/raid1/www/Hosts/bankrupt/TCR_Public/180417.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, April 17, 2018, Vol. 22, No. 106
Headlines
505 CONGRESS: Voluntary Chapter 11 Case Summary
A GRACE PLACE: U.S. Trustee Unable to Appoint Committee
ACER THERAPEUTICS: Warrants Suspended from Nasdaq Trading
ADAMA TECHNOLOGIES: Receives $327,827 Revenue in First Quarter
AEGIS TOXICOLOGY: S&P Affirms 'B' CCR, Outlook Negative
ALGODON WINES: Hopes to List on the Nasdaq in Second Quarter
ALLARCO ENTERTAINMENT: Emerges from Creditor Protection
ALLY FINANCIAL: Declares Dividend on Common Stock
AMERICANN INC: Registers 3.8 Million Shares for Possible Resale
AMJ PLUMBING: Seeks Court Approval of Disclosure Statement
ANCHOR GENERAL: A.M. Best Lowers Finc'l. Strength Rating to B(Fair)
BERTUCCI'S HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
BERTUCCI'S HOLDINGS: Files Voluntary Chapter 11 Bankruptcy Petition
BRYAN CLARKE: 3 Carolina Panther Permanent Seat Licenses for Sale
C.R. OF ATTALLA: Court Directs Appointment of Ombudsman
CAMBER ENERGY: CEO Says He's Happy with the Company's Progress
CAMBER ENERGY: Gets 6th and 7th Tranche of $2M Investor Funding
CANNABIS SCIENCE: Buys Two Companies for 15M Shares
CELADON GROUP: GLG Partners & Man Group Have Less Than 0.01% Stake
CHARLES CONNELLY: April 19 Foreclosure Sale of Sanford, NC Bldg
CHARTER HIGH SCHOOL: S&P Cuts 2013 Bonds Rating to 'CCC+'
COVEY PARK: Moody's Alters Outlook to Pos. & Affirms B2 CFR
COVEY PARK: S&P Revises Outlook to Positive on Increased Reserves
CYTORI THERAPEUTICS: PostFinance AG Owns 5.9% Stake as of March 31
D'BEST BEVERAGES: U.S. Trustee Forms 3-Member Committee
DIAMOND BRITE: Amended Plan Outline Gets Court Approval
DILLARD'S INC: Fitch Affirms 'BB' Capital Securities Rating
EYEPOINT PHARMACEUTICALS: EW Healthcare Reports 19% Stake
FIELDWOOD ENERGY: Davis Polk Advises Lenders Steering Committee
FIRSTENERGY SOLUTIONS: U.S. Trustee Forms 7-Member Committee
FOLTS HOME: PCO Files 7th Report
FRANKLIN ACQUISITIONS: Judge Directs Appointment of Ch. 11 Trustee
FURNITURE FACTORY: U.S. Trustee Unable to Appoint Committee
FUSE MEDIA: S&P Cuts CCR to CCC on Refinancing Risk, Outlook Neg.
GETHSEMANE MINISTRIES: U.S. Trustee Unable to Appoint Committee
GLYECO INC: Launches Private Offering of $2.5M Unsecured Notes
GOOD SHEPHERD: Moody's Hikes Rating to Ba3; Outlook Developing
HADRIAN MERGER: Moody's Assigns B3 CFR; Outlook Stable
HARTFORD, CT: S&P Raises ICR to 'BB+', Off CreditWatch Positive
HELIOS AND MATHESON: Acquires Moviefone for $1-Mil. Cash and Stock
HKD TREATMENT: PCO Recommends Obtaining Necessary License
HOMEROOMS INC: GCB Seeks Rejection of Plan and Disclosures
HOOPER HOLMES: In Talks with WH-HH on Financing Transaction
HORNE EXCAVATING: Case Summary & 20 Largest Unsecured Creditors
HUNTSMAN CORP: S&P Raises Corp. Credit Rating to BB+, Outlook Pos.
ICAGEN INC: Timothy Tyson Has 13.3% Stake as of April 4
ICONIX BRAND: UBS Group Has 19.56% Stake as of March 30
JB POINDEXTER: Moody's Affirms B1 CFR; Outlook Stable
JOHN Q. HAMMONS: Needs Ombudsman to Review Assets Sale
KADMON HOLDINGS: Gets FDA Guidance on KD025 Clinical Trial Design
KANGAROO FOODS: May 7 Plan Confirmation Hearing
LAYNE CHRISTENSEN: Incurs $27.3 Million Net Loss in FY 2018
LONG BLOCKCHAIN: Brentwood LIIT Acquires 5.5% Stake
LONG BLOCKCHAIN: Common Stock Delisted from Nasdaq
LONG BLOCKCHAIN: Reports $15.2 Million Net Loss for 2017
LOVE GRACE: Unsecureds to Recover 30% Under Amended Plan
LSB INDUSTRIES: Expects Total Sales of $95M to $100M for Q1
MANNINGTON MILLS: S&P Affirms 'BB-' CCR, Outlook Stable
MARKPOL DISTRIBUTORS: Hires Freeborn & Peters as Counsel
MARKPOL DISTRIBUTORS: Hires Rally Capital as Financial Advisor
MARRONE BIO: Faces $2 Million Suit for Breach of Contract
MAVENIR PRIVATE: S&P Assigns B- Corp. Credit Rating, Outlook Stable
MAVENIR SYSTEMS: Moody's Assigns B2 Corporate Family Rating
MCDONOUGH PROPERTIES: U.S. Trustee Unable to Appoint Committee
MGTF RADIO: Hires Smithwick & Belendiuk as Special Counsel
MINI MASTER: Files 2nd Amendment to 2nd Amended Plan
MOSADI LLC: Disclosures Conditionally OK'd; May 1 Plan Hearing
MSAMN CORP: Court OKs Appointment of J.R. Walsh as Ch. 11 Trustee
NATGASOLINE LLC: S&P Affirms 'BB-' Project Finance Rating
NEOVASC INC: Boston Scientific Lowers Stake to 2.48%
NEOVASC INC: Gets $7.1M from Exercise of Series C Warrants
NEPHROS INC: Closes $2.9 Million Private Placement
NEW ATHENS: U.S. Trustee Unable to Appoint Committee
NEW YORK INTERNET: Unsecureds to Get 0.5%-1% Under Liquidation Plan
NINE WEST: Davis Polk Advises Prepetition Lenders in Chapter 11
NORTEL NETWORKS: Shareholder Class Action v. Former Execs Dismissed
NORTHERN OIL: Bahram Akradi Increases Stake to 5.79%
NORTHERN OIL: Signs Underwriting Agreement with Stifel Nicolaus
OLD FIREHOUSE OF POMONA: Hires Woolf & Nachimson as Counsel
ONE HORIZON: Receives Non-Compliance Notice from Major Shareholder
ORION HEALTHCORP: Hires DLA Piper as Bankruptcy Counsel
PINNACLE SERVICES: Hires Nardella & Nardella as Counsel
PLACE FOR ACHIEVING: Ombudsman Submits 1st Report
POINT.360: Hires MICOR Analytics as Appraiser
QUOTIENT LIMITED: Franz Walt to Serve as Interim CEO
RDM CONCRETE: Hires Eugene D. Roth as Attorney
REAL INDUSTRY: Ad Hoc Committee Blocks Approval of Plan Outline
REMARKABLE HEALTHCARE: P. Ducayet Appointed as Ombudsman
REX ENERGY: Reports $64.2 Million Net Loss for 2017
REX ENERGY: Says Negotiations With Noteholders Are Ongoing
RICHARD D. VAN: Monty Seeks Appointment of Ch. 11 Trustee
RIO BANCO LLC: Hires Enrique J Solana as Attorney
ROOT9B TECHNOLOGIES: Wellington Entities' Stake Down to 0%
ROSETTA GENOMICS: Ken Berlin Resigns as President and CEO
ROSETTA GENOMICS: Urges Shareholders to Vote for Genoptix Merger
RXI PHARMACEUTICALS: Sabby Reports 8.87% Stake as of April 9
RXI PHARMACEUTICALS: Sells $4.76 Million of Common Stock
SEVEN STARS: Search Process For New US-Based CFO Underway
SHIFFER INC: May 9 Amended Plan Confirmation Hearing
SOLID CONCRETE: Hires Thomas P. Pfender as Special Counsel
SOUTHEASTERN GROCERS: Hires FTI Consulting as Financial Advisor
SOUTHEASTERN GROCERS: Hires Prime Clerk as Administrative Advisor
SOUTHERN INDUSTRIAL: Hires Louisiana First as Financial Advisor
STAFFING GROUP: Faces Lawsuit Over $100,000 Loan
STAFFING GROUP: Shuts Three Remaining Branches Permanently
STARPORT TRANSPORTATION: $1K Monthly for Unsecureds Under New Plan
TEMPEST GROUP: Unsecureds to be Paid Dividend of $10K Over 5 Years
TEXAS E&P: Ch. 11 Trustee Hires PLS Inc. as Broker and Consultant
TEXAS E&P: Ch. 11 Trustee Hires Snow Spence as Special Counsel
TITAN ENERGY: Blackstone Entities Have 2.68% Stake as of April 9
TITAN ENERGY: FS Energy Has 10.2% Stake as of April 9
TWEDDLE HOLDINGS: S&P Lowers CCR to 'CCC+', On Watch Negative
US SHIPPING: Moody's Lowers 1st Lien Debt Rating & CFR to B3
USI INC: Moody's Maintains B3 CFR After Incremental Term Loan
VEGA ALTA: Unsecured Creditors to Receive $5K Over 60 Months
VER TECHNOLOGIES: U.S. Trustee Forms 5-Member Committee
VERIFONE INC: Moody's Puts Ba2 CFR Under Review for Downgrade
VILLA MARIE: U.S. Trustee Unable to Appoint Committee
WACHUSETT VENTURES: U.S. Trustee Forms 5-Member Committee
WALTON BUSINESS: U.S. Trustee Unable to Appoint Committee
XS RANCH FUND: Rescission Claimants to Get Nothing in Latest Plan
Y&K SUN: Court Asked to Vacate April 23 Hearing on Plan Outline
ZALER POP HOLDINGS: Seeks 14-Day Extension to File Amended Plan
ZERO ENERGY: Hires CohnReznick Capital as Investment Banker
[*] A&G Realty Partners Launches Healthcare Property Division
[*] Christopher Jarvinen Joins Richards Kibbe's New York Office
[^] Large Companies with Insolvent Balance Sheet
*********
505 CONGRESS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: 505 Congress Street, LLC
dba La Casa de Pedro
aka La Casa de Pedro Tapas & Ceviche Bar
343 Arsenal Street
Watertown, MA 02472
Business Description: La Casa de Pedro is a familial dining
destination for fine Latin cuisine.
Owner and Chef Pedro Alarcon serves simple,
authentic, scratch-made dishes that
highlight the traditions of his native
Venezuela and broader Latin American
heritage. The restaurant has locations
in the Boston Seaport and Watertown
Massachusetts.
http://www.lacasadepedro.com/
Chapter 11 Petition Date: April 15, 2018
Court: United States Bankruptcy Court
District of Massachusetts (Boston)
Case No.: 18-11352
Judge: Hon. Joan N. Feeney
Debtor's Counsel: Nina M. Parker, Esq.
PARKER & ASSOCIATES
10 Converse Place, Suite 201
Winchester, MA 01890
Tel: (781) 729-0005
Fax: (781) 729-0187
Email: nparker@ninaparker.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Pedro S. Alarcon, manager.
The Debtor failed to incorporate in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/mab18-11352.pdf
A GRACE PLACE: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of A Grace Place Adult Care Center, as of April
12, according to a court docket.
About A Grace Place Adult Care Center
A Grace Place Adult Care Center -- https://agprva.org/ -- is a
non-stock, non-profit corporation formed in Virginia on Oct. 9,
1969, to provide various programs of support, education, training,
rehabilitation, and recreation for adults with disabilities and
age-related conditions. The organization has two divisions, Adult
Day Care and Day Support.
A Grace Place Adult Care Center sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Case No. 18-31331) on March
16, 2018.
In the petition signed by Lynne K. Seward, interim CEO, the Debtor
estimated assets of less than $500,000 and liabilities of $1
million to $10 million.
Judge Kevin R. Huennekens presides over the case.
Sands Anderson PC is the Debtor's legal counsel.
ACER THERAPEUTICS: Warrants Suspended from Nasdaq Trading
---------------------------------------------------------
Tara Petta, senior director at The Nasdaq Stock Market LLC, filed a
Form 25 with the Securities and Exchange Commission notifying the
removal from listing or registration of Acer Therapeutics Inc.'s
warrant on the Exchange.
About Acer Therapeutics
Acer Therapeutics Inc., headquartered in Newton, MA --
http://www.acertx.com/-- is a pharmaceutical company focused on
the acquisition, development and commercialization of therapies for
patients with serious rare and ultra-rare diseases with critical
unmet medical need. Acer's late-stage clinical pipeline includes
two candidates for severe genetic disorders: EDSIVO (celiprolol)
for vascular Ehlers-Danlos syndrome (vEDS), and ACER-001 (a fully
taste-masked, immediate release formulation of sodium
phenylbutyrate) for urea cycle disorders (UCD) and Maple Syrup
Urine Disease (MSUD). There are no FDA-approved drugs for vEDS and
MSUD and limited options for UCD, which collectively impact
approximately 7,000 patients in the U.S. Acer's product candidates
have clinical proof-of-concept and mechanistic differentiation, and
Acer intends to seek approval for them in the U.S. by using the
regulatory pathway established under section 505(b)(2) of the
Federal Food, Drug, and Cosmetic Act (FFDCA) that allows an
applicant to rely at least in part on third-party data for
approval, which may expedite the preparation, submission, and
approval of a marketing application.
On Sept. 19, 2017, Acer Therapeutics Inc. completed the merger with
Opexa Therapeutics, Inc., under which the stockholders of Acer
(including investors in a financing that closed concurrently with
the merger) become holders of 88.8% of combined company's
outstanding common stock, with Opexa shareholders retaining 11.2%.
Acer Therapeutics incurred a net loss of $14.19 million for the
year ended Dec. 31, 2017, compared to a net loss of $6.69 million
for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Acer
Therapeutics had $24.36 million in total assets, $2.03 million in
total liabilities and $22.33 million in total stockholders'
equity.
Wolf & Company, P.C., in Boston, Massachusetts, 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 recurring losses from operations which raises
substantial doubt about the Company's ability to continue as a
going concern.
ADAMA TECHNOLOGIES: Receives $327,827 Revenue in First Quarter
--------------------------------------------------------------
Adama Technologies Corp. announced its first quarter revenue
numbers for 2018. The Company received $327,827 in the first
quarter of 2018 with $228,681 of that revenue coming in the
"record-breaking" month of March.
Harold Tanner, president of Adama Technologies, reacted to the
news, "This is truly outstanding news for ADAC. This provides us
with further confirmation that we are not only on the right track,
but that our current model for increasing sales and growing this
company is already producing results."
The Company said it had gone through a rigorous internal evaluation
in which the Company put in place numerous growth strategies as
well as cost-cutting implementations to grow revenue, control costs
and provide better growth forecasts into the future. The Company
has also cornered some additional revenue opportunities and stated
that they plan to the update the market on some additional
acquisitions in the very near future that have very strong
potential to complement the Company's current growth phase.
Mr. Tanner continued, "I truly could not be more excited. Standing
where we are right now, experiencing this type of growth and having
some really tremendous acquisitions that we are hoping to complete
in the next several weeks provides us with all we need to take that
next step forward."
The Company stated that it intends to keep the market readily
updated via continued press updates as well as through the
Company's social media channels.
Twitter: https://twitter.com/AdamaTech
Facebook: https://www.facebook.com/adamatech/
About Adama Technologies
Adama Technologies completed the acquisition of Alpine Industries
in November of 2016. Alpine Industries is a precision machining
and aerospace manufacturing company. Since its inception in 1974,
Alpine has manufactured several hundred aerospace landing gear
components and other spare parts. Alpine continues to work as a US
government contractor and currently holds over 15 US Military
contracts with the majority of them with the US Air Force.
Presently, Alpine manufactures such items as M1 Mine Clearing
Blades, hypo-chlorination units, tow bridles, 60 ton jacks for the
C5A, AIM-9 missile body trainers, numerous bolts and screws, drag
links for the F-16 fighter planes, and many other landing gear
parts. In addition to the US military, Alpine also manufactures
parts for several private companies including parts for drilling
components used in oil and water wells, roller-coasters,
motorcycles, zip line parts, crash pads, and drilling carts. Adama
is based in Jackson, Tennessee.
Adama reported net income of $2.03 million in 2016 following a net
loss of $117,641 in 2015. As of Sept. 30, 2017, Adama had $1.83
million in total assets, $5.19 million in total liabilities and a
total stockholders' deficit of $3.35 million.
Heaton & Company, PLLC, in Farmington, Utah, 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 negative working capital. This factor, among others,
raise substantial doubt about the Company's ability to continue as
a going concern.
AEGIS TOXICOLOGY: S&P Affirms 'B' CCR, Outlook Negative
-------------------------------------------------------
U.S.-based provider of toxicology laboratory services Aegis
Toxicology Sciences Corp. announced its plan to raise a new $50
million revolving credit facility as well as a $320 million
first-lien term loan to repay its existing first- and second-lien
term facilities debt and fund its recently announced acquisition of
certain assets from fellow lab company Ameritox Ltd.
S&P Global Ratings affirmed its 'B' corporate credit rating on
U.S.-based provider of toxicology laboratory services Aegis
Toxicology Sciences Corp. The outlook remains negative.
S&P said, "At the same time, we assigned a 'B' rating to Aegis'
first-lien revolver and term loan. The recovery rating on this debt
is '3', indicating our expectation for average (50%-70%; rounded
estimate: 50%) recovery in the event of payment default.
"Our view of Aegis' business risk largely reflects its minimal
scale and narrow focus as a provider of toxicology laboratory
services, including urine drug testing (UDT) services, as well as
its susceptibility to reimbursement risk from government and
commercial payers given the ongoing focus on preventing waste and
fraud in the industry."
S&P Global Ratings' negative outlook on Nashville-based Aegis
Toxicology Sciences Corp. reflects the underlying uncertainty
regarding Aegis' projected cash flow, notwithstanding the recent
increase to Medicare rates. S&P expects the company to sustain
leverage below 6x, stabilize working capital levels, and generate
meaningful cash flow on a sustained basis.
ALGODON WINES: Hopes to List on the Nasdaq in Second Quarter
------------------------------------------------------------
Algodon Wines and Luxury Development Group, Inc. sent a letter from
its chief executive officer and president, Scott Mathis, to its
stockholders and business associates on April 5, 2018. The
full-text copy of the letter is as follows:
Dear Stockholders:
This is perhaps the most important and timely stockholder update
you have received from me in some time as we not only are moving
forward to position the Company for continued growth, but also to
list on the NASDAQ Stock Market.
We believe we are close to achieving our NASDAQ objective and we
know exactly what is required to do so. We believe that the
opportunity for our stockholders has never been better.
To be accepted for listing on NASDAQ, we will have to demonstrate
that the Company meets the quantitative listing standards as well
as all applicable requirements. As the Company continues to
execute on the business plan, we feel confident we will meet and
achieve those requirements.
One of the factors that continues to impact the Company is the
steady decline in the value of the Argentine peso over the years as
it relates to our stockholder equity position (when reported back
in U.S. dollar terms). As a result of the decline in the value of
the Argentine peso versus the U.S. dollar, our stockholders' equity
position has steadily been reduced. Even though real estate prices
in Argentina are moving upwards in an exciting manner when you
convert from a devalued peso back to U.S. dollars, stockholder
equity under GAAP financial reporting rules is reduced.
One of the requirements to meet the NASDAQ standards is compliance
with the stockholders' equity requirement. We must increase our
stockholders' equity. To that end, we are seeking to raise
additional capital for operations, investing in new real estate
assets in Argentina, continuing to invest in infrastructure, and
unveiling a marketing plan to sell more estate lots.
We also expect over time that our business operations will help us
maintain adequate stockholders' equity. As was recently announced
in a public news release and our Current Report on Form 8K with the
SEC
(https://ir.algodongroup.com/all-sec-filings#document-5349-0001493152-18-003978),
Algodon was able to deed certain of its Phase 1 lots in Q1 2018
which will allow for the immediate recognition of approximately
$870,000 in revenues from lot sales. In Q2 2018, Algodon expects to
be approved for deeding another 19 Phase 1 lots, and in the next 12
months, expects to deed the remainder of the 97 Phase 1 lots.
As you are aware, Algodon common stock (VINO) is already trading on
the OTCQB marketplace. We, as management, do not believe that the
OTCQB has allowed for sufficient liquidity and it has proven to be
subject to erratic price swings coupled with undue volatility based
on our low trading volume. We do not believe that our listing on
the OTCQB has resulted in a fair or full valuation of our shares,
and it has not given adequate value to our prospects or enterprise
value, especially when considering the volume of positive news
coming out of Argentina.
We believe the macroeconomics on Argentina are improving at a rapid
pace. Foreign investment in Argentina hasn't been this strong in
decades, infrastructure improvements are being implemented and
planned at the greatest level in several generations, jobs data has
been steadily improving and real estate prices are finally moving
positively forward at a nice pace as mortgages have reentered the
marketplace. No longer is it just me and Algodon saying this: JP
Morgan recently listed Argentina as the most promising emerging
market on the globe, and Morgan Stanley has been extremely bullish
and "pounding the table" on Argentina for more than a year now, and
Morgan Stanley is rapidly growing its investment banking offices in
Buenos Aires. We believe we are in the right part of the world at
the right time. We did not come this far to only come this far.
We do not know when or if Algodon will be approved for listing on
NASDAQ, but we are excited and hopeful that we will soon meet the
requirements and be ultimately approved for listing in Q2 of this
year. We would expect that a listing on NASDAQ will provide great
exposure for Algodon and our VINO shares. When that occurs, I hope
to see you all at the bell ringing ceremony in New York.
About Algodon Wines
Through its wholly-owned subsidiaries, Algodon Wines & Luxury
Development Group, Inc. -- http://www.algodongroup.com/-- invests
in, develops and operates real estate projects in Argentina. Based
in New York, AWLD operates a hotel, golf and tennis resort,
vineyard and producing winery in addition to developing residential
lots located near the resort. The activities in Argentina are
conducted through its operating entities: InvestProperty Group,
LLC, Algodon Global Properties, LLC, The Algodon - Recoleta S.R.L,
Algodon Properties II S.R.L., and Algodon Wine Estates S.R.L. AWLD
distributes its wines in Europe through its United Kingdom entity,
Algodon Europe, LTD.
Algodon Wines reported a net loss attributable to common
stockholders of $8.25 million for the year ended Dec. 31, 2017,
compared to a net loss attributable to common stockholders of
$10.04 million for the year ended Dec. 31, 2016. As of Dec. 31,
2017, Algodon Wines had $8.34 million in total assets, $4.33
million in total liabilities, $9.02 million in series B convertible
redeemable preferred stock, and a total stockholders' deficiency of
$5.02 million.
Marcum LLP, in New York, the Company's auditor since 2013, 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 incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
ALLARCO ENTERTAINMENT: Emerges from Creditor Protection
-------------------------------------------------------
Allarco Entertainment 2008 and Allarco Entertainment Limited
Partnership (Allarco) on April 16 disclosed that it has
successfully emerged from creditor protection, having been issued
its Certificate of Plan Completion from the Court of Queen's Bench
of Alberta (the Court) on April 5, 2018.
In May 2016, the company sought creditor protection under the
Companies' Creditors Arrangement Act (CCAA) in an effort to
facilitate a restructuring and refinancing of its business
operations. Since that time, Allarco has continued to operate
under CCAA protection, supervised by the Court appointed monitor
PricewaterhouseCoopers Inc. (the Monitor). On December 13, 2017 a
formal plan of arrangement or compromise (the Plan) was filed with
the assistance of the Monitor.
A meeting of the affected creditors was held on January 24, 2018
where 78 creditors voted in favour for the Plan by a margin of
77-1. The Court approved and issued the sanction order to proceed
with the Plan on February 16, 2018.
With the issuance of the Monitor's Certificate of Plan Completion
effective April 5, 2018, the CCAA proceedings have been completed
in accordance with the Orders of the Court and under the
supervision of the Monitor.
"I wish to thank our creditors sincerely for their patience and
support as we worked through the CCAA process to achieve this
goal," said Don McDonald President & CEO of Super Channel. "We had
to make some very difficult decisions to ensure survival of the
business and for the company to remain an active participant in the
Canadian broadcast industry."
Enquiries may be directed to the Monitor at:
PricewaterhouseCoopers Inc.
Suite 1501- 10088 102 Street
Edmonton, Alberta
Telephone: (780) 441-6738
Attention: Mr. Sean Fleming
A copy of the Monitor's Certificate and related Court documents can
be found on the Monitor's website at www.pwc.com/ca/allarco.
Allarco Entertainment 2008 Inc. -- http://www.allarco.ca-- is the
general partner of Allarco Entertainment LP. The company is an
Edmonton-based media company that owns and operates Super Channel,
a national Canadian English pay television network, consisting of
four HD channels, four SD channels, and Super Channel On Demand.
ALLY FINANCIAL: Declares Dividend on Common Stock
-------------------------------------------------
The board of directors of Ally Financial Inc. (NYSE: ALLY) declared
a quarterly cash dividend of $0.13 per share of the company's
common stock, payable on May 15, 2018 to stockholders of record on
May 1, 2018.
About Ally Financial
Ally Financial Inc. (NYSE: ALLY), formerly GMAC Inc., is a digital
financial services company and a top 25 U.S. financial holding
company offering financial products for consumers, businesses,
automotive dealers and corporate clients. Ally's legacy dates back
to 1919, and the company was redesigned in 2009 with a distinctive
brand, innovative approach and relentless focus on its customers.
Ally has an award-winning online bank (Ally Bank Member FDIC and
Equal Housing Lender), which offers deposit, mortgage and credit
card products, one of the largest full service auto finance
operations in the country, a complementary auto-focused insurance
business, a growing digital wealth management and online brokerage
platform, and a trusted corporate finance business offering capital
for equity sponsors and middle-market companies.
GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3 percent stake while allowing private equity
firm Cerberus Capital Management LP to keep 14.9 percent, and
General Motors Co. owning 6.7 percent.
Ally Financial reported net income of $929 million on $8.32 billion
of total financing revenue and other interest income for the year
ended Dec. 31, 2017, compared to net income of $1.06 billion on
$8.30 billion of total financing revenue and other interest income
for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Ally
Financial had $167.14 billion in total assets, $153.65 billion in
total liabilities and $13.49 billion in total equity.
* * *
This concludes the Troubled Company Reporter's coverage of Ally
Financial until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.
AMERICANN INC: Registers 3.8 Million Shares for Possible Resale
---------------------------------------------------------------
A number of Americann, Inc.'s shareholders are offering to sell up
to 3,833,333 shares of the Company's common stock which they may
acquire upon the exercise of warrants or the conversion of notes.
Although the Company will receive proceeds if any of the warrants
are exercised, the Company will not receive any proceeds from the
sale of the common stock by the selling stockholders. The Company
will pay for the expenses of this offering which are estimated to
be $50,000.
Americann's common stock is traded on the over-the-counter market
under the symbol ACAN. On April 10, 2018 the closing price for its
common stock was $2.05.
As of April 11, 2018, there was no public market for its warrants,
and the Company does not expect a market to develop in the future.
A full-text copy of the Form S-1 registration statement is
available for free at https://is.gd/tuccTa
About Americann
Headquartered in Denver, Colorado, AmeriCann offers a
comprehensive, turnkey package of services that includes
consulting, design, construction and financing to approved and
licensed marijuana operators throughout the United States. The
Company's business plan is based on the anticipated growth of the
regulated marijuana market in the United States.
Americann reported a net loss of $2.77 million for the year ended
Sept. 30, 2017, compared to a net loss of $2.21 million for the
year ended Sept. 30, 2016. As of Dec. 31, 2017, Americann had
$5.53 million in total assets, $2.97 million in total liabilities
and $2.56 million in total stockholders' equity.
MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
opinion in its report on the consolidated financial statements for
the year ended Sept. 30, 2017 stating that the Company suffered
recurring losses from operations and has an accumulated deficit.
These conditions raise significant doubt about the Company's
ability to continue as a going concern.
AMJ PLUMBING: Seeks Court Approval of Disclosure Statement
----------------------------------------------------------
According to a notice, AMJ Plumbing Specialists Corporation filed a
motion seeking Court approval of its disclosure statement, various
solicitation and tabulation procedures for voting on the plan, the
forms of ballots to be used in connection therewith, and the manner
of notice proposed by the Debtor.
The motion also requests that the Court schedule a plan
confirmation hearing and establish various confirmation-related
deadlines.
The Debtor believes that the disclosure statement contains adequate
information within the meaning of section 1125(a)(1) of the
Bankruptcy Code and should be approved as the disclosure statement
contains descriptions and summaries of, among other things:
* the Plan;
* the classes of claims and interests;
* summary of the Debtor's assets, liabilities, and financial
affairs;
* the Debtor's history and capital structure;
* events leading to commencement of the Chapter 11 case;
* Significant events during the Chapter 11 case;
* A liquidation analysis comparing recoveries under Chapter 7;
* a disclaimer that no statements or information concerning the
Debtor are authorized other than those in the Disclosure
Statement;
* information regarding the Debtor's future business;
* the effect on creditors of Plan confirmation;
* potential litigation claims preserved;
* risk factors to be considered by creditors; and
* tax consequences of the Plan.
The Debtor also believes that the Solicitation Procedures are well
designed and specifically tailored to effectively solicit
acceptances or rejections of the plan. To the extent that
circumstances requiring modification or amendment of the
Solicitation Procedures arises, the Debtor reserves the right to
supplement or amend the Solicitation Procedures as appropriate.
The Debtor submits that the disclosure statement contains adequate
information to allow claimants to make an informed decision as to
whether to vote to accept or reject the Plan, and the procedures
proposed above are reasonable and appropriate and conform to the
requirements of the Bankruptcy Code and Federal Rules of Bankruptcy
Procedure.
A full-text copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/cacb6-17-15717-113.pdf
About AMJ Plumbing
Headquartered in Rancho Cucamonga, California, AMJ Plumbing
Specialists Corp., d/b/a AMJ Plumbing Specialists, is a commercial
plumbing company that has more than 20 years of experience in the
commercial plumbing field. AMJ Plumbing --
http://amjplumbingspecialists.com/-- offers a wide variety of
plumbing-related new construction services including leak repairs,
water heaters service, pump service, drain cleaning/jetting,
backflow services, tenant improvements and sewer camera
installation.
AMJ Plumbing filed for Chapter 11 protection (Bankr. C.D. Cal. Case
No. 17-15717) on July 7, 2017, disclosing $1.39 million in total
assets and $2.15 million in total liabilities. Jose Ruvalcaba,
Jr., president, signed the petition.
Judge Meredith A. Jury presides over the case.
David Lozano, Esq., and Frank Alvarado, Esq., at Lozano Law Center
Inc., serve as the Debtor's legal counsel.
ANCHOR GENERAL: A.M. Best Lowers Finc'l. Strength Rating to B(Fair)
-------------------------------------------------------------------
A.M. Best has downgraded the Financial Strength Rating (FSR) to B
(Fair) from B+ (Good) and the Long-Term Issuer Credit Rating
(Long-Term ICR) to "bb+" from "bbb-" of Anchor General Insurance
Company (Anchor General) (San Diego, CA) and Pacific Star Insurance
Company (Pacific Star) (Madison, WI), a subsidiary of Anchor
General. The outlook for the FSR has been revised to stable from
negative, while the outlook for the Long-Term ICRs remains
negative.
The Credit Ratings (ratings) of Anchor General reflect its balance
sheet strength, which A.M. Best categorizes as adequate, as well as
adequate operating performance, limited business profile and
appropriate enterprise risk management (ERM). The ratings of
Pacific Star reflect its balance sheet strength, which A.M. Best
categorizes as very strong, as well as adequate operating
performance, limited business profile, appropriate ERM and rating
drag due to its direct ownership by Anchor General.
The downgrade of Anchor General's ratings is based on the
deterioration in recent years of its underwriting results,
operating performance, statutory surplus and risk-adjusted
capitalization. This deterioration was driven by an influx of new
business growth, unfavorable California non-standard private
passenger auto loss trends and Texas storm losses. While management
has implemented numerous corrective measures and strategies, which
include rate changes, agency management and risk mitigation
initiatives, the impact of these changes has not materially
improved overall results.
BERTUCCI'S HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Affiliates that simultaneously filed voluntary petitions for relief
under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Bertucci's Holdings, Inc. (Lead Case) 18-10894
155 Otis Street
Northborough, MA 01532
Bertucci's Corporation 18-10896
Bertucci's of Anne Arundel County, Inc. 18-10897
Bertucci's, Inc. 18-10898
Bertucci's of Columbia, Inc. 18-10899
Bertucci's of Baltimore County, Inc. 18-10900
Two Ovens Restaurant Corp. 18-10901
Bertucci's of Bel Air, Inc. 18-10902
Bertucci's Restaurant Corp. 18-10903
Bertucci's of White Marsh, Inc. 18-10904
Bertucci's Holdings, LLC 18-10895
Type of Business: Founded in 1981, Bertucci's owns and operates 59
full-service casual family restaurants offering
traditional Italian and contemporary food
centered around its signature open kitchens and
brick ovens. Bertucci's is known for being the
"unchained chain," with each of its restaurants
offering a customized atmosphere and unique
guest experience. As of the Petition Date, the
Debtors have 969 full-time employees and 3,245
part-time employees. Bertucci's is
headquartered in Boston, Massachusetts and
operates in 11 east coast states from New
Hampshire to Virginia. Visit
http://www.bertuccis.comfor more information.
Chapter 11 Petition Date: April 15, 2018
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Hon. Mary F. Walrath
Debtors' Counsel: Adam G. Landis, Esq.
Kerri K. Mumford, Esq.
Kimberly A. Brown, Esq.
Jennifer L. Cree, Esq.
LANDIS RATH & COBB LLP
919 Market Street, Suite 1800
Wilmington, Delaware 1 9801
Tel: (302) 467 -4400
Fax: (302) 467 -4450
E-mail: landis@lrclaw.com
mumford@lrclaw.com
brown@lrclaw.com
cree@lrclaw.com
Debtors'
Special
Corporate
Counsel: Adam C. Harris, Esq.
SCHULTE ROTH & ZABEL LLP
919 Third Avenue
New York, NY 10022
Tel: 212.756.2000
Fax: 212.593.5955
E-mail: adam.harris@srz.com
Debtors'
Investment
Banker: IMPERIAL CAPITAL, LLC
Debtors'
Real Estate
Advisor: HILCO REAL ESTATE, LLC
Debtors'
Claims and
Noticing
Agent: PRIME CLERK LLC
https://cases.primeclerk.com/bertuccis
Estimated Assets: $0 to $50,000
Estimated Liabilities: $50 million to $100 million
The petitions were signed by Brian Connell, chief financial officer
and senior vice president.
A full-text copy of Bertucci's Holdings' petition is available for
free at:
http://bankrupt.com/misc/deb18-10894.pdf
Consolidated List of Debtors' 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Maines Paper & Food Trade Debt $1,080,000
Service Inc.
P.O. Box 642530
Pittsburgh, PA
15264-2530
Tel: 508-621-2700
Fax: 508-366-4578
Bank Direct Capital Finance, LLC Trade Debt $307,058
Two Conway Park, 150 North Field Dr.
Lake Forest, IL 60045
Tel: 877-226-5456
Fax: 877-226-5297
Costa Fruit & Produce Trade Debt $200,137
Crum & Forster Trade Debt $189,510
Email: efrobertyan@senecainsurance.com
Constellation NewEnergy, Inc. Trade Debt $151,737
Pavilions at Buckland Hills LLC Trade Debt $106,951
Email: james.kelley@ggp.com
Westbrook Village Realty Trust Trade Debt $85,573
Email: mlevin@chestnuthillrealty.com
Blue Cross/ Blue Shield of MA Trade Debt $84,345
Casella Waste Systems, Inc. Trade Debt $82,643
Martignetti Companies Trade Debt $81,411
RREF II Kenmore Lessor II LLC Trade Debt $79,335
Email: mdellarc@bu.edu
Coastal Sunbelt Produce, Co. Trade Debt $77,477
Trimark United East Inc. Trade Debt $75,661
Email: joppenheim@trimarkusa.com
Chutney Partners, LLC Trade Debt $70,611
Email: snayak@innzen.com
Morton G. Thailhimer, Inc. Trade Debt $67,451
Email: zachary.brenner@thalhimer.com
MS Walker Allen's Ltd. Trade Debt $66,985
Ultimate Software Trade Debt $65,040
May Foodservice Equip & Design Corp Trade Debt $64,524
WellPlay Associates Limited Trade Debt $62,641
Partnership
Email: jlyons@intrumcorp.com
Audubon Square Inc. Trade Debt $61,712
Email: robert.walters@cbre.com
BERTUCCI'S HOLDINGS: Files Voluntary Chapter 11 Bankruptcy Petition
-------------------------------------------------------------------
Bertucci's, the casual restaurant known for its authentic Italian
foods and signature brick oven pizzas, on April 16 disclosed that
it filed voluntary petitions for relief under Chapter 11 in the
United States Bankruptcy Court for the District of Delaware (the
"Bankruptcy Court") with Right Lane Dough Acquisitions, LLC serving
as the Stalking Horse Bidder. Under the asset purchase agreement,
the Stalking Horse Bidder has agreed to purchase substantially all
of Bertucci's assets and assume certain liabilities, subject to
higher or otherwise better offers.
The transaction is intended to maximize value for all stakeholders
through a fair, open Bankruptcy Court-approved sale process in
which Bertucci's will consider all bids for a sale or restructuring
of the company. As part of the bankruptcy filing, Bertucci's has
sought Bankruptcy Court approval for the consensual use of cash
collateral and $4 million in debtor-in-possession financing which
will allow the company to meet its post-filing obligations in the
ordinary course of business for customers, employees, trading
partners, suppliers, vendors, and other creditors.
"[Mon]day's filing is expected to be seamless for Bertucci's
guests, trading partners and vendors, and result in minimal
disruption to its operations, allowing us to strengthen the
company's financial structure and position it for significant
future growth," said Brian Wright, CEO.
Mr. Wright concluded, "We are grateful for the service and loyalty
of our team members and are looking forward to focusing on a return
to Bertucci's roots: authentic, high quality, fresh ingredients
that guests and team members alike crave and care about."
59 Bertucci's locations remain open for business, and Bertucci's
anticipates completing its restructuring process expeditiously so
the Company will emerge under new ownership, with an improved
financial position and stronger brand.
Court filings and other information related to the restructuring
proceedings are available at https://cases.primeclerk.com/Bertuccis
or by calling the Company's toll-free restructuring information
line at 877-879-7740.
Landis Rath & Cobb LLP is serving as Bertucci's bankruptcy counsel,
and Schulte Roth & Zabel LLP is the Company's special corporate
counsel. Brian Wright will continue to serve as CEO, and Brian
Connell will continue to serve as CFO.
About Bertucci's
The original brick oven restaurant since 1981, Bertucci's is an
Italian scratch kitchen and pizzeria known for artisanal authentic
brick oven pizzas and handcrafted pastas, exhibition kitchens, and
homemade Italian signatures, including the dough for its pizzas,
calzones and famous fresh rolls. Bertucci's is headquartered in
Boston, MA and operates in 11 east coast states from New Hampshire
to Virginia.
BRYAN CLARKE: 3 Carolina Panther Permanent Seat Licenses for Sale
-----------------------------------------------------------------
Iron Horse Auction Company is selling three Carolina Panther
Permanent Seat Licenses (Section 124, Row 8, Seats 5, 6 and 7).
Iron Horse is conducting the sale online only. Bidding began April
9 and was slated to close April 16 at 6 p.m.
Iron Horse, as auctioneer, is selling the seats on behalf of John
W. Taylor, the trustee in the Chapter 7 bankruptcy case of Bryan
Patrick Clarke And Charlene Fay Clarke, by order of the U.S.
Bankruptcy Court for the Western District of North Carolina.
A 15% Buyer's Premium will be charged.
Information about the full PSL transfer is available at
http://www.panthers.com/tickets/psl-owners/psl-transfer.html
The bankruptcy trustee will initiate the transfer with the
Panther's. The buyer will need to create an online account with
the Panther's and accept the transfer. In addition to the auction
price and fees, the Panther's charge an additional 5% fee for
private sale transfers.
All items in this auction are selling "AS-IS, WHERE IS" with all
faults, if any. Iron Horse makes no representations or warranties,
expressed or implied, concerning the items being sold. Descriptions
of the items are believed to be correct, but are not guaranteed. It
is the Buyer's responsibility to conduct any inspections prior to
the auction. All due diligence periods end the date the auction is
scheduled to end and prior to the end of the auction. It is
possible that the property being sold is subject to local, state
and federal regulatory authorities and it is the Buyer’s
responsibility to ascertain if they are subject to regulation and
permitting. Iron Horse has attempted to find or locate all
information deemed material facts. Ultimately, it is the Buyer's
responsibility to inspect all aspects of the items before placing a
bid. No sale shall be invalidated by the Buyer as a result of
he/she not conducting their own inspection prior to placing a bid
or doing due diligence. It is automatically acknowledged by placing
a bid that you have personally inspected the property, hired an
agent to inspect the property, or waived your right to inspect the
property.
Bryan Patrick Clarke And Charlene Fay Clarke filed for Chapter 7
bankruptcy protection (Bankr. W.D.N.C. Case No. 18-50123) on Feb.
21, 2018. John W. Taylor serves as Chapter 7 bankruptcy trustee.
C.R. OF ATTALLA: Court Directs Appointment of Ombudsman
-------------------------------------------------------
Judge James P. Smith of the U.S. Bankruptcy Court for the Middle
District of Georgia directs the United States Trustee to appoint an
ombudsman to monitor the quality of patient care and to represent
the interests of the patients of C.R. of Attalla, LLC located at
8369 Rivoli Drive, Bolingbroke, GA 31004 and operated by the
debtor.
About C.R. of Attalla
C.R. of Attalla is healthcare provider in Attalla, Alabama that
operates a skilled nursing facility.
C.R. of Attalla, LLC filed a Chapter 11 petition (Bankr. M.D. Ga.
Case No. 18-50546), on March 21, 2018. The Petition was signed by
Michael E. Winget, Sr., manager. The case is assigned to Judge
James P. Smith. The Debtor is represented by Wesley J. Boyer, Esq.
of Boyer Law Firm, L.L.C. At the time of filing, the Debtor had
$500,000 to $1 million in estimated assets and $1 million to $10
million in estimated liabilities.
Pending bankruptcy cases of affiliates:
Debtor Petition Date Case No.
------ ------------- --------
C. R. of Shadecrest, LLC 8/15/17 17-51753
Chandler Health & Rehab Center, LLC 7/20/17 17-51550
Fairhope Health & Rehab, LLC 7/20/17 17-51551
Gordon Oaks at Greystoke, LLC 7/12/17 17-51472
Greystoke Health Systems, Ltd. 8/17/17 17-51772
Meadowbrook Extended Care, LLC 7/20/17 17-51552
Medical Management Concepts, LLC 8/15/17 17-51752
Porter Field Health & Rehab Center, LLC 6/27/17 17-51362
Ridgeview Extended Care, LLC 7/20/17 17-51553
CAMBER ENERGY: CEO Says He's Happy with the Company's Progress
--------------------------------------------------------------
Camber Energy, Inc., filed a press release including a letter to
shareholders from the Company's Chief Executive Officer Richard N.
Azar, II. A copy of the press release is as follows:
To Our Shareholders:
Following the conclusion of the Company's fiscal year last week, I
wanted to take this opportunity to update you on the state of the
Company's business.
To that end, to date, the Company has met or exceeded nearly every
operational milestone we have set out with very few exceptions.
When I assumed the role of interim-CEO, the Company's primary
objectives were to increase its asset base and associated revenues
and decrease the Company's liabilities.
With that in mind, let's turn to our operating results.
In our effort to increase our asset base and cash flow, we
completed the acquisition of nine wells in Okfuskee County,
Oklahoma, in January 2018. These assets were heavily discounted as
there was only one well on production with minimal output. Since we
closed the acquisition, we have reworked and put into production
another four wells. Within the next thirty days, funding
permitting, we expect an additional four wells to come on line. At
that time, we expect our production to increase by over 50%.
Additionally, the Company is evaluating other workover
opportunities in its Coyle field as well as in other areas nearby.
In March 2018, the Company completed its Panhandle acquisition in
Hutchinson County, Texas. This acquisition includes 45 wells that
can be worked over as well as 9 salt water disposal wells and
related infrastructure to handle production. The Company has been
working on regulatory and permitting issues since closing and began
the workover program earlier this week.
These acquisitions, as well as our leasing program, are all
consistent with the Company's goal of finding undervalued assets,
reworking downed equipment, and maximizing efficiency to increase
production and associated revenues.
In conjunction with our efforts to increase revenue, we are also
working to cut our operating expenses by selling non-core assets
that are a drag on our business. During the third fiscal quarter
we sold the CATI subsidiary which eliminated that operational
burden and reduced our overall Company debt by approximately $8
million.
Cash flow continues to be our major focus, but in January 2018, the
Company resumed paying principal and interest on its bank loan with
the International Bank of Commerce with the objective to pave the
way to negotiate a modification and extension of the loan
consistent with our operating cash flow and available financing. We
are in active negotiations, but have no assurance we will be
successful in these negotiations.
Overall, I am happy with the progress the Company has made in
increasing its assets and reducing its debts and I am extremely
proud of the work performed by our management and staff in reaching
these initial goals. While we still face very real challenges with
our financing and cash flow needs, we continue to focus our short
term strategy on addressing these needs. I realize this is a
challenging time for our company and our shareholders, and I am
grateful for your patience and support.
/s/ Richard N. Azar, II
Richard N. Azar, II
CEO
About Camber Energy
Based in San Antonio, Texas, Camber Energy, Inc. (NYSE American:
CEI) -- http://www.camber.energy-- is an independent oil and
natural gas company based in Houston, Texas with a field office in
Gonzales, Texas. The Company is engaged in the acquisition,
development and sale of crude oil, natural gas and natural gas
liquids from various known productive geological formations,
including from the Hunton formation in Lincoln, Logan and Payne
Counties, in central Oklahoma; the Cline shale and upper Wolfberry
shale in Glasscock County, Texas; and recently in connection with
its entry into the Horizontal San Andres play on the Central Basin
Platform of the Permian Basin in West Texas announced on Jan. 3,
2017.
