lago demonstrates that it can improve operating
performance to a level that will comfortably cover its fixed
charges and sustain adequate covenant cushion, in a manner that
causes us to believe the capital structure is sustainable over the
long run.
"Our simulated default scenario contemplates a payment default in
2018 reflecting lower-than-expected revenues and cash flow as a
result of the inability to generate sufficient customer traffic and
increased competitive pressures from other casinos in upstate New
York. We assume Lago would fully draw its $15 million revolving
credit facility to fund operations as we believe all sources of
liquidity would be exhausted on the path to default.
"We assume a reorganization following the default, using an
emergence EBITDA and a multiple of 6x to value the company."
-- Emergence EBITDA: $42 mil.
-- EBITDA multiple: 6x
-- Gross recovery value: $253 mil.
-- Net recovery value for waterfall after administrative expenses
(5%): $240 mil.
-- Obligor/nonobligor valuation split: 100%/0%
-- Estimated priority claim (vendor financing): $7.5 mil.
-- First-out revolving credit facility: $16 mil.
-- Value available for first-out revolving credit facility: $233
mil.
-- Recovery range: 90%-100% (rounded estimate: 95%)
-- Estimated first-lien claim (first-lien term loan): $238 mil.
-- Value available for first-lien claim: $217 mil.
-- Recovery range: 90%-100% (rounded estimate: 90%)
-- Estimated second-lien claim (second-lien term loan): $91 mil.
-- Value available for second-lien claim: $0 mil.
-- Recovery range: 0% to 10% (rounded estimate: 0%)
LAKE SHORE GAS: Seeks Authority to Use Cash Collateral
------------------------------------------------------
Lake Shore Gas Storage Inc. seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Ohio to use cash
collateral.
The Debtor believes that it can operate its business during the
Chapter 11 and successfully reorganize its business if it will be
allowed to use cash collateral. The Debtor proposes to use cash
collateral for purposes which include: (a) care, maintenance and
preservation of the Debtor's assets; and (b) payment of necessary
business expenses.
Prior to the Petition Date, the Debtor has executed several loan
obligations with Parkview Federal Savings and Loan now First
National Bank of Pennsylvania. As of the petition date, the Debtor
was indebted to First National Bank in the approximate amount of
$10,000,000. Pursuant to these loan obligations, it appears that
the Debtor may have granted to First National Bank a security
interest all of its assets.
The Debtor believes that First National Bank will assert (a) that
it has a perfected security interests in the Collateral and (b)
that First National Bank perfected security interests generally
enjoy the first level of priority. The proceeds from the collateral
may constitute the cash collateral of First National Bank.
Because of uncertainties regarding the timing of expenses and
purchases, and the impact of Chapter 11 on these items, the Debtor
asserts that it is impossible to predict with accuracy the precise
amount of cash collateral necessary for the Debtor to operate its
business. The Debtor assures the Court that the proposed
utilization of cash collateral will not, in any event, impair First
National Bank's position.
As such, the Debtor proposes to grant First National Bank of
Pennsylvania a replacement lien on all inventory and accounts
receivables acquired after the Petition Date equal in extent,
validity, and priority to the security interest in inventory and
accounts that First National Bank held as of the Petition Date.
A full-text copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/ohnb17-17246-5.pdf
About Chowder Gas and Lake Shore Gas
Chowder Gas and Storage Facility LLC and Lake Shore Gas Storage
Inc. are natural gas storage providers based in Willoughby, Ohio.
Chowder Gas and Lake Shore sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ohio Case Nos. 17-17245 and
17-17246) on Dec. 9, 2017. Richard M. Osborne, its managing
member, signed the petitions.
At the time of the filing, Chowder Gas estimated assets and
liabilities of $1 million to $10 million. Lake Shore Gas estimated
assets of less than $50,000 and liabilities of $1 million to $10
million.
Judge Arthur I Harris presides over the cases.
MEDONE HEALTHCARE: Seeks Approval on Cash Collateral Stipulation
----------------------------------------------------------------
Medone Healthcare, LLC, asks the U.S. Bankruptcy Court for the
District of Arizona for entry of a Stipulated Interim Order
approving the Debtor's use of funds that its primary secured
creditor, Arizona Bank & Trust claims as its cash collateral.
Pursuant to several Loan Documents, the Debtor was indebted to
Arizona Bank in the total aggregate amount of $4,341,597, as of the
Petition Date plus accruing interests, fees and costs. Prior to
the Petition Date, the Debtor and, Arizona Bank & Trust engaged in
discussions to allow the Debtor to use Arizona Bank's cash
collateral in the ordinary course of the Debtor's business
regarding the anticipated filing of this Chapter 11 case.
The Debtor submitted a proposed budget to Arizona Bank, reflecting
anticipated revenues and expenses through March 3, 2018. After
negotiations and Arizona Bank's consideration of the proposed
budget, an agreement was reached whereby Arizona Bank will permit
the Debtor to use cash collateral, initially through Jan. 5, 2018.
The Debtor and Arizona Bank have entered into an agreement that
permits the Debtor to use the cash collateral in the ordinary
course of its business for a limited duration. The Budget contains
monthly projections of expenses from December 6, 2017 through Jan.
5, 2018.
Arizona Bank will be granted, valid and perfected security
interests and liens in all of Debtor's interests in property
acquired after the Petition Date, of the type described as
collateral in the Loan Documents, including all proceeds therefrom.
The Replacements Liens granted to Arizona Bank will: (a) secure
repayment of the Indebtedness; (b) be evidenced by the existing
Loan Documents and this Order; and (c) have the same validity and
priority as Arizona Bank's existing liens and security interests in
the cash collateral and the collateral.
To the extent the replacement liens do not provide Arizona Bank
with adequate protection of its interest in the cash collateral,
Arizona Bank will have a super-priority administrative expense
claim as necessary to fully compensate Arizona Bank for the use of
its cash collateral.
The Debtor asserts that the use of Arizona Bank's cash collateral
is critically important for the Debtor to maintain its business
operations and to preserve value in its assets for the anticipated
Section 363 sale.
A full-text copy of the Proposed Stipulated Interim Order is
available at:
http://bankrupt.com/misc/azb17-14457-11-SO.pdf
Attorneys for Arizona Bank and Trust:
ENGELMAN BERGER, P.C.
Patrick A. Clisham
3636 N. Central Avenue, Suite 700
Phoenix, Arizona 85012
About Medone Healthcare
Based in Tempe, Arizona, MedOne Healthcare, LLC --
https://www.medoneaz.com -- is a provider of home health care
services including: wound, infusion, ventilators, powered mobility,
enteral, urology, respiratory, sleep and durable medical equipment.
The company is accredited by the nationally recognized HQAA
(Healthcare Quality Association on Accreditation).
MedOne Healthcare filed a voluntary Chapter 11 Petition (Bank. D.
Ariz. Case No. 17-14457) on Dec. 6, 2017. Stephan Kindt,
president, signed the petition. The Debtor is represented by
Joseph E. Cotterman, Esq., at Jennings, Strouss & Salmon, P.L.C.
At the time of filing, the Debtor estimated both assets and
liabilities at $1 million to $10 million each.
The Hon. Paul Sala is the case judge.
MedOne Healthcare's attorneys:
JENNINGS, STROUSS & SALMON, PLC
Bradley J. Stevens
One East Washington Street, Suite 1900
Phoenix, AZ 85004
MESOBLAST LIMITED: MSC Product Phase 3 Trial Completes Enrollment
-----------------------------------------------------------------
Mesoblast Limited announced that the Phase 3 trial of its
proprietary allogeneic mesenchymal stem cell (MSC) product
candidate MSC-100-IV in children with steroid-refractory acute
graft versus host disease (aGVHD) has completed enrollment.
Top-line results are expected in Q1 2018. In November 2016, the
Phase 3 trial was successful in a pre-specified interim futility
analysis of the primary endpoint.
There are currently no therapeutic products approved in the United
States to treat this life-threatening complication of allogeneic
bone marrow transplants. Based on discussions with the United
States Food and Drug Administration, Mesoblast intends to use the
results of this single, open label trial to support a Biologics
License Application (BLA) filing for accelerated product approval.
Mesoblast has received Fast Track designation for MSC-100-IV for
treatment of steroid-refractory acute GVHD in children.
In 2016, Mesoblast's licensee in Japan, JCR Pharmaceuticals Co.
Ltd, launched TEMCELL HS. Inj.1, an allogeneic MSC product, after
receiving marketing approval from the Japanese Ministry of Health,
Labour and Welfare for the treatment of aGVHD in children and
adults.
About Graft Versus Host Disease
Mesoblast is developing MSC-100-IV for the treatment of aGVHD
following an allogeneic bone marrow transplant (BMT). In patients
who have received a BMT, donor cells may attack the recipient (the
person receiving the transplant), causing aGVHD, resulting in
activation of pro-inflammatory T-cells and tissue damage in the
skin, gut and liver. This condition, when severe and unresponsive
to initial steroid therapy, is often fatal. According to the
Center for International Blood and Marrow Transplant Research,
there are approximately 30,000 allogeneic BMTs globally per year
for diseases including hematological cancers, with 25% of all cases
in the pediatric population. Nearly 50% of all allogeneic BMT
patients develop aGVHD. Liver or gastrointestinal involvement
occur in up to 40% of all patients with aGVHD and are associated
with the greatest risk of death, with mortality rates of up to
85%.
1TEMCELL HS. Inj. is the registered trademark of JCR
Pharmaceuticals Co. Ltd.
About Mesoblast
Australia-based Mesoblast Limited (ASX:MSB; Nasdaq:MESO) is a
global developer of innovative cell-based medicines. The Company
has leveraged its proprietary technology platform, which is based
on specialized cells known as mesenchymal lineage adult stem cells,
to establish a broad portfolio of late-stage product candidates.
Mesoblast's allogeneic, 'off-the-shelf' cell product candidates
target advanced stages of diseases with high, unmet medical needs
including cardiovascular conditions, orthopedic disorders,
immunologic and inflammatory disorders and oncologic/hematologic
conditions.
Mesoblast Limited reported a net loss before income tax of US$90.21
million for the year ended June 30, 2017, a net loss before income
tax of US$90.82 million for the year ended June 30, 2016, and a net
loss before income tax of US$96.24 million for the year ended June
30, 2015. As of Sept. 30, 2017, Mesoblast had US$671.9 million in
total assets, US$112.30 million in total liabilities and US$559.6
million in total equity.
PricewaterhouseCoopers, in Melbourne, Australia, issued a "going
concern" opinion on the consolidated financial statements for the
year ended June 30, 2017, noting that Company has suffered
recurring losses from operations that raise substantial doubt about
its ability to continue as a going concern.
MH SUB I: Moody's Assigns B3 Corp. Family Rating; Outlook Stable
----------------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating
(CFR), B3-PD Probability of Default Rating and stable rating
outlook to MH Sub I, LLC (d/b/a "Internet Brands") and withdrew all
ratings at Internet Brands, Inc. following a reorganization of the
corporate structure. The rated debt instruments residing at MH Sub
I, LLC and co-borrower Micro Holding Corp. will be dissociated from
Internet Brands, Inc.
MH Sub I, LLC, which operates using the Internet Brands trade name,
is the senior most legal entity in the revised corporate structure
for which Moody's maintains debt instrument ratings comprising the
Internet Brands/Web MD credit obligor group related to the
September 15, 2017 debt financing. Internet Brands, Inc. is now the
legal holding company and guarantor with respect to the recently
assigned credit and debt instrument ratings at Autodata, Inc.
Autodata was removed from the Internet Brands/Web MD restricted
group prior to closing the Web MD transaction.
Assignments:
Issuer: MH Sub I, LLC (d/b/a "Internet Brands")
Corporate Family Rating -- B3
Probability of Default Rating -- B3-PD
Withdrawals:
Issuer: Internet Brands, Inc.
Corporate Family Rating -- B3
Probability of Default Rating -- B3-PD
Outlook Actions:
Issuer: MH Sub I, LLC (d/b/a "Internet Brands")
Outlook, Assigned Stable
Issuer: Internet Brands, Inc.
Outlook, Withdrawn, Previously Stable
RATINGS RATIONALE
MH Sub I, LLC's (d/b/a "Internet Brands" or the "company") B3 CFR
is constrained by its elevated pro forma financial leverage
following the WebMD purchase, acquisitive growth strategy, shift to
bigger debt-funded M&A targets, and meaningful transformation of
the business model which increases exposure to cyclical advertising
revenue after previously transitioning to a mostly
subscription-based SaaS revenue model. The B3 rating is supported
by the company's position as an established online media company
that owns leading digital media assets including WebMD's digital
healthcare advertising assets, which gives Internet Brands an
opportunity to create the foremost online healthcare platform. The
rating also benefits from Moody's expectation for continued good
organic traffic and revenue growth as media content and consumers
increasingly migrate to digital and mobile platforms. A low-cost
traffic acquisition model and exposure to high margin
SaaS/software-based service offerings with relatively high
retention rates are also credit positives. Moody's expect Internet
Brands to produce positive free cash flow and maintain very good
liquidity.
Rating Outlook
The stable rating outlook reflects Moody's expectation that over
the rating horizon Internet Brands will maintain its position as a
leading online media company with a highly-leveraged capital
structure. The stable outlook also anticipates the company will
maintain a low-cost traffic acquisition model in its
marketplace/media segments and achieve anticipated cost synergies
within the first 18 months after the WebMD closing leading to
relatively stable operating margins and steady cash flow growth.
What Could Change the Rating -- Up
An upgrade is unlikely over the rating horizon given Moody's
expectation for continued growth via debt-financed acquisitions
resulting in a highly levered capital structure. Over the
long-term, ratings could be upgraded if Internet Brands were to
maintain its leading market position, demonstrate organic
revenue/earnings growth and continue to successfully integrate
acquisitions. An upgrade would also be considered if the company
were to expand the subscription-based services to at least 50% of
total revenue, improve end market diversification and sustain
financial leverage below 6.5x total debt to GAAP EBITDA (Moody's
adjusted).
What Could Change the Rating -- Down
Ratings may be downgraded if Internet Brands' competitive position
weakens (as measured by market share), recurring/reoccurring
revenue and/or performance--based ad revenue declines from current
levels, acquisitions exhibit underperformance or marketing and
development costs increase (as measured by operating margin
performance). Ratings could also experience downward pressure if
total debt to GAAP EBITDA is sustained above 8x (Moody's
adjusted).
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
Headquartered in Los Angeles, CA, Internet Brands is the trade name
for MH Sub I, LLC, an internet media company that owns more than
250 branded websites across four verticals (Automotive; Legal;
Health; and Home, Travel and Other) characterized by high consumer
activity and good advertising spend. The company licenses and
delivers its content and internet technology products and services
to small and medium-sized businesses (SMBs), major corporations and
individual website owners primarily via two revenue models: (i) a
subscription-based Software-as-a-Service (SaaS) platform; and (ii)
performance-based advertising.
MICRON TECHNOLOGY: S&P Affirms 'BB' Sr. Unsecured Notes Rating
--------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' issue rating on Boise,
Idaho-based semiconductor producer Micron Technology Inc.'s senior
unsecured notes and revised the recovery rating to '3' from '4'.
The '3' recovery rating indicates our expectation of meaningful
recovery (50%-70%; rounded estimate: 60%) in the event of a payment
default. The corporate credit rating on Micron remains unchanged.
Micron recently raised new equity to repay the 7.5% secured notes
due 2023 entirely. The company also redeemed its 5.25% senior
unsecured notes due 2023. As a result, total reported debt was
about $9.3 billion as of Nov. 30, 2017. The company intends to
reduce debt further during fiscal 2018. Recovery prospects could
improve depending on the size and ranking of the debt being
retired. However, we generally cap recovery ratings on unsecured
debt by companies in the 'BB' category at '3' to account for the
greater risk of value impairment by incremental security pledge to
raise new debt, as those companies' credit quality deteriorates
prior to default.
S&P said, "Our positive outlook on Micron reflects our expectation
that the company will continue to reduce debt such that leverage
will remain below 1x over the coming year. Relatively stable memory
market conditions and solid end-market demand over the coming year,
combined with Micron's substantial cash balances, should allow the
company to proceed into the next phase of technological transition
while producing less volatile operating performance. We could raise
the rating over the coming year if the company demonstrates more
stable operating performance through industry cycles, generates
solid free cash flow during heavy technology investment periods
without compromising its market position, and maintains leverage in
the low-1x area."
