/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/180404.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, April 4, 2018, Vol. 22, No. 93 Headlines 1110 MILITARY ROAD: April 25 Approval Hearing on Plan Disclosures 4 WEST HOLDINGS: Asks Court to OK Disclosures, Bidding Procedures A'GACI LLC: Auction Cancelled as No Qualified Bidder Emerged ACOSTA INC: Bank Debt Trades at 14.08% Off ACTIVECARE INC: Cleveland Clinic Terminates Services Agreement AEMETIS INC: Doubles Net Loss to $31.8 Million in 2017 AEMETIS INC: May Issue Additional 655,192 Shares Under 2007 Plan AEON GLOBAL: Extends Maturity of $2.6M Notes to March 2019 ALLEGHENY TECHNOLOGIES: Moody's Affirms B2 Corporate Family Rating ALLSTATE CORP: Fitch Rates Series G Preferred Stock 'BB+' ALPINE 4 TECHNOLOGIES: Delays 2017 Form 10-K for Verification ALTA MESA: Incurs $77.7 Million Net Loss in 2017 ALTA MESA: Reports 2017 Financial Results for Subsidiary AMERICAN TIRE: Moody's Alters Outlook to Stable & Affirms B3 CFR AMPLIPHI BIOSCIENCES: Armistice No Longer a Shareholder AMPLIPHI BIOSCIENCES: May Issue 504,646 Shares Under Plans APOLLO MEDICAL: Kenneth Sim Owns 4.7% Stake as of Dec. 8 APOLLO MEDICAL: Thomas Lam Discloses 4.7% Stake as of Dec. 8 AYTU BIOSCIENCE: Receives $615,000 From Warrant Exercise AYTU BIOSCIENCE: Underwriters Exercise Over-Allotment Option BENDCO INC: Taps Fuqua & Associates as Legal Counsel BEVERLY HILLS: Taps Steinberg Nutter & Brent as Bankruptcy Counsel BIG BEAR BOWLING: Case Summary & 13 Largest Unsecured Creditors BLACKBOARD INC: Bank Debt Trades at 7.5% Off BLINK CHARGING: Issues 2.4M Restricted Shares to Four Entities BON-TON STORES: Committee Taps Pachulski Stang as Legal Counsel BON-TON STORES: Committee Taps Zolfo Cooper as Financial Advisor BOWMAN DAIRY: Needs More Time to Solicit Acceptances of Ch. 11 Plan BRAZIL MINERALS: Delays 2017 Form 10-K to Complete Audit CARECENTRIX INC: Moody's Affirms B1 CFR & Revises Outlook to Stable CHEROKEE PHARMACY: Marquess Dividend Settlement Pool to Pay Unsecs. CLEAR CHANNEL: Bank Debt Trades at 19.44% Off CLEVELAND BIOLABS: Reports Progress on EMA Application CLEVELAND BIOLABS: Widens Net Loss to $9.8 Million in 2017 CLOUD PEAK: Moody's Hikes CFR to Caa1; Outlook Positive COMMUNITY HEALTH: Bank Debt Trades at 2.48% Off COMPREHENSIVE CARE: Voluntary Chapter 11 Case Summary COPSYNC INC: Sale, Administrative Expenses Talks Delay Plan Filing CORPORATE RISK: Moody's Alters Outlook to Pos. & Affirms Caa1 CFR CPI CARD: Moody's Lowers Corp. Family Rating to Caa1; Outlook Neg. DAVID'S BRIDAL: Bank Debt Trades at 14.5% Off DEERFIELD DAKOTA: Moody's Lowers CFR to B3; Outlook Stable DERRICK PUGH: Hires Wiggam & Geer as Bankruptcy Counsel DULUTH TRAVEL: Hire Balch & Bingham as Special Counsel EASTMAN KODAK: Bank Debt Trades at 7.55% Off ELEMENTS BEHAVIORAL: Apollo Values $12 Million Loan at 7% of Face EMBLEM FINANCE 2: Fitch Affirms BB- Rating on Credit-Linked Notes EMPLOYBRIDGE LLC: Moody's Hikes CFR to B2 & Rates Term Loan B3 ETCHER FARMS: Taps Bradshaw Bradshaw Fowler Proctor as Counsel ETCHER FARMS: Taps GlassRatner Advisory as Financial Advisor EV ENERGY: Case Summary & 30 Largest Unsecured Creditors EV ENERGY: FSIC Values $135,000 Loan at 51% of Face Value EV ENERGY: Reports $134,000,000 Net Loss in 2017 EVERMILK LOGISTICS: Has Until April 11 to Solicit Plan Acceptance EW SCRIPPS: Moody's Retains Ba3 CFR Amid Repricing Transaction FEDERAL-MOGUL LLC: Moody's Assigns Ba2 Rating on Amended Revolver FIRST RIVER: Activa, et al., Objects to Disclosure Statement FIRST RIVER: U.S. Specialty Insurance Objects to Plan Disclosures FREESEAS INC: LG Capital Reports 9.76% Stake GEM HOSPITALITY: Seeks to Hire CBIZ MHM, Appoint CRO GEM HOSPITALITY: Taps Sugar Felsenthal as Legal Counsel GETTY IMAGES: Bank Debt Trades at 3.95% Off GLASGOW EQUIPMENT: Taps Abraham Accounting as Bookkeepers GREYSTAR REAL ESTATE: Moody's Hikes CFR to B1; Outlook Stable GULFMARK OFFSHORE: Reports Improving Utilization & Revenue for Q4 HARTFORD LIFE: Moody's Still Reviews Ba3 Debt Rating for Downgrade HELDRICH CENTER: Moody's Cuts Rating on Unsec. Bonds to Caa2 HELIX TCS: Posts $10.6 Million Net Loss in 2017 IHEARTMEDIA INC: Taps Moelis & Company as Investment Banker IHEARTMEDIA INC: Taps Perella Weinberg as Investment Banker IHEARTMEDIA INC: Taps PwC as Tax and Accounting Advisor ILLINOIS STAR: Has Until May 2 to File Plan of Reorganization JIT INDUSTRIES: Taps Sparkman Shepard as Legal Counsel JOLIVETTE HAULING: Taps Christianson & Freund as Special Counsel KAMA MANAGEMENT: Needs More Time to Address Plan Objections KLOECKNER PENTAPLAST: Bank Debt Trades at 13.35% Off LANDS' END: Bank Debt Trades at 8.67% Off LEWIS SPECIALTIES: Counsel Unaware of Plan Filing Deadline LYNNHILL CONDOMINIUM: Closes Sale to Dragone, Exits Chapter 11 MAGNETATION LLC: Apollo Values $1.7 Million Loan at 33% of Face MANCHESTER HOUSING: Moody's Hikes Tax Revenue Bonds Rating to B3 MARRONE BIO: Posts $18.2 Million Net Revenue in 2017 MARY'S WOODS: Fitch Gives 'BB' Ratings to $42.6MM Sr. Living Bonds MEDITE CANCER: Delays 2017 Form 10-K Due to Compilation Issues MGTF RADIO: Taps Carmody MacDonald as Legal Counsel MID-SOUTH GEOTHERMAL: Taps Harris Shelton as Counsel MOBILESMITH INC: Incurs $6.07 Million Net Loss in 2017 MUSCLEPHARM CORP: Reports $2.55 Million Net Loss for Fourth Quarter NATURE'S BOUNTY: Bank Debt Trades at 5.6% Off NEEDHAM FAMILY: Taps Atty. Michael Kalis as Bankruptcy Counsel NEIMAN MARCUS: Bank Debt Trades at 13.35% Off NEOVASC INC: Lowers Net Loss to US$22.9 Million in 2017 NEW LIFE HOLINESS: Hires Eugene Douglass & Robert Reid as Attorney NEXT COMMUNICATIONS: 100 NWT Fee Owner to Get $700,000 Under Plan OPTIMUMBANK HOLDINGS: Incurs $589,000 Net Loss in 2017 OREXIGEN THERAPEUTICS: Taps Hogan Lovells as Legal Counsel OREXIGEN THERAPEUTICS: Taps Morris Nichols as Delaware Co-Counsel OREXIGEN THERAPEUTICS: Taps Perella Weinberg as Investment Banker PARAGON GLOBAL: Has Until July 2 to Exclusively File Plan PARETEUM CORP: Lowers Net Loss to $12.5 Million in 2017 PERRY PUBLIC: Moody's Hikes Rating on $279,000 GOULT Debt From Ba1 PITTSBURGH ATHLETIC: Needs 30-Day Extension of Solicitation Period PITTSBURGH ATHLETIC: Unsecureds Can No Longer Vote on Plan PLANTRONICS INC: Moody's Puts Ba2 CFR Under Review for Downgrade PLANTRONICS INC: S&P Puts 'BB' CCR on CreditWatch Negative PLEDGE PETROLEUM: Closes Sale of All Assets to Norma Investments PRECIPIO INC: Falls Short of Nasdaq's Bid Price Requirement PREMIER PCS: Unsecureds to Get 75% to 100% in Installment Payments PSIVIDA CORP: Acquires Icon and Rebrands Itself as EyePoint QUE GOLAZO: Hires Gandia-Fabian Law Office as Attorney REMINGTON OUTDOOR: Taps Prime Clerk as Claims and Noticing Agent RIVER HACIENDA: Unsecureds to Get $1,000 in 5 Monthly Installments RR DONNELLEY: Moody's Lowers Corporate Family Rating to B2 RSP PERMIAN: Moody's Puts Ba3 CFR on Review for Upgrade RXI PHARMACEUTICALS: Falls Short of Nasdaq's Minimum Equity Rule RXI PHARMACEUTICALS: Will Sell $100 Million Worth of Securities SAEXPLORATION HOLDINGS: Receives Noncompliance Notice from Nasdaq SALSGIVER INC: Taps CFO Strategies as Accountant SAN LOTUS: Delays 2017 Form 10-K Due to Amendments SEADRILL LIMITED: Bank Debt Trades at 16.1% Off SERTA SIMMONS: Bank Debt Trades at 7.07% Off SEVEN STARS: Narrows Net Loss to $10.2 Million in 2017 SHD OIL: Apollo Values $70 Million Loan at 48% of Face SPRINT INDUSTRIAL: Apollo Values $18 Million Loan at 49% of Face SUMMIT FINANCIAL: Hires Douglas J. Jeffrey as General Counsel SUMMIT FINANCIAL: Hires Leiderman Shelomith as Bankruptcy Counsel SUNIVA INC: Has Until May 12 to Solicit Acceptances of Ch. 11 Plan SYNCREON GROUP: Bank Debt Trades at 7.83% Off TOYS R US: Bank Debt Trades at 13.56% Off TRANS-LUX CORP: Reports $2.84 Million Net Loss for 2017 TSC/GREEN ACRES: To Sell Property to Fund Plan Payments TUTOR PERINI: Moody's Alters Outlook to Stable & Affirms Ba3 CFR ULTRA RESOURCES: Moody's Alters Outlook to Stable & Affirms B1 CFR ULURU INC: Lowers Net Loss to $1.93 Million in 2017 ULURU INC: May Issue 20 Million Shares Under 2018 Equity Plan VECTOR GROUP: Moody's Affirms B2 CFR; Outlook Stable VERESEN MIDSTREAM: Moody's Alters Outlook to Pos. & Affirms Ba3 CFR VERNON PARK CHURCH: Has Until May 28 to File Plan of Reorganization VILLAGE NEWS: Court Approves First Amended Disclosure Statement WEST CORP: Fitch Affirms BB+ Rating on Planned $700MM Loan Upsize WEST CORP: S&P Rates New $700MM Incremental Term Loan B-1 'B' WESTMORELAND COAL: Finalizes 2018 Incentive Plan for Executives WIDEOPENWEST FINANCE: Bank Debt Trades at 3.4% Off WINDSTREAM CORP: Bank Debt Trades at 4.25% Off WP CPP: Moody's Alters Outlook to Positive & Affirms B3 CFR ZAMINDAR PROPERTIES: Unsecured Creditors to Get 26.5% Under Plan ZERO ENERGY: Taps Podium Strategies as Financial Advisor ********* 1110 MILITARY ROAD: April 25 Approval Hearing on Plan Disclosures ----------------------------------------------------------------- Judge Michael J. Kaplan of the U.S. Bankruptcy Court for the Western District of New York will hold a hearing on April 25, 2018 at 10:00 a.m. to consider approval of 1110 Military Road LLC's disclosure statement. April 20, 2018 is fixed as the last day for filing and serving written objections to the disclosure statement. 1110 Military Road LLC and its affiliates filed for chapter 11 bankruptcy protection (Bankr. W.D.N.Y. Case Nos. 15-11503-06) on July 16, 2015, with estimated assets of $0-$50,000 and estimated liabilities of $1MM-$10MM. The petition was signed by Michael J. Hale, vice president. The Debtors are represented by Arthur G. Baumeister, Jr., Esq. of Amigone, Sanchez & Mattrey LLP. 4 WEST HOLDINGS: Asks Court to OK Disclosures, Bidding Procedures ----------------------------------------------------------------- 4 West Holdings, Inc. and its debtor-affiliates filed a combined motion for an entry of an order approving the Debtors' entry into a certain Plan Funding Commitment and Stock Purchase Agreement between the Debtors and SC-GA 2018 Partners, LLC, certain Bid Protections in connection with the Plan Sponsor serving as Stalking Horse, and bidding and auction procedures. The Debtors also filed a motion for an entry of an order approving their proposed disclosure statement. In an exercise of their business judgment, the Debtors seek to subject the Restructuring Transaction with the Plan Sponsor to a competitive process to determine whether another party would pay more for the rights provided under the Plan. To that end, the Debtors seek approval of the Bidding Procedures, which would enable them to solicit competing offers. The Bidding Procedures benefit the Debtors' estates by creating a bidding process that ensures: (a) structure and logistical integrity to the process; (b) the ability of the Debtors to compare the relative values of competing offers, if any; and (c) that potential purchasers have the financial wherewithal to timely consummate a transaction to be implemented under the Plan. The Bidding Procedures prescribe the requirements for prospective purchasers to participate in the bidding process, the availability and conduct of due diligence, the bid deadline and submission requirements, the method and criteria for bids to become "Qualified," the manner in which qualified bids will be negotiated, clarified, and improved, and the criteria forselecting winning bidders, including, if necessary, through a public auction. The Debtors also submit that the Disclosure Statement contains "adequate information" within the meaning of section 1125(a)(1) of the Bankruptcy Code and, thus, should be approved by the Court. The Disclosure Statement contains ample information, including descriptions and summaries of, among other things (a) the terms of the Plan, (b) various events preceding the commencement of these chapter 11 cases, (c) detailed descriptions of the sales or transfers of various assets of the Debtors, (d) the nature of known claims against the Debtors’ estates, (e) risk factors affecting the Plan, (f) financial information that would be relevant to creditors’ determinations of whether to accept or reject the Plan, (g) various tax consequences of the Plan, and (h) information relevant to the risks being taken by creditors and interest holders. Thus, the Disclosure Statement submitted in these chapter 11 cases provide an extensive and comprehensive overview of the Plan and its ramifications sufficient to constitute adequate information within the meaning of section 1125 of the Bankruptcy Code. The Disclosure Statement also (a) provides a narrative summarizing the nature of the Plan, (b) identifies each class of creditors and its composition, the amount of claims, the proposed recovery for each class and related timing, and all sources and amounts of funding, and (c) provides a hypothetical liquidation analysis under chapter 7. A full-text copy of the Debtor's Motion is available at: http://bankrupt.com/misc/txnb18-30777-11-110.pdf About 4 West Holdings 4 West Holdings, Inc., et al. -- http://www.orianna.com/-- are licensed operators of 41 skilled nursing facilities and manage one skilled nursing facility located in seven states: Georgia, Indiana, Mississippi, North Carolina, South Carolina, Tennessee and Virginia. In addition, one of related entity, Palladium Hospice and Palliative Care, LLC f/k/a Ark Hospice, LLC, provides hospice and palliative care services at certain of the Facilities and other third party locations. They employ approximately 5,000 people, including but not limited to, nurses, nursing assistants, social workers, regional directors and supervisors. 4 West Holdings, Inc. and 134 of its affiliates and subsidiaries filed voluntary petitions in the United States Bankruptcy Court for the Northern District of Texas in Dallas seeking relief under the provisions of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 18-30777) on March 6, 2018 , with a restructuring plan that contemplates the transfer of 22 facilities to new operations. The Debtors continue to operate their businesses and manage their properties as debtors-in-possession. 4 West Holdings estimated $10 million to $50 million in assets and $50 million to $100 million in liabilities as of the filing. The Hon. Harlin DeWayne Hale is the case judge. The Debtors tapped DLA Piper LLP (US) as bankruptcy counsel; Houlihan Lokey as investment banker; Crowe Horwath LLP as financial advisor; Ankura Consulting Group, LLC, as interim management services provider; and Rust Consulting/Omni Bankruptcy as claims agent. The Office of the U.S. Trustee on March 19 appointed seven creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of 4 West Holdings, Inc., and its affiliates. A'GACI LLC: Auction Cancelled as No Qualified Bidder Emerged ------------------------------------------------------------ Patrick Danner, writing for San Antonio Express-News, reports that retailer A'Gaci has cancelled its auction of assets because it said that no acceptable buyer emerged. The auction had been scheduled for the morning of April 3. "Despite an active marketing process and due diligence from several potential buyers, . . . no acceptable buyer emerged," Ian Peck, A'Gaci's bankruptcy lawyer, told San Antonio Express-News in a phone interview on April 2. "So the company decided to cancel the auction and not move forward with the sale process any further." Mr. Peck told Express-News A'Gaci now is focused on developing a reorganization plan that will allow it to emerge from Chapter 11 bankruptcy. He said their goal is to file a reorganization plan with the U.S. Bankruptcy Court no later than the beginning of May. He added that the company already has received support from various creditors regarding efforts to reorganize. The report noted that the company's lender JPMorgan Chase Bank has agreed to A'Gaci's continued use of cash collateral through the first week of May. The bank has a security interest in the cash. When it filed for bankruptcy, A'Gaci indicated it had identified 49 of its 76 stores for potential closure. According to the report, Mr. Peck said A'Gaci has trimmed the list of closings to just 22 stores because of support from landlords and vendors. About A'GACI, L.L.C. Founded in San Antonio, Texas, A'GACI, L.L.C. -- http://www.agacistore.com/-- is a fast-fashion retailer of women's apparel and accessories. A'GACI attracts young, fashion-driven consumers through its value-pricing and frequent introductions of new and trendy merchandise. It operates specialty apparel and footwear stores under the A'GACI banner as well as a direct-to-consumer business comprised of its e-commerce Web site http://www.agacistore.com/Stores feature an assortment of tops, dresses, bottoms, jewelry, and accessories sold primarily under the Company's exclusive A'GACI label. In addition, the Company sells shoes under its sister brand labels of O'Shoes and Boutique Five. A'GACI, L.L.C., filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 18-50049) on Jan. 9, 2018. In the petition signed by manager David Won, the Debtor disclosed $82 million in total assets and $62 million in total liabilities as of Nov. 25, 2017. The company listed $37.3 million in assets and $54.7 million in liabilities in a February 2018 court filing, according to a San Antonio Express-News report. The case is assigned to Judge Ronald B. King. Haynes and Boone, LLP, serves as the Debtor's bankruptcy counsel; Berkeley Research Group, LLC is the financial advisor; and SSG Advisors, LLC, is the investment banker. Kurtzman Carson Consultants LLC, is the claims, noticing and balloting agent. No trustee, examiner or official committee of unsecured creditors has been appointed in the case. ACOSTA INC: Bank Debt Trades at 14.08% Off ------------------------------------------ Participations in a syndicated loan under which Acosta Inc. is a borrower traded in the secondary market at 85.92 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.75 percentage points from the previous week. Acosta Inc. pays 325 basis points above LIBOR to borrow under the $2.055 billion facility. The bank loan matures on September 26, 2021. Moody's rates the loan 'B3' and Standard & Poor's gave a 'B-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. ACTIVECARE INC: Cleveland Clinic Terminates Services Agreement -------------------------------------------------------------- ActiveCare, Inc. received a 90-day written notice from Cleveland Clinic Foundation d.b.a. Cleveland Clinic, an Ohio nonprofit corporation, regarding the termination of their services agreement effective June 14, 2018. As previously reported, on Dec. 22, 2017, ActiveCare entered into the Services Agreement with Cleveland Clinic under which Company was to provide monitoring services to Cleveland Clinic's expected beneficiary diabetic population within the Cleveland Clinic Medicare ACO. The Company said it is considering all available legal remedies, both under the Agreement and otherwise for any and all costs and damages arising from or related to the Agreement. About ActiveCare Orem, Utah-based ActiveCare, Inc., is a real-time health analytics and monitoring company that provides self-insured health plans with solutions that significantly reduce the impact and cost of diabetes. Working closely together with over 800 healthcare plans, ActiveCare delivers proven results that have improved the health of over 30,000 employees and dependents living with diabetes. ActiveCare incurred a net loss attributable to common stockholders of $16.33 million for the year ended Sept. 30, 2016, following a net loss attributable to common stockholders of $12.82 million for the year ended Sept. 30, 2015. As of June 30, 2017, ActiveCare had $1.89 million in total assets, $36.43 million in total liabilities and a total stockholders' deficit of $34.54 million. Tanner LLC, in Salt Lake City, Utah, issued a "going concern" opinion on the consolidated financial statements for the year ended Sept. 30, 2016, citing that the Company has recurring losses, negative cash flows from operating activities, negative working capital, negative total equity, and certain debt that is in default. These conditions, among others, raise substantial doubt about its ability to continue as a going concern. AEMETIS INC: Doubles Net Loss to $31.8 Million in 2017 ------------------------------------------------------ Aemetis, Inc., filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $31.77 million on $150.15 million of revenues for the year ended Dec. 31, 2017, compared to a net loss of $15.63 million on $143.15 million of revenues for the year ended Dec. 31, 2016. The increase in revenue was primarily attributable to increases in the production of ethanol and wet distillers grains. As of Dec. 31, 2017, Aemetis had $94.33 million in total assets, $174.19 million in total liabilities and a total stockholders' deficit of $79.86 million. "2017 set in place the foundational milestones for significant revenue increases, positive earnings and interest cost reductions for Aemetis," said Eric McAfee, chairman and CEO of Aemetis, Inc. "India plant upgrades and the California advanced biofuels project are executing well, along with the marketing in Asia and the Middle East of our $50 million Phase II EB-5 offering." Gross profit for the twelve months ended Dec. 31, 2017 was $3.4 million, compared to $11.6 million during the same period in 2016. Gross profit decline was attributable to an increase in the cost of corn coupled with softening in the pricing of wet distillers gains for the year ended Dec. 31, 2017 compared to 2016. Selling, general and administrative expenses were $13.2 million during the twelve months ended Dec. 31, 2017, compared to $12.0 million during the same period in 2016. The increase in selling, general and administrative expenses was primarily attributable to an $0.8 million increase in salary and stock compensation, and $0.5 million of increased marketing commissions and professional fees compared to the same period of the prior year. Operating loss was $12.2 million for the twelve months ended Dec. 31, 2017, compared to an operating loss of $0.8 million for the same period in 2016. Company foundational milestones include: * The Company's India biodiesel plant generated $13.4 million of revenues operating at about 10% of its capacity during a period of uncertainty created by the adoption of the Goods and Services Tax system. In February 2018, the Goods and Services Tax rate applied to biodiesel was reduced and, combined with crude oil price increases to more than $60 per barrel, allows for attractive growth in the domestic India market. * A low carbon biodiesel supply agreement was signed with BP Singapore in May 2017, establishing a significant international customer for biodiesel produced by its India plant. In March 2018, the construction of the tanks for the advanced pre-treatment unit at the India biodiesel plant was completed for the supply of product under the BP Singapore agreement. * The Company's California cellulosic ethanol project achieved several major milestones, including signing a 55 year lease on the Riverbank site, securing a 20 year feedstock agreement, obtaining multiple environmental permits, and delivering favorable yield data from operation of a demonstration unit satisfying the key requirements for a $125 million USDA loan guarantee to fund the construction of the 12 million gallon per year Riverbank plant. Q4 Financial Results Revenues were $38.9 million for the fourth quarter of 2017, compared to $37.4 million for the fourth quarter of 2016. The increase in revenue was primarily attributable to increases in ethanol production volume from 14.6 million gallons during the three months ended 2016 to 16.3 million gallons during the three months ended 2017. Gross margin for the fourth quarter of 2017 was $0.3 million, compared to the gross margin of $3.9 million during the fourth quarter of 2016. Gross profit for the three months ended Dec. 31, 2017 was $302,000, compared to $3.9 million during the same period in 2016. Gross profit decline was attributable to softening prices for ethanol from $1.90 per gallon during the three months ended Dec. 31, 2016 to $1.65 per gallon during the three months ended Dec. 31, 2017 in a market where the cost of corn remained flat. Selling, general and administrative expenses were $3.5 million during the fourth quarter of 2017, compared to $2.9 million during the fourth quarter of 2016. Operating loss was $3.4 million for the fourth quarter of 2017, compared to operating income of $0.9 million during the fourth quarter of 2016. Net loss was $9.0 million for the fourth quarter of 2017, compared to a net loss of $1.4 million for the fourth quarter of 2016. Cash at the end of the fourth quarter of 2017 was $0.4 million, compared to $1.5 million at the end of the fourth quarter of 2016. A full-text copy of the Form 10-K is available for free at: https://is.gd/DmyRNw About Aemetis Headquartered in Cupertino, California, Aemetis -- http://www.aemetis.com/-- is an advanced renewable fuels and biochemicals company focused on the acquisition, development and commercialization of innovative technologies that replace traditional petroleum-based products by the conversion of ethanol and biodiesel plants into advanced biorefineries. Founded in 2006, Aemetis owns and operates a 60 million gallon-per-year ethanol production facility in the California Central Valley near Modesto. Aemetis also owns and operates a 50 million gallon per year renewable chemical and advanced fuel production facility on the East Coast of India producing high quality distilled biodiesel and refined glycerin for customers in India and Europe. Aemetis holds a portfolio of patents and related technology licenses for the production of renewable fuels and biochemicals. AEMETIS INC: May Issue Additional 655,192 Shares Under 2007 Plan ---------------------------------------------------------------- Aemetis, Inc. filed a Form S-8 registration statement with the Securities and Exchange Commission to register 655,192 shares of its common stock, par value $0.001 per share, to be issued pursuant to the Aemetis, Inc. Second Amended and Restated 2007 Stock Plan. The 655,192 additional shares of Common Stock available for issuance under the 2007 Plan registered pursuant to the Registration Statement are the same class as those previously registered on Form S-8 on March 17, 2017 (File No. 333-216762). A full-text copy of the prospectus is available at: https://is.gd/VfhCD6 About Aemetis Headquartered in Cupertino, California, Aemetis is an advanced renewable fuels and biochemicals company focused on the acquisition, development and commercialization of innovative technologies that replace traditional petroleum-based products by the conversion of ethanol and biodiesel plants into advanced biorefineries. Founded in 2006, Aemetis owns and operates a 60 million gallon-per-year ethanol production facility in the California Central Valley near Modesto. Aemetis also owns and operates a 50 million gallon per year renewable chemical and advanced fuel production facility on the East Coast of India producing high quality distilled biodiesel and refined glycerin for customers in India and Europe. Aemetis holds a portfolio of patents and related technology licenses for the production of renewable fuels and biochemicals. For additional information about Aemetis, please visit www.aemetis.com. Aemetis reported a net loss of $31.77 million on $150.15 million of revenues for the year ended Dec. 31, 2017, compared to a net loss of $15.63 million on $143.15 million of revenues for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Aemetis had $94.33 million in total assets, $174.19 million in total liabilities and a total stockholders' deficit of $79.86 million. AEON GLOBAL: Extends Maturity of $2.6M Notes to March 2019 ---------------------------------------------------------- Aeon Global Health Corp. has entered into an agreement with the holders of outstanding senior secured convertible notes to amend certain terms of those notes. Contemporaneously with the Note Amendment Transaction, the Company entered into an agreement with its chief executive officer, who is the holder of a separate promissory note in the aggregate principal amount of $500,000, to exchange such note for a new senior note on terms substantially the same as the senior secured convertible notes in the Note Amendment Transaction. Note Amendment Transaction In the Note Amendment Transaction, the holders of outstanding senior secured convertible notes in the aggregate principal amount of $2,545,199 entered into a consent and amendment agreement with the Company, pursuant to which the Senior Notes were amended to extend the maturity date for a period of twelve months, to March 20, 2019 and in consideration thereof, the conversion rate of the Senior Notes was reduced to equal $1.20 per share. Based on the adjusted conversion price, the principal amount of the Senior Notes will be convertible into up to 2,120,999 shares of common stock. The other material terms and conditions of the Senior Notes were not amended. As with the original terms of the Senior Notes, the conversion price is subject to adjustment upon stock splits, reverse stock splits, and similar capital changes. Further, if the Company issues or sells shares of its common stock, rights to purchase shares of its common stock, or securities convertible into shares of its common stock for a price per share that is less than the conversion price then in effect, such conversion price will be decreased to equal 85% of such lower price. The foregoing adjustments to the conversion price will not apply to certain exempt issuances, including issuances pursuant to certain employee benefit plans. The right of Senior Holders to convert these securities into common stock is subject to a 4.99% beneficial ownership limitation, which beneficial ownership limitation may be increased by a holder to a greater percentage not in excess of 9.99% after providing notice to the Company. Subject to certain exceptions, the Senior Notes contain customary covenants against incurring additional indebtedness and granting additional liens and contains customary events of default. In order to approve the Note Exchange Transaction, the Senior Holders also agreed to the sale and issuance by the Company of the new senior secured convertible note contemplated by that transaction, which is on a pari passu basis with the Senior Notes and agreed that the New Senior Note will constitute "Permitted Indebtedness", as defined in the Security Agreement, and that the liens granted to the holder of the New Senior Note will constitute "Permitted Liens", as defined in the Security Agreement. To provide for the collateral to secure the repayment of the New Senior Note, the Senior Holders also entered into an amendment to the Amended and Restated Security Agreement entered into as of March 20, 2017 to provide that the New Senior Note will be secured by the collateral defined in such earlier Security Agreement. Certain holders of the Senior Notes are affiliated with the Company, as follows: (i) an aggregate principal amount of $255,417 of Senior Notes are held by Hanif A. Roshan, the chairman and chief executive officer of the Company and (ii) an aggregate principal amount of $591,613 of Senior Notes are held by Optimum Ventures, LLC, a party affiliated by ownership with the former members of Peachstate Health Management, LLC, te Company's subsidiary. Due to the adjustment of the conversion price of the Senior Notes, the exercise price of outstanding warrants to purchase an aggregate of 825,184 shares of common stock has been adjusted from $2.07 per share to $1.22 per share. Note Exchange Transaction In connection with the Note Amendment Transaction, on March 27, 2018, the Company entered into a note exchange agreement with its chief executive officer, who also held a promissory note in the aggregate principal amount of $500,000, pursuant to which the Company agreed to issue to him, in consideration of the cancellation of the Original Note, the New Senior Note in the aggregate principal amount of $504,452, which is equal to the sum of the aggregate principal amount of the Original Note plus the accrued but unpaid interest thereon. The closing of the Note Exchange Transaction occurred on March 27, 2018. The New Senior Note is the same, in all material respects, as the Senior Notes described above in the Note Amendment Transaction and is convertible into shares of the Company's Common Stock at an initial conversion price of $1.20. Based on the initial conversion price, the New Senior Note is convertible into up to 420,376 shares of common stock. As the New Senior Note is the same in all material respects as the Senior Notes, the conversion price of the New Senior Note may be adjusted upon the occurrence of the same events which would result in an adjustment to the conversion price of the Senior Notes including the issuance of securities at a price per share less than the current conversion price. Similarly, the maturity date, interest rate, events of default, redemption and other terms of the New Senior Note are the same as for the Senior Notes. The New Senior Note is on parity with the Senior Notes and, subject to certain exceptions, is senior to other existing and future indebtedness of the Company and, together with the Senior Notes, will be secured by a first priority lien on all of the Company's assets to the extent and as provided in the Security Agreement, as amended. About Aeon Global Health Corp. Aeon Global Health Corp., formerly known as AuthentiDate Holding Corp, is a provider of clinically actionable medical informatics. Founded in 2011, Aeon is focused on the delivery of services that exceed federal standards for quality and industry standards for turn-around time. Operating out of a 30,000 square foot facility built to FDA standards in suburban Atlanta, the Company provides a comprehensive menu of diagnostic and laboratory-developed tests as well as interpretative data for a wide range of inherited conditions. Authentidate Holding reported a net loss of $32.07 million for the year ended June 30, 2017, compared to net income of $5.26 million for the year ended June 30, 2016. As of Dec. 31, 2017, Authentidate had $12.41 million in total assets, $8.42 million in total liabilities and $3.98 million in total shareholders' equity. The Company's independent accounting firm IsnerAmper LLP in Iselin, New Jersey, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended June 30, 2017, noting that the Company has a working capital deficit and its capital requirements have been and will continue to be significant, which raise substantial doubt about its ability to continue as a going concern. ALLEGHENY TECHNOLOGIES: Moody's Affirms B2 Corporate Family Rating ------------------------------------------------------------------ Moody's Investors Service changed Allegheny Technologies Incorporated's (ATI) outlook to stable from negative. At the same time, Moody's affirmed the B2 Corporate Family Rating (CFR), the B2-PD Probability of Default rating, and B3 senior unsecured notes ratings. Moody's also affirmed Allegheny Ludlum Corporation's B3 senior unsecured debenture rating (guaranteed by ATI). The speculative grade liquidity rating remains unchanged at SGL-3. The change in outlook acknowledges the improved business environment for ATI in its key end markets particularly aerospace, but also oil and gas, construction and mining. This is allowing ATI to improve its product mix and increase its value added product. The improving trend evidenced in metrics over the course of 2017 is expected to strengthen over the twelve to eighteen month outlook period particularly with the better aerospace market and production ramp on the next generation jet engines, which have a higher profitability component than legacy contracts, and improved conditions in the oil and gas markets. The improved markets and focus on cost reduction also contributed to a turn-around to operating profit in the flat rolled products (FRP) segment, which is expected to hold in 2018. Although metrics remain somewhat weak for the B2 CFR, they are expected to show improving trends to levels appropriate for the rating. Outlook Actions: Issuer: Allegheny Ludlum Corporation -- Outlook, Changed To Stable From Negative Issuer: Allegheny Technologies Incorporated -- Outlook, Changed To Stable From Negative Affirmations: Issuer: Allegheny Ludlum Corporation -- Senior Unsecured Regular Bond/Debenture, Affirmed B3 (LGD4) Issuer: Allegheny Technologies Incorporated -- Probability of Default Rating, Affirmed B2-PD -- Corporate Family Rating, Affirmed B2 -- Senior Unsecured Regular Bonds/Debentures, Affirmed B3 (LGD4) RATINGS RATIONALE ATI's B2 CFR reflects the company's weak debt protection metrics and high leverage as industry conditions have been less than optimal over the last several years. However, improving trends in certain key end markets, aerospace in particular but OCTG as well, better product mix and increased value added revenues together with a turn-around at the FRP segment and continued cost focus resulted in EBIT of $202 million (after Moody's standard adjustments) in 2017 compared with no EBIT in 2016 while EBITDA grew to $380 million from $189 million in 2016. The growth in EBITDA, together with the reduction in debt from an equity issue in November 2017 resulted in better leverage, although leverage, as measured by the debt/EBITDA ratio, remains high at 6.1x (14.8x at December 31, 2016). The rating considers the company's position as a leading producer of specialty titanium and titanium alloys, nickel-based alloys and super alloys and its technological capabilities, which provide ATI with the ability to fulfill customers' unique product requests. ATI's strong relationship, order book and LTA (Long Term Agreements) position with the aerospace industry and major aerospace companies is also a favorable consideration and is expected to contribute to improving performance as build rates increase both for aircraft and engines over the course of 2018 and into 2019. Given ATI's metrics and the anticipated slow improvement in performance, an upgrade is unlikely in the next twelve to eighteen months. However, should leverage, as measured by the debt/EBITDA ratio improve to and be sustainable at no more than 4x, the EBIT margin strengthen to and be sustained at or above 5% and (operating cash flow minus dividends)/debt be at least 15%, the ratings could be upgraded. Additionally, the liquidity profile would need to be solid. The ratings could be downgraded if performance does not show improving trends such that the EBIT margin remains less than 2%, and leverage remains above 5.5x. Ratings could also be downgraded should the company's liquidity position deteriorate materially due to weak operating performance and higher cash burn than anticipated. The SGL-3 speculative grade liquidity rating reflects Moody's view that ATI will maintain adequate liquidity over the next four quarters. Liquidity is supported by the company's $142 million cash position at December 31, 2017 and its $500 million asset based lending credit facility (ABL) secured by account receivables and inventory of the company's domestic operations. The facility includes a $400 million (ABL) which includes a letter of credit sub-facility of up to $200 million and a $100 million term loan. The facility matures in February 2022. As of December 31, 2017, the company had $305 million in borrowing capacity after considering $42.3 million in letters of credit issued indicating that the borrowing base is not quite at the $400 million level). Under the ABL facility the company is required to satisfy a minimum fixed charge coverage ratio of 1:1x, which is tested only if availability is less than the greater of 10% of the maximum borrowing base plus outstanding's under the term loan or $40 million. At December 31, 2017, ATI would not have been able to meet this fixed charge coverage ratio; consequently $50 million in availability is blocked. An improving cash flow trend in 2018 is expected to bolster liquidity given the reduction in capital expenditures -- expected to be below depreciation ($161 million in 2017) for the next several years - and no assumed resumption of dividend payouts during the year. Additionally the company faces no material maturities until 2021, having redeemed the notes due in 2019 with proceeds from the equity issue. The B3 rating on the senior unsecured instruments under Moody's loss given default methodology reflects the effective subordination of unsecured debt in the capital structure relative to the $500 million secured revolving credit facility. Headquartered in Pittsburgh, Pennsylvania, ATI is a diversified producer and distributor of components and specialty metals such as titanium and titanium alloys, nickel-based alloys and stainless and specialty steel alloys. For the twelve months ended December 31, 2017 the company generated revenues of $3.5 billion. The principal methodology used in these ratings was Steel Industry published in September 2017. ALLSTATE CORP: Fitch Rates Series G Preferred Stock 'BB+' --------------------------------------------------------- Fitch Ratings has assigned a 'BBB+' rating to The Allstate Corporation's $500 million issuance of senior unsecured notes. In addition, Fitch assigned a 'BB+' rating to Allstate's series G preferred stock issuance. KEY RATING DRIVERS Allstate's ratings continue to reflect its top-tier market position in personal lines insurance and very strong financial performance and earnings. Allstate's capitalization has historically anchored the rating at the current level. Allstate is issuing $500 million of floating rate senior unsecured notes with half maturing in 2021 and the other half maturing in 2023. The notes are not redeemable prior to the respective maturity dates. Proceeds from the issuance will go toward repayment of maturing notes and certain other indebtedness and general corporate purposes. Consistent with Fitch's approach for Allstate's other unsecured senior holding company debt, the securities are rated one notch below Allstate's Issuer Default Rating (IDR) to reflect "below average" recovery expectations, consistent with standard criteria assumptions. Allstate is issuing up to $575 million of 5.625% fixed rate non-cumulative perpetual preferred stock. Proceeds from the issuance will go toward general corporate purposes including the potential redemption or repurchase of certain preferred stock. Based on its rating criteria, Fitch has assigned 100% equity credit to the preferred stock for purposes of calculating financial leverage ratios. Fitch estimates Allstate's pro forma financial leverage ratio as of Dec. 31, 2017 to be approximately 24% compared with the reported year-end 2017 figure of 23%. The issuance of both the senior unsecured and perpetual preferred securities will have minimal impact on the financial leverage ratio and not breach Fitch's previously established rating sensitivity for financial leverage. Similar to previously issued preferred stock, the series G preferred stock has no stated maturity, dividends are non-cumulative, and the company has the option to defer them at their discretion. In addition, the security has a mandatory deferral feature that requires deferral if certain capital ratios or operating results are breached. Fitch believes the mandatory deferral could be triggered before there is significant stress in the organization, and thus Fitch deems the features as having "moderate" non-performance risk as defined in Fitch's criteria. The preferred stock is notched down by four from Allstate's IDR, with two notches for "poor" recovery expectations consistent with standard criteria assumptions for subordinated holding company securities in a ring-fenced regulatory environment, and two notches for "moderate" non-performance risk consistent with criteria standards for hybrid notching. RATING SENSITIVITIES Key rating sensitivities for Allstate that could lead to an upgrade include: -- No material deterioration in underwriting profitability of the property/casualty operations from current levels; -- A score approaching 'Very Strong' on Fitch's Prism capital models; -- A material improvement in the risky assets ratio consistent with Fitch's sector credit factors for the next higher rating category. Key rating sensitivities for Allstate that could put downward pressure on ratings include: -- A decline in underwriting profitability that is inconsistent with industry averages; -- Significant deterioration in capital strength as measured by Fitch's capital model, NAIC risk-based capital, and traditional capital measures; -- Significant increases in financial leverage ratio to greater than 30%; -- Deterioration in Allstate's risky asset measures; -- Liquid assets at the holding company of less than one year's interest expense, preferred and common dividends. Fitch has assigned the following ratings: The Allstate Corporation -- Series G preferred stock 'BB+'; -- $250 million floating rate senior unsecured note due May 29, 2021 'BBB+'; -- $250 million floating rate senior unsecured note due May 29, 2023 'BBB+'. ALPINE 4 TECHNOLOGIES: Delays 2017 Form 10-K for Verification ------------------------------------------------------------- Alpine 4 Technologies Ltd. revealed in a Form 12b-25 filed with the Securities and Exchange Commission that its Annual Report on Form 10-K for the year ended Dec. 31, 2017, could not be filed without unreasonable effort or expense within the prescribed time period because management requires additional time to compile and verify the data required to be included in the report. The report will be filed within 15 days of the date the original report was due. About Alpine 4 Technologies Alpine 4 Technologies Ltd. is a technology holding company owning three companies (ALTIA, LLC, Quality Circuit Assembly, Inc., and Horizon Well Testing, LLC). Alpine 4 is a publicly traded enterprise with business-related endeavors in automotive technologies, electronics manufacturing, engineering and software development, and energy services. The Company was founded in 2014 and is headquartered in Phoenix, Arizona. Alpine 4 reported a net loss of $3.14 million for the period from April 1, 2016, to Dec. 31, 2016. For the period drom Jan. 1, 2016, to March 31, 2016, the Company incurred a net loss of $130,449. As of Dec. 31, 2016, Alpine 4 had $11.13 million in total assets, $12.34 million in total liabilities and a ttoal stockholders' deficit of $1.20 million. MaloneBailey, LLP, in Houston, Texas, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2016, stating 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. ALTA MESA: Incurs $77.7 Million Net Loss in 2017 ------------------------------------------------ Alta Mesa Holdings, LP, filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $77.66 million on $305 million of total operating revenues and other for the year ended Dec. 31, 2017, compared to a net loss of $167.92 million on $128.52 million of total operating revenues and other for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Alta Mesa had $1.08 billion in total assets, $930.95 million in total liabilities and $154.44 million in partners' capital. Operating activities (including operating activities from discontinued operations) provided cash of $59.3 million in 2017, as compared to $131.7 million in 2016. Of the $59.3 million and $131.7 million cash provided by operating activities in 2017 and 2016, discontinued operations provided cash of approximately $21.2 million and 27.1 million in 2017 and 2016, respectively. The $72.4 million decrease in operating cash flows was attributable to various factors. Cash-based items of net income, including revenues (exclusive of unrealized commodity gains or losses), operating expenses and taxes, general and administrative expenses, and the cash portion of the Company's interest expense, resulted in a net decrease of approximately $8.4 million in earnings and a negative impact on cash flow. The changes in the Company's working capital accounts used $64.0 million in cash as compared to having provided $23.8 million in cash in 2016. Investing activities (including investing activities from discontinued operations) used cash of $345.9 million for the year ended Dec. 31, 2017 as compared to $224.3 million for the year ended Dec. 31, 2016. Capital expenditures for property and equipment, including acquisitions used cash of $369.6 million and $225.6 million for the twelve months ended Dec. 31, 2017 and 2016, respectively. In addition, the Company entered into an interest bearing promissory note receivable with our affiliate Northwest Gas Processing, LLC for approximately $1.5 million in 2017. The cash used for investing activities was partially offset by proceeds from the sale of the Weeks Island field and other assets of approximately $25.2 million. Financing activities provided cash of $283.9 million during 2017 as compared to cash provided of $91.2 million during 2016, an increase of $192.7 million. During 2017, the Company drew down $76.4 million, net of payments, under its senior secured revolving credit facility and the Company paid $0.4 million of deferred financing costs related to its senior secured revolving credit facility and senior notes. During 2017, Riverstone was admitted as a limited partner in connection with its $200 million contribution to the Company. In addition, the Company received $7.9 million in capital contributions from its former Class B limited partner, High Mesa. A full-text copy of the Form 10-K is available for free at: https://is.gd/bzPJHA About Alta Mesa Headquartered in Houston, Texas, Alta Mesa Holdings, LP -- http://www.altamesa.net/-- is an independent energy company focused on the development and acquisition of unconventional oil and natural gas reserves in the Anadarko Basin in Oklahoma and provides midstream energy services, including crude oil and gas gathering, processing and marketing to producers in the STACK play region through Kingfisher Midstream, LLC. ALTA MESA: Reports 2017 Financial Results for Subsidiary -------------------------------------------------------- Alta Mesa Resources, Inc., announced 2018 production and capex guidance estimates for its wholly owned subsidiaries, Alta Mesa Holdings, LP ("AMHLP") and Kingfisher Midstream, LLC. In addition, AMHLP reported its financial results for the fourth quarter and full year of 2017. Alta Mesa's total capital expenditures for 2018 are expected to range from $725 million to $800 million, including AMHLP STACK production facilities and Kingfisher midstream facilities (excluding acquisitions). Capital will be allocated primarily to AMHLP's upstream STACK area, $550 million to $580 million, with the remaining balance being allocated to Kingfisher, $175 million to $220 million. AMHLP's full-year 2017 STACK production was approximately 20.6 MBOE per day, a 58% increase over 2016 production of approximately 13.1 MBOE per day. Fourth quarter 2017 AMHLP STACK production was approximately 22.1 MBOE per day, a 47% increase over fourth quarter 2016 production of approximately 15.1 MBOE per day. AMHLP's production in the STACK has grown at a five-year compound annual growth rate of over 80%. For 2018, AMHLP forecasts total STACK production to average 33 to 38 MBOE per day, representing an estimated year-over-year growth of 70% at the midpoint, compared to 2017 STACK production. AMHLP's year-end 2017 Proved Reserves in the STACK were 176.2 MMBOE, an increase of 46.6 MMBOE, or 36% over year-end 2016. AMHLP drilled and completed 134 gross wells in the STACK in 2017, of which 37 gross wells were funded by the joint development agreement with Bayou City Energy. Kingfisher's 2018 projected net income is expected to range between $81.2 million and $96.2 million and projected EBITDA is expected to range between $95 million and $110 million (based on consolidating financial statements), and capital expenditures are expected to range from $175 million to $215 million. Hal Chappelle, Alta Mesa's chief executive officer, said, "2017 was a year of significant progress for our company marked by several important milestones that we believe has set us up for success in 2018 and beyond. We achieved year-over-year growth in our production, reserves and EBITDAX; we have de-risked our acreage with over 250 operated horizontal wells and a comprehensive scientific and engineering effort to begin systematic development with multi-well patterns. Creating Alta Mesa Resources with the upstream assets of Alta Mesa Holdings and midstream assets of Kingfisher, we believe we have a strong balance sheet that will allow us to execute on our vision for years to come." AMHLP Upstream STACK Play Activities In AMHLP's STACK play, the company has assembled a highly contiguous leasehold position of over 130,000 net acres. In the fourth quarter of 2017, AMHLP completed 36 horizontal wells in the Osage and Meramec formations. AMHLP had 43 horizontal wells in progress as of the end of the fourth quarter, 22 of which were on production subsequent to the end of the quarter. AMHLP currently has seven rigs operating in the STACK play, with a contracted eighth rig arriving in April and plans to maintain this level for the balance of 2018. In total, AMHLP plans to drill between 170 and 180 gross wells during the year. The Company expects drilling and completion costs on these wells to average $3.8 million and its type curve has been approximately 650 MBOE per well. Additionally, the Company is intending to deploy approximately $25 million in early 2018 to expand its fresh water supply system. Kingfisher Midstream Activities The initial Kingfisher 60 MMcf per plant has been operating at capacity since late 2017 and the 200 MMcf per day plant expansion is now mechanically complete, with the cryogenic plant operation set to begin in April. Once the expansion plant is fully operational, Kingfisher's operated inlet capacity will be 260 MMcf per day, bringing the total system capacity to 350 MMcf per day when including the additional 90 MMcf per day of additional contracted offtake and processing capacity. In late 2017 and early 2018, drilling and completions by third party E&P operators under contract with Kingfisher slowed considerably. This slowdown in development by third party groups is reflected in the revised throughput estimates for 2018. Currently, Kingfisher has more than 300 miles of low-pressure crude and gas gathering lines, approximately 125 miles of high pressure gas transportation pipelines and a 50,000 barrel crude storage capacity with six truck loading LACTS along with three 90,000 gallon bullet tanks for NGL storage. James Hackett, Alta Mesa's executive chairman and Kingfisher's chief operating officer stated, "Despite the delays in volumes due to changes in third party drilling and completion schedules on dedicated acreage and a later closing of our merger, Kingfisher Midstream is well conceived to provide right-sized, scalable gas gathering and processing and market interface, and is situated to serve growing production in the STACK. 