Camber reported a net loss of $89.12 million on $5.30 million of
total net operating revenues for the year ended March 31, 2017,
compared to a net loss of $25.44 million on $968,146 of total net
operating revenues for the year ended March 31, 2016. As of Dec.
31, 2017, Camber Energy had $18.18 million in total assets, $41.80
million in total liabilities and a total stockholders' deficit of
$23.61 million.
GBH CPAs, PC -- http://www.gbhcpas.com/-- in Houston, Texas,
issued a "going concern" opinion in its report on the consolidated
financial statements for the year ended March 31, 2017, citing that
the Company has incurred significant losses from operations and had
a working capital deficit at March 31, 2017. These factors raise
substantial doubt about the Company's ability to continue as a
going concern, the auditors said.
CAMBER ENERGY: Gets 6th and 7th Tranche of $2M Investor Funding
---------------------------------------------------------------
As previously disclosed, on Oct. 5, 2017, Camber Energy, Inc. and
an institutional investor, entered into a Stock Purchase Agreement
pursuant to which the Company agreed to sell, pursuant to the terms
thereof, 1,684 shares of its Series C Redeemable Convertible
Preferred Stock for $16 million (a 5% original issue discount to
the face value of such shares), subject to certain conditions.
On Oct. 5, 2017, in connection with the entry into the October 2017
Purchase Agreement, the Investor purchased 212 shares of Series C
Preferred Stock for $2 million.
On Nov. 21, 2017, pursuant to the terms of the October 2017
Purchase Agreement, the Company sold the Investor an additional 106
shares of Series C Preferred Stock for $1 million.
On Dec. 27, 2017, pursuant to the terms of the October 2017
Purchase Agreement, the Company sold the Investor an additional 105
shares of Series C Preferred Stock for $1 million.
On Jan. 31, 2018, pursuant to the terms of the October 2017
Purchase Agreement, the Company sold the Investor an additional 105
shares of Series C Preferred Stock for $1 million.
On Feb. 22, 2018, pursuant to the terms of the October 2017
Purchase Agreement, the Company sold the Investor an additional 105
shares of Series C Preferred Stock for $1 million.
On March 9, 2018, the Company sold the Investor an additional 105
shares of Series C Preferred Stock for $1 million.
On April 10, 2018, the Company sold the Investor an additional 105
shares of Series C Preferred Stock for $1 million.
The Sixth Closing and Seventh Closing occurred notwithstanding the
terms of the October 2017 Purchase Agreement which required the
sixth closing to be for a total of $5 million, as the parties
mutually agreed to the sales of only $1 million of Series C
Preferred Stock to be sold pursuant to the $5 Million Closing, at
both the Sixth Closing and Seventh Closing.
The Company plans to use the proceeds from the sale of the Series C
Preferred Stock for working capital, workovers on existing wells,
drilling and completion of additional wells, acquisitions,
repayment of vendor balances and payments to International Bank of
Commerce, in anticipation of regaining compliance.
The terms of the October 2017 Purchase Agreement, the conditions
which are required to be met prior to the sale of additional shares
of Series C Preferred Stock under the October 2017 Purchase
Agreement, the rights and preferences of the Series C Preferred
Stock (which Series C Preferred Stock sold pursuant to the October
2017 Purchase Agreement currently has a dividend rate of 24.95% per
year) and related items are described in greater detail in the
Current Report on Form 8-K filed by the Company with the Securities
and Exchange Commission on Oct. 5, 2017.
About Camber Energy
Based in San Antonio, Texas, Camber Energy, Inc. (NYSE American:
CEI) -- http://www.camber.energy/-- is a growth-oriented,
independent oil and gas company engaged in the development of crude
oil, natural gas and natural gas liquids in the Hunton formation in
Central Oklahoma in addition to anticipated project development in
the San Andres formation in the Permian Basin.
Camber reported a net loss of $89.12 million on $5.30 million of
total net operating revenues for the year ended March 31, 2017,
compared to a net loss of $25.44 million on $968,146 of total net
operating revenues for the year ended March 31, 2016. As of
Dec. 31, 2017, Camber Energy had $18.18 million in total assets,
$41.80 million in total liabilities and a total stockholders'
deficit of $23.61 million.
GBH CPAs, PC -- http://www.gbhcpas.com/-- in Houston, Texas,
issued a "going concern" opinion in its report on the consolidated
financial statements for the year ended March 31, 2017, citing that
the Company has incurred significant losses from operations and had
a working capital deficit at March 31, 2017. These factors raise
substantial doubt about the Company's ability to continue as a
going concern, the auditors said.
CANNABIS SCIENCE: Buys Two Companies for 15M Shares
---------------------------------------------------
Cannabis Science, Inc., entered into a share purchase agreement
with Bottle It, Inc. on March 14, 2018, whereby it purchased all of
Bottle It's shares, rights assets, contracts, technology,
intellectual property, titles and interests in Bottle It. The
purchase price for the Bottle It Assets is the issuance of 10
million restricted common shares. The Closing Date of the Bottle
It Agreement is set for on or before June 9, 2018.
Also, on March 14, 2018, Cannabis Science entered into a Share
Purchase Agreement with Novus Beverage Solutions Corp., whereby it
purchased all of Novus' shares, rights assets, contracts,
technology, intellectual property, titles and interests in Novus.
The purchase price for the Novus Assets is the issuance of 5
million restricted common shares. The Closing Date of the Novus
Agreement is set for on or before June 9, 2018.
Established in 2014, Bottle It manufactures various preforms for
various bottled waters, energy drinks and vitamin shots, tinctures,
drops, various pill bottles, sprays, and various food containers
for rice, flour, milk, dry food mixes, spices, mixed nuts, cookies,
and the list goes on. Bottle It is a PET injection-mold and
blow-mold manufacturer servicing the food and beverage industry
that has reported approximately $1,500,000 in revenues each year
for 2016 and 2017 consecutively.
Novus was established in December 2016, and perform the services of
filling the plastic bottles with waters and various beverage and
energy drinks with its bottling and packaging equipment since
2017.
In addition to "high-quality" stock products, Bottle It excels in
the customization of bottles and containers -- from concept to
production, and its team of highly-skilled professionals create
customer-driven product packaging while maximizing quality and
container creativity. Bottle It partners with expert tool makers
to create custom molds, making its customers' visions a reality by
deciding the height, shape, and embossed features of the bottle.
All products and product waste are recyclable.
About Cannabis Science
Cannabis Science, Inc., was incorporated under the laws of the
State of Colorado, on Feb. 29, 1996, as Patriot Holdings, Inc.
Cannabis is at the forefront of medical marijuana research and
development. The Company is dedicated to the creation of
cannabis-based medicines, both with and without psychoactive
properties, to treat disease and the symptoms of disease, as well
as for general health maintenance.
Cannabis reported a net loss of $10.19 million on $9,263 of revenue
for the year ended Dec. 31, 2016, compared with a net loss of
$19.14 million on $44,227 revenue for the year ended Dec. 31, 2015.
As of Sept. 30, 2017, Cannabis Science had $2.08 million in total
assets, $5.23 million in total liabilities and a total
stockholders' deficit of $3.15 million.
Turner, Stone & Company, L.L.P., issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016. The auditors noted that the Company has
suffered recurring losses from operations since inception, has a
working capital deficiency and will need to raise additional
capital to fund its business operations and plans. Furthermore,
there is no assurance that any capital raise will be sufficient to
complete the Company's business plans. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
CELADON GROUP: GLG Partners & Man Group Have Less Than 0.01% Stake
------------------------------------------------------------------
GLG Partners LP and Man Group plc disclosed in a Schedule 13G filed
with the Securities and Exchange Commission that as of April 2,
2018, they beneficially own 1,246 shares of common stock of Celadon
Group, Inc., constituting less than 0.01% of the shares
outstanding.
The reporting persons can be reached at:
GLG Partners LP
Riverbank House
2 Swan Lane
London, EC3R 3AD
United Kingdom
- and -
Man Group Plc
Riverbank House
2 Swan Lane
London EC4R 3AD
United Kingdom
A full-text copy of the regulatory filing is available at:
https://is.gd/kL1oXL
About Celadon
Celadon Group, Inc. -- http://www.celadongroup.com/-- provides
long haul, regional, local, dedicated, intermodal,
temperature-protect, and expedited freight service across the
United States, Canada, and Mexico. The Company also owns Celadon
Logistics Services, which provides freight brokerage services,
freight management, as well as supply chain management solutions,
including logistics, warehousing, and distribution. The Company is
headquartered in Indianapolis, Indiana.
In a press release dated April 2, 2018, Celadon stated that based
on issues identified in connection with the Audit Committee
investigation and management's review, financial statements for
fiscal years ended June 30, 2014, 2015, 2016, and the quarters
ended Sept. 30 and Dec. 31, 2016, will be restated. Celadon's new
senior management team, led by the Company's new chief financial
officer and new chief accounting officer, commenced a review of the
Company's current and historical accounting policies and
procedures. The internal investigation and management review have
identified errors that will require adjustments to the previously
issued 2014, 2015, 2016, and 2017 financial statements.
On March 30, 2018, the Company entered into an Eighth Amendment to
its Amended and Restated Credit Agreement. The Amendment extended
the existing financial covenant relief through April 30, 2018, with
the principal purpose of permitting the Company and the revolving
lenders to evaluate the recently received refinancing proposal.
The Company's continued listing on the New York Stock Exchange
requires that the Company cure its financial reporting filing
delinquencies by May 2, 2018. Due to the number of restatement
issues and the additional periods being impacted, the Company has
determined that it will not be able to cure the delinquencies by
the NYSE deadline.
CHARLES CONNELLY: April 19 Foreclosure Sale of Sanford, NC Bldg
---------------------------------------------------------------
Iron Horse Auction Company will hold a live auction on April 19,
2018, at 2 p.m. to sell a commercial building and lot in Sanford,
North Carolina.
The auctioneer is selling the property for the benefit of Creditors
and Clerk of Court for Lee County, File # 17-SP-219.
The auction will be held at:
Lee County Courthouse
1400 S. Horner Blvd.
Sanford, NC
The owner of the property is Charles Robert Connelly. The property
address is:
303 S. Horner Blvd
Sanford, NC
The project manager is:
Will Lilly
Tel: 704.985.9300
Lot 1 to be auctioned consists of:
Commercial building and located at
303 S. Horner Boulevard in Sanford, NC
Lee County
Deed Book 1148, Page 768
Parcel 9642-68-9933-00
Tax Value: $169,600.00
Lot 2 consists of:
1.2+/- Acres on Steele and Pearl
Streets in Sanford, NC
Lee County
Portion of Parcel 9642-78-1823-00
Tax Value: $212,900.00
TERMS OF SALE
Payment & Closing:
A deposit of 5% of the final contract purchase price or
$10,000.00 will be required from the buyer on the sale day and this
deposit shall be made payable to Sarah C. Blount, as Trustee to be
held by the Trustee until closing. In the event that a deposit is
forfeited, the deposit shall be administered pursuant to the
statutes or as directed by the Lee County Clerk of Court.
10-Day Upset Period In Effect After The Auction
Property is to be closed within 30-days after the end of the
upset bid period or upon delivery of the deed, whichever is
sooner.
Property Condition:
The property in this auction is selling "AS-IS, WHERE IS" with
all faults, if any. Iron Horse Auction Company, Inc. and First
Tennessee Bank National Association, As Successor By Merger To
Capital Bank Corporation ("Bank") make no representations or
warranties, expressed or implied, concerning the property.
Descriptions of the property are believed to be correct, but are
not guaranteed. It is the Buyer's responsibility to conduct any
inspection prior to the auction. All due diligence periods end the
date the auction is schedule to end, and prior to the end of the
auction. It is possible that the property being sold is subject to
restrictive covenants and homeowner's association rules,
regulations and dues. Iron Horse Auction Company, Inc. has
attempted to find or locate all information deemed material facts.
Ultimately, it is the Buyer's responsibility to inspect all aspects
of the property before placing a bid. No sale shall be invalidated
by the Buyer as a result of he/she not conducting their own
inspection prior to placing a bid or doing due diligence. It is
automatically acknowledged by placing a bid that you have
personally inspected the property, hired an agent to inspect the
property or waived your right to inspect the property.
Additional information is available at https://is.gd/1dYVEL
CHARTER HIGH SCHOOL: S&P Cuts 2013 Bonds Rating to 'CCC+'
---------------------------------------------------------
S&P Global Ratings lowered its long-term rating to 'CCC+' from 'BB'
on the Philadelphia Authority for Industrial Development, Pa.'s
series 2013 charter school revenue bonds, issued for The Designing
Futures Foundation on behalf of Charter High School for
Architecture & Design (CHAD). The outlook is stable.
"The multinotch downgrade reflects the substantial and material
increase in contingent liquidity risk associated with CHAD's 2013
PNC term loan, which has an outstanding balance of $477,000, and a
line of credit with PNC for $300,000, both due in December 2018,"
said S&P Global Ratings credit analyst James Gallardo.
The school does not occupy its full building and has historically
rented its unused space to third parties to help cover the lease
expense. Consistent with our criteria, charter school operations
have primarily driven CHAD's credit rating, rather than lease
revenues, and until recently all but 700 square feet of the
school's excess space was leased. However, over the past two years,
the school has lost all third-party tenants occupying the unused
space in its building and has been unable to secure new tenants for
that space. Additionally, while PNC has been historically willing
to extend the due dates on its financing arrangement with CHAD,
even without a tenant, given the duration of vacancy, it is now our
view that PNC will be much less likely to do so again without the
space successfully leased. Consequently, the school now faces a
significant increase in default risk on its line of credit and term
loan. The school currently lacks the funds needed to pay the debt
unless it is able to secure new tenants or a buyer for its
building. Although we do not rate the term loan or line of credit,
these instruments carry cross-default risk with the series 2013
bonds, and we believe a missed payment on the term loan or line of
credit could result in an event of default for the series 2013
bonds.
S&P said, "The stable outlook reflects our view that during the
one-year outlook time frame, CHAD will make progress toward
identifying a tenant or buyer for its unleased floors and refinance
its bullet maturity due in December 2018, which are causing the
increased liquidity event risk and refinancing risk captured at the
current rating level.
"We would lower the rating by multiple notches if CHAD cannot
extend its 2013 PNC term loan and its line of credit with PNC or if
the school is unable to find a tenant for its vacant space, which,
in our view, would significantly weaken its ability to meet its
financial obligations.
"We could consider a higher rating if the 2013 PNC term loan and a
line of credit with PNC are refinanced successfully, with a
credible plan to ensure its eventual payoff that does not present
significant contingent liquidity risk to CHAD's balance sheet. We
would also view positively the school's success in finding a tenant
for its vacant space, which would significantly improve its ability
to meet its financial obligations."
COVEY PARK: Moody's Alters Outlook to Pos. & Affirms B2 CFR
-----------------------------------------------------------
Moody's Investors Service affirmed Covey Park Energy LLC's (Covey
Park) B2 Corporate Family Rating (CFR) and its B2-PD Probability of
Default Rating (PDR). Concurrently, Moody's affirmed the B3 rating
of Covey Park's 7.5% senior unsecured notes due 2025. The rating
outlook was changed to positive from stable.
"Covey Park's positive rating outlook reflects Moody's expectation
for continued improvement in credit metrics as the company executes
on its plans for production growth and anticipation of positive
free cash flow generation by late 2018," commented Jonathan Teitel,
an Analyst at Moody's.
Outlook Actions:
Issuer: Covey Park Energy LLC
-- Outlook, Changed To Positive From Stable
Affirmations:
Issuer: Covey Park Energy LLC
-- Probability of Default Rating, Affirmed B2-PD
-- Corporate Family Rating, Affirmed B2
-- Senior Unsecured Regular Bond/Debenture, Affirmed B3 (LGD5)
RATINGS RATIONALE
Covey Park's B2 CFR reflects single basin concentration, a natural
gas focus, and a large proportion of proved undeveloped reserves
(PUDs), but also modest leverage, good retained cash flow to debt,
and a sound hedging program. There is execution risk as the company
continues to significantly ramp up production, building on the
successful doubling of average daily production to 342 Mmcfe per
day in 2017 from 166 Mmcfe per day in 2016. A substantial portion
of Covey Park's reserves are concentrated in the Haynesville shale
in East Texas and North Louisiana. Single basin concentration
exposes the company's performance to local factors such as labor
availability, service cost, access to infrastructure, economics
based on regional supply and demand, and regulations. However, the
company's production benefits from proximity to Henry Hub, where a
majority of the company's gas is delivered, which drives low
transportation costs to get its gas to market. Moody's believes
that strategic orientation toward natural gas drilling could result
in lower cash margins than exploration & production companies that
target oil. Significant capital investment will be needed to
convert the company's large proved undeveloped reserves (PUDs),
which comprised roughly 75% of proved reserves as of year-end 2017.
Leverage is modest with debt to average daily production measuring
$13,830 at the end of 2017 and debt-to-proved developed (PD)
reserves measuring $5.32. Based on strong growth prospects, Moody's
anticipates debt to average daily production will decline to
roughly $9,300 by the end of 2018. Retained cash flow to debt is
solid at over 25% in 2017 and Moody's expects this figure will
climb above 30% in 2018. The credit profile is supported by the
company's hedge targets for 50% to 85% of production over a one to
two year period.
Moody's anticipates that Covey Park will maintain good liquidity
over the next 12 months. As of December 31, 2017, the company had
$160 million drawn under its $450 million elected commitments on
the revolving credit facility which expires in 2021. It did not
have a cash balance as of this date. Financial covenants include a
maximum leverage ratio of 4x and a minimum current ratio of 1x.
Moody's expects the company to maintain cushion to comply with
these covenants over the next 12 months.
Covey Park's $625 million senior unsecured notes due 2025 are rated
B3, one notch below the CFR, reflecting their subordination to the
company's borrowing base revolver due 2021 ($450 million in elected
commitments).
Factors that could lead to an upgrade include successful execution
on profitably growing toward 600 Mmcfe/d (or 100 Mboe/d),
maintaining a leveraged full cycle ratio (LFCR) above 1.5x, and
RCF/debt sustained above 30%.
Factors that could lead to a downgrade include declining
production, deterioration in liquidity, or RCF/debt below 15%.
The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.
Covey Park, headquartered in Dallas, Texas, is a privately owned
independent exploration and production company that is primarily
focused on the Haynesville shale. Average daily production during
2017 was 342 Mmcfe per day, almost all of which was natural gas.
The company is owned by Denham Capital and management.
COVEY PARK: S&P Revises Outlook to Positive on Increased Reserves
-----------------------------------------------------------------
Over the past 12 months, U.S.-based oil and gas exploration and
production company Covey Park Energy LLC has increased its
production and proved reserve profile significantly.
S&P Global Ratings affirmed its 'B' corporate credit rating on
Covey Park Energy LLC and revised the rating outlook to positive
from stable.
S&P said, "At the same time we affirmed our 'B' issue-level rating
on the company's unsecured debt and revised the recovery rating to
'3' from '4', indicating our expectation of meaningful (50%-70%;
rounded estimate: 60%) recovery in the event of a default.
The positive outlook reflects our view that Covey Park will
continue to increase reserves and production through the
development of its Haynesville shale acreage while maintaining
appropriate credit measures, including funds from operations (FFO)
to debt comfortably above 20%. Although the company's proved
reserve base has increased significantly since year-end 2016, the
vast majority of its reserves are proved undeveloped (PUD)
reserves, which we view as a negative factor given the development
risk and future costs associated with bringing those reserves to
production. We expect the company to continue to develop its
reserves and increase production over the next 12 months, while
maintaining FFO to debt above 20%.
"The positive outlook reflects the likelihood that we could raise
the corporate credit rating if the company continues to increase
production and reserves to levels commensurate with higher-rated
peers while maintaining FFO to debt above 20%.
"We could revise the outlook to stable if Covey Park's growth and
development does not proceed as expected, or if FFO to debt were to
decline to below 20% on a sustained basis. This would most likely
occur if the company does not achieve its production growth
targets, or if it assumes a substantially more aggressive capital
spending program than we currently forecast resulting in negative
free cash flow and higher debt levels.
The positive rating outlook on Covey Park reflects the potential
for an upgrade over the next 12 months if it can successfully
increase its production and proved developed reserves consistent
with higher-rated peers while maintaining FFO to debt comfortably
above 20%.
CYTORI THERAPEUTICS: PostFinance AG Owns 5.9% Stake as of March 31
------------------------------------------------------------------
PostFinance AG disclosed in a Schedule 13G/A filed with the
Securities and Exchange Commission that as of March 31, 2018, it
beneficially owns 3,609,685 shares of common stock of Cytori
Therapeutics, Inc., constituting 5.9 percent of the shares
outstanding. A full-text copy of the regulatory filing is
available for free at https://is.gd/1oLPUn
About Cytori
Based in San Diego, California, Cytori -- http://www.cytori.com/--
is a therapeutics company developing regenerative and oncologic
therapies from its proprietary cell therapy and nano-particle
platforms for a variety of medical conditions. Data from
preclinical studies and clinical trials suggest that Cytori Cell
Therapy acts principally by improving blood flow, modulating the
immune system, and facilitating wound repair. As a result, Cytori
Cell Therapy may provide benefits across multiple disease states
and can be made available to the physician and patient at the
point-of-care through Cytori's proprietary technologies and
products. Cytori Nanomedicine is developing encapsulated therapies
for regenerative medicine and oncologic indications using
technology that allows Cytori to use the benefits of its
encapsulation platform to develop novel therapeutic strategies and
reformulate other drugs to optimize their clinical properties.
Cytori reported a net loss of $22.68 million for the year ended
Dec. 31, 2017, compared to a net loss of $22.04 million for the
year ended Dec. 31, 2016. As of Dec. 31, 2017, Cytori had $31.61
million in total assets, $18.61 million in total liabilities and
$13 million in total stockholders' equity.
The audit report of the Company's independent registered public
accounting firm BDO USA, LLP, in San Diego, California, covering
the Dec. 31, 2017 consolidated financial statements contains an
explanatory paragraph that states that the Company's recurring
losses from operations, liquidity position, and debt service
requirements raises substantial doubt about its ability to continue
as a going concern.
D'BEST BEVERAGES: U.S. Trustee Forms 3-Member Committee
-------------------------------------------------------
The U.S. Trustee for Region 16 on April 13 appointed three
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case of D'Best Beverages, Inc.
The committee members are:
(1) All Seasons Contracting, Inc.
Attention: Michael D. Bean
600 S. Jefferson St., Suite E
Placentia, CA 92870
Phone: (714) 524-5780/(714) 337-3367
(2) Janaco, LLC
Attention: Timothy P. Dillon, Esq.
Dillon Gerardi Hersberger Miller & Ahuja, LLP
5872 Ownes Ave., Suite 200
Carlsbad, CA 92008
Phone: (858) 587-1800
(3) Preferred Insulation Contractors, Inc.
Attention: Regina Steinhaus
1691 Jenks Drive
Corona, CA 97880
Phone: (951) 735-3725
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About D'Best Beverages Inc.
D'Best Beverages, Inc. is a beverage manufacturer in Anaheim,
California.
D'Best Beverages sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 18-11273) on April 10,
2018.
In the petition signed by Deborah Best, chief executive officer,
the Debtor disclosed that it had estimated assets of $1 million to
$10 million and liabilities of less than $1 million.
Judge Erithe A. Smith presides over the case.
DIAMOND BRITE: Amended Plan Outline Gets Court Approval
-------------------------------------------------------
Judge Craig A. Gargotta of the U.S. Bankruptcy Court for the
Western District of Texas issued an order approving Diamond Brite
Enterprises, LLC's amended disclosure statement in support of its
amended plan of liquidation.
April 23, 2018 is fixed as the last day for receipt of acceptances
or rejections of the liquidation plan, and the last date to file
objections to the confirmation.
A hearing on the confirmation of the Debtor's liquidation plan will
be held on May 2, 2018 at 9:00 a.m. in the U.S. Bankruptcy Court,
Courtroom No. 3, 5th Floor, 615 East Houston Street, San Antonio,
Texas.
About Diamond Brite
Diamond Brite Enterprises, LLC --
http://www.diamondbritecarcare.com/-- is a full-service car wash
and oil & lube services provider in San Antonio, Texas.
Diamond Brite filed a Chapter 11 petition (Bankr. W.D. Tex. Case
No. 17-51391) on June 13, 2017. In its petition, the Debtor
estimated $1 million to $10 million in assets and liabilities. The
petition was signed by Andrew L. Foster, manager.
The Hon. Craig A. Gargotta presides over the case.
Dean W. Greer, Esq., at the Law Offices of Dean W. Greer, serves as
bankruptcy counsel.
DILLARD'S INC: Fitch Affirms 'BB' Capital Securities Rating
-----------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Rating
(IDR) on Dillard's, Inc. at 'BBB-'. The Rating Outlook is Stable.
Dillard's 'BBB-' ratings reflect the company's
below-industry-average sales productivity (as measured by sales per
square foot), operating profitability and geographical
concentration relative to its higher-rated department store peers.
While Fitch expects EBITDA to be in the $450 million to $500
million range relative to an average $800 million in 2012-2014, the
ratings consider Dillard's strong liquidity and reasonable credit
metrics, with adjusted debt/EBITDAR at around mid-1x.
KEY RATING DRIVERS
Sector Challenges Weigh on Business: Dillard's is the sixth largest
department store chain in the U.S. in terms of sales, with 2017
retail revenue of $6.1 billion, 268 stores, and 24 clearance
centers in 29 states concentrated in the southeast, central and
southwestern U.S.
Operational challenges in the mid-tier department store sector and
exposure to oil-dependent states of Texas, Louisiana, and Oklahoma
(28% of stores) caused the company's comps to decline meaningfully
from positive 1% in 2014 to negative 2% in 2015 and negative 5% in
2016 before flattening out in 2017. Dillard's generated positive
comp growth from 2010 to 2014 by improving its merchandise
assortment towards more upscale brands, better in-store execution,
and strong inventory control. The company has been able to add
strong new brands to its portfolio over the last several years due
to its focus on a non-promotional strategy, which is a
differentiating factor within its peer group.
While most U.S. brick-and-mortar retailers are battling competitive
incursion from online and value-oriented players, sales weakness is
most pronounced for mid-tier apparel and accessories retailers.
Traditional department stores and specialty apparel retailers have
been facing competitive threats for at least a decade. Consumers
are seeking out value-oriented retailers offering attractive and
acceptable-quality merchandise. Spending has moved toward fast
fashion retailers such as Zara (owned by Inditex), Uniqlo (owned by
Fast Retailing) and H&M, and off-price retailers such as TJ Maxx
and Marshalls (owned by The TJX Companies, Inc.) and Ross Stores,
Inc.
In addition, apparel purchases have been rapidly moving online,
putting significant pressure on in-store sales. Retailers are
investing heavily in omni-channel platforms and rationalizing their
physical footprints. These changes have driven down EBITDA margins
and reduced cash flow. Successful retailers in the space have to
continue to ramp up investments in their omni-channel model,
rightsize their store footprint and have a differentiated product
and service offering, including a well-developed value message, to
draw customers in. Financially and operationally stronger
department stores such as Macy's, Nordstrom and Kohl's should be
able to at least maintain their share of the apparel and
accessories space as unprofitable inventory and square footage are
removed from the system. These retailers have well-developed
omni-channel strategies, which should benefit their top lines as
retail sales continue to move online. These retailers are expected
to benefit from the acceleration of store closings and
restructuring activity from cash-constrained specialty apparel
players and department stores.
Fitch expects Dillard's comparable store sales (comps) to be +/- 1%
over the next 24-36 months. Fitch believes that Dillard's online
penetration is significantly lower relative to the 20% for Kohl's,
Macy's and Nordstrom, which have invested more aggressively in
their omni-channel initiatives. Compared to the 10%-15% annual
growth Fitch anticipates for ecommerce sales, Dillard's lower
online penetration could limit its comp upside relative to these
companies.
Fitch's EBITDA projection of approximately $450 million to $500
million annually over the next two to three years is flat do down
10% versus 2017's EBTDA of $505 million and around 40% to 45% lower
than the $800 million level generated annually from 2012 to 2014.
From a margin perspective, this would reflect an EBITDA margin of
around 7.5% to 8% compared to around 12% between 2012 and 2014.
Credit Metrics Remain Strong: In spite of the significant decline
in EBITDA, Dillard's credit metrics remain strong for the 'BBB-'
rating category with adjusted debt/EBITDAR expected to remain in
the 1.5x to 2x range over the next three years.
Liquidity is strong at approximately $960 million (cash and
revolver availability) at the end of 2017 and Fitch projects FCF to
be around $200 million annually going forward even at a reduced
EBITDA range of $450 million to $500 million. This assumes neutral
working capital swings and capex around the $140 million level.
Fitch expects the company to deploy 2018 FCF mainly toward paying
down the $161 million notes due August 2018 and for FCF in future
years to be deployed toward share buybacks and/or increased
dividends, including any one-time special dividends.
Annual capex is expected to be similar to 2017 at approximately
$140 million, and is expected to be used for store updates (in the
higher sales-generating or more productive areas of the store),
modest new store openings and online growth initiatives. Net of new
store openings, Dillard's has closed 12 stores in the last six
years after closing over 20 units between 2007 through 2011, with
overall square footage down around 13% over the last 10 years.
Fitch expects the company will continue to close one to two units
annually.
The $800 million senior unsecured credit facility, which matures in
August 2022, and the $528 million of senior unsecured notes are
rated at par with the IDR at 'BBB-', while the $200 million in
capital securities due 2038 are rated two notches below the IDR,
reflecting their structural subordination. Dillard's owns 91% of
its retail square footage, all of which is unencumbered.
DERIVATION SUMMARY
Dillard's 'BBB-' ratings reflect the company's
below-industry-average sales productivity (as measured by sales per
square foot), operating profitability and geographical
concentration relative to its higher-rated department store peers.
While EBITDA is expected to be in the $450 million to $500 million
range relative to an average $800 million in 2012-2014, the ratings
consider Dillard's strong liquidity and reasonable credit metrics,
with adjusted debt/EBITDAR at around mid-1x.
Dillard's peers in the department store space include Nordstrom
Inc. (BBB+/Stable), Kohl's Corporation (BBB/Stable), Macy's, Inc.
(BBB/Negative), J.C. Penney Company, Inc. (B+/Stable) and Sears
Holdings Corporation (CC). Its three investment grade peers
continue to invest aggressively in their businesses while
maintaining healthy cash flow. These retailers have well developed
omni-channel strategies, which should benefit their top-line as
retail sales continue to move online. Fitch expects 2018 - 2019
could produce trough EBITDA levels for these players, barring any
economic recession. EBITDA margin levels are expected to settle at
10% to 12% for the other three investment grade department stores,
lower than the mid-teens range prior to 2015.
J. C. Penney's 'B+' rating reflects the meaningful turnaround in
the business over the last few years and Fitch expects annual
EBITDA to remain in the mid-$800 million annually over the next 24
to 36 months, with leverage expected to be in the mid-5x. Sears
Holding Corporation's 'CC' rating reflects multiyear top-line
market share and EBITDA declines that have led to concerns
regarding long-term competitive viability. The company faces
significant restructuring risk given the significant cash burn
since 2013 and reduced sources of liquidity.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within Fitch Rating Case for the Issuer
-- Comps are expected to be +/- 1% annually;
-- EBITDA expected to be between $450 million and $500 million
versus $505 million in 2017;
-- EBITDA margin expected to decline to 7.5% to 8% versus the 12%
range in 2012 - 2014;
-- Adjusted debt/EBITDAR to be in the mid-1x over the next 24 to
36 months;
-- FCF of approximately $200 million annually. Fitch expects the
company to pay down the $161 million notes due August 2018, in
line with Dillard's recent track record of paying down debt
upon maturity, after which FCF is expected to be directed
toward share buybacks and/or increased dividends, including
any one-time special dividends.
RATING SENSITIVITIES
Developments That May, Individually or Collectively, Lead to
Positive Rating Action
-- In the event that Dillard's generates low single digit
positive comparable store sales gains and EBITDA margins are
in line with other investment grade department stores at
around 10%-12%, while maintaining leverage at current levels
of mid-1x.
Developments That May, Individually or Collectively, Lead to
Negative Rating Action
-- If sales remain materially negative leading to higher than
expected EBITDA declines and/or a more aggressive financial
posture, that leads to an increase in leverage ratio of more
than 2.5x with reduced financial flexibility.
LIQUIDITY
Liquidity remains strong, supported by a cash balance of $187
million as of Feb. 3, 2018, and $774 million available under its
$800 million credit facility, net of letters of credit
outstanding.
The company generated $134 million in free cash flow (FCF) in 2017,
lower than the 2016 level of $402 million due to decline in EBITDA,
working capital use of $68 million and higher capex. Annual FCF is
expected to be around $200 million annually going forward even at a
reduced EBITDA range of $450 million - $500 million, assuming
modest working capital uses and capex around the $140 million
level. Fitch expects the company to deploy 2018 FCF mainly toward
paying down the $161 million notes due August 2018 and for FCF in
future years to be deployed toward share buybacks and/or increased
dividends, including any one-time special dividends.
FULL LIST OF RATING ACTIONS
Fitch has affirmed the following ratings:
Dillard's, Inc.
-- Long-Term IDR at 'BBB-';
-- Senior unsecured credit facility at 'BBB-';
-- Senior unsecured notes at 'BBB-';
-- Capital securities at 'BB'.
The Rating Outlook is Stable.
EYEPOINT PHARMACEUTICALS: EW Healthcare Reports 19% Stake
---------------------------------------------------------
In a Schedule 13D filed with the Securities and Exchange
Commission, EW Healthcare Partners L.P and EW Healthcare Partners-A
L.P. disclosed that they are the beneficial owners of 8,606,324
shares of common stock of EyePoint Pharmaceuticals as of April 9,
2018, which represents approximately 19.0% of the Common Stock
outstanding.
Essex Woodlands Fund IX-GP, L.P., the general partner of EWHP and
EWHP-A, may also be deemed to have sole voting and investment power
with respect to those Securities.
Essex Woodlands IX, LLC, the General Partner of Essex Fund IX GP,
may also be deemed to have sole voting and investment power with
respect to those Securities.
Martin P. Sutter, Scott Barry, Ronald Eastman, Petri Vainio, and
Steve Wiggins may also be deemed to have shared dispositive power
and voting power with respect to the Securities held by EWHP and
EWHP-A.
A full-text copy of the regulatory filing is available at:
https://is.gd/50YYcw
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.
FIELDWOOD ENERGY: Davis Polk Advises Lenders Steering Committee
---------------------------------------------------------------
Davis Polk advised the administrative agent on behalf of a steering
committee of lenders under Fieldwood Energy's prepetition
first-lien, first-lien last-out and second-lien facilities and as
administrative agent under Fieldwood Energy's junior secured
debtor-in-possession credit facility in connection with the chapter
11 restructuring of Fieldwood Energy LLC and certain of its
subsidiaries.
Fieldwood Energy emerged from bankruptcy on April 11, 2018, in
accordance with its confirmed chapter 11 plan of reorganization,
which Davis Polk played a pivotal and leading role in structuring
and negotiating. As part of the restructuring, the company
acquired Noble Energy's deepwater oil and gas assets in the Gulf of
Mexico for a purchase price of $480 million and equitized the
entirety of its $845.5 million second-lien facility and closed a
new money rights offering of $525 million backstopped by the
steering committee and the company's sponsor, Riverstone Holdings
LLC. The combined transactions reduced and/or refinanced more than
$3.8 billion of secured debt and will significantly increase cash
flow. On April 2, 2018, less than two months after the
commencement of Fieldwood's chapter 11 cases, Judge David Jones of
the Bankruptcy Court for the Southern District of Texas confirmed
the plan of reorganization. No other recent chapter 11 case has
simultaneously combined a capital raise and an acquisition of this
magnitude and the prepackaged bankruptcy was concluded with
unprecedented speed.
Certain members of the steering committee, along with Riverstone,
also provided the debtor-in-possession credit facility.
Fieldwood Energy LLC is the largest oil and gas exploration and
production company in the Outer Continental Shelf of the Gulf of
Mexico. The company is headquartered in Houston, Texas.
The Davis Polk restructuring team includes partners Damian S.
Schaible and Darren S. Klein and associates Natasha Tsiouris, Jonah
A. Peppiatt and Erik Jerrard. The corporate team includes partner
Stephen Salmon and associate Jason P. Thompson. The credit team
includes partner Jinsoo H. Kim, counsel Christian Fischer and
associate Scott M. Herrig. Members of the Davis Polk team are
based in the New York and Northern California offices.
About Fieldwood Energy
Fieldwood Energy -- https://www.fieldwoodenergy.com/ -- is a
portfolio company of Riverstone Holdings focused on acquiring and
developing conventional assets, primarily in the Gulf of Mexico
region. It is the largest operator in the Gulf of Mexico owning an
interest in approximately 500 leases covering over 2 million gross
acres with 1,000 wells and 750 employees.
Fieldwood Energy LLC and its 13 affiliates sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 18-30648) on Feb. 15,
2018, with a prepackaged plan that would deleverage $3.286 billion
of funded by $1.626 billion.
Fieldwood estimated $1 billion to $10 billion in assets and debt.
The Company has engaged Weil, Gotshal & Manges LLP as its legal
counsel, Evercore Group LLC as its financial advisor, and Opportune
LLP as its restructuring advisor. Prime Clerk LLC is the claims
and noticing agent.
The First Lien Group has engaged O'Melveny & Myers LLP as its legal
counsel and Houlihan Lokey Capital, Inc. as its financial advisor.
The RBL Lenders have engaged Willkie Farr & Gallagher LLP as its
legal counsel and RPA Advisors, LLC as its financial advisor. The
Cross-Holder Group has engaged Davis Polk & Wardwell LLP as its
legal counsel and PJT Partners LP as its financial advisor.
Riverstone has engaged Vinson & Elkins LLP as its legal counsel and
Perella Weinberg Partners as its financial advisor.
FIRSTENERGY SOLUTIONS: U.S. Trustee Forms 7-Member Committee
------------------------------------------------------------
Daniel M. McDermott, U.S. Trustee for Region 9, on April 12
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of FirstEnergy
Solutions Corp. and its affiliates.
The committee members are:
(1) BNSF Railway Company
Attn: Munsoor Hussain
2500 Lou Menk Drive, AOB-3
Fort Worth, TX 76131
Tel: (817) 352-3413
(2) Enerfab Power & Industrial, Inc.
Attn: Steven R. Harbison
300 Bursca Drive, Suite 302
Bridgeville, PA 15017
Tel: (412) 220-1100
(3) International Brotherhood of Electrical Workers
Local 272
Attn: Victor Roppa, 838A
Midland Avenue, 2nd Floor
Midland, PA 15059
Tel: (724) 643-4210
(4) PKMJ Technical Services, Inc. dba Rolls-Royce
Attn: Paul Tobin, Sr.
410 Rouser Road
Moon Township, PA 15108
Tel: (412) 865-3040
(5) Schwebel Baking Company
Attn. Ed Cinco
965 East Midlothian Boulevard
Youngstown, OH 44502
Tel: (330) 783-2860
(6) The Bank of New York Mellon Trust Company, N.A.
Attn: Jennifer J. Provenzano
500 Ross Street, 12th Floor
Pittsburgh, PA 15262
Tel: (412) 236-3140
(7) Wilmington Savings Fund Society, FSB, as Trustee
Attn: Patrick J. Healy
500 Delaware Avenue
Wilmington, DE 19801
Tel: (302) 888-7420
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About FirstEnergy Solutions
Akron, Ohio-based FirstEnergy Solutions, Corp. (FES) is a
subsidiary of FirstEnergy Corp (NYSE:FE). FES --
http://www.firstenergycorp.com/-- provides energy-related products
and services to retail and wholesale customers; and owns and
operates 5,381 MWs of fossil generating capacity through its
FirstEnergy Generation subsidiaries. FES also owns 4,048 MWs of
nuclear generating capacity through its FirstEnergy Nuclear
Generation subsidiary. Nuclear generating plants are operated by
FirstEnergy Nuclear Operating Company (FENOC), which is a separate
subsidiary of FirstEnergy Corp.
On March 31, 2018, FirstEnergy Solutions and 6 affiliates,
including FENOC, each filed a voluntary petition for relief under
Chapter 11 of the United States Bankruptcy Code (Bankr. N.D. Ohio
Lead Case No. 18-50757). The cases are pending before the
Honorable Judge Alan M. Koschik and the Debtors have requested that
their cases be jointly administered under Case No. 18-50757.
Parent company, First Energy Corp. and its other subsidiaries,
including its regulated subsidiaries, are not part of the filing
and will not be subject to the Chapter 11 process. First Energy
Corp. listed $42.2 billion in total assets against $4.07 billion in
total current liabilities, $21.1 billion in long-term debt and
other long-term obligations and $13.1 billion in non-current
liabilities as of Dec. 31, 2017.
Akin Gump Strauss Hauer & Feld LLP is serving as legal counsel to
the Filing Entities, Lazard Freres & Co. is serving as investment
banker and Alvarez & Marsal North America, LLC is serving as
restructuring advisor and Charles Moore has been appointed as Chief
Restructuring Officer for the Filing Entities. Prime Clerk serves
as the Debtors' claims and noticing agent.
FOLTS HOME: PCO Files 7th Report
--------------------------------
Krystal Wheatley, the patient care ombudsman for Folts Home and
Folts Adult Home, Inc., submits to the U.S. Bankruptcy Court for
the Northern District of New York her Seventh Report in connection
with her visit to Folts Home on January 22 and February 22 of 2018.
The PCO reports that inadequate staffing continues to be the
primary concern communicated from both facility staff and
residents. One nursing staff member claimed the facility is running
on "skeleton crews" with minimal staff. The staff member stated,
"frequent mandates create staff burn out." Another staff member
claimed there is "only one certified nurse's aide (CNA), one
licensed practical nurse (LPN), and one ward clerk scheduled to the
29-resident rehabilitation unit." Members of the staff claimed to
bring this grievance topic to their supervisors, or administration
-- the staff interviewed felt their concerns were disregarded. They
are told staffing is adequate with no resolution into the problem.
Thus, the PCO reminded the staff members of their obligation as
mandated reporters to report staffing concerns to the NYS
Department of Health if they felt it impacts the safety and quality
of care to the residents they serve.
The PCO notes that the residents in the facility raised similar
staffing concerns. Many residents claimed to bring these concerns
to the attention of the facility individually or through resident
council meetings, but their grievances remain "unfixed." When asked
why residents felt their grievances were disregarded one resident
claimed, "they don't have the time to respond to us."
While the residents were informed of their rights to bring formal
grievances forward to the facility grievance officer, the residents
claimed they were never notified of a grievance officer or aware of
the facility policy to file a formal grievance on record. The
residents were educated on their rights to contact the regulatory
agency if the facility failed to follow up with their issues.
The PCO has been informed that adequate care supplies were not an
issue. Staff member stated they can "run out" of supplies, but they
are re-ordered. One nurse claimed medication orders with the
contracted pharmacy had some ongoing issues. The staff member
stated, "it's more of a communication issue between the facility
and pharmacy."
During her visit, the PCO received various claim from residents
regarding limited access to "wash cloths and hand towels" when
needed. They claimed residents are only allowed one wash cloth a
day "if the facility has them." One resident claimed to have to use
"rough paper towels to clean up with."
The PCO has been informed that there was no follow up by the
facility and failed to address one resident claiming that the
brakes on his wheelchair were not working properly.
There were various dietary concerns brought to the attention of the
PCO. Many residents claimed they were not offered snacks in between
meals, however, residents were not denied snacks or beverages if
they asked for them. This is a concern for residents that cannot
vocalize their dietary wants and needs to staff. One resident also
stated, "food portions are smaller, and there's no offer of second
helpings." Other residents felt there was "no selection in the
menu."
In the most recent observations, the PCO finds no apparent
structural renovated updates or changes made to the facility. But
staffs and residents recalled a facility heating issue on or around
New Year's Day 2018. A resident claimed, "there was no backup
system and it was cold for hours." The same resident claimed to be
told the pipes froze inside the building, and heat could not get
in.
When asked about facility updates and renovations, the PCO notes
one staff member claimed heating and cooling systems were being
worked on. Another staff member claimed WIFI accessibility was also
being implemented in the facility, but some issues remained. Staff
also shared plans to renovate the rehabilitation unit of the
facility.
The PCO receives an isolated resident complaint regarding the
facility physician, Dr. Liu. The resident claimed the doctor
disregarded a medical issue the resident experienced. The resident
claimed to release himself to the hospital from the facility
against medical advice of the facility. The resident was given
Department of Health information to report this occurrence and was
already aware of the process to do so.
The PCO also receives various residents reported complaints of the
facility doctors not spending adequate time with them to address
their needs or follow up on concerns.
The PCO finds some residents claiming they were not always treated
in a dignified matter; one resident stated, "sometimes yes; and
sometimes no." Residents claimed they followed the schedule and
"the rules" set forth by the facility -- "you go to bed when they
put you to bed; you wake up when they wake you up; and you eat when
they feed you." The residents present stated they had little to no
input in their daily schedule.
The NYS Department of Health conducted their most recent survey
inspection of Folts skilled nursing facility during the month of
February 2018. The survey report was made public in March 2018 with
various findings from the regulatory agency. Many of these findings
significantly impact the quality of life and care for the residents
of Folts.
A full-text copy of the PCO's Seventh Report is available at
http://bankrupt.com/misc/nynb17-60139-360.pdf
About Folts Home
Folts Home is a New York not-for-profit corporation and the owner
of a 163-bed long-term residential health care and rehabilitation
facility located at 100-122 North Washington Street, Herkimer, New
York. In addition to long-term skilled nursing and residential
care, Folts Home provides memory care to residents with dementia,
palliative care and respite care and operates an adult day care
program. Folts Home also offers rehabilitation services, like
physical, occupational and speech therapy, on both inpatient and
out-patient bases. Currently, Folts Home has approximately 218
active employees. Approximately 124 of the employees are full-time,
60 are part-time and 34 employees are employed on a per diem basis.
None of Folts Home's employees are represented by labor unions.