RATINGS LIST
Micron Technology Inc.
Corporate Credit Rating BB/Positive/--
Rating Affirmed; Recovery Rating Revised
To From
Senior Unsecured BB BB
Recovery Rating 3 (60%) 4 (35%)
NAVISTAR INTERNATIONAL: Extends Credit Suisse NPA to 2018
---------------------------------------------------------
On Dec. 21, 2017, Navistar Financial Securities Corporation, as the
seller, Navistar Financial Corporation, as the servicer, and Credit
Suisse AG, New York Branch, as a managing agent, Credit Suisse AG,
Cayman Islands Branch, as a committed purchaser, Alpine
Securitization Ltd., as a conduit purchaser, Bank of America,
National Association, as administrative agent, as a managing agent
and as a committed purchaser, New York Life Insurance Company, as a
managing agent and a committed purchaser, and New York Life
Insurance and Annuity Corporation, as a managing agent and a
committed purchaser, entered into Amendment No. 10 to Note Purchase
Agreement and Amendment No. 1 to Fifth Amended and Restated Fee
Letter, which is available for free at:
https://is.gd/BvdLOY
The NPA Amendment amends the Note Purchase Agreement, dated as of
Aug. 29, 2012, among NFSC, NFC and the Purchaser Parties, to, among
other things, extend the Scheduled Purchase Expiration Date to Dec.
20, 2018, reduce the maximum funded amount to $350,000,000 and
evidence the payment in full of the principal and interest owing to
the CS Purchaser Group and reduce the commitment of Credit Suisse
to zero.
About Navistar
Headquartered in Lisle, Illinois, Navistar International
Corporation (NYSE: NAV) — http://www.Navistar.com/— is a
holding company whose subsidiaries and affiliates produce
International brand commercial and military trucks, proprietary
diesel engines, and IC Bus brand school and commercial buses. An
affiliate also provides truck and diesel engine service parts.
Another affiliate offers financing services.
Navistar reported net income attributable to the company of $30
million on $8.57 billion of net sales and revenues for the year
ended Oct. 31, 2017, compared to a net loss attributable to the
company of $97 million on $8.11 billion of net sales and revenues
for the year ended Oct. 31, 2016.
As of Oct. 31, 2017, Navistar had $6.13 billion in total assets,
$10.70 billion in total liabilities, and a total stockholders'
deficit of $4.57 billion.
NCCD-COLLEGE STATION: S&P Cuts Debt Rating to 'CCC' on Risk Default
-------------------------------------------------------------------
S&P Global Ratings lowered its long-term rating on New Hope
Cultural Education Finance Corp., Texas' series 2015A and series
2015B taxable student housing revenue bonds, issued for National
Campus & Community Development Corp.'s College Station Properties
LLC (NCCD-College Station), to 'CCC' from 'BBB-'. The outlook is
negative.
"The rating and negative outlook reflect our view that NCCD-College
Station is likely to default without positive developments in
occupancy and revenues," said S&P Global Ratings credit analyst
Sean Lacy. "It also reflects our opinion of at least a one-in-two
likelihood of default given that the project may run into cash flow
shortfalls starting in March 2018, as well as violation of the debt
service coverage in fiscal 2018." NCCD-College Station will likely
require a draw on its debt service reserve for a portion of the
July 2018 debt service payment. The cash flow shortfalls are a
result of the project's much lower than anticipated fall 2017
occupancy of 54% and expected occupancy of 52% for spring 2018.
Currently, NCCD-College Station can draw on its debt service
reserve fund for debt service payments to avoid default. In
addition, NCCD-College Station is actively marketing to acquire new
leases and improve occupancy. NCCD-College Station's current debt
service reserve fund of $23.76 million is adequate to cover the
July 2018 payment of $18.5 million. If the cash flow shortfalls
continue, NCCD-College Station may not be able to pay its debt
obligations in July 2019.
NCP FINANCE: S&P Affirms Then Withdraws 'B-' Issuer Credit Rating
-----------------------------------------------------------------
On Dec. 22, 2017, S&P Global Ratings affirmed its 'B-' issuer
credit rating on NCP Finance L.P. and revised the outlook to stable
from negative. S&P subsequently withdrew all ratings at the
company's request.
S&P revised the outlook to stable from negative on no imminent
refinancing risk. S&P has withdrawn its ratings in accordance with
the company's request.
NIMBUS CONCEPTS: Taps Wadsworth Warner as Legal Counsel
-------------------------------------------------------
Nimbus Concepts, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Colorado to hire Wadsworth Warner Conrardy,
P.C. as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.
The firm's hourly rates are:
David Wadsworth $400
David Warner $300
Aaron Conrardy $285
Lacey Bryan $200
Paralegals $115
Wadsworth received a retainer from the Debtor in the sum of
$18,750.
The firm is a "disinterested person" as defined in section 101(14)
of the Bankruptcy Code, according to court filings.
Wadsworth can be reached through:
David Wadsworth, Esq.
1660 Lincoln Street, Suite 2200
Denver, CO 80264
Phone: (303) 296-1999
Fax: (303) 296-7600
Email: dwarner@wwc-legal.com
About Nimbus Concepts LLC
Nimbus Concepts, LLC operates in the biotechnology sector. It was
incorporated in 2011 and is based in Denver, Colorado.
Nimbus Concepts sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 17-21235) on December 11,
2017. Mark Kraft, its member, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of less than
$500,000.
Judge Kimberley H. Tyson presides over the case.
NORTHERN OIL: Board OKs $176 Million 2018 Capital Budget
--------------------------------------------------------
Northern Oil and Gas, Inc., announced a fourth quarter 2017 update,
provided preliminary 2018 production and capital expenditure
estimates, and announced changes to the Company's Board of
Directors.
FOURTH QUARTER 2017 UPDATE
* Raising fourth quarter production guidance; now expecting
average daily production to increase by 4% to 6% over third
quarter 2017, compared to prior guidance indicating flat
sequential production at the mid-point
* Now expect to add approximately 5 to 6 net wells to
production during the fourth quarter resulting in 2017 net
well additions of approximately 15 to 16 net wells
* Fourth quarter oil differential expected to improve by $1.50
per barrel versus the mid-point of prior guidance; now
expecting a ($5.00) per barrel of oil differential for the
quarter
* Wells in process have increased by 6.6 net wells during 2017,
from 13.4 net wells as of Dec. 31, 2016 to 20 net wells as of
Nov. 30, 2017
PRELIMINARY 2018 PRODUCTION AND CAPITAL EXPENDITURE BUDGET
* The Board has approved a preliminary 2018 capital budget of
up to $176 million, which contemplates 20 to 22 net wells
added to production during 2018
* Based on this preliminary budget, 2018 annual production is
expected to increase by 10% to 14% when compared to 2017
* The Board is also targeting a 10% to 15% reduction in general
and administrative expenses when compared to 2017 levels
MANAGEMENT COMMENT
"The momentum we saw exiting the third quarter has continued into
the fourth quarter and as a result we are raising our expectations
for fourth quarter production," commented Northern's Interim CEO
and CFO, Tom Stoelk. "Our capital allocation process has resulted
in a great inventory of wells in process, which we expect will
continue to drive strong performance in 2018. As a result, we are
estimating that we will add between 20 and 22 net wells to
production during 2018, resulting in 2018 estimated production
growth of between 10% and 14%."
BOARD OF DIRECTORS
* Rich Weber, Northern's Chairman, announced his resignation to
allow him to focus his time on his responsibilities as
Chairman and CEO of PennEnergy Resources
* The Board appointed current director Bahram Akradi as lead
independent director and a member of the Board's Executive
Committee
* Mr. Akradi and the Executive Committee will provide
leadership to help guide the Company on an ongoing basis
"The Company wishes to thank Rich for his tireless service as
Chairman over the last two years as well as his Board contributions
over the last six years," commented Bahram Akradi, Northern's lead
independent director. "It has been a pleasure working with Rich
since joining the Board earlier this year. I am extremely excited
about the future of Northern and where we can take this company
over the coming months and years; it is a future I am excited to be
a part of."
About Northern Oil
Minnetonka, Minnesota-based Northern Oil and Gas, Inc. --
http://www.NorthernOil.com/-- is an exploration and production
company with a core area of focus in the Williston Basin Bakken and
Three Forks play in North Dakota and Montana.
Northern Oil reported a net loss of $293.5 million on $144.9
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $975.4 million on $275.05 million of
total revenues in 2015.
As of Sept. 30, 2017, Northern Oil had $494.36 million in total
assets, $964.97 million in total liabilities and a total
stockholders' deficit of $470.60 million.
* * *
In December 2017, Moody's Investors Service affirmed Northern Oil
and Gas, Inc.'s (NOG) Caa2 Corporate Family Rating (CFR), Caa2-PD
Probability of Default Rating (PDR), and Caa3 senior unsecured
notes rating. NOG's Caa2 CFR reflects its high leverage, weak
asset coverage of debt (under 1x), modest scale and Moody's
expectations that NOG's cash flows will continue to be challenged
through 2018.
As reported by the TCR on Nov. 16, 2017, S&P Global Ratings raised
its corporate credit rating on Northern Oil and Gas Inc. to 'CCC+'
from 'CCC-'. The outlook is negative. "The upgrade reflects our
assessment of the company's improving, but still weak financial
measures and liquidity following the capital raised from the new
term loans, and the repayment and termination of the revolving
credit facility, which was due in 2018 ($155 million outstanding as
of Sept. 30, 2017)," S&P said.
NOTIS GLOBAL: Incurs $5.73 Million Net Loss in Q3 2016
------------------------------------------------------
Notis Global, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $5.73 million on $41,245 of net revenue for the three months
ended Sept. 30, 2016, compared to a net loss of $9.29 million on
$314,153 of net revenue for the same period in 2015.
For the nine months ended Sept. 30, 2016, the Company reported net
income of $2.06 million on $565,228 of net revenue compared to a
net loss of $25.12 million on $464,910 of net revenue for the nine
months ended Sept. 30, 2015.
As of Sept. 30, 2016, Notis Global had $7.20 million in total
assets, $27.35 million in total liabilities and a total
stockholders' deficit of $20.15 million.
As of Sept. 30, 2016, the Company had cash on hand of approximately
$205,000 compared to approximately $347,000 at Sept. 30, 2015.
During the nine months ended Sept. 30, 2016, cash flows used in
operating activities were approximately $4,142,000, consisting
primarily of the net income for the nine months ended Sept. 30,
2016 of approximately $ $2,062,000, increased for non-cash
financing costs of approximately $3,839,000, amortization of the
debt discount of approximately $4,111,000, stock based compensation
of approximately $696,000, and reduced for non-cash adjustments for
the change in fair value of the derivative liability of
approximately $17,507,000 and change in fair value of the warrant
liability of approximately $912,000. Additional significant
components of cash used in operating activities included the
accrued settlement expenses for rental expense under the lease for
the previous office in West Hollywood of approximately $227,000,
offset by an increase of approximately $4,172,000 due to the timing
and deferral of the payment of trade payables, and an increase in
accrued interest of approximately $656,000.
During the nine months ended Sept. 30, 2016, cash flows used in
investing activities was approximately $149,000, consisting
primarily of the $617,000 in costs related to construction in
progress for the build out of greenhouses on the Farm, offset by
approximately $631,000 in proceeds from the sale of the Company’s
interest in San Diego Sunset, as well as the proceeds from the sale
of the assets of Varporfection, and approximately $92,000 in
proceeds for the sale of the rights and assets of the Portland
dispensary.
During the nine months ended Sept. 30, 2016, cash flows provided by
financing activities were approximately $4,078,000, consisting
primarily of approximately $2,901,000 of net proceeds from the
issuance of convertible notes payable, approximately $1,017,012
notes payable, net and $105,000 from the issuance of convertible
debentures to two of the Company's Directors.
"Management believes that the Company's cash balances on hand, cash
flows expected to be generated from operations, proceeds from
current and future expected debt issuances and proceeds from future
share capital issuances, if any, may not be sufficient to fund the
Company's net cash requirements through January 2018. As noted in
the footnotes to the accompanying condensed consolidated financial
statements, the Company recently received a Notice of Default from
a creditor following non-payment of the balance under a certain
promissory note at maturity thereof, pursuant to which the Company
will incur penalties and an increased interest rate as well as
potential legal expenses associated with the creditor's legal
actions.... As of the date of this filing, the Company is in
technical default on all notes outstanding. The Company is unable
to predict the outcome of these matters, however, legal action
taken by the Company's lenders could have a material adverse effect
on the financial condition, results of operations and/or cash flows
of the Company and their ability to raise funds in the future. In
order to execute the Company's long-term growth strategy, which may
include selected acquisitions of businesses or facilities that may
bolster the Company's CBD oil extraction business or real estate
for the cultivation of hemp, the Company will need to raise
additional funds through public or private equity offerings, debt
financings, or other means."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/wWuke9
About Notis Global
Headquartered in Los Angeles, Notis Global, Inc., provides
specialized services to the hemp and marijuana industry. The
Company enters into joint ventures and operating and management
agreements with its partners and conducts consulting services for
its clients. The Company also acts as a distributor of hemp
products processed by its contract partners. Furthermore, the
Company owns and manages real estate used by its contract partners
for cultivation centers and dispensaries.
Notis Global reported a net loss of $50.44 million in 2015
following a net loss of $16.54 million in 2014.
Marcum LLP, in Los Angeles, CA, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has a significant
working capital deficit and an accumulated deficit as of Dec. 31,
2015, and has incurred a significant net loss and negative cash
flows from operations for the years ended Dec. 31, 2015, and 2014.
The foregoing matters raise substantial doubt about the Company's
ability to continue as a going concern.
NOVABAY PHARMACEUTICALS: Extends General Counsel's Term Until 2019
------------------------------------------------------------------
NovaBay Pharmaceuticals, Inc. and Justin Hall, the Company's senior
vice president, general counsel, executed a new employment
agreement in connection with the expiration of Mr. Hall's current
employment agreement dated as of Dec. 29, 2015, which expires on
Dec. 31, 2017.
Mr. Hall's new employment agreement provides for a term commencing
on Jan. 1, 2018 and ending on Dec. 31, 2019. Mr. Hall's employment
agreement provides for an annual base salary of $260,000, subject
to at least annual review. Mr. Hall's salary may be adjusted by
action of the Board of Directors, based on Mr. Hall's performance,
the financial performance of the Company and the compensation paid
to a general counsel in comparable positions. Those adjustments
will not reduce Mr. Hall's then-current annual base salary unless
he provides written consent.
In addition, Mr. Hall will be eligible for any bonus plan that is
deemed appropriate by the Board. The bonus amount will be
determined by the Board, in its sole discretion, based upon, among
others, the following factors: (i) the fulfillment, during the
relevant year, of specific milestones and tasks delegated, for such
year, to Mr. Hall as set by Mr. Hall and the Company's president
and/or the Board, before the end of the first calendar quarter;
(ii) the evaluation of Mr. Hall by the Company's president and/or
the Board; (iii) the Company's financial, product and expected
progress and (iv) other pertinent matters relating to the Company's
business and valuation. Any bonus will be payable within two and a
half (2 1/2) months following the end of the year for which the
bonus was earned. The Compensation Committee of the Board of
Directors will have the sole discretion to pay any or all of the
annual bonus in the form of equity compensation. Any such equity
compensation will be issued from the Company's 2017 Omnibus
Incentive Plan, and shall be fully vested upon payment.
In the event the Company terminates Mr. Hall for cause (as defined
in the employment agreement), he will be entitled to any earned but
unpaid wages or other compensation (including reimbursements of his
outstanding expenses and unused vacation) earned through the
termination date. In the event the Company terminates Mr. Hall
without cause (including death, disability or for constructive
termination) (each as defined in the employment agreement) which is
not in connection with a change of control, he will be entitled to
an amount equal to Mr. Hall's annualized Base Salary in effect on
the date of separation from service plus the full target annual
bonus percentage for the current fiscal year. The GC Severance
Amount will be paid in 12 equal consecutive monthly installments at
the monthly Base Salary rate in effect at the time of Mr. Hall's
termination, with such installments commencing within 60 days
following Mr. Hall's separation from service. The GC Severance
Amount shall be in addition to Mr. Hall's earned wages and other
compensation (including reimbursements of his outstanding expenses
and unused vacation) through the date his employment is terminated
from the Company.