2017 saw Kingfisher Midstream establish and grow its service to producers. Acreage dedications and customer service, combined with differentiated access to interstate markets, are our fundamental strengths. We are building a strong management team for Kingfisher Midstream to both earn business, and to offer the market proven, experienced leadership for what we expect will be a separate public company." AMHLP Fourth Quarter and Full-Year 2017 Financial and Production Results During the fourth quarter of 2017, AMHLP sold its Weeks Island field. Results of operations for Weeks Island field are reflected as discontinued operations in its consolidated financial statement for all periods presented. Operating revenues and expenses for all periods exclude discontinued operations in the Weeks Island field. Net loss from continuing operations for the fourth quarter of 2017 was $40.8 million, compared to a net loss from continuing operations of $47.3 million for the fourth quarter of 2016. Net loss from continuing operations for full-year 2017 was $56.3 million, compared to net loss from continuing operations of $165.6 million for full-year 2016. Adjusted earnings from continuing operations before interest, income taxes, depreciation, depletion and amortization and exploration costs for the fourth quarter of 2017 was $41.0 million, compared to $33.1 million for the fourth quarter of 2016. Adjusted EBITDAX from continuing operations for full-year 2017 was $138.7 million compared to $146.3 million for full-year 2016. The change in adjusted EBITDAX between the annual periods is, in part, a result of lower average realized commodity prices, offset in part by increased production and decreased interest expense. Total production volumes from continuing operations in the fourth quarter of 2017 totaled 2.3 MMBOE, or an average of 24.6 MBOE per day compared to 1.7 MMBOE or 18.6 MBOE per day in the fourth quarter of 2016. Total production volumes from continuing operations for full-year 2017 totaled 8.6 MMBOE, or an average of 23.5 MBOE per day, compared to 6.1 MMBOE or 16.6 MBOE per day for full-year 2016. The increase in production is primarily a result of the continued successful development of AMHLP's STACK play in Kingfisher County, Oklahoma. Total production in 2017 was comprised of 49% oil, 35% natural gas and 16% natural gas liquids. AMHLP production for 2018 is expected to average between 33 and 38 MBOE per day. Oil, natural gas and natural gas liquids revenue from continuing operations for the fourth quarter of 2017 totaled $85.5 million compared to $55.1 million in the fourth quarter of 2016. The change in revenues between the two periods was primarily due to the increase in oil, natural gas and natural gas liquids production, offset in part by the decrease in net realized commodity prices. Realized prices for oil (including settlements of derivative contracts) for the fourth quarter of 2017 were $53.02 per barrel, compared to $52.50 per barrel in the fourth quarter of 2016. Realized prices for natural gas liquids (including settlements of derivative contracts) for the fourth quarter of 2017 were $26.28 per barrel compared to $19.61 per barrel in the fourth quarter of 2016. Realized prices for natural gas (including settlements of derivative contracts) in the fourth quarter 2017 were $3.69 per MCF, compared to $2.65 per MCF in the fourth quarter of 2016. Below is a table of average prices received by AMHLP, with and without the effect of derivative contract settlements. AMHLP has an active hedging program. Currently, AMHLP had hedged approximately 45% of its forecasted production of proved developed producing reserves through 2020 at weighted average annual floor prices ranging from $50.00 per Bbl to $52.22 per Bbl for oil and from $2.80 MMbtu to $2.90 per MMBtu for natural gas. Total production costs from continuing operations, which includes lease operating expense, marketing and transportation costs, production and ad valorem taxes and workover expenses, in the fourth quarter of 2017 were $27.1 million, or $11.99 per BOE, compared to $18.2 million, or $10.77 per BOE in the fourth quarter of 2016. For the full year 2017, production costs were $104.5 million, or $12.19 per BOE, compared to $66.9 million, or $10.99 per BOE for the full year 2016. General and administrative costs from continuing operations in the fourth quarter of 2017 were $20.0 million, compared to $8.9 million in the fourth quarter of 2016. General and administrative cost in the fourth quarter of 2017 include non-recurring SPAC-IPO business combination expenses and non-cash bonus accruals offset by a decrease in settlement expense recorded in the third quarter 2017. When adjusted for these non-recurring, non-cash items, general and administrative costs for the fourth quarter of 2017 would have been $10.3 million. General and administrative expenses for full-year 2017 were $55.6 million compared to $41.8 million for full-year 2016. A full-text copy of the press release is available for free at: https://is.gd/cjtRKa About Alta Mesa Headquartered in Houston, Texas, Alta Mesa Holdings, LP -- http://www.altamesa.net/-- is an independent energy company focused on the development and acquisition of unconventional oil and natural gas reserves in the Anadarko Basin in Oklahoma and provides midstream energy services, including crude oil and gas gathering, processing and marketing to producers in the STACK play region through Kingfisher Midstream, LLC. Alta Mesa incurred a net loss of $77.66 million for the year ended Dec. 31, 2017, compared to a net loss of $167.92 million for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Alta Mesa had $1.08 billion in total assets, $930.95 million in total liabilities and $154.44 million in partners' capital. AMERICAN TIRE: Moody's Alters Outlook to Stable & Affirms B3 CFR ---------------------------------------------------------------- Moody's Investors Service changed the rating outlook for American Tire Distributor, Inc. ("ATDI") to stable from negative, and affirmed all existing ratings for the company, including the B3 Corporate Family Rating (CFR), B3-PD Probability of Default Rating (PDR), B3 senior secured term loan rating and Caa2 senior subordinated notes rating. "Moody's believe that the company will continue to generate positive free cash flow over the forward period, even without the substantial working capital improvements realized in 2017," said Inna Bodeck, Moody's lead analyst for ATDI. "Nonetheless, the company's financial risk profile continues to be elevated, with high leverage and a stagnant top-line market environment compounded by a financial sponsor driven growth strategy that is predicated primarily on debt-funded acquisitions," added Bodeck. ATDI is the largest player in what remains a fragmented tire distribution market. Moody's expects ATDI to experience relatively anemic growth in the top line, as well as profitability, over the coming 12-18 months. The rating agency expects that ATDI company will generate positive free cash flow approximating $40 million annually, which will be used to pay down debt outstanding under its asset-based revolving line of credit. Moody's took the following rating actions on American Tire Distributors, Inc.: Corporate Family Rating, affirmed at B3 Probability of Default Rating, affirmed at B3-PD $720 million ($697.7 million outstanding) senior secured term loan due 2021, affirmed at B3 (LGD3) $1,050 million senior subordinated notes due 2022*, affirmed Caa2 (LGD5) Outlook, changed to stable from negative * Includes original issuance by ATD Finance Corp., which was later merged with and into American Tire Distributors, Inc. RATINGS RATIONALE American Tire Distributor, Inc.'s ("ATDI") B3 Corporate Family Rating (CFR) broadly reflects the company's deemed limited opportunity for organic growth, a narrow product focus, an operating model with low profitability, and a highly leveraged capital structure. As a wholesale distributor, the company has characteristically low margins and high fixed costs, which heighten its sensitivity to fluctuations in unit sales volumes. Nevertheless, the rating is supported by the long-term stability of replacement tire demand, ATDI's good market position, its national footprint in North America, and adequate liquidity. Moody's expects the company will continue to reduce debt-to-EBITDA leverage (6.9 times at FYE 2017, incorporating Moody's standard adjustments), to approximately 6.5 times over the next year, primarily through debt reduction using excess free cash flow. The ratings could be downgraded if ATDI experiences a significant deterioration in unit volumes, operating margins, or the loss of a major supplier relationship. Persistently negative free cash flow generation, an inability to reduce and sustain lower financial leverage, or diminished liquidity for other reasons (including lower availability under the company's revolver) could also result in a downgrade. Profitable revenue growth that leads to a material reduction in leverage and a good liquidity profile (per Moody's definition) will be necessary for an upgrade. The rating could improve if ATDI sustains debt-to-EBITDA leverage below 6.0 times and EBITDA-Capex/Interest expense coverage above 1.5 times. The principal methodology used in these ratings was Distribution & Supply Chain Services Industry published in December 2015. American Tire Distributors, Inc., ("ATDI") headquartered in Huntersville, NC, is a wholesale distributor of tires (97% of net sales), custom wheels, and related tools. It operates more than 140 distribution centers in the US and Canada, with $5.3 billion of revenues for the twelve months ended December 31, 2017. The company is controlled primarily by TPG Capital, L.P. and Ares Management, L.P., with remaining shares held by management. AMPLIPHI BIOSCIENCES: Armistice No Longer a Shareholder ------------------------------------------------------- Armistice Capital, LLC, Armistice Capital Master Fund Ltd. and Steven Boyd disclosed in a Schedule 13G filed with the Securities and Exchange Commission that as of March 19, 2018, they have ceased to be the beneficial owners of shares of common stock of Ampliphi Biosciences Corporation. A full-text copy of the regulatory filing is available for free at https://is.gd/3UTdcE About AmpliPhi Biosciences Based in San Diego, California, AmpliPhi Biosciences Corporation -- http://www.ampliphibio.com/-- is a clinical-stage biotechnology company focused on treating antibiotic-resistant infections using its proprietary bacteriophage-based technology. AmpliPhi's lead product candidates target multidrug-resistant Staphylococcus aureus and Pseudomonas aeruginosa, which are included on the WHO's 2017 Priority Pathogens List. Phage therapeutics are uniquely positioned to address the threat of antibiotic-resistance as they can be precisely targeted to kill select bacteria, have a differentiated mechanism of action, can penetrate and disrupt biofilms (a common bacterial defense mechanism against antibiotics), are potentially synergistic with antibiotics and have been shown to restore antibiotic sensitivity to drug-resistant bacteria. Ampliphi incurred a net loss attributable to common stockholders of $12.83 million on $115,000 of revenue for the year ended Dec. 31, 2017, compared to a net loss attributable to common stockholders of $24.27 million on $260,000 of revenue for the year ended Dec. 31, 2016. As of Dec. 31, 2017, AmpliPhi had $11.13 million in total assets, $3.40 million in total liabilities and $7.73 million in total stockholders' equity. Ernst & Young LLP, in San Diego, California, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2017, citing that the Company has suffered recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. AMPLIPHI BIOSCIENCES: May Issue 504,646 Shares Under Plans ---------------------------------------------------------- AmpliPhi Biosciences Corporation filed with the Securities and Exchange Commission a Form S-8 registration statement for the purpose of registering an additional 504,646 shares of common stock that are issuable under the Company's 2016 Equity Incentive Plan and 2016 Employee Stock Purchase Plan. A full-text copy of the prospectus is available for free at https://is.gd/z7LIjF About AmpliPhi Biosciences Based in San Diego, California, AmpliPhi Biosciences Corporation -- http://www.ampliphibio.com/-- is a clinical-stage biotechnology company focused on treating antibiotic-resistant infections using its proprietary bacteriophage-based technology. AmpliPhi's lead product candidates target multidrug-resistant Staphylococcus aureus and Pseudomonas aeruginosa, which are included on the WHO's 2017 Priority Pathogens List. Phage therapeutics are uniquely positioned to address the threat of antibiotic-resistance as they can be precisely targeted to kill select bacteria, have a differentiated mechanism of action, can penetrate and disrupt biofilms (a common bacterial defense mechanism against antibiotics), are potentially synergistic with antibiotics and have been shown to restore antibiotic sensitivity to drug-resistant bacteria. Ampliphi incurred a net loss attributable to common stockholders of $12.83 million on $115,000 of revenue for the year ended Dec. 31, 2017, compared to a net loss attributable to common stockholders of $24.27 million on $260,000 of revenue for the year ended Dec. 31, 2016. As of Dec. 31, 2017, AmpliPhi had $11.13 million in total assets, $3.40 million in total liabilities and $7.73 million in total stockholders' equity. Ernst & Young LLP, in San Diego, California, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2017, citing that the Company has suffered recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. The Company said it is exploring multiple financing options. APOLLO MEDICAL: Kenneth Sim Owns 4.7% Stake as of Dec. 8 -------------------------------------------------------- In a Schedule 13D/A filed with the Securities and Exchange Commission, Kenneth T. Sim disclosed that as of Dec. 8, 2017, he beneficially owns 1,759,104 shares of common stock of Apollo Medical Holdings, Inc., constituting 4.7 percent of the shares outstanding. On Dec. 8, 2017, a reverse merger transaction between Network Medical Management, Inc., a California corporation and Apollo Medical was consummated such that NMM became a wholly-owned subsidiary of the Issuer. Immediately prior to the closing of the Merger, Mr. Sim was a shareholder of NMM. Pursuant to the Merger, the shares of NMM common stock previously held by Reporting Person were converted into (i) 1,563,804 shares of common stock of the Issuer, (ii) a warrant to purchase 48,587.12 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 51,445.18 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) Mr. Sim'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 173,756.04 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 63,512.56 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 31,756.25 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. At no time was Mr. Sim the beneficial owner of more than five percent of the Common Stock of the Issuer, as disclosed in the SEC filing. A full-text copy of the regulatory filing is available at: https://is.gd/t4ghMg 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. ApolloMed 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. At Sept. 30, 2017, the Company had total assets of $41.17 million, total liabilities of $48.46 million, and a $7.29 million in total stockholders' deficit. Apollo Medical reported a net loss of $8.68 million for the year ended March 31, 2017, compared to a net loss of $8.17 million for the year ended March 31, 2016. BDO USA, LLP, in Los Angeles, California, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended March 31, 2017, stating that 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. These factors among others raise substantial doubt about its ability to continue as a going concern. APOLLO MEDICAL: Thomas Lam Discloses 4.7% Stake as of Dec. 8 ------------------------------------------------------------ Thomas S. Lam reported to the Securities and Exchange Commission that as of Dec. 8, 2017, he beneficially owns 1,759,056 shares of common stock of Apollo Medical Holdings, Inc., constituting 4.70 percent of the shares outstanding. On Dec. 8, 2017, a reverse merger transaction between Network Medical Management, Inc., a California corporation and Apollo Medical was consummated such that NMM became a wholly-owned subsidiary of the Issuer. Immediately prior to the closing of the Merger, Mr. Lam was a shareholder of NMM. Pursuant to the Merger, the shares of NMM common stock previously held by Mr. Lam were converted into (i) 1,563,763 shares of common stock of the Issuer, (ii) a warrant to purchase 48,585.84 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 51,443.83 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) Mr. Lam'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 173,751.48 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 63,510.90 Series A warrants) to purchase common stock of the Issuer, exercisable at any time prior to October 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 31,755.42 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. Mr. Lam said that at no time was he the beneficial owner of more than five percent of the Common Stock of the Apollo Medical. A full-text copy of the regulatory filing is available at: https://is.gd/hCu2M9 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. ApolloMed 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. At Sept. 30, 2017, the Company had total assets of $41.17 million, total liabilities of $48.46 million, and a $7.29 million in total stockholders' deficit. Apollo Medical reported a net loss of $8.68 million for the year ended March 31, 2017, compared to a net loss of $8.17 million for the year ended March 31, 2016. BDO USA, LLP, in Los Angeles, California, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended March 31, 2017, stating that 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. These factors among others raise substantial doubt about its ability to continue as a going concern. AYTU BIOSCIENCE: Receives $615,000 From Warrant Exercise -------------------------------------------------------- Aytu BioScience, Inc. had entered into a warrant exercise agreement with a holder of the Company's outstanding warrants, pursuant to which the Company agreed to reduce the exercise price of the Holder's Warrant from $3.60 to one cent less than the closing price on the last trading day prior to the exercise date ($0.41 per share) provided that the Holder exercised the Warrant for cash by March 23, 2018 and the Company also agreed to issue the Holder a new Warrant to purchase 2,000,000 shares of the Company's common stock at an exercise price of $.54 per share. In accordance with the Exercise Agreement, the Holder exercised the Warrant and the Company received net proceeds of $615,000. The Company relied upon the exemption from securities registration provided by Section 4(a)(2) under the Securities Act of 1933, as amended for transactions not involving a public offering. About Aytu BioScience Englewood, Colorado-based Aytu BioScience, Inc. (OTCMKTS:AYTU) -- http://www.aytubio.com/-- is a commercial-stage specialty healthcare company concentrating on developing and commercializing products with an initial focus on urological diseases and conditions. Aytu is currently focused on addressing significant medical needs in the areas of urological cancers, hypogonadism, urinary tract infections, male infertility, and sexual dysfunction. Aytu BioScience reported a net loss of $22.50 million for the year ended June 30, 2017, a net loss of $28.18 million for the year ended June 30, 2016, and a net loss of $7.72 million for the year ended June 30, 2015. As of Dec. 31, 2017, the Company had $18.85 million in total assets, $15.82 million in total liabilities and $3.03 million in total stockholders' equity. "[T]he Company had approximately $4.0 million in cash including approximately $76,000 in restricted cash (that is expected to be released in fiscal year 2018). In addition, for the quarter ended December 31, 2017, and for the most recent four quarters ended December 31, 2017, we used an average of $3.2 million of cash per quarter for operating activities. Looking forward, we expect cash used in operating activities to be in the range of historical usage rates, therefore, indicating substantial doubt about the Company's ability to continue as a going concern. We expect to require a cash infusion during the fourth quarter of fiscal year 2018 to sustain operations," the Company stated in its quarterly report for the period ended Dec. 31, 2017. AYTU BIOSCIENCE: Underwriters Exercise Over-Allotment Option ------------------------------------------------------------ The underwriters of Aytu Bioscience, Inc.'s public offering that closed on March 6, 2018, have exercised their over-allotment option and the Company sold 2,000,000 shares of common stock for aggregate gross proceeds of $899,980 prior to deductions for the underwriting discount and offering expenses, according to a Form 8-K filed with the Securities and Exchange Commission. About Aytu BioScience Englewood, Colorado-based Aytu BioScience, Inc. (OTCMKTS:AYTU) -- http://www.aytubio.com/-- is a commercial-stage specialty healthcare company concentrating on developing and commercializing products with an initial focus on urological diseases and conditions. Aytu is currently focused on addressing significant medical needs in the areas of urological cancers, hypogonadism, urinary tract infections, male infertility, and sexual dysfunction. Aytu BioScience reported a net loss of $22.50 million for the year ended June 30, 2017, a net loss of $28.18 million for the year ended June 30, 2016, and a net loss of $7.72 million for the year ended June 30, 2015. As of Dec. 31, 2017, the Company had $18.85 million in total assets, $15.82 million in total liabilities and $3.03 million in total stockholders' equity. "[T]he Company had approximately $4.0 million in cash including approximately $76,000 in restricted cash (that is expected to be released in fiscal year 2018). In addition, for the quarter ended December 31, 2017, and for the most recent four quarters ended December 31, 2017, we used an average of $3.2 million of cash per quarter for operating activities. Looking forward, we expect cash used in operating activities to be in the range of historical usage rates, therefore, indicating substantial doubt about the Company's ability to continue as a going concern. We expect to require a cash infusion during the fourth quarter of fiscal year 2018 to sustain operations," the Company stated in its quarterly report for the period ended Dec. 31, 2017. BENDCO INC: Taps Fuqua & Associates as Legal Counsel ---------------------------------------------------- Bendco, Inc., seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Fuqua & Associates, P.C. as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; negotiate and submit a potential plan of arrangement; and provide other legal services related to its Chapter 11 case. The firm's hourly rates are: Richard Fuqua, Attorney-in-Charge $500 Mary Ann Bartee, Associate $350 Michael Fuqua, Associate $300 T.J. O'Dowd, Legal Assistant $95 Teri Burgess, Legal Assistant $75 Richard Fuqua, Esq., at Fuqua & Associates, disclosed in a court filing that he and his firm do not hold or represent any interest adverse to the Debtor or its estate. The firm can be reached through: Richard Lee Fuqua, II, Esq. Fuqua & Associates, P.C. 5005 Riverway, Suite 250 Houston, TX 77056 Tel: 713-960-0277 E-mail: fuqua@fuqualegal.com E-mail: rlfuqua@fuqualegal.com About Bendco Inc. Bendco, Inc. -- http://www.bendco.com-- is a family-owned business that provides heat induction bending, cold bending and coiling services. For more than 30 years, the company has offered custom bends and coils for a wide variety of industries including stadiums, roller coasters, bridges, pipeline and subsea structures. The company is headquartered in Pasadena, Texas. Bendco sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 18-30849) on Feb. 28, 2018. In the petition signed by John Tharp, president, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. Judge David R Jones presides over the case. BEVERLY HILLS: Taps Steinberg Nutter & Brent as Bankruptcy Counsel ------------------------------------------------------------------ Beverly Hills South Pacific Surgery Center, Inc., seeks authority from the U.S. Bankruptcy Court for the Central District of California (Los Angeles) to hire Steinberg Nutter and Brent Law Corporation as its general bankruptcy counsel. SN&B will assist the Debtor to administer the estate and to facilitate matters concerning administrative duties, which are the responsibility of the Debtor. These duties include counseling the Debtor with regard to the requirements of the Office of United States Trustee and facilitate providing the United States Trustee's Office with all information required under the Local Rules and the U.S. Trustee's Guidelines. SN&B will also facilitate the Debtor's performance of other administrative matters which are its responsibilities under the Bankruptcy Code. These matters include the hiring of professionals to allow the Debtor to function in the Chapter 11 proceeding, if necessary, potentially selling assets of the estate, assisting Debtor with potential stay relief motions if necessary, preparation and filing of adversary proceedings to maximize estate assets, assisting claims objections, if necessary, assisting lease assumption issues, and assisting in the preparation and filing of a Disclosure Statement and Plan of Reorganization. Peter T. Steinberg, a member of Steinberg Nutter, attests that his firm is a "disinterested person", within the meaning of Sec. 101(14) and Sec. 327 of the Bankruptcy Code. SN&B's hourly rates are: Partners $450 Associates $250 Law Clerks $75 The firm can be reached through: Peter T. Steinberg, Esq. Steinberg, Nutter & Brent 23801 Calabasas Road, Suite 2031 Calabasas, CA 91302 Tel: 818-876-8535 Fax: 818-876-8536 E-mail: mr.aloha@sbcglobal.net About Beverly Hills South Pacific Surgery Center Based in Beverly Hills, California, Beverly Hills South Pacific Surgery Center, Inc. filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-12857) on March 15, 2018, estimating under $1 million in both assets and liabilities. Peter T. Steinberg, Esq., at Steinberg, Nutter & Brent, is the Debtor's counsel. BIG BEAR BOWLING: Case Summary & 13 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Big Bear Bowling Barn, Inc. PO Box 1152 Big Bear Lake, CA 92315 Business Description: Big Bear Bowling Barn, Inc. owns the Bowling Barn located at 40625 Big Bear Blvd. Big Bear Lake, California. Bowling Barn is a 16-lane bowling facility equipped with a state-of-the-art bowling scoring system. The Company is a small business Debtor as defined in 11 U.S.C. Section 101(51D) reporting gross revenue of $1.59 million in 2017 and gross revenue of $1.42 million in 2016. Chapter 11 Petition Date: April 2, 2018 Court: United States Bankruptcy Court Central District of California (Riverside) Case No.: 18-12715 Judge: Hon. Scott C Clarkson Debtor's Counsel: Julie J Villalobos, Esq. OAKTREE LAW 10900 183rd St Ste 270 Cerritos, CA 90703 Tel: 562-741-3938 Fax: 888-408-2210 Email: julie@oaktreelaw.com Total Assets: $1.51 million Total Liabilities: $2.18 million The petition was signed by William Ross, president. A full-text copy of the petition containing, among other items, a list of the Debtor's 13 largest unsecured creditors is available for free at: http://bankrupt.com/misc/cacb18-12715.pdf BLACKBOARD INC: Bank Debt Trades at 7.5% Off -------------------------------------------- Participations in a syndicated loan under which Blackboard Inc. is a borrower traded in the secondary market at 92.5 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 2.91 percentage points from the previous week. Blackboard Inc. pays 500 basis points above LIBOR to borrow under the $931 million facility. The bank loan matures on June 30, 2021. Moody's rates the loan 'B3' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. BLINK CHARGING: Issues 2.4M Restricted Shares to Four Entities -------------------------------------------------------------- In connection with the Feb. 16, 2018 closing of Blink Charging Co.'s registered public offering, and pursuant to obligations previously incurred by the Company, on March 22, 2018 the Company issued a total of 2,385,225 restricted shares of its common stock, par value $.001 per share to four individuals or entities. Securities Issuances to Certain Officers A total of 1,776,335 restricted shares of the Company's Common Stock were issued to Michael D. Farkas, the Company's executive chairman: -- 550,000 shares of Common Stock were issued pursuant to letter agreements, dated Dec. 6, 2017 and Dec. 7, 2017 signed by the two holders of the Series A Convertible Preferred Stock (Mr. Farkas is receiving 500,000 shares of Common Stock and Ira Feintuch, the Company's chief operating officer is receiving 50,000 shares of Common Stock) to convert 11,000,000 Series A Preferred Shares issued and outstanding as of Feb. 13, 2018. As of March 28, 2018, there are no longer any Series A Preferred Shares outstanding. -- 886,119 shares of Common Stock were issued to Mr. Farkas pursuant to the Dec. 6, 2017 letter agreement. -- 13,721 shares of Common Stock were issued to Mr. Farkas as payment of $46,651 in Board fees owed to Mr. Farkas. -- 223,456 shares of Common Stock were issued to Mr. Farkas as payment of $712,500 in shares of Common Stock owed to Mr. Farkas for the period of Dec. 1, 2015 through May 31, 2017 pursuant to the Third Amendment to Executive Employment Agreement between the Company and Mr. Farkas, dated June 15, 2017 and pursuant to a Conversion Agreement between the Company and Mr. Farkas, dated Aug. 23, 2017. -- 153,039 shares of Common Stock were issued to Mr. Farkas as payment of $375,000 in shares of Common Stock owed to Mr. Farkas for accrued commissions on hardware sales and revenue from charging stations for the period of November 2015 through March 2017 pursuant to the Third Amendment and $145,334 in shares of Common Stock owed to Mr. Farkas for accrued commissions on hardware sales and revenue from charging stations for the period of April 2017 through Feb. 13, 2018 pursuant to an oral agreement between the Company and Mr. Farkas. This oral agreement was reached pursuant to Section 7(B) of the Third Amendment. A total of 93,987 restricted shares of the Company's Common Stock were issued to Mr. Ira Feintuch, the Company's chief operating officer: -- 26,500 shares of Common Stock were issued to Mr. Feintuch pursuant to the Dec. 7, 2017 letter agreement. -- 17,487 shares of Common Stock were issued to Mr. Feintuch as payment of $43,555 in shares of Common Stock owed to Mr. Feintuch which represents 25% of the accrued commissions on hardware sales and revenue from charging stations for the period of November 2015 through March 2017 owed to Mr. Feintuch pursuant to the Compensation Agreement between the Company and Mr. Feintuch, dated June 16, 2017 and $15,902 in shares of Common Stock owed to Mr. Feintuch which represents 25% of the accrued commissions on hardware sales and revenue from charging stations for the period of April 2017 through Feb. 13, 2018 owed to Mr. Feintuch pursuant to an oral agreement between the Company and Mr. Feintuch. This oral agreement was reached pursuant to Section 3(B) of the Compensation Agreement. Securities Issuances to Other Shareholders 360,441 shares of Common Stock were issued to Ardour Capital Investments, LLC (an entity of which Mr. Farkas owns less than 5%) in placement agent fees related to the $3,5000,000 lent by JMJ Financial to the Company between October 2016 and October 2017. This share amount also includes placement agent fees owed to Ardour in connection with a separate $250,000 lent by JMJ to the Company on Jan. 22, 2018. 1,167 shares of Common Stock were issued to Ardour in connection with placement agent fees related to the sale of Series C Preferred Stock in December 2014. 9,868 shares of Common Stock were issued to Sunrise Securities Corp. in connection with placement agent fees related to the sale of Series C Preferred Stock in December 2014. 143,427 shares of Common Stock were issued to Sunrise as repayment of a $487,653 debt pursuant to a Letter Agreement between the Company and the counterparty, dated Feb. 3, 2018. The 286,854 five-year warrants to purchase Common Stock with an exercise price of $4.25 that Sunrise is currently owed in connection with this settlement and consideration of services rendered have not yet been issued, but will be in the near future. These securities were not registered under the Securities Act of 1933, as amended, but qualified for exemption under Section 4(a)(2) of the Securities Act. The securities were exempt from registration under Section 4(a)(2) of the Securities Act because the issuance of such securities by the Company did not involve a "public offering," as defined in Section 4(a)(2) of the Securities Act, due to the insubstantial number of persons involved in the transaction, size of the offering, manner of the offering and number of securities offered. All of the securities were issued without registration under the Securities Act of 1933 in reliance upon the exemption provided in Section 4(a)(2). About Blink Charging Based in Miami Beach, Florida, Blink Charging Co. (OTC: CCGID), formerly known as Car Charging Group, Inc. -- http://www.CarCharging.com/,http://www.BlinkNetwork.com/and http://www.BlinkHQ.com/-- is a national manufacturer of public electric vehicle (EV) charging equipment, enabling EV drivers to easily charge at locations throughout the United States. Headquartered in Florida with offices in Arizona and California, Blink Charging's business is designed to accelerate EV adoption. Blink Charging offers EV charging equipment and connectivity to the Blink Network, a cloud-based software that operates, manages, and tracks the Blink EV charging stations and all the associated data. Blink Charging also has strategic property partners across multiple business sectors including multifamily residential and commercial properties, airports, colleges, municipalities, parking garages, shopping malls, retail parking, schools, and workplaces. The Company's name change to Blink Charging from Car Charging Group, Inc., integrates the Company's largest operating entity, Blink Network, and represents the thousands of Blink EV charging stations that the Company owns and/or operates, and the Blink network, the software that manages, monitors, and tracks the Blink EV stations and all its charging data. Car Charging reported a net loss attributable to common shareholders of $9.16 million for the year ended Dec. 31, 2016, compared with a net loss attributable to common shareholders of $9.58 million for the year ended Dec. 31, 2015. As of Sept. 30, 2017, Blink Charging had $1.90 million in total assets, $67.79 million in total liabilities, $825,000 in series B convertible preferred stock, and a $66.71 million total stockholders' deficiency. 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 net losses since inception 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. BON-TON STORES: Committee Taps Pachulski Stang as Legal Counsel --------------------------------------------------------------- The official committee of unsecured creditors of The Bon-Ton Stores, Inc., seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Pachulski Stang Ziehl & Jones LLP as its legal counsel. The firm will advise the committee regarding its duties under the Bankruptcy Code; represent the committee in any potential sale of assets of Bon-Ton Stores and its affiliates; investigate the Debtors' operations; represent the committee in the negotiation and formulation of a bankruptcy plan; and provide other legal services related to the Debtors' Chapter 11 cases. The firm's hourly rates are: Partners $650 - $1,295 Counsel $595 - $1,025 Associates $495 - $595 Paralegals $350 - $375 Bradford Sandler, Esq., a partner at Pachulski, 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. Sandler disclosed that his firm has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for its employment with the Debtors; and that no Pachulski professional has varied his rate based on the geographic location of the Debtors' cases. Pachulski has not represented the Debtors in the 12-month period prior to the petition date, Mr. Sandler also disclosed. The firm anticipates filing a budget approved by the Debtors at the time it files its interim fee applications, according to Mr. Sandler. Pachulski can be reached through: Bradford J. Sandler, Esq. Pachulski Stang Ziehl & Jones LLP 919 North Market Street, 17th Floor Wilmington, DE 19801 Tel: 302.778.6424 Email: bsandler@pszjlaw.com About The Bon-Ton Stores The Bon-Ton Stores, Inc. (OTCQX: BONT) -- http://www.bonton.com/-- with corporate headquarters in York, Pennsylvania and Milwaukee, Wisconsin, operates 256 stores, which includes nine furniture galleries and four clearance centers, in 23 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner's, Boston Store, Carson's, Elder-Beerman, Herberger's and Younkers nameplates. The stores offer a broad assortment of national and private brand fashion apparel and accessories for women, men and children, as well as cosmetics and home furnishings. The Bon-Ton Stores, Inc., sought Chapter 11 protection (Bankr. D. Del. Case No. 18-10248) on Feb. 4, 2018. In the petitions signed by Executive Vice President and CFO Michael Culhane, the Debtor disclosed total assets at $1.58 billion and total debt at $1.74 billion. The Bon-Ton Stores tapped Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel; Young Conaway Stargatt & Taylor, LLP as co-counsel; Joseph A. Malfitano, PLLC, as special counsel; PJT Partners LP as investment banker; AP Services, LLC as financial advisor; and A&G Realty Partners LLC, as real estate advisor; and Prime Clerk LLC, as administrative advisor. The Office of the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors on February 15, 2018. BON-TON STORES: Committee Taps Zolfo Cooper as Financial Advisor ---------------------------------------------------------------- The official committee of unsecured creditors of Bon-Ton Stores, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Zolfo Cooper, LLC as its bankruptcy consultant and financial advisor. The firm will advise the committee regarding the sale of assets of the company and its affiliates; monitor the Debtors' cash flow and operating performance; analyze claims; investigate fraudulent transfers and other transactions; advise the committee regarding the Debtors' plan of reorganization; and provide other services related to the Debtors' Chapter 11 cases. The firm's hourly rates are: Managing Directors $850 - $1,035 Professional Staff $320 - $850 Support Personnel $70 - $300 Zolfo Cooper is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: David MacGreevey Zolfo Cooper, LLC Grace Building Avenue of the Americas, 41st Floor New York, NY 10036 Phone: +1 212-561-4187 / +1 212-561-4000 Fax: +1 212-213-1749 E-mail: dmacgreevey@zolfocooper.com About The Bon-Ton Stores The Bon-Ton Stores, Inc. (OTCQX: BONT) -- http://www.bonton.com/-- with corporate headquarters in York, Pennsylvania and Milwaukee, Wisconsin, operates 256 stores, which includes nine furniture galleries and four clearance centers, in 23 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner's, Boston Store, Carson's, Elder-Beerman, Herberger's and Younkers nameplates. The stores offer a broad assortment of national and private brand fashion apparel and accessories for women, men and children, as well as cosmetics and home furnishings. The Bon-Ton Stores, Inc., sought Chapter 11 protection (Bankr. D. Del. Case No. 18-10248) on Feb. 4, 2018. In the petitions signed by Executive Vice President and CFO Michael Culhane, the Debtor disclosed total assets at $1.58 billion and total debt at $1.74 billion. The Bon-Ton Stores tapped Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel; Young Conaway Stargatt & Taylor, LLP as co-counsel; Joseph A. Malfitano, PLLC, as special counsel; PJT Partners LP as investment banker; AP Services, LLC as financial advisor; and A&G Realty Partners LLC, as real estate advisor; and Prime Clerk LLC, as administrative advisor. The Office of the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors on February 15, 2018. BOWMAN DAIRY: Needs More Time to Solicit Acceptances of Ch. 11 Plan ------------------------------------------------------------------- Bowman Dairy Farms, LLC, asks the U.S. Bankruptcy Court for the Southern District of Indiana to further extend the exclusive right to solicit acceptances of the Chapter 11 plan for 60 days, up to and including June 23, 2018, without prejudice to the Debtor's right to seek additional and further extensions of this period as may be appropriate under the circumstances. As reported by the Troubled Company Reporter on Dec. 29, 2017, the Court previously extended the periods within which the Debtor has the exclusive right to file a Chapter 11 plan and to solicit acceptances of that plan until Feb. 24 and April 24, 2018, respectively. On Feb. 24, 2018, the Debtor filed Bowman Dairy Farms LLC's Disclosure Statement and the Debtor's Plan of Reorganization. The Debtor's exclusive right to solicit votes for its plan as extended by an order of the Court expires on April 24, 2018. On March 19, 2018, the U.S. Trustee filed a limited objection to the Disclosure Statement. On March 22, 2018, Harvest Land Co-Op, Inc., filed Creditor Harvest Land Co-op, Inc.'s objection to the Debtor's Disclosure Statement. The Court held a hearing on the Debtor's Disclosure Statement and the filed objections on March 28, 2018, and entered an order permitting the Debtor to file an Amended Plan and Disclosure Statement by April 6, 2018. If an objection to the Amended Disclosure Statement is filed by April 11, 2018, a hearing will be held on April 16, 2018. The Debtor is in negotiations regarding the amended plan and disclosure statement, and a hearing will be held on April 16, 2018, if objections to the Amended Disclosure Statement are timely filed. In light of the scheduled hearing on the Amended Disclosure Statement, the Debtor requests an extension of the deadline to solicit acceptances of its plan. A copy of the Debtor's request is available at: http://bankrupt.com/misc/insb17-06475-184.pdf About Bowman Dairy Farms Bowman Dairy Farms LLC owns a dairy farm in Hagerstown, Indiana. Bowman Dairy Farms filed a Chapter 11 petition (Bankr. S.D. Ind. Case No. 17-06475) on Aug. 27, 2017. In the petition signed by Trent N. Bowman, its member, the Debtor estimated assets and liabilities at $10 million to $50 million. The Debtor is represented by Terry E. Hall, Esq., at Faegre Baker Daniels LLP. BRAZIL MINERALS: Delays 2017 Form 10-K to Complete Audit -------------------------------------------------------- Brazil Minerals, Inc., filed a Form 12b-25 with the Securities and Exchange Commission notifying that it will delayed in filing its Annual Report on Form 10-K for the year ended Dec. 31, 2017. "The registrant requires additional time to prepare, substantiate and verify the accuracy of its financial reports. The registrant is in the process of preparing and reviewing its financial information. The process of compiling and disseminating the information required to be included in the Form 10-K for the fiscal year ended December 31, 2017, as well as the completion of the required audit of its financial information, could not be completed within the prescribed time period without incurring undue hardship and expenses," the Company stated in the SEC filing. About Brazil Minerals Based in Pasadena, California, Brazil Minerals, Inc. -- http://www.brazil-minerals.com/-- mines and sells diamonds, gold, sand and mortar in Brazil. The Company, through subsidiaries, outright or jointly owns 10 mining concessions and 28 other mineral rights in Brazil, for diamonds, gold, sand, and manganese. The Company, through subsidiaries, owns one large, fixed plant and one modular, mobile plant for diamond and gold processing and recovery, a sand processing and mortar plant, trucks and earth-moving capital equipment used for mining. Brazil Minerals reported a net loss of $1.73 million on $13,323 of revenue for the year ended Dec. 31, 2016, compared to a net loss of $1.87 million on $63,610 of revenue for the year ended Dec. 31, 2015. As of Sept. 30, 2017, Brazil Minerals had $1.32 million in total assets, $1.63 million in total liabilities and a total stockholders' deficit of $314,149. B F Borgers CPA PC, in Lakewood, CO, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has suffered recurring losses from operations and has a significant accumulated deficit. In addition, the Company continues to experience negative cash flows from operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. CARECENTRIX INC: Moody's Affirms B1 CFR & Revises Outlook to Stable ------------------------------------------------------------------- Moody's Investors Service affirmed CareCentrix Inc.'s B1 Corporate Family Rating (CFR), B1-PD Probability of Default Rating (PDR) and B1 first lien credit facility rating following the announced downsizing of its proposed term loan and dividend. Concurrently, Moody's changed the outlook to stable from negative. CareCentrix downsized its proposed first-lien term loan by $120 million, to $450 million and reduced the dividend by $100 million. The company now plans to use proceeds from the term loan and about $60 million in cash to repay existing debt, pay a $323 million dividend (compared to the originally proposed $423 million dividend) and cover fees and expenses. "The stable outlook reflects the company's lower leverage due to the reduced dividend size. Debt to EBITDA is now expected to be 4.2 times -- or about a turn lower than the original proposal," stated Moody's AVP -- Analyst Todd Robinson. "While this is still a material increase in leverage from 1.7 times at September 30, 2017, the company's strong earnings growth outlook, favorable industry dynamics, strong track record of business execution and moderate financial policies support the B1 CFR," continued Robinson. Rating actions: CareCentrix, Inc.: Ratings affirmed: Corporate Family Rating at B1 Probability of Default rating at B1-PD $50 million gtd senior secured first lien revolving credit facility due 2023 at B1 (LGD4) $450 (reduced from $570 million) million gtd senior secured first lien term loan due 2025 at B1 (LGD4) Ratings affirmed and to be withdrawn upon close: $30 million senior secured first lien revolving credit facility at B1 (LGD 4) $175 million senior secured first lien term loan B at B1 (LGD 4) The outlook was changed to stable from negative RATINGS RATIONALE CareCentrix's B1 CFR reflects its high leverage, significant customer concentration and low operating margins. Moody's expects that the company will continue to derive almost all of its revenue and profits from three customers, with CIGNA Corporation (Baa1- review for downgrade) accounting for more than half of the business. Moody's believes CIGNA's acquisition of Express Scripts will not have a material impact on CareCentrix's credit profile. The rating is supported by CareCentrix's leading market position, strong organic growth prospects, high level of revenue visibility and good liquidity. Moody's also expects that the company will maintain conservative financial policies with no further material debt funded acquisitions or dividends in the near term. The ratings could be upgraded if CareCentrix realizes greater scale, further expansion into the post-acute cost management space and a significant reduction in customer concentration. Additionally, the company would have to materially improve its cash flow and credit metrics. The ratings could be downgraded if the company in unable to materially grow earnings, if debt/EBITDA increases above 4.5 times or if the company has any negative contract developments with respect to its three main customers. A material reduction in free cash flow or additional debt funded transactions could also result in a ratings downgrade. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. CareCentrix manages post-acute care claims for insurance companies. The company's service offering includes home health, home infusion, durable medical equipment, sleep management and care transition. CareCentrix is owned by Summit Partners and generates about $1.5 billion in revenue. CHEROKEE PHARMACY: Marquess Dividend Settlement Pool to Pay Unsecs. ------------------------------------------------------------------- Jonathan G. Marquess and Pamela S. Marquess filed with the U.S. Bankruptcy Court for the Eastern District of Tennessee a disclosure statement describing their second amended plan of reorganization for Cherokee Pharmacy and Medical Supply of Dalton, Inc. The Plan Proponents' December 2017 Plan and disclosure statement was filed on a "best efforts" basis. The Plan Proponents had limited access to financial information to otherwise determine Debtor's current financial position or holdings. The same was true regarding the asset values in the two Cherokee corporate cases. Plan Proponents' Amended Plans in the corporate cases emphasize the values agreed upon in the January 2017 Stock Purchase Agreement, while recognizing the substantial deterioration of the business and asset values; including intangibles of the two Cherokee corporations. The only approach available to settle the challenge of devaluation and continue the pharmacies in the communities where the stores are operated – and retain the continuity and value of the Cherokee brand -- is to complete an Asset Sale in the corporate cases, and a Stock Purchase in the Forshee individual case. The Plan Proponents focus on the proposed creditor recoveries and dividends in the three related cases is founded upon the continuation delivering the maximum value in the blended Asset and Stock purchase strategies. By salvaging the business operations "as they are," the community, patients, and vendors have an enduring benefit through reorganization rather than allowing the Debtor, and/or the two Cherokee Pharmacy corporations, to fall into vulture purchasing or liquidation. The Plan Proponents' Plans in the two Cherokee corporate cases are styled as Asset Purchases, and in the individual case, the residual corporate stock is styled as a Stock Purchase. By accomplishing the Asset Sale in the two corporate cases and the Stock Purchase in the Forshee individual case, all the prior benefits and intentions of the original transactions are delivered, along with remedies for the devaluation of the two Cherokee Pharmacy operations. Further, the creditors, with emphasis on the general unsecured creditors, receive substantially more money in this combination than was available in the former Stock Purchase Agreement; and therefore, Plan Proponents’ prior filed Plans in the three cases are properly superseded by Plan Proponents' three Amended Plans and Disclosure Statements in the three cases. By providing sufficient, substantial, and adequate information, Plan Proponents recommend voting to accept the Plans in all three cases. The Plan is offered in the Debtor's best interests; concluding with the most favorable alternative to liquidation, of one, or both, of the pharmacies and without further deterioration of the Debtor's Estate. The Plan Proponents' solutions produce a better outcome for the Debtor by allowing the Forshee family to complete the combined transaction with the Marquesses; including the opportunity to sell the real property where the Cherokee Cleveland store is located at a premium price. This strategy provides sufficient funds to confirm the case - with funding that carries a much higher dividend for all the classes of the creditors in the three cases than most confirmed Chapter 11 cases experience. The funds necessary to implement the Asset Sale and Stock Purchase combination is proposed at $1,657,547.45, and are derived from the resources of Jonathan G. Marquess and Pamela S. Marquess, as Purchasers, and add to the initial inventory investment of $600,000 paid to the Sellers pre-petition on Jan. 17, 2017, to equal a total purchase price of $2,247,547.75. Class 2 under the plan includes 25 general unsecured creditors that have not been dealt with in another part of the Plan and are owed varying amounts, with 3 of the 25 with amounts scheduled as "contingent, unliquidated, or disputed." Certain claims may also be objected to as more information is gathered. The total amount of the allowed general unsecured claims is $216,025.65. Each of the claims that are verified and allowed are payable 30 days after the Effective Date of the Plan from Plan Proponents' Dividend Settlement Pool. A full-text copy of the Latest Disclosure Statement is available at: http://bankrupt.com/misc/tneb1-17-11920-300.pdf About Cherokee Pharmacy Cherokee Pharmacy & Medical Supply of Dalton, Inc., based in Dalton, Georgia, and its affiliates filed a Chapter 11 petition (Bankr. E.D. Tenn. Case No. 17-11919) on April 28, 2017. In the petition signed by D. Terry Forshee, president, the Debtor estimated $0 to $50,000 in assets and $500,001 to $1,000,000 in liabilities. The Hon. Shelley D. Rucker presides over the case. David J. Fulton, Esq., at Scarborough & Fulton, serves as bankruptcy counsel. Douglas R. Johnson was appointed Chapter 11 trustee. Serving as legal counsel to the Trustee is his firm, Johnson & Mulroony, P.C. Pharmacy Consulting Associates serves as consulting agent to the Trustee. David J. Fulton and Scarborough & Fulton is special counsel to the Trustee. CLEAR CHANNEL: Bank Debt Trades at 19.44% Off --------------------------------------------- Participations in a syndicated loan under which Clear Channel Communications Inc. is a borrower traded in the secondary market at 80.56 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.95 percentage points from the previous week. Clear Channel pays 675 basis points above LIBOR to borrow under the $5 billion facility. The bank loan matures on January 30, 2019. Moody's rates the loan 'Caa2' and Standard & Poor's gave a 'D' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. CLEVELAND BIOLABS: Reports Progress on EMA Application ------------------------------------------------------ Cleveland BioLabs, Inc., reported that the company has received Day 120 review questions from the European Medicines Agency (EMA) regarding the company's Marketing Authorization Application (MAA) for entolimod. The MAA seeks approval of entolimod for reducing the risk of death following exposure to potentially lethal irradiation. The company also received a formal notification from the EMA that responses should be submitted to the agency by Sept. 14, 2018. Yakov Kogan, Ph.D., MBA, chief executive officer, stated, "The pursuit of regulatory approvals by the FDA and EMA and commercialization for entolimod as a medical radiation countermeasure are continuing to be the company's most important priorities and goals. Receipt of Day 120 questions from the EMA was the expected next step in this process in Europe. Consistent with the FDA review of the company's pre-Emergency Use Authorization (pre-EUA) application, several of the EMA Day 120 review questions focused on the comparability between the entolimod formulation used in prior safety and efficacy studies and the formulation proposed for commercialization. Other Day 120 questions from the EMA are generally similar to those discussed in the past with the FDA, and include questions on validation of various aspects of manufacturing, the animal-to-human dose-conversion strategy, and the human safety database." "As previously reported, an in-vivo biocomparability study in non-human primates to address the comparability questions is ongoing," added Dr. Kogan. "Analyses of the specimens and data collected during this study will allow discussion of these results in our response to the EMA Day 120 review questions, which the company expects to submit to the EMA by August 31, 2018." About Cleveland BioLabs Cleveland BioLabs, Inc. -- http://www.cbiolabs.com/-- is a biopharmaceutical company developing novel approaches to activate the immune system and address serious medical needs. The Company's proprietary platform of Toll-like immune receptor activators has applications in radiation mitigation, immuno-oncology, and vaccines. The Company's most advanced product candidate is entolimod, which is being developed as a medical radiation countermeasure for the prevention of death from acute radiation syndrome, an immunotherapy for oncology and other indications. The Company conducts business in the United States and in the Russian Federation through a wholly-owned subsidiary, BioLab 612, LLC, and a joint venture with Joint Stock Company RUSNANO, Panacela Labs, Inc. The company maintains strategic relationships with the Cleveland Clinic and Roswell Park Cancer Institute. Cleveland Biolabs incurred a net loss of $9.84 million in 2017 following a net loss of $2.59 million in 2016. As of Dec. 31, 2017, Cleveland Biolabs had $9.62 million in total assets, $2.22 million in total liabilities and $7.40 million in total stockholders' equity. CLEVELAND BIOLABS: Widens Net Loss to $9.8 Million in 2017 ---------------------------------------------------------- Cleveland Biolabs, Inc. reported a net loss of $9.84 million on $1.94 million of revenues for the year ended Dec. 31, 2017, compared to a net loss of $2.59 million on $3.51 million of revenues for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Cleveland Biolabs had $9.62 million in total assets, $2.22 million in total liabilities and $7.40 million in total stockholders' equity. "We have incurred cumulative net losses and expect to incur additional losses related to our R&D activities. We do not have commercial products and have limited capital resources. As of December 31, 2017 we had $8.8 million in cash, cash equivalents and short-term investments which, along with the active government contracts described above, are expected to fund our projected operating requirements and allow us to fund our operating plan, in each case, for at least 12 months beyond the filing date of this Annual Report on Form 10-K. However, until we are able to commercialize our product candidates at a level that covers our cash expenses, we will need to raise substantial additional capital, which we may be unable to raise in sufficient amounts, when needed and at acceptable terms. Our plans with regard to these matters may include seeking additional capital through debt or equity financing in public or private transactions, the sale or license of drug candidates, or obtaining additional research funding from the U.S. or Russian governments. There can be no assurance that we will be able to obtain future financing on acceptable terms, or that we can obtain additional government financing for our operations. If we are unable to raise adequate capital and/or achieve profitable operations, future operations might need to be scaled back or discontinued. The financial statements do not include any adjustments relating to the recoverability of the carrying amount of recorded assets and liabilities that might result from the outcome of these uncertainties," said the Company in its Annual Report on Form 10-K for the year ended Dec. 31, 2017. Net cash used in operations increased by $1.6 million to $6.6 million for the year ended Dec. 31, 2017 from $5.0 million for the year ended December 31, 2016. Net cash used in operating activities for the period ending Dec. 31, 2017 consisted of a reported net loss of $9.8 million, which was partially offset by $4.4 million of net non-cash operating activities, and further decreased by $1.2 million due to changes in operating assets and liabilities. The $4.4 million of net non-cash operating activities consisted principally of changes in the valuation of our warrant liability. Of the net $1.2 million change in operating assets and liabilities, $0.2 million was due to a net increase in accounts receivable, and $1.0 million was due to a net decrease in accrued expenses and accounts payable due to a reduction in clinical studies supported by completed MPT contracts and CMC activities associated with the DoD contract. Net cash provided by investing activities decreased by $1.8 million to $3.9 million for the year ended Dec. 31, 2017 from $5.7 million for the year ended Dec. 31, 2016. The net cash provided by investing activities for the year ended Dec. 31, 2017 consisted primarily of the net maturities of short-term investments. Cash provided by financing activities decreased by $0.5 million to $0.0 million for the year ended Dec. 31, 2017 from $0.5 million for the year ended December 31, 2016. A full-text copy of the Form 10-K is available for free at: https://is.gd/oIrIe5 About Cleveland BioLabs Cleveland BioLabs, Inc. -- http://www.cbiolabs.com/-- is a biopharmaceutical company developing novel approaches to activate the immune system and address serious medical needs. The Company's proprietary platform of Toll-like immune receptor activators has applications in radiation mitigation, immuno-oncology, and vaccines. The Company's most advanced product candidate is entolimod, which is being developed as a medical radiation countermeasure for the prevention of death from acute radiation syndrome, an immunotherapy for oncology and other indications. The Company conducts business in the United States and in the Russian Federation through a wholly-owned subsidiary, BioLab 612, LLC, and a joint venture with Joint Stock Company RUSNANO, Panacela Labs, Inc. The company maintains strategic relationships with the Cleveland Clinic and Roswell Park Cancer Institute. CLOUD PEAK: Moody's Hikes CFR to Caa1; Outlook Positive ------------------------------------------------------- Moody's Investors Service upgraded the Corporate Family Rating (CFR) of Cloud Peak Energy Resources LLC to Caa1 from Caa2. Moody's also upgraded the Probability of Default Rating (PDR) to Caa1-PD from Caa2-PD, the ratings on second lien senior secured notes to Caa2 from Caa3 and the ratings on senior unsecured notes to Caa3 from Ca. The Speculative Grade Liquidity Rating is unchanged at SGL-3. The outlook is positive. Upgrades: Issuer: Cloud Peak Energy Resources LLC -- Probability of Default Rating, Upgraded to Caa1-PD from Caa2- PD -- Corporate Family Rating, Upgraded to Caa1 from Caa2 -- Senior Secured 2nd Lien Regular Bond/Debenture, Upgraded to Caa2 (LGD5) from Caa3 (LGD5) -- Senior Unsecured Regular Bond/Debenture, Upgraded to Caa3 (LGD6) from Ca (LGD6) Outlook Actions: Issuer: Cloud Peak Energy Resources LLC -- Outlook, Changed To Positive From Stable RATINGS RATIONALE The rating action reflects the improved outlook for the US Coal industry, better pricing conditions in the Powder River Basin, and the company's strong contracted position over the next eighteen months. Moody's expect Debt/ EBITDA, as adjusted, to be at or below 5x over the next eighteen months. While the leverage is relatively low for the rating category, the ratings incorporate the risks to the credit stemming from planned and potential retirements of coal-fired plants over the next several years, coupled with limited port capacity on the West Coast which caps the PRB producers' growth potential in the export markets. Nevertheless, the positive outlook acknowledges the company's competitive cost position and demonstrated ability to take advantage of the growing demand in the seaborne markets by targeting customers in South Korea and Japan. Cloud Peak's CFR continues to reflect its significant production platform in the PRB, efficient surface mining operations, solid customer base, and low employee healthcare liabilities. However, the rating is constrained by the concentration of Cloud Peak's assets in one coal basin and the resultant exposure to price, transportation, production disruptions, and regulatory risks. The ratings are supported by the company's solid cash position, and ability to scale operations and capital requirements to minimize cash burn and conserve liquidity. Following pervasive mine closures throughout the US the past several years, 2017 marked a revival of sorts for the industry, while natural gas prices have remained well above $2.50/MMBtu over the past eighteen months, driving material coal price recovery in most basins. However, over the long term Moody's expect a continued trend of natural gas and renewables producing a growing share of the nation's energy. Coal's share of overall US energy generation will likely drop towards 20%-25% within a decade, from about 30% now. Over the next three to five years, Moody's view the Powder River Basin (PRB) as most vulnerable to falling demand, as new natural gas power plant capacity continues to come online in the US. PRB coal, particularly long-distance shipments to the Eastern US, tend to be vulnerable to the displacement by natural gas. Although the low sulfur content of PRB coal is a positive characteristic from an environmental standpoint, it also means some volume is currently consumed by smaller, unscrubbed power plants that are more likely to face displacement. Cloud Peak Energy will be most vulnerable to this trend due to its concentration in the basin, although the company will continue to benefit from its low cost structure, with roughly 55 million tons/year sold from their three large, open-pit mines. Cloud Peak's SGL-3 speculative grade liquidity rating reflects adequate liquidity. As of December 31, 2017 the company had $108 million in cash and full availability under its revolving credit facility with a total capacity of $400 million. The facility expires in February 2019 and contains one covenant that requires the company to maintain a liquidity level of not less than $125M as of the last day of each month. Due to near term expiration, Moody's do not view the revolver as a source of external liquidity. Moody's expect the company to be in compliance with this covenant. Alternative liquidity is limited given the comprehensive security package provided under the revolver. Cloud Peak's unrated $400 million revolver has a first priority lien on all assets except the Lease By Application (LBA) leases. The Caa2 rating on the second lien notes, one notch below the CFR, reflects its claim on assets in the capital structure behind the revolver but ahead of the Caa3 senior unsecured notes. The positive outlook reflects Moody's expectation of leverage maintained at 5x or below on a sustainable basis. A rating upgrade would be considered if Moody's see steady operating environment in the Powder River Basin and if Moody's expect the company's Debt/ EBITDA, as adjusted, to be sustained comfortably below 5x. A positive rating action could also result from growth in the company's export business. A negative rating action would be considered if industry conditions were to deteriorate, such as ongoing production declines due to power plant retirements and/or weaker pricing environment. A downgrade would also be considered if liquidity were to contract significantly. The principal methodology used in these ratings was Global Mining Industry published in August 2014. Cloud Peak Energy Resources LLC is one of the largest producers of coal in the US with three wholly-owned surface mining operations in Wyoming and Montana. The company produces subbituminous thermal coal with low sulfur content and an average heat value between 8,400 Btu and 9,350 Btu. The coal is primarily sold to domestic electric utilities. Cloud Peak is the only pure play Powder River Basin (PRB) coal producer Moody's rate, and it controls an estimated 1 billion tons of proven and probable reserves. The company generated about $888 million of revenues through the twelve months ended December 31, 2017. COMMUNITY HEALTH: Bank Debt Trades at 2.48% Off ----------------------------------------------- Participations in a syndicated loan under which Community Health Systems is a borrower traded in the secondary market at 97.52 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.6 percentage points from the previous week. Community Health pays 300 basis points above LIBOR to borrow under the $2.94 billion facility. The bank loan matures on January 20, 2021. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. COMPREHENSIVE CARE: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor affiliates that concurrently filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Comprehensive Cancer Services Oncology, P.C. 18-10598 dba CCS Oncology dba CCS Healthcare 3041 Orchard Park Rd. - Suite C Orchard Park, NY 14127 CCS Medical, PLLC 18-10599 CCS Equipment LLC 18-10600 CCS Billing, LLC 18-10601 WSEJ, LLC 18-10602 Type of Business: CCS Oncology and CCS Medical are professional medical practices. CCS Oncology is the sole member of CCS Medical. CCS Equipment is the owner of certain medical equipment used in the medical practices and CCS Oncology is its sole member. CCS Billing was intended to be developed into a separate billing entity for the medical practices, but was never funded or operational. CCS Billing has no assets and has had no activity other than showing a couple of minimal historical accounting entries. WSEJ is the owner of certain real property used by the medical practices. The Debtors are headquartered in Orchard Park, New York. Chapter 11 Petition Date: April 2, 2018 Court: United States Bankruptcy Court Western District of New York (Buffalo) Judge: Hon. Michael J. Kaplan Debtors' Counsel: Arthur G. Baumeister, Jr., Esq. BAUMEISTER DENZ LLP 174 Franklin St., Suite 2 Buffalo, NY 14202 Tel: 716-852-1300 Fax: 716-852-1344 Email: abaumeister@bdlegal.net Estimated Assets: $0 to $50,000 Estimated Debts: $10 million to $50 million The petition was signed by Won Sam Yi, president/CEO. The Debtors failed to incorporate in the petitions lists of their 20 largest unsecured creditors. The petitions of Comprehensive Cancer and CCS Medical are available for free at: http://bankrupt.com/misc/nywb18-10598.pdf http://bankrupt.com/misc/nywb18-10599.pdf COPSYNC INC: Sale, Administrative Expenses Talks Delay Plan Filing ------------------------------------------------------------------ COPsync, Inc., asks the U.S. Bankruptcy Court for the Eastern District of Louisiana to further extend the exclusivity periods during which only the Debtor can file a plan of reorganization and solicit acceptance of the plan through and including April 29, 2018, and June 26, 2018. As reported by the Troubled Company Reporter on Jan. 30, 2018, the Court previously extended the Debtor's exclusivity periods within which to file the plan through March 30, 2018, and within which to obtain confirmation and acceptance of the plan through May 27, 2018. The Debtor and its counsel have made strides in the plan process and foresee being able to file the proposed plan and disclosure statement within the time requested. Some negotiations with creditor's counsel, particularly those that are claiming administrative expenses, require additional time to resolve prior to the filing of the proposed plan and disclosure statement. Additionally, the Debtor is still in the process of reconciling its post-sale payables, and the buyer of the Debtor's assets has not yet fully funded the initial $600,000 sale proceeds. More certainty is needed with respect to the remainder of that payment prior to finalizing the proposed plan and disclosure statement. Finally, although the Debtor has done its best to estimate potential governmental claims, the Debtor believes there is a benefit in waiting until the governmental units claim bar date passes on March 28, 2018, so that it can provide better information to all creditors regarding the scope and classification of the claims against it. This case involves the restructuring of over $13 million in prepetition debt obligations. Altogether, the Debtor has approximately 1,363 creditors, equity holders and other parties-in-interest. As has been detailed in prior filings with the Court and testimony elicited in hearings in this case, many of the Debtor's managers as of the Petition Date were relatively new to the company. This made an otherwise potentially streamlined process very complex and, at times, arduous. It took several months of review and work for the Debtor to finalize its Amended Schedules and Statement of Financial Affairs (filed on Dec. 18, 2017). The Debtor also completed a sale of many of its assets, which sale closed in late November. The Debtor has already completed a sale of many of its assets. The Debtor is proceeding expeditiously toward confirmation of a Plan which would liquidate the remainder of its assets, including certain claims which the Debtor believes it holds. The Debtor is in the process of vetting special counsel, and is in the process of preparing the disclosure statement and plan which will incorporate a litigation trustee to pursue these claims in favor of the Debtor's estate. The Debtor seeks a brief extension of the Exclusivity Periods to continue its review and analysis of the claims that have been filed and those to be filed and to complete the preparation of the disclosure statement and plan. The Debtor's efforts and the progress thus far in this Case serves as further support for extending the Exclusivity Periods as requested. The Debtor's counsel has contacted the parties who have actively participated in this bankruptcy case including counsels for the U.S. Trustee, Kologik Capital, LLC, Kologic Financing Partners, LLC, and Thinkstream Acquisition, LLC, and all have advised that they are not opposed to the requested relief. The Debtor's counsel contacted Brandon Copsync, LLC's counsel, but at this time Brandon Copsync's counsel has not received a response from their client. A copy of the Debtor's request is available at: http://bankrupt.com/misc/laeb17-12625-186.pdf About COPsync COPsync, Inc., was created in 2005 as a "software for a service or platform for law enforcement to share real-time information amongst counties, agencies, and departments. It was created in response to the 2000 death of one of COPsync's co-founders' colleagues and friends, Texas Department of Public Safety Trooper Randy Vetter, who was killed making what he believed to be a routine traffic stop for a seatbelt violation. The Company's products include nationally shared network of law enforcement information COPsync Network, software-driven in-car HD video system Vidtac, real-time threat alert system COPsync911, and court buildings security provider COURTsync. COPsync completed a $10.6 million equity financing capital raise in November 2015 and became listed on the Nasdaq Capital Market exchange (COYN). COPsync, Inc., filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 17-12625) on Sept. 29, 2017. The Debtor estimated $1 million to $10 million in both assets and liabilities. The Debtor tapped John M. Duck, Esq., Robin B. Cheatham, Esq., Victoria P. White, Esq., and Scott R. Cheatham, Esq., at Adams and Reese LLP, as counsel. Jones Walker, LLP, serves as special counsel. Alliance Overnight Document Service, LLC, is the Debtor's noticing agent. CORPORATE RISK: Moody's Alters Outlook to Pos. & Affirms Caa1 CFR ----------------------------------------------------------------- Moody's Investors Service revised Corporate Risk Holdings, LLC's ("Corporate Risk" or "CRH") ratings outlook to positive from stable and affirmed its Caa1 Corporate Family Rating (CFR). Concurrently, Moody's affirmed the company Caa1-PD Probability of Default Rating, the B1 rating on the senior secured first lien first-out revolving credit facility, the Caa1 rating on the senior secured first lien notes and the Caa3 rating on the senior secured second lien PIK notes. The rating action follows CRH's March 13, 2018 announcement that it signed a definitive agreement to sell Kroll, LLC to Duff & Phelps, subject to certain closing adjustments and regulatory approval. The asset sale is expected to close by June 30, 2018. "The proposed sale of the Kroll business will allow Corporate Risk to monetize its lower margin business and improve credit metrics while turning its focus toward the more stable HireRight pre-employment screening business that has better growth prospects," said Oleg Markin, a Moody's Analyst. "The decision to change the outlook to positive from stable reflects Moody's view that the company is commited to improving its capital structure by strategically divesting assets and reducing its heavy debt load. It also reflects Moody's view that CRH is in a better position to refinance its capital structure to meet upcoming debt maturities that begin in 2019 and reduce its heavy cash interest burden," added Markin. While this is a transformational transaction for CRH, many specifics about the transaction have not yet been determined, including use of proceeds and the run-rate cash flow profile of the remaining business. Annual revenue will decline by approximately $215 million with the sale of the Kroll business, but there is potential for pro forma credit metrics to improve following the divestiture if CRH utilizes a significant portion of the sale proceeds to repay debt. Moody's will continue to evaluate the business profile and strength of the remaining HireRight business, current and projected operating performance levels, capital and corporate cost structures going forward, and the company's plans to refinance outstanding debt obligations including the $27.5 million drawn on the company's $60 million revolver expiring April 2019 and the remaining $693 million outstanding on the first lien notes due July 2019. Affirmations: Issuer: Corporate Risk Holdings, LLC -- Corporate Family Rating, Affirmed Caa1 -- Probability of Default Rating, Affirmed Caa1-PD -- Senior Secured Bank Credit Facility, Affirmed B1 (LGD1) -- Senior Secured 1st Lien Regular Bond/Debenture, Affirmed Caa1 (LGD3) -- Senior Secured 2nd Lien PIK/Cash Pay Notes, Affirmed Caa3 (LGD6) Outlook Actions: Issuer: Corporate Risk Holdings, LLC -- Outlook, Changed To Positive From Stable RATINGS RATIONALE CRH's Caa1 is constrained by the company's highly leveraged capital structure, as well as Moody's expectation for negative free cash flow generation and the refinancing risk associated with upcoming debt maturities in 2019. Moody's estimates that the company's debt-to-EBITDA (Moody's adjusted) was around 7.5 times and EBITA-to-interest expense (Moody's adjusted) at 0.7 times at December 31, 2017. Efforts to de-lever the balance sheet will be challenged by the need to offset the accretion of 13.5% PIK/11.5% Cash Pay interest on $90 million second lien notes. However, Moody's recognizes the progress the company has made to improve its operating performance in a low growth economy since emerging from bankruptcy in 2015, and expects revenue and earnings for the remaining HireRight business to modestly improve over the next 12-18 months. Ratings are further supported by the company's diverse customer base and stable demand for pre-employment screening services. CRH is expected to have weak liquidity over the next 12-15 months, driven by the April 2019 and July 2019 debt maturities. Liquidity is supported by the pending proceeds from the sale of Kroll and approximately $72 million of unrestricted balance sheet cash before cash proceeds from Kroll. However, these cash sources are not sufficient to fund the approximate $720 million of 2019 debt maturities and roughly $10-15 million of negative free cash flow. The $32.5 million of availability under the revolver provides interim liquidity support but the revolver expires in April 2019 and will not be available to fund the note maturity. Moody's projects the company to maintain sufficient covenant cushion under the company's minimum liquidity and minimum EBITDA covenants over the next 12 months. A ratings upgrade is contingent on the company's ability to address upcoming debt maturities. Following a successful refinancing of the company's capital structure, the ratings could be upgraded if CRH continues to demonstrate solid organic revenue and earnings growth, while maintaining stable EBITDA margins and adequate liquidity. Quantitatively, the ratings could be upgraded if debt-to-EBITDA (Moody's adjusted) trends towards 6.0 times and EBITA-to-interest expense (Moody's adjusted) sustained above 1.5 times. The ratings could be downgraded if revenue or earnings decline, leading to a deterioration in the company's liquidity profile, including sustained negative free cash flow. In addition, the ratings could be downgraded if the company fails to refinance its debt at par in a timely or economical manner, or Moody's view a growing likelihood of a distressed exchange or other default. Headquartered in New York, NY, Corporate Risk Holdings is the parent company of HireRight, a leading global provider of employment background screening and eligibility solutions. Pro forma for the proposed divestiture of Kroll, LLC, CRH reported around $400 million in revenue in the LTM December 2017. CRH's equity is principally owned by former debt holders following the company's emergence from bankruptcy in 2015. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. CPI CARD: Moody's Lowers Corp. Family Rating to Caa1; Outlook Neg. ------------------------------------------------------------------ Moody's Investors Service downgraded its ratings for CPI Card Group Inc., including the company's Corporate Family Rating (to Caa1, from B3) and Probability of Default Rating (to Caa1-PD, from B3-PD). Additionally, Moody's downgraded the ratings for the senior secured first-lien credit facilities of CPI Acquisition, Inc. (the debt-issuing subsidiary of CPI) to Caa1, from B3. The company's Speculative Grade Liquidity Rating was downgraded to SGL-4, from SGL-3. The ratings outlook is negative. Downgrades: Issuer: CPI Card Group Inc. -- Probability of Default Rating, Downgraded to Caa1-PD from B3- PD -- Speculative Grade Liquidity Rating, Downgraded to SGL-4 from SGL-3 -- Corporate Family Rating, Downgraded to Caa1 from B3 Issuer: CPI Acquisition, Inc. -- Senior Secured Bank Credit Facility, Downgraded to Caa1 (LGD4) from B3 (LGD4) Outlook Actions: Issuer: CPI Acquisition, Inc. -- Outlook, Changed To Negative From Stable Issuer: CPI Card Group Inc. -- Outlook, Changed To Negative From Stable RATINGS RATIONALE The downgrades broadly reflect continued uncertainty about whether CPI can return to revenue and profit growth over the next 12-18 months, and an earnings and cash flow profile that can adequately support the company's heavy debt burden. Results at December 31, 2017 suggested declines in market share and showed continued declines in pricing per EMV card. Pricing for EMV cards is expected to remain pressured and will likely continue to decline at least through 2018, albeit at a slower pace than in 2017, while card volumes are likely to be flat. The combination of continued lower pricing and relatively flat volumes will put further pressure on CPI's bottom line, and the company's underlying creditworthiness, with interest coverage and leverage metrics set to degrade beyond already weakened levels. Moody's does expect EMV volumes to increase beginning in 2019, though, as the replacement of originally issued North American EMV cards begins to occur. Unless volumes resume rapid growth due to this replacement cycle, however, there is very high deemed risk associated with the sustainability of CPI's capital structure, according to the rating agency. "CPI's ability to make interest payments while maintaining the requisite level of capital expenditures necessary to maintain its prominent market position in a highly competitive market will be strained over the next 12-18 months," said Stephen Morrison, Moody's lead analyst for the company. "The negative outlook reflects Moody's expectation that CPI will continue to face headwinds in its core EMV card market in the form of 2018 volumes similar to 2017 levels, and continued degradation in average selling price per card," added Morrison. The ratings could be upgraded if CPI were to generate steady mid-single-digit percent or better revenue growth and mid-teens percent EBITDA margins, such that debt-to-EBITDA is expected to approach 6x and free cash flow is expected to be positive. The ratings could be downgraded if the company experiences material market share loss and/or liquidity further weakens. Ratings could also be downgraded if the company cannot reduce leverage below 7x over the next 12-18 months. The Speculative Grade Liquidity (SGL) rating of SGL-4 reflects Moody's expectation that CPI's liquidity will be weak and continue to remain tight over the next 4 quarters. However, Moody's expects cash flow will continue to benefit from a combination of the elimination of the approximate $10 million annual dividend payment, reduced working capital usage and ongoing cost reduction initiatives. Moody's forecasts that annualized free cash flow generation will be negative over the next 12-18 months, although CPI can fund near-term cash requirements with the $23 million of cash on its balance sheet as of December 31, 2017. Availability under the company's $40 million revolver will be limited to $20 million in 2018 due to a springing covenant that takes effect when the facility is 50% drawn. As long as the Total First Lien Net Leverage ratio remains above the maximum 7x threshold, the revolver availability will be limited. CPI has no maturing debt until 2020 (revolving facility). The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. CPI Card Group Inc. is a provider in payment card production and related services, offering a single source for credit, debit and prepaid debit cards including EMV chip, personalization, instant issuance, fulfillment and mobile payment services. The company generated revenues of approximately $255 million in the fiscal year ended December 31, 2017. DAVID'S BRIDAL: Bank Debt Trades at 14.5% Off --------------------------------------------- Participations in a syndicated loan under which David's Bridal Inc. is a borrower traded in the secondary market at 85.5 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.59 percentage points from the previous week. David's Bridal pays 375 basis points above LIBOR to borrow under the $520 million facility. The bank loan matures on October 11, 2019. Moody's rates the loan 'Caa2' and Standard & Poor's gave a 'CCC' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. DEERFIELD DAKOTA: Moody's Lowers CFR to B3; Outlook Stable ---------------------------------------------------------- Moody's Investors Service downgraded to B3 from B2 the Corporate Family Rating ("CFR") of Deerfield Dakota Holdings LLC, a holding corporation that wholly owns Duff & Phelps Corporation. Moody's has also downgraded to B3 from B2 Deerfield Dakota's senior secured first lien bank credit facility and its $100 million revolving credit facility. The rating action follows Deerfield Dakota's announcement that it is seeking to increase its existing first lien term loan by $330 million - from $1,020 million to $1,350 million - to fund its acquisition of Kroll, LLC and other expenses. At the same time, the outlook changed to stable from negative. The following rating actions were taken: -- Corporate Family Rating, downgraded to B3 from B2; -- Senior Secured Bank Credit Facility, downgraded to B3 from B2; -- Outlook, changed to stable from negative RATINGS RATIONALE The one-notch downgrade to B3 reflects the adverse effect of the significantly increased debt on the company's creditworthiness, which outweighs the positive effects of the company's recent operating results and further increase in scale following the Kroll acquisition. The increase in debt comes on top of an incremental $170 million in February 2018 which was used to help fund the acquisition of Duff & Phelps by funds advised by Permira Advisers L.L.C. (unrated) and an incremental $105 million in October 2017 which Duff & Phelps borrowed to help finance a dividend. Deerfield Dakota expects to arrange the incremental increase to its term loan based upon the same terms and conditions that are in effect under its existing $1,020 million first lien term loan. After the incremental term loan increase of $330 million has been executed, Moody's estimates that the company's debt/EBITDA ratio would be around 8.5x on a pro forma basis following the acquisition. (Moody's treats the net present value of the remaining Tax Receivable Agreement liability as a debt-like obligation, and also capitalizes the company's operating lease obligations.) The B3 ratings and stable outlook reflect Duff & Phelps' franchise as a well-established provider of a broad range of financial advisory services to a diversified client base. The company has produced consistent growth in revenue and operating profitability, partially attributed to the success of various acquisitions made since 2015. Duff & Phelps management has demonstrated its ability to achieve these results whilst also making significant cost savings and continue to focus on increasing operating leverage. Duff & Phelps benefits from a high level of repeat business with its customers and a variable cost structure that has resulted in relatively stable consolidated operating margins throughout the economic cycle when compared to most similarly rated peers. The ratings are constrained mainly by the company's increasing debt leverage, aggressive financial policies and its smaller scale compared to some of its competitors. RATING OUTLOOK The rating outlook is stable reflecting Moody's expectation that Duff & Phelps will maintain an underlying performance consistent with the B3 rating, generated from its diversified service offerings, despite its recent increases to its debt levels. The stable outlook also reflects Duff & Phelps' relatively stable operating margins throughout the economic cycle. WHAT COULD CHANGE THE RATING - UP Improved debt leverage and debt service capacity by way of a commitment to debt reduction or improvement in EBITDA leading to a leverage ratio below 6x for a sustainable period of time. The demonstration of a balanced financial policy, combined with strong and sustainable revenue growth and a successful integration of the Kroll acquisition, resulting in positive operating leverage and higher profitability. WHAT COULD CHANGE THE RATING - DOWN A broad slowdown resulting in deterioration in cash flow generation. A further increase in borrowings offsetting any improvement in the company's pro forma debt leverage trajectory. Evidence of weakening financial flexibility such as through the maintenance of limited cash balances and/or ongoing utilization of the company's revolving credit facility. The principal methodology used in these ratings was Securities Industry Service Providers published in September 2017. DERRICK PUGH: Hires Wiggam & Geer as Bankruptcy Counsel ------------------------------------------------------- Derrick Pugh, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Georgia, Atlanta Division, to hire Will B. Geer as bankruptcy counsel. Services required of Mr. Greer are: (a) prepare pleadings and applications; (b) conduct of examination; (c) advise Applicant of its rights, duties and obligations as debtors-in-possession; (d) consult with Debtor and representing the Debtor with respect to a Chapter 11 plan; (e) perform those legal services incidental and necessary to the day-to-day operations of Debtor's business, including, but not limited to, institution and prosecution of necessary legal proceedings, and general business and corporate legal advice and assistance; (f) take any and all other action incident to the proper preservation and administration of Debtor's estates and business. The firm has stated present fee rates of $350.00 per hour for attorneys and $150.00 per hour for legal assistants. Will B. Geer, attorney in the law firm of Wiggam & Geer, attests that neither he nor the Firm has or represents any interest adverse to the Debtor or the Debtor's estate. The counsel can be reached through: Will B. Geer Wiggam & Geer, LLC 333 Sandy Springs Circle, NE, Suite 225 Atlanta, Georgia 30328 Tel: (678) 587-8740 Fax: (404) 287-2767 E-mail: wgeer@wiggamgeer.com About Derrick Pugh Derrick Pugh, Inc., is a trucking and transport company in Lithonia, Georgia that transports goods, cargo, and other commercial, agricultural, industrial, and construction products. Established in 1997, the Company has all kinds of transport equipment including framed trailers, asphalt tankers, and tandem dump trucks. Derrick Pugh filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 18-54668) on March 19, 2018. In the petition signed by Derrick Pugh, president, the Debtor disclosed $1.45 million in total assets and $1.38 million in total liabilities. The case is assigned to Judge Paul Baisier. Will B. Geer, Esq., at Wiggam & Geer, LLC, is the Debtor's counsel. DULUTH TRAVEL: Hire Balch & Bingham as Special Counsel ------------------------------------------------------ Duluth Travel, Inc. seeks authority from the U.S. Bankruptcy Court for the Northern District of Georgia, Atlanta Division to hire Balch & Bingham, LLP, as special counsel. Pre-petition, a judgment in the approximate amount of $888,000 was entered against Debtor, in favor of ADTRAV Corporation, as well as Debtor's counterclaim was dismissed, after trial on the matter in the U.S. District Court for the Northern District of Alabama. The Debtor filed an appeal of both the judgment against it, as well as the dismissal of its counterclaim with the U.S. Court of Appeals of the 11th Circuit. The Appeal of the judgment was stayed with the filing of the Petition pursuant to 11 U.S.C. Sec. 362(a). Post-judgment/prepetition, the Debtor wishes to employ Balch & Bingham to assist it in the Appeal. Balch's standard hourly rates are: Michael J. Bowers (partner) $675 Alan T. Rogers (partner) $620 Christopher S. Anulewicz (partner) $510 Ed R. Haden (partner) $505 Steve C. Corhern (associate) $290 Jonathan Deluca (associate) $235 Paralegals $215 Michael J. Bowers, a partner in the law firm of Balch Bingham, attests that neither Balch nor its partners or other attorneys hold or represent any interests that are adverse to Debtor or the Estate, except that as a prepetition general unsecured creditor of Debtor. The firm can be reached through: Michael J. Bowers, Esq. Balch & Bingham, LLP 1901 Sixth Ave. North, Suite 1500 Birmingham, AL Phone: (205) 251-8100 ----- 30 Ivan Allen Jr. Blvd. NW, Suite 300 Atlanta, GA Phone: (404) 261-6020 About Duluth Travel Duluth Travel, Inc. -- http://duluthtravel.com/-- is a full service travel agency providing corporate, leisure, government and incentive travel services for more than 24 years. The Company is a small business based in Atlanta, Georgia with offices throughout the United States including Hawaii and Alaska. Duluth Travel is affiliated with Worldspan, SABRE, Deem Work Fource and Concur Travel. Duluth Travel is a privately held travel company founded in 1993 by Arthur Salus. Duluth Travel filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 18-54894) on March 22, 2018. In the petition signed by Arthur D. Salus, CEO, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Judge James R. Sacca presides over the case. Anna Mari Humnicky, Esq. and Gus H. Small, Esq. at Cohen Pollock Merlin & Small, PC, serve as the Debtor's counsel. EASTMAN KODAK: Bank Debt Trades at 7.55% Off -------------------------------------------- Participations in a syndicated loan under which Eastman Kodak Co is a borrower traded in the secondary market at 92.45 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.76 percentage points from the previous week. Eastman Kodak pays 625 basis points above LIBOR to borrow under the $420 million facility. The bank loan matures on September 3, 2019. Moody's rates the loan 'B3' and Standard & Poor's gave a 'CCC+' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. ELEMENTS BEHAVIORAL: Apollo Values $12 Million Loan at 7% of Face ----------------------------------------------------------------- Apollo Investment Corporation has marked its $12,353,000 in loans extended to privately held Elements Behavioral Health, Inc. to market at $865,000 or 7% of the outstanding amount, as of Dec. 31, 2017, according to a disclosure contained in a Form 10-Q filing with the Securities and Exchange Commission for the quarterly period ended Dec. 31, 2017. Apollo extended to Elements Behavioral a Second Lien Secured Debt, with interest at 14.44% (3M L+1275, 1.00% Floor). The loan is scheduled to mature Feb. 11, 2020. According to Apollo, the Second Lien Secured Debt has non-accrual status and is a "Non-income producing security". Elements Behavioral Health -- https://www.elementsbehavioralhealth.com/ -- offers addiction treatment programs such as drug rehab, alcoholism treatment, eating disorder treatment, trauma, sex addiction in both residential and outpatient settings. EMBLEM FINANCE 2: Fitch Affirms BB- Rating on Credit-Linked Notes ----------------------------------------------------------------- Fitch Ratings has affirmed Emblem Finance Company No. 2 as follows: -- CLP5,082,000,000 credit-linked notes at 'BB-sf'; Outlook revised to Stable from Negative. KEY RATING DRIVERS The rating action follows Fitch's affirmation of the reference entity, Votorantim Participacoes S.A. (VPAR) at 'BBB-'; Outlook revised to Stable from Negative. Fitch monitors the performance of the underlying risk-presenting entities and adjusts the rating accordingly through application of its credit-linked note (CLN) criteria, "Global Rating Criteria for Single- and Multi-Name Credit-Linked Notes" dated March 14, 2018. The rating considers the credit quality of VPAR's current Issuer Default Rating (IDR) of 'BBB-'/Stable as the reference entity, JPMorgan Chase & Co.'s IDR of 'A+'/Stable as the swap counterparty, and HSBC Holdings Plc's subordinated notes rating of 'A+'/Stable as the qualified investment. The Rating Outlook reflects the Outlook on the main risk driver, VPAR, which is the lowest-rated risk-presenting entity. RATING SENSITIVITIES The rating remains sensitive to rating migration of each risk-presenting entity. A downgrade of VPAR would likely result in a downgrade to the notes. Emblem No. 2 is a single-name CLN transaction designed to provide credit protection to VPAR with a reference amount of CLP5,082,000,000 (USD10 million). This protection is arranged through a credit default swap (CDS) between the issuer and the swap counterparty, JPMorgan Chase & Co. Proceeds from the issuance of the notes were used to purchase USD10 million HSBC Holdings Plc subordinated notes as a collateral asset for the CDS. The notes are rated to the payment of interest and principal per the transaction documents. All payments are made in USD amounts adjusted according to both the value of the Undidad de Fomento (UF) and the CLP/USD exchange rate as outlined in the transaction documents. EMPLOYBRIDGE LLC: Moody's Hikes CFR to B2 & Rates Term Loan B3 -------------------------------------------------------------- Moody's Investors Service upgraded EmployBridge, LLC's Corporate Family Rating ("CFR") to B2 from B3 and Probability of Default Rating ("PDR") to B2-PD from B3-PD. Moody's also rated EmployBridge's proposed senior secured term loan due 2025 at B3. The rating outlook remains stable. EmployBridge announced it would refinance its existing debt with the term loan due 2025, an unrated $250 million Asset-Based Lending Facility ("ABL") due 2023 and $125 million of preferred equity and pay transaction related fees and expenses. The rating on the existing term loan will be withdrawn when it is repaid. RATINGS RATIONALE "The reduction of debt from the new equity reduces leverage by a turn to below 5 times and lifts interest coverage toward 2 times, which drive the upgrade of the CFR to B2," said Edmond DeForest, Moody's Senior Credit Officer. The B2 CFR reflects EmployBridge's modest profitability, which is typical of temporary staffing companies and Moody's expectation for debt to EBITDA below 5 times, EBITA to interest approaching 2 times and over 5% free cash flow to debt. Moody's anticipates favorable economic and hence specific sector-based employment conditions persist in the U.S. in 2018, especially in export-oriented manufacturing, which will lead to around 2% annual revenue growth. The improved free cash flow profile resulting from the reduction in debt and lowered interest expense after the announced recapitalization will give EmployBridge additional flexibility to invest in new products and its branch network. Good liquidity from free cash flow of at least $40 million and over $50 million of ABL availability provides ratings support. All financial metrics cited reflect Moody's standard adjustments. The B3 rating on the senior secured term loan reflects both the PDR of B2-PD and the loss given default assessment of LGD4, reflecting its second priority lien on all current assets (pledged on a first priority basis to the ABL) and first priority lien on all other property. As the ABL is secured by a first priority lien on the most liquid assets of the company, it is ranked ahead of all other debt in Moody's hierarchy of claims at default. The stable ratings outlook reflects Moody's expectations for EmployBridge to maintain debt to EBITDA below 5 times and free cash flow to debt of at least 5%. The ratings could be upgraded if Moody's expects EmployBridge will maintain: 1) EBITDA margins around 5%, 2) debt to EBITDA below 4 times, 3) good liquidity and 4) conservative financial policies. The ratings could be downgraded if: 1) revenues decline, 2) debt to EBITDA is expected to remain above 5 times, 3) liquidity deteriorates, or 4) EmployBridge pursues aggressive financial policies including debt financed acquisitions or shareholder returns. Issuer: Employbridge LLC Upgrades: -- Corporate Family Rating, to B2 from B3 -- Probability of Default Rating, to B2-PD from B3-PD Assignment: -- Senior Secured Term Loan due 2025, at B3 (LGD4) Outlook: -- Outlook, Remains Stable The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. EmployBridge is a provider of temporary and contract staffing and permanent recruitment services through company owned and franchised locations throughout the U.S. The company offers temporary staffing, temp-to-hire, and direct placement services and derives most of its revenues from the placement of light industrial and clerical staff. EmployBridge is owned by parties including affiliates of Anchorage Capital Group, L.L.C. and Blue Mountain Capital. On February 9, 2015, EmployBridge, then doing business as Select Staffing, acquired and merged with EmployBridge Holding Company for $410 million; the combined company adopted the EmployBridge name and senior management team. Moody's expects 2018 revenues of more than $3.0 billion. ETCHER FARMS: Taps Bradshaw Bradshaw Fowler Proctor as Counsel -------------------------------------------------------------- Etcher Family Farms, LLC, seeks authority from the United States Bankruptcy Court for the Southern District of Iowa (Des Moines) to hire Jeffrey D. Goetz, Esq. and the law firm of Bradshaw, Fowler, Proctor & Fairgrave, P.C. as its general reorganization counsel in theChapter 11 bankruptcy case at the expense of the estate. Services required of the firm are: (a) advise and assist the Debtor with respect to compliance with the requirements of the United States Trustee; (b) advise the Debtor regarding matters of Bankruptcy Law, including the rights and remedies of the Debtor with regard to his assets and with respect to the claims of creditors; (c) represent the Debtor in any proceedings or hearings in the Bankruptcy Court and in any action in any other court where the Debtor's rights under the Bankruptcy Code may be litigated or affected; (d) conduct examinations of witnesses, claimants, or adverse parties and to prepare and assist in the preparation of reports, accounts, and pleadings related to this Chapter 11 case; (e) advise the Debtor concerning the requirements of the Bankruptcy Code and applicable rules as the same affect the Debtor in this proceeding; (f) assist the Debtor in the negotiation, formulation, confirmation, and implementation of a Chapter 11 Plan; (g) make any court appearances on behalf of the Debtor; and (h) take such other action and perform such other services as the Debtor may require of the firm in connection with the Chapter 11 case. Jeffrey D. Goetz, Esq. attest that the Firm (including the attorneys comprising or employed by it) does not have any connection with the Debtor, its accountants, or any other party in interest, the U.S. Trustee or any person employed by the U.S. Trustee. The Firm also believes that it is a disinterested person as that term is defined in Section 101(14) of the Bankruptcy Code. The Firm's regular hourly rates are: Jeffrey D. Goetz $375 Krystal R. Mikkilineni $190 Paralegal $50 to $125 Associates $125 to $250 The Firm can be reached through: Jeffrey D. Goetz, Esq. Bradshaw Fowler Proctor & Fairgrave P.C. 801 Grand Avenue, Suite 3700 Des Moines, IA 50309-8004 Tel: 515/246-5817 Fax: 515/246-5808 E-mail: goetz.jeffrey@bradshawlaw.com About Etcher Farms, Etcher Family Farms and Elmwood Farms Etcher Farms, Etcher Family Farms and Elmwood Farms are privately held companies in Lovilia, Iowa in the dairy farms business. The Debtors own a cropland and dairy complex located in Monroe County. The Debtors simultaneously filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Etcher Farms, Inc. (Bankr. S.D. Iowa Case No. 18-00554); Etcher Family Farms, LLC (Bankr. S.D. Iowa Case No. 18-00555); & Elmwood Farms, LLC (Bankr. S.D. Iowa Case No. 18-00556) on March 19, 2018. In the petitions signed by Scott Etcher, vice president and CEO, the Debtors disclosed $16,590,000 in assets & $10,000,000 in liabilities for Etcher Farms, Inc.; $7,230,000 in assets & $6,840,000 in liabilities for Etcher Family Farms; & $3,870,000 in assets and $4,670,000 in liabilities for Elmwood Farms, LLC. Jeffrey D Goetz, Esq. and Krystal R Mikkilineni, Esq., at Bradshaw, Fowler, Proctor & Fairgrave, P.C., serve as the Debtors' counsel. GlassRatner Advisory & Capital Group, LLC, is the financial advisor and investment banker. ETCHER FARMS: Taps GlassRatner Advisory as Financial Advisor ------------------------------------------------------------ Etcher Farms, Inc. seeks authority from the U.S. Bankruptcy Court for the Southern District of Iowa to hire Brent King and GlassRatner Advisory & Capital Group, LLC, as its chief restructuring officer, financial advisor and investment banker. Services to be rendered by GlassRatner are: Chief Restructuring Officer: -- serve as Chief Restructuring Officer of the Client's farming corporations; -- direct, lead, and properly coordinate efforts of the team of bankruptcy professionals to achieve the best possible outcome for the case; -- responsible and efficiently manage all bankruptcy related components of the Clients' business to insure that efforts add maximum value to the outcome of the process; -- maintain communication with creditors, unsecured creditors and their Committee, their counsel and other stakeholders as needed; -- testify before the Court as needed; -- perform other standard CRO related activities as needed to support success; Financial Advisor: -- assist the clients and their counsel in preparing a bankruptcy filing; -- assist in producing financial documents that support Chapter 11 case; -- assist with analysis of the clients' business and advise on its strategic and tactical plans; -- assist in preparing operating reports, financial reports, Monthly Operating Reports and pleadings for the Case; -- assist in negotiations with creditors, shareholders, and other parties-in-interest; -- assist in the preparation of the cash flow models and the weekly reconciliations; -- participate in bankruptcy court hearings in matters about which GlassRatner has provided advise, has subject matter expertise, or can testify as a fact witness; -- assist with valuation or other analyses in support of a restructuring plan; -- assist with the formulation, evaluation, and implementation of a restructuring plan or plan of reorganization in the Chapter 11 Case; -- communicate with the client's counsel, management and stakeholders as needed; Investment Banking Services: -- refinance all or part of the Clients' debt; -- raise debt for the Clients' business; -- raise equity for the Clients' business; -- raise DIP and Chapter 11 exit financing; -- conduct a sale of all or part of the Clients' assets. Brent King will lead this engagement at the discounted rate of $295 per hour. The maximum blended rate cap for all of GlassRatner's hourly professional fees will be set at $335 per hour. GlassRatner consultant's rate range from $175 to $595. Brent King of GlassRatner attests that he and his firm held no interest prepetition, and hold no interest postpetition, that is adverse to the Debtor or the Bankruptcy Estate, and that they is a "disinterested person", as that term is defined under Section 101(14) of the Bankruptcy Code. The firm can be reached through: Brent King GlassRatner Advisory & Capital Group, LLC 2300 Main Street Suite 900 Kansas City, MO 64108 Tel: 816-945-7825 Mobile: 309-368-0083 E-mail: Bking@GlasRatner.com About Etcher Farms, Etcher Family Farms and Elmwood Farms Etcher Farms, Etcher Family Farms and Elmwood Farms are privately held companies in Lovilia, Iowa in the dairy farms business. The Debtors own a cropland and dairy complex located in Monroe County. The Debtors simultaneously filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Etcher Farms, Inc. (Bankr. S.D. Iowa Case No. 18-00554); Etcher Family Farms, LLC (Bankr. S.D. Iowa Case No. 18-00555); & Elmwood Farms, LLC (Bankr. S.D. Iowa Case No. 18-00556) on March 19, 2018. In the petitions signed by Scott Etcher, vice president and CEO, the Debtors disclosed $16,590,000 in assets & $10,000,000 in liabilities for Etcher Farms, Inc.; $7,230,000 in assets & $6,840,000 in liabilities for Etcher Family Farms; & $3,870,000 in assets and $4,670,000 in liabilities for Elmwood Farms, LLC. Jeffrey D Goetz, Esq. and Krystal R Mikkilineni, Esq., at Bradshaw, Fowler, Proctor & Fairgrave, P.C., serve as the Debtors' counsel. EV ENERGY: Case Summary & 30 Largest Unsecured Creditors -------------------------------------------------------- Affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- EV Energy Partners, L.P. (Leade Case) 18-10814 1001 Fannin, Suite 800 Houston, TX 77002 EV Energy Finance Corp. 18-10801 EnerVest Monroe Marketing, Ltd. 18-10802 EnerVest Monroe Gathering, Ltd. 18-10803 EnerVest Production Partners, Ltd. 18-10804 Belden & Blake, LLC 18-10806 EVPP GP, LLC 18-10807 CGAS Properties, L.P. 18-10808 EVCG GP, LLC 18-10809 EnerVest Mesa, LLC 18-10810 EV Properties, L.P. 18-10811 EV Properties GP, LLC 18-10813 EV Energy GP, L.P. 18-10815 EV Management, LLC 18-10816 Type of Business: EV Energy Partners, L.P. -- https://www.evenergypartners.com -- is a publicly traded, master limited partnership engaged in acquiring, producing and developing oil and natural gas properties. The Company is headquartered in Houston, Texas. Chapter 11 Petition Date: April 2, 2018 Court: United States Bankruptcy Court District of Delaware (Delaware) Judge: Hon. Christopher S. Sontchi Debtors' Local Bankruptcy Counsel: Laura Davis Jones, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor Wilmington, Delaware 19801 Tel: (302) 652-4100 Fax: (302) 652-4400 Email: ljones@pszjlaw.com Debtors' General Bankruptcy Counsel: Joshua A. Sussberg, P.C. Jeremy David Evans, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, New York 10022 Tel: (212) 446-4800 Fax: (212) 446-4900 Email: joshua.sussberg@kirkland.com jeremy.evans@kirkland.com - and - James H.M. Sprayregen, P.C. Brad Weiland, Esq. Travis M. Bayer, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 300 North LaSalle Chicago, Illinois 60654 Tel: (312) 862-2000 Fax: (312) 862-2200 Email: james.sprayregen@kirkland.com brad.weiland@kirkland.com travis.bayer@kirkland.com Debtors' Financial Advisor: PARELLA WEINBERG PARTNERS LP Debtors' Restructuring Advisor: Cade Kennedy DELOITTE & TOUCHE LLP 2200 Ross Ave., Suite 1600 Dallas, TX 75201 Tel: 214.840.7000 Fax: 214.840.7050 Web site: https://www2.deloitte.com/us/en.html Debtors' Notice, Claims & Balloting Agent and Administrative Advisor: PRIME CLERK LLC Web site: https://is.gd/D4hm4T Total Assets: $1,441,805,000 as of December 31, 2017 Total Debts: $813,793,000 as of December 31, 2017 The petitions were signed by Nicholas P. Bobrowski, vice president and chief financial officer. A full-text copy of EV Energy Partners' petition is available for free at http://bankrupt.com/misc/deb18-10814.pdf List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Delaware Trust Company 8.00% Senior $355,917,086 One Little Falls Centre Notes Due 2019 2711 Centerville Rd Suite 220 Wilmington, DE 19808 Tel: 877-374-6010 Ext. 63682 Fax: 302-636-8666 Email: bhancock@delawaretrust.com PricewaterhouseCoopers LLP Professional $370,000 2001 Ross Ave., Suite 1800 Services Dallas, TX 75201 Tel: 214-754-4535 Fax: 214-754-7991 Email: robert.baldwin@pwc.com Grant Thornton LLP Professional $285,348 33911 Treasury Center Services Chicago, IL 60694-3900 Tel: 832-476-3600 Fax: 713-655-8741 Email: adam.auble@us.gt.com Cawley Gillespie & Assoc. Inc. Professional $250,000 306 W 7th Suite 302 Services Fort Worth, TX 76102 Tel: 817-336-2461 Fax: 817-877-3728 Email: cgaweb@cgaus.com JP Morgan Chase Bank Heding $217,755 Email: angelena.gaerisch@jpmorgan.com Ernst & Young LLP Professional $210,000 Services Vorys Sater Seymour & Pease Professional $7,000 Services Toppan Vintage Inc. Professional $3,500 Services Opportune LLP Professional $2,228 Email: rwalker@opportune.com Services Husch Blackwell LLP Professional $66 Email: Services bret.chapman@huschblackwell.com Adparo LLC Trade Undetermined Antero Resources Appalachian Trade Undetermined Atchley Resources Inc. Trade Undetermined Basa Resources Inc. Trade Undetermined Blackbrush Karnes Properties LLC Trade Undetermined Bluestone Natural Resources II LLC Trade Undetermined Browning Oil Company Inc. Trade Undetermined Cermoil Inc. Trade Undetermined Cimarex Energy Co 774023 Trade Undetermined Citizen Energy II LLC Trade Undetermined ConocoPhillips Company Trade Undetermined Crawley Petroleum Corp. Trade Undetermined Crest Resources Inc. Trade Undetermined Cronus Exploration Co LLC Trade Undetermined Devon Energy Production Co LP Trade Undetermined Echo E&P LLC Trade Undetermined GeoSouthern Energy Co Trade Undetermined Impetro Operating LLC Trade Undetermined Indian Exploration Company LLC Trade Undetermined JMA Energy Company LLC Trade Undetermined EV ENERGY: FSIC Values $135,000 Loan at 51% of Face Value --------------------------------------------------------- FS Investment Corporation has marked its $265,000 in loans extended to privately held EV Energy Partners, L.P. to market at $135,000 or 51% of the outstanding amount, as of Dec. 31, 2017, according to a disclosure contained in a Form 10-K filing with the Securities and Exchange Commission for the fiscal year ended Dec. 31, 2017. FSIC owns a slice of Subordinated Debt extended to EV Energy that is scheduled to mature April 15, 2019. The loan charges interest at 8%. According to FSIC, the loan is on non-accrual status. FSIC also said the security or portion thereof is held within Race Street Funding LLC and is pledged as collateral supporting the amounts outstanding under the revolving credit facility with ING Capital LLC. As reported by the Troubled Company Reporter, EV Energy Partners, L.P. and its subsidiaries on March 13, 2018, entered into a restructuring support agreement with: -- certain holders of approximately 70% of its 8.0% senior notes due 2019; and -- lenders holding approximately 94% of the principal amount outstanding under the Company's reserve-based lending facility. The RSA was also signed by EnerVest, Ltd. and EnerVest Operating, L.L.C. as they will continue to provide services to the Company. The RSA contemplates a comprehensive restructuring of the Company's capital structure, to be implemented through a proposed pre-packaged plan of reorganization that will significantly deleverage the Company's balance sheet. The Company commenced solicitation of votes to accept or reject the Plan on March 14 and will file its prepackaged bankruptcy case in the United States Bankruptcy Court for the District of Delaware on or before April 8, 2018. Neither EnerVest nor EnerVest Operating is seeking Chapter 11 bankruptcy relief. Votes on the Plan must be received by Prime Clerk, LLC, the Company's voting agent, by March 30, unless the deadline is extended. The record date for voting has been set as March 12. Upon consummation, the restructuring would, among other things: -- Amend the Company's reserve-based lending facility; -- Eliminate more than $343 million of principal and accrued interest with respect to the Senior Notes, in exchange for 95% of the reorganized Company's equity as of the effective date of the Plan (subject to dilution by a management incentive plan and warrants for existing unit holders); -- Pay all supplier, service provider, customer, employee, royalty and working interest obligations in full in the ordinary course; and -- Provide the Company's existing unitholders with consideration in the form of 5% of the reorganized Company's equity (subject to dilution by a management incentive plan and warrants for existing unitholders) and 5-year warrants to acquire up to 8% of the