Folts Adult Home, Inc. ("FAH"), also known as Folts-Claxton, is a
New York not-for-profit corporation and the owner of an 80-bed
adult residential center that was constructed in 1998 and is
located at 104 North Washington Street, Herkimer, New York. FAH
residents reside in separate apartments and are provided services
like daily meals, laundry, housekeeping and medication assistance.
FAH has approximately 22 active employees. Approximately 12 are
full-time employees and 10 are part-time employees. None of FAH's
employees are represented by labor unions.
Folts Home and FAH currently have average daily censuses of 145 and
69, respectively. Folts Home has 3 major payors: Medicare, Medicaid
and Excellus/Blue Cross. The majority of FAH residents are
government subsidized, with 58% covered by Social Security
Insurance and 42% private pay.
Folts Home and Folts Adult Home, Inc., filed separate, voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. N.D.N.Y. Lead Case No. 17-60139) on Feb. 16, 2017. The
Hon. Diane Davis presides over the cases. Stephen A. Donato, Esq.,
at Bond, Schoeneck & King, PLLC, serves as the Debtors' counsel.
Folts Home and Folts Adult Home, Inc., through duly-appointed
receivers HomeLife at Folts, LLC and HomeLife at Folts-Claxton,
LLC, continue to operate their skilled nursing home and adult
residence businesses, respectively, and manage their properties as
debtors in possession.
William K. Harrington, the U.S. Trustee for Region 2, appointed
Krystal Wheatley as patient care ombudsman for the Debtors.
FRANKLIN ACQUISITIONS: Judge Directs Appointment of Ch. 11 Trustee
------------------------------------------------------------------
Judge H. Christopher Mott of the U.S. Bankruptcy Court for the
Western District of Texas has entered an order directing the U.S.
Trustee to appoint a Chapter 11 Trustee in the bankruptcy case of
Franklin Acquisitions LLC.
About Franklin Acquisitions
Franklin Acquisitions LLC is a privately-held company whose
principal assets are located at 932 Cherry Hill, El Paso, Texas.
Franklin Acquisitions sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Tex. Case No. 18-30185) on Feb. 6,
2018. In the petition signed by William D. Abraham, member, the
Debtor estimated assets and liabilities of $1 million to $10
million. Judge H. Christopher Mott presides over the case.
FURNITURE FACTORY: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Furniture Factory Direct, Inc., as of April
12, according to a court docket.
About Furniture Factory Direct
Furniture Factory Direct, Inc., is a furniture retail business
known as Furniture Factory Direct. It has six retail locations as
well as a warehouse facility located in Fife Washington.
Furniture Factory Direct filed a Chapter 11 petition (Bankr. W.D.
Wash. Case No. 18-40718) on March 5, 2018. The Debtor is
represented by Masafumi Iwama, Esq., S. Lamont Bossard, Jr., Esq.,
and Mark C. McClure, Esq., at Iwama Law Firm, in Kent, Washington.
FUSE MEDIA: S&P Cuts CCR to CCC on Refinancing Risk, Outlook Neg.
-----------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on Glendale,
Calif.-based Fuse Media Inc. to 'CCC' from 'CCC+'. The outlook is
negative.
S&P said, "At the same time, we lowered our issue-level rating on
Fuse Media's senior secured notes due 2019 to 'CCC' from 'CCC+'.
The '3' recovery rating is unchanged, indicating our expectations
for meaningful recovery of principal (50%-70%; rounded estimate:
50%) in the event of a payment default.
"The downgrade reflects our view of the significant risk of a
payment default when the company's $242 million senior secured
notes mature on July 1, 2019. We believe that Fuse may look to
exchange debt at subpar levels or repurchase debt at discounted
levels before then. Under our criteria, that would be tantamount to
a default. We could lower our ratings on the company if it
announces a subpar debt tender offer. Fuse's notes are currently
trading at about 40% discount to par.
"The negative rating outlook reflects that we could downgrade Fuse
over the next 6 to 12 months if the company announces a subpar debt
repurchase or exchange offer, or if we believe there is an
increased risk of a payment default when its debt matures in July
2019.
"We could lower the rating over the next 6 to 12 months, possibly
by more than one notch, if Fuse is unable to refinance its senior
notes or if it pursues debt-restructuring strategies.
"We could raise the rating if Fuse is able to successfully
refinance its senior notes on terms similar or better than those
that exist now without undertaking subpar debt repurchases or
exchanges. An upgrade would also require significant operational
improvements including successfully growing its audience and
generating positive discretionary cash flows of at least $10
million annually on a sustained basis."
GETHSEMANE MINISTRIES: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------------
The Office of the U.S. Trustee on April 13 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Gethsemane Ministries, Inc.
About Gethsemane Ministries Inc.
Gethsemane Ministries, Inc. sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-20775) on March 1,
2018. In the petition signed by Reverend Sylvester Howard,
authorized representative, the Debtor disclosed that it had
estimated assets of less than $1 million and liabilities of less
than $100,000.
Judge Jeffery A. Deller presides over the case.
GLYECO INC: Launches Private Offering of $2.5M Unsecured Notes
--------------------------------------------------------------
GlyEco, Inc. commenced on April 6, 2018, a private placement of up
to $2,500,000 in principal amount of 10% unsecured promissory notes
and common stock purchase warrants to purchase up to 12,500,000
shares of the Company's common stock, par value $0.0001 per shares
pursuant to a Subscription Agreement by and among the Company and
each prospective investor. Each of the Notes will mature 13 months
from their issuance date. The Private Placement will continue
until the earlier of (a) the date upon which subscriptions for the
Maximum Offering Amount have been received and accepted by the
Company or (b) April 30, 2018, unless terminated at an earlier time
by the Company, or unless extended by the Company in its sole
discretion, without notice to or consent by prospective investors,
to a date not later than May 15, 2018.
The Company closed the initial tranche of the Private Placement on
April 6, 2018, with two institutional investors, for an aggregate
principal amount of $1,000,000 of Notes and Warrants to purchase an
aggregate of 5,000,000 shares of Common Stock.
The Company closed a subsequent tranche of the Private Placement on
April 10, 2018, with one of its directors, Charles F. Trapp, with
respect to a Note with a principal amount of $50,000 and a Warrant
to purchase 250,000 shares of Common Stock.
The proceeds from the purchase of all Notes and Warrants will be
used primarily for working capital and general corporate purposes.
The Initial Notes and Initial Warrants were issued pursuant to the
Subscription Agreement, by and among the Company and each Initial
Investor.
Pursuant to the Subscription Agreement, the minimum purchase that
may be made by a prospective investor is $50,000. Additionally, in
the event that subsequent to April 6, 2018, any prospective
investor offers different terms with respect to the Notes and
Warrants, and each investor who has previously been issued Notes
and Warrants, including the Initial Investors, deem those New Terms
more favorable, then the Company agrees that all Notes or Warrants
issued prior to the subscription by the Prospective Investors shall
be amended and modified to reflect such New Terms. The Subscription
Agreement further provides that the Company and all investors,
including the Initial Investors, agree and acknowledge that any
Notes issued pursuant to the Subscription Agreement will rank pari
passu with all other Notes.
The Initial Notes bear interest at a rate of 10% per annum and will
be payable on the relevant Maturity Date along with the principal
amount of the Initial Notes, plus any liquidated damages and other
amounts due under the Initial Notes. At any time after issuance of
the Institutional Notes or the Trapp Note, the Company may deliver
to such investor a notice of prepayment with respect to any portion
of the principal amount of the relevant Initial Note, and any
accrued and unpaid interest thereon. Upon the occurrence of an
event of default under the Initial Notes, the Company must repay to
the Initial Investors a 125% premium of the outstanding principal
amount of the Initial Notes and accrued and unpaid interest
thereon, in addition to the payment of all other amounts, costs,
expenses and liquidated damages due in respect of the Initial
Notes.
The Initial Warrants are exercisable to purchase up to an aggregate
of 5,250,000 shares of Common Stock commencing on the date of
issuance at an exercise price of $0.05 per share. The Initial
Warrants will expire on the third anniversary of their date of
issuance. The Exercise Price is subject to adjustment upon stock
splits, reverse stock splits, and similar capital changes. An
Initial Investor does not have a right to exercise its respective
Initial Warrants to the extent that such exercise would result in
such Initial Investor being the beneficial owner in excess of 4.99%
(or, upon election of such Initial Investor, 9.99%), which
beneficial ownership limitation may be increased or decreased up to
9.99% upon notice to the Company, provided that any increase in
such limitation will not be effective until 61 days following
notice to the Company.
About GlyEco, Inc.
GlyEco -- http://www.glyeco.com/-- is a developer, manufacturer
and distributor of performance fluids for the automotive,
commercial and industrial markets. The Company specializes in
coolants, additives and complementary fluids. The Company's
network of facilities, develop, manufacture and distribute products
including a wide spectrum of ready to use antifreezes and additive
packages for the antifreeze/coolant, gas patch coolants and heat
transfer fluid industries, throughout North America. The Company
is headquartered in Rock Hill, South Carolina.
Glyeco incurred a net loss of $5.18 million for the year ended Dec.
31, 2017, compared to a net loss of $2.26 million for the year
ended Dec. 31, 2016. As of Dec. 31, 2017, Glyeco had $13.01
million in total assets, $9.14 million in total liabilities, and
$3.86 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, 2017, citing that the
Company has experienced recurring losses from operations, has
negative operating cash flows during the year ended Dec. 31, 2017,
has an accumulated deficit of $41,996,598 as of Dec. 31, 2017 and
is dependent on its ability to raise capital. These factors raise
substantial doubt about the Company's ability to continue as a
going concern.
GOOD SHEPHERD: Moody's Hikes Rating to Ba3; Outlook Developing
--------------------------------------------------------------
Moody's Investors Service has upgraded Good Shepherd Health
System's (GSHS; dba CHRISTUS Good Shepherd Health System) (TX)
rating to Ba3 from Caa1, affecting $130 million of debt. The
outlook is developing.
RATINGS RATIONALE
The upgrade reflects over a year under ownership and management by
CHRISTUS Health, which will continue to bring material financial
and strategic benefits as a rapidly executed turnaround is quickly
increasing cashflow and liquidity. CHRISTUS will fund some capital
spending at GSHS, which will allow liquidity to grow. Coordination
of strategies for the CHRISTUS entities in Northeast Texas will
enhance GSHS's market position in a competitive area. The rating is
constrained by risk from a large bond tender in 2020, moderate
liquidity, and the absence of a longer and sustained track record
of material cashflow improvement.
GSHS is not a member of the CHRISTUS Health obligated group. While
a non-obligated CHRISTUS Health subsidiary guarantees the Series
2017A bonds, the guarantee is only for the initial 3-year interest
period to 2020 and is only enforceable after default.
RATING OUTLOOK
The developing outlook reflects several material developments
expected within two years that will inform the rating and outlook.
The most significant development is GSHS's strategy to pay or
restructure the March 1, 2020 mandatory tender of the 2017A bonds
($69 million). In addition, the outlook reflects the absence of a
longer track record of sustained cashflow and liquidity
improvement, given the recent history of large cashflow losses and
weak liquidity.
FACTORS THAT COULD LEAD TO AN UPGRADE
- Elimination of refinancing risk, currently present with the
Series 2017A tender in 2020
- Significant and sustained improvement in liquidity
- Longer track record of operating improvement and volume
stability
FACTORS THAT COULD LEAD TO A DOWNGRADE
- Absence of strategy to reduce refinancing risk or increase in
refinancing risk
- Adverse change in relationship with CHRISTUS Health
- Inability to continue to grow liquidity
- Decline in operating cashflow margins from year-to-date FY 2018
levels
LEGAL SECURITY
The bonds are secured by gross revenues of the Good Shepherd
Medical Center Obligated Group, which includes the parent Good
Shepherd Health System, Good Shepherd Medical Center, and Good
Shepherd Medical Center Marshall. The Obligated Group has granted a
deed of trust lien on its leasehold estate in the Medical Center
Hospital and related personal property and Marshall has granted a
lien on the real and personal property constituting the Marshall
Hospital facilities in order to further secure payment of the
issued debt under the Master Indenture. GSHS is not a member of the
CHRISTUS Health obligated group. While a non-obligated CHRISTUS
Health subsidiary guarantees the Series 2017A bonds, the guarantee
is only for the initial 3-year interest period to 2020 and is only
enforceable after default.
PROFILE
Good Shepherd Health System (dba CHRISTUS Good Shepherd Health
System) consists of two acute care hospitals, clinics, physician
networks, a joint venture home health agency and other ancillary
services. The health system's flagship hospital, Good Shepherd
Medical Center, operates in Longview. Effective February 1, 2017,
CHRISTUS Health became the sole corporate member of GSHS.
HADRIAN MERGER: Moody's Assigns B3 CFR; Outlook Stable
------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating and
B3-PD Probability of Default Rating to Hadrian Merger Sub Inc.
Hadrian is the vehicle being used to facilitate the leveraged
buyout of Heartland Dental, LLC. ("Heartland") by Kohlberg Kravis
Roberts & Co. L.P. ("KKR"). Moody's also assigned a B2 rating to
the new senior secured first lien credit facilities and a Caa2
rating to the new senior unsecured notes. The rating outlook is
stable.
Proceeds from the new debt issuances will be used, along with new
equity from KKR, to fund the acquisition of Heartland and repay all
of its existing debt. At deal close, Hadrian will be merged into
Heartland. The existing ratings on Heartland Dental, LLC. that are
currently on review for downgrade will be withdrawn at the deal
close.
"The LBO transaction results in adjusted debt to EBITDA of
approximately 7.9 times, which is high for the B3 rating category,"
stated Moody's VP -- Senior Analyst Jonathan Kanarek. "However,
Heartland's affiliation and de novo strategy, as well as favorable
industry dynamics will drive earnings growth," continued Kanarek.
Moody's estimates that adjusted debt to EBITDA will decline to
roughly 7 times over the next 12 months.
All ratings are subject to review of final documentation.
Ratings assigned:
Hadrian Merger Sub Inc. (to be merged into Heartland Dental, LLC.
immediately at the transaction's close)
-- Corporate Family Rating at B3
-- Probability of Default Rating at B3-PD
-- Senior secured first lien revolving credit facility due 2023
at B2 (LGD3)
-- Senior secured first lien term loan due 2025 at B2 (LGD3)
-- Senior secured first lien delayed draw term loan due 2025 at
B2 (LGD3)
-- Senior unsecured notes due 2026 at Caa2 (LGD5)
The outlook is stable.
RATINGS RATIONALE
Heartland's B3 Corporate Family Rating reflects its very high
leverage, moderate free cash flow, and aggressive growth strategy.
The rating is supported by the company's position as the largest
dental support organization (DSO) in the US, favorable industry
dynamics and good geographic diversity. Additionally, Heartland has
some ability to improve cash flow and liquidity by reducing new
office openings and affiliation investments if necessary.
The stable outlook reflects Moody's expectation that Heartland will
remain one of the largest DSOs in the US. Moody's also expects
Heartland to pursue expansion and continue to operate with very
high financial leverage.
The ratings could be upgraded if Heartland adopts less aggressive
financial policies resulting in significant credit metric
improvement and decreases debt to EBITDA below 6 times.
Additionally, the company would have to materially improve free
cash flow.
The ratings could be downgraded if the company's earnings weaken or
financial leverage increases. Pursuit of an overly aggressive
expansion strategy or deterioration in Heartland's cash flow or
liquidity could also result in a ratings downgrade.
The principal methodology used in these ratings was Business and
Consumer Service Industry published October 2016.
Heartland provides support staff and comprehensive business support
functions under administrative service agreements (ASA) to its
affiliated dental offices, organized as professional corporations
("PCs"). Heartland will be majority-owned by KKR when the
transaction closes, and Ontario Teachers' Pension Plan Board will
maintain partial ownership. The company generated about $1.3
billion in net patient service revenue in 2017.
HARTFORD, CT: S&P Raises ICR to 'BB+', Off CreditWatch Positive
---------------------------------------------------------------
S&P Global Ratings has raised its long-term issuer credit rating
(ICR) on Hartford, Conn. to 'BB+' from 'CCC'. S&P said, "In
addition, we raised our long-term rating on the Hartford Stadium
Authority's lease revenue bonds to 'BB' from 'CCC'. At the same
time, we removed the ratings from CreditWatch, where they were
placed with positive implications on March 27, 2018. The outlook on
all outstanding debt is stable."
In conjunction with this action, S&P Global Ratings has raised all
of Hartford's general obligation (GO) bonds outstanding to 'A' from
'CCC'.
"The upgrades follow a financial assistance agreement with the
state of Connecticut executed on March 27, 2018," said S&P Global
Ratings credit analyst Victor Medeiros, "under which the state will
cover the majority of the city's existing annual debt costs through
the life of the bonds without any conditions." Although a debt
refunding and restructuring of some sort has been discussed and may
still be effectuated at some point, under the executed agreement,
Hartford's debt structure will not change immediately. Connecticut
will pay the city's GO bonds debt service through annual contract
assistance payments that constitute a full faith and credit
obligation of the state, are considered annually appropriated, and
will come directly from the state to the trustee for the life of
the bonds. Given the strong legal provisions governing the state's
obligation to make contract assistance payments, S&P rates
Hartford's GO bonds on parity with the state's GO bonds.
"The 'BB+' long-term ICR reflects the substantial reduction of
Hartford's annual debt obligations stabilizing liquidity and
providing city officials budget flexibility and a path toward
sustained structural balance," said Mr. Medeiros. The long-term ICR
also reflects a weak management environment due to weak demographic
trends, and a revenue base unable to capture its primary economic
strengths. The city's tax rate remains elevated and there is a high
percentage of exempt properties within its tax base, making it
difficult for management to raise local-source revenues. Hartford
is also heavily reliant of intergovernmental aid that has been
under persistent pressure over the years because of the state's
budgetary environment.
The 'BB' rating on the Hartford Stadium Authority series 2015 A and
B and 2016 lease revenue bonds reflects the annual appropriation
risk associated with the lease payment. The bonds are secured by
lease rental payments made by Hartford, as lessee, to the
authority, as lessor.
"The stable outlook recognizes a structurally balanced budget
underpinned by significant state oversight," added Mr. Medeiros,
"and in our view, stronger revenue and expenditure assumptions,
coupled with a significant deleveraging of annual debt obligations,
have aligned recurring revenues and expenditures, eliminating what
was a persistent multiyear budget gap." The outlook also reflects
the city's preliminary results in fiscal 2018, which are balanced
with the aid of municipal restructuring grants and contract
assistance payments from the state that have stabilized cash flow
and overall liquidity levels. Consequently, S&P does not anticipate
changing the rating during the one-year outlook period.
HELIOS AND MATHESON: Acquires Moviefone for $1-Mil. Cash and Stock
------------------------------------------------------------------
Helios and Matheson Analytics Inc. (Nasdaq: HMNY) and MoviePass
Inc., a majority-owned subsidiary of HMNY, announced that HMNY has
acquired Moviefone, an entertainment service owned by Oath Inc.
which provides over 6 million monthly unique visitors full access
to the entertainment ecosystem, from movie theaters to streaming
services and all screens in between.
The purchase price for the transaction consisted of the following:
(a) $1.0 million in cash, (b) the issuance of 2,550,154 shares of
common stock of HMNY, and (c) the issuance of warrants to purchase
2,550,154 shares of common stock of HMNY at an exercise price of
$5.50 per share. In addition, pursuant to the Purchase Agreement,
HMNY assumed certain specified liabilities related to the Moviefone
Assets. The Purchase Agreement contains customary representations,
warranties, covenants, and indemnification provisions. In
connection with the Purchase Agreement, HMNY and Oath also entered
into a Lock-up Agreement, Registration Rights Agreement, Transition
Services Agreement, Advertising Representative Agreement, and other
ancillary agreements.
As HMNY's second acquisition in the consumer entertainment
industry, the Moviefone acquisition represents another pillar in
building out its content marketing strategy and advertising revenue
platform for MoviePass. Oath will continue to sell Moviefone's
digital ad inventory and has taken an ownership stake in MoviePass
through equity in HMNY in connection with the transaction.
"This natural alignment between MoviePass and Moviefone will help
us grow our subscriber base significantly and expand our marketing
and advertising platform for our studio and brand partners," said
Mitch Lowe, CEO of MoviePass. "Moviefone has been a go-to resource
for entertainment enthusiasts for years, and we're excited to
bolster its presence and bring this iconic platform into the
entertainment ecosystem of the future."
Founded in 1989, Moviefone delivers the best in entertainment,
including movie show times and tickets, trailers, TV schedules,
streaming information, cast and crew interviews, photo galleries
and more. Moviefone's editorial coverage includes up-to-date
entertainment news, trailers and clips, exciting red-carpet
coverage and celebrity features.
"This investment in digital content expands MoviePass's reach
further into multiple Hollywood touchpoints," said Khalid Itum, VP,
business development at MoviePass. "We believe the acquisition
will allow us to connect studios and brands with potential new
subscribers, capture their attention, and convert them into paying
subscribers. We believe Moviefone will also allow us to provide
relevant and appealing content to moviegoers while simultaneously
increasing the value of the Moviefone brand."
"HMNY's vision is to have MoviePass support the entire movie
theater industry ecosystem -- from distribution to exhibition and
now, content," said HMNY's Chairman and CEO, Ted Farnsworth. "Above
all, we believe the Moviefone acquisition will serve as another
valuable source of revenue for HMNY and MoviePass," concluded Mr.
Farnsworth.
"Moviefone provides users with full access to the entertainment
ecosystem, from movie theaters to streaming services and on all
screens in between," said Matt Young, VP Entertainment, Oath. "By
bringing together MoviePass and Moviefone, entertainment lovers
will enjoy the full suite of movie-theater subscription
opportunities, discovering, interacting and sharing blockbusters,
hit series and underground hits across the worldwide community of
film and TV. Advertising partners will also have a more powerful
and comprehensive vehicle to promote their films."
About MoviePass Inc.
MoviePass Inc. is a technology company dedicated to enhancing the
exploration of cinema. As a subscription service, MoviePass
provides film enthusiasts the ability to attend up to one movie per
day for a low subscription price. The service, accepted at more
than 91% of theaters across the United States, is the nation's
largest theater network. For more information, visit
www.moviepass.com.
About Oath, Inc.
Oath, a subsidiary of Verizon -- http://www.oath.com/-- is a
values-led company committed to building brands people love. Oath
reaches one billion people around the world with a dynamic house of
media and technology brands, including Yahoo, AOL, TechCrunch,
Tumblr and Flickr, among others. A global leader in digital and
mobile, Oath is shaping the future of media.
About Helios and Matheson
Helios and Matheson Analytics Inc. (NASDAQ: HMNY) provides
information technology consulting, training services, software
products and an enhanced suite of services of predictive analytics.
Servicing Fortune 1000 companies and other large organizations,
HMNY focuses mainly on BFSI technology verticals. HMNY's solutions
cover the entire spectrum of IT needs, including applications,
data, and infrastructure. HMNY is headquartered in New York, NY
and listed on the NASDAQ Capital Market under the symbol HMNY.
Helios and Matheson reported a net loss of $7.38 million for the
year ended Dec. 31, 2016, compared to a net loss of $2.11 million
for the year ended Dec. 31, 2015.
As of Sept. 30, 2017, Helios and Matheson had $17.46 million in
total assets, $41.54 million in total liabilities, $2.09 million in
redeemable common stock, and a $26.17 million total shareholders'
deficit.
HKD TREATMENT: PCO Recommends Obtaining Necessary License
---------------------------------------------------------
The Patient Care Ombudsman files with the U.S. Bankruptcy Court for
the District of Massachusetts a report reflecting his evaluation of
HKD Treatment Options, P.C. conducted on March 12, 2018.
The PCO, accompanied by Dr. Nancy Hanrahan, R.N., Ph.D., Professor
of Nursing at Northeastern University's School of Nursing (the
"Team"), visited HKD Treatment Options, P.C. -- a substance abuse
clinic. During the visit, the team interviewed Dr. Hung K. Do, MD,
the owner of the clinic; Ms. Debra Rooklin, Administrator of the
Clinic; Licensed Mental Health Counselor; Mr. Chris "X";
physician's assistant; and Ms. Chelsea Lessard, Intake Specialist,
also responsible for IT and the facility's electronic medical
records.
The PCO recognizes that under the leadership of a new
Administrator, employed since January (only three months), steps
have taken to reform clinic management practices, designed to
enhance revenue, and initial steps have been formulated to improve
the clinical program. Billing of claims has been contracted to a
private company.
The PCO recommends that all denied claims, including claims denied
over the past year (or the applicable time frame for appeal),
should be reviewed and appealed, if appropriate, to maximize
revenue.
Since the filing of the bankruptcy petition, HKD no longer offers
counseling and therapy services to patients. According to generally
accepted standards for the care and treatment of persons with
substance abuse addiction, counseling and therapy services should
be offered in conjunction with medication. While HKD has recognized
the need for such services, the PCO suggests that HKD develop a
written short term plan, with specific steps and timeframes for
implementation in order to restore therapy and counseling services
to each patient as soon as practicable.
Since HKD's physicians limit their practices to substance abuse
addiction, and there is no evidence in patient's records that HKD
refers patients to other essential medical services in light of the
needs of patients -- depression, diabetes and hypertension (high
blood pressure), the PCO finds it necessary that HKD provides
appropriate referrals for other medical and supportive services.
The PCO notes that HKD does not record or collect data of adverse
incidents of patients -- such as adverse drug reactions,
hospitalizations, suicide attempts -- in one separate file to be
reviewed to ensure quality care is consistently afforded to
patients. Thus, the PCO recommends that HKD design a system to
collect such information for periodic review.
Due to the large clinic caseload, the PCO observes that Dr. Hung
Do, the owner spends all, or nearly all of his time treating
patients. The PCO advices that a current physician could be
designated to fill this role, thus, a Medical Director should be
assigned or employed to manage the overall operations of the
clinic.
The Commonwealth of Massachusetts, Department of Public, Health
Bureau of Substance Abuse, licenses programs offering substance
abuse services pursuant to 105 CMR 164.000, regulations that
provide a detailed list of both procedural and substance
requirements in order to obtain a license.
HKD, by counsel and its Administrator, represent that its program
is guided by the Commonwealth of Massachusetts Bureau of Substance
Abuse Services, "Standards of Care," which incorporate by reference
the standards of the care and treatment of persons afflicted with
substance abuse of the American Society of Addiction Medicine.
The counsel for the Debtor advised the PCO that the facility
follows the standards of Substance Abuse and Mental Health Services
Administration of the U.S. Department of Health and Human Services.
But HKD is not licensed by the Commonwealth of Massachusetts and
has never applied for a license. HKD relies on the individual
licenses of its physicians, employed by the program, to afford care
to patients.
The Administrator has indicated that it is the goal HKD to obtain a
license from the Commonwealth of Massachusetts to operate HKD as a
licensed substance abuse clinic and all involved in practice at the
clinic share this goal and recognize its importance. Moreover,
there is candid recognition that in light of the financial
condition of the program, the PCO advises that licensing must be
viewed as a long term goal. Nonetheless, the PCO recommends that a
written plan is needed to identify steps and a timeline for
obtaining a license from the Commonwealth of Massachusetts. Since
HKD is not presently licensed, the PCO suggests that the
credentials of all staff, including physicians should be reviewed.
HKD is presently developing policies and procedures for all aspects
of the operation of the clinic. These efforts should continue until
completed. The PCO suggests that any plans HKD formulates, it must
address the recommendations of made by the PCO in this Report.
Moreover, the PCO will continue to monitor progress and provide a
report to the Court at the end of the next 60-day period.
A copy of the PCO Report is available at:
http://bankrupt.com/misc/mab17-41895-106.pdf
The Patient Care Ombudsman can be reached at:
Arthur E. Peabody Jr. PLLC
600 Cameron Street
Alexandria, VA 22314
Phone: (703) 798-1002
Email: arthurpeabody@mindspring.com
About HKD Treatment Options
Based in Lowell, Massachusetts, HKD Treatment Options, P.C. --
http://www.hkdtreatmentoptions.com/-- provides behavioral health
counseling and treatment plans to help patients recover from
alcohol and drug addiction.
HKD Treatment Options filed a Chapter 11 petition (Bankr. D. Mass.
Case No. 17-41895) on Oct. 20, 2017. In the petition signed by
Hung K. Do, president and director, the Debtor estimated less than
$50,000 in assets and $1 million to $10 million in liabilities.
Judge Elizabeth D. Katz presides over the case.
The Debtor hired Richard A. Mestone, Esq., at Mestone & Associates
LLC as its bankruptcy counsel; Good Schneider & Fried as its
special counsel; and Dennis and Associates as its accountant.
HOMEROOMS INC: GCB Seeks Rejection of Plan and Disclosures
----------------------------------------------------------
Secured creditor Gulf Coast Bank filed an objection to Homerooms,
Inc.'s disclosure statement and proposed chapter 11 plan.
GCB asserts that the Debtor has had ample opportunities to satisfy
or restructure its debts. It has failed to do so and, yet, still
seeks to control the liquidation of GCB's collateral on a debt that
has effectively been in default for more than six years now. At
this juncture, it is fully apparent that the Debtor is unable (or
unwilling) to timely resolve this debt or liquidates this
collateral. Further, both the disclosure statement and proposed
plan are woefully deficient and lack many statutory and practical
requirements. The plan, to the extent it would in any way limit
GCB's right to enforce its guaranty from Michael Munro overreaches
and violates the Bankruptcy Code.
GCB also complains that disclosure statement fails to provide basic
and fundamental information on which GCB can rely in making an
informed decision. Particularly troubling in the case of a Debtor
that has shown an inability to sell the Lousiana property, the
disclosure statement (and the plan) provides no information on the
methodology, details, timeline or deadline for how and when the
Debtor intends to market or sell the Mortgaged Premises.
The disclosure statement provides no information on prior attempts
to sell the property or the appraised value of the property such
that the manner or method the property might be sold can be
appropriately evaluated by GCB.
Furthermore, the Debtor's plan fails to provide adequate means for
implementation. The plan is devoid of any specifics as to the
procedure, costs, or timeframe in which the Mortgaged Premises is
to be liquidated.
The Troubled Company Reporter previously reported that the Debtor
will sell its hotel located at 2503 SE Evangeline Thrwy., Lafayette
Louisiana, and use the proceeds of the sale to pay all Allowed
Claims in full, including the secured claim of Gulf Coast Bank.
A full-text copy of GCB's Objection is available at:
http://bankrupt.com/misc/lawb17-51324-47.pdf
Counsel for Gulf Coast Bank:
William H.L. Kaufman, Esq.
OTTINGER HEBERT, L.L.C.
P. O. Drawer 52606
1313 West Pinhook Road (70503)
Lafayette, Louisiana 70505-2606
Telephone: (337) 232-2606
Facsimile: (337) 232-9867
About Homerooms Inc.
Homerooms, Inc., dba Cypress Tree Inn, operates a hotel at 2503 SE
Evangeline Thruway, Lafayette, Louisiana. The hotel property has a
current value of $4 million. Homerooms posted gross revenue of
$150,000 in 2016 and gross revenue of $150,000 in 2015.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. La. Case No. 17-51324) on October 10, 2017.
Michael J. Munro, Sr., its president, signed the petition.
At the time of the filing, the Debtor disclosed that it had $4.10
million in assets and $4.69 million in liabilities.
Judge Robert Summerhays presides over the case.
The Debtor previously sought bankruptcy protection (Bankr. W.D. La.
Case No. 12-50136). The case filed on February 10, 2012.
HOOPER HOLMES: In Talks with WH-HH on Financing Transaction
-----------------------------------------------------------
As disclosed in a Schedule 13D/A filed with the Securities and
Exchange Commission, a representative of WH-HH Holdings, LLC and
other reporting persons met on April 6, 2018 with James Fleet, the
chief restructuring officer of Hooper Holmes, Inc., to discuss a
potential financing of the Company, including by means of an
investment by WH and other Reporting Persons, potential prospective
changes to the capitalization of Hooper Holmes, and potential means
by which the Issuer's ongoing public company reporting requirements
could be terminated. Those discussions were preliminary in nature.
WH and other Reporting Persons anticipate that there will be
subsequent conversations with Mr. Fleet as Mr. Fleet becomes
further engaged with Hooper Holmes.
"There can be no assurance that any such discussions will advance
beyond the preliminary stage or that any transaction or action
would be pursued or consummated. WH and other Reporting Persons do
not anticipate providing public updates, other than as required by
applicable law," stated WH-HH in the SEC filing.
WH is engaged in the business of investing in lower middle market
financial services companies and related distribution and service
businesses.
A full-text copy of the regulatory filing is available at:
https://is.gd/b9jNrb
About Hooper Holmes
Founded in 1899, Hooper Holmes, Inc. --
http://www.hooperholmes.com/-- is a publicly-traded New York
corporation that provides health risk assessment services. The
Company provides on-site screenings and flu shots, laboratory
testing, risk assessment, and sample collection services to
individuals as part of comprehensive health and wellness programs
offered through organizations sponsoring such programs including
corporate and government employers, health plans, hospital systems,
health care management companies, wellness companies, brokers and
consultants, disease management organizations, reward
administrators, third party administrators, clinical research
organizations and academic institutions. Through its comprehensive
health and wellness services, the Company also provides telephonic
health coaching, access to a wellness portal with individual and
team challenges, data analytics, and reporting services. The
Company contracts with health professionals to deliver these
services nationwide, all of whom are trained and certified to
deliver quality service. Hooper Holmes is headquartered in Olathe,
Kansas.
Mayer Hoffman McCann P.C., in Kansas City, Missouri, the Company's
independent accounting firm, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, citing that the Company has suffered recurring losses
from operations, negative cash flows from operations and other
related liquidity concerns, which raises substantial doubt about
the Company's ability to continue as a going concern.
Hooper Holmes reported a net loss of $10.32 million on $34.27
million of revenues for the year ended Dec. 31, 2016, compared to a
net loss of $10.87 million on $32.11 million of revenues for the
year ended Dec. 31, 2015. As of Sept. 30, 2017, Hooper Holmes had
$37.20 million in total assets, $42.11 million in total liabilities
and a total stockholders' deficit of $4.91 million.
HORNE EXCAVATING: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Horne Excavating, LLC
51 Pinnacle Road
North Haverhill, NH 03774
Business Description: Horne Excavating, LLC is an excavating
contractor in Haverhill, New Hampshire.
It is a small business debtor as defined in
11 U.S.C. Section 101(51D).
Chapter 11 Petition Date: April 15, 2018
Case No.: 18-10502
Court: United States Bankruptcy Court
District of New Hampshire (Concord)
Judge: Hon. Bruce A. Harwood
Debtor's Counsel: Peter N. Tamposi, Esq.
THE TAMPOSI LAW GROUP
159 Main Street
Nashua, NH 03060
Tel: 603-204-5513
Email: peter@thetamposilawgroup.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Kevin Horne, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/nhb18-10502.pdf
HUNTSMAN CORP: S&P Raises Corp. Credit Rating to BB+, Outlook Pos.
------------------------------------------------------------------
S&P Global Ratings raised it corporate credit rating on Huntsman
Corp. and its subsidiary Huntsman International LLC to 'BB+' from
'BB'. The rating outlooks are positive.
S&P said, "We raised our issue-level ratings on Huntsman
International's junior debt to 'BB+' from 'BB'. Our recovery rating
on the junior debt remains '3', indicating our expectation of
meaningful (50% to 70%; rounded estimate: 65%) recovery in the
event of a payment default. Our recovery and issue-level ratings on
the senior secured debt remains '1' and 'BBB-', respectively. The
'1' recovery rating indicates our expectation of very high
(90%-100%; rounded estimate: 95%) recovery in the event of a
payment default.
"We raised our corporate credit rating on Huntsman to reflect our
expectation that its credit metrics will strengthen in 2018 and
2019 following its significant debt reduction in 2017. We make key
assumptions in our analysis that the company's 2018 and 2019
earnings will be around 2017 pro forma levels, at the very least.
We also expect Huntsman's net leverage will benefit from large cash
balances on its balance sheet. We do not assume large
transformative mergers and acquisitions (M&A), nor do we expect
share repurchases beyond the $450 million ongoing buyback program.
Incorporated in our assumption for flattish future EBITDA is our
view that even when the current tight with methyl di-p-phenylene
isocyanate (MDI) supply situation (an important product for
Huntsman) rights itself in 2018 or 2019, the company's forward
integration into value-added intermediates will support existing
EBITDA levels. Global MDI supply has been tight as a result of
temporary production problems at competitors' plants. Favorable GDP
growth trends in key end markets such as the U.S., China, and
Europe support our EBITDA assumptions. This is important because
generally speaking, positive GDP growth in end markets tends to
support demand growth.
"The positive outlook reflects our expectation that Huntsman's
credit profile could benefit if the company continues to improve
its earnings over the next 12 months, as it continues to grow its
specialty chemical business while maintaining its lowered debt
balances. We do not factor such debt pay-downs or share sales
(including shares of Venator) in our base case, given the
market-related uncertainties involved in the timing of such share
sales. In our base case we assumed that the FFO/total debt ratio
will be in the 30% to 45% range over the next 12 months. A key base
case assumption is for relatively flat EBITDA over the next 12
months. Another key base case assumption is that the company
preserves cash on its balance sheet and does not utilize cash
generated from operations for additional share buybacks beyond what
the $450 million buyback program. Despite the potential for some
volatility, we anticipate that favorable GDP growth of over 2% in
key markets such as the U.S. and Europe will support demand for the
company's products. We do not assume transformative M&A, or any
increases in debt from Dec. 31, 2017, levels.
"We could revise the outlook to stable over the next 12 months
under the following conditions: if the company engages in a large,
debt-funded acquisition, distributes large shareholder rewards
through share buybacks or dividends; or if the company's EBITDA
margins and revenue growth drop by 150 basis points in 2018. In
addition, we would also believe that operating performance would
not support an improvement of ratios including the FFO to total
debt ratio above 30%. Operating performance issues that could
prevent a strengthening of the ratio include unanticipated softness
in pricing or demand for some of the company's products, or
unexpected macroeconomic shocks include negative GDP growth.
"We could consider an upgrade if against our base case
expectations, S&P Global Ratings-adjusted EBITDA margins improved
by 2 percentage points over our projected EBITDA margins of around
15%, resulting in FFO to total debt of above 45% during the next 12
months. We would consider the sustainability of this credit metric
over the 45% level in our review for an upgrade. In particular, we
would examine management commitment levels to maintain credit
metrics at these elevated levels in the face of potential M&A,
shareholder reward actions, or growth objectives that could even
temporarily lower metrics to levels below these levels. Our review
would be forward-looking and also consider a projection for
operating performance including prospects for key products such as
MDI, and its derivatives."
ICAGEN INC: Timothy Tyson Has 13.3% Stake as of April 4
-------------------------------------------------------
Timothy Tyson reported in a Schedule 13D/A filed with the
Securities and Exchange Commission that as of April 4, 2018, he
beneficially owns 955,121 shares of common stock of Icagen, Inc.,
constituting 13.3 percent of the shares outstanding. The
percentage is based on 6,393,107 shares of Common Stock outstanding
as of April 4, 2018 and 571,428 shares of Series C Preferred Stock
outstanding as of April 4, 2018 as disclosed to the reporting
person by Icagen.
Mr. Tyson is the beneficial owner of, and has the sole power to
vote or direct the vote and to dispose or direct the disposition
of: (a) 164,284 shares of Common Stock and warrants to purchase an
aggregate of 131,071 shares of Common Stock (consisting of 75,000
April 2017 Warrants, 15,000 June 2016 Warrants, 35,714 December
2014 Warrants and 5,357 Warrant acquired on Dec. 29, 2017); and (b)
options to purchase an aggregate of 88,338 shares of Common Stock,
which options are vested as of April 4, 2018 or will vest within 60
days thereof.
Mr. Tyson is the beneficial owner of, and has the shared power to
vote or direct the vote and to dispose or direct the disposition of
571,428 shares of Series C Preferred Stock convertible at any time
into 571,428 shares of Common Stock and Series C Warrants
exercisable at any time for 571,428 shares of Common Stock, which
securities are held directly by the Tyson Trust.
A full-text copy of the regulatory filing is available at:
https://is.gd/ixxRsX
About Icagen
Durham, North Carolina-based Icagen, Inc., formerly known as XRpro
Sciences, Inc. -- http://www.icagen.com/-- currently operates as a
partner research organization providing integrated drug discovery
services with unique expertise in the field of ion channel,
transporter, neuroscience, muscle biology and rare disease targets
while also covering many other classes of drug discovery targets
and therapeutic areas. The Company's customers are pharmaceutical
and biotechnology companies to whom the Company offers its
scientific expertise and technologies to aid in their determination
of which molecules to advance into late stage preclinical studies
and ultimately clinical trials. The core of the Company's offering
is the discovery of Pre-Clinical Drug Candidates (PDC's), which are
lead molecules (Leads) that are selected to enter into in-vivo
studies during the Pre-Clinical Phase of drug discovery. The
Company offers a full complement of pre-clinical drug discovery
services which include; assay development technologies (including
high throughput fluorescence, manual and automated
electrophysiology and radiotracer flux assays), cell line
generation, high-throughput and ultra-high-throughput screening,
medicinal chemistry, computational chemistry and custom assay
services to its customers.
Icagen reported a net loss of $5.50 million in 2016 following a net
loss of $8.67 million in 2015. As of Sept. 30, 2017, Icagen had
$18.52 million in total assets, $25.69 million in total liabilities
and a total stockholders' deficit of $7.17 million.
RBSM LLP, in New York, issued a "going concern" opinion on the
consolidated financial statements for the year ended Dec. 31, 2016,
stating that the Company has incurred recurring operating losses,
which has resulted in an accumulated deficit of approximately $27.6
million at Dec. 31, 2016. These conditions, among others, raise
substantial doubt about the Company's ability to continue as a
going concern.
ICONIX BRAND: UBS Group Has 19.56% Stake as of March 30
-------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange Commission
UBS Group AG (for the benefit and on behalf of the UBS Asset
Management division of UBS Group AG) disclosed that as of March 30,
2018, it beneficially owns 15,482,168 shares of common stock of
Iconix Brand Group, Inc., constituting 19.56 percent of the shares
outstanding. A full-text copy of the regulatory filing is
available for free at https://is.gd/4jWhOX
About Iconix Brand
Broadway, New York-based Iconix Brand Group, Inc. --
http://www.iconixbrand.com/-- is a brand management company and
owner of a diversified portfolio of over 30 global consumer brands
across the women's, men's, entertainment, home and international
segments. The Company's business strategy is to maximize the value
of its brands primarily through strategic licenses and joint
venture partnerships around the world, as well as to grow the
portfolio of brands through strategic acquisitions. Iconix Brand
owns, licenses and markets a portfolio of consumer brands
including: Candie's, Bongo, Joe Boxer, Rampage, Mudd, London Fog,
Mossimo, Ocean Pacific/OP, Danskin/Danskin Now, Rocawear/Roc
Nation, Cannon, Royal Velvet, Fieldcrest, Charisma, Starter,
Waverly, Ecko Unltd/Mark Ecko Cut & Sew, Zoo York, Umbro, Lee
Cooper, and Artful Dodger; and interests in Material Girl, Ed
Hardy, Truth or Dare, Modern Amusement, Buffalo, Hydraulic, and
PONY.
Iconix Brand incurred a net loss attributable to the Company of
$489.3 million in 2017, a net loss attributable to the Company of
$252.1 million in 2016 and a net loss attributable to the Company
of $186.5 million in 2015. As of Dec. 31, 2017, Iconix Brand had
$870.51 million in total assets, $891.2 million in total
liabilities, $30.28 million in redeemable non-controlling
interests, and a total stockholders' deficit of $50.97 million.
Due to certain developments, including the decision by Target
Corporation not to renew the existing Mossimo license agreement
following its expiration in October 2018 and by Walmart, Inc. not
to renew the existing Danskin Now license agreement following its
expiration in January 2019, and the Company's revised forecasted
future earnings, the Company forecasted that it would unlikely be
in compliance with certain of its financial debt covenants in 2018
and that it may otherwise face possible liquidity challenges in
2018. The Company said these factors raised substantial doubt
about its ability to continue as a going concern. The Company's
ability to continue as a going concern is dependent on its ability
to raise additional capital and implement its business plan.
JB POINDEXTER: Moody's Affirms B1 CFR; Outlook Stable
-----------------------------------------------------
Moody's Investors Service affirmed J.B. Poindexter & Co., Inc.'s
(J.B. Poindexter) B1 Corporate Family Rating and B1-PD Probability
of Default Rating. Concurrently, Moody's assigned a B2 rating to
the company's proposed $350 million senior unsecured notes due
2026. The ratings outlook remains stable.
The rating actions follow the company's announcement that it is
seeking to raise proposed $350 million senior unsecured notes, the
proceeds of which will be used to refinance its existing $225
million senior unsecured notes ($175 million currently outstanding)
due April 1, 2022. The remaining balance of approximately $160
million, after transaction fees and redemption costs, will go to
cash on the balance sheet. The company is currently working on an
acquisition with the purchase price of $53.4 million.
"The company has recently experienced good growth and benefited
from the 2-year contract with USPS," said Inna Bodeck, Moody's lead
analyst. "However, the significant pro-forma cash on the balance
sheet signals the company's intent to acquire without having a
target in mind which, in Moody's view, entails not only execution
risk but financial risk as well, as increases the likelihood that
the company will look to use cash sooner than prudently possible."
Moody's took the following rating actions:
Corporate Family Rating, affirmed B1
Probability of Default Rating, affirmed B1-PD
$350 Million Senior Unsecured notes due 2026, assigned B2 (LGD4)
Outlook action:
Outlook, Remains Stable
Moody's took no action on the existing B2-rated $225 Million Senior
Unsecured Notes ($175 million currently outstanding) due 2022, the
rating for which will be withdrawn at close of the transaction
following repayment of that debt with proceeds from the
aforementioned new notes.
RATINGS RATIONALE
J.B. Poindexter's B1 Corporate Family Rating broadly reflects the
company's moderate scale, high customer concentration, exposure to
cyclical transportation markets as well as variable fleet truck
orders, and ongoing risks associated with an acquisitive growth
strategy. The company, however, benefits from good market share in
the majority of its business lines, national footprint, long
relationships with its key customers, favorable end markets, and
very good projected liquidity. Moody's expect that the company will
generate $80 million of free cash flow and will have approximately
$200 million of cash on the balance sheet. J.B. Poindexter's four
customers comprised in excess of 30% of sales in 2017. About 64% of
revenue is derived from the sale of truck bodies for new trucks
used for the transport and delivery of business and consumer goods,
where demand is driven by customer replacement cycles. This can
result in periods of high and low demand, with considerable
volatility and variability based upon vehicle age and usage, with
customers typically postponing purchases during times of economic
strain.