In the event the Company terminates Mr. Hall without cause in
connection with a change of control (as defined in the employment
agreement), he will be entitled to a Change of Control Severance in
place of the GC Severance Amount. The CoC Severance Amount shall
be: (i) an amount equal to twice Mr. Hall's Base Salary and (ii) an
amount equal to the cash portion of Mr. Hall's target Annual Bonus
for the fiscal year in which the termination occurs (with it deemed
that all performance goals have been met at 100% of budget or plan)
multiplied by 150%. For a period of 18 months, Mr. Hall may elect
coverage for, and the Company will reimburse Mr. Hall for, the
amount of his premium payments for group health coverage, if any,
elected by Mr. Hall pursuant to the Consolidated Omnibus Budget
Reconciliation Act of 1985, as amended; provided, however, that Mr.
Hall will be solely responsible for all matters relating to his
continuation of coverage pursuant to COBRA, including (without
limitation) his election of such coverage and his timely payment of
premiums.
Moreover, all options held by Mr. Hall will be subject to full
accelerated vesting on the date of termination without cause, in
both the standard Severance Amount and the CoC Severance Amount,
and the exercise period will be extended to three years from the
date of termination. In order to terminate Mr. Hall for cause (or
for Mr. Hall to resign for constructive termination), the acting
party shall give notice to the other party specifying the reason
for termination and providing a period of 30 days to cure the
reason specified. If there is no cure within 30 days or the
notified party earlier refuses to effect the cure, the termination
shall then be deemed effective.
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. 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.
OCEAN CLUB: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
The Office of the U.S. Trustee on Dec. 21 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Ocean Club of Walton County,
Inc.
About Ocean Club
Headquartered in Miramar Beach, Florida, Ocean Club of Walton
County, Inc. -- http://theoceanclubdestin.com/-- operates the
Ocean Club seafood restaurant located at the entrance to Tops'l
Beach & Racquet Resort and across the street from Sandestin Golf
and Beach Resort in Destin. The restaurant's menu includes Smoked
Scottish Salmon, Steamed Prince Edward Island Mussels Provencale,
Buttermilk Fried Calamari, and Shrimp Cocktail. The Ocean Club
prides itself on providing live entertainment from the Emerald
Coast artists.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Fla. Case No. 17-31019) on Nov. 14, 2017, estimating its assets at
between $500,000 and $1 million and liabilities at between $1
million and $10 million. The petition was signed by Cary Shahid,
president. Judge Jerry C. Oldshue Jr. presides over the case.
Jodi Daniel Cooke, Esq., at Stichter, Riedel, Blain & Postler,
P.A., serves as the Debtor's bankruptcy counsel.
ORCHARD ACQUISITION: Full Payment for Unsecureds Under Joint Plan
-----------------------------------------------------------------
Orchard Acquisition Company and affiliates filed with the U.S.
Bankruptcy Court for the District of Delaware a disclosure
statement for their joint pre-packaged plan of reorganization dated
Dec. 1, 2017.
The Company is focused on providing direct-to-consumer access to
financing solutions through a variety of avenues, including
mortgage lending, structured settlement, annuity and lottery
payment purchasing, prepaid cards, and access to providers of
personal loans. The Company's direct-to-consumer businesses use
digital channels, television, direct mail and other channels to
offer access to financing solutions. The Company warehouses,
securitizes, sells or otherwise finances the assets that it
purchases in transactions that are structured to ultimately
generate cash proceeds to it that exceed the purchase price it paid
for those assets. The Company’s principal executive offices are
located at 1200 Morris Avenue, Suite 300, Chesterbrook,
Pennsylvania 19087.
The Plan contemplates, among other things, the occurrence of the
following Restructuring Transactions, pursuant to and subject to
the terms of the Plan and the RSA:
* All Claims against and Equity Interests in any of the Debtors
are expected to be unimpaired and will be paid in full in cash,
paid or disputed in the ordinary course of business and in
accordance with applicable law as if the Chapter 11 Cases had not
been commenced, unimpaired and reinstated or treated on such other
terms as either (x) the applicable Debtor, with the consent of the
Required Consenting Lenders, or (y) the applicable Reorganized
Debtor, as applicable, and the Holder thereof may agree.
* On the Effective Date, all Term Loan Claims will be terminated
and the liens securing such Term Loan Claims will be released, and,
in exchange therefor, each Term Lender shall receive its pro rata
share of (i) the Term Lender Cash Consideration, which is an amount
of cash equal to the lesser of (a) $45,000,000 and (b) the
aggregate amount such that at least the Required Pro Forma
Liquidity shall be maintained on the Company's balance sheet on the
Effective Date, and (ii) 95.5% of the New Common Equity in the form
of New Class A Common Stock; provided, that the percentage of the
New Common Equity allocable to all Holders of an Allowed Term Loan
Claim shall increase proportionally to the extent that Holders of
an Existing Partnership Interest elect to receive the Partnership
Cash Consideration (or, in the case of PubCo and the Blocker
Entity, as Holders of Existing Partnership Interests, to the extent
elected by Holders of Allowed TRA Claims on account of their Claims
against PubCo). On the Effective Date, the Existing Credit
Agreement shall be cancelled and be of no further force or effect.
* On the Effective Date, all Existing Partnership Interests will
be canceled, and, in exchange therefor, each Holder of such Equity
Interests shall receive its pro rata share of the Partnership
Consideration. As provided in Article III.C(vii) of the Plan, the
Partnership Consideration will be in the form of, as elected by
each such holder, (i) Partnership Equity Consideration, which is a
percentage amount of New Common Equity equal to up to 4.5% of the
New Common Equity, (ii) Partnership Cash Consideration, which is an
amount of cash equal to up to 4.5% of $145,000,000 or (iii) a
combination of the Partnership Equity Consideration and the
Partnership Cash Consideration.
All Allowed General Unsecured Claims are Unimpaired by the Plan. At
the option of the Debtors or the Reorganized Debtors, as
applicable, (i) the Plan may leave unaltered the legal, equitable,
and contractual rights of a Holder of an Allowed General Unsecured
Claim, (ii) the Debtors or the Reorganized Debtors, as applicable,
may pay such Allowed General Unsecured Claim in full in Cash on the
Effective Date or as soon thereafter as is practicable, (iii) the
Debtors or the Reorganized Debtors, as applicable, may pay such
Allowed General Unsecured Claim in a manner agreed to by the Holder
of such Claim, or (iv) the Plan may reinstate the legal, equitable,
and contractual rights of the Holder of an Allowed General
Unsecured Claim.
The Reorganized Debtors will continue to exist as separate legal
entities, pursuant to the applicable organizational documents in
effect prior to the Effective Date, except to the extent such
organizational documents are amended by the Plan, without any
prejudice to any right to terminate such existence (whether by
merger or otherwise) in accordance with applicable law after the
Effective Date.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/deb17-10.pdf
About Orchard Acquisition and J.G. Wentworth
Based in Radnor, Pennsylvania, Orchard Acquisition Company, LLC, et
al. -- http://www.jgw.com-- provide direct-to-consumer access to
financing solutions through a variety of avenues, including:
mortgage lending, structured settlements, annuity and lottery
payment purchasing, prepaid cards, and conduits to personal loan
providers. The Company's direct-to-consumer businesses use digital
channels, television, direct mail, and other channels to offer
access to financing solutions. The Company warehouses,
securitizes, sells, or otherwise finances the assets that it
purchases in transactions that are structured to ultimately
generate cash proceeds to it that exceed the purchase price it paid
for those assets. As of Sept. 30, 2017, the Company had 725
full-time employees.
Orchard Acquisition Company, LLC (Bankr. D. Del., Case No.
17-12914) and four of its affiliates, The J.G. Wentworth Company,
LLC (Bankr. D. Del., Case No. 17-12915), The J.G. Wentworth Company
(Bankr. D. Del., Case No. 17-12916), J.G. Wentworth, LLC (Bankr. D.
Del., Case No. 17-12917) and JGW Holdings, Inc. (Bankr. D. Del.,
Case No. 17-12918) filed Chapter 11 Petitions on December 12, 2017.
The cases are assigned to Judge Kevin Gross.
Proposed Counsel to the Debtors are Elisha D. Graff, Esq., Kathrine
A. McLendon, Esq., Edward R. Linden, Esq., and Randi Lynn Veenstra,
Esq., at Simpson Thacher & Bartlett LLP, in New York; and Edmon L.
Morton, Esq., Tara C. Pakrouh, Esq., Elizabeth S. Justison, Esq.,
and Sean M. Beach, Esq., at Young Conaway Stargatt & Taylor, LLP,
in Wilmington, Delaware.
The Debtors' Investment Banker is Evercore Group L.L.C. The
Debtors' Transaction Advisor is Ankura Consulting Group, LLC, in
New York. The Debtors' Noticing and Claims Agent & Administrative
Advisor is Prime Clerk LLC. The Debtors' tax consultant and
restructuring advisor is KPMG LLP. The Debtors' auditor is Ernst &
Young LLP.
At the time of filing, the Debtors had estimated assets of $100
million to $500 million and estimated liabilities of $100 million
to $500 million.
The petitions were signed by Stewart A. Stockdale, chief executive
officer.
PAPERWORKS INDUSTRIES: S&P Lowers CCR to 'CC' on Restructuring
--------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
PaperWorks Industries Holding Corp. to 'CC' from 'CCC-' and placed
the rating on CreditWatch with negative implications.
S&P said, "At the same time, we lowered our issue-level rating on
the company's senior secured notes to 'C' from 'CC'. The '5'
recovery rating is unchanged and indicates our expectation of
modest recovery (10%-30%; rounded estimate: 20%) in the event of a
default."
On Dec. 21, 2017, PaperWorks Industries entered into a
restructuring support agreement with the majority holders
(representing approximately 87% in aggregate principal amount and
herein referred to as the supporting holders) of its $360 million
senior secured notes. As part of the agreement, the company will
issue $45 million in new term loans to the supporting holders in
exchange for the senior secured noteholders' claims and 100% of the
common equity in the restructured company. In addition, the
supporting holders will provide $70 million in debt financing, with
proceeds used to repay asset-backed lending (ABL) borrowings and
provide additional liquidity to the company.
The CreditWatch negative placement reflects that S&P expects to
lower its corporate credit rating on PaperWorks to 'SD' following
the completion of its debt restructuring, which it expects to be
completed by March 2018.
PARADISE AMUSEMENTS: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
The Office of the U.S. Trustee on Dec. 22 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Paradise Amusements, Inc.
About Paradise Amusements, Inc.
Headquartered in Post Falls, Idaho, Paradise Amusements, Inc.,
filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wash. Case
No. 16-03362) on Nov. 16, 2017, estimating its assets and
liabilities at between $500,001 and $1 million each. Bruce K
Medeiros, Esq., at Davidson Backman Medeiros serves as the Debtor's
bankruptcy counsel.
PARETEUM CORP: Eliminates $8.1 Million Atalaya Senior Secured Debt
------------------------------------------------------------------
Pareteum Corporation said it has paid its lender $8.1 million, the
remaining balance of its senior secured loan from Atalaya Capital
Management and Corbin Capital. Pareteum immediately improves cash
flows and prospects for growth by removing security interests of
the lenders and eliminating the loan, with its interest and
amortization, prior to the current maturity date of Dec. 31, 2018.
Hal Turner, executive chairman and principal executive officer of
Pareteum, added, "Our successful Debt repayment is one of the key
elements of the corporate turnaround at Pareteum which began in Q4
2015. This debt financing package, originally implemented by the
Company's former management, was no longer optimized for the
exciting value-generating and growth stage of our business plans.
We thank the Lenders for their support during the challenging
restructure period. We also look forward to focusing on the
continued sales surge by making investments in the business which
we expect to deliver maximum value for our equity investors."
About Pareteum Corporation
New York-based Pareteum Corporation and its subsidiaries provide a
complete mobility cloud platform, utilizing messaging and security
capabilities for the global Mobile, MVNO, Enterprise,
Software-as-a-Service and IoT markets. The Company's software
solutions allow any organization to harness the power of a
wirelessly connected world by delivering seamless connectivity and
subscriber management capabilities that provides end-to-end control
of millions of connected devices. Mobile Network Operator (MNO)
customers include Vodafone, the world's second largest mobile
operator by customer count, Zain, one of the largest mobile
operators in the Middle East, as well as MVNO customers such as
Lebara and Lowi. For more information please visit:
www.pareteum.com.
Squar Milner, LLP, in Los Angeles, California, issued a "going
concern" qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company has suffered recurring losses from operations, has an
accumulated deficit of $287,080,234 and has negative working
capital. This, according to the auditors, raises substantial doubt
about the Company's ability to continue as a going concern.
Pareteum incurred a net loss of $31.44 million for the year ended
Dec. 31, 2016, following a net loss of $5 million for the year
ended Dec. 31, 2015. The Company's balance sheet as of Sept. 30,
2017, showed $10.28 million in total assets, $15.16 million in
total liabilities and a total stockholders' deficit of $4.87
million.
PARSLEY ENERGY: S&P Alters Outlook to Pos on Increasing Production
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' corporate credit rating on
Parsley Energy LLC and revised the rating outlook to positive from
stable.
S&P said, "At the same time, we affirmed our 'BB-' issue-level
rating with a recovery of '2' indicating our expectation of
substantial (70%-90%; 85% cap) recovery in the event of a default.
"The positive outlook reflects Parsley's reserve and production
growth and our expectation the company will continue to expand
development of its acreage without adding significant debt leverage
to its financial risk profile. Although the company's overall debt
recently increased with its October debt issuance, Parsley has made
a number of equity offerings over the year to finance acquisitions
and add cash to the balance sheet to prefund capital spending,
allowing the company to maintain a minimal draw on its
reserve-based lending facility. The company's proved properties
continue to grow with their aggressive drilling program. Overall,
we expect the company's production mix of oil, natural gas, and
natural gas liquids to remain consistent with prior years,
supporting the company's above-average profitability.
"The positive rating outlook on Parsley reflects the potential to
upgrade the company over the next 12 months if it can successfully
increase its production and reserves consistent with higher-rated
peers while maintaining FFO to debt of at least 20% on a sustained
basis.
"We could revise the outlook to stable if Parsley's growth and
development does not proceed as expected. Such a scenario could
take place if commodity prices fell well below our expectations and
Parsley reduced its drilling activity. Additionally, we could
revise the outlook to stable if the company assumes a substantially
more aggressive capital spending program than we currently forecast
resulting in increased negative free cash flow and higher debt
levels."
PATTY DEWITT: Sale of Morgantown Property to TA for $2.4M Approved
------------------------------------------------------------------
Judge Patrick M. Flatley of the U.S. Bankruptcy Court for the
Northern District of West Virginia authorized Patty DeWitt's sale
of parcels of real property located along Van Voorhis Rd in
Morgantown, Monongalia County, West Virginia: (i) Union 12, Map 50
Parcel 6001, PT 1.36 AC West Run (apartment building); (ii) Union
12, Map 50 Parcel 6002, PT 1.36 AC West Run ( two apartment
buildings); (iii) Union 21, Map 1.5, .617 AC Sur (two buildings)
1445/1447; (iv) Union 21, Map 2, .77 AC West Run (flood area); and
(v) Morgan 4, Map 2, 3.586 AC Sur West Run (flood area), together
with all improvements, equipment, furnishings, fixtures, inventory,
etc, located thereon, to TA Properties, LLC for $2,570,000 and with
$400,000 thereof financed at 4.5% APR fixed interest amortized over
20 years, with a balloon payment on the 61st month in full, and
estimated monthly payments of $2,531 and a balloon of $330,800.
The sale is free and clear of all interests.
The closing of the sale transaction is within 120 days of the date
of entry of the Sale Order.