equity in the reorganized Company. The Company's existing unitholders may be allocated taxable income and loss in connection with the restructuring, including cancellation of indebtedness income ("CODI"), if any, that could result from the court-supervised reorganization process. In general, CODI will be allocated to persons who are deemed to hold the units when the events giving rise to such CODI occur. The Company's existing unitholders are not eligible to vote on the Plan but are encouraged to refer to the RSA and the Disclosure Statement for additional information. Subject to Bankruptcy Court approval of the Plan and the satisfaction of certain conditions to the Plan and related transactions, the Company expects to consummate the Plan and emerge from chapter 11 before the end of the second quarter of 2018. There can be no assurances that the Plan will be approved or confirmed by the Bankruptcy Court, by that time, or at all. The RSA requires that: -- no later than 45 days after the Petition Date, the Bankruptcy Court shall have entered the Confirmation Order that has become a Final Order; and -- no later than 75 days after the Petition Date, the Debtors shall consummate the transactions contemplated by the Pre-Packaged Plan. The Debtors may extend a Milestone with the express prior written consent of the Required Consenting Noteholders and the Required Consenting RBL Lenders. Kirkland & Ellis LLP is acting as legal counsel and Perella Weinberg Partners LP is acting as financial advisor to the Company in connection with its restructuring efforts. Akin Gump Strauss Hauer & Feld LLP is acting as legal counsel, and Intrepid Partners LLC is acting as financial advisor to the noteholders party to the RSA. Simpson Thacher & Bartlett LLP is acting as legal counsel and RPA Advisors, LLC is acting as financial advisor to the lenders party to the RSA. A copy of the Restructuring Support Agreement and the Restructuring Term Sheet is available at https://is.gd/HeU7py A copy of the Disclosure Statement for the Debtors' Joint Pre-Packaged Plan of Reorganization is available at https://is.gd/HBCDXF A copy of the Omnibus Agreement Extension, dated March 8, 2018, by and between EnerVest, Ltd. and EV Energy GP, L.P., is available at https://is.gd/iW0BpI A copy of the Management Presentation of EVEP to Supporting Noteholders is available at https://is.gd/jpT6PI A copy of the Management Presentation of EVEP to Supporting Noteholders on 2018 Budget is available at https://is.gd/jjP00F The Consenting Noteholders are: * FINEPOINT CAPITAL PARTNERS I, LP * FINEPOINT CAPITAL PARTNERS II, LP * FSEP Term Funding LLC * Berwyn Funding LLC * Race Street Funding LLC * Cobbs Creek LLC * FS Investment Corporation III (FSIC III Advisor, LLC, its Investment Adviser) * BIWA FUND LIMITED * GRACECHURCH OPPORTUNITIES FUND LIMITED * CQS DIRECTIONAL OPPORTUNITIES MASTER FUND LIMITED * CQS AIGUILLE DU CHARDONNET MF S.C.A. SICAV-SIF * Phoenix Investment Adviser LLC as Investment Manager to JLP Credit Opportunity Master Fund Ltd. * Phoenix Investment Adviser LLC as Subinvestment Manager to Mercer QIF Fund PLC Mercer Investment Fund I * Phoenix Investment Adviser LLC, as Investment Subadviser to JLP Credit Opportunity IDF Series Interests of the Sali Multi-Series Fund LP * CROSS OCEAN USSS FUND I (A) LP, as a Noteholder * CROSS OCEAN USSS SIF I LP, as a Noteholder * Marret High Yield Hedge LP * Marret High Yield Fund * Marret Resource Corp. * Ontario Pension Board - Distressed Debt Mandate * Marret High Yield Bond Fund * CI income Fund - HH * Greystone High Yield Fund * Shell Canada 2007 Pension Plan * Concise Short Term High Yield Master Fund, SPC * The Saratoga Advantage Trust â€“ James Alpha High Income Portfolio â€“ Concise Capital * Mercer QIF Fund PLC â€“ Mercer Investment Fund I * Inversiones Rojo Rio SA * Concise Short Term High Yield Fund The Consenting RBL Lenders are: * JPMORGAN CHASE BANK, N.A. ("JPMC"), solely in respect of its Commercial Banking Corporate Client Banking & Specialized Industries unit ("CCBSI") and not any other unit, group, division or affiliate of JPMC and solely in respect of CCBSIâ€™s RBL Claims. For the avoidance of doubt, and notwithstanding anything to the contrary contained in this Agreement, this Agreement shall not apply to JPMC (other than with respect to Claims arising from the RBL Claims held by CCBSI) * Royal Bank of Canada * BANC OF AMERICA CREDIT PRODUCTS, INC. ("BACP"), solely in respect of its Global Credit and Special Situations Group and not any other unit, group, division or affiliate of BACP as a Consenting RBL Lender * Bank of America, N.A. * ZB, N.A. DBA AMEGY BANK * The Bank of Nova Scotia, * AG ENERGY FUNDING, LLC, * Canadian Imperial Bank of Commerce, New York Branch * Wells Fargo Bank, N.A., * CITIBANK, N.A. * ING CAPITAL LLC, * Compass Bank * COMERICA BANK * Frost Bank * REGIONS BANK About EV Energy Partners, L.P. Houston Texas-based EV Energy Partners, L.P. (NASDAQ: EVEP) -- http://www.evenergypartners.com/-- is a master limited partnership engaged in acquiring, producing and developing oil and natural gas properties. EV ENERGY: Reports $134,000,000 Net Loss in 2017 ------------------------------------------------ EV Energy Partners, L.P. disclosed financial data for the fiscal year ended December 31, 2017. The disclosure was made in a Form 10-K report filed with the Securities and Exchange Commission on April 2, the same day the Company and its affiliates sought Chapter 11 bankruptcy protection. EV Energy reported a net loss of $134,201,000 for 2017. The Company posted a net loss of $242,895,000 for 2016. The Company was last in the black in 2015, with net income of $21,333,000. The Company posted total revenues of $225,693,000 for 2017, from $184,894,000 for 2016 and $177,971,000 for 2015. As of Dec. 31, 2017, the Company had total assets of $1,441,805,000 against $653,956,000 in total current liabilities, asset retirement obligations of $158,793,000 and other long-term liabilities of $1,044,000. A copy of the Form 10-K Report is available at https://is.gd/3nBpfl About EV Energy Partners Houston, Texas-based EV Energy Partners, L.P. -- http://www.evenergypartners.com/-- is a master limited partnership engaged in acquiring, producing and developing oil and natural gas properties. EV Energy Partners, L.P., EV Energy GP, L.P., EV Management, LLC and certain of EVEP's wholly owned subsidiaries sought creditor protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10814) in the U.S. Bankruptcy Court for the District of Delaware on April 2, 2018. The cases are pending before the Honorable Christopher S. Sontchi, and the Debtors have requested that their cases be jointly administered. The Debtors filed together with their bankruptcy petitions a prepackaged plan of reorganization. EVERMILK LOGISTICS: Has Until April 11 to Solicit Plan Acceptance ----------------------------------------------------------------- The Hon. Jeffrey J. Graham of the U.S. Bankruptcy Court for the Southern District of Indiana has extended, at the behest of Evermilk Logistics LLC, the exclusive period during which the Debtor can solicit votes in connection with its Chapter 11 plan until April 11, 2018. As reported by the Troubled Company Reporter on March 5, 2018, the Debtor is in negotiations regarding the amended plan and disclosure statement, and a hearing was set for March 12, 2018. A copy of the court order is available at: http://bankrupt.com/misc/insb17-03613-157.pdf About Evermilk Logistics Evermilk Logistics LLC -- http://www.evermilklogistics.net/-- is a member-managed Indiana limited liability company wholly owned by Teunis Jan Willemsen. It operates a commercial milk hauling trucking business. Its principal place of business is at 6615 W. 500 N., Frankton, Indiana 46044. Evermilk hauls milk for local dairy farms that sell milk to Dairy Farmers of America. Evermilk has been taking milk to the Eastern and Central United States, and currently is picking up 20-25 tanker loads of milk each day. It currently employs more than 60 driver and administrative or maintenance personnel. Evermilk Logistics LLC filed a Chapter 11 petition (Bankr. S.D. Ind. Case No. 17-03613), on May 15, 2017. In the petition signed by Teunis Jan Willemsen, member, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. The case is assigned to Judge Jeffrey J. Graham. The Debtor is represented by Terry E. Hall, Esq., at Faegre Baker Daniels LLP. No trustee or examiner has been appointed, and no committee has yet been appointed or designated. EW SCRIPPS: Moody's Retains Ba3 CFR Amid Repricing Transaction -------------------------------------------------------------- Moody's Investors Service has assigned a Baa3 rating to the $299 million Senior Secured Term Loan B of Scripps (E.W.) Company (The) ("Scripps"). The rating action follows a repricing transaction which resulted in a step-down in pricing to LIBOR(L)+200 basis points (bps) from L+225 bps. The spread on the loan will step down further should total net leverage fall below 2.75 times. Aside from a minor technical change to the definition of working capital, all other terms and conditions are unchanged. The company's Ba3 Corporate Family Rating (CFR), Ba3-PD Probability of Default (PD) rating, and B1 Senior Unsecured rating also remain unchanged. The outlook is Stable. Scripps (E.W.) Company (The) $299 million Senior Secured Term Loan B, assigned Baa3 (LGD2) RATINGS RATIONALE Moody's views the transaction to be credit positive given the repricing and expected modest cash interest savings. Scripps' Ba3 CFR is supported by high-margin retransmission fees which represent over 35% of revenue, political revenues which provide significant lift to revenues and EBITDA during election cycles, and from its closely held family ownership. The company generates sufficient cash flow to provide cushion during down years and in good years, the flexibility to invest in core programming as well as new digital content and strategies. Scripps local news programming is also a source of strength, ranking #1 or #2 in some markets capturing 85% of the audience share, and has over 50% of its stations located in the top 50 DMA's. Balancing these attributes, the company's Ba3 rating is constrained by high leverage (near 5x as calculated by Moody's), above Moody's tolerance of 4.25x. The company's financial policy also tolerates shareholder distributions, including both dividends and share repurchases. In addition, Scripps is exposed to cyclical ad demand, competitive pressure with ad demand moving to digital and mobile platforms and lower-rated TV rankings spread across a range of market sizes. Combined, these dynamics have led to declining core ad revenue generated by the company's 33 owned and operated broadcast stations. There is growing pressure on the core business as the media ecosystem is being disrupted by new and existing streaming media service providers who are taking or threatening to take share away from the traditional pay TV distribution model. Scripps is further challenged by losses produced by its National Media business and retransmission contracts that are below market rate. Scripps' low-margin radio segment has also pressured profitability, though the company recently announced it plans to sell its 34 radio stations, which would help streamline the business and lower its cost structure. Should Scripps sell its radio assets and use the proceeds to repay debt, Scripps could deleverage more quickly. The Stable outlook reflects Moody's expectation that over the next 12-18 months, revenues will approach $1.2 billion, EBITDA margins will near 20% (Moody's adjusted), generating close to $240 million of EBITDA (Moody's adjusted). Free cash flow will be more than $100 million, available for repayment of debt, share repurchases and investments. Moody's expect pro forma leverage will be near 5.0x (Moody's adjusted), above Moody's 4.25x tolerance for the Ba3 rating, and interest coverage (Moody's adjusted) will be mid 3x. Moody's expect FCF/debt (Moody's adjusted) to range between 9%-10%. Moody's expect Scripps to maintain very good liquidity and assume there will be no material changes to financial policies, capital structure, market position, or the operating model. Headquartered in Cincinnati, OH and founded in 1878, Scripps (E.W.) Company (The) is one of the largest pure-play television broadcasters in the US based on domestic household coverage. Broadcasting operations consist of 33 television stations (15 ABC affiliates, 5 NBC, 2 FOX, and 2 CBS among other networks) in 24 markets, 34 radio stations (28 FM and 6 AM; roughly 10% of revenue) in eight markets, television show productions, and the Scripps Washington Bureau in Washington, D.C. The company's operations also include local and national digital journalism and information businesses, such as podcast provider Midroll Media and over-the-top news service Newsy. The company is publicly traded with the Scripps family controlling effectively all voting rights. The company generated revenues of approximately $865 million in 2017. FEDERAL-MOGUL LLC: Moody's Assigns Ba2 Rating on Amended Revolver ----------------------------------------------------------------- Moody's Investors Service assigned a Ba2 rating to Federal-Mogul LLC's new amended/extended senior secured revolving credit facility. The new facility upsizes the commitment to $625 million from $600 million and provides for enhanced borrowing base features. In a related action, reflecting Federal-Mogul's current corporate structure, Moody's reinstated a B2 Corporate Family Rating to Federal-Mogul LLC and withdrew the B2 Corporate Family Rating at Federal-Mogul Holdings LLC. The rating outlook is stable. Assignments: Issuer: Federal-Mogul LLC -- Senior Secured Bank Credit Facility, Assigned Ba2 (LGD1) Reinstatements: Issuer: Federal-Mogul LLC -- Probability of Default Rating, Reinstated to B2-PD -- Corporate Family Rating, Reinstated to B2 Outlook Actions: Issuer: Federal-Mogul Holdings LLC -- Outlook, Changed To No Outlook From Stable Issuer: Federal-Mogul LLC -- Outlook, Changed To Stable From No Outlook Withdrawals: Issuer: Federal-Mogul Holdings LLC -- Probability of Default Rating, Withdrawn , previously rated B2-PD -- Corporate Family Rating, Withdrawn , previously rated B2 The Ba2 (LGD1) rating on the existing senior secured asset based revolver due December 2018 will be withdrawn. RATINGS RATIONALE The new amended and extended revolving credit facility increases the committed amount of the facility to $625 million from $600 million and extends the maturity to February 2023 from December 2018. The new facility also refines the borrowing base calculation under the facility to enhance availability. The reinstatement of the B2 Corporate Family Rating repositions the rating to reflect the merger in 2017 of Federal-Mogul Holdings LLC with and into Federal-Mogul LLC with Federal-Mogul LLC surviving the merger. Future events that have potential to drive a higher rating include the continuation of positive operating trends resulting in EBITA/Interest coverage approaching 2.5x, and Debt/EBITDA leverage approaching 5.5x. Future events that have potential to drive Federal-Mogul's ratings lower include deterioration in automotive industry conditions without offsetting restructuring actions; or lower profitability resulting from market share losses, pricing pressure or material increases in raw materials costs that cannot be passed on to customers. Consideration for a lower rating could arise if any combination of these factors were to result in EBITA/Interest coverage approaching 1.0x or debt/EBITDA being sustained above 6.5x. Liquidity deterioration could also lead to a downgrade. The principal methodology used in these ratings was Global Automotive Supplier Industry published in June 2016. Federal-Mogul LLC, headquartered in Southfield, MI is a leading global supplier of products and services to the world's manufacturers and servicers of vehicles and equipment in the automotive, light, medium and heavy-duty commercial, marine, rail, aerospace, power generation and industrial markets. The company's products and services enable improved fuel economy, reduced emissions and enhanced vehicle safety. Federal-Mogul is controlled by affiliates of Icahn Enterprises L.P. Revenues in 2017 were $7.9 billion. FIRST RIVER: Activa, et al., Objects to Disclosure Statement ------------------------------------------------------------ Activa Resources, LLC, and several producers object to the approval of the disclosure statement explaining First River Energy, LLC's plan of liquidation complaining that the Disclosure Statement fails to provide "adequate information" for certain matters, including: a. The Disclosure Statement fails to provide information as to (1) the amount owed to the Lender, and (2) an accounting for how this amount was calculated; b. The Disclosure Statement, while revealing the issues surrounding payment of 11 U.S.C. Section 503(b)(9) claims (at p. 22), fails to disclose the projected amount of such claims. This issue is critical because, without the ability to pay such amounts on the Effective Date, the Debtor's Plan is unconfirmable. The Producers tell the Court that Disclosure Statement is problematic for at least two other reasons. First, the Disclosure Statement states that Scott Avila will be the initial Liquidating Trustee. The Producers believe that the creditors, not the Debtor, should designate the initial Trustee. Particularly given that the Debtor has no real stake in the Trust. Second, the Disclosure Statement describes a plan which may be unconfirmable over objection. Specifically, the Plan provides broad, impermissible releases of the Debtor's officers, directors, employees and other Debtor-related parties, as well as release of claims against the Lender. With respect to the Lender, the release includes a release by third parties, including creditors. The release of the Lender is impermissible under 11 U.S.C. Section 524(e), the Producers tell the Court. The Producers ask the Court to require the Debtor to modify the Disclosure Statement to add the information, provide for a process for the creditors to choose the initial Liquidating Trustee and, with respect to the Lender release, describe the limitations on the ability to do so. Dewbre Petroleum Corporation, Jerry Dewbre, Trustee for the State of Texas, Gulf Coast Gas Gathering, LLC, Magnum Engineering Company, Magnum Operating LLC, Magnum Producing, LP, Progas Operating, Inc., Rock Resources, Inc., Texron Operating, LLC, and Aurora Resources Corporation join in Activa, et al.'s objection to the Debtor's Proposed Disclosure Statement. Activa, et al., is represented by: William B. Kingman, Esq. LAW OFFICES OF WILLIAM B. KINGMAN, P.C. 3511 Broadway San Antonio, TX 78209 Tel: (210) 829-1199 Fax: (210) 821-1114 Email: bkingman@kingmanlaw.com Dewbre Petroleum is represented by: Patrick H. Autry, Esq. BRANSCOMB PC 711 Navarro Street, Suite 500 San Antonio, TX 78205 Tel: 210-598-5400 Fax: 210-598-5405 Email: pautry@branscombpc.com About First River Energy Based in San Antonio, Texas, First River Energy, LLC -- http://www.firstriverenergy.com/-- is engaged in the oil and gas extraction business. First River Energy filed a Chapter 11 petition (Bankr. D. Del. Case No. 18-10080) on January 12, 2018. In its petition signed by CEO Deborah Kryak, the Debtor estimated total assets and debt between $10 million and $50 million. On January 17, 2018, the case was transferred to the U.S. Bankruptcy Court for the Western District of Texas, San Antonio Division, and was assigned a new bankruptcy case number (Case No. 18-50085). Judge Craig A. Gargotta presides over the case. The Debtor hired Akerman LLP as its legal counsel; Chipman Brown Cicero & Cole, LLP as co-counsel; Armory Strategic Partners, LLC as financial advisor; Scott Avila of Armory Strategic as chief restructuring officer; and Donlin, Recano & Company, Inc., as claims and noticing agent. No official committee of unsecured creditors has been appointed in the case. FIRST RIVER: U.S. Specialty Insurance Objects to Plan Disclosures ----------------------------------------------------------------- U.S. Specialty Insurance Company objects to the approval of the disclosure statement for First River Energy, LLC's Chapter 11 plan of liquidation. The Bonding Company complains that the Debtor's Disclosure Statement does not directly mention the Bonds or describe how the Liquidating Trust intends to satisfy the continuing, post-petition obligations associated with the Bonds and the Debtor's property that the Liquidating Trust will acquire. The lack of information about the Bonds' proposed treatment under the Plan concerns the Bonding Company for several reasons. To address these matters, the Bonding Company asks that the Debtor provide additional disclosures in the Disclosure Statement and the Plan explaining how the Debtor intends to treat the Bonds and their attendant indemnification obligations upon confirmation of the Plan. U.S. Specialty Insurance Company is represented by: W. Steven Bryant, Esq. LOCKE LORD LLP 600 Congress Avenue, Ste. 2200 Austin, TX 78701 Tel: (512) 305-4726 Fax: (512) 305-4800 Email: sbryant@lockelord.com -- and -- Philip G. Eisenberg, Esq. LOCKE LORD LLP 600 Travis Street, Suite 2800 Houston, TX 77002 Tel: (713) 226-1489 Fax: (713) 229-2536 Email: peisenberg@lockelord.com About First River Energy Based in San Antonio, Texas, First River Energy, LLC -- http://www.firstriverenergy.com/-- is engaged in the oil and gas extraction business. First River Energy filed a Chapter 11 petition (Bankr. D. Del. Case No. 18-10080) on January 12, 2018. In its petition signed by CEO Deborah Kryak, the Debtor estimated total assets and debt between $10 million and $50 million. On January 17, 2018, the case was transferred to the U.S. Bankruptcy Court for the Western District of Texas, San Antonio Division, and was assigned a new bankruptcy case number (Case No. 18-50085). Judge Craig A. Gargotta presides over the case. The Debtor hired Akerman LLP as its legal counsel; Chipman Brown Cicero & Cole, LLP as co-counsel; Armory Strategic Partners, LLC as financial advisor; Scott Avila of Armory Strategic as chief restructuring officer; and Donlin, Recano & Company, Inc., as claims and noticing agent. No official committee of unsecured creditors has been appointed in the case. FREESEAS INC: LG Capital Reports 9.76% Stake -------------------------------------------- In a Schedule 13G/A filed with the Securities and Exchange Commission, LG Capital Funding, LLC disclosed that as of March 20, 2018, it beneficially owns 176,303 shares of common stock (consisting of Common Stock that the reporting person has the right to acquire by way of conversion of a security) of FreeSeas, Inc., constituting 9.761% based on the total of 1,806,175 outstanding shares of Common Stock. A full-text copy of the regulatory filing is available for free at https://is.gd/T6SVDJ About FreeSeas Inc. FreeSeas Inc. -- http://www.freeseas.gr/-- is a Marshall Islands corporation with principal offices in Athens, Greece. FreeSeas is engaged in the transportation of drybulk cargoes through the ownership and operation of drybulk carriers. FreeSeas' common stock trades on the OTCPK under the symbol "FREEF". Freeseas reported a net loss of US$20.51 million on US$506,000 of operating revenues for the year ended Dec. 31, 2016, compared to a net loss of US$52.94 million on US$2.30 million of operating revenues for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Freeseas had US$2.93 million in total assets, US$36.52 million in total liabilities and a total shareholders' deficit of US$33.59 million. Fruci & Associates II, PLLC, in Spokane, Washington, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2016, noting that the Company has been unable to obtain ongoing sources of revenue sufficient to cover cost of operations and scheduled debt repayments. Additionally, the Company has not made scheduled payments and is in violation of debt covenants associated with its bank loan, and per the loan agreement, this violation may result in acceleration of outstanding indebtedness, which would require the Company to obtain significant additional financing in order to meet obligations under the loan agreement. These factors raise substantial doubt about its ability to continue as a going concern. GEM HOSPITALITY: Seeks to Hire CBIZ MHM, Appoint CRO ---------------------------------------------------- GEM Hospitality, LLC, seeks approval from the U.S. Bankruptcy Court for the Central District of Illinois to hire CBIZ MHM, LLC and appoint Jeffrey Varsalone, the firm's managing director, as chief restructuring officer. Mr. Varsalone and his firm will provide crisis management and restructuring services, which include assisting the company and its affiliates in managing short-term liquidity; evaluating strategic alternatives; participating in negotiations; and assisting the Debtors in preparing financial projections. Mr. Varsalone has agreed to reduce his hourly rate from $605 to $500. The customary hourly rates for the other CBIZ personnel who will be providing the services range from $195 to $500. Mr. Varsalone disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. CBIZ MHM can be reached through: Jeffrey Varsalone CBIZ MHM, LLC 500 Boylston Street, 4th Floor Boston, MA 02116 Phone: 212-790-5876 / 617-761-0600 Email: jvarsalone@cbiz.com About GEM Hospitality GEM Hospitality, LLC, and its affiliates are privately-held companies in Peoria, Illinois, engaged in activities related to real estate. The Debtors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Ill. Lead Case No. 18-80361) on March 17, 2018. In the petition signed by Jeffrey T. Varsalone, chief restructuring officer, the Debtors disclosed that they had estimated assets and liabilities of $50 million to $100 million. Judge Thomas L. Perkins presides over the cases. GEM HOSPITALITY: Taps Sugar Felsenthal as Legal Counsel ------------------------------------------------------- GEM Hospitality, LLC, seeks approval from the U.S. Bankruptcy Court for the Central District of Illinois to hire Sugar Felsenthal Grais & Helsinger LLP as its legal counsel. The firm will advise the company and its affiliates regarding their duties under the Bankruptcy Code; negotiate with creditors; assist in the sale of their assets; prepare a bankruptcy plan; and provide other legal services related to their Chapter 11 cases. The firm's hourly rates range from $375 to $725 for attorneys and from $235 to $285 for paralegals. The personnel likely to handle the Debtors' cases and their standard hourly rates are: Jonathan Friedland Senior Partner $600 Mark Melickian Partner $725 Elizabeth Vandesteeg Partner $675 John O'Connor Associate $465 David Madden Counsel $410 Jeffrey Goldberg Associate $295 Jeffrey Demma Paralegal $275 Sugar Felsenthal received $195,000 from Gary Matthews' brother as a retainer. Mr. Matthews is the manager of each of the Debtors. Jonathan Friedland, Esq., a partner at Sugar Felsenthal, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Sugar Felsenthal can be reached through: Jonathan P. Friedland, Esq. Sugar Felsenthal Grais & Helsinger LLP 30 N. LaSalle Street, Suite 3000 Chicago, IL 60602 Office: (312) 704-9400 Direct: (312) 704-2770 Fax: (312) 372-7951 Email: jfriedland@sfgh.com About GEM Hospitality GEM Hospitality, LLC, and its affiliates are privately-held companies in Peoria, Illinois, engaged in activities related to real estate. The Debtors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Ill. Lead Case No. 18-80361) on March 17, 2018. In the petition signed by Jeffrey T. Varsalone, chief restructuring officer, the Debtors estimated assets and liabilities of $50 million to $100 million. Judge Thomas L. Perkins presides over the cases. GETTY IMAGES: Bank Debt Trades at 3.95% Off ------------------------------------------- Participations in a syndicated loan under which Getty Images Inc. is a borrower traded in the secondary market at 96.05 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 0.57 percentage points from the previous week. Getty Images pays 350 basis points above LIBOR to borrow under the $1.9 million facility. The bank loan matures on October 3, 2019. Moody's rates the loan 'B3' and Standard & Poor's gave a 'CCC' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. GLASGOW EQUIPMENT: Taps Abraham Accounting as Bookkeepers --------------------------------------------------------- Glasgow Equipment Service, Inc., seeks authority from the U.S. Bankruptcy Court for the Southern District of Florida, West Palm Division, to hire Aneliese Abraham and the firm Abraham Accounting Company as the Debtor's bookkeeper to handle the Debtor's internal bookkeeping needs, including bank reconciliation, sales tax payments, and internal financial reporting for matters such as payroll and insurance. Ms. Abraham and AAC have has agreed to perform the foregoing bookkeeping services for an hourly rate of $75. Aneliese Abraham, principal of Abraham Accounting Company, attests that she and AAC are each a "disinterested person," as such term is defined in Sec. 101(14) of the Bankruptcy Code. The firm can be reached through: Aneliese Abraham Abraham Accounting Company 1798 Isabel Road Boca Raton, FL 33486 Phone: (561) 289-3051 About Glasgow Equipment Service Glasgow Equipment Service, Inc. -- http://www.glasgowequipment.com/ -- is a pollutant storage systems contractor serving the petroleum equipment needs of South Florida by offering design, installation and servicing of fuel storage and dispensing systems. The Company is an all-inclusive fuel storage tank and fuel dispenser supplier with the ability to provide service, retail sales, repair parts, above ground tank installation, underground tank installation, technician training, maintenance and support aviation fuel systems and storage. The Company is headquartered in West Palm Beach, Florida. Glasgow Equipment Service, based in West Palm Beach, FL, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-11712) on Feb. 14, 2018. In the petition signed by Peter H. Ward, president, the Debtor disclosed $3 million in assets and $2.63 million in liabilities. The Hon. Paul G. Hyman, Jr., presides over the case. Philip J. Landau, Esq., at Shraiberg Landau & Page, P.A., serves as bankruptcy counsel. GREYSTAR REAL ESTATE: Moody's Hikes CFR to B1; Outlook Stable ------------------------------------------------------------- Moody's Investors Service has upgraded Greystar Real Estate Partners, LLC's corporate family rating to B1 from B2 and its senior secured notes rating to B1 from B2. The rating outlook was revised to stable from positive. The ratings upgrade reflects substantial growth in Greystar's recurring revenue streams over the past two years, especially within its property management and investment management segments while maintaining solid credit metrics. The following ratings were upgraded: Issuer: Greystar Real Estate Partners, LLC Corporate family rating to B1 from B2 Senior secured notes due 2025 to B1 from B2 RATINGS RATIONALE Greystar's B1 rating reflects the strength and stability of its US property management segment and growing stable fee streams from its investment management segment. In particular, Greystar Growth & Income Fund, the company's first perpetual life fund, is expected to generate meaningful earnings growth for the investment management segment over the next 12 months. Since 2015 Greystar's trailing twelve month revenue has grown by 38% to $495 million as of December 31, 2017. Debt/recurring EBITDA has increased from historical levels (5.0x as of December 31, 2017) as a result of the company's November 2017 issuance of new senior secured notes, however Moody's expect leverage to fall closer to 4.0x over the next 18 months as excess proceeds from the issuance are used for opportunistic sponsor equity investments. Near-term debt maturities are manageable with less than $15 million of principal amortizations coming due over the next five years. Greystar's rating is constrained by the concentration in one sector, multifamily. Moreover, while Greystar has historically maintained high renewal rates of approximately 70% in the property management segment, the property management agreements have one-year terms that are cancelable with 30 days' notice. Also, Greystar's development/construction business remains a concern, as Moody's are in the latter stages of the current real estate cycle and apartment supply is at a peak. Despite the fact that Greystar's pipeline of projects is diversified geographically and is in various stages of development, construction and lease-up risk remains. The stable ratings outlook reflects Moody's expectation of continued steady growth in recurring revenues while at a minimum maintaining leverage metrics at current levels (5x as of YE 2017). A ratings upgrade would be predicated on continued profitable growth in stable fee streams, with total annual revenues approaching $1.5 billion, maintenance of debt/recurring EBITDA below 4x, maintenance of interest coverage above 4x, maintenance of RCF/Net Debt above 15% and improved geographic and business line diversification. A downgrade would result should the company experience any significant missteps in the execution of the construction and the sale of ongoing development projects resulting in a 10% or more reduction in total company revenues. Downward ratings pressure would also reflect the loss of key business relationships resulting in reduction in its average property management retention rate to below 70%. Finally, deterioration in Greystar's credit profile such that debt/recurring EBITDA increases to 5.5x or higher or interest coverage falls below 3x on a sustained basis would also result in negative ratings pressure. Greystar Real Estate Partners, LLC is a private real estate service provider specializing in the multifamily sector. The company provides property management, investment management and development and construction services mainly to private investors such as pension funds, private equity groups, financial institutions and lenders in possession. Greystar is headquartered in Charleston, South Carolina, USA, and approximately 12,200 employees in over 153 markets in the US, UK, Europe and Latin America. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. GULFMARK OFFSHORE: Reports Improving Utilization & Revenue for Q4 ----------------------------------------------------------------- GulfMark Offshore, Inc. announced its results of operations for the three month period ended Dec. 31, 2017. Recent highlights include: * Successfully reorganized, converted $429 million of debt into equity and raised $125 million of new equity * Strong balance sheet with sufficient cash and borrowing capacity * Number one market position in the U.K. North Sea segment, which is leading the global OSV recovery * Highest global utilization since Q4 2015 * Highest Americas utilization since Q3 2015 * 16 percentage point sequential quarterly increase in Southeast Asia utilization * 10 percentage point sequential quarterly increase in Americas utilization * Lowest G&A run rate in over 10 years; owned vessel count up approximately 40% during same period * G&A run rate down to $25 million per year and continuing to decrease * No remaining contracted capital obligations * New investor-focused board * Significant asset appreciation opportunity with appraised fleet value of approximately $600 million and an original construction cost of approximately $1.7 billion Quintin Kneen, president and CEO, commented, "We are proud to report that the turnaround of GulfMark has progressed successfully, and we are now in an excellent position to capitalize on the ultimate recovery in the offshore vessel market. Our market leading position in the U.K. sector of the North Sea; our young, technologically advanced vessels; our strong balance sheet and our improving operational performance put us in position to achieve our goal of a cash flow positive run rate by the end of 2018. "Our significant exposure to the recovery-leading North Sea market is proving advantageous. Tendering activity for vessels is up substantially in the North Sea. High-end day rates for premium tonnage in the upcoming summer are approaching $17,000 per day. This means average term rates for 2018 should be well above the 2017 full-year average term rate of approximately $8,000 per day. Our marketed utilization in the North Sea remains well over 90%, and we are very optimistic about activity levels continuing their pattern of year-over-year increases in 2018. The North Sea has recovered to the point where we are seeing the typical calendar year seasonality, and our expectation is that we will see the strongest second and third quarters in years. "Our post-restructuring balance sheet positions us as one of the lowest net-debt offshore vessel companies in the world. We are confident that our existing liquidity, comfortable covenant requirements and improving cash flow from operations provide strong liquidity to provide GulfMark with one of the best competitive positions in the offshore support vessel industry.” Kneen continued, "Returning to sustainable, positive cash flow is key to every member of the GulfMark team. As shown in the tables to this press release, we were EBITDA positive for the stub period since emerging from our restructuring through the end of the year, and that was before implementing additional measures to improve cash flow. "In 2018, we have already taken actions to lower our cost structure further while better positioning Gulfmark to capitalize on improving market conditions. Our general and administrative expense for 2017 was $35.8 million. We currently estimate our general and administrative expenses will be under $25.5 million in 2018. This reduction in G&A expense is enabled by our world class information systems. It is part of an overall streamlining of our operations which is also making GulfMark more efficient and better positioned both to be patient and to capitalize on improving market conditions. "The significant improvement in tendering activity, utilization and days worked in Southeast Asia and the Americas during the fourth quarter tells us these regions are matching the early pattern of the recovery that we have already seen in the North Sea. As such, we anticipate strengthening day rates and utilization in 2018 throughout the Company." "I continue to be amazed at what our employees achieved, while maintaining a positive, can-do attitude throughout the restructuring and industry downturn. Their focus on operational excellence and safety remains steadfast, and my sincere thanks goes out to all of our employees worldwide for their dedication to GulfMark." The Company emerged from Chapter 11 bankruptcy on Nov. 14, 2017, at which time it adopted fresh start accounting in accordance with applicable accounting and reporting regulations. This resulted in the Company becoming a new entity for financial reporting purposes on Nov. 15, 2017. As of Dec. 31, 2017, Gulfmark had $472.3 million in total assets, $147.8 million in total liabilities and $324.5 million in total stockholders' equity. A full-text copy of the press release is available for free at: https://is.gd/Rt5x3w About Gulfmark GulfMark Offshore, Inc. -- http://www.gulfmark.com/-- provides marine transportation services to the energy industry through a fleet of offshore support vessels serving major offshore energy markets in the world. GulfMark sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 17-11125) on May 17, 2017. In the petition signed by Quintin V. Kneen, president and CEO, the Debtor disclosed $1.07 billion in assets and $737.1 million in liabilities as of March 31, 2017. GulfMark hired Richards, Layton & Finger, P.A. and Weil, Gotshal & Manges LLP as legal counsel; Blank Rome LLP as corporate counsel; Alvarez & Marsal North America LLC as financial advisor; Evercore Group LLC as investment banker; Ernst & Young LLP as restructuring consultant; KPMG US LLP as auditor and tax consultant; and Prime Clerk LLC as claims, noticing & solicitation agent. * * * This concludes the Troubled Company Reporter's coverage of GulfMark Offshore until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. HARTFORD LIFE: Moody's Still Reviews Ba3 Debt Rating for Downgrade ------------------------------------------------------------------ Moody's Investors Service continues to review for downgrade the Ba3 debt rating of Hartford Life, Inc. (HLI), as well as the Baa3 insurance financial strength ratings of Hartford Life Insurance Company and Hartford Life & Annuity Insurance Company, collectively referred to as Talcott. The review for downgrade was initiated on December 4, 2017, following the announcement by The Hartford Financial Services Group, Inc. (senior debt Baa2 review for upgrade) of its plan to sell the Talcott entities to a group of investors including Cornell Capital LLC, Atlas Merchant Capital LLC, TRB Advisors LP, Global Atlantic Financial Group, Pine Brook and J. Safra Group. The sale is expected to close in the first half of 2018. RATINGS RATIONALE The ongoing review primarily reflects concerns regarding the run-off life and annuity operation's future capitalization and financial flexibility as a result of its new ownership. As part of the transaction, certain fixed annuities and structured settlements will be reinsured to Commonwealth Annuity and Life Insurance Company (IFS A3 stable), a subsidiary of Global Atlantic Financial Life Limited (issuer rating Baa3 stable), which should mitigate some of the interest rate risk on the spread business. Talcott has strong asset quality, prudent risk management, and good recent earnings. However, it has significant exposure to earnings and capital volatility and must manage capital requirements that are sensitive to policyholder behavior, equity market returns, and interest rates. RATING DRIVERS Given the ratings are under review for downgrade, an upgrade is unlikely. Factors that could lead to a downgrade include: material increase in volatility of total statutory capital, or unanticipated decline in total statutory capital by 20% over a short period of time; unanticipated regulatory capital volatility and/or RBC ratio levels (company action level) fall below 350%; financial leverage above 25%. A termination of the planned transaction, with no material change to HLI and Talcott's current financial profile, would most likely result in a confirmation of the current ratings with a stable outlook. Hartford Life Insurance Company, a subsidiary of Hartford Life, Inc., reported a statutory net gain of $1.2 billion in 2017. As of December 31, 2017, Hartford Life Insurance Company reported statutory assets of $109.4 billion and statutory capital and surplus of $3.6 billion. The principal methodology used in these ratings/analysis was Global Life Insurers published in April 2016. HELDRICH CENTER: Moody's Cuts Rating on Unsec. Bonds to Caa2 ------------------------------------------------------------ Moody's Investors Service downgraded the rating to Caa2 from Caa1 for Middlesex County Improvement Authority, NJ's Heldrich Center Hotel Project Series 2005A bonds. The rating outlook remains negative. Downgrades: Issuer: Middlesex County Improvement Authority, NJ -- Senior Unsecured Revenue Bonds, Downgraded to Caa2 from Caa1 The outlook remains negative. RATINGS RATIONALE The rating downgraded to Caa2 from Caa1 on Series 2005A is based on weak operating and financial performance in fiscal year 2016 and 2017. Per preliminary 2017 results, debt service on the senior bonds was made without a draw on the senior debt service reserve but cash flows were supplemented by a refund due to debt service savings on a refunding and two deferred charges, adding up to approximately $600K. Excluding these deferments, the project would have funded this deficit of about $600K by dipping into the cash funded Senior DSRF of $2 million. Like in prior years, the DSCR covenant was violated and the senior debt is in technical default. Moody's believe that the senior DSRF provides the project sufficient funding to meet debt service for the next few fiscal years. All other debt is in default and debt service is not being paid on it. The Caa2 rating on Middlesex County Improvement Authority, NJ's Heldrich Center Hotel Project Series 2005A reflects chronically weak operating and financial performance of the hotel, narrow cash balances, and the continued deferment of management fees to improve internal cash flow, as the project has already exhausted its furniture, fixtures and equipment reserve. The rating recognizes the existence of a cash-funded 12 month debt service reserve fund which can serve to delay a senior debt service default. Based on fiscal 2017 financial performance and Moody's belief that near-term future financial performance is likely to mirror these results, the likelihood of the project needing to draw on the senior debt service reserve fund of about $2 million cash has increased. Improved performance in the first two months of fiscal 2018 is indicative that debt service reserve draws will be small to moderate. An important rating consideration for the senior bonds is the acknowledgment that the subordinate bonds and junior lien bondholders, which collectively aggregate almost 75% of the total debt at year-end 2016 continue to not receive debt service payments with such amounts being deferred. However subordinate or junior lien bondholders cannot trigger a default on the senior lien bonds when cash flows are not sufficient to cover subordinate or junior lien debt service. This feature provides protection to the senior bondholders from a default and recovery perspective. OUTLOOK The rating outlook remains negative based on the hotel project's financial performance which suggests that internal unrestricted cash plus cash flows from operations may not be sufficient to cover the senior debt service during the next twelve months, resulting in the need for the project to draw from the senior debt service reserve fund to fill the shortfall between senior debt service and cash flows. FACTORS THAT COULD LEAD TO AN UPGRADE * In light of the negative outlook and the prospects for the project, a positive rating action is not likely in the near-term * The rating could be stabilized if operating and financial performance improved to a level that enabled the project to satisfy senior debt service from internal sources and allowed for cash balances to grow on a year-over-year basis. FACTORS THAT COULD LEAD TO A DOWNGRADE * An actual draw on the senior debt service reserve fund, which would increase the probability of a debt restructuring or default * Increase in expected loss for senior debt holders under a default The principal methodology used in these ratings was Generic Project Finance Methodology published in December 2010. PROFILE The project is a hotel/conference center that consists of a 235 guest room and suite hotel, a full service restaurant and lounge, a 500 seat ballroom, ground floor retail space, and a 50,000 square foot conference center and 30,000 square foot office and instructional space, which is leased by The Bloustein School of Planning and Public Policy and The John J. Heldrich Center for Workforce Development of Rutgers, The State University (rated Aa3, negative outlook). The project primarily serves the business meeting market, representing numerous large corporations and corporate headquarters located in the corridor from New York to Philadelphia. HELIX TCS: Posts $10.6 Million Net Loss in 2017 ----------------------------------------------- Helix TCS, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $10.59 million on $4.02 million of revenue for the year ended Dec. 31, 2017, compared to a a net loss of $7.25 million on $2.12 million of revenue for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Helix TCS had $5.41 million in total assets, $5.35 million in total liabilities and $61,262 in total shareholders' equity. BF Borgers CPA PC, Lakewood, Colorado, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2017, stating that the Company has suffered recurring losses from operations and has a significant accumulated deficit. In addition, the Company continues to experience negative cash flows from operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company believes that its available cash balance as of March 28, 2018, will not be sufficient to fund its anticipated level of operations for at least the next 12 months. The Company believes that its ability to continue operations depends on its ability to sustain and grow revenue and results of operations as well as its ability to access capital markets when necessary to accomplish the Company's strategic objectives. The Company believes that it will continue to incur losses for the immediate future. The Company expects to finance future cash needs from the results of operations and, depending on the results of operations, the Company may need additional equity or debt financing until the Company can achieve profitability and positive cash flows from operating activities, if ever. At Dec. 31, 2017, the Company had a working capital deficit of approximately $3,777,892, as compared to working capital deficit of approximately $794,192 at Dec. 31, 2016. The decrease of $2,983,700 in the Company's working capital from Dec. 31, 2016 to Dec. 31, 2017 was primarily the result of an obligation to issue warrants that arose in 2017, an increase in the fair value of convertible notes held by the Company and an increase in accounts payable, partially offset by an increase in cash and accounts receivable, net. A full-text copy of the Form 10-K is available for free at: https://is.gd/BEqRS8 About Helix TCS Helix TCS, Inc. provides technology, compliance, and security solutions to the legal cannabis industry. As a security industry based in Denver, Colorado, the Company plans to expand its operations to serve additional legalized U.S. states as cannabis sale regulations are implemented. IHEARTMEDIA INC: Taps Moelis & Company as Investment Banker ----------------------------------------------------------- iHeartMedia, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Moelis & Company LLC as its investment banker and financial advisor. The firm will assist the company and its affiliates in analyzing and in negotiating any potential restructuring or capital transaction; advise the Debtors on the terms of securities they offer in any potential capital transaction; assist in the preparation of information memorandum for a potential capital transaction; assist in contacting potential acquirers or purchasers of a capital transaction; and provide other financial advisory and investment banking services. Moelis will be paid a fee of $250,000 per month whether or not a restructuring or capital transaction occurs. At the closing of a restructuring, the firm will be paid a fee of $30 million. An amount equal to 50% of the aggregate monthly fees for the period beginning as of March 14, 2018, and continuing until the closing of a restructuring should be offset against the restructuring fee, subject to a maximum credit of 12 months. If a capital transaction occurs, Moelis will receive a non-refundable cash fee of (i) 0.75% of the aggregate gross amount of secured debt obligations and other interests raised in the capital transaction; (ii) 1.25% of the aggregate gross amount of unsecured debt obligations and other interests raised in the capital transaction; (iii) 1.50% of the aggregate gross amount or face value of capital raised in the capital transaction as equity, equity-linked interests, options, warrants or other rights to acquire equity interests. The maximum aggregate fees payable to Moelis in connection with capital transactions contemplated and consummated pursuant to a confirmed plan will be $35 million. Adam Keil, managing director of Moelis, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Moelis can be reached through: Adam Keil Moelis & Company LLC 339 Park Avenue, 5th Floor New York, NY 10022 Tel: 212-883-3800 / 212-883-3829 Fax: 212-880-4260 Email: adam.keil@moelis.com 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 operates 849 radio stations. The Company's outdoor business reaches over 34 countries across five continents. To implement a balance sheet restructuring, iHeartMedia and 38 of its subsidiaries, including iHeartCommunications, Inc., filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 18-31274) on March 14, 2018. The cases are pending before the Honorable Marvin Isgur, and the Debtors have requested joint administration of the cases. Clear Channel Outdoor Holdings, Inc. and its subsidiaries did not commence Chapter 11 proceedings. 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. Kirkland & Ellis LLP is serving as legal counsel to iHeartMedia, Moelis & Company is serving as the Company's investment banker, and Alvarez & Marsal is serving as the Company's financial advisor. Prime Clerk LLC is the claims agent and maintains the Web site https://cases.primeclerk.com/iHeartMedia Other Professionals The 2021 Noteholder Group is represented by Gibson Dunn & Crutcher LLP and Quinn Emanuel Urquhart & Sullivan, LLP as co-counsel; and GLC Advisors & Co. as financial advisor. The ad hoc group of Term Loan Lenders is represented by Arnold & Porter Kaye Scholer LLP as counsel; and Ducera Partners as financial advisor. The Legacy Noteholder Group is represented by White & Case LLP as counsel. The Debtors' equity sponsors are represented by Weil, Gotshal & Manges LLP as counsel. IHEARTMEDIA INC: Taps Perella Weinberg as Investment Banker ----------------------------------------------------------- iHeartMedia, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Perella Weinberg Partners LP. The firm will serve as investment banker and financial advisor in connection with conflicts of interest for the company, iHeartCommunications Inc. and iHeartMedia Capital I, LLC that may arise in their Chapter 11 cases. The firm will provide the services at the direction of the Debtors' directors Frederic Brace and Charles Cremens. Perella will be paid a non-refundable cash fee of $225,000 per month and an additional fee of $5 million, payable upon the consummation of a restructuring. Fifty percent of the monthly fees for January 1 to December 31, 2018 will be credited against the restructuring fee, and 75% of any monthly fee starting with January 1, 2019 and thereafter will be credited against the restructuring fee. Bruce Mendelsohn, a partner at Perella, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Perella can be reached through: Bruce Mendelsohn Perella Weinberg Partners LP 767 Fifth Avenue New York, NY 10153 Tel: 212.287.3200 Fax: 212.287.3201 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 operates 849 radio stations. The Company's outdoor business reaches over 34 countries across five continents. To implement a balance sheet restructuring, iHeartMedia and 38 of its subsidiaries, including iHeartCommunications, Inc., filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 18-31274) on March 14, 2018. The cases are pending before the Honorable Marvin Isgur, and the Debtors have requested joint administration of the cases. Clear Channel Outdoor Holdings, Inc. and its subsidiaries did not commence Chapter 11 proceedings. 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. Kirkland & Ellis LLP is serving as legal counsel to iHeartMedia, Moelis & Company is serving as the Company's investment banker, and Alvarez & Marsal is serving as the Company's financial advisor. Prime Clerk LLC is the claims agent and maintains the Web site https://cases.primeclerk.com/iHeartMedia Other Professionals The 2021 Noteholder Group is represented by Gibson Dunn & Crutcher LLP and Quinn Emanuel Urquhart & Sullivan, LLP as co-counsel; and GLC Advisors & Co. as financial advisor. The ad hoc group of Term Loan Lenders is represented by Arnold & Porter Kaye Scholer LLP as counsel; and Ducera Partners as financial advisor. The Legacy Noteholder Group is represented by White & Case LLP as counsel. The Debtors' equity sponsors are represented by Weil, Gotshal & Manges LLP as counsel. IHEARTMEDIA INC: Taps PwC as Tax and Accounting Advisor ------------------------------------------------------- iHeartMedia, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire PricewaterhouseCoopers LLP as its tax and accounting advisor. The firm will provide tax consulting services related to the development of potential business restructuring alternatives; internal audit services; and financial and accounting advisory services related to the Chapter 11 cases of the company and its affiliates. PwC will charge the Debtors these hourly rates for its tax restructuring services: Partner $725 - $885 Managing Director $670 - $750 Director $510 - $700 Manager $390 - $550 Senior Associate $350 Associate $275 The firm's hourly rates for financial and accounting advisory services are: Bankruptcy Bankruptcy Financial Services Accounting Services ------------------ ------------------- Partner $800 - $850 $855 - $994 Managing Director $800 - $850 $855 - $994 Director $625 - $725 $807 Senior Manager $625 - $725 $807 Manager $575 $628 Staff $350 - $475 $450 - $599 Administrative $149 $149 Meanwhile, the fees for the internal audit services will be approximately $1.6 million, excluding out-of-pocket expenses. PwC received a pre-bankruptcy retainer in the sum of $240,000. The Debtors paid the firm $1,724,429 in the 90 days prior to the petition date. Gregory Peterson, a partner at PwC, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. PwC can be reached through: Gregory J. Peterson PricewaterhouseCoopers LLP 90 Park Avenue New York, NY 10016 Telephone: [1] (646) 818-6000 Telecopier: [1] (646) 818-6001 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 operates 849 radio stations. The Company's outdoor business reaches over 34 countries across five continents. To implement a balance sheet restructuring, iHeartMedia and 38 of its subsidiaries, including iHeartCommunications, Inc., filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 18-31274) on March 14, 2018. The cases are pending before the Honorable Marvin Isgur, and the Debtors have requested joint administration of the cases. Clear Channel Outdoor Holdings, Inc. and its subsidiaries did not commence Chapter 11 proceedings. 