The stable outlook reflects Moody's expectation that J.B.
Poindexter will maintain solid key credit metrics and a very good
liquidity profile.
Ratings could be upgraded should J. B. Poindexter maintain its
credit metrics for an extended period of time, including a trough
in its end market replacement cycle, debt-to-EBITDA below 3.0 times
and EBITA-to-interest expense above 3.0 times. A prospective
upgrade would also be accompanied by an expectation that J.B.
Poindexter maintains a good liquidity profile and consistently
address its debt maturities well in advance of due dates.
Ratings could be downgraded if Moody's believe debt-to-EBITDA will
be sustained above 4.5 times, EBITA-to-interest expense below 2
times, or if the company experiences a substantial deterioration in
its liquidity position. Pursuit of a leveraging transaction or
adoption of more aggressive financial policies, including owner
distributions or expectations of sustained negative free cash flows
due to expansionary capital spending, could also have negative
rating implications.
The principal methodology used in these ratings was Global
Automotive Supplier Industry published in June 2016.
J.B. Poindexter & Co., Inc. manufactures commercial truck bodies
for medium-duty trucks, pickup truck caps and tonneau covers, truck
bodies for walk-in step vans, service utility trucks, commercial
vehicle shelving and storage systems, funeral coaches and
limousines, and provides contract manufacturing services for
precision metal parts and machining and casting services.
Headquartered in Houston, Texas, the privately held company
generated approximately $1.4 billion in revenue for FYE 12/31/2017.
JOHN Q. HAMMONS: Needs Ombudsman to Review Assets Sale
------------------------------------------------------
John Q. Hammons Fall 2006, LLC and its affiliated debtors request
the U.S. Bankruptcy Court for the District of Kansas to direct the
U.S. Trustee to appoint a consumer privacy ombudsman in this
Chapter 11 case.
The Debtors in these chapter 11 cases consist of the Revocable
Trust of John Q. Hammons and 75 of its directly or indirectly
wholly owned subsidiaries and affiliates. The Debtors have entered
into a settlement agreement with JD Holdings, LLC for the sale of
the Debtors assets under the JD Holdings plan.
The Debtors believe that a component of the Assets includes certain
consumers' personally identifiable information. The Debtors collect
CPI in their ordinary course of business. The Debtors' CPI that
will be sold fits squarely within the definition of CPI under
Section 101(41A) of the Bankruptcy Code.
The Debtors' privacy policy provides that no CPI will be sold by
the Debtors and the Debtors' franchisors have similar privacy
policies in place as well. Thus, necessarily, a 363 sale that sells
CPI in this case will violate the Debtors' (and its franchisors')
privacy policy and accordingly, the Bankruptcy Code requires the
appointment of a consumer privacy ombudsman.
Therefore, the Debtors request the Court to direct the U.S. Trustee
to appoint a consumer privacy ombudsman who must review the sale,
and make findings and recommendations.
About John Q. Hammons Fall 2006
Springfield, Missouri-based John Q. Hammons Hotels & Resorts (JQH)
-- http://www.jqhhotels.com/-- is a private, independent owner and
manager of hotels in the United States, representing brands such
as: Marriott, Hilton, Embassy Suites by Hilton, Sheraton, IHG,
Chateau on the Lake Resort / Spa & Convention Center, and Plaza
Hotels Collection. It has portfolio of 35 hotels representing
approximately 8,500 guest rooms/suites in 16 states.
John Q. Hammons Fall 2006, LLC, and its affiliated debtors filed
chapter 11 petitions (Bankr. D. Kan. Case Nos. 16-21139 to
16-21208) on June 26, 2016. The petitions were signed by Greggory
D. Groves, vice president.
The Debtors are represented by Mark A. Shaiken, Esq., Mark S.
Carder, Esq., and Nicholas Zluticky, Esq., at Stinson Leonard
Street LLP. The Debtors' conflict counsel is Victor F. Weber,
Esq., at Merrick Baker and Strauss PC.
At the time of filing, the Debtors estimated assets at $100 million
to $500 million and liabilities at $100 million to $500 million.
KADMON HOLDINGS: Gets FDA Guidance on KD025 Clinical Trial Design
-----------------------------------------------------------------
Kadmon Holdings, Inc. has received final minutes from a March 2018
Type C meeting with the U.S. Food and Drug Administration (FDA)
regarding the development pathway for KD025, the Company's
Rho-associated coiled-coil kinase 2 (ROCK2) inhibitor, for the
treatment of chronic graft-versus-host disease (cGVHD). Based on
the FDA's guidance, Kadmon plans to initiate an open-label,
two-arm, pivotal Phase 2 clinical trial to support the potential
registration of KD025 in cGVHD.
In the planned pivotal trial (KD025-213), patients will be
randomized to receive one of two dose levels of KD025: 200 mg QD or
200 mg BID; 48 patients will be enrolled into each arm. Either
KD025 dose may be considered by the FDA for the registrational
dose. The study will enroll adults with active cGVHD who have
received at least two prior lines of systemic therapy for cGVHD.
The primary endpoint is the Overall Response Rate (ORR), defined as
the percentage of patients who meet the 2014 National Institutes of
Health (NIH) Consensus Conference overall response criteria,
supported by a key secondary endpoint of Duration of Response
(DOR).
"We are pleased with the FDA's guidance, which provides us with a
clear regulatory path forward to support a submission for potential
approval," said Harlan W. Waksal, M.D., president and CEO at
Kadmon. "Furthermore, this trial design allows us to evaluate two
dose levels of KD025, either of which could meet the target for
potential registration. We look forward to advancing KD025 through
this pivotal study."
About KD025
KD025 is a selective oral inhibitor of ROCK2, a signaling pathway
that mediates cell movement, shape, differentiation and function
and is dysregulated in many chronic diseases, including cGVHD.
Previously reported data from an ongoing Phase 2 clinical trial of
KD025 in cGVHD (KD025-208) demonstrated an ORR of approximately
66%. KD025 was also well tolerated, with no drug-related serious
adverse events (SAEs). In October 2017, KD025 received orphan drug
designation from the FDA for KD025 in cGVHD.
About Kadmon Holdings
Kadmon Holdings, Inc. -- http://www.kadmon.com/-- is a
biopharmaceutical company engaged in the discovery, development and
commercialization of small molecules and biologics within
autoimmune and fibrotic diseases, oncology and genetic diseases.
The Company is headquartered in New York, New York.
Kadmon Holdings reported a net loss attributable to common
stockholders of $81.69 million in 2017, a net loss attributable to
common stockholders of $230.48 million in 2016, and a net loss
attributable to common stockholders of $147.08 million in 2015.
As of Dec. 31, 2017, Kadmon Holdings had $83.55 million in total
assets, $81.79 million in total liabilities and $1.75 million in
total stockholders' equity.
BDO USA, LLP, in New York, issued a "going concern" qualification
in its report on the consolidated financial statements for the year
ended Dec. 31, 2017, noting that the Company has suffered recurring
losses from operations and expects losses to continue in the future
that raise substantial doubt about its ability to continue as a
going concern.
KANGAROO FOODS: May 7 Plan Confirmation Hearing
-----------------------------------------------
Judge Tracey N. Wise of the U.S. Bankruptcy Court for the Eastern
District of Kentucky conditionally approved the disclosure
statement explaining Kangaroo Foods, LLC's amended small business
plan and scheduled the hearing to consider confirmation of the Plan
for May 7, 2018 at 10:30 a.m., at the U.S. Bankruptcy Court, Third
Floor Courtroom, 100 East Vine Street, Lexington, Kentucky.
April 30, 2018, is fixed as the last day for filing and serving
written objections to the disclosure statement and confirmation of
the plan. May 7, 2018, is fixed as the last day for filing a proof
of claim.
Based on the current revenues, the Debtor's Newport Location cannot
generate sufficient sales to repay the deficiency judgment owed to
Spring Valley as well as its debts to other creditors. However,
Kangaroo is firmly committed to repaying its creditors and projects
that, once reorganized under a Chapter 11, the Newport Location
will enjoy an increase in revenues that would permit a level of
repayment which far exceeds the estimated distributions that would
result from a liquidation of Debtor’s assets.
The Debtor proposes a five-year plan over which time it estimates
paying the holders of allowed secured, administrative, and priority
claims in full, and at least 30% of the total allowed general
unsecured claims to the holders thereof. To implement its Plan,
Debtor intends to assume the unexpired commercial lease on the
Newport Location and exercise its option to renew the first of the
two additional five-year terms, invest in the rebranding of the
business, and modify its revenue/cost model to make the operation
more profitable. The Debtor intends to finance the cost of
rebranding the Newport Location through a combination of
post-petition financing, and where possible, a combination of rent
concessions and/or deferments.
The plan is to make additional payments to holders of claims from
the sale of the business as an ongoing concern, which Debtor
proposes to conduct not earlier than the fourth year of the Plan in
order to maximize creditor recovery. The Debtor expects that by the
fourth year of the Plan the business could be sold for $200,000 to
$300,000, the majority of which would be distributed to holders of
allowed general unsecured claims.
A full-text copy of the Combined Amended Plan and Disclosures is
available at:
http://bankrupt.com/misc/kyeb17-21520-89.pdf
Attorney for Debtor:
J. Christian A. Dennery, Esq.
Dennery, PLLC
PO Box 121241
Covington, KY 41011
jcdennery@dennerypllc.com
About Kangaroo Foods
Headquartered in Newport, Kentucky, Kangaroo Foods, LLC --
https://www.beefobradys.com/ -- is a franchisee of the Beef 'O'
Brady's Family Sports Pub. Established in 1985 by Jim Mellody in
Brandon, Florida, Beef 'O' Brady's is a family friendly restaurant
filled with TVs and satellite dishes so patrons could watch a vast
array of sporting events. Beef 'O' Brady's offers a variety of
foods like chicken wings, burgers, sandwiches, pizzas & flatbreads
and desserts.
Kangaroo Foods filed a Chapter 11 petition (Bankr. E.D. Ky. Case
No. 17-21520) on Nov. 27, 2017. Thomas Drennen, authorized member,
signed the petition. The case is assigned to Judge Tracey N. Wise.
The Debtor is represented by J. Christian A. Dennery, Esq., at
Dennery PLLC. At the time of filing, the Debtor had $27,050 in
total assets and $1.07 million in total liabilities.
LAYNE CHRISTENSEN: Incurs $27.3 Million Net Loss in FY 2018
-----------------------------------------------------------
Layne Christensen Company filed with the Securities and Exchange
Commission its Annual Report on Form 10-K reporting a net loss of
$27.31 million on $475.51 million of revenues for the year ended
Jan. 31, 2018, compared to a net loss of $52.23 million on $464.78
million of revenues for the year ended Jan. 31, 2017.
The Company reported net income from continuing operations for Q4
FY 2018 was $2.7 million, or $0.14 per share, compared to net loss
of ($29.2) million, or ($1.47) per share, for the fiscal 2017
fourth quarter (Q4 FY 2017) ended Jan. 31, 2017. Net income was
improved during the quarter by $10.4 million in tax benefits
primarily related to reversal of accrued foreign taxes recorded in
prior years.
As of Jan. 31, 2018, Layne Christensen had $370.18 million in total
assets, $312.63 million in total liabilities and $57.55 million in
total equity.
As of Jan. 31, 2018, cash and cash equivalents were $32.0 million,
and total debt was $166.1 million. Total liquidity, which includes
availability under Layne's credit facility and total cash and cash
equivalents, was $107.5 million at Jan. 31, 2018, compared to
$101.6 million at Oct. 31, 2017.
Michael J. Caliel, president and chief executive officer of Layne,
commented, "The fourth quarter was a busy and productive time for
Layne. In the coming quarter, we will continue to execute on our
business plan and take definitive steps towards a timely closing of
the Granite merger transaction. By merging with Granite, Layne's
stockholders will meaningfully share in the upside opportunities of
a combined company with substantially greater financial resources
to invest in growth initiatives and a more diversified, expanded
national platform of businesses that is expected to be positioned
as a leader across both the transportation and water infrastructure
markets."
Total backlog was $178.6 million at Jan. 31, 2018 compared to
$172.1 million at Oct. 31, 2017 and $166.6 million at Jan. 31,
2017.
On Feb. 13, 2018, the Company entered into a definitive agreement
whereby Granite Construction Incorporated will acquire all of the
outstanding shares of Layne with each Layne stockholder receiving
0.27 shares of Granite stock for each share of Layne stock. The
transaction, which is expected to close in the second calendar
quarter of 2018, is subject to the approval of Layne's stockholders
and other customary closing conditions.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/ciasCg
About Layne
Layne Christensen Company -- http://www.layne.com/-- is a global
water management, infrastructure services and drilling company.
The Company primarily operates in North America and South America.
Its customers include government agencies, investor-owned
utilities, industrial companies, global mining companies,
consulting engineering firms, heavy civil construction contractors,
oil and gas companies, power companies and agribusinesses. Layne
maintains executive offices at 1800 Hughes Landing Boulevard, Suite
800, The Woodlands, Texas 77380.
LONG BLOCKCHAIN: Brentwood LIIT Acquires 5.5% Stake
---------------------------------------------------
Brentwood LIIT (NZ) Limited and Kerry Finnigan reported in a
Schedule 13G filed with the Securities and Exchange Commission that
as of Dec. 21, 2017, they beneficially own 563,466 shares of common
stock of Long Blockchain Corp., constituting 5.5 percent of the
shares outstanding.
These shares are owned directly by Brentwood LIIT (NZ) Limited and
are controlled by its sole director Mr. Finnigan. Mr. Finnigan has
the sole voting and dispositive power of the securities held by
Brentwood LIIT (NZ) Limited.
The percentage ownership is based on 10,219,897 shares of common
stock of the Issuer outstanding as of Jan. 3, 2018, as disclosed in
the Issuer's Prospectus filed pursuant to rule 424(b)(5) with the
SEC on Jan. 5, 2018.
A full-text copy of the regulatory filing is available at:
https://is.gd/A4cjcl
About Long Blockchain Corp.
Headquartered in Hicksville, New York, Long Blockchain Corp.,
formerly Long Island Iced Tea Corp. --
http://www.longblockchain.com/-- is focused on developing and
investing in globally scalable blockchain technology solutions. It
is dedicated to becoming a significant participant in the evolution
of blockchain technology that creates long term value for its
shareholders and the global community by investing in and
developing businesses that are "on-chain". Blockchain technology
is fundamentally changing the way people and businesses transact,
and the Company will strive to be at the forefront of this dynamic
industry, actively pursuing opportunities. Its wholly-owned
subsidiary Long Island Brand Beverages, LLC operates in the
non-alcohol ready-to-drink segment
of the beverage industry under its flagship brand 'The Original
Long Island Brand Iced Tea'.
Long Blockchain incurred a net loss of $15.21 million in 2017
following a net loss of $10.44 million in 2016. As of Dec. 31,
2017, Long Bockchain had $3.23 million in total assets, $3.52
million in total liabilities and a total stockholders' deficit of
$292,982.
Marcum LLP, the Company's auditor since 2014, 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 a significant working capital deficiency, has incurred
significant losses and needs to raise additional funds to meet its
obligations and sustain its operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
LONG BLOCKCHAIN: Common Stock Delisted from Nasdaq
--------------------------------------------------
Long Blockchain Corp. received a notice from the Listing
Qualifications Department of The Nasdaq Stock Market stating that
Nasdaq had determined to delist the Company's securities under the
discretionary authority granted to Nasdaq pursuant to Nasdaq Rule
5101. The notification letter also stated that Nasdaq was revoking
its prior notification to the Company that it had regained
compliance with the market value of listed securities requirement
of Rule 5550(b)(2). The Company appealed to the Nasdaq Hearings
Panel, and a hearing was held on March 22, 2018.
Accordingly, trading of the Company's shares was suspended on the
Nasdaq Capital Market at the opening of business on April 12, 2018.
The Company intends to apply for its common stock to be quoted and
traded on the OTCQB Market. Effective April 12, 2018, the
Company's common stock will be eligible for trading and quotation
on the Pink Current Information tier operated by the OTC Markets
Group Inc. The Company's trading symbol will remain LBCC (trading
and quotation information will be available at
www.otcmarkets.com).
LBCC will remain a public company following the delisting and its
shares will continue to trade publicly. The Company will continue
to make all required SEC filings on Forms 10-K, 10-Q and 8-K, and
will remain subject to the all SEC rules and regulations applicable
to reporting companies under the Exchange Act. The Company will
continue to maintain an independent Board of Directors with an
independent Audit Committee and provide annual financial statements
audited by a Public Company Accounting Oversight Board (PCAOB)
auditor and unaudited interim financial reports, prepared in
accordance with U.S. generally accepted accounting principles
(GAAP).
LBCC said its transition to the over-the-counter market does not
diminish the focus of its efforts to become a leader in blockchain
technology. LBCC continues to work towards closing its acquisition
of Hashcove, an early stage UK-based technology company focused on
developing and deploying globally scalable distributed ledger
technology solutions. Among its planned product offerings,
Hashcove is developing tokenized platforms, crypto-exchanges and
wallets, smart contracts for initial coin offerings (ICO),
know-your-customer (KYC) and financial clearing technology on
blockchain, and other related blockchain applications. In
addition, LBCC continues to work closely with CASHe and Stater --
the two companies in which it recently acquired minority strategic
stakes -- to create blockchain solutions to enhance their
respective technology infrastructures. CASHe is a short term
digital lender to millennials in India who lack access to personal
loans, while Stater owns a UK regulated brokerage that facilitates
market access across multiple instruments including spot FX,
Commodities, Equities and Contracts for Difference (CFD).
LBCC's Board of Directors will continue to evaluate options to
maximize the value of the Company's assets, including opportunities
to invest in or acquire one or more operating businesses that
provide opportunities for appreciation in value.
About Long Blockchain Corp.
Headquartered in Hicksville, New York, Long Blockchain Corp.,
formerly Long Island Iced Tea Corp. --
http://www.longblockchain.com/-- is focused on developing and
investing in globally scalable blockchain technology solutions. It
is dedicated to becoming a significant participant in the evolution
of blockchain technology that creates long term value for its
shareholders and the global community by investing in and
developing businesses that are "on-chain". Blockchain technology
is fundamentally changing the way people and businesses transact,
and the Company will strive to be at the forefront of this dynamic
industry, actively pursuing opportunities. Its wholly-owned
subsidiary Long Island Brand Beverages, LLC operates in the
non-alcohol ready-to-drink segment
of the beverage industry under its flagship brand 'The Original
Long Island Brand Iced Tea'.
Long Blockchain incurred a net loss of $15.21 million in 2017
following a net loss of $10.44 million in 2016. As of Dec. 31,
2017, Long Bockchain had $3.23 million in total assets, $3.52
million in total liabilities and a total stockholders' deficit of
$292,982.
LONG BLOCKCHAIN: Reports $15.2 Million Net Loss for 2017
--------------------------------------------------------
Long Blockchain Corp. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K reporting a net loss of
$15.21 million on $4.43 million of net sales for the year ended
Dec. 31, 2017, compared to a net loss of $10.44 million on $4.55
million of net sales for the year ended Dec. 31, 2016.
As of Dec. 31, 2017, Long Bockchain had $3.23 million in total
assets, $3.52 million in total liabilities and a total
stockholders' deficit of $292,982.
From inception, the Company has financed its operations through the
issuance of debt and equity, and through utilizing trade credit
with its vendors. The Company said it will require additional
capital to fund the operating losses of the existing beverage
business, as well as to fund the development of the blockchain
business.
As of Dec. 31, 2017, the Company had cash of $370,947. As of Dec.
31, 2017, the Company had a working capital deficit of $712,310.
Marcum LLP, the Company's auditor since 2014, 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 a significant working capital deficiency, has incurred
significant losses and needs to raise additional funds to meet its
obligations and sustain its operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
"Historically, our cash generated from operations has not been
sufficient to meet our expenses. We have financed our operations
principally through the raising of equity capital, debt and through
trade credit with our vendors. Our ability to continue our
operations and to pay our obligations when they become due is
contingent upon obtaining additional financing. If we are unable
to obtain sufficient amounts of additional capital, we may be
required to reduce the scope of our planned market development
activities, and/or consider reductions in personnel costs or other
operating costs," the Company stated in the SEC filing.
"We have a limited operating history and a history of operating
losses. There is no guarantee that we will become a profitable
business. Further, our future operating results depend upon a
number of factors, including our ability to manage our growth,
retain our customer base and to successfully identify and respond
to emerging trends in our market areas."
A full-text copy of the Form 10-K is available for free at:
https://is.gd/MPlE6m
About Long Blockchain Corp.
Headquartered in Hicksville, New York, Long Blockchain Corp.,
formerly Long Island Iced Tea Corp. --
http://www.longblockchain.com/-- is focused on developing and
investing in globally scalable blockchain technology solutions. It
is dedicated to becoming a significant participant in the evolution
of blockchain technology that creates long term value for its
shareholders and the global community by investing in and
developing businesses that are "on-chain". Blockchain technology
is fundamentally changing the way people and businesses transact,
and the Company will strive to be at the forefront of this dynamic
industry, actively pursuing opportunities. Its wholly-owned
subsidiary Long Island Brand Beverages, LLC operates in the
non-alcohol ready-to-drink segment
of the beverage industry under its flagship brand 'The Original
Long Island Brand Iced Tea'.
LOVE GRACE: Unsecureds to Recover 30% Under Amended Plan
--------------------------------------------------------
Love Grace Holdings, Inc., filed with the U.S. Bankruptcy Court for
the Middle District of Louisiana an amended disclosure statement to
accompany its amended plan of reorganization dated March 27, 2018.
Class 2 under the latest plan consists of all unsecured claims
including the deficiency claim owed to Home Bank by the Debtor.
Excluded are the general unsecured claims asserted by Lancaster and
Lancaster Construction, LLC. Each holder of an allowed general
unsecured claim will be paid quarterly in cash its pro rata share
of the following schedule over six years: (a) year one is a
distribution of $25,000 per quarter; (b) year two is a distribution
of $31,250 per quarter; and (c) years three, four, five and six is
a distribution of $87,500 per quarter; for a total distribution
over the six years of $1,625,000. The payments into the fund will
commence 60 days after the Effective Date. Estimate percentage
recovery for this class is 30%.
The previous version of the plan provided that each holder of
allowed general unsecured Claim will be paid quarterly in Cash its
pro-rata share of a fund to be established by the Debtor. The
Debtor will establish the fund by depositing into a segregated
escrow account quarterly payments based upon the following an
outstanding principal amount of $750,000, an interest rate of 5%,
and an amortization of 10 years with a balloon payment due on the
5th anniversary of the Effective Date. The payments into the fund
will be 30 days after the Effective Date. Class 3 is impaired by
the Plan. Estimated percentage recovery is 25%.
The Class 2 secured claim of Carlos Padial has been removed from
the plan.
The latest plan also represents a settlement with Arthur Lancaster,
Padial, their affiliates and Country Vision and the Debtor does not
intend on pursuing preference or fraudulent conveyance claims, or
any other disgorgement or revocation claims against Arthur
Lancaster, Padial, their affiliates and Country Vision. The Debtor
does reserve the right to object to as provided in the Plan and
right to pursue causes of actions against other creditors,
transfers that are voidable under applicable State and Federal law
specifically creditors receiving payments within 90 days of the
Petition Date as identified in the Statement of Financial Affairs.
A full-text copy of the Amended Disclosure Statement is available
at:
http://bankrupt.com/misc/lamb17-10057-366.pdf
A full-text copy of the Amended Plan is available at:
http://bankrupt.com/misc/lamb17-10057-365.pdf
About Love Grace Holdings
Love Grace Holdings, Inc., doing business as Apricot Lane and Blu
Spero Boutique, operates a series of retail clothing outlets in
malls. The locations are in Florida, Alabama, Louisiana and
Mississippi.
Love Grace Holdings filed a Chapter 11 petition (Bankr. M.D. La.
Case No. 17-10057) on Jan. 20, 2017. The petition was signed by
Arthur A. Lancaster, Jr., president and sole shareholder. The case
is assigned to Judge Douglas D. Dodd. The Debtor estimated assets
and liabilities at $1 million to $10 million.
The Debtor is represented by Greta M. Brouphy, Esq., and Douglas S.
Draper, Esq., at Heller, Draper, Patrick, Horn & Dabney, LLC.
On Feb. 6, 2017, the U.S. trustee for Region 5 appointed an
official committee of unsecured creditors. The committee members
are: (1) GGP Limited Partnership; (2) Intex Flooring, LLC; and (3)
Douglas Kampen. The Committee hired Paul Douglas Stewart, Jr.,
Esq., at Stewart Robbins & Brown, LLC, as its legal counsel.
No trustee or examiner has been appointed or designated in the
case.
LSB INDUSTRIES: Expects Total Sales of $95M to $100M for Q1
-----------------------------------------------------------
LSB Industries, Inc., in anticipation of its meetings with debt
investors, announced that it expects total sales for the first
quarter of 2018 to be approximately $95 million to $100 million and
to report adjusted EBITDA of approximately $20 million to $23
million for the first quarter of 2018, as compared to adjusted
EBITDA of $20.0 million for the first quarter of 2017, which
included approximately $1.6 million of adjusted EBITDA attributable
to businesses sold later in 2017.
Additionally, ammonia on-stream rates for the first quarter of 2018
for El Dorado, Pryor and Cherokee were approximately 100%, 91% and
85%, respectively, which represents an improvement overall as
compared to the rates for the fourth quarter of 2017 of 77%, 22%
and 99%, respectively. The Cherokee ammonia plant's on-stream rate
for the first quarter of 2018 was impacted by maintenance completed
on its primary reformer. Periodic downtime for maintenance
activities is contemplated in management's targeted annual average
on-stream rates.
The Company plans to issue results for the first quarter ended
March 31, 2018 on April 25, 2018.
The preliminary information provided is based on information
available to management as of the date of this press release. The
information for the quarter ended March 31, 2018 is based on
management's internal reporting and is subject to adjustment for
quarter-end closing procedures. The Company has prepared the
preliminary information contained in this press release and its
independent registered public accounting firm has not performed any
audit, review or other procedures with respect to such information.
A review of such information could result in changes to these
preliminary results. The Company's actual results of operations
may be materially different from the preliminary results provided
herein, and you should not place undue reliance on such
information. In addition, the preliminary results provided herein
are not necessarily indicative of our results of operations for any
future period.
LSB Industries
Headquartered in Oklahoma City, Oklahoma, LSB Industries, Inc. --
http://www.lsbindustries.com/-- manufactures and sells chemical
products for the agricultural, mining, and industrial markets. The
Company owns and operates facilities in Cherokee, Alabama, El
Dorado, Arkansas and Pryor, Oklahoma, and operates a facility for a
global chemical company in Baytown, Texas. LSB's products are sold
through distributors and directly to end customers throughout the
United States.
LSB Industries reported a net loss attributable to common
stockholders of $59.44 million on $427.50 million of net sales for
the year ended Dec. 31, 2017, compared to net income attributable
to common stockholders of $64.76 million on $374.58 million of net
sales for the year ended Dec. 31, 2016. As of Dec. 31, 2017, LSB
Industries had $1.18 billion in total assets, $576.02 million in
total liabilities, $174.95 million in redeemable preferred stock
and $438.19 million in total stockholders' equity.
* * *
In November 2017, S&P Global Ratings affirmed its 'CCC' corporate
credit rating on LSB Industries. S&P said the company continues to
experience operational issues at both its El Dorado and Pryor
plants, and although the company has shown improved operating
results thus far in 2017, S&P still views leverage metrics to be at
unsustainable levels for the next year.
In November 2016, Moody's Investors Service downgraded LSB's
corporate family rating (CFR) to 'Caa1' from 'B3', its probability
of default rating to 'Caa1-PD' from 'B3-PD', and the $375 million
guaranteed senior secured notes to 'Caa1' from 'B3'. LSB's 'Caa1'
CFR rating reflects Moody's expectations that the combined
uncertainty over operational reliability and the compressed
margins, resulting from the low nitrogen fertilizer pricing
environment, could result in continued weak financial metrics for a
protracted period.
MANNINGTON MILLS: S&P Affirms 'BB-' CCR, Outlook Stable
-------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' corporate credit rating on
Salem, N.J.-based Mannington Mills Inc. The outlook is stable.
S&P said, "We also affirmed our 'BB-' issue-level rating on the
company's term loan. The recovery rating is unchanged at '3',
indicating our expectation for meaningful (50% to 70%, rounded
estimate: 55% revised from 65%) recovery in the event of default.
"The rating on Mannington reflects our expectation of stable
operating performance driven by strong sales growth from the
company's LVT products offset by its legacy products including
vinyl, laminate, and wood. The company sells to both commercial and
residential end markets that represent approximately 34% and 40% of
sales, respectively. Another 10% of company's sales comes from the
Burke segment, which produces rubber and other custom rubber
flooring products for the aerospace, mining, and drilling industry.
Additionally, the company has an international sales segment in the
U.K. that mainly sells LVT products in the U.K. and Europe.
Mannington competes in carpet and hard surfaces products, including
tile, resilient flooring, laminate, wood and other surfaces with
larger players such as Mohawk Industries Inc., Shaw Industries
Inc., and Armstrong Flooring Inc. Within the flooring sector, the
company holds the no. 1 and no. 2 market position with its LVT
products that still represent a small percentage (about 20%) of
company's total sales, but which is a rapidly growing segment of
the flooring market.
"The stable outlook reflects our expectation than Mannington will
continue to drive sales growth from its new-generation LVT and
other branded products. At the same time, we expect sales from
legacy vinyl products as well as wood and laminate lines to
gradually decline as the adoption of LVT products continues to
grow. We expect the company to begin to shift residential LVT
production from China to its Madison plant in 2018, which should
improve EBITDA margin on its LVT products. However, due to the
smaller share of overall revenue, we expect this cost saving will
be offset by the decline in the legacy products, which should
result in a stable overall EBITDA margins. We anticipate the
company will operate at adjusted leverage of about 3.6x and FFO to
debt of about 20% in the next 12 months.
"We could lower the rating due to weaker sales as a result of
increased price competition, especially in the LVT business as
competitors bring more LVT production capacity online. Under this
scenario, a downgrade could occur if adjusted EBITDA dropped below
$70 million or gross margins dropped by more than 200 basis points
(bps) resulting in adjusted leverage approaching 5x. We could also
lower the rating if Mannington pursued debt-funded acquisitions or
shareholder distributions such that debt leverage approached that
level.
"Although we consider an upgrade unlikely, we could raise the
rating if adjusted leverage improved and remained below 3x and the
company generated positive discretionary cash flow on a sustained
basis. We believe this could occur if gross margins rose by 200 bps
and EBITDA increased above $120 million in the next 12 months. We
believe such improvement would be a result of increased market
share in less penetrated markets, such as residential carpeting, or
if LVT sales and margins exceeded our current expectation."
MARKPOL DISTRIBUTORS: Hires Freeborn & Peters as Counsel
--------------------------------------------------------
Markpol Distributors, Inc., seeks authority from the U.S.
Bankruptcy Court for the Northern District of Illinois to employ
Freeborn & Peters LLP, as counsel to the Debtor.
Markpol Distributors requires Freeborn & Peters to:
a. advise the Debtor on all legal issues as they arise;
b. advise the Debtor on all motions and pleadings filed by and
parties-in-interest and responding to the same;
c. represent and advise the Debtor regarding the terms of any
sale of assets or plan of reorganization or liquidation and
assist the Debtor in negotiations with its secured lender
and other parties;
d. analyze the perfection and priority of the liens of the
Debtor's secured creditor;
e. prepare, on behalf of the Debtor, all necessary motions,
applications, pleadings, reports, responses, objections,
and other papers;
f. represent and advise the Debtor in all proceedings in the
bankruptcy case;
g. assist and advise the Debtor in its administration; and
h. provide such other services as are customarily provided by
counsel to a debtor-in-possession in cases of this kind.
Freeborn & Peters will be paid at these hourly rates:
Attorneys $325 to $440
Paralegals $220
Prior to the Petition Date, Freeborn & Peters from the Debtor
received an advanced payment retainer in the amount of $55,000.
Freeborn & Peters will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Shelly A. DeRousse, a partner at Freeborn & Peters LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Freeborn & Peters can be reached at:
Shelly A. DeRousse, Esq.
Elizabeth L. Janczak, Esq.
FREEBORN & PETERS LLP
311 South Wacker Drive, Suite 3000
Chicago, IL 60606
Tel: 312.360.6000
Fax: 312.360.6520
E-mail: sderousse@freeborn.com
ejanczak@freeborn.com
About Markpol Distributors
Markpol Distributors, Inc. -- http://markpoldistributors.com/-- is
a food distributor specializing in European grocery merchandise
imported from European exporters. The Company's customers may
select an offering of 4 to 24 feet selection of assorted grocery
merchandise appealing to the American and European consumer.
Markpol is headquartered in Wood Dale, Illinois.
Markpol Distributors filed a Chapter 11 petition (Bankr. N.D. Ill.
Case No. 18-06105) on March 2, 2018. In the petition signed by CEO
Mark Kozyra, the Debtor estimated assets and liabilities at $1
million to $10 million. Judge Benjamin A. Goldgar is the case
judge. Shelly A. DeRousse, Esq., at Freeborn & Peters LLP, is the
Debtor's counsel. Rally Capital Services, LLC, as financial
advisor.
Patrick S. Layng, U.S. Trustee for the Northern District of
Illinois, on March 15 appointed five creditors to serve on an
official committee of unsecured creditors. The Committee retained
Goldstein & McClintock LLLP, as counsel.
MARKPOL DISTRIBUTORS: Hires Rally Capital as Financial Advisor
--------------------------------------------------------------
Markpol Distributors, Inc., seeks authority from the U.S.
Bankruptcy Court for the Northern District of Illinois to employ
Rally Capital Services, LLC, as financial advisor to the Debtor.
Markpol Distributors requires Rally Capital to:
(a) review the Debtor's historical and projected financial
performance, personnel, customer and vendor relationships,
contracts and all other information necessary to assess
the Debtor's current financial and operational condition.
This will be used to develop a strategic plan to address
the Debtor's immediate and long term operating issues and
financial challenges and for use in the continued
operation, management and control of the Debtor's
business;
(b) review existing projections and oversee and facilitate
the development and preparation of weekly and monthly cash
flow projections to be used by the Debtor in determining
the performance of the operation, management, conduct and
control of the Debtor;
(c) review and update pro forma financials/projections based
on current and known future business opportunities
including changes based on prospective near term market
opportunities and marketing enhancements with existing
customer segments;
(d) periodically meet with the Debtor, other members of
management and the professionals that the Debtor from time
to time may designate to review the aforesaid projections,
operating reports and monthly financials including
actual to budgeted variances and other operational issues
of relevance to the Debtor's continuing operations; and
(e) identify and secure debt or equity funding for the Debtor.
Rally Capital will be paid at these hourly rates:
Howard B. Samuels, Senior Financial Consultant $400
David N. Missner, Senior Financial Consultant $400
Daniel T. Lee, Senior Financial Consultant $350
Andrew Cameron, Senior Financial Consultant $350
Tim Sellke Senior Financial Consultant $300
Ryan Hayes, Senior Financial Consultant $250
Rally Capital will be paid a retainer in the amount of $25,000.
Rally Capital will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David N. Missner, partner of Rally Capital Services, LLC, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Rally Capital can be reached at:
David N. Missner
RALLY CAPITAL SERVICES, LLC
350 North LaSalle Street, Suite 1100
Chicago, IL 60654
Tel: (312) 645-1975
About Markpol Distributors
Markpol Distributors, Inc. -- http://markpoldistributors.com/-- is
a food distributor specializing in European grocery merchandise
imported from European exporters. The Company's customers may
select an offering of 4 to 24 feet selection of assorted grocery
merchandise appealing to the American and European consumer.
Markpol is headquartered in Wood Dale, Illinois.
Markpol Distributors filed a Chapter 11 petition (Bankr. N.D. Ill.
Case No. 18-06105) on March 2, 2018. In the petition signed by CEO
Mark Kozyra, the Debtor estimated assets and liabilities at $1
million to $10 million. Judge Benjamin A. Goldgar is the case
judge. Shelly A. DeRousse, Esq., at Freeborn & Peters LLP, is the
Debtor's counsel. Rally Capital Services, LLC, as financial
advisor.
Patrick S. Layng, U.S. Trustee for the Northern District of
Illinois, on March 15, 2018, appointed five creditors to serve on
an official committee of unsecured creditors. The Committee
retained Goldstein & McClintock LLLP, as counsel.
MARRONE BIO: Faces $2 Million Suit for Breach of Contract
---------------------------------------------------------
Marrone Bio Innovations, Inc., was named as a defendant in a
complaint filed by Piper Jaffray, Inc. with the Superior Court of
the State of Delaware. The Company was informed of and received
Piper's complaint and related documents on April 5, 2018, following
the filing of the Company's Annual Report on Form 10-K for the year
ended Dec. 31, 2017. Piper's complaint alleges one breach of
contract claim, specifically, that the Company breached an
engagement letter with Piper by failure to pay a $2,000,000
transaction fee, which Piper alleges is due under the engagement
letter as a result of the Company's consummation of its private
placement and debt refinancing transactions in February 2018.
Piper's complaint includes a demand for payment the foregoing
transaction fee, in addition to interest and costs and expenses
incurred in pursuing the action, including reasonable attorneys'
fees. While the Company believes Piper's complaint is without
merit, this matter is at an early stage, and the outcome of this
matter is not presently determinable.
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.
The Company incurred a net loss of $30.92 million in 2017 and a net
loss of $31.07 million in 2016. As of Dec. 31, 2017, Marrone Bio
had $36.91 million in total assets, $87.56 million in total
liabilities and a total stockholders' deficit of $50.65 million.
The report from the Company's independent accounting firm Ernst &
Young LLP, the Company's auditor since 2008, on the consolidated
financial statements for the year ended Dec. 31, 2017, includes an
explanatory paragraph stating that the Company's historical
operating results and negative working capital indicate substantial
doubt exists about the Company's ability to continue as a going
concern.
MAVENIR PRIVATE: S&P Assigns B- Corp. Credit Rating, Outlook Stable
-------------------------------------------------------------------
On April 13, 2018, S&P Global Ratings assigned its 'B-' corporate
credit rating to Richardson, Texas-based Mavenir Private Holdings
II Ltd. The outlook is stable.
S&P said, "We also assigned our 'B-' issue-level rating and '3'
recovery rating to Mavenir Systems Inc.'s proposed $610 million
first-lien facilities, which consist of a $60 million revolving
credit facility due 2023 and a $550 million term loan B due 2025.
The '3' recovery rating indicates our expectation for meaningful
recovery (50%-70%; rounded estimate: 50%) for lenders in the event
of a payment default."
Mavenir will use proceeds from the proposed term loan to refinance
about $492 million of existing debt(which includes accrued
interest), add about $44 million of cash to the balance sheet, and
pay related fees and expenses.
S&P said, "The ratings on Mavenir reflect its elevated adjusted
debt to EBITDA of about 10x, and our expectation that leverage will
remain high longer term because of its private equity ownership.
The ratings also reflect competition from larger players,
substantial customer concentration, small scale, and our
expectation for negative free operating cash flow (FOCF) over at
least the next year. Revenue visibility from Mavenir's multi-year
contracts and low customer churn partly offset these factors. We
expect EBITDA to grow in the double-digit percent area over the
next several years primarily due to strong revenue growth driven by
increased penetration and monetization of existing products, cost
savings initiatives, and a material decline in restructuring
expenses (included in our adjusted EBITDA calculation), which
lowers adjusted leverage to below 6x by fiscal year end 2019.
"The stable outlook reflects our expectation that Mavenir's
leverage will remain above 6.5x over the next 12 months despite
material EBITDA growth driven by revenue growth from increased
penetration and monetization of existing products, cost-saving
initiatives, and the elimination of near-term restructuring
expenses.
"We could lower the rating if projected cost savings do not
materialize, the company loses contracts with its customers, and
pricing pressure results in lower EBITDA that ultimately hurts the
company's liquidity position. This could lead us to view the
capital structure as unsustainable longer term.
"We could raise the rating if leverage improves to below 6.5x and
we believe that the company is committed to maintaining leverage at
this level on a sustained basis. This would also be predicated on
continued margin improvement to levels more on par with those of
peers and sustained positive FOCF."
MAVENIR SYSTEMS: Moody's Assigns B2 Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service has assigned a first-time B2 corporate
family rating (CFR) and a B2-PD probability of default rating (PDR)
to Mavenir Systems, Inc. Moody's has also assigned a B2 (LGD3)
rating to the company's proposed $610 million senior secured first
lien credit facility which consists of a $550 million 7-year term
loan and a $60 million 5-year revolver. Proceeds from the secured
credit facilities will be used to repay existing debt and for
general corporate purposes. Mavenir's outlook is stable.
Assignments:
Issuer: Mavenir Systems, Inc.
-- Probability of Default Rating, Assigned B2-PD
-- Corporate Family Rating, Assigned B2
-- Gtd Senior Secured First Lien Revolving Credit Facility,
Assigned B2 (LGD3)
-- Gtd Senior Secured First Lien Term Loan, Assigned B2 (LGD3)
Outlook Actions:
Issuer: Mavenir Systems, Inc.
-- Outlook, Assigned Stable
RATINGS RATIONALE
Mavenir's B2 CFR rating reflects increasing product penetration
potential among the 17 of the top 20 global tier 1 mobile network
operators (MNOs) currently utilizing the company's core network
infrastructure of 4G deployed/5G-ready software solutions. Likely
sizable growth in the future is expected to come from new
addressable markets related to the industry's evolution from a
2G/3G to a 4G/5G mobile network architecture globally. Mavenir aims
to grow revenue with advanced services and access solutions,
complemented by a steady revenue base of core voice, voicemail,
messaging, data, and enhanced offerings. With a broad product
portfolio and long-held relationships with existing carriers, the
company is well positioned to capture greater market share from the
incumbent mobile infrastructure providers as the transition to 5G
begins and mobile carriers continue to shift towards software
defined networking (SDN) to lower operating and capital expenses.
With the accelerating migration to SDN, mobile network operators
should realize significantly reduced operating and capital costs
and enhanced network performance with open infrastructure software
platforms running on commoditized hardware servers. Mavenir is more
agile than the large incumbents who are constrained in their
competitive responses by the likely cannibalization of legacy
business models, in which the bulk of revenue derives from
proprietary hardware solutions. This frees the company's 1,700
software engineers to be more innovative and positioned at the
forefront of network function virtualization (NFV), mobile edge
computing, and other advanced mobile technologies. While the
financial implications of 5G associated growth may still be one to
three years away, Mavenir will continue to benefit from steady
bookings growth in its core products, such as voice-over-LTE
(VoLTE) and messaging, as mobile technology in developing nations
is upgraded to 4G and the number of connected devices increases in
more developed economies.
Mavenir's rating is constrained by its small scale, strong
competitive forces, high leverage and slightly negative, but
improving free cash flow (CFO less capital spending). Mavenir
competes with much larger and diversified carrier infrastructure
companies, and is also challenged by smaller, innovative startup
firms with more limited capabilities offering single point
software-based solutions for mobile operators. Mavenir's credit
metrics are pressured by its rapid growth and in part due to a
complicated business transformation involving a combination of two
primary businesses, and which included several small acquisitions
and divestitures as well. For the fiscal year 2018, ending January
31, 2019, Moody's expect debt to cash-based EBITDA to be above 5x
(near 8x on a GAAP basis), a sizable step lower from pro forma debt
to cash-based EBITDA in fiscal 2017 of around 7x. This pro forma
deleveraging in fiscal 2018 assumes very high annual revenue growth
in the low-to-mid teens and even greater EBITDA growth, driven by
solid bookings and increased product penetration at several
existing MNO customers. The company is expected to generate
slightly negative free cash flow in fiscal 2018 due to large
working capital requirements required for some expected growth, as
well as cash costs associated with ongoing cost reduction
initiatives. Moody's expects both leverage and cash flow to improve
in fiscal 2019 due to strong EBITDA growth.
Moody's expects Mavenir to have good liquidity over the next 12
months, and approximately $50 million of cash on the balance sheet
and an undrawn $60 million revolving credit facility following the
close of the transaction. The revolver will contain a springing
total leverage ratio, which Moody's expects to be set with ample
cushion in the new credit agreement. Mavenir has limited tangible
assets that could be monetized for alternate liquidity and its few
hard assets are encumbered by the secured bank facilities.
The ratings for debt instruments reflect both the probability of
default (PDR) of Mavenir, to which Moody's assigns a PDR of B2-PD,
and individual loss given default (LGD) assessments. The senior
secured first lien credit facilities are rated B2 (LGD3), in line
with the CFR, given they comprise substantially all of the capital
structure.
The stable outlook reflects Moody's view that Mavenir will
successfully complete its business transformation and integrate its
recently acquired assets. Further, the stable outlook also reflects
the belief that Mavenir will improve its competitive position and
succeed in capturing reasonable share in growing 5G-related
addressable markets. In addition to revenue growth, Moody's expect
the company to realize modest cost synergies which should result in
margin expansion, pushing debt to cash-based EBITDA below 5x by the
midpoint of fiscal 2019.
Moody's could upgrade Mavenir's ratings if debt/EBITDA (Moody's
adjusted) trends towards 4x and the company produces consistent,
positive free cash flow. Moody's would likely downgrade Mavenir's
ratings if revenue and EBITDA decline such that debt/EBITDA
(Moody's adjusted) exceeds 5.5x on a sustained basis. Additionally,
a downgrade in ratings could occur if free cash flow does not turn
positive.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
Mavenir is a provider of network infrastructure software to mobile
network operators. The company is a combination of the mobile
division of Mitel Networks Corporation and Xura Inc., excluding
Xura's enterprise messaging business. The company has expanded its
advanced service offerings by acquiring several smaller companies
over the past year. The company generated $366 million in pro forma
GAAP revenue in the fiscal year 2017, ended January 31, 2018.
Mavenir was acquired by Siris Capital through a series of
acquisitions in 2016 and 2017.
MCDONOUGH PROPERTIES: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of McDonough Properties, LLC, as of April 12,
according to a court docket.