The gross proceeds of the sale of the Property, including all
amounts to be paid to the Debtor pursuant to the successful Bid and
the Sale Order, is to be disbursed by that person conducting the
Closing as provided, and the said Closing Agentis authorized and
directed to disburse said Sale Proceeds as follows:
i. first, to Realtor in payment of its real estate sales
commission as authorized in connection with the approval of the
Realtor's employment;
ii. second, to all usual and ordinary, reasonable and necessary
costs and expenses of Closing;
iii. third, to the payment to United at closing (as directed by
its counsel) upon the indebtedness secured by the secured lien of
United upon the Property; and
iv. fourth, the remainder of said Sale Proceeds, if any,
payable in trust to the Debtor's counsel for distribution in
accordance with the statutory demands of 11 USC 101, et seq. or any
confirmed Plan of Reorganization by the Debtor.
The reimbursement of the Realtor's reasonable out-of-pocket
expenses for advertising, etc., incurred in connection with his
services provided also approved; which said reimbursement of
expenses expressly is authorized and directed forthwith to be paid
to the Realtor by the Debtor as an allowed administrative expense
from the general funds of the Estate.
Should any party fail to close within 120 days of the date of entry
of the Order, Robert and Bonita Hadox will be deemed high bidder
for the Property, with 120 days to close for the sum of $2,560,000,
with $440,000 financed at 4.5%, amortized over 20 years, with
estimated monthly payments of $2,784 and a balloon payment in the
61st month of $362,461.
In consideration of the Court's express finding aforesaid that
there is no just reason for delay in the implementation of the Sale
Order, the stay otherwise imposed by Bankruptcy Rule 6004(h) is
waived.
Patty JoAnne DeWitt sought Chapter 11 protection (Bankr. N.D. W.Va.
Case No. 17-00120) on Feb. 2, 2017. The Debtor tapped J. Frederick
Wiley, PLLC, and Johnson Law, PLLC, as counsel. Howard Hanna
Premier Properties by Barbara Alexander, LLC, by Kay Alexander and
Rob Young were approved by the Court as the Raltor for the Debtor.
PAUL MARTIN: Unsecureds to be Paid in Deferred Cash Payments
------------------------------------------------------------
Paul Martin, Shamrock Roofing & Remodeling LLC of Spring Texas, and
Shamrock Holdings Co., Inc., filed with the U.S. Bankruptcy Court
for the Southern District of Texas a small business disclosure
statement describing their joint plan of reorganization dated Dec.
12, 2017.
Shamrock Roofing is a roofing contractor, and Spring Shamrock
Holdings is its landlord. Paul Martin is the sole member of
Shamrock Roofing and sole shareholder of Spring Shamrock. Shamrock
Roofing is in the roofing repairs and roof replacement business.
Shamrock Roofing has been in the roofing business for four years
and serves residential and commercial businesses in Harris County,
Texas and the surrounding counties. It operates on a fiscal year of
January through December.
Class 8 under the plan consists of all allowed general unsecured
claims. Class 8 claims will be paid a pro rata share of their
allowed claims in deferred cash payments after payment of allowed
claims in Classes 1-4.
The Plan contemplates that the Debtors will use of all
post-petition and post-Confirmation income/revenue, proceeds from
the collection of the Debtor's accounts receivables, proceeds from
the sale of assets, and proceeds from recovery of Voidable
Transfers to pay holders of Allowed Claims. The Plan further
provides that the Debtors will retain all Estate property,
including all property of the Debtors to the extent same are assets
of the Debtors’ bankruptcy estates, as well as all Avoidance
Actions.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/txsb17-33689-68.pdf
Counsel for Paul Martin, Shamrock Roofing and Remodelling, LLC of
Spring Texas and Spring Shamrock Holdings Co., Inc.:
Steven A. Leyh
Texas Bar No. 1231300
LEYH, PAYNE & MALLIA, PLLC
9545 Katy Freeway, Suite 200
Houston, Texas 77024
Telephone: (713) 785-0881)
Facsimile: (713)-0338
Paul Martin filed for chapter 11 bankruptcy protection (Bankr. S.D.
Tex. Case No. 17-33689) on June 13, 2017. Shamrock Roofing and
Remodeling LLC of Spring Texas filed for chapter 11 bankruptcy
protection on the same day. Spring Shamrock Holdings Co., Inc.,
filed for chapter 11 bankruptcy protection on June 15, 2017. The
Debtors are jointly administered under Paul Martin's Chapter 11
case. The Debtors are represented by Steven A. Leyh, Esq. of Leyh,
Payne & Mallia, PLLC.
PETROQUEST ENERGY: Inks Lease Acquisition Agreement with Navitas
----------------------------------------------------------------
PetroQuest Energy, L.L.C., a direct subsidiary of PetroQuest
Energy, Inc., entered into a Lease Acquisition Agreement with
Navitas Oil & Gas, LLC, pursuant to which PQLLC agreed to acquire
all of Navitas' right, title and interest in and to certain leases
and rights to acquire leases in a certain geographical area
covering approximately 24,600 gross acres of the Austin Chalk
formation located in central Louisiana. In connection with the
acquisition of the Acquired Leasehold Interests, (i) PQLLC will pay
up to approximately $18.8 million in cash (consisting of (A)
approximately $7.0 million of payments previously made by PQLLC to
Navitas with respect to certain leases, (B) approximately $1.4
million to be reimbursed by PQLLC to Navitas with respect to
certain leases for lease bonus payments, (C) approximately $3.4
million to be paid by PQLLC as additional lease bonus payments
under certain leases and (D) approximately $7.0 million to be paid
by PQLLC to Navitas with respect to certain leases, of which $0.6
million will be paid in 2018); and (ii) the Company will issue
2,000,000 shares of the Company's common stock, par value $.001.
The cash payments will be funded using $8.75 million in proceeds
from the sale of certain of the Company's water disposal assets in
East Texas (as discussed below) and approximately $6 million of
cash on hand. Pursuant to the Acquisition Agreement, the remainder
of the cash payments that are payable to Navitas in 2017 and the
Shares issuable to Navitas are to be delivered to Navitas within
three business days of the Execution Date. The remainder of the
cash payments due under the Acquisition Agreement, which include
$0.6 million to be paid to Navitas and approximately $3.4 million
to be paid under certain leases, in each case, during 2018, are
expected to be funded through customary arrangements with industry
partners.
In addition, pursuant to the Acquisition Agreement, Navitas has
agreed to attempt to obtain additional leases in an agreed contract
area for a period of six months after the Execution Date, which
period may be extended for an additional six months at the option
of PQLLC. Further, if Navitas acquires additional leases within an
agreed area of mutual interest, Navitas will offer those leases to
PQLLC.
Consent Under the Company's
Multidraw Term Loan Agreement
On Dec. 18, 2017, PQLLC and the Company entered into a consent with
the lenders under their Multidraw Term Loan Agreement dated as of
Oct. 17, 2016, as amended. Under the terms of the Consent, the
lenders under the Loan Agreement agreed, subject to the conditions
and limitations with respect to payment amounts specified in the
Consent, to consent to the acquisition of the Acquired Leasehold
Interests pursuant to the Acquisition Agreement, notwithstanding
the $2 million cap on ordinary course acquisitions of oil and gas
properties in the Loan Agreement. Such $2 million cap will be
deemed fully used in connection with the acquisition of the
Acquired Leasehold Interests pursuant to the Acquisition
Agreement.
About Petroquest
Lafayette, La.-based PetroQuest Energy, Inc. --
http://www.petroquest.com/-- is an independent energy company
engaged in the exploration, development, acquisition and production
of oil and natural gas reserves in the Texas, Louisiana and the
shallow waters of the Gulf of Mexico. PetroQuest's common stock
trades on the New York Stock Exchange under the ticker PQ.
PetroQuest reported a net loss available to common stockholders of
$96.24 million on $66.66 million of oil and gas revenues for the
year ended Dec. 31, 2016, compared to a net loss available to
common stockholders of $299.92 million on $115.96 million of oil
and gas revenues for the year ended Dec. 31, 2015. The Company's
balance sheet at Sept. 30, 2017, showed $159.52 million in total
assets, $415.73 million in total liabilities, and a total
stockholders' deficit of $256.20 million.
* * *
In June 2017, Moody's Investors Service withdrew all assigned
ratings for PetroQuest Energy, including the 'Caa3' Corporate
Family Rating, following the elimination of all of its rated debt.
As reported by the TCR on Dec. 7, 2017, S&P Global Ratings raised
its corporate credit rating on PetroQuest Energy to 'CCC+' from
'CCC'. The rating outlook is negative. "The upgrade reflects our
assessment that PetroQuest is likely to generate sufficient cash
flow and, along with continued access to its multidraw term loan,
have sufficient liquidity to meet cash interest requirements
through 2018. The company has the option to make PIK interest
payments on its second-lien senior secured PIK notes through August
2018 at 1% cash interest and 9% PIK.
PETROQUEST ENERGY: Swaps 2.24M Common Shares for $4.75M Notes
-------------------------------------------------------------
Petroquest Energy, Inc., on Dec. 18, 2017, entered into an exchange
agreement with a holder of its outstanding 10.00% Second Lien
Senior Secured Notes due 2021. Pursuant to the Exchange Agreement,
the holder will exchange $4.75 million aggregate principal amount
of the Notes for 2,240,000 shares of the common stock, par value
$0.001, of the Company. The issuance of the Exchange Shares in the
Exchange will be exempt from registration under the Securities Act,
pursuant to the exemption from registration provided by Section
3(a)(9) of the Securities Act. The closing of the transactions
contemplated by the Exchange Agreement are conditioned upon the
receipt by the Company of the unconditional approval of the New
York Stock Exchange to the listing of the Exchange Shares on the
New York Stock Exchange. No finders' fees or commissions will be
paid to any party in connection with the issuance of the Exchange
Shares.
About Petroquest
Lafayette, La.-based PetroQuest Energy, Inc. --
http://www.petroquest.com/-- is an independent energy company
engaged in the exploration, development, acquisition and production
of oil and natural gas reserves in the Texas, Louisiana and the
shallow waters of the Gulf of Mexico. PetroQuest's common stock
trades on the New York Stock Exchange under the ticker PQ.
PetroQuest reported a net loss available to common stockholders of
$96.24 million on $66.66 million of oil and gas revenues for the
year ended Dec. 31, 2016, compared to a net loss available to
common stockholders of $299.92 million on $115.96 million of oil
and gas revenues for the year ended Dec. 31, 2015. The Company's
balance sheet at Sept. 30, 2017, showed $159.5 million in total
assets, $415.7 million in total liabilities and a total
stockholders' deficit of $256.20 million.
* * *
In June 2017, Moody's Investors Service withdrew all assigned
ratings for PetroQuest Energy, including the 'Caa3' Corporate
Family Rating, following the elimination of all of its rated debt.
As reported by the TCR on Dec. 7, 2017, S&P Global Ratings raised
its corporate credit rating on Lafayette, La.-based exploration and
production company PetroQuest Energy Inc. to 'CCC+' from 'CCC'.
The rating outlook is negative. "The upgrade reflects our
assessment that PetroQuest is likely to generate sufficient cash
flow and, along with continued access to its multidraw term loan,
have sufficient liquidity to meet cash interest requirements
through 2018. The company has the option to make PIK interest
payments on its second-lien senior secured PIK notes through August
2018 at 1% cash interest and 9% PIK.
PHASERX INC: Has Authority to Use Cash Collateral on Interim Basis
------------------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of authorized PhaseRx, Inc., to use cash collateral on
an interim basis, and in all instances subject to the approved
budget and the permitted variances.
The Debtor may use cash collateral for (i) working capital
purposes; (ii) other corporate purposes of the Debtor; and (iii)
the satisfaction of the costs and expenses of administering the
Chapter 11 Case in accordance with the Approved Budget.
As of the Petition Date, the Debtor was indebted and liable to
Hercules Capital, Inc., as administrative agent for itself and as
agent for the Prepetition Lenders, in the aggregate amount of
$5,156,008, plus accrued and unpaid interest. As such, Hercules
Capital has a valid security interest in cash collateral and all
proceeds or products of the pre-petition collateral to secure its
pre-petition claims, to the same extent and order of priority as
that which was held on Petition Date.
Hercules Capital is granted the following:
(a) The Debtor will pay Hercules Capital all fees, costs and
charges permitted under the Pre-petition Loan Documents and under
Section 506(b) of the Bankruptcy Code;
(b) An allowed superpriority administrative expense claims
pursuant to sections 503(b), 507(a) and 507(b) of the Bankruptcy
Code;
(c) A valid, binding, continuing, enforceable,
fully-perfected, non-voidable replacement lines on and security
interests in all currently owned and hereafter acquired property
and assets of the Debtor;
(d) The Debtor will pay all outstanding and postpetition
reasonable and documented fees and expenses incurred by Cole Schotz
P.C., as counsel to Hercules Capital;
(e) The Debtor will deliver to counsel for Hercules Capital
and any Committee (if appointed), a variance report from the
previous week comparing the actual cash receipts and disbursements
of the Debtor and disbursements in the Approved Budget on a line
item basis, as well as (i) the monthly financial reporting given to
the U.S. Trustee and (ii) the financial reporting required in the
Prepetition Loan Documents;
(f) Hercules Capital will have the right to credit bid the
Prepetition Secured Obligations under Section 363(k) of the
Bankruptcy Code at any time up until the conclusion of the auction.
This right will extend to all intellectual property of the Debtor;
The Debtor's right to use cash collateral is also conditioned upon
the satisfaction of the following Sale Process Milestones:
(a) By Dec. 27, 2017, a bidding procedures order, in form and
substance acceptable to Hercules Capital, establishing, among other
things, a bid deadline of Jan. 22, 2018, an auction of January 24,
2018 and a sale hearing on Jan. 26, 2018 for the Sale of the
Debtor's assets, will be entered;
(b) On or before Jan. 8, the Debtor will have received a
signed NDA and have afforded access to its data room for at least
one interested party;
(c) On or before Jan. 22, 2018, the Debtor will have received
at least one Qualified Bid, providing payment in full to Hercules
Capital, or such lesser amount as Hercules Capital will agree to in
its sole discretion;
(d) On or before Jan. 24, 2018, the auction sale of the
Debtor's assets will have been concluded;
(e) On or before Jan. 26, 2018, the Court will have entered an
order approving the sale in a form and substance acceptable to the
Prepetition Secured Party; and
(f) On or before Jan. 29, 2018, closing of the sale of the
Debtor's assets will have occurred.
The final hearing is scheduled for Jan. 4, 2018 at 2:00 p.m. Any
objections on the Debtor's continued use of cash collateral are
required to be filed and served no later than Dec. 28, 2017.
A full-text copy of the Interim Order is available at:
http://bankrupt.com/misc/deb17-12890-26.pdf
About PhaseRx, Inc.
Based in Seattle, Washington, PhaseRx -- http://phaserx.com--
operates as a biopharmaceutical company that develops a portfolio
of mRNA products to correct inherited, life-threatening liver
diseases in children. The company was founded by Robert W.
Overell, Ph.D. in 2006.
PhaseRx, Inc., filed a Chapter 11 petition (D. Del. Case No.
17-12890), on December 11, 2017. Robert W. Overell, Ph.D.,
president and CEO, signed the petition. As of Sept. 30, 2017, the
Debtor had $4.10 million in total assets and $5.60 million in total
liabilities.
The Debtor tapped Christopher A. Ward, Esq. and Shanti M. Katona,
Esq. of Polsinelli PC as counsel; Cowen and Company, LLC as
investment banker; and Donlin, Recano & Co., Inc. as claims &
noticing agent.
The case is assigned to Judge Christopher S. Sontchi.
PNEURON CORP: Public Auction Slated for January 5
-------------------------------------------------
Safeguard Delaware Inc., Osage Venture Partners III LP, and Richard
A. DeFelice, as secured party, will offer for sale at a public
auction substantially all of the personal property of Pneuron Corp.
on Jan. 5, 2018, at 10:00 a.m.
The auction will be held at the Offices of Klehr Harrison Harvey
Branzburg, LLP, 1835 Market Street, Suite 1400, Philadelphia,
Pennsylvania.
Pursuant to secured promissory notes in the aggregate amount of
$316,000 between Pneuron Corp. and the secured party, Pneuron Corp.
granted to the secured party liens on and security interests in the
collateral, among other assets, to secure the company's repayment
obligations with respect to the loans, advances and extensions of
credit made by the secured party to or for the benefit of the
company.
Any person that need further information regarding the collateral,
the auction, or the requirements to be a "qualified bidder" should
contact:
Robert P. Johns, III, Esq.