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. Kirkland & Ellis LLP is serving as legal counsel to iHeartMedia, Moelis & Company is serving as the Company's investment banker, and Alvarez & Marsal is serving as the Company's financial advisor. Prime Clerk LLC is the claims agent and maintains the Web site https://cases.primeclerk.com/iHeartMedia Other Professionals The 2021 Noteholder Group is represented by Gibson Dunn & Crutcher LLP and Quinn Emanuel Urquhart & Sullivan, LLP as co-counsel; and GLC Advisors & Co. as financial advisor. The ad hoc group of Term Loan Lenders is represented by Arnold & Porter Kaye Scholer LLP as counsel; and Ducera Partners as financial advisor. The Legacy Noteholder Group is represented by White & Case LLP as counsel. The Debtors' equity sponsors are represented by Weil, Gotshal & Manges LLP as counsel. ILLINOIS STAR: Has Until May 2 to File Plan of Reorganization ------------------------------------------------------------- The Hon. Laura K. Grandy of the U.S. Bankruptcy Court for the Southern District of Illinois has extended, at the behest of Illinois Star Centre, LLC, the exclusive periods during which only the Debtor can file a plan of reorganization and solicit acceptance of the plan through and including May 2, 2018, and Aug. 2, 2018, respectively. As reported by the Troubled Company Reporter on March 9, 2018, the Debtor sought the extension, saying that given its pending negotiations with its tenants and ongoing litigation with its largest potential creditor in the adversary proceeding, it would be reasonable to allow the Debtor an extension of the Plan Filing Deadline and Plan Filing Exclusive Period through May 2 and an extension of the Plan Acceptance Exclusive Period through Aug. 2. A copy of the court order is available at: http://bankrupt.com/misc/ilsb17-30691-95.pdf About Illinois Star Centre Illinois Star Centre LLC owns the Illinois Star Centre Mall located at 3000 W. Deyoung Street, Marion. The mall, which is valued at $5.5 million, offers more than 50 stores and restaurants and serves the Southern Illinois Community with events that showcase local talent. Illinois Star Centre sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ill. Case No. 17-30691) on May 4, 2017. In the petition signed by Dennis D. Ballinger, Jr., its managing member, the Debtor disclosed $5.6 million in assets and zero liability. The case is assigned to Judge Laura K. Grandy. Carmody MacDonald, P.C., is the Debtor's bankruptcy counsel, and Hoffman Slocomb LLC, is its special counsel. No official committee of unsecured creditors has been appointed in the case. JIT INDUSTRIES: Taps Sparkman Shepard as Legal Counsel ------------------------------------------------------ JIT Industries, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Alabama to hire Sparkman, Shepard & Morris, P.C. as its legal counsel. The firm will assist the Debtor in preparing a plan of reorganization and will provide other legal services related to its Chapter 11 case. The attorneys who will be handling the Debtor's case and their hourly rates are: Tazewell Shepard $325 Kevin Morris $295 Tazewell Shepard IV $250 Tazewell Shepard, Esq., at Sparkman, disclosed in a court filing that he and his firm have no connection with the Debtor or any of its creditors. Sparkman can be reached through: Kevin M Morris, Esq. Sparkman, Shepard & Morris, P.C. P.O. Box 19045 Huntsville, AL 35804 Tel: 256 512-9924 Email: kevin@ssmattorneys.com -- and -- Tazewell Taylor Shepard, IV, Esq. Sparkman, Shepard & Morris, P.C. 303 Williams Avenue, Suite 1411 Huntsville, AL 35801 Tel: 256-512-9924 Fax: 256-512-9837 Email: ty@ssmattorneys.com About JIT Industries Inc. JIT Industries, Inc., a company based in Hartselle, Alabama, manufactures, repairs and services fluid power, process control, mil-spec fasteners and aerospace hardware. JIT Industries sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Case No. 18-80892) on March 23, 2018. In the petition signed by Ginger McComb, president, the Debtor disclosed that it had estimated assets of less than $500,000 and liabilities of $1 million to $10 million. Judge Clifton R. Jessup Jr. presides over the case. JOLIVETTE HAULING: Taps Christianson & Freund as Special Counsel ---------------------------------------------------------------- Jolivette Hauling, Inc., seeks authority from the U.S. Bankruptcy Court for the Western District of Wisconsin to hire Christianson & Freund, LLC, as special counsel to provide legal advice as to outstanding accounts receivable, collection of said accounts and any residual matters relating to collection of those accounts. Joshua D. Christianson, member of Christianson & Freund, LLC, attests that his firm represents no interest adverse to the Debtor or the estate in regard to matters in which they are employed and is disinterested as term is defined in 11 U.S.C. Sec. 101(14). Christianson has agreed to pursue collection of accounts receivable on a contingent fee basis with the contingent fee set at 1/3 of the total recovery per account. The firm can be reached through: Joshua D. Christianson, Esq. Christianson & Freund, LLC 920 So. Farwell St., Ste. 1800 P.O. Box 222 Eau Claire, WI 54702-0222 Phone: 715-832-1800 About Jolivette Hauling Jolivette Hauling Inc. is a licensed and bonded freight shipping and trucking company running freight hauling business from Taylor, Wisconsin. On Aug. 31, 2017, the Company ceased its business operations. On March 27, 2017, Jolivette Hauling filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wisc. Case No. 17-11005). In the petition signed by James Jolivette, registered agent, the Debtor estimated $1 million to $10 million in assets and liabilities. The Debtor's counsel is Evan M. Swenson, Esq., at Swenson Law Group LLC. The Debtor hired Barry Hansen of Hansen & Young, Inc., as auctioneer for the sale of business equipment. KAMA MANAGEMENT: Needs More Time to Address Plan Objections ----------------------------------------------------------- Kama Management, Inc., asks the U.S. Bankruptcy Court for the District of Puerto Rico to extend its time to obtain confirmation of its plan of reorganization by 90 days. The Debtor's exclusivity period to obtain plan confirmation ends on March 28, 2018. On June 15, 2017, the Debtor filed its proposed plan of reorganization. The Court scheduled the confirmation hearing for March 28, 2018, at 9:00 a.m. The Debtor requests a rescheduling of the confirmation hearing to the Amended Plan as approved by secured creditor Condado LLC, and to address the other objection raised by other creditors and time to confirm the amend plan. The most important thing is that Debtor's property, although located in front of the beach, did not suffer damage because of Hurricane Maria and its insurance policy is up to date. The Debtor's monthly operating reports demonstrate that the Debtor has been able to reorganize its business and pay its postpetition obligations. The record also shows that the Debtor has entered into a preliminary agreement with secured creditor and therefore, has averted filing the sister company in bankruptcy. Therefore, the Debtor will be able to confirm its plan within a reasonable time because of the Joint Stipulation filed. The Plan will address some other objections by creditors but is confirmable because it will have the necessary base and votes to be confirmed. A copy of the Debtor's request is available at: http://bankrupt.com/misc/prb16-08008-131.pdf About Kama Management Kama Management Inc., a "small business debtor", filed a Chapter 11 petition (Bankr. D.P.R. Case No. 16-08008) on Oct. 5, 2016. Alberto Perez Pujals, president, signed the petition. At the time of filing, the Debtor disclosed total liabilities of $1.45 million. Maria Soledad Lozada Figueroa, Esq., at Lozada Law & Associates, LLC, is the Debtor's counsel. KLOECKNER PENTAPLAST: Bank Debt Trades at 13.35% Off ---------------------------------------------------- Participations in a syndicated loan under which Kloeckner Pentaplast SA is a borrower traded in the secondary market at 96.75 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 0.51 percentage points from the previous week. Kloeckner Pentaplast pays 425 basis points above LIBOR to borrow under the $835 million facility. The bank loan matures on June 17, 2022. Moody's rates the loan 'B3' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. LANDS' END: Bank Debt Trades at 8.67% Off ----------------------------------------- Participations in a syndicated loan under which Lands' End is a borrower traded in the secondary market at 91.33 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.55 percentage points from the previous week. Lands' End pays 325 basis points above LIBOR to borrow under the $515 million facility. The bank loan matures on April 4, 2021. Moody's rates the loan 'B3' and Standard & Poor's gave a 'B-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. LEWIS SPECIALTIES: Counsel Unaware of Plan Filing Deadline ---------------------------------------------------------- Lewis Specialties Trucking Service, LLC, asks the U.S. Bankruptcy Court for the Eastern District of Texas to extend by 30 days the exclusive periods during which only the Debtor can file a Chapter 11 plan and disclosure statement and confirmation of the plan. The 300 day deadline for the Debtor to file a plan and disclosure statement imposed by the U.S. Bankruptcy Code was March 1, 2018. The Debtor says that the missed deadline was just brought to the counsel's attention via an e-mail from the U.S. Trustee's office. While the petition states the Debtor is a small business debtor, and counsel should have known of the deadline, she was not aware. In the past Chapter 11 cases that Mrs. Barron has co-counseled with Robert E. Barron, Esq., a designation from the U.S. Trustee's office indicated that the case was a small business and on the docket included a deadline for the plan and disclosure statement. Barron and Barron, LLP, uses that designation to calendar the deadline to file a plan and disclosure statement. Since there was no designation on the docket, the deadline was not calendered. Mr. Barron is lead counsel on this Chapter 11 case. On Feb. 27, 2018, Mr. Barron started medical leave from his office because of a heart transplant that occurred on Feb. 27, 2018. He is still in Houston on medical leave. Since filing, the Debtor has made many agreements with its creditors and improved its cash flow. The Debtor has agreements with all its secured creditors. It also believes a plan with a significant return to unsecured creditors is likely. It also believes a feasible plan is possible. It anticipates filing one as soon as the Court extends the deadline to do so. According to the Debtor's previous operating reports, the Debtor had negative cash flow because the Debtor was impacted by Hurricane Harvey and there was a delay in its receivables. A copy of the Debtor's request is available at: http://bankrupt.com/misc/txeb17-10270-121.pdf About Lewis Specialties Founded in 1992, Lewis Specialties Trucking Service LLC -- http://www.lewisspecialties.com-- offers full-service truck and trailer maintenance, truck painting, washing, repairs, and refurbishing, to name a few. The Company posted gross revenue of $4.51 million in 2016 and gross revenue of $3.07 million in 2015. Lewis Specialties, based in Groves, Texas, filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 17-10270) on May 5, 2017. In the petition signed by Antonio Lewis, president, the Debtor disclosed $636,329 in assets and $1.20 million in liabilities. The Hon. Bill Parker presides over the case. Robert E. Barron, Esq., at Barron and Barron, L.L.P., serves as bankruptcy counsel to the Debtor. LYNNHILL CONDOMINIUM: Closes Sale to Dragone, Exits Chapter 11 -------------------------------------------------------------- The Condominium Association of the Lynnhill Condominium has disclosed that the sale of its condominium property to Dragone Realty, LLC, closed on March 15, 2018, as provided for in the Debtors' Plan of Reorganization and the Order confirming that Plan. The U.S. Bankruptcy Court for the District of Maryland entered on March 1, 2018, an order confirming the Debtor's Second Amended Joint Chapter 11 Plan and approving the sale of the real property and improvements thereon located at 3103 and 3107 Good Hope Avenue, Temple Hills, Maryland 20748 to Dragone. Pursuant to the terms of the Plan, the Effective Date of the Plan is March 15, 2018; the same date as the closing of the Sale. Dragone won the auction for the property held February 20, 2018. Dragone's $17,050,000 bid was declared the highest and best offer. AHH16 Development, LLC, the Debtor's DIP lender, also served as the stalking horse bidder. AHH16 provided senior secured superpriority postpetition loan in the principal amount of $1,250,000. Jon Banister, writing for Bisnow Washington, D.C., reports that Dragone will acquire a fully vacant, 219-unit condo building. "We're very pleased with the results of this robust auction," Lynnhill Condominium Association acting President Stanley Briscoe said in a release, according to the Bisnow report. "We're confident the competitive bidding maximized recoveries for condo unit owners." Bisnow relates the buyer is planning a significant renovation of the vacant condo building. Under the Plan, General Unsecured Claims in Class 3 will be paid pro rata from the Debtor's Sale Proceeds. Secured Claims in Class 2 will be paid in full (up to the value of its collateral) from the Fractional Sale Proceeds allocable to the portion of the Property that secures the Secured Claim. Where more than one Secured Claim is secured by the same collateral, the relevant Secured Claims will be paid in accordance with their relative priorities. Former Residents' Claims in Class 4 will be paid the net remaining Fractional Sale Proceeds allocable to the Residential Unit that the Former Resident owned. The amount paid to a Former Resident will have been reduced by the sum owed to the Debtor by that Former Resident or allocable to the relevant Residential Unit. Counsel for the Debtor: Patrick J. Potter, Esq. Pillsbury Winthrop Shaw Pittman LLP 1200 Seventeenth Street, NW Washington, DC 20036 Tel: (202) 663-8928 Fax: (202) 663-8007 E-mail: patrick.potter@pillsburylaw.com - and - Dania Slim, Esq. Pillsbury Winthrop Shaw Pittman LLP 324 Royal Palm Way, Suite 220 Palm Beach, FL 33480 Tel: (202) 663-9240 Fax: (202) 663-8007 E-mail: dania.slim@pillsburylaw.com - and - Jason S. Sharp, Esq. Pillsbury Winthrop Shaw Pittman LLP 2 Houston Center 909 Fannin, Suite 2000 Houston, TX 77010 Tel: (713) 276-7600 Fax: (713) 276-7673 Email: jason.sharp@pillsburylaw.com About The Condominium Association of the Lynnhill Condominium The Condominium Association of the Lynnhill Condominium is an unincorporated condominium association that is in possession of the Lynnhill Apartments, two 7-story buildings located at 3103 and 3107 Good Hope Avenue, Temple Hills, Maryland 20748. The Property has 219 units, a parking lot and common areas. The Property's condition deteriorated significantly in recent years, to the point that utilities were terminated on more than one occasion, by mid-2017 the Property was approximately 40% vacant, and by the fall of 2017, utilities were conclusively terminated and the balance of the units were vacated and abandoned. Prince George's County has determined that the Property is uninhabitable and has threatened to condemn the Property because it is a threat to the public and a burden to the county. Between the spring of 2016 and approximately Dec. 18, 2017, the Property was uninsured because of the Association's dire financial situation. The Debtor previously sought bankruptcy protection (Bankr. D. Md. Case No. 14-20607) and April 28, 2010 (Bankr. D. Md. Case No. 10-19462) on July 2, 2014. The Condominium Association of the Lynnhill Condominium, based in Temple Hills, MD, recently filed a Chapter 11 petition (Bankr. D. Md. Case No. 18-10334) on Jan. 10, 2018. In the petition signed by Stanley Briscoe, acting president, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The Hon. Wendelin I. Lipp presides over the new case. Patrick John Potter, Esq., at Pillsbury Winthrop Shaw Pittman, LLP, serves as bankruptcy counsel to the Debtor. Kurtzman Carson Consultants LLC, is the Debtor's claims, noticing and balloting agent. Transwestern Carey Winston, L.L.C. d/b/a Transwestern, served as the Debtor's real estate broker. MAGNETATION LLC: Apollo Values $1.7 Million Loan at 33% of Face --------------------------------------------------------------- Apollo Investment Corporation has marked its $1,716,000 in loans extended to privately held Magnetation, LLC to market at $573,000 or 33% of the outstanding amount, as of Dec. 31, 2017, according to a disclosure contained in a Form 10-Q filing with the Securities and Exchange Commission for the quarter period ended Dec. 31, 2017. Apollo extended to Magnetation, LLC a First Lien Secured Debt, with interest at 9.69% (3M L+800 Cash (PIK Toggle)). The loan is scheduled to mature Dec. 31, 2019. According to Apollo, the First Lien Secured Debt has non-accrual status and is a "Non-income producing security". Magnetation, LLC -- https://www.magnetation.com/ -- produces iron ore concentrates from abandoned iron ore waste stockpiles and tailings basins. It also designs, develops, constructs, and operates facilities that produce iron ore concentrate and fluxed iron ore pellets. The company was founded in 2011 and is based in Grand Rapids, Minnesota. Magnetation LLC operates as a subsidiary of Magnetation, Inc. On May 5, 2015, Magnetation LLC, along with its affiliates, filed a voluntary petition for reorganization under Chapter 11 in the U.S. Bankruptcy Court for the District of Minnesota. MANCHESTER HOUSING: Moody's Hikes Tax Revenue Bonds Rating to B3 ---------------------------------------------------------------- Moody's Investors Service has upgraded to B3 from Caa1 the rating on Manchester Housing and Redevelopment Authority, New Hampshire's special tax revenue bonds. The outlook is positive. RATINGS RATIONALE The upgrade to B3 reflects the increase in pledged revenues over the last two years and the likelihood that pledged revenues will continue to provide at least 1 times coverage of annual debt service. The rating also factors in the expectation the bonds will remain in technical default given unscheduled draws on the debt service reserve fund (DSRF) to partially cover debt service in fiscal years 2011-2016 and Moody's expectation that limited excess revenues will be insufficient to fully replenish the DSRF during the remaining life of the bonds. The rating further incorporates the developed and reasonably diversified economic base, the very narrow nature of the special tax pledge in which the amount distributed to municipalities is controlled by the state, as well as a satisfactory legal structure. RATING OUTLOOK The positive outlook reflects Moody's expectation that the state will continue to distribute M&R taxes that are sufficient for Manchester to minimally cover annual debt service and that as a result the likelihood of payment default is reduced. The outlook also incorporates the expectation that minimal excess revenues will gradually increase the DSRF that could strengthen the credit profile. FACTORS THAT COULD LEAD TO AN UPGRADE - Continued trend of receiving pledged revenues sufficient to meet debt service - Improvement in the debt service coverage ratio - Material replenishment of the DSRF FACTORS THAT COULD LEAD TO A DOWNGRADE - Decline in debt service coverage ratio - Alteration in the state's M&R tax distribution to municipalities that disadvantages Manchester - Decline in Manchester's proportional share of the state's total population - Termination of the financing agreement and the subsequent loss of M&R tax revenues LEGAL SECURITY The bonds are secured solely by the City of Manchester's allocation of state meals and rooms taxes received in excess of $454,927. USE OF PROCEEDS Not applicable. PROFILE The Manchester Housing and Redevelopment Authority is the primary redevelopment entity in the City of Manchester. The bonds were issued to build the city's civic center (current named the SNHU Arena). The city owns the arena, leased to the authority for construction and then subleased back to the city who then entered into a management agreement with a third-party to manage and operate the facility. METHODOLOGY The principal methodology used in this rating was US Public Finance Special Tax Methodology published in July 2017. MARRONE BIO: Posts $18.2 Million Net Revenue in 2017 ---------------------------------------------------- Marrone Bio Innovations, Inc. has provided its financial results for the fourth quarter and full year ended Dec. 31, 2017. Financial Highlights * GAAP revenues grew 29.4% to $18.2 million in 2017, compared to $14.0 million in 2016. GAAP revenues grew 23.3% to $3.3 million in the fourth quarter of 2017, compared to $2.7 million in the fourth quarter of 2016. * Product shipments grew 16.2% to $19.0 million for 2017, compared to $16.4 million in 2016. Product shipments were $3.8 million in the fourth quarter of 2017, compared to $5.2 million in the fourth quarter of 2016. * Gross margin increased significantly to 42.0% in 2017, compared to 32.2% in 2016. Gross margin increased to 46.0% in the fourth quarter of 2017, compared to 39.0% in the fourth quarter of 2016. * In February 2018, the Company completed a comprehensive series of private placement financing and debt restructuring transactions, which generated approximately $27.3 million of net proceeds and converted $45.0 million of prior debt into equity. Management Commentary "We begin 2018 healthier than ever," said Dr. Pam Marrone, CEO of MBI. "From a capital standpoint, we have eliminated the vast majority of our debt, and we now have cash to fund operations, service our remaining indebtedness and support future development goals. The entire company is focused on accelerating revenue growth and increasing gross margins through process and scale improvements, while managing our working capital. We launched two more products in 2017 and now have seven products from six new active ingredients -- unparalleled productivity. "We were able to grow GAAP revenues almost 30% to a record $18.2 million in 2017, while significantly increasing gross margins to 42.0%. This is despite unfavorable weather in key growing regions. We continued to grow our international business by signing four new international distribution agreements to diversify geographically, which should help smooth out lumpy quarters. Our 2017 field data from around the globe showed impressive results in key crops like bananas and coffee and in a key market, Brazil. "We launched two new commercial products in 2017: Haven, a sun protectant, and StargusTM, a biofungicide, addressing downy mildew and white mold, which complements our existing biofungicide Regalia. Both new products have performed exceptionally well in field trials and we look forward to expanding them across the NAFTA region. We believe StargusTM and its row crop counterpart, AmplitudeTM, open up important new market segments, such as eastern grapes and succulent and dry beans, peas and lentils. An additional significant 2017 milestone was first sales of another one of our active ingredients through our valued partner, Albaugh, LLC, in the fast growing row crop seed treatment market." Dr. Marrone, concluded: "Our recent financing and comprehensive debt restructuring transaction was truly transformative, providing us the tools we need to aggressively execute upon our business plan. We are concentrating on enhancing our sales and marketing organization and capabilities, increasing product awareness and educating growers." Recent Operational Highlights * Launched two new Active Ingredients: Haven sun protectant, and StargusTM biofungicide and its first turf product, ZeltoTM bioinsecticide/nematicide. * Completed the development of MBI-014 (formerly 010), an organic bioherbicide, with EPA submission planned in the near-term. * Signed international distribution agreements for Central America, Morocco & North Africa, Kenya, Mexico and the Philippines. * Finalized a distribution agreement with a large water treatment company, Solenis LLC, for Zequanox. * Implemented a strategy and focus to address grower demand of MBI products within the cannabis market through the creation of smaller pack sizes, hiring a cannabis segment sales specialist and utilizing Amazon as a direct-to-consumer sales channel. * Albaugh, LLC, a major agrichemical company, had a successful launch season with their BIOSTTM seed treatment containing a MBI microorganism, showing yield increases over the competitive standards. Seed treatment for row crops is a growth driver for MBI. * As part of MBI's collaboration with Evogene, transgenic plants carrying genes from MBI's novel insecticidal bacteria were developed and showed promising efficacy (100% kill) against pest caterpillars. * Realized exceptional results from field trials in several countries around the globe, such as key banana, citrus and coffee diseases and pests. Particularly noteworthy are results from Brazil, paving the way for registration of Grandevo, Venerate and Majestene. A full-text copy of the press release is available for free at: https://is.gd/2ldC5h About Marrone Bio Innovations Based in Davis, California, Marrone Bio Innovations, Inc. -- http://www.marronebio.com/-- makes bio-based pest management and plant health products. Bio-based products are comprised of naturally occurring microorganisms, such as bacteria and fungi, and plant extracts. The Company's current products target the major markets that use conventional chemical pesticides, including certain agricultural and water markets, where the Company's bio-based products are used as alternatives for, or mixed with, conventional chemical products. Ernst & Young LLP issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, stating that the Company has incurred losses since inception, has a net capital deficiency, and has additional capital needs that raise substantial doubt about its ability to continue as a going concern. Marrone Bio reported a net loss of $31.07 million in 2016, a net loss of $43.7 million in 2015, and a net loss of $51.65 million in 2014. As of Sept. 30, 2017, Marrone Bio had $37.39 million in total assets, $81.05 million in total liabilities and a total stockholders' deficit of $43.66 million. MARY'S WOODS: Fitch Gives 'BB' Ratings to $42.6MM Sr. Living Bonds ------------------------------------------------------------------ Fitch Ratings has assigned a 'BB' rating to the following Hospital Facility Authority of Clackamas County, Oregon bonds, issued on behalf of Mary's Woods at Marylhurst (Mary's Woods): -- $18,165,000 senior living revenue bonds, series 2018A; -- $4,750,000 senior living revenue bonds, series 2018B-1; -- $6,000,000 senior living revenue bonds, series 2018B-2; -- $12,750,000 senior living revenue bonds, series 2018B-3; -- $1,100,000 senior living revenue bonds, series 2018C (taxable). The bonds are expected to be fixed rate, issued to fund or reimburse capital expenditures, fund capitalized interest, fund a debt service reserve, and pay costs of issuance. The bonds are expected to price the week of April 16 via negotiation. In addition, Fitch has affirmed the 'BB' rating on the following bonds also issued by the Public Finance Authority (WI) on behalf of Mary's Woods: -- $114,815 000 senior living revenue and refunding bonds, series 2017A; -- $33,750,000 senior living revenue and refunding bonds, series 2017B-1; -- $15,000,000 senior living revenue and refunding bonds, series 2017B-2; -- $11,500,000 senior living revenue and refunding bonds, series 2017B-3. The Rating Outlook is Stable. SECURITY A pledge of obligated group (OG) gross revenues, a mortgage lien on certain property, and a debt service reserve. KEY RATING DRIVERS AGGRESSIVE EXPANSION PLANS: Mary's Woods' Stage II campus expansion is aggressive, but manageable. Stage II will add an additional 54 independent units (ILU) and two service and amenities buildings on top of the 144 ILUs, 48 assisted living units (ALU), two common use buildings and parking that are being constructed in Stage I. Total Stage I and Stage II direct project costs are sizeable and amount to about $160 million. CONSTRUCTION AND FILL-UP RISKS: Construction is substantial and involves multiple components. A guaranteed maximum price contract protects Mary's Woods from some project risk, but managing the various project components and filling up the new units in a timely and cost effective manner poses operating challenges. The addition of Stage II will extend construction on campus for an additional seven months. VERY HIGH DEBT POSITION: Mary's Woods' additional Stage II debt does not compare favorably to unrestricted cash and investments, adjusted capitalization or total revenues. Despite this, pro forma maximum annual debt service (MADS) as a percent of revenue will only increase to 32.6% from 28% of fiscal 2017 revenue despite a 27% increase in expansion project ILUs. Long-term debt will increase by $18.2 million for Stage II of the expansion plan; $114.8 million of long-term debt was issued in fiscal 2017 for Stage I. Additionally, the community plans on issuing an additional $24.6 million of temporary debt that is reliant upon repayment from initial entrance fees after the sale of new ILUs. Approximately $60.3 million of temporary debt was issued for Stage I. STRONG DEMAND INDICATORS: Mary's Woods has benefitted from very strong and consistent occupancy across its campus, averaging over 95% for ILUs and ALUs. Further, the wait list for the existing campus is 426 as of Feb. 28, 2018. Marketing for Stage II began in mid-February and 10% deposits have already been received for 72% of Stage II ILUs. Stage I demand remains strong with 10% deposits having been received for 83% of ILUs. FAVORABLE SERVICE AREA CHARACTERISTICS: The primary service area boasts favorable income, growth, and real estate trends, which have helped support strong demand and high occupancy, and mitigates competitive threats. RATING SENSITIVITIES PROJECT EXECUTION: While demand indicators are strong and management has had prior success with expansion projects, substantial issues with project execution including cost overruns, project delays and slower than expected fill up can negatively pressure the rating. On the other hand, successful completion of both stages on time and on budget could lead to upward rating movement over the medium term. MEDITE CANCER: Delays 2017 Form 10-K Due to Compilation Issues -------------------------------------------------------------- Medite Cancer Diagnostics, Inc., said it was unable to timely file its Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2017 due to delays experienced in the collection and compilation of certain information required to be included in the Annual Report from the Company's foreign subsidiary. Medite Cancer intends to file the Annual Report with the Securities and Exchange Commission within the fifteen-day extension period provided under Rule 12b-25 of the Securities Exchange Act of 1934, as amended. About Medite Cancer Headquartered in Orlando, Florida, MEDITE Cancer Diagnostics, Inc., formerly CytoCore, Inc., specializes in the marketing and selling of MEDITE core products (instruments and consumables), manufacturing, development of new solutions in histology and cytology and marketing of molecular biomarkers. These premium medical devices and consumables are for detection, risk assessment and diagnosis of cancerous and precancerous conditions and related diseases. Depending upon the type of cancer, segments within the current target market of approximately $5.8 billion are growing at annual rates between 10% and 30%. The well-established brand of MEDITE Cancer Diagnostics is well received and remains a professional description of the Company's business. The Company's trading symbol is "MDIT". MEDITE Cancer reported a net loss available to common stockholders of $2.25 million for the year ended Dec. 31, 2016, compared to a net loss available to common stockholders of $937,000 for the year ended Dec. 31, 2015. As of Sept. 30, 2017, MEDITE Cancer had $19.02 million in total assets, $11.01 million in total liabilities and $8.02 million in total stockholders' equity. KMJ Corbin & Company LLP, in Costa Mesa, California, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2016, stating that the Company has experienced recurring losses from operations, negative working capital has increased during the year ended Dec. 31, 2016 and has a cash balance of approximately $108,000 as of Dec. 31, 2016. These factors raise substantial doubt about the Company's ability to continue as a going concern. MGTF RADIO: Taps Carmody MacDonald as Legal Counsel --------------------------------------------------- MGTF Radio Company, LLC and WPNT, Inc., received interim approval from the U.S. Bankruptcy Court for the Eastern District of Missouri to hire Carmody MacDonald P.C. as their legal counsel. The firm will advise the Debtors regarding their duties under the Bankruptcy Code; negotiate with creditors; advise the Debtors in connection with the sale of their assets or business; assist in negotiations concerning matters related to the terms of a plan of reorganization; and provide other legal services related to the Debtors' Chapter 11 cases. The firm's hourly rates are: Partners $295 - $385 Associates $240 - $275 Paralegals $145 - $195 Law Clerks $145 - $195 As of the Petition Date, Carmody has been paid the sum of $85,303.50 for pre-bankruptcy services. The firm is holding the sum of $12,329 as a retainer. Robert Eggmann, Esq., a partner at Carmody, 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. Eggmann disclosed that his firm has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements; and that no Carmody professional has varied his rate based on the geographic location of the Debtors' cases. Mr. Eggmann disclosed that his firm represented the Debtors during the 12-month period before the petition date, using these hourly rates: Partners $295 - $385 Associates $240 - $275 Paralegals $155 - $175 Mr. Eggmann also disclosed that a proposed budget has been discussed and approved between Carmody and the Debtors. Carmody can be reached through: Robert E. Eggmann, Esq. Thomas H. Riske, Esq. 120 S. Central Avenue, Suite 1800 St. Louis, MO 63105 Phone: (314) 854-8600 Fax: (314) 854-8660 E-mail: ree@carmodymacdonald.com E-mail: thr@carmodymacdonald.com About MGTF Radio Company and WPNT Inc. MGTF Radio Company, LLC, which conducts business under the name Steel City Media, is a multimedia company offering print, radio, and digital advertising solutions. Its stations include Country KBEQ (Q104), Country KFKF, Top 40 KMXV (MIX 93.3), and AC KCKC (KC 102.1). The company was founded in 1984 and is based in Pittsburgh, Pennsylvania, with a location in Kansas City, Missouri. MGTF Radio Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mo. Case Nos. 18-41671 and 18-41672) on March 20, 2018. In the petitions signed by Michael J. Frischling, vice-president, MGTF Radio and WPNT estimated assets and liabilities of $50 million to $100 million. MID-SOUTH GEOTHERMAL: Taps Harris Shelton as Counsel ---------------------------------------------------- Mid-South Geothermal, LLC, seeks authority from the U.S. Bankruptcy Court for the Western District of Tennessee, Western Division, to hire Harris Shelton Hanover Walsh, PLLC as counsel for the Debtor. Services to be rendered by Harris Shelton are: a. advise the Debtor with respect to its powers and duties as Debtor-in-Possession in the continued operation of its business and management of its property; b. assist the Debtor in the preparation of its statement of financial affairs, schedules, statement of executory contracts and unexpired leases, and any papers or pleadings, or any amendments thereto that the Debtor is required to file in these cases; c. represent the Debtor in any proceeding that is instituted to reclaim property or obtain relief from the automatic stay imposed by Section 362 of the Bankruptcy Code or that seeks the turnover or recovery of property; d. provide assistance, advice and representation concerning the formulation, negotiation and confirmation of a Plan of Reorganization (and accompanying ancillary documents); e. provide assistance, advice and representation concerning any investigation of the assets, liabilities and financial condition of the Debtor that may be required; f. represent Debtor at hearings or matters pertaining to affairs as Debtor-In-Possession; g. prosecute and defend litigation matters and such other matters that might arise during and related to these Chapter 11 cases; h. provide counseling and representation with respect to the assumption or rejection of executory contracts and leases and other bankruptcy-related matters; i. represent the Debtor in matters that may arise in connection with its business operations, its financial and legal affairs, its dealings with creditors and other parties-in-interest and any other matters, which may arise during the bankruptcy case; j. render advice with respect to the myriad of general corporate and litigation issues relating to these cases, including, but not limited to, health care, real estate, securities, corporate finance, tax and commercial matters; and assisting Debtor in connection with any necessary application, orders, reports or other legal papers and to appear on behalf of the Debtor in proceedings instituted by or against the Debtor; and k. perform such other legal services as may be necessary and appropriate for the efficient and economical administration of these Chapter 11 cases. Harris Shelton's customary hourly rates are: Steven N. Douglass $350 Associates $175 Paralegals $65 Steven N. Douglass, a member of the firm of Harris Shelton, attests that Harris Shelton's members and associates do not hold or represent any interest adverse to the Debtor, and that Harris Shelton and each of its members and associates is a "disinterested person" within the meaning of the Section 101(14) of the Bankruptcy Code. The firm can be reached through: Steven N. Douglass Harris Shelton Hanover Walsh, PLLC 40 S. Main Street, Suite 2210 Memphis, TN 38103-2555 Tel: (901) 525-1455 E-mail: snd@harrisshelton.com About Mid-South Geothermal Mid-South Geothermal, LLC, installs geothermal heating and cooling systems for large commercial projects. The Debtor's principal place of business is located at 28 Superior Lane Gray, Kentucky. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tenn. Case No. 18-21498) on Feb. 20, 2018, listing $2.04 million in total assets and $2.14 million in total liabilities. The petition was signed by Scott W. Triplett, president. Judge David S. Kennedy presides over the case. Steven N. Douglass, Esq., at Harris Shelton Hanover Walsh, PLLC, serves as the Debtor's bankruptcy counsel. MOBILESMITH INC: Incurs $6.07 Million Net Loss in 2017 ------------------------------------------------------ MobileSmith, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $6.07 million on $3.45 million of total revenue for the year ended Dec. 31, 2017, compared to a net loss of $7.50 million on $1.86 million of total revenue for the year ended Dec. 31, 2016. As of Dec. 31, 2017, MobileSmith had $772,540 in total assets, $45.45 million in total liabilities and a total stockholders' deficit of $44.68 million. The report from the Company's independent accounting firm Cherry Bekaert LLP, in Raleigh, North Carolina, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has suffered recurring losses from operations and has a working capital deficiency as of Dec. 31, 2017. These conditions raise substantial doubt about the Company's ability to continue as a going concern. "Since November 2007 and through the date of this report, we have raised approximately $47.7 million through these note facilities and we have the ability to raise up to an additional $25.6 million under such facilities from existing note holders and others upon request. However, no assurance can be provided that we will in fact be able to raise needed amounts through the facilities or through any other sources on commercially reasonable terms. If financing through the note facilities becomes unavailable, we will need to seek other sources of funding. The inability to raise additional funds when needed, whether through the note facilities or otherwise, may have a material adverse effect on our operations," the Company stated in the Annual Report. A full-text copy of the Form 10-K is available for free at: https://is.gd/ceHIt6 About MobileSmith Raleigh, North Carolina-based MobileSmith, Inc., was incorporated as Smart Online, Inc. in 1993 and changed its name to MobileSmith, Inc., effective July 1, 2013. The company develops and markets software products and services tailored to users of mobile devices. Its flagship product, MobileSmith(R) Platform is an app development platform that enables organizations to rapidly create, deploy and manage custom, native smartphone and tablet apps deliverable across iOS and Android mobile platforms. MUSCLEPHARM CORP: Reports $2.55 Million Net Loss for Fourth Quarter ------------------------------------------------------------------- MusclePharm Corporation reported a net loss of $2.55 million on $25.55 million of net revenue for the three months ended Dec. 31, 2017, compared with net income of $8.77 million on $26.02 million of net revenue for the same period during the prior year. The decrease in net loss is primarily due to a large gain on settlement of accounts payable of $9.9 million in the fourth quarter of 2016. Adjusted EBITDA excluding one-time events for the fourth quarter of 2017 was $1.3 million consistent with the fourth quarter of 2016. As of Dec. 31, 2017, MusclePharm had $33.82 million in total assets, $46.36 million in total liabilities and a total stockholders' deficit of $12.53 million. "During the fourth quarter we continued with our efforts to transition MusclePharm into a disciplined, healthy company while pursuing our objective of consistent, profitable growth," said Ryan Drexler, chairman, president and CEO of MusclePharm. "We posted quarter over quarter sales growth and Adjusted EBITDA of $1.2 million. This performance reflects the increasing contribution from online sales as the market transitions from brick-and-mortar and specialty retailers, as well as improvements in manufacturing and distribution, expansion into international markets, and new marketing and promotional initiatives. We are managing expenses pursuant to a restructuring that began in 2015 that resulted in a significant reduction in SKUs, many of which were unprofitable, and the elimination of expensive endorsements that were not ROI positive. Of note, we reduced the amount of cash used by operating activities in 2017 by $10 million compared with 2016. "We have a thoughtful plan for profitable growth and are actively supporting the relationships with our largest customers," he said. "We are aiming to reinvigorate relationships with legacy customers by better understanding their needs and providing appropriate product offerings. Our sales team is also calling on a broader mix of potential customers for our Natural Series product line. "Importantly, we are seeking to leverage our brand recognition in the U.S. and abroad to expand distribution to partners who seek stability in their business relationships, which is particularly important in our fragmented market. We have built a strong foundation on the high quality of MusclePharm products, and we believe this will be the cornerstone of our success," Drexler concluded. The Company had no restructuring-related charges in the fourth quarter of 2017 compared with a reversal of $898,000 for the fourth quarter of 2016. Settlement of obligations was $424,000 for the fourth quarter of 2017 related to several matters that were resolved during the period; there was no comparable charge for the fourth quarter of 2016. Impairment of assets for the fourth quarter of 2017 was $180,000 compared with a reversal of $72,000 for the prior-year period. Loss on settlement of accounts payable for the fourth quarter of 2017 was $41,000 compared with a gain of $9.9 million for the fourth quarter of 2016, due mainly to the successful settlement of a dispute in the fourth quarter of 2016 stemming from a manufacturing agreement. Other expense, net, for the fourth quarter of 2017 was $1.5 million compared with $887,000 for the fourth quarter of 2016, with the increase primarily due to interest expense related to an increase in borrowing. Full Year Financial Results Net revenue for 2017 was $102.2 million compared with $132.5 million for 2016. Gross profit margin for 2017 was 29.8% compared with 33.6% for 2016. Advertising and promotion expenses for 2017 were $9.4 million compared with $10.7 million for 2016. Salaries and benefits expenses were $10.1 million for 2017 compared with $18.0 million for the prior year. SG&A expenses for 2017 were $12.1 million compared with $15.9 million for 2016. R&D expenses were $642,000 for 2017 compared with $1.9 million for 2016. Professional fees were $3.4 million for 2017 compared with $5.7 million for the prior year. The Company had no restructuring charges for 2017 compared with a reversal of $3.5 million for 2016. Settlement of obligations for 2017 was $1.9 million and there was no comparable charge for 2016. Impairment of assets for 2017 was $180,000 compared with $4.4 million for 2016. Gain on settlement of accounts payable for 2017 was $430,000 compared with $9.9 million for 2016. There was a $2.1 million loss on the sale of a subsidiary in 2016 and no comparable charge in 2017. Other expense, net, was $4.1 million for 2017 and $2.3 million for 2016. The net loss for 2017 was $11.0 million, or $0.79 per share, compared with a net loss of $3.5 million, or $0.26 per share, for 2016. Adjusted EBITDA excluding one-time events for 2017 was $5.7 million compared with $11.2 million for 2016. Cash as of Dec. 31, 2017 was $6.2 million compared with $4.9 million as of Dec. 31, 2016. The Company used $5.1 million of cash to fund operations during 2017 compared with $15.1 million of cash during 2016. A full-text copy of the press release is available for free at: https://is.gd/6qKs68 About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTCQB:MSLP) -- http://www.muslepharm.com/-- develops, manufactures, markets and distributes branded nutritional supplements. Its portfolio of recognized brands includes MusclePharm Sport Series, Essential Series and FitMiss, as well as Natural Series, which was launched in 2017. These products are available in more than 100 countries worldwide. MusclePharm is an innovator in the sports nutrition industry with clinically proven supplements that are developed through a six-stage research process utilizing the expertise of leading nutritional scientists, physicians and universities. For more information, visit www.musclepharmcorp.com. NATURE'S BOUNTY: Bank Debt Trades at 5.6% Off --------------------------------------------- Participations in a syndicated loan under which Nature's Bounty is a borrower traded in the secondary market at 94.4 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.79 percentage points from the previous week. Nature's Bounty pays 350 basis points above LIBOR to borrow under the $1.5 billion facility. The bank loan matures on September 30, 2024. Moody's rates the loan 'B1' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. NEEDHAM FAMILY: Taps Atty. Michael Kalis as Bankruptcy Counsel -------------------------------------------------------------- Needham Family Practice Associates, P.C., seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to hire Michael Kalis, Esq., as its attorney. Mr. Kalis will advise the Debtor regarding its duties under the Bankruptcy Code; assist in the preparation of a plan of reorganization; and provide other legal services related to its Chapter 11 case. The attorney will be paid $360 per hour for his services and has received a retainer in the sum of $12,500. Mr. Kalis disclosed in a court filing that he does not hold any interests adverse to the Debtor's estate. Mr. Kalis maintains an office at: Michael S. Kalis, Esq. 632 High Street Dedham, MA 02026 Phone: (781) 461-0030 Email: mkalis@rflawyers.com About Needham Family Practice Needham Family Practice Associates, P.C., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 18-11021) on March 22, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. Judge Joan N. Feeney presides over the case. NEIMAN MARCUS: Bank Debt Trades at 13.35% Off --------------------------------------------- Participations in a syndicated loan under which Neiman Marcus Group Inc. is a borrower traded in the secondary market at 86.65 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 0.53 percentage points from the previous week. Neiman Marcus pays 325 basis points above LIBOR to borrow under the $2.942 billion facility. The bank loan matures on October 25, 2020. Moody's rates the loan 'Caa1' and Standard & Poor's gave a 'CCC' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. NEOVASC INC: Lowers Net Loss to US$22.9 Million in 2017 ------------------------------------------------------- Neovasc Inc. announced financial results for the fourth quarter and fiscal year ended Dec. 31, 2017. "Since joining Neovasc in late January, I have been evaluating the Company's current clinical and commercial activities, as well as organizational and financial matters. We are making adjustments to these programs and have started to implement a broader turnaround strategy designed to more effectively create value for our patients, customers, shareholders and employees, while bringing our innovative products to market," commented Fred Colen, Neovasc's chief executive officer. "We still face challenges, however, I believe that our innovative and promising products, as well as the determination of our team, will lead us to long-term success." "We have three specific tasks to focus on, in order to recognize the potential of our Tiara and Reducer products. Our goal is to expand on the foundation we established in Europe and on the growing enthusiasm in the market for the Reducer therapy, based on the initial, promising clinical experiences. We also remain pleased with the clinical results to-date from the first 50 Tiara implants, with ongoing enrollment in our Tiara I and II studies, as well as the initiation of the development of the transfemoral, trans-septal version of Tiara," concluded Colen. Financial Results Neovasc reported a net loss of US$22.91 million on US$5.38 million of revenue for the year ended Dec. 31, 2017, compared to a net loss of US$86.49 million on US$9.51 million of revenue for the year ended Dec. 31, 2016. As of Dec. 31, 2017, the Company had US$22.20 million in total assets, US$58.66 million in total liabilities and a total deficit of US$36.47 million. The Company said it continues to focus its business away from its traditional revenue streams and towards the development and commercialization of its own products, the Reducer and the Tiara. In December 2017, the Company closed its contract manufacturing and consulting services. Sales of the Reducer for the year ended Dec. 31, 2017 were US$1,128,126, compared to US$1,004,948 for the same period in 2016, representing an increase of 12%. While the Company is disappointed by this top line growth, management can point to a 38% increase in implantations from 174 in 2016 to 240 in 2017 as a sign that the underlying business is growing. Importantly, in the fourth quarter of 2017, the Company reported a doubling of the implant rate as compared to the same period in 2016. The Company expects that orders from its distributors, and its recorded revenue, will trend toward this underlying growth rate in the coming periods. The Company recognizes that future revenues may be unstable before the Reducer becomes widely adopted. The continued success of the commercialization of the Reducer will be dependent on the amount of internal resources allocated to the product, obtaining appropriate reimbursement codes in various territories and correctly managing the referrals process. Contract manufacturing revenues for the year ended Dec. 31, 2017 were US$949,379, compared to US$3,746,521 for the same period in 2016, representing a decrease of 75%. The decrease in revenue for the year ended Dec. 31, 2017 compared to the same period in 2016 is primarily due to the loss of Boston Scientific Corporation as a customer. Revenues from consulting services for the year ended Dec. 31, 2017 were US$3,311,509, compared to US$4,761,327 for the same period in 2016, representing a decrease of 30%. This decline is indicative of the trend the Company was seeing in consulting service revenue prior to closing its consulting services. The cost of goods sold for the year ended Dec. 31, 2017 was US$3,477,821, compared to US$7,091,761 for the same period in 2016. The overall gross margin for the year ended Dec. 31, 2017 was 35%, compared to 25% gross margin for the same period in 2016. The Company has seen its gross margins increase due to a change in the product mix as Reducer revenues reflect an increasing proportion of the overall revenues. Total expenses for the year ended Dec. 31, 2017 were US$34,060,101, compared to US$39,243,928 for the same period in 2016, representing a decrease of US$5,183,857 or 13%. The decrease in total expenses for the year ended Dec. 31, 2017 compared to the same period in 2016 reflects a US$3,498,004 reduction in general and administrative expenses (of which, US$10,377,241 relates to a decrease in litigation expenses offset by expenses related to the 2017 Financings of US$5,447,182) and a US$1,875,411 decrease in product development and clinical trial expenses to preserve cash resources. General and administrative expenses for the year ended Dec. 31, 2017 were US$15,684,783, compared to US$19,182,787 for the same period in 2016, representing a decrease of US$3,498,004, or 18%. The decrease in general and administrative expenses for the year ended Dec. 31, 2017 compared to the same period in 2016 can be substantially explained by a US$10,759,788 decrease in litigation expenses, partially offset by an increase in expenses related to the 2017 Financings of US$5,447,182. Product development and clinical trial expenses for the year ended Dec. 31, 2017 were US$17,489,092 compared to US$19,364,503 for the same period in 2016, representing a decrease of US$1,875,411, or 10%. The decrease in product development and clinical trial expenses for the year ended Dec. 31, 2017 was the result of a decision and need to preserve cash resources until the decision from the Appeals Court in the primary U.S. litigation with CardiAQ was final. The operating losses and comprehensive losses for the year ended Dec. 31, 2017 were US$22,908,721 and US$24,859,117, respectively, or $0.28 basic and diluted loss per share, as compared with losses of US$86,494,893 and US$82,397,922, respectively, or $1.28 basic and diluted loss per share, for the same period in 2016. The US$63,870,077 decrease in the operating loss incurred for the year ended Dec. 31, 2017 compared to the same period in 2016 is mostly attributable to a US$111,781,096 damages provision in relation to the Company's primary U.S. litigation with CardiAQ that was charged in year ended Dec. 31, 2016 and an offsetting gain of US$65,095,733 on the sale of assets related to an agreement with Boston Scientific in the same year. The accounting treatment of the 2017 Financings resulted in a net US$7,380,102 gain and foreign exchange changes accounted for a US$5,690,603 gain between the years. In addition, there was a US$3,498,004 reduction in general and administrative expenses, of which US$10,377,241 relates to a decrease in litigation expenses offset by expenses related to the 2017 Financings of US$5,447,182, and a decrease of in product development and clinical trial expenses of US$1,875,411. Grant Thornton issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2017, stating that the Company incurred a consolidated net loss of US$24,859,117 during the year ended December 31, 2017, and, as of that date, the Company's consolidated current liabilities exceeded its current assets by US$6,060,895. The auditors said these conditions, along with other matters, indicate the existence of a material uncertainty that casts substantial doubt about the Company's ability to continue as a going concern. Neovasc finances its operations and capital expenditures with cash generated from operations and equity, and debt financings. As at Dec. 31, 2017, the Company had cash and cash equivalents of US$17,507,157 compared to cash and cash equivalents of US$22,954,571 as at Dec. 31, 2016. The Company said it will require significant additional financing in order to continue to operate its business. The Company has paid the $112 million litigation damages associated with the primary U.S. CardiAQ litigation and there is no provision for litigation damages as of Dec. 31, 2017. A full-text copy of the Annual Report is available for free at: https://is.gd/q1H3Jd About Neovasc Inc. Based in Richmond, British Columbia, Neovasc Inc. -- http://www.neovasc.com/-- is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular marketplace. Its products include the Neovasc Reducer, for the treatment of refractory angina, which is not currently available in the United States and has been available in Europe since 2015, and the Tiara, for the transcatheter treatment of mitral valve disease, which is currently under clinical investigation in the United States, Canada and Europe. For more information, visit: www.neovasc.com. NEW LIFE HOLINESS: Hires Eugene Douglass & Robert Reid as Attorney ------------------------------------------------------------------ New Life Holiness seeks authority from the U.S. Bankruptcy Court for the Western District of Tennessee to hire Eugene G. Douglass and Robert W. Reid as its attorneys. The professional services to be required by Debtor and to be rendered by said attorneys include, but are not limited to: consultation with Debtor concerning all bankruptcy related matters, preparation and filing of a disclosure statement, and other necessary documents, court appearances, as well as assistance in the negotiation, formulation and confirmation of the Debtor's plan, and all other legal services necessary to complete the Chapter 11 and obtain a confirmed Plan. Eugene G. Douglass and Robert W. Reid attests that they do not hold or represent an interest adverse to the estate and are disinterested persons and are not otherwise disqualified by virtue of their employment by the representation of a creditor. The attorneys can be reached through: Robert W. Reid, Esq. Eugene G. Douglass, Esq. Douglass & Runge 2820 Summer Oaks Drive Bartlett, TN 38134 Tel: (901) 480-4155 E-mail: rwreid@douglassrunger.com About New Life Holiness New Life Holiness sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 18-21532) on Feb. 21, 2018. In the petition signed by Frederick Smith, pastor, the Debtor estimated assets of less than $50,000 and liabilities of less than $100,000. Judge Jennie D. Latta presides over the case. Douglass & Runger is the Debtor's bankruptcy counsel. NEXT COMMUNICATIONS: 100 NWT Fee Owner to Get $700,000 Under Plan ----------------------------------------------------------------- Next Communications, Inc., asks the U.S. Bankruptcy Court for the Southern District of Florida, Miami Division, to approve a disclosure statement explaining its plan of reorganization. The Disclosure Statement include a settlement agreement between the Debtor and 100 NWT Fee Owner LLC. Under the settlement, 100 NWT is provided an Allowed Secured Claim of $1.0 million payable at the election of the Debtor as follows: (a) a payment to NWT of $150,000 within 30 days of entry of the Confirmation Order and every thirty days thereafter of 11 equal payments of $50,000.00 for a total settlement payment of $700,000.00, or (b) $525,000.00 within 30 days of entry of the Confirmation Order. Class 2 consists of holders of Allowed Unsecured Claims equal to $500.00 or less, or holders of claims greater than $500.00 who elect to voluntarily reduce their claim to $500.00 to receive the treatment afforded holders of Allowed Class 2 Claims. In full satisfaction of each holder's Allowed Class 2 Claim, the Debtor on the 90th day following the Effective Date will pay each holder of an Allowed Class 2 Claim the lessor of (a) the full amount of their claim without interest, as scheduled on Schedule F, or as included in a timely filed proof of claim, or (b) $500.00. Class 2 is impaired under the Plan. Class 3 consists of holders of Allowed Unsecured Claims exceeding $500.00 who do not elect Class 2 treatment. The Debtor estimates that Allowed Class 3 claims will total no less than $6,331,681.13 after all the Debtor's claims objections are resolved. The Debtor has filed or is filing objections to claims totaling $9,024,791.68. Commencing on the Effective Date, the Debtor will commence monthly pro rata payments to each holder of an Allowed Class 3 Unsecured Claim based upon the following distribution schedule: Months 1-24 following Effective Date: $20,000 per month Months 25-48 following Effective Date: $30,000 per month Months 49-60 following Effective Date: $40,000 per month Total Distributions $1,680,000 This should result in each holder of an Allowed Class 3 Unsecured Claim receiving an aggregate distribution ranging from a high of 27% percent of each Allowed Claim determined as follows: $1,680,000 divided by estimated total Allowed Unsecured Claims $6,331,681.13, which assumes the Debtor successfully prevails at the hearing on the pending disputed claims totaling $9,024,791.68 and obtains Orders disallowing in full all of these claims. Conversely, the lowest estimated percentage distribution on each Allowed Class 3 Claim would be 11% percent of each Allowed Claim determined as follows: $1,680,000 divided by estimated total Allowed Unsecured Claims $6,331,681.13 plus disputed claims of $9,024,791.68. This dismal scenario assumes the Debtor loses each and every disputed claim and the total $9,024,791.68 become Allowed Class 3 Claims. Class 3 is impaired under the Plan. There are three separate sources of funds. The primary source of funds is the Debtor’s income from operations. The second source of funds is NGH has committed to funding $10,000 a month to the Debtor to ensure sufficient funds for the Plan and to contribute more if Next Communications, Inc., suffers an operational shortfall and more than the $10,000 is needed to make the Plan payments. Finally, assuming both the Debtor and NGH both have operational shortfalls, then the Class 4 interest holders have committed to fund such shortfalls up the amount of their equity interest in the Debtor. A full-text copy of the Disclosure Statement dated March 26, 2018, is available at: http://bankrupt.com/misc/flsb16-26776-138.pdf About Next Communications Next Communications, Inc., is an International Voice Over Internet Protocol (International VoIP) provider. Next Communications filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 16-10411) on Dec. 21, 2016. In the petition signed by CEO Arik Maimon, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Hon. Robert A. Mark presides over the case. AM Law, LLC, is the Debtor's bankruptcy counsel, and Hasapidis Law Offices is the special counsel. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Next Communications, Inc. as of March 1, according to a court docket. OPTIMUMBANK HOLDINGS: Incurs $589,000 Net Loss in 2017 ------------------------------------------------------ OptimumBank Holdings, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $589,000 on $4.71 million of total interest income for the year ended Dec. 31, 2017, compared to a net loss of $396,000 on $4.76 million of total interest income for the year ended Dec. 31, 2016. As of Dec. 31, 2017, OptimumBank had $95.86 million in total assets, $93.32 million in total liabilities and $2.54 million in total stockholders' equity. Hacker, Johnson & Smith PA, in Fort Lauderdale, Florida, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2017, stating that the Company is in technical default with respect to its Junior Subordinated Debenture. The holders of the Debt Securities could demand immediate payment of the outstanding debt of $5,155,000 and accrued and unpaid interest, which raises substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: https://is.gd/0SNLMP About OptimumBank Holdings OptimumBank Holdings, Inc., headquartered in Fort Lauderdale, Fla. -- http://www.optimumbank.com/-- is a one-bank holding company and owns 100% of OptimumBank, a state (Florida)-chartered commercial bank. The Bank offers a variety of community banking services to individual and corporate customers through its three banking offices located in Broward County, Florida. The Bank has four wholly-owned subsidiaries primarily engaged in holding and disposing of foreclosed real estate and one subsidiary primarily engaged in managing foreclosed real estate. OptimumBank is a member of the Federal Home Loan Bank of Atlanta. Bank Consent Order On Nov. 7, 2016, the Bank agreed to the issuance of a Consent Order by the Federal Deposit Insurance Corporation and the Florida Office of Financial Regulation, which requires the Bank to take certain measures to improve its safety and soundness. The Consent Order supersedes the prior consent order that became effective in 2010. Pursuant to the Consent Order, the Bank is required to take certain measures to improve its management, condition and operations, including actions to improve management practices and board supervision and independence, assure that its allowance for loan losses is maintained at an appropriate level and improve liquidity. The Consent Order requires the Bank to adopt and implement a compliance plan to address the Bank's obligations under the Bank Secrecy Act and related obligations related to anti-money laundering. The Consent Order prohibits the payment of dividends by the Bank. The Company estimates that the cost to comply with the BSA components of the Consent Order will be between $250,000 and $420,000. The Bank accrued approximately $305,000 and $60,000 toward these expenses in 2017 and 2016, respectively. The Consent Order continues the requirement for the Bank to maintain a Tier 1 leverage ratio of at least 8% and a total risk-based capital ratio of 12% beginning 90 days from the issuance of the Consent Order. At Dec. 31, 2017, the Bank had a Tier 1 leverage ratio of 8.89%, and a total risk-based capital ratio of 15.08%. OREXIGEN THERAPEUTICS: Taps Hogan Lovells as Legal Counsel ---------------------------------------------------------- Orexigen Therapeutics, Inc., seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Hogan Lovells US LLP as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; represent the Debtor in litigation; and provide other legal services related to its Chapter 11 case. The firm's hourly rates range from $730 to $1,315 for partners, $395 to $975 for associates and counsel, and $250 to $440 for legal assistants. The principal attorneys and paralegal who will be handling the case and their standard hourly rates are: Christopher Donoho, III $1,245 Christopher Bryant $860 John D. Beck $830 Eric Einhorn $495 Sean Feener, Law Clerk $495 Ronald Cappiello, Paralegal $390 Hogan Lovells is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Hogan Lovells disclosed that it has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements; and that no professional included in the engagement has varied his rate based on the geographic location of the Debtor's case. Hogan Lovells also disclosed that it represented the Debtor in the 12 months prior to the petition date and that it charged the Debtor its prevailing rates at all relevant times. The court has approved a budget on an interim basis for the firm's employment for the post-petition period, Hogan Lovells further disclosed. Hogan Lovells can be reached through: Christopher R. Donoho, III, Esq. Christopher R. Bryant, Esq. John D. Beck, Esq. Hogan Lovells US LLP 875 Third Avenue New York, NY 10022 Tel: (212) 918-3000 Fax: (212) 918-3100 E-mail: Chris.Donoho@hoganlovells.com E-mail: christopher.bryant@hoganlovells.com E-mail: john.beck@hoganlovells.com About Orexigen Therapeutics Based in La Jolla, California, Orexigen Therapeutics, Inc. -- http://www.orexigen.com/-- is a biopharmaceutical company focused on the treatment of weight loss and obesity. It is a publicly traded company with its shares listed on The NASDAQ Global Select Market under the ticker symbol "OREX". The company has 111 employees in the U.S. Orexigen Therapeutics sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 18-10518) on March 12, 2018. In its petition signed by Michael A. Narachi, president and CEO, the Debtor disclosed $265.1 million in assets and $226.4 million in liabilities. Judge Kevin Gross presides over the cases. The Debtor tapped Hogan Lovells US LLP as bankruptcy counsel; Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel; Ernst & Young LLP as financial advisor; Perella Weinberg Partners as investment banker; and Kurtzman Carson Consultants LLC as claims and noticing agent. OREXIGEN THERAPEUTICS: Taps Morris Nichols as Delaware Co-Counsel ----------------------------------------------------------------- Orexigen Therapeutics, Inc., seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Morris, Nichols, Arsht & Tunnell LLP. Morris will serve as Delaware co-counsel with Hogan Lovells US LLP, the firm tapped by the Debtor to be its bankruptcy counsel. The firm's hourly rates are: Partners $650 - $1,050 Associates $415 - $675 Special Counsel $415 - $675 Paraprofessionals $280 - $325 Case Clerks $165 The firm received advance fees totaling $128,467. Robert Dehney, Esq., a partner at Morris, 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. Dehney disclosed that his firm has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements; and that no Morris professional has varied his rate based on the geographic location of the Debtor's case. Mr. Dehney also disclosed that the court has approved a budget on an interim basis for Morris' engagement for the post-petition period. Morris can be reached through: Robert J. Dehney, Esq. Andrew R. Remming, Esq. Jose F. Bibiloni, Esq. 1201 N. Market St., 16th Floor P.O. Box 1347 Wilmington, DE 19899-1347 Phone: (302) 658-9200 Fax: (302) 658-3989 E-mail: rdehney@mnat.com E-mail: aremming@mnat.com E-mail: jbibiloni@mnat.com About Orexigen Therapeutics Based in La Jolla, California, Orexigen Therapeutics, Inc. -- http://www.orexigen.com/-- is a biopharmaceutical company focused on the treatment of weight loss and obesity. It is a publicly traded company with its shares listed on The NASDAQ Global Select Market under the ticker symbol "OREX". The company has 111 employees in the U.S. Orexigen Therapeutics sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 18-10518) on March 12, 2018. In its petition signed by Michael A. Narachi, president and CEO, the Debtor disclosed $265.1 million in assets and $226.4 million in liabilities. Judge Kevin Gross presides over the cases. The Debtor tapped Hogan Lovells US LLP as bankruptcy counsel; Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel; Ernst & Young LLP as financial advisor; Perella Weinberg Partners as investment banker; and Kurtzman Carson Consultants LLC as claims and noticing agent. OREXIGEN THERAPEUTICS: Taps Perella Weinberg as Investment Banker ----------------------------------------------------------------- Orexigen Therapeutics, Inc., seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Perella Weinberg Partners L.P. as its investment banker. The firm will provide the Debtor with general advisory and investment banking services in connection with its Chapter 11 case. Perella will also provide strategic advice with respect to restructuring or refinancing the Debtor's obligations; assist in structuring, evaluating and effecting a sale of its assets; and provide financial advice to the Debtor in structuring and effecting a financing. Perella will receive a monthly advisory fee of $100,000. In the event of a sale or restructuring, Perella will receive $2 million due upon closing of the transaction. In the case of a "bona fide bid," the firm will receive an incremental $250,000. Additionally, in the event that a bona fide bid is in excess of $60 million, the firm will receive 2.5% of transaction value in excess of $60 million up to and including $120 million, plus 3.5% of transaction value in excess of $120 million, payable promptly upon consummation of such sale. In the event of a financing, Perella will receive a "financing fee" equal to 1.25% of the gross cash proceeds of any debt financing, and 4.50% of the gross cash proceeds of any equity or equity-linked financing, in each case payable upon the funding of such financings. Brian Silver, a partner at Perella, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Perella can be reached through: Brian Silver Perella Weinberg Partners L.P. 767 Fifth Avenue New York, NY 10153 Phone: 212.287.3200 About Orexigen Therapeutics Based in La Jolla, California, Orexigen Therapeutics, Inc. -- http://www.orexigen.com/-- is a biopharmaceutical company focused on the treatment of weight loss and obesity. It is a publicly traded company with its shares listed on The NASDAQ Global Select Market under the ticker symbol "OREX". The company has 111 employees in the U.S. Orexigen Therapeutics sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 18-10518) on March 12, 2018. In its petition signed by Michael A. Narachi, president and CEO, the Debtor disclosed $265.1 million in assets and $226.4 million in liabilities. Judge Kevin Gross presides over the cases. The Debtor tapped Hogan Lovells US LLP as bankruptcy counsel; Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel; Ernst & Young LLP as financial advisor; Perella Weinberg Partners as investment banker; and Kurtzman Carson Consultants LLC as claims and noticing agent. PARAGON GLOBAL: Has Until July 2 to Exclusively File Plan --------------------------------------------------------- The Hon. Marvin Isgur of the U.S. Bankruptcy Court for the Southern District of Texas has extended, at the behest of Paragon Global, LLC, and its debtor-affiliates, the exclusive right to file a Chapter 11 plan of reorganization for the Debtors from April 4, 2018, to and including July 2, 2018. As reported by the Troubled Company Reporter on March 12, 2018, the Debtors discovered that a simple plan of trimming costs and reducing expenses have far larger ramifications that may impact their revenue opportunities going forward. Because of this, they need additional time to analyze these ramifications so that they can build a reasonable plan. A copy of the court order is available at: http://bankrupt.com/misc/txsb17-36605-54.pdf About Paragon Global Paragon Fabricators, Inc. -- http://www.paragontexas.com/-- is a ASME pressure vessel fabrication shop located in La Marque, Texas, serving the needs of the Petro-chemical & Oil & Gas industries in the Gulf Coast markets for over four decades. Founded in 1975, Paragon Fabricators has recently been acquired by new ownership led by Chairman and CEO Surendra Patel who has over 30 years of experience in contract manufacturing, engineering services and electrical distribution. Paragon Global, LLC, and its affiliates, Paragon Fabricators, Incorporated; Paragon Field Services, Inc.; Patel Property Holdings, LLC, filed Chapter 11 petitions (Bankr. S.D. Tex. Lead Case No. 17-36605) on Dec. 5, 2017. In the petitions signed by Surendra Patel, managing member, the Paragon Global disclosed $4.88 million in assets and $4.18 million in liabilities; and Patel Property Holdings disclosed $5.35 million in assets and $1.67 million in liabilities. The Hon. Marvin Isgur presides over the Debtors' cases. Margaret M. McClure, Esq., at the Law Office of Margaret M. McClure, serves as bankruptcy counsel to the Debtors. PARETEUM CORP: Lowers Net Loss to $12.5 Million in 2017 ------------------------------------------------------- Pareteum Corporation filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $12.46 million on $13.54 million of revenues for the year ended Dec. 31, 2017, compared to a net loss of $31.44 million on $12.85 million of revenues for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Pareteum had $25.32 million in total assets, $9.90 million in total liabilities and $15.42 million in total stockholders' equity. At Dec. 31, 2017, the Company had $13.74 million in cash, cash equivalents and restricted cash. Based on the Company's current expectations with respect to its revenue and expenses, the Company expects that its current level of cash and cash equivalents should be sufficient to meet its liquidity needs for the next twelve months. The net cash used in operating activities of $2.616 million for the year ended Dec. 31, 2017 compared to net cash used in operating activities of $3.658 million in 2016 decreased by $1,041,670. Operating activities decreased primarily as a result of an increase in the add back of several items such as the amortization of deferred financing costs, conversion features. Net cash used in investing activities for year ended Dec. 31, 2017 was $721,823 a decrease of $1.759 million or 170%, compared to $1.037 million net cash provided in investing activities in 2016. This decrease is a result of $2.000 million cash received from ValidSoft last year. Net cash provided by financing activities for the year ended Dec. 31, 2017 was $15.86 million, compared to net cash provided by financing activities of $3.162 million for the year ended Dec. 31, 2016. Financing activities increased as a result of paying off all senior secured debt and equity raises in 2017. 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. The auditor's opinion on the financial statements for the year ended Dec. 31, 2017, no longer gave a going-concern warning. A full-text copy of the Form 10-K is available for free at: https://is.gd/TKMbbI About Pareteum Corporation New York-based Pareteum Corporation -- http://www.pareteum.com/-- provides 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. * * * This concludes the Troubled Company Reporter's coverage of Pareteum Corporation until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. PERRY PUBLIC: Moody's Hikes Rating on $279,000 GOULT Debt From Ba1 ------------------------------------------------------------------ Moody's Investors Service has upgraded the rating on Perry Public Schools, MI's general obligation unlimited tax (GOULT) debt to Baa3 from Ba1. The rating applies to $270,000 of rated GOULT debt outstanding. The outlook is stable. RATINGS RATIONALE The upgrade to Baa3 reflects the district's improved financial profile with reserves growing to a positive, though still narrow, level from what had been a distressed position with a significant accumulative general fund deficit. The district is on track to realize its fifth consecutive operating surplus as result of aggressive cost control measures and increased state per pupil funding. The rating also considers the district's continued enrollment declines, a modestly-sized tax base, and significant fixed costs associated with above average debt and pension liabilities. RATING OUTLOOK The stable outlook reflects the expectation that the district's reserves will be sustained at a narrow position. While unlikely to substantially improve in the near term given continued enrollment losses, the maintenance of reserves is supported by expenditure cuts and moderate increases in state per pupil funding. FACTORS THAT COULD LEAD TO AN UPGRADE Sustained trend of positive operations resulting in maintenance of healthier reserve levels Stabilization of enrollment trends Moderation of the debt and pension burden fixed costs FACTORS THAT COULD LEAD TO A DOWNGRADE Reversal of positive financial trends leading to weakening of the district's reserve levels Increases to the district's debt and/or pension liabilities LEGAL SECURITY Debt service on the district's outstanding GOULT debt is secured by the district's GO tax pledge with voter authorization to levy property taxes without limitation as to rate or amount. PROFILE Perry Public Schools is located 18 miles northeast of Lansing and encompasses approximately 73 square miles in Shiawassee and Ingham Counties. The district provides K-12 education to approximately 1,100 students in a community of roughly 8,700 residents. PITTSBURGH ATHLETIC: Needs 30-Day Extension of Solicitation Period ------------------------------------------------------------------ Pittsburgh Athletic Association and Pittsburgh Athletic Association Land Company ask the U.S. Bankruptcy Court for the Western District of Pennsylvania to further extend by an additional 30 days the deadlines so that the Debtors may continue their exclusivity rights through the plan confirmation process without the intercession of other proposed plans and without interference in obtaining Plan acceptance. As reported by the Troubled Company Reporter on Sept. 4, 2017, the Debtors asked the Court to extend for an additional 60 days the period within which only the Debtors have the exclusive right to file a Chapter 11 plan, as well as the period to solicit and obtain acceptances of that plan. On Sept. 15, 2017, the Court entered a Stipulation Order extending the Debtors' exclusive right to file a plan of reorganization to Dec. 26, 2017, and extending the Debtors' exclusive right to obtain acceptances to said plan to Feb. 26, 2018. On Dec. 22, 2017, the Debtors filed a Joint Chapter 11 Plan of Reorganization of Pittsburgh Athletic Association & Pittsburgh Athletic Association Land Company dated Dec. 22, 2017, a Joint Disclosure Statement to Accompany Joint Plan of Reorganization dated Dec. 22, 2017, and a Joint Summary of Chapter 11 Plan of Reorganization. On Dec. 28, 2017, the Court entered an Order scheduling a hearing on approval of the Disclosure Statement for Feb. 6, 2018. On Jan. 26, 2018, the Debtors filed a second request to extend the Exclusivity Period for filing a Chapter 11 plan and disclosure statement. On Feb. 20, 2018, the Court granted the second request, extending the Debtors' exclusive rights to file a plan and to obtain acceptances to the plan to April 12, 2018. On March 13, 2018, the Debtors filed an Amended Joint Chapter 11 Plan of Reorganization of Pittsburgh Athletic Association & Pittsburgh Athletic Association Land Company dated March 13, 2018, an Amended Joint Disclosure Statement to Accompany Joint Plan of Reorganization and an Amended Joint Summary of Chapter 11 Plan of Reorganization. On March 15, 2018, the Court entered an Order conditionally approving the Amended Disclosure Statement and setting certain deadlines. The Court also scheduled a Confirmation Hearing on the Amended Plan for April 17, 2018, at 10:00 a.m. On March 16, 2018, the Debtors filed a revised Amended Plan to address a scrivener's error. This is the Debtors' third request for an extension of the exclusivity deadlines provided for under Section 1121 of the U.S. Bankruptcy Code. The Amended Plan calls for reorganization of the Debtors through the redevelopment of the Property and continuation of PAA. However, the exclusivity period will expire prior to confirmation of the Plan due to the Confirmation Hearing being scheduled for April 17, 2018. The Debtors request an additional extension of 30 days of the exclusivity deadlines so that they may continue their exclusivity rights through the confirmation process without the intercession of other proposed plans and without interference in obtaining plan acceptance. The 30-day extension will provide Debtors with time to finalize the redevelopment of the Debtors' property through a closing to occur after confirmation, as well as, to prepare for confirmation, to obtain confirmation and implement the Amended Plan to achieve a successful reorganization of the Debtors. The Debtors and Walnut PAA, LP, have been working towards a successful Chapter 11 reorganization and conclude the post-confirmation matters addressed under the Plan. The Debtors' and Walnut PAA, LLC's extensive efforts already place Walnut PAA, LLC, in a favorable position, as shown through the following: a) On March 20, 2018, the City of Pittsburgh Planning Commission gave unanimous approval to Walnut PAA, LP's proposed plans to change the use of the PAA to office, retail and restaurants, as well as maintaining and retro- fitting the fitness and exercise areas of the PAA. This is required since the PAA Building is within a special zoning district (EMI). This is a process that can take as long as six months to complete and places Walnut PAA, LP far in the lead to commence construction insofar as this approval is required prior to the application for any building or other permits; and b) Walnut PAA, LP, has completed its full title search and has the requisite funding necessary to close within 30 days of the Plan's confirmation. The extension of exclusivity requested is necessary for the implementation of the Plan and the actions already commenced by Walnut PAA, LP, and the Debtors. In the instant case, just cause exists for the Court to hold an expedited hearing on this matter as a obtaining a determination on the second DIP motion under the normal notice period would cause the Debtors to incur harm as the Debtors are close to exhausting the initial DIP loan proceeds due to the unforeseen litigation expenses incurred by way of, inter alia, the motion to appoint trustee, and unexpected circumstances arising in the sale/redevelopment process. The Debtors request the Court schedule a hearing on this matter on an expedited basis prior to the exclusivity period ending on April 12, 2018. A copy of the Debtors' request is available at: http://bankrupt.com/misc/pawb17-22222-630.pdf About Pittsburgh Athletic Association Pittsburgh Athletic is a private social club and athletic club in Pittsburgh, Pennsylvania, USA. Its clubhouse is listed on the National Register of Historic Places. Pittsburgh Athletic is a nonprofit membership club chartered in 1908. It ran into financial difficulties and had its liquor license temporarily suspended for not paying Allegheny County drink taxes. Affiliated debtors Pittsburgh Athletic Association (Bankr. W.D. Pa. Case No. 17-22222) and Pittsburgh Athletic Association Land Company (Bankr. W.D. Pa. Case No. 17-22223) filed for Chapter 11 bankruptcy protection on May 30, 2017. The Debtors each estimated their assets and liabilities at between $1 million and $10 million each. The petitions were signed by James A. Sheehan, president. Judge Jeffery A. Deller presides over the case. Jordan S. Blask, Esq., at Tucker Arensberg, P.C., serves as the Debtors' bankruptcy counsel. Gleason & Associates, P.C., is the Debtors' financial advisor. Holliday Fenoglio Fowler, L.P., is the Debtors' real estate advisors. Andrew R. Vara, Acting U.S. Trustee for Region 3, appointed seven creditors to serve on an official committee of unsecured creditors. The Committee hired Leech Tishman Fuscaldo & Lampl, LLC, as counsel. PITTSBURGH ATHLETIC: Unsecureds Can No Longer Vote on Plan ---------------------------------------------------------- Pittsburgh Athletic Association and Pittsburgh Athletic Association Land Company filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania an amended joint plan of reorganization dated March 13, 2018, as revised on March 16, 2018. Under the revised amended plan, secured claimants OFAHA and Blanche Trust, and the general unsecured claimants are no longer entitled to vote. A full-text copy of the Revised Amended Plan is available at: http://bankrupt.com/misc/pawb17-22222-594-1.pdf About Pittsburgh Athletic Association Pittsburgh Athletic is a private social club and athletic club in Pittsburgh, Pennsylvania, USA. Its clubhouse is listed on the National Register of Historic Places. Pittsburgh Athletic is a nonprofit membership club chartered in 1908. It ran into financial difficulties and had its liquor license temporarily suspended for not paying Allegheny County drink taxes. Affiliated debtors Pittsburgh Athletic Association (Bankr. W.D. Pa. Case No. 17-22222) and Pittsburgh Athletic Association Land Company (Bankr. W.D. Pa. Case No. 17-22223) filed for Chapter 11 bankruptcy protection on May 30, 2017. The Debtors each estimated their assets and liabilities at between $1 million and $10 million each. The petitions were signed by James A. Sheehan, president. Judge Jeffery A. Deller presides over the case. Jordan S. Blask, Esq., at Tucker Arensberg, P.C., serves as the Debtors' bankruptcy counsel. Gleason & Associates, P.C., is the Debtors' financial advisor. Holliday Fenoglio Fowler, L.P., is the Debtors' real estate advisors. Andrew R. Vara, Acting U.S. Trustee for Region 3, appointed seven creditors to serve on an official committee of unsecured creditors. The Committee hired Leech Tishman Fuscaldo & Lampl, LLC, as counsel. PLANTRONICS INC: Moody's Puts Ba2 CFR Under Review for Downgrade ---------------------------------------------------------------- Moody's Investors Service placed Plantronics, Inc.'s credit ratings, including its Ba2 Corporate Family Rating, under review for downgrade after the company announced it was acquiring Polycom for $2 billion. The SGL-1 rating is unchanged at this time. Ratings Rationale Plantronics announced it had entered into an agreement to acquire Polycom for approximately $2 billion using new debt, cash on hand and Plantronics shares. The company expects to achieve significant cost synergies as part of the integration and will likely focus on reducing debt post-closing. However leverage is expected to increase as a result of the transaction. The review will focus on the outlook for the combined businesses, integration plans, closing capital structure as well as shareholder distribution and debt repayment plans. The acquisition significantly broadens Plantronics line up of endpoint devices, software and services for the unified communications market. Polycom is a leading provider of audio and video conferencing products but revenues have declined in recent years. Plantronics liquidity will likely weaken as a result of the acquisition and the existing SGL-1 rating could be downgraded. Currently, Plantronics has a very good liquidity profile, supported by $499 million of cash and short term investments and an undrawn $100 million revolver as of December 31, 2017. The following ratings were affected: On Review for Downgrade: Issuer: Plantronics, Inc. -- Probability of Default Rating, Placed on Review for Downgrade, currently Ba2-PD -- Corporate Family Rating, Placed on Review for Downgrade, currently Ba2 -- Senior Unsecured Regular Bond/Debenture, Placed on Review for Downgrade, currently Ba2 (LGD4) Outlook Actions: Issuer: Plantronics, Inc. -- Outlook, Changed To Rating Under Review From Stable The principal methodology used in these ratings was Diversified Technology Rating Methodology published in December 2015. Plantronics, Inc., headquartered in Santa Cruz, California, is a provider of audio communications headsets and accessories used by businesses and consumers. Plantronics had $850 million in revenues for the twelve months ended 31, 2017. PLANTRONICS INC: S&P Puts 'BB' CCR on CreditWatch Negative ---------------------------------------------------------- S&P Global Ratings placed its 'BB' corporate credit rating, and all other ratings, on Santa Cruz, Calif.-based Plantronics Inc. on CreditWatch with negative implications. The CreditWatch listing reflects the company's announcement that it plans to issue approximately $1.4 billion of debt to finance the acquisition of Polycom Inc. (B/Stable/--), and our expectation that leverage at close will rise above the current stated downside scenario of 3x. The acquisition of Polycom broadens Plantronics' portfolio of communication and collaboration endpoints, and provides additional diversification to Plantronics' enterprise products. The company currently uses roughly 60% of its free cash flow to fund share repurchases. S&P said, "We would look to better understand this dynamic going forward under the new capital structure in order to determine the debt repayment and deleverating capacity over the 12 months subsequent to the close of the transaction. Furthermore, the transaction doubles the companies scale which could pose significant integration risks. These factors could lead to leverage, in our view, in the high-3x area, above our current downgrade threshold." S&P said, "We intend to resolve our CreditWatch listing once we have had a chance to discuss the transaction with management and better understand the debt structure financing the acquisition. We could lower the rating, or assign a negative outlook, based on our discussions with management regarding potential cost savings and/or accelerated debt repayment post transaction and the implication this may have on our financial metrics forecasts." PLEDGE PETROLEUM: Closes Sale of All Assets to Norma Investments ---------------------------------------------------------------- Pledge Petroleum Corp. held a special meeting of stockholders on March 23, 2018, during which the stockholders approved a proposal to sell substantially all of the Company's assets, including all pertinent intellectual property rights comprising its business of implementing plasma pulse technology, to Norma Investments Limited. Following the Special Meeting, Pledge Petroleum sold substantially all of its assets to Norma, the parent company of Ervington Investments Limited, the current holder of a majority of its outstanding voting securities, for $650,000 pursuant to that certain Asset Purchase Agreement with Norma, dated Feb. 12, 2018. In connection with the Asset Sale, the Company repurchased all of the outstanding securities of the Company held by Ervington for $8,500,000 pursuant to that certain Share Purchase Agreement with Ervington, dated Feb. 12, 2018. CEO Resignation On March 23, 2018, upon the closing of the Share Repurchase, Ivan Persiyanov resigned as a director and as chief executive officer of the Company and the Company's Secretary and Director, John Zotos, was appointed as the Company's interim chief executive officer. For his services as chief executive officer, Mr. Zotos will receive a monthly fee of $10,000. John Zotos, age 57, was appointed as a director and secretary of the Company on March 6, 2013. Since July 2007, he has served as a principal and a managing partner of JC Holdings, LLC, a company engaged in the business of buying, selling and managing heavy equipment and commercial real estate. Prior to the consummation of the Share Repurchase, Ervington, had the right to elect three of the five members of the Company's Board of Directors and was the beneficial owner of a majority of its outstanding voting securities. As a result of the Share Repurchase, Ervington no longer owns any securities of the Company and no longer has the right to elect any members of its Board of Directors. About Pledge Petroleum Headquartered in Houston, Texas, Pledge Petroleum Corp -- http://www.pledgepcorp.com/-- focuses on the acquisition of various oil producing fields. The Company was formerly known as Propell Technologies Group, Inc. and changed its name to Pledge Petroleum Corp. in February 2017. Pledge Petroleum reported a net loss available to common stockholders of $4.74 million for the year ended Dec. 31, 2016, compared with a net loss available to common stockholders of $6.89 million for the year ended Dec. 31, 2015. As of Sept. 30, 2017, Pledge Petroleum had $8.78 million in total assets, $1.10 million in total liabilities, all current, and $7.67 million in total stockholders' equity. RBSM LLP, in New York, New York, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2017, noting that the Company has incurred recurring operating losses and had a net loss for the year ended Dec. 31, 2016. The Company has also suspended its business operations. The auditors said these conditions raise substantial doubt about the Company's ability to continue as a going concern. PRECIPIO INC: Falls Short of Nasdaq's Bid Price Requirement ----------------------------------------------------------- Precipio, Inc. received a letter from The Nasdaq Stock Market on March 26, 2018, notifying the Company that for the past 30 consecutive business days, the closing bid price per share of its common stock was below the $1.00 minimum bid price requirement for continued listing on The Nasdaq Capital Market, as required by Nasdaq Listing Rule 5550(a)(2). As a result, the Company was notified by Nasdaq that it is not in compliance with the Bid Price Rule. Nasdaq has provided the Company with 180 calendar days, or until Sept. 24, 2018, to regain compliance with the Bid Price Rule. This notification has no immediate effect on the Company's listing on the Nasdaq Capital Market or on the trading of the Company's common stock. To regain compliance with the Bid Price Rule, the closing bid price of the Company's common stock must meet or exceed $1.00 per share for a minimum of ten consecutive business days during the 180 day grace period. If the Company's common stock does not regain compliance with the Bid Price Rule during this grace period, it will be eligible for an additional grace period of 180 calendar days provided that the Company satisfies Nasdaq's continued listing requirement for market value of publicly held shares and all other initial listing standards for listing on The Nasdaq Capital Market, other than the minimum bid price requirement, and provides written notice to Nasdaq of its intention to cure the delinquency during the second grace period. If the Company meets these requirements, Nasdaq will inform the Company that it has been granted an additional 180 calendar days. However, if it appears to Staff that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible, Nasdaq will provide notice that its securities will be subject to delisting. The Company said it is presently evaluating various courses of action to regain compliance with the Bid Price Rule. However, there can be no assurance that the Company will be able to regain compliance. About Precipio Omaha, Nebraska-based Precipio, formerly known as Transgenomic, Inc. -- http://www.precipiodx.com/-- has built a platform designed to eradicate the problem of misdiagnosis by harnessing the intellect, expertise and technology developed within academic institutions and delivering quality diagnostic information to physicians and their patients worldwide. Through its collaborations with world-class academic institutions specializing in cancer research, diagnostics and treatment, initially the Yale School of Medicine, Precipio offers a new standard of diagnostic accuracy enabling the highest level of patient care. Transgenomic reported a net loss available to common stockholders of $8 million on $1.55 million of net sales for the year ended Dec. 31, 2016, compared with a net loss available to common stockholders of $34.27 million on $1.92 million of net sales for the year ended Dec. 31, 2015. As of Sept. 30, 2017, Precipio had $34.97 million in total assets, $14.57 million in total liabilities and $20.40 million in total stockholders' equity. Marcum LLP, in Hartford, CT, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, stating that the Company has incurred operating losses and used cash for operating activities for the past several years. This raises substantial doubt about the Company's ability to continue as a going concern. PREMIER PCS: Unsecureds to Get 75% to 100% in Installment Payments ------------------------------------------------------------------ Premier PCS OF TX, LLC, filed with the U.S. Bankruptcy Court for the Western District of Texas El Paso Division a plan of reorganization and disclosure statement. The Plan indicates that general unsecured creditors are classified in classes and are being offered distribution ranging from 75% to 100% of their allowed claims respectively, to be distributed in installment payments. Classes of secured claims are to receive other treatments. All property tax creditors are grouped into single, unimpaired class, and they will continue to receive their regular non-bankruptcy amounts of payment, on tome and in full. The Debtor will distribute all Plan payments to creditors from the revenues from regular operations. A full-text copy of the Disclosure Statement filed on March 26, 2018 is available at: http://bankrupt.com/misc/txwb17-32021-92.pdf About Premier PCS of TX Based in El Paso, Texas, Premier PCS of TX, LLC, provides computer maintenance and repair services. Premier PCS of TX, based in El Paso, TX, filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 17-32021) on Dec. 6, 2017. In the petition signed by Richard Ahn, managing member, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Christopher H. Mott presides over the case. E.P. Bud Kirk, a partner at the law firm of E.P. Bud Kirk, serves as bankruptcy counsel. PSIVIDA CORP: Acquires Icon and Rebrands Itself as EyePoint ----------------------------------------------------------- pSivida Corp. has acquired Icon Bioscience Inc., a specialty biopharmaceutical company whose lead product DEXYCU (dexamethasone intraocular suspension). DEXYCU is the first long-acting intraocular product approved by the FDA for the treatment of postoperative inflammation. DEXYCU utilizes Icon's proprietary Verisome drug-delivery platform which allows for a single injection that releases over time. The Company has entered into a financial agreement with EW Healthcare Partners. EW Healthcare Partners and a third party investor will make equity investments in pSivida for a total of up to approximately $60.5 million. In addition, SWK Holdings Corporation has agreed to provide pSivida with up to $20 million in a debt facility. The Company will use these resources to finance the Icon acquisition and prepare for the commercial launches of DEXYCU and, if approved by FDA, Durasert micro-insert for the treatment of non-infectious uveitis affecting the posterior segment of the eye. Two Potential Near-Term Launches * On Feb. 9, 2018, the FDA approved Icon Bioscience's New Drug Application (NDA) for DEXYCU, a dropless, long-acting therapeutic for the treatment of postoperative inflammation. There are over four million cataract surgeries performed annually in the U.S. pSivida plans to launch DEXYCU in the U.S. in the first half of 2019 following the successful scale up of commercial supplies. * On March 19, 2018, the FDA accepted pSivida's NDA for Durasert micro-insert for treatment of non-infectious posterior segment uveitis, which will be subject to a standard review and has a Prescription Drug User Fee Act (PDUFA) action date of Nov. 5, 2018. Posterior segment uveitis is a high unmet need area with limited treatment options and the third leading cause of blindness in the U.S. If approved, pSivida expects to launch Durasert in the U.S. in the first half of 2019. Strategic Rationale for Transactions This transformative acquisition and financing are driven by the shared vision held by pSivida and its new partners, EW Healthcare Partners and SWK. * Ophthalmology represents a large and growing therapeutic category with a sizable market, favorable demographics due to an aging population, and significant unmet clinical needs. * DEXYCU offers a unique value creation opportunity, especially with the experience of pSivida's CEO, Nancy Lurker, who has built multiple sales and marketing organizations that have successfully commercialized numerous products. The Company is well positioned to capitalize on DEXYCU and the potential Durasert opportunity. * pSivida and its strategic partners will remain opportunistic in evaluating additional ophthalmology assets. MTS Health Partners, L.P. served as pSivida's financial advisor in connection with the transaction and its affiliate, MTS Securities LLC, provided the pSivida board of directors with a fairness opinion. Torreya Partners served as the advisor to pSivida on the debt financing. Hogan Lovells US LLP acted as pSivida's legal advisor and Danforth Advisors, LLC acted as pSivida's corporate finance advisor. EW Healthcare Investment EW Healthcare Partners and a third party investor will provide pSivida with funding in two tranches totaling $35 million, approximately $25.5 million of which is subject to the approval of the Company's stockholders. EW Healthcare Partners and a third party investor also have an option, subject to the approval of the Company's stockholders, to make an additional investment of approximately $25.5 million for a total of up to $60.5 million. * In the first tranche, which closed concurrently with the Icon acquisition, EW Healthcare Partners purchased 8,606,324 shares of pSivida common stock. * In the second tranche, which is subject to stockholder approval, EW Healthcare Partners and a third party investor will purchase approximately $25.5 million of the Company's common stock and receive a warrant to purchase an additional approximately $25.5 million of the Company's common stock. The warrant will be cash-exercise only and exercisable no later than 15 business days after the issuance of a pass- through reimbursement code for DEXYCU. Ron Eastman, a managing director with EW Healthcare Partners, who will immediately join pSivida's Board of Directors, said, "EW Healthcare Partners is pleased to have the opportunity to invest in Nancy Lurker and her team as they drive the growth and transformation of EyePoint Pharmaceuticals into a fully integrated specialty biopharmaceutical company. Nancy has a strong track record of building successful commercial organizations, and we look forward to continuing to support the Company as it capitalizes on DEXYCU, Durasert and other potential ophthalmology opportunities." SWK Investment pSivida also entered into a $20 million senior secured, non-dilutive term loan agreement with SWK Funding LLC and its partners. SWK Funding LLC is a subsidiary of SWK. "We are pleased to partner with pSivida and are fully committed to working with the team to build a leading business in ophthalmology," said Winston Black, CEO, SWK. "Nancy has a proven track record of successfully commercializing products and we believe pSivida has a very attractive future." EyePoint Pharmaceuticals Marks the Transformation of pSivida "Today's announcements significantly accelerate the transformation of pSivida into a specialty biopharmaceutical company with the potential to launch two ophthalmic products in the first half of 2019 with the FDA approval of DEXYCU, and active regulatory review of Durasert micro-insert for posterior segment non-infectious uveitis. Our goal is to leverage the commercial infrastructure we are building and become a sustainable growth company," said Nancy Lurker president and CEO. "Our rebranding and name change reflect the tremendous progress we've made and embody the momentum at EyePoint Pharmaceuticals. Our goal is to establish EyePoint Pharmaceuticals as a leader in developing and launching innovative ophthalmic products in indications with high unmet medical need to improve the lives of patients with serious eye disorders. We are pleased to partner with EW and SWK to assure that we have not only the funding to achieve our goals, but also the deep strategic and healthcare domain expertise to ensure our ability to execute on our strategy." DEXYCU is the first long-acting intraocular product approved by the FDA for the treatment of postoperative inflammation. Cataract surgery is the most frequent surgical procedure in the U.S., with over four million performed annually. The primary endpoint of the DEXYCU placebo-controlled Phase 3 program was to assess the percent of patients achieving total anterior chamber cell (ACC) clearance at post-surgical Day 8. The percentage of patients with ACC clearance at post-surgical Day 8 was 60% in the DEXYCU treated group versus 20% in the placebo group. The most commonly reported adverse reactions occurring in 5-15% of subjects included an increase in intraocular pressure, corneal edema, and iritis. "DEXYCU offers surgeons a new option to treat post-surgical inflammation with a single injection following surgery, thereby potentially eliminating the need for patients to administer a complex regimen of steroid drops for up to 4 weeks post-surgery which many patients have difficultly adhering to," said Dr. Cynthia Matossian, MD, FACS, who is the founder and chief executive officer of Matossian Eye Associates. EyePoint Pharmaceuticals will trade under the new NASDAQ ticker symbol "EYPT" effective April 2, 2018. The former ticker symbol "PSDV" will remain effective through the market close on March 29, 2018. The new website for EyePoint Pharmaceuticals is www.eyepointpharma.com. ASX Delisting pSivida has requested that its shares be delisted from trading on the Australian Securities Exchange. Due to a significant decrease in the proportion of the Company's common stock held by Australian shareholders, low trading activity and the costs of maintaining the listing, the Board of Directors of pSivida after careful consideration has determined that there are minimal benefits to maintaining its listing on the ASX and that it would be in the best interests of the Company and its shareholders to delist. Director Resignation On March 28, 2018, and in connection with the board rights of the First Tranche Investors under the First Tranche Securities Purchase Agreement, James Barry announced his intention to resign from the Board, effective as of the Company's removal from the official list of the Australian Securities Exchange. Appointment of New Director On March 28, 2018, the Board increased the size of the Board to eight members and appointed Ronald W. Eastman to serve as a director for a term commencing on the date of the closing of the First Tranche Transaction and expiring at the Annual Meeting of Stockholders of the Company in 2018 and until his successor is duly elected and qualified, except in the case of his earlier death, retirement or resignation. Mr. Eastman will also serve as a member of the Governance and Nominating Committee, the Compensation Committee and the Science Committee of the Board. Mr. Eastman will not be compensated for his service on the Board although he is entitled to seek reimbursement for reasonable expenses incurred in connection with his service on the Board and is entitled to the same benefits, including benefits under any director and officer indemnification or insurance policy maintained by the Company, as any other non-employee director of the Board. In connection with his appointment, Mr. Eastman has entered into the Company's standard director indemnification agreement. Mr. Eastman was appointed to the Board as the initial First Tranche Investor Designee pursuant to the terms of the First Tranche Securities Purchase Agreement. There are no family relationships between Mr. Eastman and any director or executive officer of the Company. Mr. Eastman is manager director of EW Healthcare Partners, which is an affiliate of the First Tranche Investors. About Icon Bioscience and Verisome Icon Bioscience Inc. -- http://www.iconbioscience.com/-- was previously a privately held specialty biopharmaceutical company focused on the development and commercialization of unique ophthalmic pharmaceuticals based on its patented and proprietary Verisome extended-release drug delivery technology. On Feb. 9, 2018, the United States Food and Drug Administration approved Icon Bioscience's New Drug Application (NDA) for DEXYCU (dexamethasone intraocular suspension) 9%, a dropless, long-acting therapeutic for treating inflammation associated with cataract surgery. DEXYCU is the first long-acting intraocular product approved by the FDA to treat post-surgical inflammation. Cataract surgery is the most frequent surgical procedure performed in the U.S., with over four million procedures annually. Under current standard of care for inflammation associated with this surgery, patients assume the post-surgical responsibility of self-administering medicated eye drops, several times daily for up to 4 weeks. DEXYCU breaks new ground in the post-surgical treatment of inflammation because it is applied as a single injection at the conclusion of surgery. About EW Healthcare Partners EW Healthcare Partners is a growth equity firms pursuing investments in pharmaceuticals, medical devices, healthcare services, and healthcare information technology. Since its founding in 1985, EW Healthcare Partners has maintained its singular commitment to the healthcare industry and has been involved in the founding, investing, and/or management of over 150 healthcare companies, ranging across sectors, stages, and geographies. The team is comprised of over 20 senior investment professionals with offices in New York, London, Palo Alto and Houston. About SWK Holdings Corporation SWK Holdings Corporation is a publicly traded, specialized finance company with a focus on the global healthcare sector. SWK partners with ethical product marketers and royalty holders to provide flexible financing solutions at an attractive cost of capital to create long-term value for both SWK's business partners and its investors. About EyePoint Pharmaceuticals EyePoint Pharmaceuticals, formerly pSivida Corp. -- http://www.eyepointpharma.com/-- headquartered in Watertown, MA, is a specialty biopharmaceutical company committed to developing and commercializing innovative ophthalmic products in indications with high unmet medical need to help improve the lives of patients with serious eye disorders. The Company has developed three of only four FDA-approved sustained-release treatments for back-of-the-eye diseases. The Company's pre-clinical development program is focused on using its core Durasert platform technology to deliver drugs to treat wet age-related macular degeneration, glaucoma, osteoarthritis and other diseases. pSivida reported a net loss of $18.48 million on $7.54 million of total revenues for the fiscal year ended June 30, 2017, compared with a net loss of $21.55 million on $1.62 million of total revenues in 2016. As of Dec. 31, 2017, Psivida had $14.19 million in total assets, $4.29 million in total liabilities and $9.90 million in total