About McDonough Properties
McDonough Properties LLC owns two separate parcels of real estate,
one in Fayetteville, Georgia and the other in Daytona Beach,
Florida. McDonough Properties sought protection under Chapter 11
of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-00694) on
March 6, 2018. Judge Jerry A. Funk presides over the case. The
Law Offices of Jason A. Burgess, LLC, is the Debtor's counsel.
MGTF RADIO: Hires Smithwick & Belendiuk as Special Counsel
----------------------------------------------------------
MGTF Radio Company, LLC, and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the Eastern District of Missouri
to employ Smithwick & Belendiuk, P.C., as special counsel to the
Debtors.
MGTF Radio requires Smithwick & Belendiuk to assist the Debtors in
the filing of any necessary and required pleadings with the Federal
Communications Commission.
Smithwick & Belendiuk will be paid at the hourly rate of $300.
Smithwick & Belendiuk will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Mark B. Denbo, of counsel of Smithwick & Belendiuk, P.C., assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Smithwick & Belendiuk can be reached at:
Mark B. Denbo, Esq.
SMITHWICK & BELENDIUK, P.C.
5028 Wisconsin Ave
Washington, DC 20016
Tel: (202) 363-4050
About MGTF Radio Company
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.
The Debtors hire Carmody MacDonald P.C. as their legal counsel; and
Smithwick & Belendiuk, P.C., as special counsel.
MINI MASTER: Files 2nd Amendment to 2nd Amended Plan
----------------------------------------------------
Mini Master Concrete Services, Inc., filed with the U.S. Bankruptcy
Court for the District of Puerto Rico a second amendment to its
second amended plan of reorganization dated March 20, 2018.
The treatment of Class 1 Economic Development Bank has been amended
as follows:
EDB’s secured claims for $3,198,012.66 arose from two commercial
loans issued to the Debtor. EDB's secured claims will be totally
paid as by the transfer of the Debtor's properties in Vega Alta,
Puerto Rico with a combined value of $480,000; the transfer of the
Debtor's parcel of land in Isabela, Puerto Rico with an appraised
value of $670,000, the completion of the transfer of the Dorado
property by the execution of the corresponding deed and; a cash
payment to be made on the Effective Date for $250,000.
The transfers and payments totaling $1,400,000 will be in full
payment and release of all of EBD's claims.
A copy of the Second Amendment to the Second Amended Plan is
available at:
http://bankrupt.com/misc/prb16-09956-11-221.pdf
About Mini Master Concrete Services
Mini Master Concrete Services, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D.P.R. Case No. 16-09956) on December 22, 2016.
The Hon. Mildred Caban Flores over the case. Charles A. Cuprill,
PCS Law Offices represents the Debtor as counsel.
The Debtor disclosed total assets of $15.78 million and total
liabilities of $5.46 million. The petition was signed by Carmen M.
Betancourt, president.
MOSADI LLC: Disclosures Conditionally OK'd; May 1 Plan Hearing
--------------------------------------------------------------
Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida issued an order conditionally approving
Mosadi, LLC's disclosure statement to accompany its chapter 11
plan.
Any written objections to the Disclosure Statement must be filed
with the Court and served no later than seven days prior to the
date of the hearing on confirmation as
The Court will conduct a hearing on confirmation of the Plan on May
1, 2018 at 1:30PM in Tampa, FL - Courtroom 8B, Sam M. Gibbons
United States Courthouse, 801 N. Florida Avenue.
Parties in interest must submit their written ballot accepting or
rejecting the Plan no later than eight days before the date of the
Confirmation Hearing.
Objections to confirmation must be filed with the Court and served
no later than seven days before the date of the Confirmation
Hearing.
About Mosadi LLC
Headquartered in Tampa, Florida, Mosadi, LLC, filed for Chapter 11
bankruptcy protection (Bankr. M.D. Fla. Case No. 17-09328) on Nov.
1, 2017, estimating its assets at between $100,001 and $500,000 and
its liabilities at between $500,001 and $1 million. Buddy D. Ford,
Esq., at Buddy D. Ford, P.A., serves as the Debtor's bankruptcy
counsel. An official committee of unsecured creditors has not been
appointed in the Chapter 11 case.
MSAMN CORP: Court OKs Appointment of J.R. Walsh as Ch. 11 Trustee
-----------------------------------------------------------------
The Hon. Carlota M. Bohm of the U.S. Bankruptcy Court for the
Western District of Pennsylvania has approved the appointment of
James R. Walsh, Esq. as Chapter 11 Trustee for the bankruptcy
estate of MSAMN Corp.
Pursuant to the Court's Order dated March 5, 2018, the United
States Trustee has appointed James R. Walsh, Esq. as Chapter 11
Trustee in this case.
About MSAMN Corp.
MSAMN Corp. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Pa. Case No. 17-23126) on Aug. 3, 2017. In the
petition signed by Prasad Margabandhu, president, the Debtor
estimated assets and liabilities of less than $500,000. Judge
Carlota M. Bohm presides over the case. Jeffrey T. Morris, Esq. at
Elliott & Davis, PC represents the Debtor.
The Court, by order dated March 9, 2018, approved the appointment
of James R. Walsh, Esq., as Chapter 11 Trustee.
NATGASOLINE LLC: S&P Affirms 'BB-' Project Finance Rating
---------------------------------------------------------
S&P Global Ratings affirmed its project finance rating on
Natgasoline LLC at 'BB-' and removed the rating from CreditWatch,
where it placed it with negative implications on Nov. 7, 2017. The
outlook is stable. The recovery rating of '1' is unchanged,
reflecting S&P's expectation of very high (90%-100%; rounded
estimate: 95%) recovery in the event of default.
The affirmation stems partially from revised expectations
surrounding the time to complete the project, as well as the cost
associated with doing so. S&P said, "We now anticipate that the
project will face incremental cost overruns potentially exceeding
$65 million beyond the initial projected cost (inclusive of
contingency). Despite this, we anticipate that the subscription
agreement will compel the sponsors to the transaction to fund the
remainder of the project's construction and startup costs, and
that, given the advanced stage of construction, there is more
limited uncertainty surrounding the magnitude of future cost
overruns. Neither party to the transaction currently has credit
quality that constrains the ability to fund the transaction, in our
opinion; the sponsors' credit quality is only a constraint through
the remainder of construction, which we believe will be complete
soon."
S&P said, "The stable rating outlook on Natgasoline reflects our
expectation that the project will complete construction and begin
producing methanol during the second quarter of 2018 and that its
costs in doing so will be in line with revised estimates. We
believe that the project will earn a minimum debt service coverage
ratio (DSCR) of nearly 2.5x, increasing somewhat as methanol prices
improve over time.
"An upgrade or outlook revision to positive is unlikely to occur
during the construction phase, but could occur during the
operations phase if methanol prices stabilized, leading to DSCRs in
excess of 2.3x and ramp up of availability and operating costs are
in line with our expectations.
"A downgrade or an outlook revision to negative could occur if
construction is delayed beyond our revised expectations, such that
liquidity becomes constrained during construction and funding gets
called into question. In addition, a sharp decline in methanol
pricing due to oversupply in the region or diminished worldwide
demand or higher gas prices could contribute to weaker operations
phase DSCRs. Inability to scale up to full availability within the
first year of operations could also lower ratings."
NEOVASC INC: Boston Scientific Lowers Stake to 2.48%
----------------------------------------------------
Boston Scientific Corporation disclosed in a Schedule 13G/A filed
with the Securities and Exchange Commission that as of March 29,
2018, it beneficially owns 11,817,000 shares of common stock of
Neovasc Inc., constituting 2.48 percent of the shares outstanding.
The approximate percentage of Common Shares reported as
beneficially owned by the Reporting Person is based upon
477,441,751 Common Shares outstanding as of March 28, 2018, as
reported by the Issuer in its Annual Information Form for the year
ended Dec. 31, 2017 included as an exhibit to the Issuer's Form 6-K
filed on March 29, 2018.
A full-text copy of the regulatory filing is available at:
https://is.gd/KMvx56
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.
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.
Grant Thornton, in Vancouver, Canada, 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 INC: Gets $7.1M from Exercise of Series C Warrants
----------------------------------------------------------
Neovasc Inc. has received US$7,132,488 in proceeds from investor
initiated exercises of 4,885,266 of the Series C warrants issued
pursuant to the November 2017 underwritten public offering.
"This receipt into Treasury is significant. We believe it is
sufficient to substantially fund the Company for an additional four
months at our current burn rate, until approximately early 2019,
and increases our current cash on hand by almost 60%," commented
Chris Clark, chief financial officer of Neovasc.
A total of 10,273,972 Series C Warrants were originally issued in
the 2017 Public Transaction, and 5,388,706 remain issued and
outstanding at the close of business on April 11, 2018. Each
Series C Warrant may be exercised at an exercise price equal to
US$1.46 (subject to adjustment) at any time prior to 11:59 p.m.
(New York time) on Nov. 18, 2019 for a Series C unit, with each
Series C Unit being comprised of one common share of the Company,
one Series A warrant and one Series B warrant.
For details concerning the terms of the securities issued pursuant
to the 2017 Public Transaction and concurrent private placement
(together with the 2017 Public Transaction, the "2017 Financings"),
including the Series C Warrants, Series A Warrants and Series B
Warrants, see the prospectus supplement dated
Nov. 10, 2017 and the forms of such securities filed on SEDAR at
www.sedar.com and with the SEC at www.sec.gov. For a description
of the risks associated with these securities, including dilution
to shareholders due to exercises or conversions of the Company's
outstanding warrants and convertible notes, and the Company's need
for significant additional funding, among other things, see the
Company's Annual Information Form, which is available on SEDAR at
www.sedar.com and on Form 6-K furnished to the SEC at www.sec.gov.
There are 1,012,848,282 Common Shares issued and outstanding at the
close of business on April 11, 2018.
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.
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.
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.
NEPHROS INC: Closes $2.9 Million Private Placement
--------------------------------------------------
Nephros, Inc., has completed a private placement in which it sold
approximately 6.5 million shares of common stock at a purchase
price of $0.45 per share, resulting in total gross proceeds to the
company of over $2.9 million.
The private placement was led by the Pessin family, and included
other accredited investors as well as Nephros management.
"We are pleased to take this opportunity to bolster our financial
position," said Daron Evans, president and CEO of Nephros. "A
stronger balance sheet will enable us to better manage our
increasing inventory demands and to invest in our same-day delivery
service for emergency responses to hospital infection outbreaks.
In addition, Nephros now has the flexibility to support its
next-generation HDF product line, to take advantage of strategic
growth opportunities, and to explore a listing on a national
exchange."
The securities offered in this private placement have not been
registered under the Securities Act of 1933, as amended or any
state securities law. Accordingly, the securities may not be
offered or sold in the United States except pursuant to an
effective registration statement or an applicable exemption from
the registration requirements of the Securities Act and applicable
state laws. Pursuant to its agreement with the investors, the
Company has agreed to cause a registration statement with the
Securities and Exchange Commission covering the resale of the
shares of common stock to be filed and declared effective within
ninety days of the closing date.
Further details of the private placement is available for free at:
https://is.gd/qRqbHq
About Nephros, Inc.
River Edge, N.J.-based Nephros, Inc., is a commercial stage medical
device company that develops and sells high performance liquid
purification filters. Its filters, which are generally classified
as ultrafilters, are primarily used in hospitals for the prevention
of infection from water-borne pathogens, such as legionella and
pseudomonas, and in dialysis centers for the removal of biological
contaminants from water and bicarbonate concentrate.
Nephros incurred a net loss of $809,000 in 2017 following a net
loss of $3.03 million in 2016. As of Dec. 31, 2017, Nephros had
$4.98 million in total assets, $3.03 million in total liabilities
and $1.95 million in total stockholders' equity.
Moody, Famiglietti & Andronico, LLP, in Tewksbury, Massachusetts,
issued a "going concern" qualification in its report on the
consolidated financial statements for the year ended Dec. 31, 2017,
citing that the Company's recurring losses and difficulty in
generating sufficient cash flow to meet its obligations and sustain
its operations raise substantial doubt about its ability to
continue as a going concern.
NEW ATHENS: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of New Athens Home for the Aged, as of April
12, according to a court docket.
About New Athens Home for the Aged
New Athens Home for the Aged is a small, non-profit, nursing home
with 53 beds based at 203 South Johnson Street in New Athens,
Illinois. The provider participates in the medicare & Medicaid
programs and provides resident counseling services.
New Athens Home for the Aged filed a Chapter 11 petition (Bankr.
S.D. Ill. Case No. 18-30148) on Feb. 9, 2018. Robert E. Eggmann,
Esq. and Thomas H. Riske, Esq., at Carmody MacDonald, P.C., serve
as counsel to the Debtor.
NEW YORK INTERNET: Unsecureds to Get 0.5%-1% Under Liquidation Plan
-------------------------------------------------------------------
UTBIC Liquidation Co., f/k/a The New York Internet Co., Inc. filed
with the U.S. Bankruptcy Court for the Southern District of New
York a disclosure statement to accompany its plan of liquidation,
dated March 27, 2018, which establishes a mechanism by which assets
of the Debtor's Estate will be distributed to holders of Claims and
Interests.
The Debtor prepared and filed a motion for entry of an order
authorizing the Debtor (i) to sell its exclusive right, power and
authority under section 365 of the Bankruptcy Code to determine
whether to assume, reject, or assume and assign to one or more
designees its interests in the NYC Facility and its customer
contracts to Cleareon Fiber Networks, LLC or its designee and (ii)
to sell all or substantially all of its assets to Cleareon free and
clear of all liens, claims and encumbrances .
NYI Investors LLC filed an objection to the Sale Motion on the
grounds that Cleareon had not offered enough value for the Debtor's
assets. In response, upon the request of the Debtor, the Court
entered an order designating Cleareon a stalking horse bidder,
approving a break-up fee and expense reimbursement for Cleareon as
the stalking horse bidder, and establishing bid procedures and
scheduling an auction for the Debtor’s assets
Over the course of the Auction, Cleareon and NYI Investors offered
competing bids for the Debtor’s assets. Cleareon eventually won
the auction offering consideration worth an approximate total of
$2,962,350 for the Debtor’s assets. Additionally, as part of
Cleareon's winning bid, NYI Holdings waived its secured claim
against the Debtor.
The Debtor estimates that holders of Allowed General Unsecured
Claims in Class 1 will receive a distribution of between 0.5% and
1% or more (depending on result of JobDiva Action) on account of
such Allowed General Unsecured Claims. The actual distribution that
will be made will be determined based upon Claims that have been
Allowed or Disallowed.
As of March 26, 2018, the Debtor has $340,498 on hand, consisting
of the remaining proceeds of the sale process. On the Effective
Date or as soon thereafter as is practicable, the Plan
Administrator shall create the Post‐Confirmation Reserve prior to
making any Distributions. The Post‐Confirmation Reserve shall be
used to pay the Post‐ Confirmation Expenses, including, without
limitation, costs and expenses of counsel or other advisors
retained by the Plan Administrator, the sale of the Remaining
Assets and the prosecution of Causes of Action and Claims
objections.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/nysb17-10326-117.pdf
About The New York Internet
The New York Internet Co., Inc., based in New York, NY, filed a
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 17-10326) on Feb. 14,
2017. Phillip Koblence, vice president and chief operating
officer, signed the petition. The Debtor estimated $1 million to
$10 million in both assets and liabilities.
The case is assigned to Judge Sean H. Lane.
The Debtor has engaged Tracy L. Klestadt, Esq., at Klestadt Winters
Jureller Southard & Stevens, LLP, to serve as bankruptcy counsel;
Charles E. Boulbol, Esq. at Charles E. Boulbol, P.C. as special
litigation counsel, and Poillucci & Kahan P.C. as accountant.
No creditors' committee, trustee or examiner has been appointed in
the Debtor's Chapter 11 case.
NINE WEST: Davis Polk Advises Prepetition Lenders in Chapter 11
---------------------------------------------------------------
Davis Polk is advising an ad hoc group of prepetition secured term
loan lenders and the administrative agent under a prepetition
secured term loan facility in the chapter 11 restructuring of Nine
West Holdings, Inc. and certain of its subsidiaries (collectively,
"Nine West"). On April 6, 2018, the ad hoc lender group entered
into a Restructuring Support Agreement with Nine West and certain
other parties, which contemplates (i) paying the creditors under
the prepetition secured term loan facility in full in cash and (ii)
equitizing the claims of the lenders under the prepetition
unsecured term loan facility. The RSA is supported by lenders
holding more than 78% of the prepetition secured term loan debt and
89% of the prepetition unsecured term loan debt. On April 6, 2018,
Nine West filed its voluntary chapter 11 petitions in the United
States Bankruptcy Court for the Southern District of New York.
The members of the ad hoc group of prepetition secured term loan
lenders are also providing, with the other parties to the RSA, a
$50 million delayed, multi-draw superpriority debtor-in-possession
term loan facility. At the debtors' "first day" hearing on April
9, 2018, the bankruptcy court approved the DIP term loan facility
on an interim basis along with all of the debtors' other requested
first day relief. Davis Polk is advising the administrative agent
under the prepetition secured term loan facility in its capacity as
the administrative agent under the DIP term loan facility.
Nine West is a footwear and apparel wholesaler using, among others,
the Nine West, Anne Klein and Gloria Vanderbilt trademarks with
well-known retail customers including Macy's, Belk, Lord & Taylor,
JCPenney, TJ Maxx, Ross Stores, Steinmart, Kohl's, Walmart/Sam's
Club and Costco.
The Davis Polk restructuring team includes partners Marshall S.
Huebner, Brian M. Resnick and Darren S. Klein and associates Adam
L. Shpeen, Jacob Weiner and Michael Pera. The credit team includes
partner Jinsoo H. Kim, counsel Christian Fischer and Benjamin Cheng
and associate Phoebe Jin.
About Nine West Holdings
Nine West Holdings is a footwear, accessories, women's apparel, and
jeanswear company with a portfolio of brands that includes Nine
West, Anne Klein, and Gloria Vanderbilt. The company is a
wholesale partner to major U.S. retailers and has international
licensing arrangements covering more than 1,200 points of sale
around the world.
On April 6, 2018, Nine West Holdings, Inc., and 10 affiliates
sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No.
18-10947). Nine West estimated $500 million to $1 billion in
assets and $1 billion to $10 billion in liabilities as of the
bankruptcy filing.
The Hon. Shelley C. Chapman is the case judge. Nine West Holdings'
legal advisors are Kirkland & Ellis LLP. The Company's financial
advisor is Lazard Freres & Co., and its restructuring advisor is
Alvarez & Marsal North America LLC. Prime Clerk LLC is the claims
and noticing agent.
The Independent Directors tapped Munger, Tolles & Olson LLP as
counsel and Berkeley Research Group as financial advisor.
NORTEL NETWORKS: Shareholder Class Action v. Former Execs Dismissed
-------------------------------------------------------------------
Almost ten years after former top executives of bankrupt telecom
giant Nortel were hit with a proposed shareholder class action, the
case recently concluded -- with the dismissal of all claims against
the defendants.
Global law firm Morrison & Foerster represented the defendants,
former Nortel CEO Mike Zafirovski and CFO Pavi Binning, in the
significant securities case in the Southern District of New York.
Joel Haims, the co-chair of MoFo's Securities Litigation,
Enforcement, and White-Collar Defense Group, was a member of the
MoFo team on the case.
The ruling by US District Judge Denise Cote dismissed all claims
against the defendants, finding no material misstatements or
omissions and no intent to defraud.
The proposed class action had been filed in 2009 against Mr.
Zafirovski and Binning shortly after Nortel's bankruptcy during the
financial crisis; the complaint alleged claims relating to
financial projections and goodwill impairment under federal
securities law. (Nortel was not a defendant in the case.)
With Nortel headquartered in Canada, the case involved cross-border
issues related to the Canadian and U.S. bankruptcy proceedings of
the company, formerly a well-known name in the technology industry.
The case had been stayed due to Nortel's bankruptcy proceedings,
but the Canadian bankruptcy court recently issued an order to lift
the stay, permitting litigation to continue in the Southern
District of New York, and its dismissal.
The MoFo team on the matter included Joel C. Haims, Jamie A.
Levitt, James J. Beha II, Steven T. Rappoport, Christina L. Golden,
and Lauren M. Gambier.
About Nortel Networks
Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications. Nortel
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.
On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates commenced
a proceeding with the Ontario Superior Court of Justice under the
Companies' Creditors Arrangement Act (Canada) seeking relief from
their creditors. Ernst & Young was appointed to serve as monitor
and foreign representative of the Canadian Nortel Group. That same
day, the Monitor sought recognition of the CCAA Proceedings in U.S.
Bankruptcy Court (Bankr. D. Del. Case No. 09-10164) under Chapter
15 of the U.S. Bankruptcy Code.
That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).
In addition, the High Court of England and Wales placed 19 of NNI's
European affiliates into administration under the control of
individuals from Ernst & Young LLP. Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.
On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A. On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy Court
for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.
U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases. Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.
In the Chapter 11 case, James L. Bromley, Esq., and Howard S.
Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York,
serve as the U.S. Debtors' general bankruptcy counsel; Derek C.
Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington,
serves as Delaware counsel. The Chapter 11 Debtors' other
professionals are Lazard Freres & Co. LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims and notice
agent.
The U.S. Trustee appointed an Official Committee of Unsecured
Creditors in respect of the U.S. Debtors.
An ad hoc group of bondholders also was organized. An Official
Committee of Retired Employees and the Official Committee of
Long-Term Disability Participants tapped Alvarez & Marsal
Healthcare Industry Group as financial advisor. The Retiree
Committee is represented by McCarter & English LLP as Delaware
counsel, and Togut Segal & Segal serves as the Retiree Committee.
The Committee retained Alvarez & Marsal Healthcare Industry Group
as financial advisor, and Kurtzman Carson Consultants LLC as its
communications agent.
Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.
As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion. The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies. As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.
Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers. Nortel has collected roughly $9 billion for
distribution to creditors. Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation. The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction. The
deal closed in July 2011.
Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court. The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.
The trial on how to divide proceeds among creditors in the U.S.,
Canada, and Europe commenced on Sept. 22, 2014. The question of
how to divide $7.3 billion raised in the international bankruptcy
of Nortel Networks Corp. was answered on May 12, 2015, by two
judges, one in the U.S. and one in Canada.
According to The Wall Street Journal, Justice Frank Newbould of the
Ontario Superior Court of Justice in Toronto and Judge Kevin Gross
of the U.S. Bankruptcy Court in Wilmington, Delaware, agreed on the
outcome: a modified pro rata split of the money.
NORTHERN OIL: Bahram Akradi Increases Stake to 5.79%
----------------------------------------------------
Bahram Akradi disclosed in a Schedule 13D/A filed with the
Securities and Exchange Commission that as of April 10, 2018, he
beneficially owns 7,217,211 shares of common stock of Northern Oil
and Gas, Inc., constituting 5.79 percent of the shares
outstanding.
The percentage is based on 124,610,800 shares of common stock
outstanding upon completion of a public offering, based on
65,944,133 shares of common stock of Northern Oil outstanding as of
Feb. 28, 2018, as described in Northern Oil and Gas, Inc.'s
Prospectus Supplement (to the prospectus dated July 24, 2015
forming part of the shelf Registration Statement on Form S-3 (No.
333-205619)) filed with the SEC on April 6, 2018, as adjusted to
reflect the 58,666,667 shares of Northern Oil common stock issued
in the Public Offering.
Mr. Akradi purchased 1,000,000 shares of Common Stock in the Public
Offering at a price per share of $1.50 and an aggregate purchase
price of $1,500,000 on terms identical to the terms on which other
investors purchased shares of Common Stock in the Public Offering.
Mr. Akradi is chairman of the Board, president and chief executive
officer of Life Time Fitness, Inc. Life Time is a privately held,
comprehensive health and lifestyle company that offers a
personalized and scientific approach to long-term health and
wellness through its portfolio of distinctive resort-like
destinations, athletic events and health services. Life Time,
known as the "Healthy Way of Life Company," helps members achieve
their goals with the support of a team of dedicated professionals
and an array of proprietary health assessments. The address of
Life Time's corporate offices is 2902 Corporate Place, Chanhassen,
MN 55317.
A full-text copy of the regulatory filing is available at:
https://is.gd/JvX9P2
About Northern Oil
Minnetonka, Minnesota-based Northern Oil and Gas, Inc. --
http://www.NorthernOil.com/-- is an exploration and production
company with a core area of focus in the Williston Basin Bakken and
Three Forks play in North Dakota and Montana. During 2017, the
Company added 354 gross (16.9 net) wells in the Williston Basin.
At Dec. 31, 2017, the Company owned working interests in 3,262
gross (229.0 net) producing wells, with substantially all the wells
targeting the Bakken and Three Forks formations. As of Dec. 31,
2017, the Company leased approximately 143,253 net acres, all
located in the Williston Basin, of which approximately 124,404 net
acres were developed.
Northern Oil reported a net loss of $9.19 million in 2017, a net
loss of $293.5 million in 2016, and a net loss of $975.4 million in
2015. As of Dec. 31, 2017, Northern Oil had $632.25 million in
total assets, $1.12 billion in total liabilities and a total
stockholders' deficit of $490.84 million.
* * *
In December 2017, Moody's Investors Service affirmed Northern Oil
and Gas, Inc.'s (NOG) 'Caa2' Corporate Family Rating (CFR), Caa2-PD
Probability of Default Rating (PDR), and 'Caa3' senior unsecured
notes rating. NOG's Caa2 CFR reflects its high leverage, weak
asset coverage of debt (under 1x), modest scale and Moody's
expectations that NOG's cash flows will continue to be challenged
through 2018.
In February 2018, S&P Global Ratings lowered its corporate credit
rating on Northern Oil and Gas Inc. to 'CC' from 'CCC+'. The
downgrade follows the announcement that Northern Oil and Gas has
entered into a privately negotiated agreement to exchange $497
million of its 8% senior unsecured notes due 2020 ($700 million
total outstanding) for $344 million of new 8.5% second-lien notes
due 2023 and $155 million in equity.
NORTHERN OIL: Signs Underwriting Agreement with Stifel Nicolaus
---------------------------------------------------------------
Northern Oil and Gas, Inc., has entered into an underwriting
agreement with Stifel, Nicolaus & Company, Incorporated, acting as
representative of the several underwriters, in connection with the
public offering and sale of 58,666,667 shares of the Company's
common stock, par value $0.001 per share, at a price to the public
of $1.50 per share. As a component of the Offering, the Company
granted the Underwriters a 30-day option to purchase up to an
additional 8,800,000 Common Shares from the Company.
About Northern Oil
Minnetonka, Minnesota-based Northern Oil and Gas, Inc. --
http://www.NorthernOil.com/-- is an exploration and production
company with a core area of focus in the Williston Basin Bakken and
Three Forks play in North Dakota and Montana. During 2017, the
Company added 354 gross (16.9 net) wells in the Williston Basin.
At Dec. 31, 2017, the Company owned working interests in 3,262
gross (229.0 net) producing wells, with substantially all the wells
targeting the Bakken and Three Forks formations. As of Dec. 31,
2017, the Company leased approximately 143,253 net acres, all
located in the Williston Basin, of which approximately 124,404 net
acres were developed.
Northern Oil reported a net loss of $9.19 million in 2017, a net
loss of $293.5 million in 2016, and a net loss of $975.4 million in
2015. As of Dec. 31, 2017, Northern Oil had $632.25 million in
total assets, $1.12 billion in total liabilities and a total
stockholders' deficit of $490.84 million.
* * *
In December 2017, Moody's Investors Service affirmed Northern Oil
and Gas, Inc.'s (NOG) 'Caa2' Corporate Family Rating (CFR), Caa2-PD
Probability of Default Rating (PDR), and 'Caa3' senior unsecured
notes rating. NOG's Caa2 CFR reflects its high leverage, weak
asset coverage of debt (under 1x), modest scale and Moody's
expectations that NOG's cash flows will continue to be challenged
through 2018.
In February 2018, S&P Global Ratings lowered its corporate credit
rating on Northern Oil and Gas Inc. to 'CC' from 'CCC+'. The
downgrade follows the announcement that Northern Oil and Gas has
entered into a privately negotiated agreement to exchange $497
million of its 8% senior unsecured notes due 2020 ($700 million
total outstanding) for $344 million of new 8.5% second-lien notes
due 2023 and $155 million in equity.
OLD FIREHOUSE OF POMONA: Hires Woolf & Nachimson as Counsel
-----------------------------------------------------------
Old Firehouse of Pomona, LLC, seeks authority from the U.S.
Bankruptcy Court for the Central District of California to employ
Woolf & Nachimson, LLP, as bankruptcy counsel to the Debtor.
Old Firehouse of Pomona requires Woolf & Nachimson to:
a. advise the Debtor with regard to the requirements of the
Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules and the
Office of the U.S. Trustee;
b. advise the Debtor with regard to the rights and remedies of
the Debtor's bankruptcy estate and the rights, claims and
interests of creditors;
c. represent the Debtor in any proceeding or hearing in the
Bankruptcy Court involving its estate unless the Debtor is
represented in such proceeding or hearing by other special
counsel;
d. conduct examinations of witnesses, claimants or adverse
parties and represent the Debtor in any adversary
proceeding except to the extent that any such adversary
proceeding is in an area outside of the firm's expertise;
e. prepare and assist the Debtor in the preparation of
reports, applications, pleadings and orders including
applications to employ professionals, monthly operating
reports, initial filing requirements, schedules and
statement of financial affairs, lease pleadings, financing
pleadings, and pleadings with respect to the Debtor's use
or lease of property outside the ordinary course of
business;
f. represent the Debtor with regard to obtaining use of the
debtor-in-possession financing, negotiate and seek the
Bankruptcy Court approval of any debtor-in-possession
financing pleading or stipulation and prepare any pleading
relating to obtaining use of debtor-in-possession
financing; and
g. perform any other services which may be appropriate in the
firms representation of the Debtor in the bankruptcy case.
Woolf & Nachimson will be paid at these hourly rates:
Partners/Of Counsels $250 to $300
Associates $150 to $200
Paralelgas $100 to $150
Woolf & Nachimson will be paid a retainer in the amount of $15,000.
Prior to the petition date, Woolf & Nachimson incurred legal
expenses in the amount of $13,402.50, leaving a retainer of $1,597.
Woolf & Nachimson applied $1,717 filing fee. As of the petition
date, the Debtor owed Woolf & Nachimson $119.50, and the firm
waives such claim.
Woolf & Nachimson will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Benjamin Nachimson, partner of Woolf & Nachimson, LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Woolf & Nachimson can be reached at:
Benjamin Nachimson, Esq.
WOOLF & NACHIMSON, LLP
15300 Ventura Blvd., Suite 214
Sherman Oaks, CA 91403
Tel: (310) 474-8776
Fax: (310) 919-3037
About Old Firehouse of Pomona
Old Firehouse of Pomona, LLC, based in Los Angeles, CA, filed a
Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-11835) on Feb.
20, 2018. In the petition signed by Yagoub Halelouyan, managing
member, the Debtor estimated $1 million to $10 million in assets
and $100,000 to $500,000 in liabilities. The Hon. Julia W. Brand
presides over the case. Benjamin Nachimson, Esq., at Woolf &
Nachimson, LLP, serves as bankruptcy counsel.
ONE HORIZON: Receives Non-Compliance Notice from Major Shareholder
------------------------------------------------------------------
Zhanming Wu, One Horizon Group, Inc.'s principal stockholder
holding 15,129,630 shares of common stock of the Company
constituting 45.1 percent of the shares outstanding, notified One
Horizon of the Company's non-compliance with the Purchase Agreement
and a side letter agreement, dated Aug. 2, 2017.
Mr. Wu requested that One Horizon comply with the aforementioned
agreements by, among other things: (1) registering under the
Securities Act of 1933 the resale of the Common Stock held by him,
and (2) ensuring that the Company obtains his prior written consent
before undertaking any of the following actions:
1. issuing, offering, selling or granting any shares of the
Issuer's capital stock to any person or entity;
2. issuing any secured or unsecured indebtedness or similar
instrument or related guarantee; or
3. consummating any merger, acquisition or similar transaction
except for any acquisition of an asset in the ordinary
course of business and consistent with past practice.
According to Mr. Wu, the Common Stock and the Securities
exercisable into Common Stock owned by him were initially acquired
for investment purposes without a view to public distribution or
resale.
A full-text copy of the regulatory filing is available at:
https://is.gd/pcVwDU
About One Horizon Group
London, UK-based One Horizon Group, Inc. (NASDAQ: OHGI) --
http://www.onehorizoninc.com/-- is a media and digital technology
acquisition company, which owns Love Media House, a full-service
music production, artist representation and digital media business,
an Asia-based secure messaging business and a majority interest in
123Wish, a subscription-based, experience marketplace.
One Horizon reported a net loss of $7.43 million in 2017 following
a net loss of $5.54 million in 2016.
ORION HEALTHCORP: Hires DLA Piper as Bankruptcy Counsel
-------------------------------------------------------
Orion HealthCorp, Inc. and its affiliated debtors seek authority
from the U.S. Bankruptcy Court for the Eastern District of New York
to hire DLA Piper LLP (US) as their counsel, nunc pro tunc to March
16, 2018.
Services to be rendered by DLA are:
(a) advise the Debtors of their rights, powers and duties as
debtors and debtors in possession while operating and managing
their respective businesses and properties under chapter 11 of the
Bankruptcy Code;
(b) prepare on behalf of the Debtors all necessary and
appropriate applications, motions, proposed orders, other
pleadings, notices, schedules and other documents, and reviewing
all financial and other reports to be filed in these chapter 11
cases;
(c) advise the Debtors concerning and preparing responses to,
applications, motions, other pleadings, notices and other papers
that may be filed by other parties in these chapter 11 cases;
(d) advise the Debtors with respect to, and assisting in the
negotiation and documentation of, vendor contracts, asset purchase
agreements, financing agreements and related transactions, labor
relations and tax matters;
(e) advise the Debtors regarding their ability to initiate
actions to collect and recover property for the benefit of their
estates;
(f) advise and assist the Debtors in connection with any
potential property dispositions;
(g) advise the Debtors concerning executory contract and
unexpired lease assumptions, assignments and rejections;
(h) advise the Debtors in connection with the formulation,
negotiation and promulgation of a plan or plans of reorganization,
and related transactional documents;
(i) assist the Debtors in reviewing, estimating and resolving
claims asserted against the Debtors' estates;
(j) assist the Debtors with compliance with applicable laws
and governmental regulations;
(k) commence and conduct litigation necessary and appropriate
to assert rights held by the Debtors, protect assets of the
Debtors' chapter 11 estates or otherwise further the goal of
completing the Debtors' successful reorganization; and
(l) provide non-bankruptcy services for the Debtors to the
extent requested by the Debtors.
Thomas R. Califano, partner in the firm of DLA Piper LLP, DLA
Piper is a "disinterested person," as defined in section 101(14) of
the Bankruptcy Code and as required by section 327(a) of the
Bankruptcy Code.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, Thomas R.
Califano disclosed that:
-- the firm has not agreed to any variations from, or
alternatives to, its standard or customary billing arrangements for
this engagement;
-- none of the firm's professionals included in the engagement
vary their rate based on the geographic location of the bankruptcy
case;
-- for work performed prior to the Petition Date, DLA Piper
charged its standard hourly rates, which are substantially similar
to the billing rates and financial terms that DLA Piper intends to
charge for postpetition work; and
-- the Debtors have provided an estimated budget, recognizing
that in the course of large chapter 11 cases, unforeseeable issues
resulting in unanticipated fees and expenses may arise that will
need to be addressed by the Debtors and DLA Piper.
DLA Piper's hourly rates are:
Partners $730 - $1,200
Associates $475 - $790
Paralegals $255 – $345
The firm can be reached through:
Thomas R. Califano, Esq.
DLA PIPER LLP (US)
1251 Avenue of the Americas
New York, NY 10020-1104
Tel: (212) 335-4500
Fax: (212) 335-4501
E-mail: thomas.califano@dlapiper.com
About Constellation & Orion
Constellation Healthcare Technologies, Inc., is a healthcare
services organization providing outsourced revenue cycle
management, practice management, and group purchasing services to
U.S. physicians. Orion Healthcorp, et al. --
http://www.orionhealthcorp.com/-- are a consolidated enterprise of
several companies aggregated through a series of acquisitions,
which operate the following businesses: (a) outsourced revenue
cycle management for physician practices, (b) physician practice
management, (c) group purchasing services for physician practices,
and (d) an independent practice association business, which is
organized and directed by physicians in private practice to
negotiate contracts with insurance companies on their behalf while
those physicians remain independent and which also provides other
services to those physician practices. Orion has locations in
Houston, Texas; Jericho, New York; Lakewood, Colorado;
Lawrenceville, Georgia; Monroeville, Pennsylvania; and Simi Valley,
California.
Constellation Healthcare Technologies, Inc., along with certain of
its subsidiaries, including Orion Healthcorp, Inc., on March 16,
2018, initiated voluntary proceedings under Chapter 11 of the U.S.
Bankruptcy Code to facilitate an orderly and efficient sale of its
businesses. The lead case is In re Orion Healthcorp, Inc.
(E.D.N.Y. Lead Case No. 18-71748).
The Debtors have liabilities of $245.9 million.
The Hon. Carla E. Craig is the case judge.
The Debtors tapped DLA Piper US LLP as counsel; FTI Consulting,
Inc., as restructuring advisor; Houlihan Lokey Capital, Inc., as
investment banker; and Epiq Bankruptcy Solutions, LLC as claims and
noticing agent.
The Office of the U.S. Trustee on April 4 appointed three creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 cases of Orion Healthcorp, Inc. and its affiliates.
PINNACLE SERVICES: Hires Nardella & Nardella as Counsel
-------------------------------------------------------
Pinnacle Services, LLC, seeks authority from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Nardella &
Nardella, PLLC, as counsel to the Debtor.
Pinnacle Services requires Nardella & Nardella to:
a. advise and counsel the debtor-in-possession concerning the
operation of its business in compliance with the Chapter 11
and orders of the bankruptcy court;
b. defend any cuases of action on behalf of the debtor-in-
possession;
c. prepare all necessary applications, motions, reports, and
other legal papers in the Chapter 11 case;
d. assist in the formulation of a plan of reorganization and
prepare of a disclosure statement; and
e. provide all services of a legal nature in the field of
bankruptcy law.
Nardella & Nardella will be paid at these hourly rates:
Attorneys $305
Paraprofessionals $150
The Debtor paid Nardella & Nardella in the amount of $7,551, and
$1,717 filing fee. The firm requires the Debtor an additional
advance fee of $15,931 as retainer.
Nardella & Nardella will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Michael A. Nardella, partner of Nardella & Nardella, PLLC, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Nardella & Nardella can be reached at:
Michael A. Nardella, Esq.
NARDELLA & NARDELLA, PLLC
250 East Colonial Drive, Suite 102
Orlando, FL 32801
Tel: (407) 966-2680
E-mail: mnardella@nardellalaw.com
About Pinnacle Services
Pinnacle Services, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 6:18-1852) on April 2, 2018. The Debtor
hired Michael A. Nardella, Esq., at Nardella & Nardella, PLLC, as
counsel.
PLACE FOR ACHIEVING: Ombudsman Submits 1st Report
-------------------------------------------------
Joseph J. Tomaino, the patient care ombudsman for Place for
Achieving Total Health Medical, PC, files with the United States
Bankruptcy Court for the Southern District of New York his first
report regarding the Debtor's practice of medicine.
Based on the observations during the initial visit and subsequent
phone and email conversations with the debtor and other parties,
the Ombudsman issued an interim report on January 30, 2018 that
alerted the Court that there was evidence of staffing turnover due
to payroll issues, and that without a financial management plan,
the sustainability of the practice to continue caring for patients
was in jeopardy.
A follow up site visit was conducted on February 9, 2018, and
additional staffs were privately and anonymously interviewed.
During these interviews, the Ombudsman asked questions related to
the areas identified in the practice risk assessment. The staff
reported that since the Agreement, they have been using a consent
form when patients are beginning or have changes to their
treatment. They reported that with all the recent changes in staff,
they could not guarantee that the consents are being utilized at
all times.
Several of the staffs were also asked of the allegations of sexual
abuse made in the reported court indictment in December. The
Ombudsman has been informed that there have been no complaints made
by any other women, and that the office now has a policy that when
Dr. Braverman is examining a female patient, another female staff
member must be present in the room.
During both site visits, patients were observed receiving care. The
Ombudsman observes that staff interactions were respectful and
professional. Several patients were interviewed and they indicated
satisfaction with their care and appreciation for what Dr.
Braverman and his staff do for them.
During this visit, the Ombudsman recounts that Dr. Braverman
indicated that his place of residence is sometimes used for
facilitating executive health assessments for high net worth
individuals. The office manager was interviewed and confirmed that
several times a year the residence has been used in this manner.
On February 23, 2018, the Ombudsman received a complaint from a
patient that had prepaid for a procedure and was concerned that the
staff and equipment needed for that procedure on the day scheduled
would not be available. The patient indicated that he had
difficulty with a similar situation in the past and did not want to
have a recurrence. The Ombudsman facilitated dialogue between the
practice and the Receiver, and the staff and equipment needed for
the procedure were made available, and a follow up call to the
patient indicated he was satisfied with the outcome.
As reported in his second interim report, the Ombudsman had
requested an emergency hearing related to a disagreement between
the debtor, Itria, and the Receiver over the use of cash collateral
since the debtor had ordered the Receiver to discontinue paying the
previously agreed daily payment. The Ombudsman was concerned that
malpractice and workers compensation payments were not going to be
met on time for the continuation of coverage if the issue was not
resolved, and that the result would be an abrupt discontinuation of
patient care without prior notification of patients. The hearing
was granted and the issue of the daily payments and use of cash
collateral was addressed by the Court and payments resumed.
Because of the tenuous financial situation of the practice, the
Ombudsman plans to continue to closely monitor the Debtor with
monthly visits. In his next site visit, which is planned for March
29, 2018, the Ombudsman will focus on patient consent and the
practice's compliance with the Agreement they entered into with the
Attorney General. Additional staff and patient interviews focused
on areas identified in the risk assessment will continue.
A full-text copy of the Ombudsman's First Report is available at
http://bankrupt.com/misc/nysb17-13478-27.pdf
About Place for Achieving
Total Health Medical
Based in New York, Place for Achieving Total Health Medical, P.C.,
is a small diet, nutrition & weight management company. It was
founded in 2001.
Place for Achieving Total Health Medical filed a Chapter 11
petition (Bankr. S.D.N.Y. Case No. 17-13478) on December 4, 2017.
The petition was signed by Eric Braverman, M.D., its president.
The Hon. Mary Kay Vyskocil presides over the case. The Debtor is
represented by Michael D. Siegel, Esq., at Siegel & Siegel, P.C.,
as counsel.
At the time of filing, the Debtor estimated $1,000 in assets and
$7.66 million in liabilities.
POINT.360: Hires MICOR Analytics as Appraiser
---------------------------------------------
Point.360 seeks authority from the U.S. Bankruptcy Court for the
Central District of California to employ MICOR Analytics, Inc., as
appraiser to the Debtor.
Point.360 requires MICOR Analytics to inspect and provide an
opinion of value of the fixed assets of the Debtor located at 2701
Media Center and 1133 N Hollywood Way.
MICOR Analytics will be paid at these hourly rates:
Supervisors $205.00 to $250.00
Associates $102.50 to $133.25
Clerks $51.25 to $76.75
MICOR Analytics will be paid a retainer of $15,000.
Debtor scheduled MICOR Analytics for a claim of $2,032.50 for
services already rendered, and the firm agreed to waive said claim
upon approval of the Application.
MICOR Analytics's payment of services is subject to a fee cap of
$28,606.
MICOR Analytics will also be reimbursed for reasonable
out-of-pocket expenses incurred.
James Minchella, partner of MICOR Analytics, Inc., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
MICOR Analytics can be reached at:
James Minchella
MICOR ANALYTICS, INC.
7538 Saint Louis Ave.
Skokie, IL 60076
Tel: (847) 329-8590
About Point.360
Point.360 (PTSX) -- http://www.point360.com/and
http://www.mvf.com/-- is an integrated media management services
company providing film, video and audio post-production, archival,
duplication and data distribution services to motion picture
studios, television networks, independent production companies and
multinational companies. The Company provides the services
necessary to edit, master, reformat and archive its clients' audio,
video, and film content, which include television programming,
feature films, and movie trailers. On July 8, 2015, Point.360
acquired the assets of Modern VideoFilm to expand the Company's
service offering. The Company also rents and sells DVDs and video
games directly to consumers through its Movie>Q retail stores.
The Company is headquartered in Los Angeles, California.
Point.360 filed a voluntary petition for reorganization under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No.
17-22432) on Oct. 10, 2017.
In the petition signed by Haig S. Bagerdjian, the Company's
Chairman, President and CEO, the Debtor disclosed total assets of
$11.14 million and total debt of $14.77 million as of March 31,
2017.
The Hon. Julia W. Brand is the case judge.
The Debtor hired Lewis R. Landaue, Esq., as bankruptcy counsel, and
TroyGould PC, as transactional counsel.
No trustee has been appointed, and the Company will continue to
operate its business as "debtor in possession" under the
jurisdiction of the Court and in accordance with the applicable
provisions of the Bankruptcy Code and orders of the Court.
QUOTIENT LIMITED: Franz Walt to Serve as Interim CEO
----------------------------------------------------
Quotient Limited entered into a part time employment agreement with
Franz Walt on April 1, 2018 to serve as the Company's interim chief
executive officer. The agreement has a six-month term, subject to
earlier termination upon 15 days' prior written notice by either
party.
The agreement provides for:
- a grant on April 1, 2018 of 57,325 restricted share units
(equal in value to approximately $270,000, based on the
closing sale price of the Company's ordinary shares
on The NASDAQ Global Market on March 29, 2018 of $4.71 per
share);
- a grant on April 1, 2018 of options to purchase 30,000
Ordinary Shares at an exercise price of $4.71 per share; and
- a one-time cash bonus payment of up to CHF 230,000 based on
the achievement of performance targets reasonably determined
by the Board in consultation with Mr. Walt, payable upon
expiration of the employment term.
The RSUs will vest monthly in equal installments over six months.
The options will vest annually in equal installments over three
years.