Counsel to the company
Klehr Harrison Harvey Branzburg, LLP
1835 Market Street, Suite 1400
Philadelphia, PA 19103
Tel: (215) 569-2700
Fax: (215) 568-6603
Email: RJohns@klehr.com
Pneuron Corp. -- http://www.pneuron.com/-- designs business
software programs.
PREFERRED CARE: Taps Focus Management as Financial Advisor
----------------------------------------------------------
Preferred Care Inc. seeks approval from the U.S. Bankruptcy Court
for the Northern District of Texas to hire Focus Management Group,
USA, Inc. as its financial advisor.
The firm will assist the company and its affiliates in reviewing
their business plans; analyze their internally prepared financial
statements; evaluate the financial ramifications of transactions
for which the Debtors seek approval; assist in the preparation of
any plan of reorganization; and provide other services related to
the Debtors' Chapter 11 cases.
The firm's hourly rates are:
Senior Managing Directors $450
Managing Directors $400
Senior Consultants $350
Analysts $200
Focus Management holds a retainer in the sum of $61,855.89.
Michael Doland, chief operating officer of Focus Management,
disclosed in a court filing that his firm is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.
A hearing to consider approval of the firm's employment will be
held Jan. 4, 2018, at 1:30 p.m. in Ft. Worth.
The firm can be reached through:
Michael Doland
Focus Management Group USA, Inc.
5001 W. Lemon Street
Tampa, FL 33609
Phone: (813) 281-0062
Email: m.doland@focusmg.com
About Preferred Care Inc.
Preferred Care Inc. and 33 nursing homes affiliated with the
Preferred Care Group filed voluntary petitions for relief under
Chapter 11 of the United States Bankruptcy Code (Bankr. N.D. Tex.
Lead Case No. 17-44642) on November 13, 2017. The bankruptcy cases
are jointly administered and pending before the Honorable Mark X.
Mullin.
Preferred Care Group is owned by Thomas Scott. He also owns
another company, Preferred Care Inc, which is the master lessee of
some of the facilities.
The Debtors sought bankruptcy protection amid multi-million dollar
personal injury lawsuits in Kentucky and New Mexico.
At the time of the filing, Preferred Care disclosed that it had
estimated assets and liabilities of $1,000,001 to $10 million.
On November 28, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.
The Debtors are represented by Stephen A. McCartin, Esq., and Mark
C. Moore, Esq., at Gardere Wynne Sewell LLP, as Chapter 11
counsel.
Preferred Care Partners Management Group LP and Kentucky Partners
Management LLC, unaffiliated companies that manage non-clinical
operations at Preferred Care facilities, also filed separate
bankruptcy cases on the same date.
PREFERRED CARE: Taps JND Corporate as Claims Agent
--------------------------------------------------
Preferred Care Inc. seeks approval from the U.S. Bankruptcy Court
for the Northern District of Texas to hire JND Corporate
Restructuring as the official noticing, claims and balloting
agent.
The firm will prepare and serve required notices and documents in
the Chapter 11 cases of Preferred Care and its affiliates; assist
in the dissemination of information to the public; and provide
other services.
The firm's hourly rates are:
Clerical $30
Case Assistant $75
IT Manager $90
Case Consultant $135
Case Manager $165
Prior to the petition date, the Debtors provided JND a retainer in
the amount of $30,000.
Travis Vandell, chief executive officer of JND, disclosed in a
court filing that his firm is a "disinterested person" as defined
in section 101(14) of the Bankruptcy Code.
A hearing to consider approval of the firm's employment will be
held Jan. 4, 2018, at 1:30 p.m. in Ft. Worth.
The firm can be reached through:
Travis Vandell
JND Corporate Restructuring
8269 E. 23rd Avenue, Suite 275
Denver, CO 80238
Phone: 855-812-6112
Email: travis.vandell@jndla.com
Email: restructuring@jndla.com
About Preferred Care Inc.
Preferred Care Inc. and 33 nursing homes affiliated with the
Preferred Care Group filed voluntary petitions for relief under
Chapter 11 of the United States Bankruptcy Code (Bankr. N.D. Tex.
Lead Case No. 17-44642) on November 13, 2017. The bankruptcy cases
are jointly administered and pending before the Honorable Mark X.
Mullin.
Preferred Care Group is owned by Thomas Scott. He also owns
another company, Preferred Care Inc, which is the master lessee of
some of the facilities.
The Debtors sought bankruptcy protection amid multi-million dollar
personal injury lawsuits in Kentucky and New Mexico.
At the time of the filing, Preferred Care disclosed that it had
estimated assets and liabilities of $1,000,001 to $10 million.
On November 28, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.
The Debtors are represented by Stephen A. McCartin, Esq., and Mark
C. Moore, Esq., at Gardere Wynne Sewell LLP, as Chapter 11
counsel.
Preferred Care Partners Management Group LP and Kentucky Partners
Management LLC, unaffiliated companies that manage non-clinical
operations at Preferred Care facilities, also filed separate
bankruptcy cases on the same date.
PROPERTY VENTURES: Taps Stinson Leonard as Legal Counsel
--------------------------------------------------------
Property Ventures, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Nebraska to hire Stinson Leonard Street,
LLP as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; assist in any potential sale of its assets;
prepare a plan of reorganization; and provide other legal services
related to its Chapter 11 case.
The firm's hourly rates range from $305 to $730 for partners and
counsel, $250 to $435 for associates and $135 to $285 paralegals.
Stinson received a retainer in the sum of $25,000 prior to the
petition date.
The firm is a "disinterested person" as defined in section 101(14)
of the Bankruptcy Code, according to court filings.
Stinson can be reached through:
Patrick R. Turner, Esq.
Stinson Leonard Street, LLP
1299 Farnam Street, Suite 1500
Omaha, NE 68102
Tel: (402) 342-1700
Fax: (402) 342-1701
Email: Patrick.turner@stinson.com
About Property Ventures LLC
Based in Omaha, Nebraska, Property Ventures LLC has been in the
business support services industry since 2004.
Property Ventures sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Neb. Case No. 17-81762) on December 13,
2017.
At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of $1 million to $10 million.
Judge Thomas L. Saladino presides over the case.
PROTEA BIOSCIENCES: U.S. Trustee Forms Four-Member Committee
------------------------------------------------------------
Judy A. Robbins, U.S. Trustee for Region 7, appointed four members
to the official committee of unsecured creditors to the Chapter 11
cases of Protea Biosciences, Inc., and its affiliate Protea
Biosciences Group, Inc.
The Committee members are:
(1) Kyle Pratt
Chairperson
PITA, LLC
430 Drummond Street, Suite 3
Morgantown, WV 26505
Tel: (304) 241-5860
Fax: (304) 241-5859
E-mail: kylepratt@milanpuskar.com
(2) Matthew D. Eitner Laidlaw & Company (UK) ltd.
546 Fifth Avenue, 23rd Floor
New York, NY 10036
Tel: (212) 953-4900
Fax: (866) 536-6127
E-mail: Meitner@laidlawltd.com
(3) Hugh Regan PPLL Partners LLC
1732 1st Avenue, Suite 22878
New York, NY 10128
Tel: (212) 953-4900
Fax: (866) 536-6127
E-mail: Apr1908@msn.com
(4) Dan Blowers Blowers Farms, LLC
79031 Road 412
Gothenburg, NE 69138
Tel: (308) 520-3435
Fax: (308) 848-4771
E-mail: Dblowers3435@gmail.com
blowersfarms@gpcom.net
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Protea Biosciences
Headquartered in Morgantown, West Virginia, Protea Biosciences Inc.
-- https://www.proteabio.com/ -- is a bioanalytics technology
company that provides analytical and diagnostic solutions for the
rapid and direct identification, mapping and display of the
molecules present in living cells and biological samples.
Protea Biosciences, Inc., and its affiliate Protea Biosciences
Group, Inc., sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. W.Va. Case Nos. 17-01200 and 17-01201) on Dec. 1,
2017.
At the time of the filing, Protea Biosciences disclosed $5.16
million in assets and $13.64 million in liabilities. Protea
Biosciences Group disclosed $2.7 million in assets and $18.2
million in liabilities.
Judge Patrick M. Flatley presides over the case. The Debtors hired
Compass Advisory Partners, LLC, as their restructuring advisor.
RAMLA USA: Taps Brutzkus Gubner as Legal Counsel
------------------------------------------------
Ramla USA Inc. seeks approval from the U.S. Bankruptcy Court for
the Central District of California to hire Brutzkus Gubner Rozansky
Seror Weber LLP as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; assist in the preparation of a plan of
reorganization; represent the Debtor in negotiations regarding
bankruptcy loan; and provide other legal services related to its
Chapter 11 case.
The firm's hourly rates range from $100 to $850. Prior to the
petition date, Brutzkus Gubner received a retainer in the sum of
$35,000 and $1,717 for the filing fee.
Robyn Sokol, Esq., disclosed in a court filing that the firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Robyn B. Sokol, Esq.
Nina Z. Javan, Esq.
Michael W. Davis, Esq.
Brutzkus Gubner Rozansky Seror Weber LLP
21650 Oxnard Street, Suite 500
Woodland Hills, CA 91367
Tel: (818) 827-9000
Fax: (818) 827-9099
Email: rsokol@bg.law
Email: njavan@bg.law
Email: mdavis@bg.law
About Ramla USA Inc.
Headquartered in Monrovia, California, Ramla USA Inc. is a small
organization in the restaurants industry located in Monrovia,
California. It owns and operates traditional
Japanese/Izakaya-style restaurants. Along with four restaurant and
food service locations currently in operation (located in Monrovia,
San Francisco, Palm Springs, and Los Angeles, California), it has
two non-operating locations in West Covina, California and Encino,
California that closed in early 2017 and mid-2016, respectively.
Each of the defunct locations still has liquor licenses associated
with them.
Ramla USA sought Chapter 11 protection (Bankr. C.D. Cal. Case No.
17-24318) Nov. 20, 2017. The petition was signed by Yuji Ueno,
CEO. The estimated assets in the range of $1 million to $10
million and $10 million to $50 million in debt. The Debtor tapped
Robyn B. Sokol, Esq., at Brutzkus Gubner Rozansky Seror Weber LLP,
as counsel.
RAPID AMERICAN: Bid to Seal Portions of Midland Sale Motion Nixed
-----------------------------------------------------------------
Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York entered an order denying
Rapid-American Corp.'s ex parte motion to file under seal portions
of its motion to sell its Midland Insurance Company claims.
The debtor sought to sell two claims that have been allowed in the
aggregate amount of $10 million in the liquidation proceedings of
Midland. The debtor has filed an ex parte motion to file portions
of its sale motion as well as the entire sale agreement and annexed
exhibits under seal, notwithstanding that certain of the annexed
exhibits are already filed on the Court's docket and/or are
patently non-confidential. According to the sealing motion, the
information is confidential because the debtor and the purchaser,
presumably at the latter's assistance, "have agreed that keeping
the name of the Purchaser, the terms of the sale, specifically, the
purchase price, confidential, are necessary to maintain the value
of the transaction."
Section 107(b) contains an exception to public disclosure to
protect, inter alia, "commercial information." "Commercial
information has been defined as information which would cause 'an
unfair advantage to competitors by providing them information as to
the commercial operations of the debtor.'" The moving party bears
the burden of demonstrating that the information it is seeking to
protect from public viewing is both commercial and confidential.
The Court asserts that the debtor has failed to sustain its burden.
In a sense, all information relating to a commercial transaction is
"commercial information." Moreover, the parties insist on
confidentiality. Nevertheless, "[t]he 'commercial information'
exception is not intended to offer a safe harbor for those who
crave privacy or secrecy for its own sake. Instead, it protects
parties from the release of information that could cause them harm
or give competitors an unfair advantage." The debtor has not even
made the effort to show that the disclosure of the redacted
information will harm either party or place either party at a
competitive disadvantage. Even if such evidence existed, the
concern could be overcome simply by redacting the name of the
purchaser while including other relevant information, specifically,
the sale price. Moreover, the proposed sale is to be private
although the evidence submitted by the debtor shows that other
parties were interested in purchasing the claim. At a minimum,
those other parties should receive notice of the proposed sale and
offered an opportunity to outbid the proposed purchaser.
A copy of Judge Bernstein's Dec. 15, 2017 Order is available at:
http://bankrupt.com/misc/nysb13-10687-929.pdf
About Rapid-American Corp.
Rapid-American Corp. filed for Chapter 11 bankruptcy protection in
Manhattan (Bankr. S.D.N.Y. Case No. 13-10687) on March 8, 2013, to
deal with debt related to asbestos personal-injury claims.
New York-based Rapid-American was formerly a holding company with
subsidiaries primarily engaged in retail sales and consumer
products and was never engaged in an asbestos business of any
kind.
Through a series of merger transactions going back more than 45
years, Rapid has nevertheless incurred successor liability for
personal injury claims arising from plaintiffs' exposure to
asbestos-containing products sold by The Philip Carey Manufacturing
Company -- Old Carey -- as that entity existed prior to June 1,
1967.
Attorneys at Reed Smith LLP serve as counsel to the Debtor.
The Debtor disclosed assets in excess of $4,446,261 and unknown
liabilities.
The Official Committee of Unsecured Creditors retained Caplin &
Drysdale, Chartered, as counsel.
Young Conaway Stargatt & Taylor, LLP represents Lawrence
Fitzpatrick, the Future Claimants' Representative, as counsel.
REPLOGLE HARDWOOD: $900K Sale of All Assets to Fox Harwood Approved
-------------------------------------------------------------------
Judge Jimmy L. Croom of the U.S. Bankruptcy Court for the Western
District of Tennessee authorized Replogle Hardwood Flooring Co.,
LLC, and Replogle Enterprises G.P. to sell all of their personal
property, plus the personal property owned by Nathan and Betty
Replogle individually but used in the operation of the Debtors'
businesses, to Fox Hardwood Company, LLC or its assignee for
$900,000.
The sale is free and clear of all liens, claims and encumbrances.
The Court retains jurisdiction to enforce the terms of the Order,
to determine the lien rights of any secured creditors that might
attach to the proceeds of the sale, or to determine any disputes
regarding the Order.
About Replogle Hardwood
Replogle Hardwood Flooring LLC sells a wide variety of unfinished
hardwood flooring that comes straight from its sawmill to its
showroom. The Company is also a distributor of Turman, Somerset,
RealWood Floors, and WoodHouse pre-finished and engineered flooring
as well as CoreTec engineered vinyl and Quick-Step laminate
flooring.
Based in Henry, Tennessee, Replogle Hardwood Flooring and its
affiliate, Replogle Enterprises, G.P., filed Chapter 11 petitions
(Bankr. W.D. Tenn. Case Nos. 17-12172 and 17-12173) on Sept. 29,
2017. The petitions were signed by Nathan Replogle, authorized
representative of the Debtors. The Debtor's cases were
administratively consolidated by order of the Court on Nov. 1,
2017.
At the time of filing, Replogle Hardwood disclosed $2,190,000 in
assets and $4,790,000 in liabilities, and Replogle Enterprises
disclosed $806,667 in assets and $5,110,000 in liabilities.
Judge Jimmy L Croom presides over the cases.
Phillip G. Young, Jr., of Thompson Burton, PLLC, serves as counsel
to the Debtors.
RLE INDUSTRIES: Unsecureds to Get 10% Under Joint Liquidation Plan
------------------------------------------------------------------
RLE Industries, LLC, and NEI Industries, Inc., filed with the U.S.
Bankruptcy Court for the Southern District of New York a disclosure
statement in connection with their joint chapter 11 liquidating
plan dated Dec. 12, 2017.
During the course of the Debtor's Chapter 11 Case, the Debtors
wound down their business affairs and sold its remaining assets. As
a result of the Sale Proceeds and the Plan Funder Contribution, the
Debtors expect to have sufficient funds on hand on the Effective
Date to satisfy all administrative, Secured, and Priority Claims
and ultimately provide an approximate 10% distribution on a pro
rata basis to allowed Class 3 general unsecured creditors.
The Debtors have been in negotiation with Scott Koenig and the
Estate of Marvin Koenig, current and former principals of the
Debtors to assist in the funding of the amounts needed to confirm
the Plan.