stockholders' equity. In its report on the consolidated financial statements for the year ended June 30, 2017, Deloitte & Touche LLP stated that the Company's anticipated recurring use of cash to fund operations in combination with no probable source of additional capital raises substantial doubt about its ability to continue as a going concern. QUE GOLAZO: Hires Gandia-Fabian Law Office as Attorney ------------------------------------------------------ Que Golazo, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Puerto Rico to hire Mary Ann Gandia-Fabian, Esq. of Gandia-Fabian Law Office as the Debtor's attorney. Professional services required of the firm are: a. advise the Debtor with respect to its duties, powers and responsibilities in this case under the laws of the United States and Puerto Rico in which the Debtor in possession conducts its operations, do business, or is involved in litigation; b. advise the Debtor in connection with a determination whether a reorganization is feasible and, if not helping debtor in the orderly liquidation of its assets; c. assist the Debtor with respect to negotiations with creditors for the purpose of arranging the orderly liquidation of assets and/or for proposing a viable plan of reorganization. d. prepare on behalf of the Debtor the necessary complaints, answers, orders, reports, memoranda of law and/or any other legal papers or documents; e. appear before the bankruptcy court, or any court in which the Debtor asserts a claim interest or defense directly or indirectly related to this bankruptcy case; f. perform such other legal services for the Debtors as may be required in these proceedings or in connection with the operation of/and involvement with the Debtor's business , including but not limited to notarial services; g. employ other professional services, if necessary. Mary Ann Gandia-Fabian assures this court that she is a disinterested person within the meaning of 11 U.S.C. 101(14). Fees charged by the Firm are: Mary Ann Gandia-Fabian $290 Senior Attorney $290 Junior Attorney $200 Accounting Analyst $125 The firm can be reached through: Mary Ann Gandia-Fabian, Esq. Gandia-Fabian Law Office P.O. Box 270251 San Juan, PR 00928 Tel: 1-787-390-7111 Fax: 1-787-729-2203 E-mail: gandialaw@gmail.com About Que Golazo Based in San Juan Puerto Rico, Que Golazo, Inc., filed a Chapter 11 petition (Bankr D.P.R. Case No. 18-01468) on March 19, 2018, estimating under $1 million in both assets and liabilities. Mary Ann Gandia-Fabian, Esq., at Gandia-Fabian Law Office, is the Debtor's counsel. REMINGTON OUTDOOR: Taps Prime Clerk as Claims and Noticing Agent ---------------------------------------------------------------- Remington Outdoor Company, Inc., received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Prime Clerk, LLC, as claims and noticing agent. The firm will oversee the distribution of notices and the maintenance, processing and docketing of proofs of claim filed in the Chapter 11 cases of the company and its affiliates. The hourly rates charged by the firm are: Analyst $30 - $45 Technology Consultant $35 - $95 Consultant/Senior Consultant $65 - $160 Director $170 - $190 COO/Executive VP No charge Solicitation Consultant $180 Director of Solicitation $200 Benjamin Steele, vice-president of Prime Clerk, disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Prime Clerk can be reached through: Benjamin J. Steele Prime Clerk LLC 830 Third Avenue, 9th Floor New York, NY 10022 Direct: (212) 257-5490 Mobile: 646-240-7821 E-mail: bsteele@primeclerk.com About Remington Outdoor Based in Madison, North Carolina, Remington Outdoor Company, Inc. -- https://www.remingtonoutdoorcompany.com/ -- manufactures and markets firearms, ammunition, and related products for commercial, military, and law enforcement customers worldwide. The company operates through two segments, Firearms and Ammunition. The company is controlled by Cerberus Capital Management. Remington's affiliated companies are FGI Holding Company, LLC; and FGI Operating Company, LLC; Remington Arms Company, LLC; Barnes Bullets, LLC; TMRI, Inc.; RA Brands, L.L.C.; and Remington Arms Distribution Company, LLC. As of Oct. 1, 2017, Remington listed $954.3 million in total assets against $1.306 billion in total liabilities and $351.9 million in stockholders' deficit. On March 25, 2018, Remington Outdoor Company, Inc. and 12 affiliated debtors sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 18-10684) to seek confirmation of a prepackaged plan of reorganization. The Debtors continue to operate their businesses as debtors and debtors in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. No party has requested the appointment of a trustee or examiner and no committee has been appointed or designated in these Chapter 11 Cases. The Debtors' request for joint administration of these Chapter 11 Cases for procedural purposes only is currently pending. Milbank, Tweed, Hadley & McCloy LLP and Pachulski Stang Ziehl & Jones LLP are serving as bankruptcy counsel to the Debtors. Prime Clerk LLC is the claims and noticing agent. Counsel to the Ad Hoc Group of Term Loan Lenders are O'Melveny & Myers, led by Andrew Parlen and Joseph Zujkowksi, and Richards, Layton & Finger LLP. Counsel to the ABL Agent and ABL Lenders is Skadden, Arps, Slate, Meagher & Flom LLP, led by Paul Leake, Shana Elberg, and Jason Liberi. Counsel to the Third Lien Notes Indenture Trustee, is Dorsey &Whitney LLP, led by Adam F. Jachimowski. Counsel to the Ad Hoc Group of Third Lien Noteholders are Willkie Farr & Gallagher LLP, led by Rachel C. Strickland and Joseph G. Minias; and Young Conaway Stargatt & Taylor, LLP, led by Edmon Morton. Counsel to Ankura Trust Company, as the successor administrative agent under the Term Loan Agreement, are Davis Polk & Wardell LLP, led by Damian S. Schaible; and Richards, Layton & Finger LLP, led by Mark Collins. RIVER HACIENDA: Unsecureds to Get $1,000 in 5 Monthly Installments ------------------------------------------------------------------ River Hacienda Holdings, LLC, filed with the U.S. Bankruptcy Court for the District of Arizona a amended Disclosure Statement for Chapter 11 Plan of reorganization dated March 26, 2018. The classified Class 3 consists of all Allowed Unsecured Claims against all of the Debtors, including tax claims not entitled to priority, if any, the claims of trade creditors, judgment creditors and any general unsecured claim whose claims are allowed. The Debtor estimates that this class is owed over $5,267.93. The Debtors will pay the sum of $1,000 in five monthly installments and a final sixth installment of $267.93 commencing on Effective Date of the Plan, which installments will be shared pro-rata by holders of Allowed Unsecured Claims. RHH's business consists holding the Declarant rights to real property known as the Entry Way to the Hacienda del Sol Offices and Apartments and to exercise specific rights under a set of covenants, conditions and restrictions (better known as CC&R's) concerning the Offices, Entryway and Apartments at Hacienda del Sol subdivision. The Debtor intends to commence in this Court a declaratory judgment action naming the Hacienda Del Sol Partners, LLC, The Villas at Hacienda Del Sol, Inc. and any other necessary party. The action will seek to clarify and necessarily reform recorded documents that arguable have failed to provide for the Debtor's rights as declarant pursuant to the CCRs recorded in Docket 11864, page 649, in the Pima County Recorder's Office. The Debtor asserts that there are no avoidable prepetition transfers that should be pursued and thus there is no other bankruptcy litigation. The Debtor, as reorganized, will retain all property of the estate, excepting property which is to be sold or otherwise disposed of as provided for herein (if applicable), executory contracts which are rejected pursuant to this Plan, and property transferred to creditors of the Debtor pursuant to the express terms hereof. The retained property will be used and employed by the Debtor in the continuance of its business. The source of funding for the Plan payments will be from the Debtor's future operations. The Debtor believes Plan approval is in the best interest of all creditors and parties in interest. A full-text copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/azb18-00136-53.pdf River Hacienda Holdings, LLC, filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 18-00136) on January 5, 2018, and is represented by Alan R. Solot, Esq. RR DONNELLEY: Moody's Lowers Corporate Family Rating to B2 ---------------------------------------------------------- Moody's Investors Service downgraded R.R. Donnelley & Sons Company's corporate family rating to B2 from B1, probability of default rating to B2-PD from B1-PD, and senior unsecured notes rating to B3 from B2. The company's speculative grade liquidity rating was downgraded to SGL-3 (adequate) from SGL-2 (good) and the outlook remains unchanged at stable. "Moody's downgraded RR Donnelley because Moody's adjusted leverage is elevated, at 4.7x, and Moody's do not expect significant improvement in operating results or credit metrics over the next two years that could fuel material de-levering," said Bill Wolfe, a Moody's senior vice president. Wolfe noted that RR Donnelley's EBITDA margins had declined to about 8.4% in 2017, and are not expected to improve going forward. Issuer: R.R. Donnelley & Sons Company Corporate Family Rating, Downgraded to B2 from B1 Probability of Default Rating, Downgraded to B2-PD from B1-PD Speculative Grade Liquidity Rating, Downgraded to SGL-3 From SGL-2 Senior Unsecured Notes, Downgraded to B3 (LGD5) from B2 (LGD4) Outlook, Unchanged at Stable RATINGS RATIONALE R.R. Donnelley & Sons Company's B2 CFR is driven primarily by Moody's expectations that leverage of debt/EBITDA will remain above 4.25x through 2018/19, ongoing secular pressures stemming from digital communication's continuing erosion of legacy print businesses results, and a lack of forward visibility of activity levels, a matter exacerbated by the industry-wide opaque financial reporting. RRD's credit profile benefits from good aggregate scale, a flexible cost structure, and adequate liquidity. RR Donnelley's liquidity is adequate (SGL-3), with about $750 million of sources compared to $172 million of uses in the next year. Sources include $100 million of excess cash (after $175 million of estimated operating cash needs), $100 million of expected free cash flow and $550 million availability on its $800 million revolver (due 2022). RRD has a $172 million debt maturity in February, 2019. Covenant headroom is good and alternative liquidity from assets sales, if needed, is limited. Rating Outlook The stable outlook is based on expectations of EBITDA remaining approximately flat, with leverage of debt/EBITDA declining towards 4.25x in 2018/19 from 4.7x at 31Dec17. Factors that Could Lead to an Upgrade RR Donnelley's rating could be upgraded to B1 were Moody's to anticipate: i) leverage of debt/EBITDA being sustained below 4x (4.7x at 31Dec17), along with ii) maintenance of solid liquidity arrangements; and iii) solid operating fundamentals with stable operating trends (organic growth and margins). Factors that Could Lead to a Downgrade RR Donnelley's rating could be downgraded to B3 were Moody's to anticipate: i) leverage of Debt/EBITDA being sustained above 5x (4.7x at 31Dec17), or ii) were liquidity arrangements to deteriorate; or iii) business' fundamentals to deteriorate, evidenced by, for example, either margin compression or accelerating revenue declines. The principal methodology used in these ratings was Media Industry published in June 2017. Headquartered in Chicago, Illinois, R.R. Donnelley & Sons, Company (RR Donnelley), is a retail/advertising-centric print/publishing services company with annual sales of about $6.9 billion. RSP PERMIAN: Moody's Puts Ba3 CFR on Review for Upgrade ------------------------------------------------------- Moody's Investors Service placed the ratings of RSP Permian, Inc. (RSP Permian, Ba3) under review for upgrade following the announcement of a definitive agreement to be acquired by Concho Resources Inc. (Concho, Ba1 positive) in a transaction valued at approximately $9.5 billion, inclusive of RSP Permian's net debt. The review for upgrade is based on the potential benefit of RSP Permian being supported by the stronger credit profile and greater financial flexibility of Concho. On Review for Upgrade: Issuer: RSP Permian, Inc. -- Corporate Family Rating, currently Ba3 -- Probability of Default Rating, currently Ba3-PD -- Senior Unsecured Notes, currently B1 (LGD5) Outlook Actions: Issuer: RSP Permian, Inc. -- Outlook, Changed To Rating Under Review From Stable RATINGS RATIONALE Under the definitive agreement announced on March 28, 2018, RSP Permian shareholders will receive 0.32 shares of Concho common stock for each share of RSP Permian common stock held. Following the transaction, the shareholders of RSP Permian are expected to own approximately 25.5% of the combined company. Concho may retire a portion or all of RSP Permian's debt as part of the transaction at or following the closing, or guarantee RSP Permian's debt, or choose to maintain RSP Permian as a separate entity. The review will focus on the pro forma capital structure of the combined company, and whether the debt is retired or remains outstanding. It will also cover what strategic direction Concho might take, the plans for RSP Permian's assets, and the manner in which it will operate them. If all of RSP Permian's debt is retired, Moody's will likely withdraw RSP Permian's ratings. In the case that RSP Permian's debt remains outstanding and is fully guaranteed by Concho, RSP Permian's unsecured notes could be equalized with Concho's notes rating. Otherwise, the possible ratings uplift will depend on Moody's view of Concho's level of support for RSP Permian, RSP Permian's strategic importance to Concho and the notes' structural position in the combined company's pro forma capital structure. Without a guarantee, RSP Permian's rating will not be equalized with Concho's rating. The completion of the transaction is subject to the approval of both Concho and RSP Permian's shareholders as well as certain regulatory approvals and other customary closing conditions. The review should conclude once the acquisition closes, likely in the third quarter of 2018. RSP Permian, Inc. is an independent exploration and production company formed in September 2013, focused on the acquisition, exploration, development and production of unconventional oil and associated liquids-rich natural gas reserves in the Permian Basin of West Texas. The principal methodology used in these ratings was Independent Exploration and Production Industry published in May 2017. RXI PHARMACEUTICALS: Falls Short of Nasdaq's Minimum Equity Rule ---------------------------------------------------------------- RXi Pharmaceuticals Corporation received written notice from the Nasdaq Stock Market on March 29, 2018, notifying the Company that it is not in compliance with the minimum stockholders' equity requirement set forth in Nasdaq Listing Rule 5550(b)(1) for continued listing on The Nasdaq Capital Market. Nasdaq Listing Rule 5550(b)(1) requires listed securities to maintain a minimum of $2.5 million in stockholders' equity. Based on the Company's stockholders' equity disclosed in its Annual Report on Form 10-K for the period ended Dec. 31, 2017, the Company failed to meet this required level of stockholders’ equity. The Notification Letter does not impact the Company's listing on The Nasdaq Capital Market at this time. The Notification Letter states that the Company has 45 calendar days to submit a plan to regain compliance. If the plan is accepted, Nasdaq can grant the Company an extension of up to 180 calendar days from March 29, 2018 to evidence compliance. The Company intends to provide Nasdaq with such a plan on or before the 45-day deadline. About RXi Headquartered in Marlborough, Massachusetts, RXi Pharmaceuticals Corporation (NASDAQ: RXII) -- http://www.rxipharma.com-- is a clinical-stage company developing innovative therapeutics that address significant unmet medical needs. Building on the pioneering discovery of RNAi, scientists at RXi have harnessed the naturally occurring RNAi process which can be used to "silence" or down-regulate the expression of a specific gene that may be overexpressed in a disease condition. RXi developed a robust RNAi therapeutic platform including self-delivering RNA (sd-rxRNA) compounds, that have the ability to selectively block the expression of any target in the genome, thus providing applicability to many therapeutic areas. The Company's current programs include dermatology, ophthalmology and cell-based cancer immunotherapy. RXi's extensive patent portfolio provides for multiple product and business development opportunities across a broad spectrum of therapeutic areas and the Company actively pursues research collaborations, partnering and out-licensing opportunities with academia and pharmaceutical companies. RXi reported a net loss attributable to common stockholders of $12.45 million for the year ended Dec. 31, 2017, compared to a net loss attributable to common stockholders of $11.06 million for the year ended Dec. 31, 2016. As of Dec. 31, 2017, RXi had $4.09 million in total assets, $2.26 million in total liabilities, all current, and $1.83 million in total stockholders' equity. BDO USA, LLP, in Boston, Massachusetts, issued a "going concern" opinion in its report on the Company's consolidated financial statements for the year ended Dec. 31, 2017, citing that the Company has suffered recurring losses from operations, which are expected to continue, that raise substantial doubt about its ability to continue as a going concern. RXI PHARMACEUTICALS: Will Sell $100 Million Worth of Securities --------------------------------------------------------------- RXi Pharmaceuticals Corporation filed with the Securities and Exchange Commission a Form S-3 registration statement relating to the offer and sale of an indeterminate number of shares of its common stock and preferred stock, debt securities, warrants and/or units having a proposed maximum aggregate offering price of $100,000,000. The Company may offer these securities in amounts, at prices and on terms determined at the time of offering. The Company may sell the securities directly, through agents, or through underwriters and dealers. If the Company uses agents, underwriters or dealers to sell the securities, the Company will name them and describe their compensation in a prospectus supplement or sales agreement prospectus. RXi's common stock trades on the NASDAQ Capital Market under the symbol "RXII". On March 28, 2018, the closing price for the Company's common stock, as reported on the NASDAQ Capital Market, was $3.56 per share. A full-text copy of the prospectus is available for free at: https://is.gd/iB6Zvv About RXi Headquartered in Marlborough, Massachusetts, RXi Pharmaceuticals Corporation (NASDAQ: RXII) -- http://www.rxipharma.com/-- is a clinical-stage company developing innovative therapeutics that address significant unmet medical needs. Building on the pioneering discovery of RNAi, scientists at RXi have harnessed the naturally occurring RNAi process which can be used to "silence" or down-regulate the expression of a specific gene that may be overexpressed in a disease condition. RXi developed a robust RNAi therapeutic platform including self-delivering RNA (sd-rxRNA) compounds, that have the ability to selectively block the expression of any target in the genome, thus providing applicability to many therapeutic areas. The Company's current programs include dermatology, ophthalmology and cell-based cancer immunotherapy. RXi's extensive patent portfolio provides for multiple product and business development opportunities across a broad spectrum of therapeutic areas and the Company actively pursues research collaborations, partnering and out-licensing opportunities with academia and pharmaceutical companies. RXi reported a net loss attributable to common stockholders of $12.45 million for the year ended Dec. 31, 2017, compared to a net loss attributable to common stockholders of $11.06 million for the year ended Dec. 31, 2016. As of Dec. 31, 2017, RXi had $4.09 million in total assets, $2.26 million in total liabilities, all current, and $1.83 million in total stockholders' equity. BDO USA, LLP, in Boston, Massachusetts, issued a "going concern" opinion in its report on the Company's consolidated financial statements for the year ended Dec. 31, 2017, citing that the Company has suffered recurring losses from operations, which are expected to continue, that raise substantial doubt about its ability to continue as a going concern. SAEXPLORATION HOLDINGS: Receives Noncompliance Notice from Nasdaq ----------------------------------------------------------------- SAExploration Holdings, Inc., received a deficiency notice from the NASDAQ Capital Stock Market on March 26, 2018, stating that the Company did not have a minimum of $2,500,000 in stockholders' equity on its balance sheet for the fiscal year ended Dec. 31, 2017 as reported in its Form 10-K as is required under NASDAQ Listing Rule 5550(b)(1), and further did not meet the minimum alternatives to remaining listed relating to the market value of its listed securities or its net income from continuing operations. As provided in the NASDAQ rules, the Company has 45 calendar days, or until May 10, 2018, to file a plan with NASDAQ to regain compliance. If the plan is accepted by NASDAQ, the Company can be granted an extension of up to 180 calendar days from March 26, 2018 to regain compliance. The Company intends to file a plan with NASDAQ indicating that when its financial statements for the first quarter of 2018 are filed, which the Company expects to do on or before May 15, 2018 (subject to any permitted extension of such filing date), the Company will be in compliance with the listing standard that its reported stockholders' equity must exceed $2,500,000. Compliance will be a result of the consummation of a restructuring of the Company's balance sheet that commenced in the fourth quarter of 2017 and was completed in the first quarter of 2018, all as further described in the Company's Form 10-K for the year ended Dec. 31, 2017. The 2017 Restructuring resulted in a reduction of debt of approximately $78.0 million, which will significantly increase the Company's stockholders' equity as of March 31, 2018. While the Company cannot predict the exact amount of it stockholders' equity as of that date, the Company believes that it will exceed $2,500,000 so that it will be in compliance with the listing standard set forth in NASDAQ Listing Rule 5550(b)(1). The Notification Letter does not impact the Company's listing on the NASDAQ Capital Market at this time and the Company's common stock will continue to trade on the NASDAQ Capital Market under the symbol "SAEX". The Notification Letter also does not impact the Company's obligation to file periodic reports and other reports with the Securities and Exchange Commission under applicable federal securities laws. About SAExploration Holdings Based in Houston, Texas, SAExploration Holdings, Inc. -- 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 remote and complex environments throughout Alaska, Canada, South America, Southeast Asia and West Africa. SAExploration reported a net loss attributable to the Corporation of $40.75 million on $127.02 million of revenue from services for the year ended Dec. 31, 2017, compared to a net loss attributable to the Corporation of $25.03 million on $205.56 million of revenue from services for the year ended Dec. 31, 2016. As of Dec. 31, 2017, SAExploration had $141.9 million in total assets, $142.12 million in total liabilities and a total stockholders' deficit of $189,000. * * * 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. 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. SALSGIVER INC: Taps CFO Strategies as Accountant ------------------------------------------------ Salsgiver Communications, Inc., seeks authority from the United States Bankruptcy Court for the Western District of Pennsylvania to hire CFO Strategies, LLC, as accountant. Professional services that CFO Strategies are to render are: a. provide the Debtors with payroll withholding services to ensure that the Salsgiver withholds and remits the appropriate amounts to the applicable taxing bodies; b. prepare and submit all required federal, state and local tax returns when due by the applicable deadlines; c. assist the Debtors in the preparation and submission of all financial reports required under the Federal Rules of Bankruptcy Procedure and the local rules of this Court; and d. assist the Debtors in reviewing ongoing financials and preparing appropriate financial statements and budgets as may be required from time to time. Brian R. Riffle, CPA, managing partner of CFO Strategies, LLC, attests that his firm has no connection with any creditors, or any other party in interest, or their respective attorneys. CFO Strategies will receive an aggregate monthly fee of $750.00 for services rendered to the Debtors. The firm can be reached through: Brian R. Riffle, CPA CFO Strategies, LLC 241 Brentwood Avenue Johnstown, PA 15904 Phone: 814-535-4017 Fax: 814-254-4423 About Salsgiver Inc. Based in Freeport, Pennsylvania, Salsgiver Inc. -- http://gotlit.com/http://www.salsgiver.com/-- is a wired telecommunications carrier offering internet, phone and video services to residential and business clients. The company also provides telecom services. Salsgiver and its affiliates Salsgiver Telecom, Inc. and Salsgiver Communications, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case Nos. 18-20803, 18-20805 and 18-20806) on March 2, 2018. In their petitions signed by Loren M. Salsgiver, president, the Debtors estimated assets of less than $50,000. Salsgiver disclosed $1 million to $10 million in liabilities. Salsgiver Telecom estimated less than $500,000 in liabilities while Salsgiver Communications estimated less than $50,000 in liabilities. Judge Jeffery A. Deller presides over the bankruptcy case of Salsgiver Telecom. The two other cases have been assigned to Judge Thomas P. Agresti. SAN LOTUS: Delays 2017 Form 10-K Due to Amendments -------------------------------------------------- San Lotus Holding Inc. disclosed in a Form 12b-25 filed with the Securities and Exchange Commission that it will be delayed in filing its Annual Report on Form 10-K for the year ended Dec. 31, 2017. San Lotus said it remains amending its financial statements as of Dec. 31, 2017 and requires additional time to discuss the related matters with its auditor and for the auditor to complete his review of the Company's financial statements and related notes as of Dec. 31, 2017. The Company currently anticipates that its Form 10-K will be filed no later than April 16, 2018. About Lotus Holding San Lotus Holding Inc., headquartered in Hacienda Heights, California -- http://www.sanlotusholding.com/-- provides travel services and develops destination real estate. The Company has currently exited the travel business and is focusing on its current assets. The Company reported a net loss of $1.49 million in 2016 following a net loss of $430,839 in 2015. As of Sept. 30, 2017, Lotus Holding had $16.27 million in total assets, $457,836 in total liabilities and $15.81 million in total equity. Davidson & Company LLP, in Vancouver, Canada, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended Dec. 31, 2016, citing that Lotus Holding has suffered recurring losses from operations. These matters, along with other matters, indicate the existence of material uncertainties that raises substantial doubt about its ability to continue as a going concern. SEADRILL LIMITED: Bank Debt Trades at 16.1% Off ----------------------------------------------- Participations in a syndicated loan under which Seadrill Limited is a borrower traded in the secondary market at 83.9 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 0.78 percentage points from the previous week. Seadrill Ltd pays 300 basis points above LIBOR to borrow under the $1.1 billion facility. The bank loan matures on February 21, 2021. Moody's rates the loan 'Caa2' and Standard & Poor's gave a 'CCC+' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. SERTA SIMMONS: Bank Debt Trades at 7.07% Off -------------------------------------------- Participations in a syndicated loan under which Serta Simmons Bedding LLC is a borrower traded in the secondary market at 92.93 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 2.99 percentage points from the previous week. Serta Simmons pays 350 basis points above LIBOR to borrow under the $1.95 billion facility. The bank loan matures on November 8, 2023. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. SEVEN STARS: Narrows Net Loss to $10.2 Million in 2017 ------------------------------------------------------ Seven Stars Cloud Group, Inc., filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $10.19 million on $144.33 million of total revenue for the year ended Dec. 31, 2017, compared to a net loss of $28.50 million on $35.18 million of total revenue for the year ended Dec. 31, 2016. The increase in revenue was mainly due to the Company's new business lines acquired in January 2017, and to a lesser extent, one-time consulting services that it provided to certain customers. This increase was partially offset by a decrease of its legacy YOD business in the amount of $3.8 million, as the legacy YOD business shifts to a new exclusive distribution agreement with Zhejiang Yanhua Culture Media Co., Ltd., or Yanhua, which was announced in the fourth quarter of 2016. As of Dec. 31, 2017, Seven Stars had $63.03 million in total assets, $31.65 million in total liabilities, $1.26 million in convertible redeemable preferred stock and $30.12 million in total equity. Cost of revenues was $137.2 million for the year ended Dec. 31, 2017, as compared to $35.6 million for the year ended Dec. 31, 2016. The Company's cost of revenues increased by $101.6 million which is in line with its increase in revenues. The Company's cost of revenues is primarily comprised of costs to purchase electronic products and crude oil from suppliers in the Company's supply chain business as well as the cost of sales from the Legacy YOD business which is primarily comprised of content licensing fees. Gross profit for the year ended Dec. 31, 2017 was approximately $7.2 million, as compared to a gross loss of $0.4 million during the same period in 2016. Gross profit ratio for the year ended Dec. 31, 2017 was 5.0%, while in 2016, it was negative. The reason for the gross loss in 2016 was due to higher costs associated with the commercial electronic supply chain business as the Company looked to expand its customer base and sales volume. For the year ended Dec. 31, 2017, gross margin for the electronic supply chain business increased to 2.7%, which contributed gross profit in the amount of $3.3 million. Selling, general and administrative expense for the year ended Dec. 31, 2017 was $12.8 million as compared to $10.9 million for the same period in 2016, an increase of approximately $1.9 million or 18%. The majority of the increase was due to 1) an increase in the Company's sales and marketing expense in the amount of $1.6 million in order to introduce and promote its services to various new potential business partners; 2) an increase of approximately $0.9 million of share based compensation due to option and restricted shares units that the Company approved for grant to independent board members for their 2017 compensation (which included a significant increase in board related work during 2017 compared with prior years; 3) an increase in headcount and relevant traveling expenses in the amount of $1.1 million and 4) leasehold improvement disposal losses of approximately $0.7 million that were incurred when the Company canceled its purchase of the Company's Beijing office building in 2017. Professional fees are generally related to public company reporting and governance expenses as well as legal fees related to business transition and expansion. The Company's professional fees increased approximately by $1.8 million, or 125%, for the year ended Dec. 31, 2017, compared with the same period in 2016. The increase in professional fees was related to an increase in audit service fees, which increased from $0.6 million in 2016 to $1.2 million in 2017. This increase can be primarily attributed to the non-recurring opening audit fess due to the auditor change as well as increasing legal, financial advisory, valuation and auditing service fees incurred in relation to acquisitions and general corporate business activity in 2017. In 2016, the Company recognized an Earn-Out Share Award expense to Bruno Wu's Sun Seven Stars of approximately $13,700,000, for reaching certain milestones and based on the fair value of common stock issued at the time. In 2017, no such expense was incurred. Loss per share for 2017 was $0.16 as compared to loss per share of $0.73 in 2016. Executive Chairman and CEO Bruno Wu stated, "2017 saw persistent operational improvements throughout the year with our business gaining strength, diversification and stability quarter after quarter. Sales were up substantially as the Company transitioned away from the old and began establishing the foundation for the future. Looking forward, SSC's market opportunities in fintech-powered digital asset securitization are both significant and synergistic. Our ability to innovate and execute as we did in 2017 gives us the confidence to become a leader in the digital finance space, as we foresee customers and partners beginning to recognize our platform innovations and market leadership. The Company executed the first phase of its strategic and integration plan by acquiring, investing in, or partnering with firms focused on Artificial Intelligence, Blockchain and Alternative Trading System platforms. Now, SSC is poised to launch the second phase of its strategic plan in 2018 and expects to introduce a Global Trading Partner Network that enables partners to list and trade financial products both cost effectively and seamlessly across the globe. With this plan in place, management remains focused not only on sustained revenue growth but increased and stronger margins all while continuing to evaluate all existing opportunities to create and maximize shareholder value." Going Concern Doubt B F Borgers CPA PC's report on the consolidated financial statements for the year ended Dec. 31, 2017, contains an explanatory paragraph expressing substantial doubt regarding the Company's ability to continue as a going concern. The auditors stated that the Company incurred recurring losses from operations, has net current liabilities and an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: https://is.gd/Z089Qk About Seven Stars Seven Stars Cloud Group, Inc., formerly Wecast Network, Inc. -- http://www.sevenstarscloud.com/-- is aiming to become a next generation Artificial-Intelligent (AI) & Blockchain-Powered, Fintech company. By managing and providing an infrastructure and environment that facilitates the transformation of traditional financial markets such as commodities, currency and credit into the asset digitization era, SSC provides asset owners and holders a seamless method and platform for digital asset securitization and digital currency tokenization and trading. The company is headquartered in Tongzhou District, Beijing, China. SHD OIL: Apollo Values $70 Million Loan at 48% of Face ------------------------------------------------------ Apollo Investment Corporation has marked its $70,755,000 in loans extended to privately held SHD Oil & Gas, LLC to market at $33,738,000 or 48% of the outstanding amount, as of Dec. 31, 2017, according to a disclosure contained in a Form 10-Q filing with the Securities and Exchange Commission for the quarterly period ended Dec. 31, 2017. Apollo extended to SHD Oil a First Lien Secured Debt - Tranche B Note, 14.00% PIK, which is scheduled to mature Dec. 31, 2019. According to Apollo, the Tranche B Note has non-accrual status and is a "Non-income producing security". SHD Oil & Gas operates as an upstream oil and gas company. The company is based in McLean, Virginia. SPRINT INDUSTRIAL: Apollo Values $18 Million Loan at 49% of Face ---------------------------------------------------------------- Apollo Investment Corporation has marked its $18,451,000 in loans extended to privately held Sprint Industrial Holdings, LLC to market at $9,069,000 or 49% of the outstanding amount, as of Dec. 31, 2017, according to a disclosure contained in a Form 10-Q filing with the Securities and Exchange Commission for the quarterly period ended Dec. 31, 2017. Apollo provided to Sprint Industrial Holdings, LLC, a Second Lien Secured Debt, with interest at 13.5% PIK. The loan is scheduled to mature Nov. 14, 2019. Sprint Industrial Holdings, LLC -- http://www.sprintindustrial.com/ -- headquartered in Texas, is a rental provider of liquid and solid storage tanks primarily for the refinery, energy and industrial end markets along the US Gulf Coast. The company also offers technical safety equipment products and services and equipment transportation services. Sprint is owned by First Atlantic Capital, GS Direct, CSW Partners. In April 2017, Moody's Investors Service affirmed Sprint Industrial Holdings' corporate family rating (CFR) at Caa2 and affirmed its probability of default rating (PDR) to Caa2-PD appended with the /LD designation. Moody's appended an "LD" to the PDR to reflect that a distressed exchange has occurred. The "LD" modifier on the PDR is temporary and will revert to Caa2-PD after the exchange is fully executed. The rating on the 2018 revolver has been withdrawn. The rating on the first-lien term loan has been affirmed at Caa1 and the senior secured second-lien term loan is affirmed at Caa3. The rating outlook has been changed to stable as the extension of the debt maturities provides some time for the company's end markets to improve before the instruments mature. The following ratings were affected: Corporate Family Rating, affirmed at Caa2 Probability of Default Rating, affirmed at Caa2-PD/LD (/LD appended) Gtd Sr. secured first-lien term loan due 2019, affirmed at Caa1 (LGD3) Gtd Sr. secured second-lien term loan due 2019, affirmed at Caa3 (LGD5) Gtd Sr. secured revolving credit facility due 2018, withdrawn at Caa1 (LGD3) Rating outlook, changed to Stable from Negative According to Moody's, the affirmations anticipated improvement in the company's end markets in 2017 when compared to 2016. The change in the ratings outlook to stable reflects the conversion of part of Sprint's debt to PIK notes as this will reduce the cash drag on the operation. Moreover, the revolver's maturity is being extended to 2019 thereby reducing refinancing risk. An upgrade is unlikely over the near term given current weak liquidity and ongoing revenue challenges. Over the longer term, ratings could be upgraded if debt/EBITDA and EBIT/interest expense are sustained below 6.5x and above 1.0x, respectively, with a stronger liquidity profile. Ratings could be downgraded if liquidity or free cash flow generation weakens further. Ratings could also be downgraded if the company is unable to meet its amended financial covenant or unable to refinance its debt that has an upcoming maturity. Moody's noted, "Sprint's weak liquidity profile is characterized by high reliance on its revolver, low cash balances, and weak free cash flow generation. Under the revolving credit facility, the company is subject to a springing minimum EBITDA test of $19 million, which increases by $0.75 million per quarter, as well as a $1.5 million minimum liquidity requirement, tested if revolver borrowings exceed $2.5 million (20%) at any quarter-end. The revolver was fully drawn at December 2016. Although we expect heavy reliance on revolver borrowing in the next 12 to 18 months, Sprint should be in compliance with the financial covenants. The revolver expires in February 2019, followed by its first- and second-lien term loans in May and November 2019, respectively. The facilities are secured by virtually all of the company's assets. The level of marketable under-utilized equipment that can be sold to generate cash is probably low." "Sprint's $12.5 million first-lien senior secured revolver due 2019 (extended from 2018) is currently not rated. The $160 million first-lien senior secured term loan due 2019 is rated Caa1, one notch above the corporate family rating, based on the ratings support provided by the second-lien debt. The revolver and first-lien term loan are pari passu and have a first-lien on substantially all assets. The second-lien term loan with PIK interest due 2019 is rated Caa3, one notch below the corporate family rating, reflecting its junior position in the capital structure relative to the larger-sized first-lien debt. Both the first- and second-lien term loans are guaranteed by Sprint's domestic subsidiaries and by its direct parent, Sprint Holdings, Inc." SUMMIT FINANCIAL: Hires Douglas J. Jeffrey as General Counsel ------------------------------------------------------------- Summit Financial Corp seeks authority from the United States Bankruptcy Court for the Southern District of Florida (Fort Lauderdale) to hire Douglas J. Jeffrey of Law Offices of Douglas J. Jeffrey, P.A., to represent the Debtor as general and special counsel. The Firm's hourly rates are: Douglas J. Jeffrey $500 Partners $500 Associates $375 Law Clerks $250 Paralegals $250 Douglas J. Jeffrey, Esq., attests that his firm does not represent any interest adverse to the Debtor, the estate or its creditors on the matter to which the Firm is being employed as required by Section 327(e) of the Bankruptcy Code. The Firm received a total sum of $25,000 from the Alvin Wheeler for work performed and costs incurred by the Firm prior to the filing of the bankruptcy petition. The firm can be reached through: Douglas J. Jeffrey, Esq. LAW OFFICES OF DOUGLAS J. JEFFREY, P.A. 6625 Miami Lakes Drive East, Suite 379 Miami Lakes, FL 33014 Tel: 305-828-4744 Fax: 305-828-4718 E-mail: dj@jeffreylawfirm.com About Summit Financial Corp Summit Financial Corp -- https://www.summitfinancialcorp.org/ -- provides financing by purchasing and servicing retail installment sales contracts originated at franchised automobile dealerships and select independent used car dealerships located throughout Florida, Alabama, and Georgia. From its location in Plantation, Florida, Summit Financial provides financing for automobile loans for customers that fail to meet the standards of financing from conventional sources, such as most banks, credit unions and other national finance companies. The Company was founded in 1984. Summit Financial Corp filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-13389) on March 23, 2018. In the petition signed by David Wheeler, vice president, the Debtor estimated $100 million to $500 million both in asset and liabilities. Judge Raymond B Ray presides over the case. Douglas J. Jeffrey, Esq. at the Law Offices of Douglas J. Jeffrey, P.A. and Zach B. Shelomith at the law firm of Leiderman Shelomith Alexander + Somodevilla, PLL, serve as the Debtor's counsel. SUMMIT FINANCIAL: Hires Leiderman Shelomith as Bankruptcy Counsel ----------------------------------------------------------------- Summit Financial Corp seeks authority from the United States Bankruptcy Court for the Southern District of Florida (Fort Lauderdale) to hire Zach B. Shelomith and the law firm of Leiderman Shelomith Alexander + Somodevilla, PLLC, as general bankruptcy counsel. Services to be rendered by LSAS are: a. give advice to the Debtor with respect to its powers and duties as a debtor-in-possession; 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 interests 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; and f. perform all other legal services for the Debtor, which may be necessary. The Firm's hourly rates are: Legal Assistants $120 Attorneys $425 Zach B. Shelomith $425 Zach B. Shelomith, Esq., a member of Leiderman Shelomith, attests that his firm does not represent any interest adverse to the Debtor, the estate or its creditors on the matter to which the Firm is being employed as required by Section 327(e) of the Bankruptcy Code. The firm can be reached through: Zach B Shelomith, Esq. LEIDERMAN SHELOMITH ALEXANDER + SOMODEVILLA, PLLC 2699 Stirling Rd # C401 Ft Lauderdale, FL 33312 Tel: (954) 920-5355 Fax: (954) 920-5371 E-mail: zbs@lsaslaw.com About Summit Financial Corp Summit Financial Corp -- https://www.summitfinancialcorp.org/ -- provides financing by purchasing and servicing retail installment sales contracts originated at franchised automobile dealerships and select independent used car dealerships located throughout Florida, Alabama, and Georgia. From its location in Plantation, Florida, Summit Financial provides financing for automobile loans for customers that fail to meet the standards of financing from conventional sources, such as most banks, credit unions and other national finance companies. The Company was founded in 1984. Summit Financial filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-13389) on March 23, 2018. In the petition signed by David Wheeler, vice president, the Debtor estimated $100 million to $500 million in assets and liabilities. Judge Raymond B Ray presides over the case. Douglas J. Jeffrey, Esq., at the Law Offices of Douglas J. Jeffrey, P.A. and Zach B. Shelomith at the law firm of Leiderman Shelomith Alexander + Somodevilla, PLL, serve as the Debtor's counsel. SUNIVA INC: Has Until May 12 to Solicit Acceptances of Ch. 11 Plan ------------------------------------------------------------------ The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware has extended through and including May 12, 2018, the exclusive period during which Suniva, Inc., must solicit acceptances of its Chapter 11 plan. The exclusive period in which the Debtor must file a Chapter 11 plan is also extended through and including March 13, 2018. As reported by the Troubled Company Reporter on Dec. 20, 2017, the USITC proceeded to the remedy phase of the Trade Case and held a public hearing on Oct. 3, 2017. It submitted its remedy recommendation to the President of the United States on Nov. 13, 2017. Subsequently, the Office of the United States Trade Representative requested briefing and a held hearing on the Trade Case. It was expected that the President's decision in the Trade Case would occur in mid-to-late January 2018. However, the Exclusive Periods would expire before the President would issue his decision. A copy of the court order is available at: http://bankrupt.com/misc/deb17-10837-602.pdf About Suniva, Inc. Founded in 2007 by Dr. Ajeet Rohatgi, Suniva, Inc. -- http://www.suniva.com/-- is a manufacturer of PV solar cells with manufacturing facilities at its metro-Atlanta, Georgia headquarters as well as in Saginaw, Michigan. Impacted by Chinese manufacturers who are able to flood the U.S. market for solar cells and modules with cheap imports, Suniva, Inc., filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 17-10837) on April 7, 2017. Suniva estimated $10 million to $50 million in assets and $100 million to $500 million in debt. The Hon. Kevin Gross is the case judge. Kilpatrick, Townsend & Stockton LLP is serving as general counsel to the Debtor. Potter Anderson & Corroon LLP is serving as Delaware counsel, with the engagement led by Stephen R. McNeill, Jeremy William Ryan. Garden City Group, LLC, is the claims and noticing agent. Andrew R. Vara, Acting U.S. Trustee for Region 3, on April 27, 2017, appointed five creditors of Suniva, Inc., to serve on the official committee of unsecured creditors. The Committee tapped Seward & Kissel LLP as counsel, Morris, Nichols, Arsht & Tunnell LLP as co-counsel, and Emerald Capital Advisors as financial advisors. SYNCREON GROUP: Bank Debt Trades at 7.83% Off --------------------------------------------- Participations in a syndicated loan under which Syncreon Group is a borrower traded in the secondary market at 92.17 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.56 percentage points from the previous week. Syncreon Group pays 425 basis points above LIBOR to borrow under the $525 million facility. The bank loan matures on October 28, 2020. Moody's rates the loan 'Caa2' and Standard & Poor's gave a 'B-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. TOYS R US: Bank Debt Trades at 13.56% Off ----------------------------------------- Participations in a syndicated loan under which Toys R Us Inc. is a borrower traded in the secondary market at 86.44 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 2.34 percentage points from the previous week. Toys R Us pays 500 basis points above LIBOR to borrow under the $985 million facility. The bank loan matures on August 21, 2019. Moody's rates the loan 'WR' and Standard & Poor's gave a 'NR' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. TRANS-LUX CORP: Reports $2.84 Million Net Loss for 2017 ------------------------------------------------------- Trans-Lux Corporation filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $2.84 million on $24.44 million of total revenues for the year ended Dec. 31, 2017, compared to a net loss of $611,000 on $21.19 million of total revenues for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Trans-Lux had $14.98 million in total assets, $18.89 million in total liabilities and a total stockholders' deficit of $3.91 million. The Company's independent registered public accountants' report for the year ended Dec. 31, 2017 includes an explanatory paragraph that expresses substantial doubt about the Company's ability to continue as a going concern. Marcum LLP, in Hartford, Connecticut, stated that the Company has suffered recurring losses from operations and has a significant working capital deficiency that raise substantial doubt about its ability to continue as a going concern. Further, the Company is in default of the indenture agreements governing its outstanding 9 1/2% subordinated debentures which were due in 2012 and its 8 1/4% limited convertible senior subordinated notes which were due in 2012 so that the trustees or holders of 25% of the outstanding Debentures and Notes have the right to demand payment immediately. Additionally, the Company has a significant amount due to their pension plan over the next 12 months. "We do not have adequate liquidity, including access to the debt and equity capital markets, to operate our business. As a result, our short-term business focus has been to preserve our liquidity position. Unless we are successful in obtaining additional liquidity, we believe that we will not have sufficient cash and liquid assets to fund normal operations for the next 12 months from the issuance of this Form 10-K. In addition, the Company's obligations under its defined benefit pension plan exceeded plan assets by $4.2 million at December 31, 2017, including $576,000 of minimum contributions due over the next 12 months. The Company is in default on its Notes and Debentures, which have remaining principal balances of $387,000 and $220,000, respectively. As a result, if the Company is unable to (i) obtain additional liquidity for working capital, (ii) make the required minimum funding contributions to the defined benefit pension plan, (iii) make the required principal and interest payments on the Notes and the Debentures and/or (iv) repay our obligations under our Credit Agreement with CNH, there would be a significant adverse impact on the financial position and operating results of the Company," the Company said in the SEC filing. A full-text copy of the Form 10-K is available for free at: https://is.gd/ghXfLp About Trans-Lux Headquartered in New York, Trans-Lux Corporation designs and makes digital display solutions, fixed digit scoreboards and LED lighting fixtures and lamps. TSC/GREEN ACRES: To Sell Property to Fund Plan Payments ------------------------------------------------------- TSC/Green Acres, LLC, filed with the U.S. Bankruptcy Court for the District of Maryland a plan of reorganization and Disclosure Statement, which propose the following classification and treatment of claims: Class 1: Allowed Anne Arundel, Maryland Secured Claim. The holder of the Allowed Claim in Class 1 will retain its lien on the Real Property. The Reorganized Debtor will market the Real Property for sale in a commercially reasonable manner. At closing on the sale of the Real Property, the Allowed Class 1 Claim will be paid in full from Available Cash, with interest at the Legal Interest Rate. Class 1 is impaired by the Plan. Class 2: Allowed Claims Merritt Lending, LLC. The holder of the Allowed Claims in Class 2 will retain its liens on the Real Property. The Reorganized Debtor will market the Real Property for sale in a commercially reasonable manner. During the time that the Real Property is being marketed, the holder of the Class 2 Claims will receive monthly payments of interest at the non-default contract rate on the principal balance of the Class 2 Claims to the extent there is Available Cash to fund those payments. At closing on the sale of the Real Property, after payment in full of the Allowed Class 1 Claim, the balance of the Allowed Class 2 Claims will be paid in full. Class 2 is impaired by the Plan. Class 3: Allowed Priority Claims. After all holders of Allowed Administrative Expense Claims and Allowed Class 1 and 2 Claims have received payment of the full amount of such Allowed Claims as provided in the Plan, each holder of an Allowed Class 3 Priority Claim will receive a Pro Rata distribution from Available Cash until such Allowed Class 3 Claims are paid in full. Class 3 is impaired by the Plan. Class 4: Allowed General Unsecured Claims. After all holders of Allowed Administrative Expense Claims and Allowed Class 1, 2, 3, and 4 Claims have received payment of the full amount of such Allowed Claims as provided in the Plan, each holder of an Allowed Class 4 General Unsecured Claim will receive a Pro Rata distribution from Available Cash until Allowed Class 4 Claims are paid in full. Class 5 is impaired by the Plan. Class 5: Allowed Insider Claims. After all holders of Allowed Administrative Expense Claims and Allowed Class 1, 2, 3, and 4 Claims have received payment of the full amount of such Allowed Claims as provided in the Plan, each holder of an Allowed Class 5 Claim will receive a Pro Rata distribution from Available Cash until such Allowed Class 5 Claims are paid in full. Class 6 is impaired by the Plan. Class 6: Allowed Equity Interest. Upon the Effective Date, the holder of 100% of the Equity Interest will retain such Equity Interest. The holder of the Equity Interest will not be entitled, and will not receive, any distribution of Available Cash on account of such Equity Interest under the Plan until holders of all Allowed Claims have been paid in full as provided under the Plan. Class 6 is impaired by the Plan. The Debtor is a Maryland LLC organized in May, 2006 for the purpose of developing commercial real estate in Anne Arundel County, Maryland, and is wholly owned by the AN&J Family Trust. The Debtor owns in fee simple certian real property, which has been subdvided into 26 buildable lots. The Debtor holds these lots for sale to third parties. The real property was acquired on September 23, 2005, merged into a single subdivision, and subdivided in accordance with a Plat recorded in the land records of Anne Arundel County known as "Green Ridge Manor." Pursuant to the Plan, the Debtor will use commercially reasonable efforts to market and sell the Property with twelve months following the Effective Date of the Plan. At the same time, the Debtor will actively seek an arrangement with a Joint venture investor who is ready able to invest sufficient cash in the Debtor's business to acquire the position of Merritt Lending, LLC. In the event, the Debtor is unsuccessful in these efforts, the Property will either be auctioned off and sold pursuant to section 363 of the Bankruptcy Code or, if this does not occur within sixty (60) days, the Senior Secured Lender has the right to proceed with a judicial sale of the Property. The net proceeds of sale of the Property, after the payment of closing costs associated with the sale, will be distributed first to secured creditors in accordance with the priority of their liens on the Property, then pro rata to priority unsecured creditors, then pro rata to non-insider general unsecured creditors, and then pro rata to insider unsecured creditors. A full-text copy of the Disclosure Statement dated March 26, 2018 is available at: http://bankrupt.com/misc/mdb17-25912-50.pdf About TSC/Green Acres and TSC/Nester's Landing Based in Columbia, Maryland, TSC/Green Acres Road owns in fee simple interest subdivided lots located at 7345 Green Acres Drive, Glen Burnie, MD valued by the company at $2.08 million. Its affiliate TSC/Nester's Landing is also the fee simple owner of a property located at 1915 Turkey Point Road, Baltimore County (consisting of subdivided lots) valued at $1.89 million. TSC/Green Acres Road, LLC and its affiliate TSC/Nester's Landing, LLC filed separate Chapter 11 bankruptcy petitions (Bankr. D. Md. Case Nos. 17-25912 and 17-25913, respectively) on Nov. 28, 2017. Gerard McDonough, trustee for AN&J Family Trust, signed the petitions. TSC/Green Acres Road disclosed total assets of $2.57 million and total liabilities of $2.60 million as of the bankruptcy filing. TSC/Nester's Landing disclosed total assets of $1.89 million and total liabilities of $1.69 million. The Hon. David E. Rice presides over TSC/Green Acres' case, while the Hon. Robert A. Gordon is assigned to TSC/Nester's Landing's case. David W. Cohen, Esq., at the Law Office of David W. Cohen, serves as counsel to the Debtors. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 cases of TSC/Green Acres Road, LLC, as of Jan. 23, 2018, according to a court docket. TUTOR PERINI: Moody's Alters Outlook to Stable & Affirms Ba3 CFR ---------------------------------------------------------------- Moody's Investors Service changed Tutor Perini Corporation's outlook to stable from negative. At the same time, Moody's affirmed Tutor Perini's Ba3 corporate family rating, Ba3-PD probability of default rating, the B1 rating on its senior unsecured notes due 2025 and its Speculative Grade Liquidity Rating of SGL-3. "The change in Tutor Perini's outlook reflects the material improvement in its credit metrics and liquidity and the expectation they will remain supportive of the current rating over the next 12 to 18 months," said Michael Corelli, Moody's Vice President -- Senior Credit Officer and lead analyst for Tutor Perini Corporation. Outlook Actions: Changed to stable from negative Affirmations: Corporate Family Rating, Ba3 Probability of Default Rating, Ba3-PD Senior Unsecured Notes due 2025, B1 (LGD4) Speculative Grade Liquidity Rating, SGL-3 RATINGS RATIONALE Tutor Perini's Ba3 corporate family rating is supported by its moderate leverage and interest coverage, its good market position, meaningful scale and diversity across a number of US non-residential building and civil infrastructure construction markets, and it's near term revenue visibility due to recent favorable booking trends. The rating also reflects Tutor's relatively thin margins, inconsistent free cash flow generation, high level of unbilled receivables and significant exposure to fixed-price construction contracts. The company is also exposed to contingent risks associated with periodic contract disputes, but has a liquidity profile that provides a moderate cushion against unforeseen shocks. Tutor Perini's operating performance weakened in 2017 due to unfavorable adjustments primarily related to certain mechanical projects, decreased volume in its Building and Civil segments due to the timing of projects, and higher compensation-related general and administrative expenses in anticipation of a greater volume of new work. As a result, it produced adjusted EBITDA of $286 million in 2017 versus $324 million in the prior year. However, Tutor's operating performance remained substantially stronger than in 2015 when it produced only $197 million of adjusted EBITDA due to project execution issues, lower than expected project recoveries, project delays and litigation charges. The company generated meaningful positive free cash flow for the second consecutive year after producing negative free cash flow in 6 out of the prior 7 years. This was attributable to continued improvements in its billing and collection cycle as a result of management's focus on more efficient working capital management. Tutor generated $116 million of free cash flow in 2017 and $213 million combined over the past two years, and utilized this cash to repay about $42 million of debt and to raise its cash available for general corporate purposes to $94.7 million from $18.5 million. This led to a substantial improvement in its liquidity and credit metrics, with its adjusted leverage ratio (Debt/EBITDA) declining to 4.1x in December 2017 from 6.4x in December 2015, while its interest coverage ratio (EBITA/Interest Expense) rose to 2.5x from 2.1x. Tutor Perini also addressed all of its 2018 debt maturities in April 2017, when it issued $500 million of senior notes due 2025 and established a new $350 million revolving credit facility that matures in April 2022, unless any of its convertible notes are outstanding, then all revolver borrowings will mature in December 2020. The company used the proceeds from the notes and the revolver to retire $300 million of senior notes due November 2018 and to pay off the prior credit facility's term loan and revolver borrowings that were due in May 2018. Therefore, the company extended its debt maturities by at least 2.5 years. Tutor Perini's operating performance could improve in 2018 since it has a good project pipeline and a strong backlog of orders ($7.3 billion or 1.5x LTM revenues), but its operating performance is likely to remain somewhat volatile depending on the timing of projects in its backlog. Therefore, Moody's expects the company to produce adjusted EBITDA in the range of $275 million to $325 million and to generate positive free cash flow since it should continue to benefit from its enhanced focus on the collection of outstanding receivables. That should enable the company to modestly pay down its outstanding debt and reduce its leverage ratio to about 3.6x-4.0x and raise its interest coverage to around 2.7x-3.0x, bringing these metrics more in-line with its current rating. Tutor Perini's SGL-3 liquidity rating reflects its adequate liquidity based on the risks inherent in the engineering & construction industry. The company had an unrestricted cash balance of $193 million as of December 2017, which included about $98 million of its portion of joint venture cash balances that are only available for joint venture-related uses. The company also had $350 million of availability under its committed bank credit facility, which had no borrowings outstanding or letters of credit issued. Moody's anticipates the company could periodically draw on its revolver to support working capital investments during seasonally slow periods. The stable ratings outlook reflects the expectation that Tutor Perini's operating results and credit metrics will modestly improve over the next 12 to 18 months and remain in line with its current rating. Upward pressure on Tutor's ratings is unlikely in the intermediate term given recent performance issues, its track record of inconsistent free cash flow and its exposure to competitive industry dynamics and fixed price contracts. Positive rating pressure could develop if the company maintains an adequate liquidity profile and its leverage ratio (Debt/EBITDA) declines below 3.0x and its interest coverage ratio (EBITA/Interest Expense) rises above 3.5x. Tutor Perini could face a downgrade if its consolidated EBITA margins decline below 4.0%, its leverage ratio remains above 4.0x and interest coverage declines below 2.0x on a sustainable basis. Tutor Perini Corporation is headquartered in Sylmar, California and provides general contracting, construction management and design-build services to public and private customers primarily in the United States. Tutor Perini's revenues for the trailing twelve months ended December 31, 2017 was $4.8 billion and its backlog was $7.3 billion. The company reports its results in three segments: Building (41% of LTM revenues; 23% of backlog), which handles large projects in the hospitality and gaming, sports and entertainment, educational, transportation and healthcare markets; Civil (34%; 57%) is engaged in public works construction including the repair, replacement and reconstruction of highways, bridges and mass transit systems; Specialty Contractors (25%; 20%) provides mechanical, electrical, plumbing and heating installation services. The principal methodology used in these ratings was Construction Industry published in March 2017. ULTRA RESOURCES: Moody's Alters Outlook to Stable & Affirms B1 CFR ------------------------------------------------------------------ Moody's Investors Service changed the ratings outlook of Ultra Resources, Inc. to stable (from positive) and affirmed its existing credit ratings, including the B1 Corporate Family Rating (CFR), Ba2 ratings on each of its first lien revolving credit facility and term loan, the B2 ratings on its senior unsecured notes, as well as the B1-PD Probability of Default Rating (PDR). The SGL-3 Speculative Grade Liquidity (SGL) Rating was affirmed. "The change in outlook to stable reflects Moody's expectation that Ultra will generate credit metrics during 2018 that will be supportive of the current B1 CFR," commented James Wilkins, Moody's Vice President. "Moody's now have lower expectations for Ultra's 2018 realized natural gas prices." Issuer: Ultra Resources, Inc. Ratings Affirmed: -- Corporate Family Rating, Affirmed B1 -- Probability of Default Rating, Affirmed B1-PD -- Senior Secured First Lien Revolving Credit Facility, Affirmed Ba2 (LGD2) -- Senior Secured First Lien Term Loan, Affirmed Ba2 (LGD2) -- Senior Unsecured Notes, Affirmed B2 (LGD5) -- Speculative Grade Liquidity Rating, Affirmed at SGL-3 Outlook Actions: Outlook, changed to Stable from Positive RATINGS RATIONALE The move to a stable outlook reflects Moody's expectation that Ultra's operating performance in 2018 will be supportive of the current B1 CFR. While Moody's expects Ultra to benefit from growth in production volumes and higher returns as it increasingly drills long lateral horizontal wells, persistently low natural gas prices and wide basis differentials for its Pinedale Field production will limit improvement in the company's credit metrics during 2018. Ultra's B1 CFR reflects its material leverage, scale as measured by expected production volumes (128 mboe/d to 132 mboe/d for 2018 per company guidance) and its competitive cost structure. Leverage, as measured by the debt to PV-10 value of proved reserves ratio of 1x as of year-end 2017, was high. Moody's expects retained cash flow to debt will be below 25% in 2018. Ultra's large, contiguous position in the Pinedale Field in Wyoming provides a deep drilling inventory with significant future development opportunities and meaningful proved developed (PD) reserves value. The rating is further supported by the company's capital efficiency as measured by its leveraged full-cycle ratio (LFCR) that Moody's expects will be above 1.5x in 2018. Ultra's cost structure improved during 2015-2016, helping to offset the impact of lower commodity prices on profit margins. The implementation of its horizontal drilling program could lower per boe costs further, increase investment returns and boost Ultra's LFCR. The rating is constrained by the geographic concentration of reserves that are principally in a single basin and natural gas production focus. Ultra's cash flows are highly levered to weak and range-bound natural gas prices. However, an active hedging program will limit volatility of cash flows in 2018. Ultra had three-quarters of expected 2018 natural gas production hedged at the start of the year at an average price of approximately $2.90 per MMBtu. Generally, the company plans to hedge at least 50% of planned production for the next twelve months. Ultra's SGL-3 Speculative Grade Liquidity rating reflects adequate liquidity supported by availability under its reserves-based revolving credit facility and operating cash flows into mid-2019. The borrowing base, which covers the $975 million term loan and $425 million revolving credit facility, was set at $1.4 billion in the fall of 2017, and is re-determined semi-annually. The revolver was undrawn at year-end 2017. As drilling activity continues, Moody's expects capital spending to be funded with cash flow from operations, and for debt balances to remain flat or modestly decline. The revolving credit facility has three financial covenants -- a minimum EBITDAX to Interest Expense ratio of 2.5x, a minimum Current Ratio of 1x, and a maximum Debt to EBITDAX ratio of 4.0x. During an investment grade period, Ultra will also have to maintain a minimum PV-9 to Net Debt ratio of 1.50x. Moody's anticipates Ultra will maintain compliance with the covenants; however, the cushion under the Debt to EBITDAX covenant will be less than one-quarter of a turn by the end of 2018, if natural gas prices average $2.75 per MMBtu and basis differentials for Ultra's production remains near a negative $0.50/MMBtu compared to Henry Hub natural gas prices. Substantially all of the company's assets are pledged as security under the credit facility, which limits the extent to which asset sales could provide a source of additional liquidity. The next debt maturity is in January 2022. The ratings could be upgraded if Ultra maintains retained cash flow (RCF) to debt above 30% while its leveraged full-cycle ratio (LFCR) is above 1.5x. The ratings could be downgraded if liquidity weakens materially or if RCF to debt is expected remain below 20% for an extended period. The principal methodology used in these ratings was Independent Exploration and Production Industry published in May 2017. Ultra Resources, Inc., a wholly-owned subsidiary of Ultra Petroleum Corp., is an independent exploration and production company headquartered in Houston, Texas. ULURU INC: Lowers Net Loss to $1.93 Million in 2017 --------------------------------------------------- ULURU Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $1.93 million on $717,157 of total revenues for the year ended Dec. 31, 2017, compared to a net loss of $4.45 million on $442,565 of total revenues for the year ended Dec. 31, 2016. As of Dec. 31, 2017, ULURU had $8.54 million in total assets, $2.43 million in total liabilities and $6.10 million in total stockholders' equity. As of Dec. 31, 2017, the Company had cash and cash equivalents of approximately $3,711,000. "We expect to use our cash, cash equivalents, and investments on working capital, for general corporate purposes, on property and equipment, and for the payment of contractual obligations. Our long-term liquidity will depend to a great extent on our ability to fully commercialize our Altrazeal wound care product; therefore, we are continuing to look both domestically and internationally for opportunities that will enable us to expand our business. At this time, we cannot accurately predict the effect of certain developments on the rate of sales growth, if any, during 2018 and beyond, such as the speed and degree of market acceptance, the impact of competition, the effectiveness of the sales and marketing efforts of our distributors and sub-distributors, and the outcome of our current efforts to develop, receive approval for, and successfully launch our near-term product candidates," the Company stated in the Annual Report. As of Dec. 31, 2017, the Company's net working capital (current assets less current liabilities) was approximately $3,123,000 and the Company believes that its liquidity will be sufficient to fund operations beyond 2018. A full-text copy of the Form 10-K is available for free at: https://is.gd/1pMRYA 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. * * * This concludes the Troubled Company Reporter's coverage of ULURU until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. ULURU INC: May Issue 20 Million Shares Under 2018 Equity Plan ------------------------------------------------------------- Uluru Inc. filed a Form S-8 registration statement with the Securities and Exchange Commission to register 20,000,000 shares of its common stock that are issuable under the Company's 2018 Equity Incentive Plan. The proposed maximum aggregate offering price is $660,000. A full-text copy of the prospectus is available for free at https://is.gd/IOkgMT 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 incurred a net loss of $1.93 million in 2017 and a net loss of $4.45 million in 2016. As of Dec. 31, 2017, ULURU had $8.54 million in total assets, $2.43 million in total liabilities and $6.10 million in total stockholders' equity. VECTOR GROUP: Moody's Affirms B2 CFR; Outlook Stable ---------------------------------------------------- Moody's Investors Service affirmed Vector Group Ltd.'s ratings, including its B2 Corporate Family Rating (CFR), B2-PD Probability of Default Rating, and Ba3 rating on the company's senior secured notes. The company's Speculative Grade Liquidity Rating of SGL-2 was also affirmed. The outlook is stable. "The ratings affirmation reflects the company's continued solid operating performance in the discount cigarette business and its real estate business," said Kevin Cassidy, Senior Credit Officer at Moody's Investors Service. Vector's solid liquidity also benefits the ratings. Ratings affirmed: Corporate Family Rating at B2; Probability of Default Rating at B2-PD; $850 million senior secured notes due 2025 at Ba3 (LGD 3 from LGD 2); Speculative Grade Liquidity Rating at SGL-2; The outlook is stable. RATINGS RATIONALE Vector's B2 CFR reflects its relatively small scale and limited pricing flexibility in the deep discount segment of the highly regulated and declining domestic cigarette industry. The rating is also constrained by Vector's negative free cash flow and the ongoing threat of tobacco litigation and regulation, recognizing that the company has resolved all but 80 Engle progeny cases in Florida. Vector's rating is supported by its sustainable Master Settlement Agreement ("MSA") cost advantage, its track record of gaining share in the retail distribution channel, and good profitability metrics. Vector's real estate investments are conservatively managed and provide an additional, albeit potentially volatile, source of earnings diversification and cash flow with modest capital requirements. In recent years, the company's investment in its various non-guarantor and unrestricted real estate investments has grown significantly. Given the high leverage at the holding company, there is a growing risk of cash being used to fund future real estate investments. Vector's rating is also supported by good liquidity, which reflects significant cash balances that offset its very high dividend payments, potential real estate investments, and negative free cash flow. The stable outlook reflects Moody's expectation that the company will have moderately high leverage and will continue to be exposed to the ongoing tobacco litigation and regulation risks. The outlook also reflects Moody's view that Vector will continue to prudently manage its real estate portfolio. Before Moody's would consider an upgrade of Vector's ratings, litigation risk would need to diminish and the company's profitability and credit metrics would need to improve with no adverse impact on volume growth and/or market share. An upgrade would also require debt to EBITDA to remain below 4.0 times, and sustained positive free cash flow after dividends. An increase in litigation or regulatory risk, or a decline in free cash flow could result in a ratings downgrade. Vector's ratings could also be downgraded if pricing elasticity or growth prospects for the discount cigarette industry are adversely impacted. Additionally, if debt to EBITDA rises and is sustained above 5.0 times, or if liquidity weakens, ratings could be downgraded. Vector Group Ltd. ("VGR") is a holding company with subsidiaries engaged in domestic cigarettes manufacturing, real estate development and brokerage. Vector's revenues during the twelve months ended December 31, 2017 were approximately $599 million (net of excise taxes of $457 million). The principal methodology used in these ratings was Tobacco Industry published in February 2017. VERESEN MIDSTREAM: Moody's Alters Outlook to Pos. & Affirms Ba3 CFR ------------------------------------------------------------------- Moody's Investors Service changed Veresen Midstream Limited Partnership's (VMLP) outlook to positive from stable. The Ba3 Corporate Family Rating (CFR), B1-PD Probability of Default Rating and Ba3 senior secured credit facilities were affirmed. The Speculative Grade Liquidity Rating of SGL-3 was withdrawn. "The change in outlook to positive from stable reflects the significant increase in cash flow from completed natural gas processing facilities that will drive down leverage in 2018 and 2019," said Paresh Chari, AVP- Analyst. Outlook Actions: Issuer: Veresen Midstream Limited Partnership -- Outlook, Changed To Positive From Stable Affirmations: Issuer: Veresen Midstream Limited Partnership -- Probability of Default Rating, Affirmed B1-PD -- Corporate Family Rating, Affirmed Ba3 -- Senior Secured Bank Credit Facility, Affirmed Ba3 (LGD3) Withdrawals: Issuer: Veresen Midstream Limited Partnership -- Speculative Grade Liquidity Rating, Withdrawn , previously rated SGL-3 RATINGS RATIONALE VMLP's Ba3 CFR is supported by leverage decreasing in 2019 towards 5.3x due to major projects being completed and on stream in late 2017 and in the second half of 2018. VMLP also benefits from the continuing development of economic resources in the liquids-rich Montney by the Cutbank Ridge Partnership (CRP, a joint venture partnership between Encana (Ba1 stable) and Mitsubishi Corporation (A2 negative)) processed by VMLP, the company's solid contractual agreements mitigating all price and some volume risks on the CRP agreement, and the absence of volume or price risk on the Hythe/Steeprock contract with Encana. VMLP is constrained by its natural gas throughput volume risk on the CRP facility contract, high leverage in 2018 (debt to EBITDA 6.3x), and the complexity of its contracts. VMLP has adequate liquidity. At December 31, 2017, VMLP had total liquidity sources of about C$525 million to fund C$370 million in uses (C$330 million in negative free cash flow) through 2018. VMLP had C$6 million of cash, C$60 million available under the C$125 million revolving credit facility and C$337 million available under the C$1.68 billion senior secured expansion credit facility (both facilities maturing March 2020). In addition, Pembina and KKR are contractually obligated to fund their aggregate 42.5% equity share of expansion capex, which Moody's estimate to provide C$125 million of additional liquidity to VMLP. Moody's expects VMLP to be in compliance with its two financial covenants through this period. VMLP has no alternate sources of liquidity as it has pledged all of its assets to the secured lenders under the term loan, revolver, and expansion facility. Under Moody's Loss Given Default (LGD) Methodology, the pari-passu US$707 million term loan B, C$125 million revolving credit facility and C$1.68 billion expansion facility are rated Ba3, same as the CFR as all pieces of debt are first priority lien over all assets and under the same agreement. The positive outlook reflects Moody's expectation that leverage will decrease to below 6x in 2019, which is driven by volume growth from the CRP and by additional midstream facilities that will begin operations in the second half of 2018. The ratings could be upgraded if VMLP can continue successful operations of its midstream facilities, maintain EBITDA above C$400 million (C$400 million expected in 2018) and if debt to EBITDA falls below 6x (6.3x expected in 2018). The ratings could be downgraded if debt to EBITDA rises above 7x (6.3x expected in 2018) or debt service coverage falls below 1.25x (2x expected in 2018). VMLP is a Calgary, Alberta-based private midstream company, 46% owned by Pembina Pipeline Corporation (Pembina unrated) and 54% by Kohlberg Kravis Roberts & Co. L.P.(KKR unrated), a private equity firm. VMLP is engaged in natural gas gathering, field compression and processing in the central Montney in British Columbia. The principal methodology used in these ratings was Midstream Energy published in May 2017. VERNON PARK CHURCH: Has Until May 28 to File Plan of Reorganization ------------------------------------------------------------------- The Hon. Donald R. Cassling of the U.S. Bankruptcy Court for the Northern District of Illinois has extended, at the behest of Vernon Park Church of God, the exclusive period for the Debtor to file a plan of reorganization to May 28, 2018. As reported by the Troubled Company Reporter on March 26, 2018, the Debtor said that extending the exclusivity period will ensure that the Debtor has the full benefit of the time period to file a plan allowed by the Court. A copy of the court order is available at: http://bankrupt.com/misc/ilnb17-35316-62.pdf About Vernon Park Church of God Based in Lynwood, Illinois, Vernon Park Church of God -- http://www.vpcog.org/-- is a religious organization. The Church's Sunday service is at 10:00 a.m., and Children's Church is held during Sunday service. Vernon Park Church of God filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-35316) on Nov. 28, 2017. In the petition signed by Jerald January Sr., pastor, the Debtor estimated both assets and liabilities between $1 million to $10 million. The case is assigned to Judge Donald R Cassling. The Debtor is represented by Karen J. Porter, Esq., at Porter Law Network. VILLAGE NEWS: Court Approves First Amended Disclosure Statement --------------------------------------------------------------- Judge Scott C. Clarkson of the U.S. Bankruptcy Court for the Central District of California issued an order approving Village News, Inc.'s first amended disclosure statement describing its first amended chapter 11 plan. The proposed first amended chapter 11 plan is to be modified as to specific plan default provision. The Court, on Feb. 22, denied approval of the disclosure statement based on the concerns raised by the Office of the United States Trustee. The Confirmation Hearing for approval of Debtor's proposed first amended plan of reorganization is scheduled for June 19, 2018, at 1:30 p.m., in Courtroom 126, of the United States Bankruptcy Court, Central District of California, Riverside Division, located at 3420 Twelfth Street, Riverside, CA 92501. The Debtor is to file and serve the first amended disclosure statement, the proposed first amended Chapter 11 plan for Debtor, and ballots on or before March 23, 2018. The deadline for the return of ballots by parties entitled to vote will be April 13, 2018. Any objection to the proposed plan of reorganization must be filed and served on or before April 27, 2018. About Village News Inc. Village News, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 17-12082) on March 17, 2017. The petition was signed by Julie Reeder, president. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. WEST CORP: Fitch Affirms BB+ Rating on Planned $700MM Loan Upsize ----------------------------------------------------------------- Fitch Ratings has affirmed the Long-term Issuer Default Rating (IDR) of West Corporation at 'B+' with a Stable Rating Outlook. Fitch has also affirmed the senior secured debt rating at 'BB+'/'RR1' on West's proposed upsizing of first lien term loans by $700 million. The ratings for the unsecured notes have been affirmed at 'B-'/'RR6'. Approximately half of the term loan proceeds ($350 million) will be used to finance the previously announced acquisition of Nasdaq's Public Relations Solutions and Digital Media businesses, and pay related fees and expenses. The other $350 million will be used to repay $343 million of senior secured notes due in 2021. The refinancing helps push out the maturity wall since the final maturity on term loans is in 2024. However, there is no further room under Fitch's current recovery assumptions for additional senior secured debt in the existing capital structure within the current Issue Rating and Recovery Rating at the secured debt level. Fitch's recovery analysis indicates a 91% recovery for the senior secured credit facility, with a Recovery Rating of 'RR1'. Fitch expects the transaction to be leverage neutral and thus neutral to West's IDR. The new term loan will be a standalone tranche and incremental to the existing tranche of Term Loan B. The credit facility is guaranteed by West Corp.'s parent Olympus Holdings II, LLC and certain domestic, wholly owned subsidiaries of West. The facility is secured by all equity interests of West held by its parent and all assets of West and its subsidiary guarantors. KEY RATING DRIVERS Scale and Diversification: West's credit rating reflects the company's scale and leading market positions across a diversified portfolio of technology solutions. West is world's largest conferencing and collaborations service provider and holds leading market positions in 9-1-1 infrastructure and proactive mobility and notification services. The company derives roughly 40% of revenue from segments other than unified communication services. Robust FCF Generation: FCFs are supported by West's mature and high-margin conferencing and collaboration business and overall low capex and working capital requirements. Fitch believes FCFs will remain strong due to the cessation of dividends going forward and lower capital intensity more than offsetting the negative impact from increase in interest expense. Fitch expects FCF margins in the range of 10%-13% over the rating horizon. Nasdaq Acquisition Leverage Neutral: Pro forma for the acquisition of Nasdaq's businesses and expected synergies, Fitch expects leverage at 5.5x as of Dec 31, 2017. West will have elevated leverage in the interim due to the timing of realization of synergies (expected in 2018 and 2019). Fitch expects leverage to decline further in the following years as additional cost savings are realized and as West reduces debt. Given the company's stated capital allocation policy (discussed below), Fitch anticipates that leverage will approximate 5.5x as of year-end 2018 and 5.0x by the end of 2019. Evolving Revenue and Margin Mix: West's changing revenue mix from the mature legacy audio conferencing business towards high growth segments will also impact overall operating margins. Interactive Services and Specialised Agent Services reported lower operating margins for the full year 2017, respectively, as compared to UCS segment during the same period. However, Safety Services improving operating margins coupled with West's cost reduction efforts and synergies will help arrest the decline in margins and lead to margin expansion as the business mix shifts. Favourable Capital Allocation Policy: Fitch views West's shift in capital allocation strategy as credit positive. The company decided to stop paying dividends. Fitch anticipates that West's primary use of cash will be for deleveraging and strategic growth investments. The company may consider M&A opportunistically. Potential Synergies: Cost synergies are expected to focus on delayering and consolidating platforms and functional areas across West and were estimated at $75 million in total. In addition, unifying brands acquired over the years from acquisitions under 'One West' initiative presents additional cross selling opportunities. From Fitch's perspective, execution risks related to achieving the expected cost synergies are modest. Fitch believes the synergies will be realized during the 2018 to 2019 timeframe. DERIVATION SUMMARY West Corp's business profile entails an amalgamation of a diverse portfolio of technology solutions and hence is not directly comparable to its peers that may provide similar but a different mix of technology services. In its Unified Communication Services segment that represents about 60% of total revenue, West Corp (B+/Stable) competes with technology and telecom industry giants such as Microsoft Corporation (AA+/Stable) and AT&T (A-/Rating Watch Negative), and Citrix Systems that are larger and better capitalized. In this category, it also competes with several midsize and small companies such as Mitel Networks that lack the scale, diversification and/or geographic reach that West offers. In the Interactive Services business category, West is comparable to Nuance Communications Inc., which is similar in scale and margin profile. Nuance also derives the bulk of its revenue from the healthcare industry, which West sees as having high growth potential. Cotiviti Corporation is another healthcare focussed technology service provider that competes with West in Specialized Agent Services category. However, West's diversified revenue base and elevated leverage as compared to both these companies is more commensurate with the 'B+' rating category. West's ratings reflect the company's leading market position, strong FCF generation, scaling high growth segments, favorable capital allocation policy and increased leverage from the Apollo transaction. No country ceiling, parent/subsidiary or operating environment aspects impacts the rating. KEY ASSUMPTIONS Fitch's key assumptions within Fitch rating case for the issuer include: -- High growth segments to offset the decline in audio conferencing segment; overall revenue to grow in low single digits over the forecast. -- Cost synergies to improve operating margin profile. Synergies of $75 million (less than 50% of total synergies) built into the model. -- Capex intensity assumed to decline gradually from historical levels due to identified capex synergies. -- No dividends assumed to reflect management's shift in capital allocation policy. Low levels of M&A activity assumed to reflect opportunistic M&A activity. -- Fitch expects leverage to decline to mid-5x range by the end of 2018 in anticipation of management utilizing a majority of FCFs to reduce debt over and above the mandatory payments on credit facility. RATING SENSITIVITIES Future Developments That May, Individually or Collectively, Lead to Positive Rating Action -- Improvement in operating profile including positive revenue growth exceeding Fitch's expectations, expansion of margins due to restructuring efforts and/or realization of synergies and expansion of customer base. -- Strong FCF generation with FCF margins sustained in double digits. -- Leverage sustained below 4.0x. Future Developments That May, Individually or Collectively, Lead to Negative Rating Action -- Inability to sustain organic revenue growth due to UCS segment declines offsetting revenue growth from other segments. -- Deterioration of operating profile due to competition, an inability to achieve desired efficiencies impacting operating margins, or weaker than expected FCFs. -- Leverage sustained above 6.0x. LIQUIDITY Pro forma for refinancing and transaction, West's debt structure would include a $350 million revolving facility maturing 2022, $3,257 million in term loans (including the new $700 million) maturing 2024, $1,150 million of 8.5% senior unsecured notes maturing 2025 and $11 million of 5.375% senior unsecured notes maturing 2022. Fitch considers West's liquidity as adequate, supported by the company's sufficient cash balances, strong FCF generation and full availability under the $350 million revolving facility. In addition, the company generates strong free cash flows that are supported by low capex and working capital requirements, and absence of dividends. RECOVERY The recovery analysis assumes that West would be considered a going concern in a bankruptcy and that the company would be reorganized rather than liquidated. Fitch has assumed a 10% administrative claim. The going-concern EBITDA estimate reflects Fitch's view of a sustainable, post-reorganization EBITDA level, upon which Fitch bases the valuation of the company. West's going concern EBITDA is based on 2017 year-end EBITDA, pro forma for synergies and acquisitions. Going concern EBITDA is assumed 10% below the PF 2017 EBITDA to reflect a decline in revenue representing loss of a large customer (top customer represents roughly 5% of revenue) and lower synergies realisation, partially offset by West's non-cyclical nature of business. An EV multiple of 5x is used to calculate a post-reorganization valuation. The market multiples of comparable companies in West's industry have ranged from 7x-11x. The Apollo transaction valued West at approximately 7.8x EV/EBITDA. The revolving facility is assumed to be fully drawn upon default. The waterfall analysis results in a 91% recovery corresponding to a Recovery Rating of 'RR1' for the secured debt including the first-lien credit facility and revolving facility and 'RR6'/0% for the unsecured notes. FULL LIST OF RATING ACTIONS Fitch has affirmed the following ratings: West Corporation -- IDR at 'B+'; -- Senior secured revolving facility maturing in 2022 at 'BB+'/'RR1'; -- Senior secured term loans maturing in 2024 at 'BB+'/'RR1'; -- Senior unsecured notes maturing in 2025 at 'B-'/'RR6'. WEST CORP: S&P Rates New $700MM Incremental Term Loan B-1 'B' ------------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level rating and '3' recovery rating to Omaha, Neb.-based enterprise technology services provider West Corp.'s proposed $700 million first-lien term loan B-1 due 2024. The '3' recovery rating indicates our expectation of meaningful (50%-70%; rounded estimate: 60%) recovery for secured lenders in the event of a payment default. S&P expects the company will use the net proceeds from term loan B-1 and about $9 million of existing cash to redeem $343 million outstanding of its 4.75% secured notes, fund the $335 million purchase of the public relations (Public Relations Solutions) and webcasting and web hosting (Digital Media Services) products and services within Nasdaq's Corporate Solutions business as well as pay fees and expenses associated with the transactions. S&P said, "We view the acquisition favorably in that it complements West Corp.'s existing web hosting and webcasting product portfolio in enterprise communications, expands its solution offerings with investor relation and public relation tools, and furthers the company's continued partnership with Nasdaq. In addition, the acquisition expands and diversifies the company's customer base while creating more cross-selling opportunities. We expect that relatively stable revenues of the acquired businesses will only slightly offset declines in the company's larger audio conferencing segment. "The 'B' corporate credit rating and stable outlook on West Corp. are unaffected. We expect the acquisition of the Nasdaq assets will be leverage neutral at around 6.4x, which is below our 7x downgrade threshold for the 'B' rating. In addition, the redemption of the secured notes is mostly debt for debt, keeping the repayment of the notes leverage neutral. We expect the deal to close in the second quarter of 2018." RECOVERY ANALYSIS Key analytical factors S&P said, "Our simulated default scenario contemplates a default in 2021, stemming from increased competition, excess capacity and pricing erosion in the industry, client contract losses, and financial pressure from debt-financed acquisitions. "We have valued the company on a going-concern basis using a 5.5x multiple of our projected emergence EBITDA. The 5.5x valuation multiple is on the lower end of the 5x-7x range we typically ascribe to telecom companies, but in line with that for other audio conferencing companies." Simulated default assumptions -- Simulated year of default: 2021 -- EBITDA at emergence: about $444 million -- EBITDA multiple: 5.5x Simplified waterfall -- Net enterprise value (after 5% administrative costs): Approximately $2.3 billion -- Valuation split (obligors/nonobligors): 75%/25% -- Net value available to creditors: Approximately $2.1 billion -- Senior secured debt: Approximately $3.57 billion --Recovery expectations: 50%-70% (rounded estimate: 60%) -- Senior unsecured debt and pari passu claims: Approximately $2.66 billion --Recovery expectations: 0%-10% (rounded estimate: 5%) All debt amounts include six months of prepetition interest. RATINGS LIST West Corp. Corporate Credit Rating B/Stable/-- New Rating West Corp. Senior Secured $700 mil. term loan B-1 due 10/10/2024 B Recovery Rating 3(60%) WESTMORELAND COAL: Finalizes 2018 Incentive Plan for Executives --------------------------------------------------------------- In furtherance of the incentive compensation plan for fiscal year 2018, of which certain key payment metrics for Westmoreland Coal Company's named executive officers had been adopted by the Board of Directors of the Company on March 3, 2018, the Compensation and Benefits Committee of the Board met on March 24, 2018 to finalize the Incentive Plan document. The purpose of the Incentive Plan is to align the interests of the Company and eligible employees of the Company and its subsidiaries. The Incentive Plan provides a means of rewarding Participants based on the overall performance of the Company and the achievement of certain quarterly performance goals. The Incentive Plan became effective as of Jan. 1, 2018. The Incentive Plan continues until terminated by the Company. The Company has the right, in its sole discretion, to modify, supplement, suspend or terminate the Incentive Plan at any time, subject to certain exceptions. The Incentive Plan is administered by the Committee. The Committee has full authority and discretion within the limits of the Incentive Plan to establish such administrative measures as may be necessary to administer and attain the objectives of such plan. The interpretation of the Committee, with respect to the Incentive Plan shall be binding on all of such plan's respective participants. The Committee may delegate to officers of the Company the authority to administer the Incentive Plan. The Committee has the authority to designate persons, from time to time, as participants under the Incentive Plan. Currently, there are a total of six individuals designated as Participants, including the NEOs. Performance Goals and Quarterly Performance Incentives Subject to the provisions of the Incentive Plan and any participation agreement between a Participant and the Company, each Participant will have the opportunity to earn an incentive payment for each quarter during the term of the plan, with the first performance period being Jan. 1, 2018 through March 31, 2018, depending on the achievement of the Performance Goals. The Committee approved (i) the performance measures underlying the Performance Goals, which include each of the following, (as defined in the Incentive Plan) Adjusted EBITDA (40%), Unlevered Free Cash Flow (40%) and Safety (20%). The Performance Measures are subject to certain pro forma adjustments pursuant to the terms of the Incentive Plan. The potential amount payable upon the achievement of the Quarterly Threshold, Target and Maximum Performance Goals is based on a given Participant's individual target Quarterly Performance Incentive, which is set forth in each Participant's Participation Agreement. One hundred percent of a Quarterly Performance Incentive will be based on the Company's Overall Performance Level, which is the sum of the weighted actual achievement of the Performance Goals for each Performance Measure in a particular Performance Period. Achievement of the Performance Goals will be calculated on the basis of straight-line interpolation between the Quarterly Threshold, Target and Maximum Achievement levels for each Performance Measure underlying the Performance Goal. In addition to being measured on a quarterly basis, the Performance Goal for each Performance Measure will be measured cumulatively during the second, third and fourth quarter of the term such that employees may receive "catch-up" payments if the Company fails to achieve Performance Goals for a given Performance Period, but overachieves its Performance Goals in a subsequent quarter. For the second, third and fourth quarter of the term, a Participant shall earn an amount equal to the positive difference, if any, between (i) the aggregate Quarterly Performance Incentive payable based on achievement, as applicable, of the cumulative Performance Goals as of the end of such quarter, and (ii) the Quarterly Performance Incentive actually paid for prior quarters during the term, if any. Any such cumulative "catch-up" payment for a quarter is payable in addition to any Quarterly Performance Incentive earned for that quarter. Each Performance Measure has a Threshold, Target, and Maximum Performance Goal. The Quarterly Performance Incentive will be determined using the following payout schedule based on the Company's overall performance on each of the Performance Measures. Performance less than the Threshold Performance Goal for a Performance Measure will result in zero payout for that portion of the Quarterly Performance Incentive. Portion of Applicable Portion Payable if Quarterly and/or Cumulative Threshold Performance Goal Achieved: 80% of target = 50% payout Portion of Applicable Portion Payable if Quarterly and/or Cumulative Target Performance Goal Achieved: 100% of target = 100% payout Portion of Applicable Portion Payable if Cumulative Maximum Performance Goal Achieved: 120% of target = 150% payout Portion of Applicable Portion Payable if Achievement is Between Quarterly and/or Cumulative Threshold and Maximum Performance Goals: Linear interpolation between 50% and 150% Once a Quarterly Performance Incentive has been determined, payment of such award shall be made within 30 days after the end of the applicable Performance Period or as soon as reasonably estimable financials are available for the Performance Period; provided, that in no event will a Quarterly Performance Incentive be paid at a time later than as required by Section 409A of the Internal Revenue Code of 1986, as amended. Quarterly Performance Incentives are payable in cash. In the event a Participant's employment is terminated for any reason prior to the date on which a Quarterly Performance Incentive for the applicable Performance Period is paid, that Participant will forfeit his or her right to that payment. Base Pay Adjustment Additionally, on March 24, 2018, the Committee approved a new base salary for Mr. Nate Troup, chief accounting officer, to $275,000 effective as of Jan. 1, 2018. About Westmoreland Coal Based in Englewood, Colorado, Westmoreland Coal Company -- http://www.westmoreland.com/-- is an independent coal company in the United States. Westmoreland's coal operations include surface coal mines in the United States and Canada, underground coal mines in Ohio and New Mexico, a char production facility, and a 50% interest in an activated carbon plant. Westmoreland also owns the general partner of and a majority interest in Westmoreland Resource Partners, LP, a publicly-traded coal master limited partnership (NYSE:WMLP). Westmoreland Coal reported a net loss of $28.87 million in 2016, a net loss of $219.1 million in 2015, and a net loss of $176.7 million in 2014. As of Sept. 30, 2017, Westmoreland Coal had $1.43 billion in total assets, $2.20 billion in total liabilities and a total deficit of $774.1 million. * * * In March 2016, Moody's Investors Service downgraded the ratings of Westmoreland, including its corporate family rating to 'Caa1' from 'B3'. The downgrade reflects Moody's expectation that the Company's leverage metrics and cash flow generation will continue to be under stress due to the headwinds facing the coal industry. In March 2018, S&P Global Ratings lowered its issuer credit rating on Westmoreland Coal Co. to 'CCC-' from 'CCC' and placed all of its ratings on the company on CreditWatch with negative implications. "The rating downgrade reflects our view that Westmoreland Coal Co. (WLB) could breach its fixed charge coverage in the next three to six months. This would cause a cross default with its term loan and senior notes that would become immediately due. Westmoreland has a $321 million term loan that matures in December 2020, and $350 million of senior secured notes that mature in January 2022," S&P said, according to a TCR report dated March 13, 2018. WIDEOPENWEST FINANCE: Bank Debt Trades at 3.4% Off -------------------------------------------------- Participations in a syndicated loan under which WideOpenWest Finance LLC is a borrower traded in the secondary market at 96.6 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 2.55 percentage points from the previous week. WideOpenWest Finance pays 325 basis points above LIBOR to borrow under the $2.049 billion facility. The bank loan matures on August 16, 2023. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. WINDSTREAM CORP: Bank Debt Trades at 4.25% Off ---------------------------------------------- Participations in a syndicated loan under which Windstream Corp is a borrower traded in the secondary market at 95.75 cents-on-the-dollar during the week ended Friday, March 23, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.41 percentage points from the previous week. Windstream Corp pays 425 basis points above LIBOR to borrow under the $747 million facility. The bank loan matures on March 29, 2021. Moody's rates the loan 'B3' and Standard & Poor's gave a 'BB-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, March 23. WP CPP: Moody's Alters Outlook to Positive & Affirms B3 CFR ----------------------------------------------------------- Moody's Investors Service affirmed ratings for WP CPP Holdings, LLC ("CPP") including the B3 Corporate Family Rating (CFR) and the B3-PD Probability of Default Rating. Moody's also affirmed the B2 rating on the company's senior secured first lien revolver and term loan facilities as well as the Caa2 rating on the company's senior secured second lien term loan. The rating outlook has been changed to positive from negative. RATINGS RATIONALE The positive outlook reflects Moody's expectations that recent improvements in operating performance will be continued in 2018 and into 2019. The improvements in financial performance are expected to be primarily driven by increased content on growing commercial aerospace platforms such as the 737MAX, A320neo, LEAP, and GTF engines. The positive outlook also considers the company's improving liquidity profile including the potential for better (albeit still modest) cash generation and reduced reliance on external sources of financing. The B3 Corporate Family Rating balances CPP's modest scale, mixed operating history, and weak balance sheet (Debt-to-EBITDA around 7x) against the company's incumbency position on multiple products that have significant barriers to entry. CPP's expanding set of capabilities and technologies have translated into meaningful content wins on a number of growth platforms in commercial aerospace and industrial gas turbine markets. Operational challenges relating to the qualification of such work, along with headwinds in legacy products, appear to be abating which should bode well for a more stable and gradually improving earnings profile going forward. That said, leverage remains highly elevated, earnings remain noisy, and the company still faces near-term challenges as it ramps up production on key aerospace platforms. As such, CPP's ability to execute on new business wins (much of which are technically challenging rotating engine parts) such that it is able to deliver quality products that meet its customers demanding production schedules will be key rating considerations over the next 12 to 24 months. Moody's expect CPP to maintain an adequate liquidity profile over the next 12 months. Cash balances are expected to remain modest, as is free cash flow generation which Moody's expect to be modestly positive during 2018, with FCF-to-Debt likely to be in the low single-digits. External liquidity is provided by a $125 million revolving credit facility (declining to $116 million in 2018) that expires in September 2019. Moody's expect CPP to continue to be reliant (albeit to a lesser degree than before) on the facility in the face of elevated capex during 2018, some of which will relate to one-time growth investment. The revolver contains a springing first lien net leverage ratio of 5.75x that comes into effect if usage exceeds 20% or $23 million and Moody's anticipate adequate cushions relative to the covenant over the coming quarters. The ratings could be upgraded if Moody's expect Debt-to-EBITDA to be sustained near or below 6.25x. CPP's ability to execute strongly and to meet customer expectations for product quality and timeliness will also be a consideration for any upward rating action. A stronger liquidity profile with expectations of improved cash flows, less reliance on revolver borrowings and comfortable compliance with financial covenants would also create upward rating pressure. A rating downgrade would likely occur if Moody's adjusted leverage were expected to remain above 7.5x. Execution issues on new business wins, continued weakness in profitability metrics or a further weakening of CPP's liquidity profile would also result in downward rating pressure. The following summarizes rating action: Issuer: WP CPP Holdings, LLC Corporate Family Rating, affirmed B3 Probability of Default Rating, affirmed B3-PD $125 million senior secured first lien revolving credit facility due 2019, affirmed B2 (LGD3) $608 million ($592 million outstanding) senior secured first lien term loan B due 2019, affirmed B2 (LGD3) $118 million senior secured second lien term loan due 2021, affirmed Caa2 (LGD6) Outlook, changed to Positive from Negative WP CPP Holdings, LLC, d/b/a Consolidated Precision Products (CPP), is a castings manufacturer of engineered components and subassemblies for the commercial aerospace, military and defense and energy markets. Headquartered in Cleveland, Ohio, the company is majority owned by private equity firm Warburg Pincus. The principal methodology used in these ratings was Aerospace and Defense Industry published in March 2018. ZAMINDAR PROPERTIES: Unsecured Creditors to Get 26.5% Under Plan ---------------------------------------------------------------- Zamindar Properties, LLC, filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania a Disclosure Statement to accompany small business plan dated March 26, 2018. The furnished Disclosure Statement indicates that Secured and Priority Tax Claims will be paid in full over 5 years with post confirmation statutory interest. Any recovery from the proposed litigation against Neil Metzger and Wells Fargo will be dedicated to this Class to reduce balances and interest. The Debtor operates commercial and residential real estate units in its business. The Debtor owns 10 properties; (2) 3-unit buildings; 5 duplexes and a commercial office building a mixed- use building and a four-unit residential building. The Debtor employed a manager who did not operate the business prudently. It is suspected that he diverted money and intentionally failed to make payments. Prior to the Bankruptcy, Joann Jenkins terminated the manager. At that point, the occupancy was appx. 50 % and the units had suffered a lot of damages because of neglect. The properties are generally in good repair and 95% occupied. The Debtor intends to retain its property and continue the operation of the real estate rental business. The modification of secured claims will create a positive cash flow and provide an increase in cash flow into the business. This increased cash flow will make the Plan feasible and ensure the viability of the Plan of Reorganization. The Debtor has made adequate protection payments during the administration of the case. Class 9, the General Unsecured Creditors will be paid a fixed dividend of $60,000.00 over time without any post-confirmation interest. The Debtor will pay a fixed dividend of $60,000.00 over five years without interest. The Debtor will make payments of $1,000.00 for 12 months of each year for five years which is a total of 60 payments. The projected dividend to class 9 is estimated to be 26.5%; but the percentage will be adjusted depending on the final amount of allowed claims in this class; this class will include any undersecured claim of mortgage holders and any contingent guaranty claims. Currently the unsecured pool is estimated to be $226,149.55. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/pawb16-23385-110.pdf About Zamindar Properties, LLC Zamindar Properties, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 16-23385) on September 9, 2016. The petition was signed by Joann Jenkins, president. The case is assigned to Judge Carlota M. Bohm. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. No official committee of unsecured creditors has been appointed in the case. ZERO ENERGY: Taps Podium Strategies as Financial Advisor -------------------------------------------------------- Zero Energy Systems, LLC, seeks approval from the U.S. Bankruptcy Court for the Southern District of Iowa to hire Podium Strategies LLC as its financial advisor. The firm will assist the Debtor in preparing or reviewing its 13-week budget and cash flow analysis; develop alternative strategies for improving profitability and liquidity and assist in the implementation thereof; coordinate with the Debtor's legal counsel regarding matters related to the restructuring process; assist or manage a sale process if requested; and provide other services related to its Chapter 11 case. Howard Konicov, chief executive officer of Podium, will have primary responsibility in the engagement and will charge $300 per hour for his services. His firm has required a post-petition retainer of $20,000. Podium Strategies is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Howard Konicov Podium Strategies LLC 391 Harding Drive South Orange, NJ 07079 Phone: (201) 306-4664 Email: info@podiumstrategies.com About Zero Energy Systems Zero Energy Systems, LLC -- http://www.zeroenergy-systems.com/-- provides computer-automated production of insulated concrete wall systems for residential and commercial construction. It has a heavy manufacturing facility at 428 Westcor Drive, Coralville, Iowa. Zero Energy Systems sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Iowa Case No. 18-00622) on March 25, 2018. In the petition signed by Scott Long, managing member, the Debtor disclosed $14.03 million in assets and $28.69 million in liabilities. Bradshaw, Fowler, Proctor & Fairgrave, P.C., is the Debtor's bankruptcy counsel. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2018. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***