If the agreement is terminated by the Company without "cause" (as
defined in the agreement), Mr. Walt's RSUs and options will remain
outstanding in accordance with their terms and the one-time cash
bonus will remain payable if agreed targets are met. If the
agreement is terminated by the Company for "cause," Mr. Walt will
receive a pro rata portion of the RSUs and the one-time cash bonus
(if the agreed targets are met) based on the number of days served
during the employment term.
During the term, Mr. Walt is required to provide services for 14
days each month; Mr. Walt may provide services for third parties,
subject to prior approval of the Board if the service poses a
potential conflict of interest.
The Company has agreed to indemnify Mr. Walt to the maximum extent
permitted by its organizational documents and applicable law for
any acts or decisions made in good faith while performing services
for the Company.
Chairman Compensation for Fiscal 2019
In recognition of Mr. Heino von Prondzynski's increased
responsibilities as Chairman of the Board during the Company's
transition to new leadership, the Board has increased Mr. von
Prondzynski's annual compensation for the fiscal year ending March
31, 2019 from $145,000, payable 35% in cash and 65% in RSUs, to CHF
350,000, of which 57% will be payable quarterly in cash and 43%
will be payable by the grant of 33,150 RSUs. The RSUs will vest
quarterly in equal installments over twelve months. These payments
and grants are in lieu of any compensation Mr. von Prondzynski is
entitled to receive as Lead Independent Director of the Board, and
exclusive of any other compensation, including option grants, which
he may become entitled to receive for his service as an independent
director, member and chairperson of the Company's Remuneration
Committee and member of the Company's Nominating and Corporate
Governance and Strategy and Regulatory Committees.
About Quotient Limited
Penicuik, United Kingdom-based Quotient Limited is a
commercial-stage diagnostics company committed to reducing
healthcare costs and improving patient care through the provision
of innovative tests within established markets. With an initial
focus on blood grouping and serological disease screening, Quotient
is developing its proprietary MosaiQTM technology platform to offer
a breadth of tests that is unmatched by existing commercially
available transfusion diagnostic instrument platforms. The
Company's operations are based in Edinburgh, Scotland; Eysins,
Switzerland and Newtown, Pennsylvania.
Quotient Limited reported a net loss of US$85.06 million on
US$22.22 million of total revenue for the year ended March 31,
2017, compared to a net loss of US$33.87 million on US$18.52
million of total revenue for the year ended March 31, 2016. As of
Dec. 31, 2017, Quotient Limited had US$137.78 million in total
assets, US$133.96 million in total liabilities and US$3.82 million
in total shareholders' equity.
Ernst & Young LLP, in Belfast, United Kingdom, issued a "going
concern" opinion in its report on the consolidated financial
statements for the year ended March 31, 2017, citing that the
Company has recurring losses from operations and planned
expenditure exceeding available funding that raise substantial
doubt about its ability to continue as a going concern.
RDM CONCRETE: Hires Eugene D. Roth as Attorney
----------------------------------------------
RDM Concrete & Masonry, LLC, seeks authority from the U.S.
Bankruptcy Court for the District of New Jersey to employ the Law
Office of Eugene D. Roth, as attorney to the Debtor.
RDM Concrete requires Eugene D. Roth to:
a. advise the Debtor as to its rights and obligations as a
Debtor-in-possession;
b. appear for the Debtor-in-possession before the Bankruptcy
Court when required;
c. assist in formulating and filing a plan of reorganization;
and
d. negotiate with creditors.
Eugene D. Roth will be paid at these hourly rates:
Attorneys $475
Paralegals $95
Eugene D. Roth will be paid a retainer in the amount of $15,000.
Eugene D. Roth will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Eugene D. Roth, partner of the Law Office of Eugene D. Roth,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Eugene D. Roth can be reached at:
Eugene D. Roth, Esq.
LAW OFFICE OF EUGENE D. ROTH
2520 Highway 35, Suite 307
Manasquan, NJ 08736
Tel: (732) 292-9288
Fax: (732) 292-9303
E-mail: erothesq@gmail.com
About RDM Concrete & Masonry
RDM Concrete & Masonry, LLC is a privately held company in Toms
River, New Jersey that operates in the masonry, stone setting, and
other stone work industry.
RDM Concrete & Masonry, LLC, based in Toms River, NJ, filed a
Chapter 11 petition (Bankr. D.N.J. Case No. 18-11180) on Jan. 19,
2018. In the petition signed by Mark Ciullo, managing member, the
Debtor estimated $0 to $50,000 in assets and $1 million to $10
million in liabilities. The Hon. Christine M. Gravelle presides
over the case. Eugene D. Roth, Esq., at the Law Office of Eugene
D. Roth, serves as bankruptcy counsel to the Debtor.
REAL INDUSTRY: Ad Hoc Committee Blocks Approval of Plan Outline
---------------------------------------------------------------
The Ad Hoc Committee of Equity Security Holders of Real Industry
submits an objection to Debtor Real Industry, Inc. and affiliates'
motion for an entry of an order approving the adequacy of the
Debtor's disclosure statement and approving the solicitation and
notice procedures with respect to confirmation of its proposed
plan.
On March 1, 2018, pursuant to its agreement with 210 Capital LLC
and Goldman Sachs Asset Management L.P. or its designee ("GSAM"),
Real Industry, Inc. and its co-proponents, 210 Capital and GSAM,
filed their Plan of Reorganization for Real Industry, Inc. as
amended and the disclosure statement with respect to the Plan.
The Ad Hoc Committee complains that the Disclosure Statement should
not be approved because it (a) does not provide "adequate
information" as required by section 1125 of the Bankruptcy Code and
(b) relates to a Plan which is patently unconfirmable because,
among other things, it contains impermissible third-party releases
that would prohibit the shareholders (and others) from asserting
future claims against non-debtor third parties, as well as overly
broad releases by the Debtor to a host of third parties. The
treatment of shareholders in the case to date and the proposed
procedures lead to the inescapable conclusion that the Plan was
filed in bad faith.
Although the Proponents extended the filing date for two weeks
beyond the deadline set by the 210/GSAM financing and despite its
length, the Disclosure Statement that was filed is little more than
a placeholder. To cite a just few examples of the material
omissions or misleading information marring the Disclosure
Statement:
* The Disclosure Statement lacks any financial information that
would demonstrate that Proponents would be able to meet the payment
obligations under the Plan and cover necessary post-emergence
operations.
* There is little or no information at all about either (a)
claims against the Debtor in any class or (b) claims the Debtor has
against other parties.
* The Disclosure Statement "describes" the settlement with the
Preferred Shareholder and the RAIH Recovery by merely repeating the
single paragraph provisions that appear in the Plan.
* There is no justification or explanation in the Disclosure
Statement for the expansive releases and other protections for
current and former officers and directors, among many other
non-debtor parties.
* The Debtor touts plan support agreements between the
co-proponent and certain shareholders but refuses to disclose them
or the identity of the parties.
* The Disclosure Statement fails to mention the Ad Hoc
Committee's motion to terminate exclusivity to permit it to file a
competing plan, which is substantially less dilutive and leaves the
company in a superior position to make acquisitions in the future.
Even if the Proponents cure the defects in disclosure, the
Disclosure Statement should not be approved because it relates to a
Plan that is patently unconfirmable and therefore, it would be a
waste of resources to move forward with solicitation such that the
Court may consider these deficiencies at the disclosure stage. In
particular, the Proponents did not propose the Plan in good faith.
Instead, they moved forward with a highly dilutive Plan without
notice to the shareholders; they opposed shareholder
representation; they withheld material information from the Court
and the shareholders; and they are seeking to confirm a Plan in
violation of the Federal Rules of Bankruptcy Procedure and
shareholder's due process rights.
Finally, the Proponents' solicitation procedures should not be
approved because they are designed to both disenfranchise the
common shareholders and coerce an improper third-party release.
Moreover, these procedures should not be approved because they
force a non-consensual release of third parties by shareholders.
The Plan ties return of the ballots to an expansive third-party
release. By virtue of the fact that shareholders may not receive
the ballot in time to meet the unreasonably short voting deadline,
shareholders who "receive a ballot but abstain from voting on the
Plan" may actually include a large number of beneficial owners who
would not consent to the release, but have no practical opportunity
to opt out.
For these reasons, the Ad Hoc Committee requests that the Court
deny approval of the Disclosure Statement and the solicitation
procedures.
A full-text copy of the Ad Hoc Committee's Objection is available
at:
http://bankrupt.com/misc/deb17-12464-604.pdf
Counsel for the Ad Hoc Committee of Equity Holders:
Justin R. Alberto (No. 5126)
Gregory J. Flasser (No. 6154)
BAYARD, P.A.
600 N. King Street, Suite 400
Wilmington, Delaware 19801
Telephone: (302) 655-5000
Facsimile: (302) 658-6395
Email: jalberto@bayardlaw.com
gflasser@bayardlaw.com
-and-
Carole Neville
DENTONS US LLP
1221 Avenue of the Americas
New York, New York 10020
Tel: (212) 768-6700
Fax: (212) 768-6800
Email: carole.neville@dentons.com
About Real Industry
Based in Beachwood, Ohio, Real Industry, Inc. (NASDAQ:RELY) is the
holding company for Real Alloy, the largest third-party aluminum
recycler in both North America and Europe. Real Alloy offers
products to wrought alloy processors, automotive original equipment
manufacturers, foundries, and casters. Real Alloy delivers
recycled metal in liquid or solid form according to customer
specifications and serves the automotive, consumer packaging,
aerospace, building and construction, steel, and durable goods
industries.
Real Industry has no funded debt. The funded debt obligations of
the Real Alloy debtors total $400 million, comprised of (i) $96
million outstanding under a $110 senior secured revolving
asset-based credit facility with Bank of America, and (ii) $305
million in principal outstanding under 10.00% senior secured notes
due 2019.
Real Industry, Inc., and Real Alloy Intermediate Holding, LLC, Real
Alloy Holding, Inc., and their U.S. subsidiaries filed voluntary
petitions seeking relief under Chapter 11 of the Bankruptcy Code in
Delaware on Nov. 17, 2017.
The Honorable Kevin J. Carey is the case judge.
The Debtors tapped Saul Ewing Arnstein & Lehr LLP as local
bankruptcy counsel; Jefferies LLC as the debtors' investment
banker; Berkeley Research Group, LLC as financial advisor; Ernst &
Young LLP as auditor and tax advisor; and Prime Clerk as the claims
and noticing agent and administrative advisor.
The Ad Hoc Noteholder Group tapped Latham & Watkins LLP as counsel;
Young Conway Stargatt & Taylor LLP as Delaware counsel; and Alvarez
& Marsal Securities, LLC, as financial advisor.
DDJ Capital Management, LLC, Osterweis Capital Management, HPS
Investment Partners, LLC, Hotchkis & Wiley Capital Management, and
Southpaw Credit Opportunity Master Fund L.P. comprise the Ad Hoc
Noteholder Group.
The Official Committee of Unsecured Creditors tapped Brown Rudnick
LLP as counsel; Duane Morris LLP as Delaware counsel; Miller
Buckfire & Co, LLC, as investment banker; and Goldin Associates,
LLC, as financial advisor.
The Ad Hoc Committee of Equity Holders of Real Industry tapped the
firms of Dentons US LLP and Bayard, P.A., as counsel.
* * *
Real Alloy entered into an agreement with its existing asset-based
facility lender and certain of its bondholders for continued use of
its $110 million asset-based lending facility and up to $85 million
of additional liquidity through debtor-in-possession financing to
fund ongoing business operations.
As Real Industry has no access to the Real Alloy debtors'
postpetition financing, Real Industry accepted an unsolicited
proposal from 210 Capital, LLC and the Private Credit Group of
Goldman Sachs Asset Management L.P. for (i) up to $5.5 million in
postpetition financing, (ii) an equity commitment of $17 million
for up to 49% of the common stock, and (iii) a commitment to
provide a $500 million acquisition financing facility on terms to
be negotiated.
REMARKABLE HEALTHCARE: P. Ducayet Appointed as Ombudsman
--------------------------------------------------------
Pursuant to Federal Rule of Bankruptcy Procedure 2007.2(c) and the
March 21, 2018 Order of the U.S. Bankruptcy Court for the Eastern
District of Texas, the United States Trustee appoints Ms.Patty
Ducayet as Patient Care Ombudsman in the bankruptcy case of
Remarkable Healthcare of Carrollton, LP.
Ms. Patty Ducayet can be reached at:
Office of the State Long-Term Care Ombudsman,
Health and Human Services
MC- W250
P.O. Box 149030
Austin TX 78714
Phone: (512) 438-4356
Fax: (512) 438-3233
Email: patricia.ducayet@hhsc.state.tx.us
About Remarkable Healthcare
Remarkable Healthcare operates skilled nursing facilities in
Dallas, Fort Worth, Prestonwood and Seguin, Texas. All Remarkable
facilities are designed to meet the needs of patients requiring
post-acute recovery and therapy or residents needing a longer-term
stay. Services are tailored to each individual with the goal of
facilitating increased strength and mobility while minimizing pain
and impairment. Remarkable's programs are designed to help
patients recover quickly from surgery, injury, or serious illness
and speed up the recovery process.
Remarkable Healthcare of Carrollton, LP and its affiliates filed
voluntary petitions (Bankr. E.D. Tex. Lead Case No. 18-40295) on
Feb. 12, 2018, seeking relief under Chapter 11 of the Bankruptcy
Code.
In the petitions signed by Laurie Beth McPike, president of LBJM,
LLC, its general partner, Remarkable Healthcare of Carrollton,
Remarkable Healthcare of Dallas, Remarkable Healthcare of Fort
Worth and Remarkable Healthcare of Seguin, each had estimated $1
million to $10 million in both assets liabilities; and Remarkable
Healthcare had $100,000 to $500,000 in estimated assets and $1
million to $10 million in estimated liabilities.
Mark A. Castillo, Esq., at Curtis Castillo PC, serves as the
Debtors' counsel.
The Office of the U.S. Trustee on March 19 appointed two creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 cases of Remarkable Healthcare of Carrollton, LP, and
its affiliates.
REX ENERGY: Reports $64.2 Million Net Loss for 2017
---------------------------------------------------
Rex Energy Corporation filed with the Securities and Exchange
Commission its Annual Report on Form 10-K reporting a net loss of
$64.24 million on $205.26 million of total operating revenue for
the year ended Dec. 31, 2017, compared to a net loss of $176.71
million on $139.01 million of total operating revenue for the year
ended Dec. 31, 2016.
As of Dec. 31, 2017, Rex Energy had $942.13 million in total
assets, $995.69 million in total liabilities and a total
stockholders' deficit of $53.56 million.
The report from the Company's independent accounting firm KPMG LLP,
the Company's auditor since 2011, on the consolidated financial
statements for the year ended Dec. 31, 2017, includes an
explanatory paragraph stating that the Company is in violation of
restrictive covenants and expects to be in violation of restrictive
covenants contained in its credit facilities that, subject to
requisite notice, would accelerate the maturity of the outstanding
indebtedness making it immediately due and payable. The Company
does not have sufficient liquidity to meet the accelerated debt
service requirements. These issues raise substantial doubt about
the Company's ability to continue as a going concern.
Bankruptcy Warning
As of April 13, 2018, the Company has not made the semi-annual
interest payment to the holders of its second lien notes that was
due April 2, 2018. The second lien notes provide a 30 day grace
period in which to pay the interest coupon due to the noteholders.
If the interest payment is not made prior to expiration of the 30
day grace period, the maturity date of the second lien notes will
be, upon requisite notice from the noteholders, subject to
acceleration. Nonpayment of interest due on the second lien notes
is an event of default under our term loan agreement, which upon
requisite notice from the lenders under the term loan agreement
would result in an acceleration of the term loan maturity date. In
addition to the non-payment of the April 2, 2018 interest coupon,
the Company also encountered additional events of default related
to certain non-financial covenants. These additional events of
default are a result of its failure to timely deliver to the term
loan lenders its unaudited quarterly financial statements for the
quarter ended December 31, 2017 and its annual audited financial
statements for the year ended December 31, 2017, as well as related
inadvertent failures to provide accurate related written notices to
the lenders, and proper written notices of the events of default in
a subsequent draw request under the term loan agreement.
Rex Energy entered into a forbearance agreement with the requisite
lenders under its senior term loan facility on April 2, 2018. The
forbearance agreement does not constitute a waiver of the events of
default related to the nonpayment of interest and other
non-financial covenants defaults described above. The forbearance
agreement specifies that the lenders will forbear from taking any
enforcement actions during the forbearance period, which extends
through April 16, 2018, unless earlier terminated, but does not
prevent the administrative agent under the term loan agreement from
accelerating amounts owed under the term loan agreement.
"If we are unsuccessful in negotiating a restructuring transaction
prior to the April 16, 2018 expiration of the forbearance period,
or are otherwise unable to further negotiate or extend the
forbearance period, the agreement of the lenders to forbear from
taking any enforcement actions with respect to the events of
default will immediately and automatically cease.
"If the lenders for the term loan agreement and subsequently the
noteholders, accelerate the Company's outstanding indebtedness
(approximately $789.8 million as of December 31, 2017), it will
become immediately due and payable and the Company will not have
sufficient liquidity to repay those amounts.
"The Company is currently in discussions with various stakeholders
and is pursuing or considering a number of actions including: (i)
obtaining additional sources of capital from potential outside
investors, negotiating modifications of certain terms of both the
second lien notes and the senior term loan facility, restructuring
current debt obligations through debt for equity exchanges, or any
combination thereof; (ii) pursuing in- and out-of-court
restructuring transactions; (iii) obtaining waivers or amendments
from its lenders; and (iv) continuing to minimize its capital
expenditures, reduce costs and maximize cash flows from operations.
There can be no assurance that sufficient liquidity can be
obtained from one or more of these actions or that these actions
can be consummated within the period needed.
"If we are unable to negotiate an effective restructuring
transaction, it is probable that the events of default related to
the nonpayment of the second lien interest payment will continue.
If our lenders and/or noteholders demand immediate repayment of all
obligations, the Company would likely be unable to pay all such
obligations. In such an event, if the Company has not otherwise
been able to recapitalize, refinance, or raise additional liquidity
through some other form of restructuring, the Company could be
required to immediately file for protection under Chapter 11 of the
U.S. Bankruptcy Code," the Company stated in the SEC filing.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/0efRDK
About Rex Energy Corporation
Headquartered in State College, Pennsylvania, Rex Energy --
http://www.rexenergy.com/-- is an independent oil and gas
exploration and production company with its core operations in the
Appalachian Basin. The company's strategy is to pursue its higher
potential exploration drilling prospects while acquiring oil and
natural gas properties complementary to its portfolio. At Dec. 31,
2017, the Company owned an interest in approximately 554.0
condensate, NGL and natural gas wells. For the quarter ended Dec.
31, 2017, the Company produced an average of 205.3 net MMcfe per
day, composed of approximately 60.1% natural gas, 1.9% condensate
and 38.0% NGLs.
REX ENERGY: Says Negotiations With Noteholders Are Ongoing
----------------------------------------------------------
As previously disclosed, Rex Energy Corporation has been engaged in
discussions with holders of indebtedness under its Term Loan Credit
Agreement, dated April 28, 2017, and holders of its 1.0%/8.0%
senior secured notes due 2020 regarding potential transactions
involving a recapitalization, refinancing, or other restructuring
transaction with respect to the Company.
As previously reported, in connection with discussing a Possible
Transaction, the Company entered into confidentiality agreements
with legal and financial advisors for a committee of holders of the
Senior Notes and individual Noteholders, in September 2017 and
January 2018, respectively. More recently, in March of 2018, the
Company renewed discussions with respect to a Possible Transaction
with the Noteholders, and the parties executed additional
confidentiality agreements. During the course of those recent
discussions, and subject to the applicable NDAs, the Company shared
certain confidential information with the Noteholders. While the
Company is continuing the exchange of confidential information with
certain of the Noteholders, one of the Noteholders requested that
its NDA be terminated and the Cleansing Materials be disclosed
pursuant to the terms of the applicable NDA. Copies of the
Cleansing Materials are available for free at:
https://is.gd/puQqhH
https://is.gd/LIvvbL
https://is.gd/gBIsVN
https://is.gd/xzddye
https://is.gd/5Oky8X
https://is.gd/nZxs3L
Also available at https://is.gd/bKHsxr is a summary of various
proposals exchanged in connection with a Possible Transaction. The
Company has not yet reached agreement on mutually acceptable terms
and conditions with the Noteholders regarding a Possible
Transaction. Negotiations between the Company and the Noteholders
are ongoing. There are no assurances that the Company and such
Noteholders will come to an agreement on the terms of a Possible
Transaction.
Rex Energy expects that it will continue to assess its financing
alternatives and opportunistically engage with current or potential
investors, lenders, or financing providers regarding such
alternatives in the future. Any financing, refinancing, or
restructuring arrangement may be on terms similar or dissimilar to
the proposals, could be subject to additional terms or conditions,
could require specific approvals from existing lenders, noteholders
and/or shareholders, among others, and would otherwise be subject
to the negotiation and execution of definitive documentation. The
Company said there can be no assurance that any such transaction
would result in additional liquidity or that any such transaction
can or will be consummated.
About Rex Energy Corporation
Headquartered in State College, Pennsylvania, Rex Energy --
http://www.rexenergy.com/-- is an independent oil and gas
exploration and production company with its core operations in the
Appalachian Basin. The company's strategy is to pursue its higher
potential exploration drilling prospects while acquiring oil and
natural gas properties complementary to its portfolio.
Rex Energy incurred a net loss of $64.24 million for the year ended
Dec. 31, 2017, compared to a net loss of $176.71 million for the
year ended Dec. 31, 2016. As of Dec. 31, 2017, Rex Energy had
$942.13 million in total assets, $995.69 million in total
liabilities and a total stockholders' deficit of $53.56 million.
The report from the Company's independent accounting firm KPMG LLP,
the Company's auditor since 2011, on the consolidated financial
statements for the year ended Dec. 31, 2017, includes an
explanatory paragraph stating that the Company is in violation of
restrictive covenants and expects to be in violation of restrictive
covenants contained in its credit facilities that, subject to
requisite notice, would accelerate the maturity of the outstanding
indebtedness making it immediately due and payable. The Company
does not have sufficient liquidity to meet the accelerated debt
service requirements. These issues raise substantial doubt about
the Company's ability to continue as a going concern.
RICHARD D. VAN: Monty Seeks Appointment of Ch. 11 Trustee
---------------------------------------------------------
Monty Titling Trust 1, supplemented its motion and renewed its
previous request that the U.S. Bankruptcy Court for the District of
Colorado schedule an evidentiary hearing on its request for
appointment of a Chapter 11 Trustee in the bankruptcy case of
Richard D. Van Lunen Charitable Foundation.
Monty relates that the Debtor filed this case on May 16, 2017 to
stop the litigation in Florida. Over the last ten months, the
Debtor has ignored Monty's repeated requests to act as a fiduciary
to its creditors and investigate insider claims and facially
invalid claims.
On September 15, 2017, Monty filed its Motion seeking the
appointment of a Chapter 11 Trustee based upon the multiple and
varied conflicts of interest of James Achterhof, troubling
transactions between the Debtor and its affiliates, improperly
scheduled claims, gross mismanagement of the Debtor and its
subsidiaries, misuse of assets, managerial incompetence, and a lack
of any ability to reorganize.
At the preliminary hearing on the Motion held on November 6, 2017,
the Court deferred ruling on the Motion in favor of fast-tracking
the disposition of the related adversary proceeding between the
Debtor and Monty, Adv. Pro. No. 17-01329-MER. The Court stated that
the evidentiary hearing on the pending Motion would be rescheduled
promptly should Monty file a motion with such a request. Monty now
seeks an evidentiary hearing on the Motion and the Debtor's
response thereto.
On October 24, 2017, Monty provided the Debtor with a settlement
offer and requests for additional information and for the Debtor to
take certain actions. Counsel for the Debtor indicated a full
response would be forthcoming by November 10, 2017. But no response
ever came. Rather, following the preliminary hearing on the Motion,
the Debtor amended its complaint on November 21, 2017.
Less than a week later, Monty promptly filed its amended answer,
and then filed a motion for summary judgment on November 30, 2017.
Thereafter, the Debtor proceeded to propound discovery against
Monty. Following the hearing on summary judgment in the Adversary
Proceeding, the Court entered an order abstaining from and
dismissing the Adversary Proceeding, and directing the parties to
proceed in Florida state court.
Monty complains that the Debtor's only accomplishment in its
Chapter 11 case was successfully delaying trial in Florida, while
draining the estate to fund unnecessary litigation in an adversary
proceeding, and giving away monthly insider "trustee fees" to the
Debtor's two insiders -- James Achterhof and Gordon VanderBrug.
Moreover, in January, the Debtor reversed positions and argued in
favor of abstention to allow the Florida litigation to proceed.
Monty claims that the entire intervening period has been a waste of
time and resources.
Monty contends that during the entire intervening period, the
Debtor has made no effort to evaluate or object to any other proofs
of claim despite requests by Monty. The Debtor's only focus have
been to burn through estate assets to object only to Monty's claim,
cause delay in the Florida litigation and dissipate assets from the
Debtor's wholly owned subsidiary. The monthly operating reports
filed by the Debtor support these conclusions and demonstrate a
significant diminution of the virtually all-cash, non-operating
entities
Monty tells the Court that since the petition date, the Debtor
expended over $230,000 on director and legal fees alone -- these
amounts are in addition to over $500,000 in attorneys' fees
expended by the Debtor pre-petition in litigating against Monty
regarding the enforcement of its guaranty.
Accordingly, Monty contends that the Debtor's actions and inactions
in the ten months since the filing of the case serve as evidence
justifying the appointment of a Chapter 11 Trustee. Monty asserts
that the Debtor has not complied with its duties as a
debtor-in-possession, and has not acted as a fiduciary to
creditors, but instead the Debtor has only drained estate assets,
while generating no meaningful income.
Monty also claims that the Debtor has fabricated six different
values for its asset Digi-Data, and allowed the value of that
entity to be stripped and paid to officers and directors, including
James Achterhof and Gordon VanderBrug under the guise of an
"employee carve out." Monty asserts that the Debtor's failures have
been under the direction, and for the benefit, of James Achterhof.
In his deposition, David Crowther, former Chief Financial Officer
of the DigiData stated the only item of business remaining to close
out Digi-Data is a final accounting and tax return, which should be
accomplished immediately. Thus, Monty believes that the Debtor is
using Digi-Data as a piggy bank to continue to cause delay while
draining the estate of assets that should be used to pay legitimate
creditors, not fight with them.
Counsel for Monty Titling Trust 1:
Stephanie C. Lieb, Esq.
Trenam, Kemker, Scharf, Barkin,
Frye, O'neill & Mullis, P.A.
Florida Bar No. 0031806
101 E. Kennedy Blvd., Suite 2700
Tampa, Florida 33602
Telephone: (813) 223-7474
Email: slieb@trenam.com
-- and --
James T. Markus, Esq.
Matthew T. Faga, Esq.
Markus Williams Young and Zimmermann LLC
1700 Lincoln Street, Suite 4550
Denver, CO 80203
Telephone: 303-830-0800
Email: jmarkus@markuswilliams.com
mfaga@markuswilliams.com
About Richard D. Van Lunen
Charitable Foundation
Based in Palos Park, Illinois, Richard D. Van Lunen Charitable
Foundation is a foundation that funds primarily for Christian
churches and education.
The Foundation sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Colo. Case No. 17-14499) on May 16, 2017. In the
petition signed by James Achterhof, managing trustee and director,
the Debtor estimated its assets and debt at $1 million to $10
million.
Jeffrey Weinman, Esq., at Weinman & Associates, P.C., is the
Debtor's its lead counsel, and Patrick D. Vellone, Esq. at Allen
Vellone Wolf Helfrich & Factor P.C. as co-counsel. Rayburn Cooper &
Durham, P.A., as special counsel. The Debtor employs UHY Advisors
Mid-Atlantic MD, Inc. as accountant.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
RIO BANCO LLC: Hires Enrique J Solana as Attorney
-------------------------------------------------
Rio Banco, LLC, seeks authority from the U.S. Bankruptcy Court for
the Southern District of Texas to employ the Law Office of Enrique
J Solana, PLLC, as attorney to the Debtor.
Rio Banco, LLC requires Enrique J Solana to:
(a) provide legal advice with respect to the Debtor's rights
and duties as debtor-in-possession and continued business
operations;
(b) assist, advise and represent the Debtor in analyzing the
Debtor's capital structure, investigate the extent and
validity of liens, cash collateral stipulations or
contested matters;
(c) assist, advise and represent the Debtor in post-petition
financing transactions;
(d) assist, advise and represent the Debtor in the sale of
certain assets;
(e) assist, advise and represent the Debtor in the formulation
of a disclosure statement and plan of reorganization and
assist the Debtor in obtaining confirmation and
consummation of a plan of reorganization;
(f) assist, advise and represent the Debtor in any manner
relevant to preserving and protect the Debtor's estate;
(g) investigate and prosecute preference, fraudulent transfer
and other actions arising under Debtor's bankruptcy
avoiding powers;
(h) prepare on behalf the Debtor all necessary applications,
motions, answers, orders, reports, and other legal papers;
(i) appear in Court and to protect the interests of the Debtor
before the Court;
(j) assist the Debtor in administrative matters;
(k) perform all other legal services for the Debtor which may
be necessary and proper in these proceedings;
(l) assist, advise and represent the Debtor in any litigation
matters, including, but not limited to, adversary
proceedings;
(m) continue to assist and advise the Debtor in general
corporate and other matters related to the successful
reorganization of the Debtor; and
(n) provide other legal advice and services, as requested by
the Debtor, from time to time.
Enrique J Solana will be paid at these hourly rates:
Attorneys $250
Legal Assistants $100
Enrique J Solana will be paid a retainer in the amount of $6,000.
Enrique J Solana will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Enrique J Solana, partner of the Law Office of Enrique J Solana,
PLLC, assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtor and its
estates.
Enrique J Solana can be reached at:
Enrique J. Solana, Esq.
LAW OFFICE OF ENRIQUE J SOLANA, PLLC
914 E. Van Buren St.
Brownsville, TX 78520
Tel: (956)544-2345
Fax: (956)550-0641
E-mail: enrique@solanapllc.com
About Rio Banco, LLC
Rio Banco, LLC, filed a Chapter 11 bankruptcy petition (Bankr. S.D.
Tex. Case No. 17-10290) on Aug. 1, 2017. Enrique J Solana, PLLC,
is the Debtor's counsel.
ROOT9B TECHNOLOGIES: Wellington Entities' Stake Down to 0%
----------------------------------------------------------
Wellington Management Group LLP, Wellington Group Holdings LLP and
Wellington Investment Advisors Holdings LLP disclosed in a Schedule
13G/A filed with the Securities and Exchange Commission that as of
March 30, 2018, they have ceased to beneficially own shares of
common stock of root9B Technologies, Inc. A full-text copy of the
regulatory filing is available at https://is.gd/AXUxLK
About Root9B
root9B Holdings (OTCQB: RTNB) -- http://www.root9bholdings.com/--
is a provider of cybersecurity and regulatory risk mitigation
services. Through its wholly owned subsidiaries root9B and IPSA
International, the Company delivers results that improve
productivity, mitigate risk and maximize profits. Its clients
range in size from Fortune 100 companies to mid-sized and
owner-managed businesses across a broad range of industries
including local, state and government agencies.
Root9B Technologies, Inc., changed its name to root9B Holdings,
Inc. effective Dec. 5, 2016, and relocated its corporate
headquarters from Charlotte, NC to the current headquarters of
root9B, its wholly owned cybersecurity subsidiary, in Colorado
Springs, CO.
Root9B reported a net loss of $30.48 million in 2016 and a net loss
of $8.33 million in 2015. As of March 31, 2017, Root9B had $16.84
million in total assets, $15.80 million in total liabilities and
$1.03 million in total stockholders' equity.
Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification 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
negative operating cash flows and will require additional financing
to fund the continued operations.
ROSETTA GENOMICS: Ken Berlin Resigns as President and CEO
---------------------------------------------------------
Mr. Ken Berlin notified the Board of Rosetta Genomics Ltd. that he
is resigning as president and CEO of the Company, effective
April 18, 2018, to pursue other opportunities.
About Rosetta Genomics
Based in Rehovot, Israel, Rosetta Genomics Ltd. --
http://www.rosettagx.com/-- is seeking to develop and
commercialize new diagnostic tests based on a recently discovered
group of genes known as microRNAs. MicroRNAs are naturally
expressed, or produced, using instructions encoded in DNA and are
believed to play an important role in normal function and in
various pathologies. The Company has established a CLIA-certified
laboratory in Philadelphia, which enables the Company to develop,
validate and commercialize its own diagnostic tests applying its
microRNA technology.
Rosetta Genomics reported a net loss of US$16.23 million on US$9.23
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of US$17.34 million on US$8.26 million of
total revenues for the year ended Dec. 31, 2015.
As of June 30, 2017, Rosetta had US$6.20 million in total assets,
US$5.11 million in total liabilities and US$1.09 million in total
shareholders' equity.
Kost Forer Gabby & Kasierer, a member of Ernst & Young Global, in
Tel-Aviv, Israel, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2016,
citing that the Company has recurring losses from operations and
has limited liquidity resources that raise substantial doubt about
its ability to continue as a going concern.
ROSETTA GENOMICS: Urges Shareholders to Vote for Genoptix Merger
----------------------------------------------------------------
Rosetta Genomics Ltd., published on April 10, 2018, a letter to
shareholders urging shareholders to vote in favor of the proposed
merger with Genoptix, Inc.
"We are urgently seeking your proxy vote FOR approval of the
proposed merger of Rosetta Genomics with a subsidiary of Genoptix,
Inc," wrote Brian A. Markison, chairman of the Board. "We wish to
emphasize that the Board of Directors has explored many different
strategic alternatives and concluded that this merger provides the
best option for shareholders. If the merger is not completed, the
Company's shareholders will not receive any payment for their
shares in connection with the merger. In addition, Rosetta
Genomics will likely be insolvent (from a cash flow perspective)
with no ready options for obtaining additional liquidity. As a
result, we might have to file for bankruptcy protection or become
subject to an involuntary petition for bankruptcy filed against us
by our creditors.
"Based on executive and other employee departures, we expect to pay
less severance and issue fewer shares upon vesting of RSUs in
connection with the merger than we previously anticipated. We are
therefore increasing the projected consideration to be received by
the shareholders of the Company in the merger to an estimated $0.42
to $0.50 in cash, without interest and less any applicable
withholding taxes, for each ordinary share of the Company held
immediately prior to the effective time of the merger."
About Rosetta Genomics
Based in Rehovot, Israel, Rosetta Genomics Ltd. --
http://www.rosettagx.com/-- is seeking to develop and
commercialize new diagnostic tests based on a recently discovered
group of genes known as microRNAs. MicroRNAs are naturally
expressed, or produced, using instructions encoded in DNA and are
believed to play an important role in normal function and in
various pathologies. The Company has established a CLIA-certified
laboratory in Philadelphia, which enables the Company to develop,
validate and commercialize its own diagnostic tests applying its
microRNA technology.
Rosetta Genomics reported a net loss of US$16.23 million on US$9.23
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of US$17.34 million on US$8.26 million of
total revenues for the year ended Dec. 31, 2015.
As of June 30, 2017, Rosetta had US$6.20 million in total assets,
US$5.11 million in total liabilities and US$1.09 million in total
shareholders' equity.
Kost Forer Gabby & Kasierer, a member of Ernst & Young Global, in
Tel-Aviv, Israel, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2016,
citing that the Company has recurring losses from operations and
has limited liquidity resources that raise substantial doubt about
its ability to continue as a going concern.
RXI PHARMACEUTICALS: Sabby Reports 8.87% Stake as of April 9
------------------------------------------------------------
Sabby Volatility Warrant Master Fund, Ltd., Sabby Management, LLC
and Hal Mintz disclosed in a Schedule 13G filed with the Securities
and Exchange Commission that as of April 9, 2018, they beneficially
own 377,652 shares of common stock of RXi Pharmaceuticals
Corporation, constituting 8.87 percent of the shares outstanding.
A full-text copy of the regulatory filing is available for free
at:
https://is.gd/GxjsYL
About RXi
Headquartered in Marlborough, Massachusetts, RXi Pharmaceuticals
Corporation (NASDAQ: RXII) -- http://www.rxipharma.com/-- is a
biotechnology company focused on discovering and developing
immuno-oncology therapeutics to treat cancer based on its
self-delivering RNAi platform. The Company's sd-rxRNA compounds do
not require a delivery vehicle to penetrate the cell and are
designed to "silence," or down-regulate, the expression of a
specific gene that may be over-expressed in a disease condition.
This provides RXi with a distinct advantage in adoptive cell
therapy, the Company's initial focus and approach to
immuno-oncology.
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: Sells $4.76 Million of Common Stock
--------------------------------------------------------
RXi Pharmaceuticals Corporation had entered into a securities
purchase agreement with certain institutional and accredited
investors relating to the offering and sale of 1,510,604 shares of
Company common stock, par value $0.0001 per share at a purchase
price of $3.15 per share. Concurrently with the Offering, and
pursuant to the Purchase Agreement, the Company also commenced a
private placement whereby it issued and sold warrants exercisable
for an aggregate of 1,132,953 shares of Common Stock, which
represents 75% of the shares of Common Stock sold in the Offering,
with a purchase price of $0.125 per underlying warrant share and
with an exercise price of $3.15 per share. Subject to certain
ownership limitations, the Warrants are exercisable upon issuance.
The Warrants will expire on the earlier of (i) five years after the
date on which a registration statement registering the shares of
Common Stock underlying the Warrants for resale becomes effective
or (ii) the 5.5 year anniversary of the date of issuance. None of
the Warrants, nor the Warrants Shares, have been registered with
the Securities and Exchange Commission. In addition, the Company
has agreed to register the Warrant Shares within 30 calendar days
of April 9, 2018.
The Offering and Private Placement closed on April 11, 2018.
The 1,510,604 shares of Common Stock sold in the Offering (but not
the Warrants or the Warrant Shares) were offered and sold pursuant
to a prospectus, dated April 6, 2018, and a prospectus supplement
dated April 9, 2018, in connection with a takedown from the
Company's shelf registration statement on Form S-3 (File No.
333-224031).
The Warrants and the Warrant Shares were sold and issued without
registration under the Securities Act of 1933, as amended, in
reliance on the exemptions provided by Section 4(a)(2) of the
Securities Act as transactions not involving a public offering and
Rule 506 promulgated under the Securities Act as sales to
accredited investors, and in reliance on similar exemptions under
applicable state laws.
Engagement Letter
The Company also entered into an engagement letter with H.C.
Wainwright & Co., LLC, dated March 16, 2018, pursuant to which
Wainwright agreed to serve as exclusive placement agent for the
issuance and sale of the shares of Common Stock and Warrants. The
Company has agreed to pay Wainwright an aggregate fee equal to 7.5%
of the gross proceeds received by the Company from the sale of the
securities in the Offering and Private Placement. Pursuant to the
Engagement Letter, the Company also agreed to grant to Wainwright,
or its designees, warrants to purchase up to 5% of the aggregate
number of shares sold in the transactions. The Company also agreed
to reimburse Wainwright for non-accountable expenses of $25,000,
pay a management fee equal to 1% of the gross proceeds raised in
the Offering and legal fees and other out-of-pocket expenses of
$100,000. The Engagement Letter has indemnity and other customary
provisions for transactions of this nature. The Placement Agent
Warrants have substantially the same terms as the investor
Warrants, except that the exercise price of the Placement Agent
Warrants is $4.0546 per share and the term of the Placement Agent
Warrants is five years. The Placement Agent Warrants, and the
shares issuable upon exercise thereof, will be issued in reliance
on the exemption from registration provided by Section 4(a)(2) of
the Securities Act as transactions not involving a public offering
and in reliance on similar exemptions under applicable state laws.
About RXi
Headquartered in Marlborough, Massachusetts, RXi Pharmaceuticals
Corporation (NASDAQ: RXII) -- http://www.rxipharma.com/-- is a
biotechnology company focused on discovering and developing
immuno-oncology therapeutics to treat cancer based on its
self-delivering RNAi platform. The Company's sd-rxRNA compounds do
not require a delivery vehicle to penetrate the cell and are
designed to "silence," or down-regulate, the expression of a
specific gene that may be over-expressed in a disease condition.
This provides RXi with a distinct advantage in adoptive cell
therapy, the Company's initial focus and approach to
immuno-oncology.
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.
SEVEN STARS: Search Process For New US-Based CFO Underway
---------------------------------------------------------
As part of its overall strategy to bolster its US-based management
team, Seven Stars Cloud Group, Inc. has engaged an executive
recruitment search firm to assist in finding a US-based chief
financial officer.
On April 11, SSC's Board of Directors unanimously appointed Finance
Director Jason Wu to assume the role of interim CFO and principal
accounting officer of the Company, effective immediately.
Mr. Jason Wu, in the interim, will be replacing former CFO, Simon
Wang. Seven Stars said Mr. Wang's resignation as chief financial
officer was not because of any disagreement with the Company known
to any executive officer of the Company, on any matter related to
the Company's operations, policies, or practices. The Company and
the Board of Directors would like to thank Mr. Wang for his
contributions to Seven Stars Cloud and wish him the best in his
future endeavors.
Once the search for a new US-based CFO is complete, Mr. Jason Wu
will help support the transition of the finance and accounting
functions to the new CFO and then return to his position as finance
director, based out of Beijing.
Mr. Wu, age 30, has more than 7 years of financial management and
US GAAP accounting practice and has been the finance director of
the Company since May 2017. Prior to joining the Company, from
March 2016 to April 2017, Mr. Wu was the audit manager of Deloitte
Shanghai office, where he led various audit engagement teams to
provide U.S. market initial public offerings service and multiple
PCAOB audit services. Before March 2016, Mr. Wu was working in
Deloitte Seattle office for more than one year and served
world-wide famous clients. Vocational qualifications of Mr. Wu
include Chinese Institute of Certified Public Accountants and the
Association of Chartered Certified Accountants. Mr. Wu holds a
Bachelor's Degree in Management Administration from Xi'an Jiaotong
University.
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.
Seven Stars reported a net loss of $10.19 million for the year
ended Dec. 31, 2017, compared to a net loss of $28.50 million for
the year ended Dec. 31, 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.
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.
SHIFFER INC: May 9 Amended Plan Confirmation Hearing
----------------------------------------------------
Judge Robert N. Opel, II of the U.S. Bankruptcy Court for the
Middle District of Pennsylvania approved Shiffer, Inc.'s disclosure
statement, dated Jan. 22, 2018, referring to an amended plan dated
March 20, 2018.
April 26, 2018, is fixed as the last day for submitting written
acceptances or rejections of the amended plan, and the last day for
filing and serving written objections to confirmation of the
amended plan.
May 2, 2018, is fixed as the last day for filing with the Court a
tabulation of ballots accepting or rejecting the amended plan.
May 9, 2018, at 11:00 am in the United States Bankruptcy Court, The
Ronald Reagan Federal Building, Bankruptcy Courtroom, Third Floor,
Third and Walnut Streets, Harrisburg, PA 17101, is fixed for the
hearing on confirmation of the amended plan.
About Shiffer, Inc.
The Debtor is a Pennsylvania business corporation which was formed
in 2012. The Debtor was formed to perform over the road trucking
services. The company was formed by Joshua Shiffer, who is the sole
shareholder. The company operates out of its location in Dauphin
County, Pennsylvania.
When the Debtor was formed, it did not generate sufficient cash
flow to pay all of its various payroll taxes. The Debtor, as a
startup business, did not operate efficiently and, thus, did not
generate sufficient cash flow to pay all of its creditors. Thus,
the Debtor suffered financial shortfalls.
Shiffer, Inc., filed a Chapter 11 petition (Bankr. M.D. Pa. Case
No. 17-01234) on March 29, 2017, listing between $100,000 to
$500,000 in both assets and liabilities. The Debtor is represented
by Robert E. Chernicoff, Esq. at Cunningham, Chernicoff &
Warshawsky, P.C.
SOLID CONCRETE: Hires Thomas P. Pfender as Special Counsel
----------------------------------------------------------
Solid Concrete Walls Co., LLC, seeks authority from the U.S.
Bankruptcy Court for the District of New Jersey to employ the Law
Offices of Thomas P. Pfender, Esq., as special counsel to the
Debtor.
Solid Concrete requires Thomas P. Pfender to:
-- provide legal representation to the Debtor regarding all
aspects of dealings with the New Jersey Department of
Labor;
-- assist the Debtor in complying with document requests; and
-- determine the validity of any claim asserted against the
Debtor by the New Jersey Department of Labor.
Thomas P. Pfender will be paid at these hourly rates:
Attorneys $285
Paralegals $85
Thomas P. Pfender will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Thomas P. Pfender, partner of the Law Offices of Thomas P. Pfender,
Esq., assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtor and its
estates.
Thomas P. Pfender can be reached at:
Thomas P. Pfender, Esq.
LAW OFFICES OF THOMAS P. PFENDER, ESQ.
7137 Torresdale Ave.
Philadelphia, PA 19135-1327
Tel: (215) 333-1920
About Solid Concrete Walls Co.
Solid Concrete Walls Co., LLC, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D.N.J. Case No. 17-35521) on Dec.
21, 2017. At the time of the filing, the Debtor estimated assets
and liabilities of less than $500,000. The Debtor hired Kurtzman
Steady, LLC as its legal counsel; The Law Offices of Thomas P.
Pfender, Esq., as special counsel; and Starkman & Company, LLC as
its accountant.
SOUTHEASTERN GROCERS: Hires FTI Consulting as Financial Advisor
---------------------------------------------------------------
Southeastern Grocers, LLC, and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ FTI Consulting, Inc., as financial advisor to the Debtor.