After arms-length negotiation, the Plan Funder has agreed to
provide the following funding and other consideration to the
Debtors under the Plan:
(a) the sum of $325,000, in Cash, paid by the Plan Funder to the
Disbursing Agent on behalf of the Estates on or before the
Confirmation Date;
(b) the assumption and payment of (i) $1,400,000 obligation owed
by the Debtors and guaranteed by the Plan Funder to Chase as Class
1 Secured creditor, less $100,000 payable by the Debtors to Chase
under the Plan;
(c) the payment of $220,000 to Bizfi in full and final
satisfaction of all of Merchant Cash and Capital, LLC d/b/a Bizfi's
Funding Claims against the Debtors and the Plan Funder; and
(d) the waiver of any and all Claims of the Plan Funder against
the Debtors, including but not limited to all Claims for loans made
to the Debtors, or Claims for subrogation and/or indemnification
arising out of the Plan Funder Contribution. The waiver of the loan
Claims is believed to exceed $1,000,000.
In consideration and exchange for the Plan Funder Contribution, the
Debtors, upon and subject to confirmation of the Plan, will be
deemed to waived and released any and all Causes of Action against
the Plan Funder. The Debtors believe that the consideration being
given under the Plan Funder Contribution (in excess of $2,800,000
in total consideration) far exceeds any potential Causes of Action
that the Debtors may have asserted against the Plan Funder.
The Plan will be funded with the Sale Proceeds, the Plan Funder
Contribution and net recoveries from Causes of Action. These funds
are expected to total on the Effective Date approximately
$495,000.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/nysb17-11748-124.pdf
About RLE Industries
Founded in 1997, New York-based RLE Industries, LLC, d/b/a Robert
Lighting & Energy -- http://rleindustries.com/-- owns and operates
an electrical lighting and fixture manufacturing and fabrication
business. NEI Industries Inc is in the business of installing
lighting fixtures manufactured by RLE Industries.
RLE Industries (Bankr. S.D.N.Y. Case No. 17-11748) and affiliate
NEI Industries Inc. d/b/a Northeast Electric (Bankr. S.D.N.Y. Case
No. 17-11749) filed for Chapter 11 bankruptcy protection on June
23, 2017. The petitions were signed by Scott Koenig, president.
Each of the Debtors estimated assets at between $500,000 and $1
million, and liabilities at between $1 million and $10 million.
Judge Michael E. Wiles presides over the cases.
Dawn Kirby, Esq., and Jonathan S. Pasternak, Esq., at Delbello
Donnellan Weingarten Wise & Wiederkeher, LLP, serves as the
Debtor's bankruptcy counsel.
Foresight Advisors LLC is the Debtors' financial advisors.
ROBERT BLEZA: $135K Sale of John Property to Region Home Approved
-----------------------------------------------------------------
Judge James R. Ahler of the U.S. Bankruptcy Court for the Northern
District of Indiana authorized Robert D. Bleza's sale of the real
property located at 10351 Lakeside Court, St. John, Indiana to
Region Home Buyers, LLC, for $135,000.
The sale is free and clear of liens, with all valid liens attaching
to the sale proceeds.
The Debtor is authorized to pay all costs incident to the sale and
all taxes owed against the Property.
Robert D. Bleza sought Chapter 11 protection (Bankr. N.D. Ind. Case
No. 17-22229) on Aug. 3, 2017. The Debtor tapped Gordon E.
Gouveia, Esq., as counsel.
ROBSTOWN CITY, TX: Moody's Corrects December 5 Release
------------------------------------------------------
Moody's Investors Service corrected a press release on the City of
Robstown, Texas, dated December 5, 2017. The first sentence of the
press release was changed to the following to include the issuer
rating: "Moody's Investors Service has confirmed the Ba2 rating on
the City of Robstown, TX's $6.9 million in outstanding rated debt
and affirmed the issuer rating at Ba2."
The revised release is as follows:
Moody's Investors Service has confirmed the Ba2 rating on the City
of Robstown, TX's $6.9 million in outstanding rated debt and
affirmed the issuer rating at Ba2. The outlook is negative. The
review of the city's rating initiated on September 22, 2017 is now
concluded.
The confirmation of the Ba2 rating reflects the limited and
manageable damage that occurred as a result of the recent
hurricane.
The rating further reflects the city's very weak financial
position, high volatility in key revenue streams due to economic
concentration in the oil and gas industry, high tax rate coupled
with well below average wealth indices, significant reliance on the
separately governed utility system to fund core operations, and an
elevated debt burden with an above-average amortization period.
Finally, the rating considers the modestly-sized and growing tax
base and manageable pension burden.
Rating Outlook
The negative outlook reflects the city's poor prospects to build a
reserve over the near term absent successful land sales of
city-owned property.
Factors that Could Lead to an Upgrade
Trend of increasing reserves
Balanced operations without reliance on the utility system or asset
sales
Diversification of the local economy leading to stability in key
revenue sources
Factors that Could Lead to a Downgrade
Inability to generate positive reserves over the very near term
Legal Security
The bonds are direct obligations of the city, payable from ad
valorem taxes levied against all taxable property within the limits
prescribed by law.
Use of Proceeds
Not applicable.
Obligor Profile
The City of Robstown, TX is located in Nueces County, approximately
18 miles from downtown Corpus Christi, and within the Eagle Ford
Shale. The city's economy is highly tied to the oil and gas
industry. The current population is approximately 11,600.
ROSETTA GENOMICS: Will be Acquired by Genoptix for $10M in Cash
---------------------------------------------------------------
Genoptix, Inc., and Rosetta Genomics Ltd. jointly announced that
they have entered into a definitive merger agreement under which
Genoptix will acquire all of the outstanding shares of Rosetta
Genomics for a total gross purchase price of $10 million. After
deducting expected payments for outstanding debt, convertible
debentures, warrant termination payments, professional fees,
expenses and other items, this purchase price equates to an amount
that is preliminarily estimated to be $0.60, in cash, for each
ordinary share of Rosetta Genomics outstanding at closing. Genoptix
is a portfolio company of Ampersand Capital Partners and 1315
Capital.
Genoptix is also providing a secured bridge loan facility of up to
$1.8 million to fund the operations of Rosetta Genomics through the
closing of this transaction.
This merger has been unanimously approved by the Board of Directors
of both companies, and the closing is expected to occur during the
first quarter of 2018, subject to approval by Rosetta Genomics'
shareholders and customary closing conditions. In connection with
the proposed transaction, Rosetta Genomics intends to file a proxy
statement with the Securities and Exchange Commission.
Shareholders of Rosetta Genomics are urged to carefully review the
proxy statement, when available, because it will contain important
information about the proposed transaction and the estimated
closing purchase price for each ordinary share.
Upon closing, trading in shares of Rosetta Genomics on the Nasdaq
Capital Market will cease, and Rosetta Genomics will become a
wholly owned subsidiary of Genoptix.
"After a comprehensive review of strategic alternatives that
included financings, acquisitions, mergers, asset monetization and
corporate partnerships, we determined that this proposed
transaction with Genoptix is in the best interest of all Rosetta
Genomics stakeholders, including our equity holders. Our current
cash position is sufficient to fund operations only until the end
of 2017, and given our current market capitalization, potential for
pending delisting from the Nasdaq Capital Market and the difficult
financing environment for microcap molecular diagnostics companies,
we do not believe we could raise sufficient capital to continue as
a going concern for an extended period of time," stated Kenneth A.
Berlin, president and chief executive officer of Rosetta Genomics.
"As a leader in cancer diagnostics with a more significant
infrastructure, Genoptix is in a position to deploy the resources
necessary to accelerate the growth of RosettaGX Reveala ("Reveal"),
as well as add our solid tumor testing services to their existing
product portfolio," added Mr. Berlin.
Joseph M. Limber, president and chief executive officer of
Genoptix, said, "The acquisition of Rosetta Genomics will broaden
our product offering in oncology diagnostics, particularly in the
solid tumor area. We believe that there is a significant
opportunity in the diagnosis of thyroid cancer utilizing Reveal and
we intend to leverage our world-class commercial capabilities to
become a leader in this space. Furthermore, Rosetta's cutting edge
microRNA-based technology will be the foundation of many more
diagnostic tests to be incorporated into Genoptix' oncology
portfolio."
Cantor Fitzgerald is serving as financial adviser to Rosetta
Genomics on this transaction.
A full-text copy of the Agreement and Plan of Merger is available
for free at https://is.gd/LhRpIM
About Genoptix, Inc.
Genoptix, Inc. -- http://www.genoptix.com/-- is a clinical
oncology laboratory specializing in hematology and solid tumors,
and operates one of the largest hematopathology centers in the U.S.
It provides personalized and comprehensive diagnostic services to
hematologists, oncologists and pathologists, with a specialization
in diagnosing cancers and disorders in bone marrow, blood and lymph
nodes, as well as in solid tumor workups using molecular testing.
Through an integrated approach to case management, Genoptix
delivers individualized, actionable results for each patient to
help the referring physician make the best treatment decision.
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.
RUBY TUESDAY: S&P Withdraws 'CCC+' CCR Amid NRD Acquisition
-----------------------------------------------------------
S&P Global Ratings withdrew all of its ratings on Ruby Tuesday
Inc., including the 'CCC+' corporate credit rating, at the
company's request. Prior to the withdrawal, the ratings were on
CreditWatch developing.
The withdrawal follows the completion of NRD Capital's acquisition
of Ruby Tuesday and repayment of the company's rated unsecured
notes.
RUBY TUESDAY: Stock Delisted from NYSE
--------------------------------------
The New York Stock Exchange LLC filed a Form 25-NSE with the
Securities and Exchange Commission notifying the removal from
listing or registration of Ruby Tuesday, Inc.'s common stock on the
Exchange.
About Ruby Tuesday
Ruby Tuesday, Inc. (NYSE:RT) -- http://www.rubytuesday.com/-- owns
and franchises Ruby Tuesday brand restaurants. As of Sept. 5,
2017, there were 599 Ruby Tuesday restaurants in 41 states, 14
foreign countries, and Guam. Of those restaurants, the Company
owned and operated 541 Ruby Tuesday restaurants and franchised 58
Ruby Tuesday restaurants, comprised of 17 domestic and 41
international restaurants. The Company's Company-owned and
operated restaurants are concentrated primarily in the Southeast,
Northeast, Mid-Atlantic, and Midwest of the United States, which
the Company considers to be its core markets.
Ruby Tuesday reported a net loss of $106.1 million on $951.97
million of total revenue for the year ended June 6, 2017, compared
to a net loss of $50.68 million on $1.09 billion of total revenue
for the year ended May 31, 2016. As of Sept. 5, 2017, Ruby Tuesday
had $701.02 million in total assets, $403.12 million in total
liabilities and $297.9 million in total shareholders' equity.
* * *
As reported by the TCR on Oct. 20, 2017, S&P Global Ratings placed
its ratings, including the 'CCC+' corporate credit rating, on
casual dining restaurant operator Ruby Tuesday Inc. on CreditWatch
with developing implications. The CreditWatch placement follows
Ruby Tuesday's announcement that it has reached a definitive
agreement to be acquired by Atlanta-based private equity firm NRD
Capital in an approximately $335 million transaction.
SAEXPLORATION HOLDINGS: Has Restructuring Deal With Noteholders
---------------------------------------------------------------
SAExploration Holdings, Inc., has entered into a restructuring
support agreement with holders that beneficially own in excess of
85% in principal amount of SAE's 10.000% Second Lien Notes due
2019. Pursuant to the Restructuring Support Agreement, the
Supporting Holders have agreed to exchange their Existing Notes for
a combination of common stock, convertible preferred stock and
warrants, subject to the terms and conditions of the Restructuring
Support Agreement. SAE will continue the operation of its business
in the ordinary course and honor all obligations to its trade
vendors in accordance with their terms. SAE also expects to
continue to have access to all necessary funds under its revolver,
subject to the consent of its lender, and to maintain obligations
under its term loan on an agreed basis with its lenders. In
connection with the restructuring, SAE has also reached an
agreement in principle to increase the face amount of its revolver
to $20 million. SAE's common stock will remain outstanding,
subject to dilution as a result of the securities to be issued in
the exchange offer.
Jeff Hastings, Chairman and CEO of SAE, commented, "We have spent
the last year and a half working collaboratively with our
stakeholders to de-lever our balance sheet and provide additional
liquidity during a very difficult market. Given the prolonged
nature of the industry downturn and to more comprehensively realign
our entire capital structure, we engaged our bond holders to
discuss a longer-term solution. The agreement to restructure the
Existing Notes will enhance our immediate liquidity by eliminating
costly interest payments, provide meaningful financial flexibility,
and make us more competitive in the current business environment.
Most importantly, we believe this exchange is necessary to position
us for long-term growth and sustainable success. As part of the
restructuring, our senior management team has agreed to amend
certain components of its compensation to reduce cash expenses and
more fully align management with the Company's future success. We
are grateful for the continued support and confidence of all our
stakeholders, especially that of our bond holders, customers,
vendors, and loyal and highly-skilled employees, all of whom have
gone to great lengths to find solutions to solidify SAE's future."
The Restructuring Support Agreement contemplates that SAE will
commence an exchange offer to exchange the Existing Notes and, to
the extent held by eligible holders of record, the remaining
10.000% Senior Secured Notes due 2019 for a combination of common
stock, convertible preferred stock and warrants. In connection
with the exchange offer, the Company will also commence a consent
solicitation to make certain proposed amendments to the terms of
the indentures governing the Notes to (i) eliminate substantially
all of the restrictive covenants in the indentures governing the
Notes, (ii) delete certain events of default and (iii) release all
of the collateral securing the obligations of the Company and the
guarantors under the Notes. There are various closing conditions
contemplated under the Restructuring Support Agreement including,
among other things, the negotiation of definitive documentation and
a minimum tender condition of 95% in principal amount of the
Existing Notes in the exchange offer and consent solicitation.
Pursuant to the Restructuring Support Agreement, the Supporting
Holders have agreed to tender all of their Existing Notes and to
deliver corresponding consents.
Assuming implementation of the restructuring transaction, SAE
expects that it will have eliminated approximately $87 million in
principal amount of outstanding debt and reduced its annual
interest payment burden by approximately $8.7 million.
Although SAE intends to pursue the restructuring transaction in
accordance with the terms set forth in the Restructuring Support
Agreement, there can be no assurance that SAE will be successful in
completing a restructuring or any other similar transaction on the
terms set forth in the Restructuring Support Agreement, on
different terms or at all.
A full-text copy of the Restructuring Support Agreement is
available for free at https://is.gd/Oulvan
Backlog Update
As of Dec. 15, 2017, SAE's backlog was approximately $49.7 million.
Bids outstanding on the same date, including certain potential
direct award negotiations, totaled approximately $469.1 million,
which is an increase of 321% since Sept. 30, 2017. Approximately
52% and 48% of the backlog represents land-based projects in North
America and South America, respectively. SAE currently expects all
of the projects in its backlog on Nov. 30, 2017, except for
approximately $1.0 million of work during the last month of 2017,
to be completed during the first half of 2018. Approximately 83% of
the bids outstanding on Dec. 15, 2017 are for projects expected to
be performed during 2018, should SAE be successful in securing
these bids, with the balance likely to occur in 2019.
The estimations of realization from the backlog and the estimations
of timing for bids outstanding can be impacted by a number of
factors, however, including deteriorating industry conditions,
customer delays or cancellations, permitting or project delays and
environmental conditions.
About SAExploration Holdings
Based in Houston, Texas, SAExploration Holdings, Inc. (NASDAQ:SAEX)
-- http://www.saexploration.com/-- is an internationally-focused
oilfield services company offering a full range of
vertically-integrated seismic data acquisition and logistical
support services in Alaska, Canada, South America, and Southeast
Asia to its customers in the oil and natural gas industry. In
addition to the acquisition of 2D, 3D, time-lapse 4D and
multi-component seismic data on land, in transition zones between
land and water, and offshore in depths reaching 3,000 meters, the
Company offers a full-suite of logistical support and in-field data
processing services. The Company operates crews around the world
that are supported by over 29,500 owned land and marine channels of
seismic data acquisition equipment and other leased equipment as
needed to complete particular projects.
SAExploration reported a net loss attributable to the Company of
$25.03 million for the year ended Dec. 31, 2016, a net loss
attributable to the Company of $9.87 million for the year ended
Dec. 31, 2015, and a net loss attributable to the Company of $41.75
million for the year Dec. 31, 2014. The Company's balance sheet at
Sept. 30, 2017, showed $158.62 million in total assets, $143.33
million in total liabilities and $15.28 million in total
stockholders' equity.
* * *
In June 2016, S&P Global Ratings lowered its corporate credit
rating on SAExploration Holdings to 'CC' from 'CCC-'. At the same
time, S&P lowered the issue-level rating on the company's senior
secured notes to 'CC' from 'CCC-'. The outlook remains negative.
The downgrade follows SAExploration's announcement that it plans to
launch an exchange offer to existing holders of its 10% senior
secured notes for shares of common equity and a new issue of
second-lien notes. Following the rating action, S&P withdrew the
corporate credit and issue-level ratings at the company's request.
In September 2016, Moody's Investors Service withdrew
SAExploration's 'Caa2' Corporate Family Rating and other ratings.
Moody's withdrew the rating for its own business reasons, as
reported by the TCR on Sept. 13, 2016.
SAEXPLORATION HOLDINGS: Inks Restructuring Deal With BlueMountain
-----------------------------------------------------------------
SAExploration Holdings, Inc. entered into a restructuring support
agreement with the BlueMountain Funds and other holders that
beneficially own in excess of 85% in principal amount of the
10.000% Senior Secured Second Lien Notes due 2019, pursuant to
which the 2017 Supporting Holders and the Issuer have agreed to
enter into and implement a proposed deleveraging restructuring
transaction.
The 2017 RSA dated Dec. 19, 2017, contemplates the following
transactions:
* The Issuer will commence an exchange offer to exchange the
Second Lien Notes and the remaining 10.000% Senior Secured
Notes due 2019, each to the extent held by eligible holders
of record, for a combination of common stock, convertible
preferred stock and warrants. In connection with the
exchange offer, the Issuer will also commence a consent
solicitation to make certain proposed amendments to the terms
of the indentures governing the Notes. Pursuant to the 2017
RSA, the 2017 Supporting Holders have agreed to tender all of
their Second Lien Notes and to deliver corresponding
consents.
* As a result of the issuance of shares of common stock, shares
of convertible preferred stock, and warrants pursuant to the
exchange offer, assuming that all outstanding Second Lien
Notes and at least $1.25 million in aggregate principal
amount of Stub Notes are tendered and accepted for exchange
in the exchange offer and assuming conversion of the
convertible preferred stock and exercise of the warrants, the
Issuer expects to issue to the tendering holders of Notes
approximately 93.4% of the outstanding shares of common stock
(including to 2017 Supporting Holders) and expects current
equity to hold approximately 6.6% of the outstanding shares
of common stock, as of the closing of the exchange offer,
without giving effect to any subsequent issuances.
The 2017 RSA contemplates various closing conditions, including,
among other things, the negotiation of definitive documentation and
a minimum tender condition of 95% in principal amount of the Second
Lien Notes in the exchange offer and consent solicitation.
The 2017 Supporting Holders may terminate the 2017 RSA if, among
other customary termination events, the Issuer files for bankruptcy
or if the consummation of the exchange offer and consent
solicitation has not occurred by Feb. 14, 2018.
In a Schedule 13D/A filed with the Securities and Exchange
Commission, these reporting persons disclosed beneficial ownership
of shares of common stock of SaExploration Holdings, Inc. as of
Dec. 19, 2017:
Shares Percentage
Beneficially of
Reporting Persons Owned Shares
----------------- ------------ -----------
BlueMountain Capital 2,409,106 25.6%
Management, LLC
BlueMountain GP Holdings, LLC 1,976,336 21.0%
BlueMountain Long/Short 80,647 0.9%
Credit GP, LLC
BlueMountain Guadalupe Peak Fund L.P. 80,647 0.9%
BlueMountain Kicking 61,411 0.7%
Horse Fund GP, LLC
BlueMountain Kicking Horse Fund L.P. 61,411 0.7%
BlueMountain Timberline Ltd. 59,405 0.6%
BlueMountain Summit 160,171 1.7%
Opportunities GP II, LLC
BlueMountain Summit Trading L.P. 160,171 1.7%
BlueMountain Montenvers GP S.a r.l. 373,365 4.0%
BlueMountain Montenvers Master 373,365 4.0%
Fund SCA SICAV-SIF
All percentages are based on the 9,424,534 shares of Common Stock
of the Issuer, outstanding as of Nov. 1, 2017, as reported on the
Issuer's Form 10-Q filed with the SEC on Nov. 8, 2017.
A full-text copy of the regulatory filing is available at:
https://is.gd/wg8cGU
About SAExploration Holdings
Based in Houston, Texas, SAExploration Holdings, Inc. (NASDAQ:SAEX)
-- http://www.saexploration.com/-- is an internationally-focused
oilfield services company offering a full range of
vertically-integrated seismic data acquisition and logistical
support services in Alaska, Canada, South America, and Southeast
Asia to its customers in the oil and natural gas industry. In
addition to the acquisition of 2D, 3D, time-lapse 4D and
multi-component seismic data on land, in transition zones between
land and water, and offshore in depths reaching 3,000 meters, the
Company offers a full-suite of logistical support and in-field data
processing services. The Company operates crews around the world
that are supported by over 29,500 owned land and marine channels of
seismic data acquisition equipment and other leased equipment as
needed to complete particular projects.
SAExploration reported a net loss attributable to the Company of
$25.03 million for the year ended Dec. 31, 2016, a net loss
attributable to the Company of $9.87 million for the year ended
Dec. 31, 2015, and a net loss attributable to the Company of $41.75
million for the year Dec. 31, 2014. The Company's balance sheet at
Sept. 30, 2017, showed $158.62 million in total assets, $143.33
million in total liabilities and $15.28 million in total
stockholders' equity.
* * *
In June 2016, S&P Global Ratings lowered its corporate credit
rating on SAExploration Holdings to 'CC' from 'CCC-'. At the same
time, S&P lowered the issue-level rating on the company's senior
secured notes to 'CC' from 'CCC-'. The outlook remains negative.
The downgrade follows SAExploration's announcement that it plans to
launch an exchange offer to existing holders of its 10% senior
secured notes for shares of common equity and a new issue of
second-lien notes. Following the rating action, S&P withdrew the
corporate credit and issue-level ratings at the company's request.
In September 2016, Moody's Investors Service withdrew
SAExploration's 'Caa2' Corporate Family Rating and other ratings.
Moody's withdrew the rating for its own business reasons, as
reported by the TCR on Sept. 13, 2016.
SCIENTIFIC GAMES: Hikes BofA Credit Facility by $40 Million
-----------------------------------------------------------
Scientific Games International, Inc., a wholly owned subsidiary of
Scientific Games Corporation, entered into a joinder agreement on
Dec. 21, 2017, with an additional commitment lender with respect to
the credit agreement, dated as of Oct. 18, 2013, as amended, by and
among SGI, as borrower, the Company, as a guarantor, the subsidiary
guarantors party thereto, Bank of America, N.A., as administrative
agent, and the lenders and other agents. Pursuant to the joinder
agreement, the amount of the Company's revolving credit
availability under the Credit Agreement was increased by $40
million to $596.2 million through Oct. 18, 2018, with a step-down
to $421.7 million until the maturity on Oct. 18, 2020.
About Scientific Games
Based in Las Vegas, Nevada, Scientific Games Corporation (NASDAQ:
SGMS) -- http://www.scientificgames.com/-- is a developer of
technology-based gaming systems, table games, table products and
instant games and a leader in products, services and content for
gaming, lottery and interactive gaming markets. Scientific Games
delivers what customers and players value most: trusted security,
creative content, operating efficiencies and innovative technology.
Today, the Company offers customers a fully integrated portfolio
of technology platforms, robust systems, engaging content and
unrivaled professional services.
Scientific Games reported a net loss of $353.7 million in 2016, a
net loss of $1.39 billion in 2015 and a net loss of $234.3 million
in 2014. Scientific Games had $7.06 billion in total assets, $9.03
billion in total liabilities and a $1.97 billion total
stockholders' deficit.
* * *
As reported by the TCR on Oct. 4, 2017, Moody's Investors Service
confirmed Scientific Games Corporation's ("SGC") 'B2' Corporate
Family Rating and 'B2-PD' Probability of Default Rating. The
confirmation of the 'B2' Corporate Family Rating reflects Moody's
expectations that the proposed transaction, although primarily debt
funded, does not materially change Moody's expectation for
continued reduction in leverage from current levels, which is key
to the company maintaining its existing rating.
In July 2017, S&P Global Ratings affirmed its ratings on Scientific
Games, including its 'B' corporate credit rating. The outlook is
stable. "The affirmation of our 'B' corporate credit rating
reflects our expectation for adjusted EBITDA coverage of interest
to remain around 2x through 2018 and for the company to prioritize
the use of free cash flow for debt repayment, which we believe
partially mitigates currently high leverage. We are forecasting
adjusted debt to EBITDA to be in the low- to mid-7x area in 2017
and around 7x in 2018, given our forecast for only modest EBITDA
growth and debt reduction."
SNAP INTERACTIVE: Sells $1M Common Stock to Hershey Strategic
-------------------------------------------------------------
Snap Interactive, Inc. has completed a private placement of 200,000
shares of common stock to Hershey Strategic Capital, LP, at a price
of $5.00 per share. SNAP also announced that small cap investment
veteran Adam Hershey, managing member of Hershey Strategic Capital,
has agreed to advise the Company on matters related to the
Company's capital markets strategy. SNAP intends to use the net
proceeds from the offering for general corporate purposes,
including development of the Company's blockchain product
initiatives.
Alex Harrington, SNAP's chief executive officer, commented, "We are
extremely excited about the continued momentum we are experiencing
with our blockchain initiatives and this additional capital is
expected to allow us to accelerate those programs. We believe that
SNAP is well positioned to benefit as blockchain technology
evolves, and we believe an investment from a high-quality financial
partner such as Adam Hershey of Hershey Strategic Capital is value
enhancing. Adam's capital markets expertise is invaluable and we
are pleased to have the opportunity to work together."
Adam Hershey, managing member of Hershey Strategic Capital,
commented, "SNAP has assembled an exceptional team around their
blockchain initiatives and I am delighted to extend both financial
and strategic support to further the Company's business
objectives."
The shares of common stock issued to Hershey Strategic Capital have
not been registered under the Securities Act of 1933, as amended,
or any state securities laws and may not be offered or sold in the
United States except pursuant to an exemption from the registration
requirements of the Securities Act of 1933, as amended, and
applicable state securities laws.
About Snap Interactive
New York-based Snap Interactive, Inc. --
http://www.snap-interactive.com/-- is a provider of live video
social networking and interactive dating applications. SNAP has a
diverse product portfolio consisting of nine products, including
Paltalk and Camfrog, which together host one of the world's largest
collections of video-based communities, and FirstMet, a prominent
interactive dating brand serving users 35 and older. The Company
has a long history of technology innovation and holds 26 patents
related to video conferencing and online gaming.
On Oct. 7, 2016, Snap Interactive and its wholly owned subsidiary,
Snap Mobile Limited completed a business combination with
privately-held A.V.M. Software, Inc. and its wholly owned
subsidiaries, Paltalk Software Inc., Paltalk Holdings, Inc., Tiny
Acquisition Inc., Camshare, Inc. and Fire Talk LLC in accordance
with the terms of an Agreement and Plan of Merger, by and among
SNAP, SAVM Acquisition Corporation, SNAP's former wholly owned
subsidiary, AVM and Jason Katz, pursuant to which AVM merged with
and into SAVM Acquisition Corporation, with AVM surviving as a
wholly owned subsidiary of SNAP.
Snap Interactive reported a net loss of $1.45 million for the year
ended Dec. 31, 2016, a net loss of $265,926 for the year ended Dec.
31, 2015, and a net loss of $1.65 million for the year ended Dec.
31, 2014. As of Sept. 30, 2017, Snap Interactive had $22.64
million in total assets, $5.27 million in total liabilities and
$17.36 million in total stockholders' equity.
SUNQUEST PROPERTIES: S&P Cuts Rating on 2005 Housing Bonds to BB
----------------------------------------------------------------
S&P Global Ratings lowered its rating to 'BB' from 'BB+' on
Louisiana Housing Finance Agency's (Peppermill I and II Apartments
project) series 2005 multifamily housing revenue bonds, issued for
Sunquest Properties Inc. The bonds are backed by a mortgage loan
secured by an irrevocable standby Fannie Mae credit enhancement
facility. The outlook is stable.
"This action reflects our view of the project's inability to
sufficiently pay full and timely debt service on the bonds, coupled
with its reliance on short-term, market-rate investments," said S&P
Global Ratings credit analyst Jose Cruz.
The rating reflects S&P's view of these weaknesses:
-- Revenues from mortgage debt service payments and investment
earnings that are insufficient to cover full and timely debt
service on the bonds plus fees until maturity;
-- Debt service coverage (DSC) that is expected to fall below a
level commensurate with an investment-grade rating from Oct. 1,
2036, onward;
-- An asset-to-liability ratio that is projected to fall below
1.0x from Oct. 1, 2017, onward; and
-- Insufficient assets to cover reinvestment risk based on a
15-day minimum notice period required for special redemptions in
the event of prepayment.
Offsetting the above-mentioned weaknesses, in S&P's view, are these
credit strengths:
-- The very strong credit quality of the Fannie Mae credit
enhancement facility, which we consider 'AA+' eligible, and
-- The investments held in Wells Fargo's Advantage 100% Treasury
Money Market Fund (AAAm).
S&P said, "The downgrade follows our review of updated financial
information for the project, factoring our stressed reinvestment
rate assumptions for all scenarios in accordance with our criteria,
along with the project's reliance on short-term, market-rate
investments.
"The stable outlook reflects our opinion that, while the issue is
susceptible to fluctuations in short-term, market-rate investment
income, we expect it to perform in a manner commensurate with a
'BB' rating over the two-year outlook period. We could take further
negative rating action during the outlook period if the project's
financial information, based on our stressed reinvestment rate
assumptions, leads us to believe it will be unable to meet all bond
costs from transaction revenues, or if projected DSC ratios fall
below a level in line with an investment-grade rating. Conversely,
should DSC improve to a level commensurate with a higher rating
category, we could raise the rating."
SUNRISE REAL: Posts $3.3 Million Net Income in Q1 2016
------------------------------------------------------
Sunrise Real Estate Group, Inc. filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q reporting net
income of $3.31 million on $665,381 of net revenues for the three
months ended March 31, 2016, compared to a net loss of $2.01
million on $1.39 million of net revenues for the three months ended
March 31, 2015.
As of March 31, 2016, Sunrise Real had $110.57 million in total
assets, $116.98 million in total liabilities and a total
shareholders' deficit of $6.40 million.
In the first quarter of 2016, the Company's principal sources of
cash were revenues from its agency sales and property management
business, as well as the cash receipt from sale of the office
property of fixed assets. Most of the Company's cash resources
were used to fund its property development investment and revenue
related expenses, such as salaries and commissions paid to the
sales force, daily administrative expenses and the maintenance of
regional offices.
Sunrise Real ended the period with a cash position of $5,917,825.
The Company's operating activities used cash in the amount of
$751,278, which was primarily attributable to the real estate
property development.
The Company's investing activities provided cash resources of
$8,154,065, which was primarily attributable to the disposal of
office property of fixed assets.
The Company's financing activities used cash resources of
$2,264,344, which was primarily attributable to repayment of
promissory notes and bank loan.
The potential cash needs for 2016 would be the repayments of the
Company's bank loans and promissory notes, the rental guarantee
payments and promissory deposits for various property projects as
well as our development projects in Wuhan, GXL project and Linyi.
As of March 31, 2016, the Company has a working capital deficiency,
accumulated deficit and significant short-term debt obligations
currently in default or maturing in less than one year. These
factors, the Company said, raise substantial doubts about its
ability to continue as a going concern.
"Management believes that the Company will generate sufficient cash
flows to fund its operations and to meet its obligations on timely
basis for the next twelve months by successful implementation of
its business plans, obtaining continued support from its lenders to
rollover debts when they became due, and securing additional
financing as needed," according to the Quarterly Report. "There is
no assurance that the Company will be able to obtain additional
financing on acceptable terms and any financing that the Company
does obtain will be sufficient to meet its needs in the long term.