Southeastern Grocers requires FTI Consulting to:
Operational Services
-- assist the Debtors with all financial/liquidity modeling
or analysis to aid in discussions with various creditors
and other constituents;
-- manage and oversee major vendor negotiations, working
closely with the Debtors;
-- challenge significant assumptions in certain of the
Debtors' financial projections identified to FTI
Consulting;
-- assist in the execution of the potential
liquidations or sales, once actioned by the
Debtors;
-- develop lease mitigation strategy and coordinate
negotiation program in conjunction with outside advisors
and internal real estate team;
-- work with the Debtors to develop DC optimization
strategy;
-- analyze and drive execution of G&A cost rationalization
opportunities in connection with (1) status quo and (2)
larger scale store reduction program;
-- identify significant contracts with cost or performance
contingencies that would be impacted by a larger scale
store reduction program and develop mitigation
strategies;
Contingency Planning
-- assist in preparing for the contingency of a court based
restructuring including supporting the development of a
Plan of Reorganization and Disclosure statement
and working with the Debtors' counsel to prepare the
Debtors' first day motions, creditor matrix, and other
court required documentation;
-- work with the Debtors and the Debtors' specialists to
develop chapter 11 communications plan that seeks to
preserve business continuity by explaining restructuring
milestones to and address the concerns of stakeholders
including employees, customers, suppliers, landlords,
investors and the media;
-- develop training materials and assist in training the
Debtors personnel with respect to chapter 11 procedures;
-- assist with developing a process and infrastructure to
respond to and track calls received from suppliers,
employees and other constituents;
-- prepare the Debtors with respect to financial related
disclosures that will be required by the Bankruptcy
Court;
-- assist in the development of any employee compensation
plans, if needed;
-- assist in the planning and implementation of fresh start
accounting, if needed;
-- assist with such other accounting and financial services
as requested by the Debtors and which are not duplicative
of services provided by other professionals; and
-- perform other customary services typical for an
engagement of this type as may be mutually agreed to from
time to time, including, to the extent necessary, provide
any testimony or litigation support.
FTI Consulting will be paid at these hourly rates:
Senior Managing Directors $840–1,050
Directors/Managing Directors $630–835
Consultants/Senior Consultants $335–605
Administrative/Paraprofessionals $135–265
On November 2017, prior to the Petition Date, the Debtors provided
FTI Consulting with a retainer of $500,000.
FTI Consulting will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Carlin Adrianopoli, senior managing director of FTI Consulting,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.
FTI Consulting can be reached at:
Carlin Adrianopoli
FTI CONSULTING, INC.
227 West Monroe Street, Suite 900
Chicago, IL 60606
Tel: (312) 759-8100
Fax: (312) 759-8119
About Southeastern Grocers
Southeastern Grocers, LLC, (SEG), the parent company and home of
BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie grocery
stores, is one of the largest conventional supermarket companies in
the U.S. SEG grocery stores, liquor stores and in-store pharmacies
serve communities throughout the seven southeastern states of
Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina
and South Carolina. BI-LO, Fresco y Mas, Harveys Supermarket and
Winn-Dixie are well known and well-respected regional brands with
deep heritages, strong neighborhood ties, proud histories of giving
back, talented and caring associates and strong commitments to
providing the best possible quality and value to customers. Their
Web sites are http://www.bi-lo.com/, http://www.frescoymas.com/,
http://www.harveyssupermarkets.com/and http://www.winndixie.com/
BI-LO and its affiliates filed for Chapter 11 bankruptcy protection
on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140). BI-LO emerged
from bankruptcy in May 2010 with Lone Star Funds remaining as
majority owner.
Winn-Dixie Stores, Inc., sought Chapter 11 protection (Bankr.
S.D.N.Y. Case No. 05-11063, transferred April 14, 2005, to Bankr.
M.D. Fla. Case Nos. 05-03817 through 05-03840) on Feb. 21, 2005.
In December 2011, BI-LO Holdings signed a deal to acquire all of
the outstanding shares of Winn-Dixie Stores stock in a merger.
Holdings was later renamed Southeastern Grocers.
On March 27, 2018, Southeastern Grocers, LLC and 26 affiliated
debtors sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
18-10700). SEG commenced Chapter 11 cases to seek confirmation of a
prepackaged chapter 11 plan that will cancel their unsecured notes
in exchange for 100% of the equity of the reorganized company.
The Debtors have requested joint administration of the cases. The
Honorable Mary F. Walrath oversees the cases.
Weil, Gotshal & Manges LLP is serving as legal counsel to the
Debtors, Evercore is serving as their investment banker, and FTI
Consulting Inc. as restructuring advisor. Prime Clerk LLC is the
claims and noticing agent and administrative advisor.
Morrison & Foerster LLP is serving as legal counsel and Moelis &
Company LLC is serving as financial advisor to an ad hoc group of
holders of Unsecured Notes and 9.25% Senior Secured Notes due 2019.
SOUTHEASTERN GROCERS: Hires Prime Clerk as Administrative Advisor
-----------------------------------------------------------------
Southeastern Grocers, LLC, and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Prime Clerk LLC, as administrative advisor to the Debtor.
Southeastern Grocers requires Prime Clerk to:
a. assist with, among other things, solicitation, balloting,
and tabulation of votes, and prepare any related reports,
as required in support of confirmation of a chapter 11
plan, and in connection with such services, process
requests for documents from parties in interest, including,
if applicable, brokerage firms, bank back-offices, and
institutional holders;
b. prepare an official ballot certification and, if necessary,
testify in support of the ballot tabulation results;
c. assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs
and gather data in conjunction therewith;
d. provide a confidential data room, if requested;
e. manage and coordinate any distributions pursuant to a
chapter 11 plan; and
f. provide such other processing, solicitation, balloting, and
other administrative services described in the Engagement
Agreement, but not covered by the Section 156(c) Order, as
may be requested from time to time by the Debtors, the
Court, or the Office of the Clerk of the Bankruptcy Court
(the "Clerk").
Prime Clerk will be paid at these hourly rates:
Director of Solicitation $210
Solicitation Consultant $190
COO and Executive VP No charge
Director $175-$195
Consultant/Senior Consultant $65-$165
Technology Consultant $35-$95
Analyst $30-$50
Prime Clerk will be paid a retainer in the amount of $50,000.
Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Benjamin J. Steele, vice president of Prime Clerk LLC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Prime Clerk can be reached at:
Benjamin J. Steele
PRIME CLERK LLC
830 Third Avenue, 9th Floor
New York, NY 10022
Tel: (212) 257-5450
About Southeastern Grocers
Southeastern Grocers, LLC, (SEG), the parent company and home of
BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie grocery
stores, is one of the largest conventional supermarket companies in
the U.S. SEG grocery stores, liquor stores and in-store pharmacies
serve communities throughout the seven southeastern states of
Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina
and South Carolina. BI-LO, Fresco y Mas, Harveys Supermarket and
Winn-Dixie are well known and well-respected regional brands with
deep heritages, strong neighborhood ties, proud histories of giving
back, talented and caring associates and strong commitments to
providing the best possible quality and value to customers. Their
Web sites are http://www.bi-lo.com/, http://www.frescoymas.com/,
http://www.harveyssupermarkets.com/and http://www.winndixie.com/
BI-LO and its affiliates filed for Chapter 11 bankruptcy protection
on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140). BI-LO emerged
from bankruptcy in May 2010 with Lone Star Funds remaining as
majority owner.
Winn-Dixie Stores, Inc., sought Chapter 11 protection (Bankr.
S.D.N.Y. Case No. 05-11063, transferred April 14, 2005, to Bankr.
M.D. Fla. Case Nos. 05-03817 through 05-03840) on Feb. 21, 2005.
In December 2011, BI-LO Holdings signed a deal to acquire all of
the outstanding shares of Winn-Dixie Stores stock in a merger.
Holdings was later renamed Southeastern Grocers.
On March 27, 2018, Southeastern Grocers, LLC and 26 affiliated
debtors sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
18-10700). SEG commenced Chapter 11 cases to seek confirmation of a
prepackaged chapter 11 plan that will cancel their unsecured notes
in exchange for 100% of the equity of the reorganized company.
The Debtors have requested joint administration of the cases. The
Honorable Mary F. Walrath oversees the cases.
Weil, Gotshal & Manges LLP is serving as legal counsel to the
Debtors, Evercore is serving as their investment banker, and FTI
Consulting Inc. as restructuring advisor. Prime Clerk LLC is the
claims and noticing agent and administrative advisor.
Morrison & Foerster LLP is serving as legal counsel and Moelis &
Company LLC is serving as financial advisor to an ad hoc group of
holders of Unsecured Notes and 9.25% Senior Secured Notes due 2019.
SOUTHERN INDUSTRIAL: Hires Louisiana First as Financial Advisor
---------------------------------------------------------------
Southern Industrial Mechanical Maintenance Company, LLC, seeks
authority from the U.S. Bankruptcy Court for the Western District
of Tennessee to employ Louisiana First Financial Group, Inc., as
financial advisor to the Debtor.
Southern Industrial requires Louisiana First to assist the Debtor
in locating a new replacement lender who will lend the Debtor
amounts necessary to fund negotiated payouts to existing secured
creditors, including without limitation Iberia Bank and the
Internal Revenue Service, and who will provide a working capital
loan to the Debtor.
Louisiana First will be paid 2% of the total amount of the
financing arranged by the firm.
Prior to the filing of the bankruptcy case, the Debtor paid
Louisiana a retainer in the amount of $12,500.
Louisiana First will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Glenn D. Cortez, president of Louisiana First Financial Group,
Inc., assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtor and its
estates.
Louisiana First can be reached at:
Glenn D. Cortez
LOUISIANA FIRST FINANCIAL GROUP, INC.
2343 Larkspur Lane
Opelousas, LA 70570
Tel: (337) 948-7200
Fax: (337) 948-1837
E-mail: gdcortez@lafirst.net
About Southern Industrial Mechanical
Maintenance Company, LLC
Southern Industrial Mechanical Maintenance Company, LLC
--http://www.simmco.net/-- dba SIMMCO, dba SIMMCO LLC, a division
of the Blurton Group, is a construction maintenance & fabrication
company based in Brownsville, Tennessee. SIMMCO offers pipe
fabrication, industrial construction, facility maintenance, vessel
fabrication, rigging and heavy hauling, as well as flushing &
filtration services. The Debtor was founded in 1977.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. W.D.
Tenn. Case No. 18-10261) on Feb. 9, 2018, estimating its assets and
liabilities at between $10 million and $50 million each. The
petition was signed by David R. Blurton, president and chief
executive officer.
Judge Jimmy L. Croom presides over the case.
Gene Humphreys, Esq., Paul G. Jennings, Esq., and Glenn B. Rose,
Esq., at Bass, Berry & Sims, PLC, serve as the Debtor's bankruptcy
counsel. Louisiana First Financial Group, Inc., is the financial
advisor.
STAFFING GROUP: Faces Lawsuit Over $100,000 Loan
------------------------------------------------
Staffing Group, Ltd. and its former CEO, Kimberly Thompson were
served with a summons and complaint by one of its lenders, Group 10
Holdings, LLC, as disclosed in a Form 8-K filed with the Securities
and Exchange Commission.
The lawsuit stems from a $100,000 loan (a convertible debenture)
made by Group 10, to the Company, in April of 2017. It alleges
that Mrs. Thompson individually, and on behalf of the Company
arranged, and received, a loan for the Company, from Group 10, and
in doing so: Fraudulently Induced Group 10 to make the loan,
Negligently Misrepresented various facts, Unjustly Enriched the
Company and ultimately Breached the loan contract. Group 10 is
seeking in excess of $106,105.
Current management of the Company anticipates similar actions being
taken by other lenders from whom Mrs. Thompson arranged, and
received, loans for the Company, dating back to December, 2015.
According to the Company, between December, 2015 and March, 2017,
Mrs. Thompson arranged, and received, loans for it, from five
lenders. These loans were made, to the Company, in the form of
Convertible Promissory Notes, Senior Secured Revolving Credit
Facilities, and Convertible Debentures in the combined principal
amount of $2,516,325. The Lenders currently claim an aggregate
amount due in excess of $3,153,364 including principal, interest,
penalties, and fees. These loans are also convertible into
21,549,600 shares of the Company's Common Stock. The Company
currently has 1,689,706 Common Shares outstanding.
In addition to these loans, the Company owes in excess of $792,000,
to various state tax authorities and the Internal Revenue Service,
for unpaid employment taxes dating back to 2016. It is anticipated
that, including interest and penalties, this amount could exceed
$1,000,000. The Company also owes in excess of $350,000 to various
vendors.
"The Company's current management is in the process of determining
the best course of action regarding the Group 10 lawsuit and the
other contingent liabilities," stated the Company in the SEC
filing.
As reported on April 4, 2018, Staffing Group permanently closed all
of its operating branches on April 2, 2018.
About The Staffing Group
Headquartered in Kennesaw, GA, The Staffing Group, Ltd. --
http://www.staffinggroupltd.com/-- provided temporary staffing
solutions to companies in the construction industry, light
industrial, refuse industry, retail, and hospitality businesses.
By eliminating the administrative requirements of finding and
employing skilled and unskilled workers, its clients have the
ability to focus on the important task of managing and growing
their business and not worry about staffing their projects.
On April 2, 2018, Staffing Group permanently closed its three
operating branches; Nashville, TN, Raleigh, NC and Indianapolis,
IN. Currently the Company has no operating branches.
Staffing Group reported a net loss of $3.85 million for the year
ended Dec. 31, 2016, compared to a net loss of $272,364 for the
year ended Dec. 31, 2015. As of Dec. 31, 2016, Staffing Group had
$1.95 million in total assets, $4.93 million in total liabilities
and a total stockholders' deficit of $2.98 million.
"The Company is funding its operations primarily through the sale
of equity, convertible notes payable and shareholder loans. In the
event the Company experiences liquidity and capital resources
constraints because of greater than anticipated sales growth or
acquisition needs, the Company may need to raise additional capital
in the form of equity and/or debt financing including refinancing
its current debt. Issuances of additional shares will result in
dilution to its existing shareholders. There is no assurance that
the Company will achieve any additional sales of its equity
securities or arrange for debt or other financing to fund any
potential acquisition needs or increased growth. If such
additional capital is not available on terms acceptable to the
Company, or at all, then the Company may need to curtail its
operations and/or take additional measures to conserve and manage
its liquidity and capital resources, any of which would have a
material adverse effect on its business, results of operations and
financial condition. The ability to successfully resolve these
factors raise substantial doubt about the Company's ability to
continue as a going concern within one year from the date of this
filing," the Company said in the 2016 Annual Report.
STAFFING GROUP: Shuts Three Remaining Branches Permanently
----------------------------------------------------------
Staffing Group Ltd. permanently closed its three operating
branches; Nashville, TN, Raleigh, NC and Indianapolis, IN on On
April 2, 2018. Currently the Company has no operating branches.
The Company said it will be exploring strategic alternatives for
its staffing assets. The Company has not set a timetable for the
completion of the evaluation process or made a decision to pursue
any particular strategic alternative.
About The Staffing Group
Headquartered in Kennesaw, GA, The Staffing Group, Ltd. --
http://www.staffinggroupltd.com/-- provided temporary staffing
solutions to companies in the construction industry, light
industrial, refuse industry, retail, and hospitality businesses.
Staffing Group reported a net loss of $3.85 million for the year
ended Dec. 31, 2016, compared to a net loss of $272,364 for the
year ended Dec. 31, 2015. As of Dec. 31, 2016, Staffing Group had
$1.95 million in total assets, $4.93 million in total liabilities
and a total stockholders' deficit of $2.98 million.
"The Company is funding its operations primarily through the sale
of equity, convertible notes payable and shareholder loans. In the
event the Company experiences liquidity and capital resources
constraints because of greater than anticipated sales growth or
acquisition needs, the Company may need to raise additional capital
in the form of equity and/or debt financing including refinancing
its current debt. Issuances of additional shares will result in
dilution to its existing shareholders. There is no assurance that
the Company will achieve any additional sales of its equity
securities or arrange for debt or other financing to fund any
potential acquisition needs or increased growth. If such
additional capital is not available on terms acceptable to the
Company, or at all, then the Company may need to curtail its
operations and/or take additional measures to conserve and manage
its liquidity and capital resources, any of which would have a
material adverse effect on its business, results of operations and
financial condition. The ability to successfully resolve these
factors raise substantial doubt about the Company's ability to
continue as a going concern within one year from the date of this
filing," the Company said in the 2016 Annual Report.
STARPORT TRANSPORTATION: $1K Monthly for Unsecureds Under New Plan
------------------------------------------------------------------
Starport Transportation, Inc., filed with the U.S. Bankruptcy Court
for the Western District of Missouri a combined plan and disclosure
statement dated March 27, 2018.
The Debtor commenced its adequate protection payments to creditors
in April 2017. The Debtor negotiated its Adequate Protection
Payments with each secured creditor and an Adequate Protection
Payment agreement was filed with the court. Payments under the plan
have been pre-negotiated with the creditor per the Adequate
Protection Payment stipulation or has been proposed in this plan
based on the current fair market value of the vehicle and an
interest rate to be paid over three years. The Debtors began
receiving credit toward the principal amount owed to both Larson
Group and Central prior to the confirmation of the plan.
For the period of April 2018 through April 2023, the Debtor will
pay $1,000 per month to unsecured claims on a pro rata basis. In
the event that income from operations is not sufficient to pay
$1,000 per month to these creditors, the Debtor will pay the net
from operations after overhead pro rata to unsecured claims.
The previous version of the plan provided that for the period of
November 2017 through November 2022, the Debtor will pay $1,500 per
month to allowed 11 USC section 506(b) claims, and, after these
claims are paid as allowed, then to unsecured claims on a pro rata
basis. In the event that income from operations is not sufficient
to pay $1,500 per month to these creditors, the Debtor will pay the
net from operations after overhead and secured creditor payments
first to section 506(b) claims, then pro rata to unsecured claims.
A copy of the Latest Combined Plan and Disclosure Statement is
available at:
http://bankrupt.com/misc/mowb17-60184-11-125.pdf
About Starport Transportation
Starport Transportation, Inc., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. W. D. Mo. Case No. 17-60184) on
February 28, 2017. The petition was signed by Michael Dean Moss,
president. The case is assigned to Judge Arthur B. Federman. The
Debtor is represented by Angela D. Acree, Esq., at JB James Law
Firm, PC.
At the time of the filing, the Debtor disclosed $1.01 million in
assets and $2.3 million in liabilities.
TEMPEST GROUP: Unsecureds to be Paid Dividend of $10K Over 5 Years
------------------------------------------------------------------
Tempest Group, LLC filed with the U.S. Bankruptcy Court for the
Western District of Pennsylvania a small business disclosure
statement to accompany its chapter 11 plan dated March 19, 2018.
The Debtor operates residential real estate units in its business.
The Debtor owns 5 properties; 2 multi-unit buildings; 2 duplexes
and a single-family dwelling.
Prior to the Bankruptcy, Joann Jenkins terminated the manager. At
that point, the occupancy was approximately 50 % and the units had
suffered a lot of damages because of neglect. The properties are
currently in good repair and 100% 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.
The Class 9 allowed claims of general unsecured creditors will be
paid a dividend of $10,000 over 5 years without interest.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/pawb16-24204-102.pdf
About Tempest Group
Tempest Group, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 16-24204) on November 10,
2016. The petition was signed by Joann Jenkins, manager.
At the time of the filing, the Debtor estimated assets and
liabilities of less than $1 million.
An official committee of unsecured creditors has not yet been
appointed.
TEXAS E&P: Ch. 11 Trustee Hires PLS Inc. as Broker and Consultant
-----------------------------------------------------------------
Jason R. Searcy, the Ch. 11 Trustee of Texas E&P Operating, Inc.,
seeks authority from the U.S. Bankruptcy Court for the Northern
District of Texas to employ PLS, Inc., as broker and sales
consultant to the Trustee.
The Trustee requires PLS Inc. to market and sell the Debtor's
operated and non-operated oil and gas properties including royalty
interest.
PLS Inc. will be paid a success fee of $35,000, plus 3.5%
commission of the total transactional value.
Ross Benoche, director of PLS, Inc., assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estates.
PLS Inc. can be reached at:
Ross Benoche
PLS, INC.
10850 Richmond Ave., Suite 300
Houston, TX 77042
Tel: (713) 650-1212
Fax: (713) 658-1922
About Texas E&P Operating
Based in Richardson, Texas, the Texas E&P group of companies --
http://texasepgroup.com/-- offer direct investment opportunities
in its oil and natural gas projects in the Southwestern United
States. From the initial investment to the production of each
well, the Group oversees each phase of development. Texas E&P
Operating is an independent oil and natural gas operator, with
specialties in developing new and existing oil fields since 1994.
Texas E&P Funding manages a diverse offering of oil and natural gas
investments. Texas E&P Well Service is in the well workover and
completion industry, with dedication to safety and innovation.
Texas E&P Operating, Inc., f/k/a Chestnut Exploration and
Production, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Tex. Case No. 17-34386) on Nov. 29, 2017. In the
petition signed by Mark A. Plummber, president, the Debtor
estimated its assets and liabilities at between $10 million and $50
million.
Judge Stacey G. Jernigan presides over the case.
John Mark Chevallier, Esq., at McGuire, Craddock & Strother, P.C.,
serves as the Debtor's bankruptcy counsel.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors' in the Debtor's case. The Committee retained
Okin Adams LLP as its legal counsel.
On Jan. 19, 2018, Jason Searcy was appointed as the Debtor's
Chapter 11 trustee. The trustee hired Searcy & Searcy, P.C., as
bankruptcy counsel. Snow Spence Green LLP, is the special counsel.
TEXAS E&P: Ch. 11 Trustee Hires Snow Spence as Special Counsel
--------------------------------------------------------------
Jason R. Searcy, the Ch. 11 Trustee of Texas E&P Operating, Inc.,
seeks authority from the U.S. Bankruptcy Court for the Northern
District of Texas to employ Snow Spence Green LLP, as special
counsel to the Trustee.
The Trustee requires Snow Spence to:
a. investigate the Debtor's claims and causes of
action under either chapter 5 of the U.S. Bankruptcy Code
or any applicable state fraudulent transfer ("Avoidance
Actions") and prosecution of Avoidance Actions believed to
be meritorious;
b. investigate and prosecute objections to claims asserted
against the Debtor;
c. investigate the Debtor's claims and causes of action other
than Avoidance Actions ("Other Litigation Claims") and
prosecute Other Litigation Claims believed to be
meritorious; and
d. assist the Debtor in connection with oil and gas related
issues, including negotiation and documentation of any sale
of oil and gas properties of the Debtor.
Snow Spence will be paid at these hourly rates:
Partners $500-$600
Associates $250-$475
Paralegals $75-$100
Snow Spence will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Kenneth Green, partner of Snow Spence Green LLP, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Snow Spence can be reached at:
Kenneth Green
SNOW SPENCE GREEN LLP
2929 Allen Parkway, 2800
Houston, TX 77019
Tel: (713) 335-4800
Fax: (713) 335-4848
About Texas E&P Operating, Inc.
Based in Richardson, Texas, the Texas E&P group of companies
--http://texasepgroup.com/-- offer direct investment opportunities
in its oil and natural gas projects in the Southwestern United
States. From the initial investment to the production of each well,
the Group oversees each phase of development. Texas E&P Operating
is an independent oil and natural gas operator, with specialties in
developing new and existing oil fields since 1994. Texas E&P
Funding manages a diverse offering of oil and natural gas
investments. Texas E&P Well Service is in the well workover and
completion industry, with dedication to safety and innovation.
Texas E&P Operating, Inc., f/k/a Chestnut Exploration and
Production, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Tex. Case No. 17-34386) on Nov. 29, 2017. In the
petition signed by Mark A. Plummber, president, the Debtor
estimated its assets and liabilities at between $10 million and $50
million.
Judge Stacey G. Jernigan presides over the case.
John Mark Chevallier, Esq., at McGuire, Craddock & Strother, P.C.,
serves as the Debtor's bankruptcy counsel.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors' in the Debtor's case. The Committee retained
Okin Adams LLP as its legal counsel.
On Jan. 19, 2018, Jason Searcy was appointed as the Debtor's
Chapter 11 trustee. The trustee hired Searcy & Searcy, P.C., as
bankruptcy counsel. Snow Spence Green LLP, as special counsel.
TITAN ENERGY: Blackstone Entities Have 2.68% Stake as of April 9
----------------------------------------------------------------
Blackstone / GSO Strategic Credit Fund, et al., disclosed in a
Schedule 13D/A filed with the Securities and Exchange Commission
that as of April 9, 2018, they may be deemed to be the beneficial
owners of an aggregate of 145,863 common shares of Titan Energy,
LLC, representing 2.68% based on 5,444,794 Common Shares
outstanding as of Nov. 27, 2017, as reported in the quarterly
report on Form 10-Q, filed by the Issuer on Nov. 28, 2017.
Specifically, the reporting persons beneficially owned these
Shares:
Shares Percentage
Beneficially of
Name Owned Shares
---- ------------ -----------
Blackstone / GSO Strategic
Credit Fund 29,318 0.54%
GSO Energy Market
Opportunities Fund LP 116,545 2.14%
GSO / Blackstone Debt
Funds Management LLC 29,318 0.54%
GSO Energy Market Opportunities
Associates LLC 116,545 2.14%
GSO Capital Partners LP 29,318 0.54%
GSO Holdings I L.L.C. 116,545 2.14%
GSO Advisor Holdings L.L.C. 29,318 0.54%
Blackstone Holdings I L.P. 29,318 0.54%
Blackstone Holdings II L.P. 116,545 2.14%
Blackstone Holdings I/II GP Inc. 145,863 2.68%
The Blackstone Group L.P. 145,863 2.68%
Blackstone Group Management L.L.C. 145,863 2.68%
Bennett J. Goodman 145,863 2.68%
J. Albert Smith III 145,863 2.68%
Stephen A. Schwarzman 145,863 2.68%
A full-text copy of the regulatory filing is available at:
https://is.gd/EEnkXD
About Titan Energy
Pittsburgh, Pennsylvania-based Titan Energy, LLC --
http://www.titanenergyllc.com/-- is an independent developer and
producer of natural gas, crude oil and NGLs, with operations in
basins across the United States with a focus on the horizontal
development of resource potential from the Eagle Ford Shale in
South Texas. The Company is a sponsor and manager of Drilling
Partnerships in which the Company co-invest, to finance a portion
of its natural gas, crude oil and natural gas liquids production
activities. Titan Energy is the Successor to the business and
operations of ARP, a Delaware limited partnership organized in
2012.
For the period from Sept. 1 through Dec. 31, 2016, Titan Energy
reported a net loss of $33.31 million. For the period from Jan. 1,
2016, through Aug. 31, 2016, the Company reported a net loss of
$177.4 million.
As of Sept. 30, 2017, Titan Energy had $605.4 million in total
assets, $605.5 million in total liabilities, and a $61,000 total
members' deficit.
Grant Thornton LLP, in Cleveland, Ohio, issued a "going concern"
qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company does not have sufficient liquidity to repay all of its
current debt obligations. The Company's business plan for 2017
contemplates asset sales, obtaining additional working capital, and
the refinancing or restructuring of its credit agreements to
long-term arrangements, or other modifications to its capital
structure. The Company's ability to achieve the foregoing elements
of its business plan, which may be necessary to permit the
realization of assets and satisfaction of liabilities in the
ordinary course of business, is uncertain and raises substantial
doubt about its ability to continue as a going concern.
TITAN ENERGY: FS Energy Has 10.2% Stake as of April 9
-----------------------------------------------------
In a Schedule 13D/A filed with the Securities and Exchange
Commission, these reporting persons disclosed beneficial ownership
of shares of common stock of Titan Energy, LLC as of April 9, 2018:
Shares Percentage
Beneficially of
Name Owned Shares
---- ------------ ----------
FS Energy and Power Fund 555,496 10.20%
Foxfields Funding LLC 87,000 1.60%
FS Investment Corporation II 200,040 3.67%
Cobbs Creek LLC 66,040 1.21%
FS Investment Corporation III 72,739 1.34%
FS Investment Advisor, LLC 555,496 10.20%
FSIC II Advisor, LLC 0 0%
FS/EIG Advisor, LLC 555,496 10.20%
EIG Asset Management, LLC 555,496 10.20%
EIG Global Energy Partners, LLC 555,496 10.20%
The R. Blair Thomas 2010
Irrevocable Trust 555,496 10.20%
The Randall Wade 2010
Irrevocable Trust 555,496 10.20%
The Kristina Wade 2010
Irrevocable Trust 555,496 10.20%
FS/KKR Advisor, LLC 272,779 5.01%
FSJV Holdco, LLC 272,779 5.01%
FSIC III Advisor, LLC 272,779 5.01%
Michael C. Forman 828,275 15.21%
Sean Coleman 828,275 15.21%
Brian Gerson 828,275 15.21%
Michael Kelly 828,275 15.21%
William C. Sonneborn 555,496 10.20%
R. Blair Thomas 555,496 10.20%
Randall S. Wade 555,496 10.20%
The percentages are based on 5,444,794 Common Shares outstanding as
of Nov. 27, 2017, as reported in the 2017 Q3 Form 10-Q. The
Reporting Persons may be deemed to be the beneficial owners of an
aggregate of 828,275 Common Shares, representing 15.21% of the
Common Shares outstanding as of Nov. 27, 2017.
A full-text copy of the regulatory filing is available at:
https://is.gd/0LBYt1
About Titan Energy
Pittsburgh, Pennsylvania-based Titan Energy, LLC --
http://www.titanenergyllc.com/-- is an independent developer and
producer of natural gas, crude oil and NGLs, with operations in
basins across the United States with a focus on the horizontal
development of resource potential from the Eagle Ford Shale in
South Texas. The Company is a sponsor and manager of Drilling
Partnerships in which the Company co-invest, to finance a portion
of its natural gas, crude oil and natural gas liquids production
activities. Titan Energy is the Successor to the business and
operations of ARP, a Delaware limited partnership organized in
2012.
For the period from Sept. 1 through Dec. 31, 2016, Titan Energy
reported a net loss of $33.31 million. For the period from Jan. 1,
2016, through Aug. 31, 2016, the Company reported a net loss of
$177.4 million.
As of Sept. 30, 2017, Titan Energy had $605.4 million in total
assets, $605.5 million in total liabilities, and a $61,000 total
members' deficit.
Grant Thornton LLP, in Cleveland, Ohio, issued a "going concern"
qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company does not have sufficient liquidity to repay all of its
current debt obligations. The Company's business plan for 2017
contemplates asset sales, obtaining additional working capital, and
the refinancing or restructuring of its credit agreements to
long-term arrangements, or other modifications to its capital
structure. The Company's ability to achieve the foregoing elements
of its business plan, which may be necessary to permit the
realization of assets and satisfaction of liabilities in the
ordinary course of business, is uncertain and raises substantial
doubt about its ability to continue as a going concern.
TWEDDLE HOLDINGS: S&P Lowers CCR to 'CCC+', On Watch Negative
-------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Michigan-based Tweddle Holdings Inc. to 'CCC+' from 'B' and placed
all of its ratings on the company on CreditWatch with negative
implications.
At the same time, S&P lowered its issue-level rating on Tweddle
Group Inc.'s $225 million secured term loan to 'CCC+' from 'B'.
Tweddle Holdings Inc. is the ultimate parent of Tweddle Group."
The downgrade follows management's disclosure that Tweddle's
largest customer, which accounted for roughly 40% of its total
sales in 2017, has not renewed a significant contract. S&P said,
"This loss dramatically changes our view of the business landscape
as we had previously thought that well-established client
relationships and extensive data libraries would provide
substantial revenue stability and product staying power. We now
believe that the company's value proposition to its clients may be
at risk. We also have doubts about management's ability to offset
the declines related to the loss of this significant contract by
executing on its current growth strategy."
S&P said, "We aim to resolve the CreditWatch negative placement
over the next 90 days after we meet with management regarding their
plan to right-size the business after this substantial contract
loss.
"We could affirm our ratings on Tweddle if we believe that
management has a plan and the capability to contain any increases
in the company's leverage while generating sufficient EBITDA to
meet its fixed charges (namely interest and amortization).
"We could lower our ratings on Tweddle if we believe that the
company will be unable to right-size its business, which would
likely lead to a covenant breach or payment default over the next
12 months."
US SHIPPING: Moody's Lowers 1st Lien Debt Rating & CFR to B3
------------------------------------------------------------
Moody's Investors Service downgraded the ratings of U.S. Shipping
Corp. ("USSC"), including the rating on the senior secured first
lien credit facility to B3 from B2, the Corporate Family Rating
("CFR") to B3 from B2 and the Probability of Default Rating to
B3-PD from B2-PD. The ratings outlook is stable.
RATINGS RATIONALE
The rating downgrades reflect Moody's expectation of high financial
leverage for some time and further deterioration in the company's
operating performance. Despite recent positive trends in the
freight rate environment coming into 2018, a meaningful recovery
seems unlikely over the near term as freight rates remain under
pressure from excess capacity. Moreover, a heavy dry-docking
schedule (four out of six total vessels) will significantly reduce
the number of ship revenue days, noting also the company is already
operating with fewer revenue generating vessels after one disposal
in late 2016. Moody's expects adjusted debt-to-EBITDA to approach
8x, amidst revenue declines (to below $100 million) and earnings
erosion over 2018 that are likely to result in modestly negative
free cash flow. However, credit metrics should improve
subsequently, with leverage abating towards 6x over 2019,
benefiting from a moderate improvement in business conditions, cost
management and minimal dry docking. USSC's mostly contracted
revenue base, competitive strength in its niche chemical trades and
the protected Jones Act trade are positive considerations in the B3
CFR.
The stable outlook reflects Moody's expectation of adequate
liquidity over the next year, despite the anticipated near term
revenue decline, anchored by good cash balances of at least $40-$50
million, customer contracts and a positive record of managing
costs. The liquidity profile is also supported by an undrawn $10
million cash flow revolving credit facility.
The ratings could be downgraded with lower than anticipated
operating performance, including a more material decline in free
cash flow, or debt funded fleet growth. Expectations of more
subdued business conditions, Funds From Operations ("FFO") +
interest-to-interest to be sustained below 2.0x or a lack of
progress with improving leverage towards 6.0x in the intermediate
term would also pressure the ratings.
A ratings upgrade seems unlikely in the near term given the
company's small size and revenue and earnings headwinds. However,
upward ratings momentum could develop with material growth in
revenues and an improvement in credit metrics such that Moody's
expects debt-to-EBITDA to be sustained below 4.5x and FFO +
interest-to-interest above 3.5 times. Potential fleet growth that
is funded such that credit metrics remain unburdened by a
meaningful increase in debt would be positive.
Downgrades:
Corporate Family Rating, to B3 from B2
Probability of Default Rating, to B3-PD from B2-PD
Senior secured first lien credit facility, to B3 (LGD3) from B2
(LGD3)
The ratings outlook is stable.
The principal methodology used in these ratings was Shipping
Industry published in December 2017.
U.S. Shipping Corp, headquartered in Edison, NJ, owns four modern
articulated tug-barge units and two legacy tankers serving the US
Jones Act chemical and petroleum markets. Revenues were
approximately $102 million for the last twelve months ended
December 31, 2017.
USI INC: Moody's Maintains B3 CFR After Incremental Term Loan
-------------------------------------------------------------
Moody's Investors Service is maintaining the B3 corporate family
rating and B3-PD probability of default rating of USI Inc.
following the company's announcement that it plans to borrow an
incremental $200 million under its senior secured term loan (rated
B2). The company will use proceeds from the incremental borrowing
to fund the acquisition of KeyBank's insurance brokerage operations
(Key Insurance & Benefits Services or KIBS), add cash to the
balance sheet and pay related fees and expenses. The parties expect
to complete the transaction in Q2 2018, pending regulatory
approvals and other closing conditions. The rating outlook for USI
is stable.
The pending acquisition will enhance USI's market presence in the
northeastern US, said Moody's. USI ranks among the 10 largest US
insurance brokers by revenue, serving middle market companies,
smaller firms and individuals across the country. KIBS is a
medium-sized provider of commercial insurance, risk management and
benefits consulting services through offices in upstate New York,
Pennsylvania and Connecticut.
The pending KIBS transaction adds another layer of integration risk
for USI, which completed its largest-ever acquisition in November
2017, the $1.1 billion purchase of Wells Fargo Insurance from Wells
Fargo & Company. The acquisition integration plans call for
multi-year expenditures on people, systems and facilities to merge
the USI, Wells Fargo and KIBS branch networks. The group's reported
earnings and credit metrics will be weak during this transition
period, according to Moody's.
USI's ratings reflect its favorable market position, good balance
of property & casualty and employee benefits business, and healthy
free cash flow. The company seeks a team approach to middle market
brokerage to make its full range of products and services available
to a given client. This approach has helped USI improve its organic
growth in recent years. These strengths are offset by the company's
high financial leverage, merger integration risk and potential
liabilities from errors and omissions in the delivery of
professional services.
Giving effect to the pending incremental borrowing and acquisition,
USI will have a pro forma debt-to-EBITDA ratio just below 8x,
(EBITDA - capex) interest coverage of 2.0x-2.5x, and a
free-cash-flow-to-debt ratio in the low single digits, per Moody's
estimates. These pro forma metrics include the rating agency's
adjustments for operating leases, contingent earnout obligations,
run-rate EBITDA from completed acquisitions, and certain costs
related to the current integration process. Moody's noted that such
leverage is high for USI's rating category, leaving little room for
error in absorbing the acquisitions.
Factors that could lead to an upgrade of USI's ratings include: (i)
debt-to-EBITDA ratio below 6x, (ii) (EBITDA - capex) coverage of
interest consistently exceeding 2x, and (iii)
free-cash-flow-to-debt ratio exceeding 5%.
Factors that could lead to a rating downgrade include: (i)
debt-to-EBITDA ratio above 8x, (ii) (EBITDA - capex) coverage of
interest below 1.2x, or (iii) free-cash-flow-to-debt ratio below
2%.
Moody's maintains the following ratings and loss given default
(LGD) assessments on USI:
Corporate family rating B3;
Probability of default rating B3-PD;
$200 million senior secured revolving credit facility maturing in
May 2022, rated B2 (LGD3);
$2.6 billion senior secured term loan (including proposed $200
million increase) maturing in May 2024, rated B2 (LGD3);
$615 million senior unsecured notes maturing in May 2025, rated
Caa2 (LGD6).
Based in Valhalla, New York, USI is a major US insurance broker,
distributing property & casualty insurance and employee benefits
products and services to middle market companies, smaller firms and
individuals across the country. The company reported revenues of
$1.1 billion for 2017.
VEGA ALTA: Unsecured Creditors to Receive $5K Over 60 Months
------------------------------------------------------------
Vega Alta Community Health, Inc., filed with the U.S. Bankruptcy
Court for the District of Puerto Rico an amended disclosure
statement and summary of its proposed plan of reorganization dated
March 25, 2018.
Class 5 consists of all other general unsecured creditors not
classified as part of the convenience class and listed in the
Schedules and those who filed proof of claims, who hold a claim
over $5,000 and who have not elected to be part of the convenience
class. Those who were not listed by the Debtor but that have filed
proof of claims asserting an unsecured obligation over $5,000 are
also included in this class. After review of the proof of claims
filed to date, those listed by the Debtor, the total of claims
relating to this class is $557,448.35.
As of March 25, 2018 there are 13 general unsecured creditors
included in this Class. The total claims related to this
classification are $557,448.35.
The entire allowed claims for this class will receive more than the
amount calculated as liquidation value under a Hypothetical Chapter
7 liquidation analysis. The entire class five will receive the
total amount of $5,000 during 60 months counting from the Effective
Date. The debtor will distribute this monthly payment at pro rata
of each claimholders claims.
The Debtor will also initiate accounts receivable collection
efforts. The Debtor understands that they can collect from $12,000
to $24,000 as annual accounts receivables net proceeds. The debtor
proposes that 50% of accounts receivables net proceeds will be
disbursed to unsecured creditors.
Funding the plan will be from the income collection from health
insurance providers, Government agencies including Puerto Rico
Department of Health, income from money collected to patients
including health insurance deductibles, accounts receivables
collection efforts made by the debtor, and any other business that
Debtor wild be engaged during the life of the Plan.
A full-text copy of the Amended Disclosure Statement is available
at:
http://bankrupt.com/misc/prb16-08128-11-146.pdf
About Vega Alta
Vega Alta Community Health, Inc., provides primary medical services
to the residents of Vega Alta and nearby areas.
The Debtor, based in Catano, Puerto Rico, filed a Chapter 11
petition (Bankr. D.P.R. Case No. 16-08128) on Oct. 11, 2016. Jaime
Rodriguez Perez, at Jaime Rodriguez Law Office, PSC, serves as
bankruptcy counsel. In its petition, the Debtor listed $25,582 in
assets and $1.47 million in liabilities. The petition was signed
by Luis M Gonzalez Bermudez, president.
VER TECHNOLOGIES: U.S. Trustee Forms 5-Member Committee
-------------------------------------------------------
Andrew R. Vara, Acting U.S. Trustee for Region 3, on April 12
appointed five creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of VER Technologies
HoldCo LLC and its affiliates.
The committee members are:
(1) ROE Visual Co.
Attn: Steven Lee
2514 N. Naomi Street
Burbank, CA 91504,
Tel: (818) 433-1962
(2) Susan Tesh
Tel: 818-269-1908
(3) Green Hippo Media Technology, Inc.
Attn: Emma Marlow
423 East Colorado Street
Glendale, CA 91205
Tel: (818) 239-4778
(4) Uline, Inc.
Attn: Derek Goodman
12575 Uline Drive
Pleasant Prairie, WI 53158
Tel: (262) 612-4200
Fax: (262) 612-4282
(5) Galaxia Electronics Co., Ltd.
Attn: Timothy Yoo
10 F-1102 (Sueso-dong), 281
Gwangypyong-ro, Gangnam-gu
Seoul, South Korea
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About VER Techonologies
VER Technologies is a global provider of production equipment and
engineering support. With the world's largest inventory of rental
equipment, VER supplies the most advanced technology to a broad
array of clients in the TV, cinema, live events, broadcast and
corporate markets. Clients rely on VER's depth of experience in
Broadcast, Audio, Video, Lighting, LED, Cameras, Rigging, Media
Servers, Fiber and more. With 35 offices across North America and
Europe, 24/7 support, and unparalleled expertise, VER can support
any live or taped production anywhere in the world.
VER Technologies, et al., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. Del. Case No. 18-10834) on April 5, 2018.
In its petition signed by Digby Davies, CEO. VER Technologies
HoldCo disclosed $0 to $50,000 in assets and $ $10 million to $50
million in liabilities.
The Hon. Kevin Grosspresides over the case.
Kirkland & Ellis LLP and Klehr Harrison Harvey Branzburg LLP are
serving as VER's legal counsel, AlixPartners LLP is serving as its
restructuring advisor and PJT Partners is serving as its financial
advisor.
Skadden, Arps, Slate, Meagher & Flom LLP, and Perella Weinberg
Partners are serving as advisors to Bank of America Merrill Lynch.
FTI Consulting and Morgan,
Lewis & Bockius LLP are serving as advisors to GSO Capital
Partners.
VERIFONE INC: Moody's Puts Ba2 CFR Under Review for Downgrade
-------------------------------------------------------------
Moody's Investors Service placed VeriFone, Inc.'s Ba2 Corporate
Family Rating (CFR) and Ba3-PD Probability of Default Rating under
review for downgrade following the company's announcement that it
has entered into a definitive agreement under which an investor
group led by Francisco Partners and including British Columbia
Investment Management Corporation will acquire Verifone for total
consideration of approximately $3.4 billion, including Verifone's
net debt. The proposed acquisition is subject to regulatory and
shareholder approvals and is expected to close during the third
calendar quarter of 2018.
RATINGS RATIONALE
The ratings action reflects the potential for a meaningful increase
in Verifone's debt upon the acquisition and more aggressive
financial policies under the new shareholders. Verifone has not
disclosed the debt and equity components of the acquisition
financing at this time. Moody's review will focus on: (i)
Verifone's new capital structure in the context of its historically
volatile and mature terminals business; (ii) growth prospects for
Verifone's payments and commerce services; (iii) potential for
reduction in costs and its likely impact on business performance;
and, (iv) financial policies under the new shareholders. The Ba3
ratings for Verifone's existing senior secured facilities are not
affected as Moody's expects the facilities will be refinanced upon
the close of the acquisition given the change in control
requirement in the credit agreement. If all the rated of Verifone
is repaid, all of the credit ratings of Verifone will be withdrawn
after closing.
The existing Ba2 CFR reflects Verifone's high business risks that
result from the volatile sales of its Point of Sale (POS) products,
which still account for the majority of its profits and
additionally drive its services revenues, and limited product
diversity. Verifone's credit profile is supported by its leading
market positions in the POS terminals market in several major
economies, a large installed base, high geographic revenue
diversity and growing revenues from add-on services.
The following ratings were placed under review for downgrade:
Issuer: VeriFone, Inc.
-- Corporate Family Rating, Ba2
-- Probability of Default Rating, Ba3-PD
Outlook Actions:
Issuer: VeriFone, Inc.
-- Outlook, Changed to Rating Under Review From Stable
Verifone is a leading provider of point of sale hardware systems,
as well as technology based payment solutions and services.
VILLA MARIE: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Villa Marie Winery, LLC, and its
debtor-affiliates, as of April 12, according to a court docket.
About Villa Marie Winery
Villa Marie Winery LLC -- https://villamariewinery.com -- and its
subsidiaries are privately-held companies in Maryville, Illinois,
that operate a vineyard, winery and banquet complex.
Villa Marie Winery and its subsidiaries sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ill. Case Nos.
18-30163 to 18-30169) on Feb. 14, 2018. In the petition signed by
Judy S. Wiemann, owner, the Debtor estimated assets and liabilities
of $1 million to $10 million.
WACHUSETT VENTURES: U.S. Trustee Forms 5-Member Committee
---------------------------------------------------------
The U.S. Trustee for Region 1 on April 6 appointed five creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 cases of Wachusett Ventures, LLC, and its affiliates.
The committee members are:
(1) Patrick J. Orr
Healthcare Services Group
3220 Tillman Drive, Suite 300
Bensalem, PA 19020
Phone: 215-688-4359
Email: porr@hcsgcorp.com
(2) Honor S. Heath
Eversource
107 Selden Street
Berlin, CT 06037
Phone: 860-665-4865
Email: honor.heath@eversource.com
(3) Steve Gryncewicz PharMerica
1123 Pearl Street
Brockton, MA 02301
Phone: 508-427-5015
Email: Steve.Gryncewicz@pharmerica.com
(4) Liz Almeida-Sanborn
Preferred Physical Therapy Solutions
850 Silas Deane Highway
Wethersfield, CT 06109
Phone: 860-610-0400
Email: lalmeida-sanborn@preftherapy.com
(5) New England Health Care Employee's Union
Suzanne Clark, Vice-President
77 Huyshope Ave.
Hartford, CT 06106
Phone: 860-251-6026
Email: sclark@seiu1199ne.org
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Wachusett Ventures LLC
Founded in 2013, Wachusett Ventures, LLC operates five skilled
nursing facilities in Connecticut and Massachusetts and employ
approximately 600 people. For the fiscal year 2017, their gross
revenue was approximately $54 million.