Even if the Company is able to obtain additional financing, it may
contain undue restrictions on our operations in the case of debt
financing, or cause substantial dilution for our shareholders in
the case of equity financing. If events or circumstances occur
that the Company is unable to successfully implement its business
plans, fails to obtain continued supports from its lenders or to
secure additional financing, or incurs significant unplanned cash
outlays, the Company may be required to suspend operations or cease
business entirely."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/uN3WFb
About Sunrise Real Estate
Headquartered in Shanghai, the People's Republic of China, Sunrise
Real Estate Group, Inc., and its subsidiaries' principal activities
are real estate development and property brokerage services,
including real estate marketing services, property leasing
services; and property management services in the People's Republic
of China.
Sunrise Real reported a net loss of US$6.72 million on US$4.76
million of net revenues for the year ended Dec. 31, 2015, compared
to a net loss of US$5.21 million on US$8.61 million of net revenues
for the year ended Dec. 31, 2014.
RH, CPA, in Bayside, NY, issued a "going concern" opinion in its
report on the consolidated financial statements for the year ended
Dec. 31, 2015, noting that the Company has a working capital
deficiency, accumulated deficit from recurring net losses for the
current and prior years, and significant short-term debt
obligations currently in default or maturing in less than one year.
These conditions raise substantial doubt about its ability to
continue as a going concern.
SYNCHRONOSS TECHNOLOGIES: S&P Withdraws BB- Rating
--------------------------------------------------
S&P Global Ratings withdrew its corporate credit ratings on
Bridgewater, N.J.-based Synchronoss Technologies Inc. (BB-/Watch
Neg/--) upon notification by the company, and lacking sufficient
information of quality. S&P withdrew its issue-level ratings on
Synchronoss' first-lien term loan, as the debt has been fully
repaid using the proceeds obtained from the sale of Synchronoss'
Intralinks business. In addition, the revolving credit facility has
been cancelled and thus the issue-level rating has been withdrawn.
The ratings on the senior unsecured convertible notes have also
been withdrawn due to the withdrawal of the corporate credit
rating.
TSC/JMJ SNOWDEN: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
The Office of the U.S. Trustee on Dec. 22 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of TSC/JMJ Snowden River South,
LLC.
About TSC/JMJ Snowden
TSC/JMJ Snowden River South, LLC, filed as a "single asset real
estate" whose principal assets are located at 9301, 9309 and 9315
Snowden River Parkway Columbia, Maryland. The Debtor is an
affiliate of College Park Investments, LLC, which sought bankruptcy
protection (Bankr. D. Md. Case No. 17-22678) on Sept. 22, 2017.
The Debtor filed a Chapter 11 petition (Bankr. D. Md. Case No.
17-24150) on Oct. 23, 2017. Bruce S. Jaffe, manager, signed the
petition. At the time of filing, the Debtor estimated assets and
liabilities at $10 million to $50 million.
Lawrence A. Katz, Esq., at Hirschler Fleischer serves as the
Debtor's legal counsel.
Judge Thomas J. Catliota presides over the case.
ULURU INC: Signs a Lease Pact of 2,452 Square Feet Office Space
---------------------------------------------------------------
ULURU Inc. entered into a lease agreement on Dec. 15, 2017,
pursuant to which the Company agreed to lease 2,452 square feet of
office space in Addison, Texas near, and in lieu of, its previous
office. Rent under the Lease Agreement is $1,982 per month, plus
pro rata share of operating expenses (estimated at $709 per month).
The Lease Agreement is for a two-year term expiring on Dec. 31,
2019.
Also on Dec. 15, the Company entered into a Termination of Lease
and Release Agreement with its then existing landlord terminating
the Lease dated Jan. 31, 2006, as amended on Feb. 22, 2013 and
March 17, 2015. The Termination was coordinated with the new Lease
Agreement and involved no early termination penalties or other
payments, other the payment of prorated rent for December 2017 by
the Company and the partial return and partial rollover of a
security deposit.
About ULURU Inc.
Addison, Texas-based ULURU Inc. -- http://www.uluruinc.com/-- is a
specialty medical technology company committed to developing and
commercializing a range of innovative wound care and muco-adhesive
film products based on its patented Nanoflex and OraDisc
technologies, with the goal of improving outcomes for patients,
health care professionals and payers.
ULURU reported a net loss of $4.45 million in 2016, a net loss of
$2.69 million in 2015, and a net loss of $1.93 million in 2014. As
of Sept. 30, 2017, ULURU had $9.43 million in total assets, $2.93
million in total liabilities and $6.50 million in total
stockholders' equity.
VERMILLION INC: Appoints Bob Beechey to Newly Created CFO Post
--------------------------------------------------------------
Vermillion, Inc., has appointed Bob Beechey CPA to the newly
created post of chief financial officer.
"We are very pleased to have Bob join our Senior Management team,"
stated Valerie Palmieri, president and CEO of Vermillion. "He
brings to us extensive laboratory experience, plus device and
global distribution expertise. We see Bob's skill set as
complementing our existing team as we take our company and its
bio-analytics platform to the next level. I would also like to
thank our outgoing Chief Accounting Officer, Eric Schoen, for his
dedication and service to Vermillion over the last seven years."
"I am excited to join Vermillion at this important time in the
Company's growth trajectory," said Mr. Beechey. "Vermillion has
made significant progress in establishing payer acceptance,
guidelines inclusion, and value based pricing for OVA1, and these
accomplishments have helped set the stage for broad adoption of the
technology. I look forward to working with the team to achieve
Vermillion's financial and strategic objectives."
Bob Beechey has served in numerous financial and operational
leadership roles. Most recently, he was vice president and general
manager of Q Squared Solutions Bioanalytical and ADME Laboratory
Operations, and previously he served as chief financial officer for
Q Squared Solutions, a clinical trials laboratory joint venture
between IQvia and Quest Diagnostics. Prior to the formation of the
Q Squared Solutions joint venture, Mr. Beechey served as Quintiles
Transnational's vice president of internal audit and vice president
finance global laboratories. Prior to joining Quintiles, Mr.
Beechey was divisional vice president finance at ThermoFisher
Scientific. He also held various financial leadership roles at
Eastman Kodak Company. Mr. Beechey started his career at Arthur
Andersen LLP where he was a senior manager. He attended the
Wharton School of the University of Pennsylvania where he earned a
Bachelor of Science in Economics and earned his MBA with
Distinction from INSEAD, Fontainebleau, France.
Pursuant to the terms of an employment agreement, executed on
Dec. 14, 2017, between the Company and Mr. Beechey, the Company
will pay Mr. Beechey an annual base salary of $280,000, beginning
on Dec. 18, 2017. In addition, Mr. Beechey will be eligible for a
bonus of up to 40% of his base salary (prorated for partial years)
for achievement of reasonable performance-related goals to be
defined by the Company's chief executive officer or Board of
Directors. The Employment Agreement provides that on the Effective
Date, the Company will grant Mr. Beechey options to purchase
150,000 shares of Company common stock with a per share exercise
price equal to the closing price per share of Company common stock
on the date of grant. The stock options vest 25% on each of the
first four anniversaries of the grant date, subject to Mr.
Beechey's continued employment with the Company. If Mr. Beechey is
terminated without cause or resigns for good reason (as these terms
are defined in the Employment Agreement) at any time following the
date that is six months following the Effective Date, and provided
that he complies with certain requirements (including signing a
standard separation agreement release and complying with the
non-competition provision in the Employment Agreement), under the
Employment Agreement: (i) he will be entitled to continued payment
of his base salary as then in effect for a period of nine months
following the date of termination; (ii) he will be entitled to
continued health and dental benefits through COBRA premiums paid by
the Company until the earlier of nine months after termination or
the time that he obtains employment with reasonably comparable or
greater health and dental benefits and (iii) he will have a
12-month period after termination to exercise any and all of his
vested options to purchase Company common stock (subject to earlier
expiration at the end of the option's original term).
Additionally, the Employment Agreement provides that if Mr.
Beechey's employment is terminated without cause or for good reason
within the 12-month period following a change of control (as such
term is defined in the Employment Agreement), then, in addition to
the benefits above, 100% of any then-unvested options to purchase
Company common stock previously granted by the Company will vest
upon the date of such termination (subject to earlier expiration at
the end of the option's original term).
Additionally, upon his relocation, Mr. Beechey will receive a
$30,000 relocation bonus, which is subject to reimbursement to the
Company if Mr. Beechey is terminated by the Company with cause or
resigns for good reason within one year of his relocation date.
The Employment Agreement also contains a non-solicitation provision
that applies until 12 months after the termination of the
Employment Agreement.
Mr. Beechey succeeds Eric Schoen, the Company's senior vice
president, finance and chief accounting officer, as the principal
financial officer and principal accounting officer of the Company.
As of Dec. 18, 2017, Mr. Schoen stepped down from these roles and
transitioned to a consulting role at the Company.
In connection with the transition, the Company and Mr. Schoen
entered into a consulting agreement dated as of Dec. 18, 2017.
Pursuant to the terms of the Consulting Agreement, Mr. Schoen will
assist the Company, as needed, providing accounting and finance
services as directed by the chief financial officer or chief
executive officer of the Company including, but not limited to,
assistance in transition of financial leadership. The Company will
pay Mr. Schoen $150 per hour for such consulting services, plus
reimbursement for reasonable expenses.
The Consulting Agreement has an initial term of up to five months,
after which it may be renewed by mutual agreement of the Company
and Mr. Schoen.
About Vermillion
Based in Austin, Texas, Vermillion, Inc. --
http://www.vermillion.com/-- is dedicated to the discovery,
development and commercialization of novel high-value diagnostic
tests that help physicians diagnose, treat and improve outcomes for
patients. Vermillion, along with its prestigious scientific
collaborators, has diagnostic programs in oncology, hematology,
cardiology and women's health.
Vermillion, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 09-11091) on March 30, 2009. Vermillion's
legal advisor in connection with its successful reorganization
efforts was Paul, Hastings, Janofsky & Walker LLP. Vermillion
emerged from bankruptcy in January 2010 after filing a Plan that
pay all claims in full and lets equity holders to retain control of
the Company.
Vermillion reported a net loss of $14.96 million on $2.64 million
of total revenue for the year ended Dec. 31, 2016, compared to a
net loss of $19.11 million on $2.17 million of total revenue for
the year ended Dec. 31, 2015. As of Sept. 30, 2017, Vermillion had
$9.67 million in total assets, $3.75 million in total liabilities
and $5.92 million in total stockholders' equity.
WARTBURG COLLEGE: Fitch Affirms BB- Rating on $84.6MM College Bonds
-------------------------------------------------------------------
Fitch Ratings has affirmed the 'BB-' rating on approximately $84.6
million private college revenue refunding bonds series 2015 issued
by the Iowa Higher Education Loan Authority on behalf of Wartburg
College.
The Rating Outlook is Negative.
SECURITY
The series 2015 private college facility revenue bonds are a
general obligation of the college, secured by a lien on revenues of
the college and a mortgage on the core campus. Additionally, the
bonds are supported by a debt service reserve fund equal to maximum
annual debt service (MADS).
KEY RATING DRIVERS
DETERIORATING OPERATING PERFORMANCE: The Negative Outlook reflects
deficit financial operations, as calculated by Fitch, driven by
persistent declines in enrollment through fiscal 2017 and a lag in
the execution of spending reductions sufficient to achieve balanced
operating results. Deficit operations continued in fiscal 2017, but
were improved from the prior year.
ONGOING DEMAND PRESSURES: Enrollment marked modest gains in fiscal
2018 (fall 2017) following four consecutive years of declines.
However, tuition discounting has contributed to declining net
student revenues through fiscal 2017. Demographic pressures in
Wartburg's highly competitive regional market will likely continue
to pressure both enrollment and net revenue generation.
VERY HIGH DEBT BURDEN: MADS of $6.2 million equaled a very high
12.9% of fiscal 2017 operating revenues, as calculated by Fitch.
Positively, Fitch-calculated MADS coverage from operations
improved, but remained very slim at 1.0x in fiscal 2017.
MODERATE BALANCE SHEET CUSHION: Balance sheet resources remain a
strength for Wartburg, and help support the current rating.
Liquidity ratios were stronger than peer colleges in fiscal 2017,
even with some deterioration from fiscal 2016. Wartburg also
benefits from a solid history of philanthropy and has exceeded the
goal of its most recent capital campaign.
RATING SENSITIVITIES
OPERATING IMPROVEMENT: Wartburg College's failure to steadily
improve its operating performance and achieve at least
sum-sufficient debt service coverage (as calculated by Fitch) in
fiscal 2018 will pressure the rating and lead to a downgrade.
RESOURCE STABILITY: A decline in Wartburg's balance sheet resources
could pressure the rating.
WEST 16TH STREET: Taps Robinson Brog as Legal Counsel
-----------------------------------------------------
West 16th Street Owner LLC received approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Robinson Brog Leinwand Greene Genovese & Gluck P.C. as its legal
counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; negotiate with creditors; prepare a plan of
reorganization; and provide other legal services related to its
Chapter 11 case.
Robinson Brog does not represent any interest adverse to the
Debtor's estate, creditors or equity holders, according to court
filings.
The firm can be reached through:
Arnold Mitchell Greene, Esq.
Robinson Brog Leinwand Greene Genovese & Gluck P.C.
875 Third Avenue, 9th Floor
New York, NY 10022
Tel: (212) 603-6300
Fax: (212) 956-2164
Email: amg@robinsonbrog.com
About West 16th Street Owner LLC
West 16th Street Owner LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-23496) on
September 28, 2017. Richard Cohn, its manager, signed the
petition.
West 16th Street Owner owns a building located at 125 West 16th
Street, New York, valued by the company at $40 million. It listed
its business as a single asset real estate as defined in 11 U.S.C.
Section 101(51B).
At the time of the filing, the Debtor disclosed $40 million in
assets and $36.99 million in liabilities.
Judge Robert D. Drain presides over the case.
The Debtor previously sought bankruptcy protection on March 6, 2015
(Bankr. S.D.N.Y. Case No. 15-10515).
YIELD10 BIOSCIENCE: Closes Public Offering of $14.5 Million Units
-----------------------------------------------------------------
Yield10 Bioscience, Inc. has closed an underwritten public offering
of units for gross proceeds of $14.5 million, which includes the
full exercise of the underwriter's over-allotment option to
purchase additional shares and warrants, prior to deducting
underwriting discounts and commissions and offering expenses
payable by Yield10 Bioscience. Both existing investors, including
40% shareholder Jack W. Schuler, and new institutional investors
participated in the offering.
Ladenburg Thalmann & Co. Inc., a subsidiary of Ladenburg Thalmann
Financial Services Inc. (NYSE MKT:LTS), is sole book-running
manager in connection with the offering.
The securities were offered pursuant to a registration statement on
Form S-1 (File No. 333-221283), which was declared effective by the
United States Securities and Exchange Commission on December 18,
2017, and an additional registration statement filed pursuant to
Rule 462(b) (File No. 333-222147).
About Yield10 Bioscience
Yield10 Bioscience, Inc. -- http://www.yield10bio.com/-- is
focused on developing new technologies to achieve step-change
improvements in crop yield to enhance global food security. Yield10
has an extensive track record of innovation based around optimizing
the flow of carbon in living systems. Yield10 leverages its
technology platforms and unique knowledge base to design precise
alterations to gene activity and the flow of carbon in plants to
produce higher yields with lower inputs of land, water or
fertilizer. Yield10 is advancing several yield traits it has
developed in crops such as Camelina, canola, soybean and rice.
Yield10 is headquartered in Woburn, MA and has an Oilseeds center
of excellence in Saskatoon, Canada.
Yield10 reported a net loss of $7.60 million on $1.15 million of
total revenue for the year ended Dec. 31, 2016, compared to a net
loss of $23.68 million on $1.35 million of total revenue for the
year ended Dec. 31, 2015. As of Sept. 30, 2017, Yield10 had $5.57
million in total assets, $3.02 million in total liabilities and
$2.54 million in total stockholders' equity.
RSM US LLP, in Boston, Massachusetts, issued a "going concern"
opinion on the consolidated financial statements for the year ended
Dec. 31, 2016, noting that the Company has suffered recurring
losses from operations and has insufficient capital resources,
which raises substantial doubt about its ability to continue as a
going concern.
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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.
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S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
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.
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*** End of Transmission ***