Wachusett Ventures and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Lead Case No.
18-11053) on March 26, 2018.
In the petitions signed by Steven Vera, chief operating officer,
Wachusett Ventures estimated assets of $1 million to $10 million
and liabilities of less than $1 million.
Judge Frank J. Bailey presides over the case.
The Debtors hired Nixon Peabody LLP as their legal counsel, and
Donlin, Recano & Company, Inc., as their claims and noticing agent.
WALTON BUSINESS: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Walton Business Center Land Trust dated Nov.
14, 2013, as of April 12, according to a court docket.
Headquartered in Defuniak Springs, Florida, Walton Business Center
Land Trust dated Nov. 14, 2013 estimating its assets and
liabilities at between $100,001 ad $500,000 each. Shiraz Ali
Hosein, Esq., at Anchors waddyng ommitteee.
XS RANCH FUND: Rescission Claimants to Get Nothing in Latest Plan
-----------------------------------------------------------------
XS Ranch Fund, VI, L.P., filed with the U.S. Bankruptcy Court for
the Northern District of California a second amended chapter 11
plan of reorganization as modified.
Under the second amended plan, Class 6 Rescission Claimants will
receive no distributions in this case and their liens will be void.
Consistent with the Bankruptcy Court's ruling on subordination, the
value of the Rescission Claimants' interests in the Debtor's assets
is $0 for purposes of Section 506(a)(1) of the Bankruptcy Code, and
thus, such Liens are void by operation of law pursuant to Section
506(d) of the Bankruptcy Code. The Rescission Claimants assert
that, notwithstanding the Bankruptcy Court's ruling that the
rescission claims will be subordinated below equity, they are
entitled to a distribution. The Debtor disputes the Rescission
Claimants' assertion. The Rescission Claimants may appeal this
issue. If the Rescission Claimants were ultimately successful on
the appeal(s), the effect of such ruling is uncertain and
speculative.
The previous version of the plan provided that Rescission Claimants
will be subordinated through adjudication or settlement, as a
result of Subordination Litigation prosecuted by the Estate. The
treatment of the Holders of Allowed Claims in Class 6 will depend
upon the level to which their Allowed Claims are subordinated by
order of the Court. Members of Class 6 will be paid in one of the
following two ways:
* If Rescission Claims are subordinated below equity, then the
members of Class 6 will receive no distributions.
* If Rescission Claims are subordinated pari passu with equity,
then members of Class 6 will receive Distributions at the same time
that any Distributions are made to members of Class 7 until members
of Class 6 have received Distributions in the aggregate of
$28,575,001.
U.S. Bankruptcy Judge Roger L. Efremsky approved the disclosure
statement in January, with the provision that the Debtor submit an
amended disclosure statement to address concerns raised by parties
who objected to the approval of the disclosure statement and
confirmation of the Plan.
A full-text copy of the Second Amended Disclosure Statement is
available at:
http://bankrupt.com/misc/canb16-31367-383.pdf
A full-text copy of the Second Amended Plan is available at:
http://bankrupt.com/misc/canb16-31367-437.pdf
About XS Ranch Fund VI L.P.
Dr. Hasso Plattner, David Winton, Granite Land Company, and Peter
Mainstain filed an involuntary petition (Bankr. N.D. Cal. Case No.
16-31367) against XS Ranch Fund VI, L.P for relief under Chapter 7
of the Bankruptcy Code on December 23, 2016. On May 31, 2017, the
Debtor consented to conversion of the Bankruptcy Case to one under
Chapter 11. On June 1, the Court entered its order converting the
Bankruptcy Case to Chapter 11.
The petitioning creditors were represented by Patricia H. Lyon,
Esq., at French and Lyon; Terry J. Mollica, Esq., at Chiarelli &
Mollica, LLP; Mary Ellmann Tang, Esq., at French Lyon Tang; and
David C. Winton, Esq., at the Law Offices of David C. Winton.
The Debtor is represented by Pamela Egan, Esq., at Rimon P.C.; and
Richard H. Golubow, Esq., Garrick A. Hollander, Esq., and Andrew
Levin, Esq., at Winthrop Couchot.
On July 28, 2017, the U.S. Trustee for Region 17 appointed an
official committee of unsecured creditors. The committee hired
Sheppard Mullin Richter & Hampton LLP, as counsel.
Y&K SUN: Court Asked to Vacate April 23 Hearing on Plan Outline
---------------------------------------------------------------
Jeffrey Weinman, the Chapter 11 trustee for Y&K Sun, Inc., asked
the U.S. Bankruptcy Court for the District of Colorado to vacate
the hearing on the disclosure statement filed by the company's
creditors, which is currently scheduled for April 23.
Creditors Wonjoong Kim and Yoonee Kim on Feb. 6 filed the
disclosure statement, together with their proposed Chapter 11 plan
of reorganization for Y&K Sun, which contemplated the liquidation
and sale of the company's property in Lakewood, Colorado.
Y&K Sun owns a portion of the JCRS shopping center in Lakewood,
which consists of approximately 43,000 square feet of retail space.
It is divided into 15 units, which include a Family Dollar, nail
salon, Blackjack Pizza, and liquor store.
Under the proposed plan, Class 3 unsecured claims will be paid in
full from the sale of the JCRS property. Class 3 is impaired and
unsecured creditors are entitled to vote to accept or reject the
plan.
Sources of funds to implement the reorganization plan include the
proceeds from the sale and the revenues generated by the property.
According to a 2015 appraisal report prepared by Core Realty
Advisors, the market value of the JCRS property is between $4.6
million and $4.9 million. The same report, however, also said that
the value of the property could be as high as $6.2 million.
About Y&K Sun Inc.
Y&K Sun, Inc.'s only substantial asset is a shopping center located
at 6451, 6553, and 6579 West Colfax Avenue, Lakewood, Colorado.
Y&K Sun, Inc., sought Chapter 11 protection (Bankr. D. Colo. Case
No. 16-14761) on May 12, 2016, estimating $1 million to $10 million
in assets and debt. Judge Howard R. Tallman presides over the
case.
The Debtor is represented by Andrew D. Johnson, Esq., at Oonsager
Guyerson Fletcher Johnson.
Jeffrey Weinman was appointed as Chapter 11 trustee for the Debtor.
The Trustee hired Davis Graham & Stubbs LLP as legal counsel; and
NRC Realty & Capital Advisors of CO, LLC as real estate and
marketing agent.
On February 6, 2018, creditors Wonjoong Kim and Yoonee Kim filed a
disclosure statement and a Chapter 11 plan of reorganization for
the Debtor, which contemplated the liquidation and sale of the
company's property in Lakewood, Colorado. The disclosure statement
is available for free at
http://bankrupt.com/misc/cob16-14761-285.pdf
ZALER POP HOLDINGS: Seeks 14-Day Extension to File Amended Plan
---------------------------------------------------------------
Zaler Pop Holdings of Wilkinsburg, LLC, filed a motion asking the
U.S. Bankruptcy Court for the Western District of Pennsylvania to
extend the period of time to file its amended plan of
reorganization, amended disclosure statement, and amended plan
summary to April 14, 2018.
The Debtor filed an objection to the Bridgeway Capital, LLC proof
of claim. The debtor has made payments to Bridgeway since the
filing of the original proof of claim which included amounts for
payment of real estate taxes thus impacting the amounts due
Wilkinsburg School District and Wilkinsburg Borough.
In its objection, the Debtor sought an itemization from Bridgeway
of amounts due since Debtor has not received any response to its
February 8, 2018 request for a breakdown of principal, interest,
costs, and fees. Without the information from Bridgeway, the Debtor
is unable to comply with the Court's Order directing Debtor to
identify the specific amounts due to each creditor.
Since the Bridgeway response is not due until March 31, 2018, the
Debtor cannot accurately identify specific amounts owed by March
26, 2018, and consequently is not in a position to file an Amended
Plan and Amended Disclosure Statement. Thus, the Debtor is seeking
an extension of 14 days subsequent to the March 31, 2018 response
date in which to file its Amended Plan, Amended Disclosure
Statement and Amended Plan Summary.
About Zaler Pop Holdings
Zaler Pop Holdings of Wilkinsburg LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No.
17-20390) on February 3, 2017. The petition was signed by Ronald
Johnson, authorized representative.
At the time of the filing, the Debtor estimated assets and
liabilities of less than $500,000.
No official committee of unsecured creditors has been appointed in
the case.
ZERO ENERGY: Hires CohnReznick Capital as Investment Banker
-----------------------------------------------------------
Zero Energy Systems, LLC, seeks authority from the U.S. Bankruptcy
Court for the Southern District of Iowa to employ CohnReznick
Capital Markets Securities, LLC, as investment banker to the
Debtor.
Zero Energy requires CohnReznick Capital to:
a. evaluate the business, operations and financial position of
the Debtor;
b. assist the preparation of materials, including business,
financial information, and descriptive memoranda, to be
provided to potential Bidders, preparing the Debtor for an
expedited marketing process, probably under section 363 of
the Code, and identify and contact prospective Bidders;
c. assist the Debtor in establishing criteria for potential
Bidders, identify, screen and rank prospective Bidders, and
evaluate proposals received from potential Bidders,
including managing the auction process if necessary;
d. counsel the Debtor on negotiations with Bidders and their
advisors, and with other stakeholders in the case;
e. direct and coordinate due diligence;
f. provide regular reporting to the Debtor and its senior
secured lenders and the Official Committee of Unsecured
Creditors, if one is appointed, on the status and progress
of the above;
g. assist the Debtor and its other advisors through the
closing process; and
h. advise the Debtor on other matters that may arise from time
to time during the Agreement.
CohnReznick Capital will be paid as follows:
a. Retainer of $10,000.00.
b. CohnReznick Capital will be reimbursed for reasonable out-
of-pocket expenses incurred, subject to a fee cap of
$7,500.
c. In the event a "Stalking Horse" bidder for the Debtor's
assets is approved by the Court, then upon the closing
CohnReznick Capital will earn a minimum Transaction Fee
of $200,000. In the event no Stalking Horse is approved,
but one or more parties show up at an auction for the
Debtor's assets, then upon the closing CohnReznick Capital
will earn a minimum Transaction Fee of $200,000. In the
event a Stalking Horse is approved, and parties show up at
an auction for the Debtor's assets, upon the closing
CohnReznick Capital will earn a Transaction Improvement Fee
equal to 10% on all consideration above the Court approved
initial Stalking Horse bid. Any Transaction Fees are
subject to Court review and approval.
Nick Knapp, president of CohnReznick Capital Markets Securities,
LLC, assured the Court that the firm is a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code and
does not represent any interest adverse to the Debtor and its
estates.
CohnReznick Capital can be reached at:
Nick Knapp
COHNREZNICK CAPITAL MARKETS
SECURITIES, LLC
420 Lexington Ave., Suite 2533
New York, NY 10170
Tel: (917) 472-1286
About Zero Energy Systems
Zero Energy Systems, LLC -- http://www.zeroenergy-systems.com/--
provides state-of-the-art, computer-automated production of
proprietary insulated concrete wall systems for residential and
commercial construction. The Company's wall panels are
specifically designed to store and release energy, creating a
net-zero effect within the wall, while also providing disaster
resistance, durability, and affordability. The Company has a heavy
manufacturing facility at 428 Westcor Drive, Coralville, Iowa.
Zero Energy Systems filed a Chapter 11 petition (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
total assets and $28.69 million in total liabilities. Bradshaw,
Fowler, Proctor & Fairgrave PC is the Debtor's counsel.
CohnReznick Capital Markets Securities, LLC, is the investment
banker.
[*] A&G Realty Partners Launches Healthcare Property Division
-------------------------------------------------------------
A&G Realty Partners on April 16, 2018, announced a new division
focused on ramping up the productivity of U.S. healthcare
providers' diverse real estate holdings.
Just as retail landlords can ill afford to keep vacant or
under-performing stores on their balance sheets, today's medical
providers are under the gun to maximize the real estate dimension
of their hospitals, medical offices, skilled nursing homes and
other assets, noted Peter J. Lynch, a Los Angeles-based Principal
at A&G and leader of the company's new Healthcare Property
Division. Those efforts could involve everything from disposing of
excess medical office space, to renegotiating an urgent care
center's lease, to selling a city hospital to a mixed-use
developer, he said.
"Healthcare over the next five years will undergo an accelerating
metamorphosis driven by the need for innovation, convenience and
affordability," said Mr. Lynch, who, in addition to his role at
A&G, is a longtime member of the board of governors for a major
not-for-profit healthcare system in the western United States. "The
forces in play are every bit as disruptive as those afoot in retail
or higher education. Real estate must be central to any strategic
response."
The principals at A&G Realty Partners have decades of experience in
providing due diligence, valuations, strategic advice, auctions,
lease terminations, occupancy cost reductions and other critical
real estate services to those with interests in retail and
nonretail sectors alike, said A&G Co-President Emilio Amendola.
"In today's marketplace, all of our clients understand that you can
no longer afford to leave asset value on the table," he said.
In the medical sector, significant ownership changes, as well as
new methods for delivering healthcare to patients, are driving the
need for transformative real estate strategies, Mr. Lynch noted.
"Skyrocketing healthcare costs and plummeting reimbursements only
add to the urgency as healthcare providers move from acute care,
hospital-based systems to decentralized approaches based on
community outreach and service," he said.
Maximizing real estate allows healthcare companies to drive down
costs and better position themselves for survival or growth, Mr.
Lynch explained. But due to intense competitive pressures, not
every attempt to roll out neighborhood surgery centers, urgent care
services, skilled nursing facilities and the like will succeed.
"We are already seeing distressed medical assets in need of
disposition or lease renegotiation," Mr. Lynch said.
Mr. Lynch, who joined A&G in 2012 with more than three decades
experience as a senior executive in retailing and commercial real
estate, has an extensive background in healthcare as well. In
2016, he was elected to chair the board of directors for the Valley
Service Area of the Providence St. Joseph Health Foundation, a
not-for-profit healthcare system with facilities across the western
United States. Lynch continues to serve in that position. He
joined the board of governors of the Providence Saint Joseph
Foundation, which supports Providence Saint Joseph Medical Center
in Burbank, Calif., in 2007 and chaired that body from 2011 to
2016. Since joining A&G, Lynch has been a client manager for such
companies as Pier1, Pacific Sunwear, Orchard Supply (a Lowes
company), Mann Theatres (a Warner Bros. company), and Career
Education Corporation.
In addition to its Los Angeles office, Melville, N.Y.-based A&G
also maintains offices in Chicago and Philadelphia. Best known for
its work on behalf of healthy and distressed retail companies, A&G
has increasingly applied its real estate methodologies outside the
retail sector as well, including the higher education, office,
warehousing/distribution, and housing markets. The firm was
founded in 2012 by Amendola and Co-President Andy Graiser.
"Unlike major brokerage companies, we work for the client only and
never are paid by landlords," Mr. Graiser said. "It is this
independence that allows us to pursue the most cost-effective
solutions for our clients, whether it's selling an asset,
subleasing space, terminating a bad lease, or reducing occupancy
costs."
[*] Christopher Jarvinen Joins Richards Kibbe's New York Office
---------------------------------------------------------------
Richards Kibbe & Orbe LLP on April 16 disclosed that Christopher
Andrew Jarvinen, an accomplished bankruptcy attorney possessing
nearly two decades of experience handling complex business and
litigation issues arising in the context of corporate
restructurings, has joined the firm as a partner in its New York
office.
"Over the course of his career, Christopher has built an impressive
practice specializing in bankruptcy litigation and restructuring
deals, and we are thrilled to welcome him to the firm," said
Jennifer Grady, managing partner of RK&O. "He is an ideal
complement to our bankruptcy, restructuring and special situation
investments practice areas, and his particular expertise will be a
tremendous asset to our corporate clients."
Prior to joining RK&O, Mr. Jarvinen was a corporate restructuring
partner with, respectively, Berger Singerman LLP in Florida and
Hahn & Hessen LLP in New York. His practice focuses on chapter 11
cases, chapter 15 cases and other cross-border insolvency matters,
out-of-court restructurings, and bankruptcy-related litigation. His
practice also includes providing governance advice to companies and
their boards regarding fiduciary duties.
"I'm honored to join a firm that is so highly regarded in the
financial markets and business community," said Mr. Jarvinen. "In
particular, the firm's Bankruptcy & Restructuring practitioners are
known for their creative, successful, and cost-effective,
problem-solving approaches in the areas of financial distress and
other special situations, and I look forward to providing
meaningful, added value to both the team and the firm's clients."
Mr. Jarvinen is a fellow of the American College of Bankruptcy, a
member of the International Insolvency Institute, and a member of
the American Law Institute. He has served as chair of the American
Bankruptcy Institute's Caribbean Insolvency Symposium, was a
co-founder of the TMA-Brasil (the Brazilian chapter of the
Turnaround Management Association), and has been a member of the
editorial board of International Corporate Rescue. Mr. Jarvinen is
recognized as a leading corporate restructuring practitioner by
Chambers USA and Best Lawyers. He has also taught graduate courses
to senior executives attending the highest-ranked global, executive
MBA degree in Latin America, focused on developing effective legal
management tools to maximize leadership potential and
organizational value while guiding international businesses through
financial distress.
Mr. Jarvinen holds a J.D. from Boston College Law School. He
received an undergraduate degree in economics from Brown University
and has also obtained graduate theological degrees from Harvard
University and Yale University, and graduate business degrees from
FGV-EAESP (Sao Paulo, Brazil) and the University of Oxford.
About Richards Kibbe & Orbe LLP
Richards Kibbe & Orbe LLP routinely represents financial
institutions and investment funds in high-value corporate
transactions and complex litigation and regulatory matters. RK&O
conducts a highly collaborative practice through approximately 65
lawyers based in New York, Washington, D.C. and London.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ABSOLUTE SOFTWRE ALSWF US 92.3 (56.6) (34.0)
ABSOLUTE SOFTWRE OU1 GR 92.3 (56.6) (34.0)
ABSOLUTE SOFTWRE ABT CN 92.3 (56.6) (34.0)
ABSOLUTE SOFTWRE ABT2EUR EU 92.3 (56.6) (34.0)
AGENUS INC AJ81 GR 138.4 (75.8) 17.1
AGENUS INC AGEN US 138.4 (75.8) 17.1
AGENUS INC AJ81 TH 138.4 (75.8) 17.1
AGENUS INC AGENEUR EU 138.4 (75.8) 17.1
AGENUS INC AJ81 QT 138.4 (75.8) 17.1
AGENUS INC AGENUSD EU 138.4 (75.8) 17.1
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
AMYRIS INC AMRS US 151.6 (196.5) (3.3)
AMYRIS INC 3A01 TH 151.6 (196.5) (3.3)
AMYRIS INC 3A01 GR 151.6 (196.5) (3.3)
AMYRIS INC 3A01 QT 151.6 (196.5) (3.3)
AMYRIS INC AMRSEUR EU 151.6 (196.5) (3.3)
AMYRIS INC AMRSUSD EU 151.6 (196.5) (3.3)
ASPEN TECHNOLOGY AZPN US 195.8 (274.5) (341.7)
ASPEN TECHNOLOGY AST GR 195.8 (274.5) (341.7)
ASPEN TECHNOLOGY AZPNEUR EU 195.8 (274.5) (341.7)
ASPEN TECHNOLOGY AST QT 195.8 (274.5) (341.7)
ATLATSA RESOURCE ATL SJ 204.7 (158.2) 7.8
AUTODESK INC AUD GR 4,113.6 (256.0) (245.3)
AUTODESK INC AUD TH 4,113.6 (256.0) (245.3)
AUTODESK INC ADSK US 4,113.6 (256.0) (245.3)
AUTODESK INC AUD QT 4,113.6 (256.0) (245.3)
AUTODESK INC ADSK* MM 4,113.6 (256.0) (245.3)
AUTODESK INC AUD GZ 4,113.6 (256.0) (245.3)
AUTODESK INC ADSK AV 4,113.6 (256.0) (245.3)
AUTODESK INC ADSKEUR EU 4,113.6 (256.0) (245.3)
AUTODESK INC ADSKUSD EU 4,113.6 (256.0) (245.3)
AUTODESK INC ADSK LN 4,113.6 (256.0) (245.3)
AUTODESK INC ADSK TE 4,113.6 (256.0) (245.3)
AUTOZONE INC AZO US 9,403.7 (1,330.5) (120.9)
AUTOZONE INC AZ5 TH 9,403.7 (1,330.5) (120.9)
AUTOZONE INC AZ5 GR 9,403.7 (1,330.5) (120.9)
AUTOZONE INC AZOEUR EU 9,403.7 (1,330.5) (120.9)
AUTOZONE INC AZ5 QT 9,403.7 (1,330.5) (120.9)
AUTOZONE INC AZOUSD EU 9,403.7 (1,330.5) (120.9)
AUTOZONE INC 0HJL LN 9,403.7 (1,330.5) (120.9)
AVID TECHNOLOGY AVID US 234.7 (268.6) (61.8)
AVID TECHNOLOGY AVD GR 234.7 (268.6) (61.8)
AXIM BIOTECHNOLO AXIM US 2.2 (6.3) (5.6)
BENEFITFOCUS INC BNFT US 165.1 (39.3) (4.1)
BENEFITFOCUS INC BTF GR 165.1 (39.3) (4.1)
BENEFITFOCUS INC BNFTEUR EU 165.1 (39.3) (4.1)
BLUE BIRD CORP BLBD US 248.8 (65.3) 11.2
BLUE RIDGE MOUNT BRMR US 1,060.2 (212.5) (62.4)
BOMBARDIER INC-A BBD/A CN 25,006.0 (3,732.0) 1,837.0
BOMBARDIER INC-B BBD/B CN 25,006.0 (3,732.0) 1,837.0
BOMBARDIER INC-B BBDBN MM 25,006.0 (3,732.0) 1,837.0
BOMBARDIER INC-B 0QZP LN 25,006.0 (3,732.0) 1,837.0
BRINKER INTL EAT US 1,400.5 (552.9) (257.4)
BRINKER INTL BKJ GR 1,400.5 (552.9) (257.4)
BRINKER INTL BKJ QT 1,400.5 (552.9) (257.4)
BRINKER INTL EAT2EUR EU 1,400.5 (552.9) (257.4)
BROOKFIELD REAL BRE CN 93.5 (31.4) 3.9
BRP INC/CA-SUB V DOO CN 2,558.4 (57.4) 94.6
BRP INC/CA-SUB V B15A GR 2,558.4 (57.4) 94.6
BRP INC/CA-SUB V BRPIF US 2,558.4 (57.4) 94.6
CACTUS INC- A WHD US 266.5 (36.2) 111.1
CACTUS INC- A 43C GR 266.5 (36.2) 111.1
CACTUS INC- A WHDEUR EU 266.5 (36.2) 111.1
CACTUS INC- A 43C QT 266.5 (36.2) 111.1
CADIZ INC CDZI US 66.5 (78.7) 7.0
CADIZ INC 2ZC GR 66.5 (78.7) 7.0
CADIZ INC 0HS4 LN 66.5 (78.7) 7.0
CALIFORNIA RESOU CRC US 6,207.0 (720.0) (249.0)
CALIFORNIA RESOU 1CLB GR 6,207.0 (720.0) (249.0)
CALIFORNIA RESOU CRCEUR EU 6,207.0 (720.0) (249.0)
CALIFORNIA RESOU 1CL TH 6,207.0 (720.0) (249.0)
CALIFORNIA RESOU 1CLB QT 6,207.0 (720.0) (249.0)
CALIFORNIA RESOU CRCUSD EU 6,207.0 (720.0) (249.0)
CAMBIUM LEARNING ABCD US 158.6 (14.3) (71.4)
CARDLYTICS INC CDLX US 100.8 (12.2) 32.5
CARDLYTICS INC CYX TH 100.8 (12.2) 32.5
CARDLYTICS INC CDLXEUR EU 100.8 (12.2) 32.5
CARDLYTICS INC CYX QT 100.8 (12.2) 32.5
CARDLYTICS INC CDLXUSD EU 100.8 (12.2) 32.5
CARDLYTICS INC CYX GR 100.8 (12.2) 32.5
CARDLYTICS INC CYX GZ 100.8 (12.2) 32.5
CAREDX INC CDNA US 83.6 (6.0) (16.1)
CAREDX INC 1K9 GR 83.6 (6.0) (16.1)
CAREDX INC CDNAEUR EU 83.6 (6.0) (16.1)
CASELLA WASTE WA3 GR 614.9 (37.9) (4.2)
CASELLA WASTE CWST US 614.9 (37.9) (4.2)
CASELLA WASTE WA3 TH 614.9 (37.9) (4.2)
CASELLA WASTE CWSTEUR EU 614.9 (37.9) (4.2)
CASELLA WASTE CWSTUSD EU 614.9 (37.9) (4.2)
CDK GLOBAL INC CDK US 2,690.0 (188.0) 514.1
CDK GLOBAL INC C2G TH 2,690.0 (188.0) 514.1
CDK GLOBAL INC CDKEUR EU 2,690.0 (188.0) 514.1
CDK GLOBAL INC C2G GR 2,690.0 (188.0) 514.1
CDK GLOBAL INC CDKUSD EU 2,690.0 (188.0) 514.1
CDK GLOBAL INC C2G QT 2,690.0 (188.0) 514.1
CDK GLOBAL INC 0HQR LN 2,690.0 (188.0) 514.1
CHESAPEAKE ENERG CHK US 12,425.0 (372.0) (831.0)
CHESAPEAKE ENERG CHK* MM 12,425.0 (372.0) (831.0)
CHESAPEAKE ENERG 0HWL LN 12,425.0 (372.0) (831.0)
CHINA CRAWFISH L CACA US 0.0 (0.0) (0.0)
CHOICE HOTELS CZH GR 927.6 (212.1) 108.4
CHOICE HOTELS CHH US 927.6 (212.1) 108.4
CINCINNATI BELL CBB US 2,162.4 (143.1) 353.1
CINCINNATI BELL CIB1 GR 2,162.4 (143.1) 353.1
CINCINNATI BELL CBBEUR EU 2,162.4 (143.1) 353.1
CLEAR CHANNEL-A C7C GR 5,580.5 (1,284.2) 337.6
CLEAR CHANNEL-A CCO US 5,580.5 (1,284.2) 337.6
CLEVELAND-CLIFFS CVA GR 2,953.4 (444.1) 1,092.4
CLEVELAND-CLIFFS CVA TH 2,953.4 (444.1) 1,092.4
CLEVELAND-CLIFFS CLF US 2,953.4 (444.1) 1,092.4
CLEVELAND-CLIFFS CLF* MM 2,953.4 (444.1) 1,092.4
CLEVELAND-CLIFFS CVA QT 2,953.4 (444.1) 1,092.4
CLEVELAND-CLIFFS CLF2EUR EU 2,953.4 (444.1) 1,092.4
CLEVELAND-CLIFFS CVA GZ 2,953.4 (444.1) 1,092.4
CLEVELAND-CLIFFS CLF2 EU 2,953.4 (444.1) 1,092.4
CLEVELAND-CLIFFS 0I0H LN 2,953.4 (444.1) 1,092.4
COCONNECT INC CCON US 0.0 (0.1) (0.1)
COGENT COMMUNICA CCOI US 710.6 (102.5) 231.6
COGENT COMMUNICA OGM1 GR 710.6 (102.5) 231.6
COMMUNITY HEALTH CYH US 17,450.0 (165.0) 1,712.0
COMMUNITY HEALTH CG5 GR 17,450.0 (165.0) 1,712.0
COMMUNITY HEALTH CG5 TH 17,450.0 (165.0) 1,712.0
COMMUNITY HEALTH CG5 QT 17,450.0 (165.0) 1,712.0
COMMUNITY HEALTH CYH1EUR EU 17,450.0 (165.0) 1,712.0
COMMUNITY HEALTH CYH1USD EU 17,450.0 (165.0) 1,712.0
CONSUMER CAPITAL CCGN US 5.2 (2.5) (2.6)
DELEK LOGISTICS DKL US 443.5 (29.2) 18.7
DELEK LOGISTICS D6L GR 443.5 (29.2) 18.7
DENNY'S CORP DE8 GR 323.8 (97.4) (53.6)
DENNY'S CORP DENN US 323.8 (97.4) (53.6)
DEX MEDIA INC DMDA US 1,419.0 (1,284.0) (1,999.0)
DINE BRANDS GLOB DIN US 1,750.2 (146.7) 99.9
DINE BRANDS GLOB IHP GR 1,750.2 (146.7) 99.9
DOLLARAMA INC DOL CN 1,934.3 (252.4) (151.0)
DOLLARAMA INC DLMAF US 1,934.3 (252.4) (151.0)
DOLLARAMA INC DR3 GR 1,934.3 (252.4) (151.0)
DOLLARAMA INC DR3 GZ 1,934.3 (252.4) (151.0)
DOLLARAMA INC DOLEUR EU 1,934.3 (252.4) (151.0)
DOLLARAMA INC DR3 TH 1,934.3 (252.4) (151.0)
DOLLARAMA INC DR3 QT 1,934.3 (252.4) (151.0)
DOMINO'S PIZZA EZV TH 836.8 (2,735.4) 181.5
DOMINO'S PIZZA EZV GR 836.8 (2,735.4) 181.5
DOMINO'S PIZZA DPZ US 836.8 (2,735.4) 181.5
DOMINO'S PIZZA EZV QT 836.8 (2,735.4) 181.5
DOMINO'S PIZZA DPZEUR EU 836.8 (2,735.4) 181.5
DOMINO'S PIZZA DPZUSD EU 836.8 (2,735.4) 181.5
DUN & BRADSTREET DB5 GR 2,480.9 (811.2) 41.3
DUN & BRADSTREET DB5 TH 2,480.9 (811.2) 41.3
DUN & BRADSTREET DNB US 2,480.9 (811.2) 41.3
DUN & BRADSTREET DB5 QT 2,480.9 (811.2) 41.3
DUN & BRADSTREET DNB1EUR EU 2,480.9 (811.2) 41.3
DUN & BRADSTREET DNB1USD EU 2,480.9 (811.2) 41.3
EGAIN CORP EGAN US 37.4 (9.8) (13.8)
EGAIN CORP EGCA GR 37.4 (9.8) (13.8)
EGAIN CORP EGANEUR EU 37.4 (9.8) (13.8)
EGAIN CORP 0IFM LN 37.4 (9.8) (13.8)
ENPHASE ENERGY E0P GR 169.1 (9.1) 38.7
ENPHASE ENERGY ENPH US 169.1 (9.1) 38.7
ENPHASE ENERGY E0P TH 169.1 (9.1) 38.7
ENPHASE ENERGY ENPHEUR EU 169.1 (9.1) 38.7
ENPHASE ENERGY E0P QT 169.1 (9.1) 38.7
ENPHASE ENERGY ENPHUSD EU 169.1 (9.1) 38.7
ENPHASE ENERGY 0QYE LN 169.1 (9.1) 38.7
ERIN ENERGY CORP ERN US 251.1 (362.8) (347.0)
ERIN ENERGY CORP ERN SJ 251.1 (362.8) (347.0)
EVERI HOLDINGS I EVRI US 1,537.1 (140.6) (12.0)
EVERI HOLDINGS I G2C TH 1,537.1 (140.6) (12.0)
EVERI HOLDINGS I G2C GR 1,537.1 (140.6) (12.0)
EVERI HOLDINGS I EVRIEUR EU 1,537.1 (140.6) (12.0)
EVERI HOLDINGS I EVRIUSD EU 1,537.1 (140.6) (12.0)
EVOLUS INC EOLS US 152.2 (75.5) (139.9)
EVOLUS INC EVL GR 152.2 (75.5) (139.9)
EVOLUS INC EOLSEUR EU 152.2 (75.5) (139.9)
EXELA TECHNOLOGI XELAU US 1,714.8 (10.0) (26.0)
EXELA TECHNOLOGI XELA US 1,714.8 (10.0) (26.0)
FERRELLGAS-LP FGP US 1,687.1 (809.8) (175.9)
FTS INTERNATIONA FTSI US 831.0 (468.5) 323.9
FTS INTERNATIONA FT5 QT 831.0 (468.5) 323.9
GAMCO INVESTO-A GBL US 128.3 (96.3) -
GNC HOLDINGS INC GNC US 1,516.6 (162.0) 478.1
GNC HOLDINGS INC GNC1USD EU 1,516.6 (162.0) 478.1
GNC HOLDINGS INC GNC* MM 1,516.6 (162.0) 478.1
GNC HOLDINGS INC 0IT2 LN 1,516.6 (162.0) 478.1
GOGO INC GOGO US 1,403.2 (191.6) 276.6
GOGO INC G0G GR 1,403.2 (191.6) 276.6
GOGO INC G0G QT 1,403.2 (191.6) 276.6
GOGO INC GOGOEUR EU 1,403.2 (191.6) 276.6
GOGO INC 0IYQ LN 1,403.2 (191.6) 276.6
GREEN PLAINS PAR GPP US 92.3 (62.8) 5.6
GREEN PLAINS PAR 8GP GR 92.3 (62.8) 5.6
H&R BLOCK INC HRB US 2,561.3 (698.1) 617.6
H&R BLOCK INC HRB GR 2,561.3 (698.1) 617.6
H&R BLOCK INC HRB TH 2,561.3 (698.1) 617.6
H&R BLOCK INC HRB QT 2,561.3 (698.1) 617.6
H&R BLOCK INC HRBEUR EU 2,561.3 (698.1) 617.6
H&R BLOCK INC 0HOB LN 2,561.3 (698.1) 617.6
HCA HEALTHCARE I 2BH GR 36,593.0 (4,995.0) 3,819.0
HCA HEALTHCARE I HCA US 36,593.0 (4,995.0) 3,819.0
HCA HEALTHCARE I 2BH TH 36,593.0 (4,995.0) 3,819.0
HCA HEALTHCARE I 2BH QT 36,593.0 (4,995.0) 3,819.0
HCA HEALTHCARE I HCAEUR EU 36,593.0 (4,995.0) 3,819.0
HCA HEALTHCARE I HCAUSD EU 36,593.0 (4,995.0) 3,819.0
HCA HEALTHCARE I 0J1R LN 36,593.0 (4,995.0) 3,819.0
HERBALIFE LTD HOO GR 2,895.1 (334.7) 953.5
HERBALIFE LTD HLF US 2,895.1 (334.7) 953.5
HERBALIFE LTD HLFEUR EU 2,895.1 (334.7) 953.5
HERBALIFE LTD HOO QT 2,895.1 (334.7) 953.5
HERBALIFE LTD HOO GZ 2,895.1 (334.7) 953.5
HERBALIFE LTD HLFUSD EU 2,895.1 (334.7) 953.5
HORTONWORKS INC HDP US 250.7 (65.0) (39.1)
HORTONWORKS INC 14K GR 250.7 (65.0) (39.1)
HORTONWORKS INC 14K QT 250.7 (65.0) (39.1)
HORTONWORKS INC HDPEUR EU 250.7 (65.0) (39.1)
HORTONWORKS INC 0J64 LN 250.7 (65.0) (39.1)
HP COMPANY-BDR HPQB34 BZ 35,245.0 (2,742.0) (2,132.0)
HP INC HPQ* MM 35,245.0 (2,742.0) (2,132.0)
HP INC HPQ US 35,245.0 (2,742.0) (2,132.0)
HP INC 7HP TH 35,245.0 (2,742.0) (2,132.0)
HP INC 7HP GR 35,245.0 (2,742.0) (2,132.0)
HP INC HPQ TE 35,245.0 (2,742.0) (2,132.0)
HP INC HPQ CI 35,245.0 (2,742.0) (2,132.0)
HP INC HPQ SW 35,245.0 (2,742.0) (2,132.0)
HP INC HWP QT 35,245.0 (2,742.0) (2,132.0)
HP INC HPQCHF EU 35,245.0 (2,742.0) (2,132.0)
HP INC HPQUSD EU 35,245.0 (2,742.0) (2,132.0)
HP INC HPQUSD SW 35,245.0 (2,742.0) (2,132.0)
HP INC HPQEUR EU 35,245.0 (2,742.0) (2,132.0)
HP INC 7HP GZ 35,245.0 (2,742.0) (2,132.0)
HP INC 0J2E LN 35,245.0 (2,742.0) (2,132.0)
IDEXX LABS IDXX US 1,713.4 (53.8) (32.6)
IDEXX LABS IX1 GR 1,713.4 (53.8) (32.6)
IDEXX LABS IX1 TH 1,713.4 (53.8) (32.6)
IDEXX LABS IX1 QT 1,713.4 (53.8) (32.6)
IDEXX LABS IDXX AV 1,713.4 (53.8) (32.6)
IDEXX LABS IX1 GZ 1,713.4 (53.8) (32.6)
IDEXX LABS 0J8P LN 1,713.4 (53.8) (32.6)
IDEXX LABS IDXX TE 1,713.4 (53.8) (32.6)
IMMUNOGEN INC IMU GR 294.7 (17.9) 220.6
IMMUNOGEN INC IMGN US 294.7 (17.9) 220.6
IMMUNOGEN INC IMU TH 294.7 (17.9) 220.6
IMMUNOGEN INC IMU QT 294.7 (17.9) 220.6
IMMUNOGEN INC IMU GZ 294.7 (17.9) 220.6
IMMUNOGEN INC IMGNEUR EU 294.7 (17.9) 220.6
IMMUNOGEN INC IMGNUSD EU 294.7 (17.9) 220.6
INNOVIVA INC INVA US 367.3 (242.7) 165.6
INNOVIVA INC HVE GR 367.3 (242.7) 165.6
INNOVIVA INC INVAEUR EU 367.3 (242.7) 165.6
INNOVIVA INC HVE GZ 367.3 (242.7) 165.6
INTERNAP CORP IP9N GR 586.5 (1.0) (23.5)
INTERNAP CORP INAP US 586.5 (1.0) (23.5)
INTERNAP CORP INAPEUR EU 586.5 (1.0) (23.5)
ISRAMCO INC IRM GR 108.8 (23.8) 13.0
ISRAMCO INC ISRL US 108.8 (23.8) 13.0
ISRAMCO INC ISRLEUR EU 108.8 (23.8) 13.0
JACK IN THE BOX JBX GR 1,157.6 (374.6) 138.0
JACK IN THE BOX JACK US 1,157.6 (374.6) 138.0
JACK IN THE BOX JACK1EUR EU 1,157.6 (374.6) 138.0
JACK IN THE BOX JBX GZ 1,157.6 (374.6) 138.0
JACK IN THE BOX JBX QT 1,157.6 (374.6) 138.0
JUST ENERGY GROU JE US 1,387.5 (75.7) (71.4)
JUST ENERGY GROU 1JE GR 1,387.5 (75.7) (71.4)
JUST ENERGY GROU JE CN 1,387.5 (75.7) (71.4)
KERYX BIOPHARM KYX GR 158.9 (14.1) 96.1
KERYX BIOPHARM KERX US 158.9 (14.1) 96.1
KERYX BIOPHARM KYX TH 158.9 (14.1) 96.1
KERYX BIOPHARM KYX QT 158.9 (14.1) 96.1
KERYX BIOPHARM KERXEUR EU 158.9 (14.1) 96.1
KERYX BIOPHARM KERXUSD EU 158.9 (14.1) 96.1
L BRANDS INC LTD GR 8,149.0 (751.0) 1,262.0
L BRANDS INC LTD TH 8,149.0 (751.0) 1,262.0
L BRANDS INC LB US 8,149.0 (751.0) 1,262.0
L BRANDS INC LBEUR EU 8,149.0 (751.0) 1,262.0
L BRANDS INC LB* MM 8,149.0 (751.0) 1,262.0
L BRANDS INC LTD QT 8,149.0 (751.0) 1,262.0
L BRANDS INC LBUSD EU 8,149.0 (751.0) 1,262.0
L BRANDS INC 0JSC LN 8,149.0 (751.0) 1,262.0
LAMB WESTON LW US 2,753.9 (337.6) 418.9
LAMB WESTON LW-WEUR EU 2,753.9 (337.6) 418.9
LAMB WESTON 0L5 GR 2,753.9 (337.6) 418.9
LAMB WESTON 0L5 TH 2,753.9 (337.6) 418.9
LAMB WESTON 0L5 QT 2,753.9 (337.6) 418.9
LAMB WESTON LW-WUSD EU 2,753.9 (337.6) 418.9
LEGACY RESERVES LRT GR 1,493.1 (271.7) (32.2)
LEGACY RESERVES LGCY US 1,493.1 (271.7) (32.2)
LEGACY RESERVES LRT QT 1,493.1 (271.7) (32.2)
LEGACY RESERVES LRT GZ 1,493.1 (271.7) (32.2)
LILIS ENERGY INC LLEX US 195.9 (30.9) 0.0
LILIS ENERGY INC 0KF1 GR 195.9 (30.9) 0.0
LILIS ENERGY INC LLEXEUR EU 195.9 (30.9) 0.0
LOCKHEED MARTIN LMT US 46,521.0 (609.0) 4,824.0
LOCKHEED MARTIN LOM GR 46,521.0 (609.0) 4,824.0
LOCKHEED MARTIN LOM TH 46,521.0 (609.0) 4,824.0
LOCKHEED MARTIN LMT* MM 46,521.0 (609.0) 4,824.0
LOCKHEED MARTIN LMT SW 46,521.0 (609.0) 4,824.0
LOCKHEED MARTIN LMT1EUR EU 46,521.0 (609.0) 4,824.0
LOCKHEED MARTIN LOM QT 46,521.0 (609.0) 4,824.0
LOCKHEED MARTIN LMT1CHF EU 46,521.0 (609.0) 4,824.0
LOCKHEED MARTIN LMT1USD EU 46,521.0 (609.0) 4,824.0
LOCKHEED MARTIN LOM GZ 46,521.0 (609.0) 4,824.0
LOCKHEED MARTIN 0R3E LN 46,521.0 (609.0) 4,824.0
LOCKHEED MARTIN LMT TE 46,521.0 (609.0) 4,824.0
LOCKHEED-BDR LMTB34 BZ 46,521.0 (609.0) 4,824.0
LOCKHEED-CEDEAR LMT AR 46,521.0 (609.0) 4,824.0
MCDONALDS - BDR MCDC34 BZ 33,803.7 (3,268.0) 2,436.6
MCDONALDS CORP MDO TH 33,803.7 (3,268.0) 2,436.6
MCDONALDS CORP MCD TE 33,803.7 (3,268.0) 2,436.6
MCDONALDS CORP MDO GR 33,803.7 (3,268.0) 2,436.6
MCDONALDS CORP MCD* MM 33,803.7 (3,268.0) 2,436.6
MCDONALDS CORP MCD US 33,803.7 (3,268.0) 2,436.6
MCDONALDS CORP MCD SW 33,803.7 (3,268.0) 2,436.6
MCDONALDS CORP MCDCHF EU 33,803.7 (3,268.0) 2,436.6
MCDONALDS CORP MCD CI 33,803.7 (3,268.0) 2,436.6
MCDONALDS CORP MDO QT 33,803.7 (3,268.0) 2,436.6
MCDONALDS CORP MCDUSD EU 33,803.7 (3,268.0) 2,436.6
MCDONALDS CORP MCDUSD SW 33,803.7 (3,268.0) 2,436.6
MCDONALDS CORP MCDEUR EU 33,803.7 (3,268.0) 2,436.6
MCDONALDS CORP MDO GZ 33,803.7 (3,268.0) 2,436.6
MCDONALDS CORP MCD AV 33,803.7 (3,268.0) 2,436.6
MCDONALDS-CEDEAR MCD AR 33,803.7 (3,268.0) 2,436.6
MDC PARTNERS-A MDCA US 1,698.9 (92.6) (232.9)
MDC PARTNERS-A MD7A GR 1,698.9 (92.6) (232.9)
MDC PARTNERS-A MDCAEUR EU 1,698.9 (92.6) (232.9)
MEDLEY MANAGE-A MDLY US 127.9 (23.3) 29.1
MICHAELS COS INC MIK US 2,300.2 (1,509.5) 719.0
MICHAELS COS INC MIM GR 2,300.2 (1,509.5) 719.0
MONEYGRAM INTERN MGI US 4,772.5 (245.3) (65.5)
MONEYGRAM INTERN 9M1N GR 4,772.5 (245.3) (65.5)
MONEYGRAM INTERN 9M1N QT 4,772.5 (245.3) (65.5)
MONEYGRAM INTERN 9M1N TH 4,772.5 (245.3) (65.5)
MONEYGRAM INTERN MGIEUR EU 4,772.5 (245.3) (65.5)
MONEYGRAM INTERN MGIUSD EU 4,772.5 (245.3) (65.5)
MOODY'S CORP DUT GR 8,594.2 (114.9) 517.3
MOODY'S CORP MCO US 8,594.2 (114.9) 517.3
MOODY'S CORP DUT TH 8,594.2 (114.9) 517.3
MOODY'S CORP MCOEUR EU 8,594.2 (114.9) 517.3
MOODY'S CORP DUT QT 8,594.2 (114.9) 517.3
MOODY'S CORP MCO* MM 8,594.2 (114.9) 517.3
MOODY'S CORP DUT GZ 8,594.2 (114.9) 517.3
MOODY'S CORP MCOUSD EU 8,594.2 (114.9) 517.3
MOODY'S CORP 0K36 LN 8,594.2 (114.9) 517.3
MOSAIC A-CLASS A MOSC US 0.6 (0.0) (0.0)
MOSAIC ACQUISITI MOSC/U US 0.6 (0.0) (0.0)
MOTOROLA SOLUTIO MTLA GR 8,208.0 (1,727.0) 1,019.0
MOTOROLA SOLUTIO MTLA TH 8,208.0 (1,727.0) 1,019.0
MOTOROLA SOLUTIO MSI US 8,208.0 (1,727.0) 1,019.0
MOTOROLA SOLUTIO MOT TE 8,208.0 (1,727.0) 1,019.0
MOTOROLA SOLUTIO MTLA QT 8,208.0 (1,727.0) 1,019.0
MOTOROLA SOLUTIO MSI1EUR EU 8,208.0 (1,727.0) 1,019.0
MOTOROLA SOLUTIO MTLA GZ 8,208.0 (1,727.0) 1,019.0
MOTOROLA SOLUTIO MSI1USD EU 8,208.0 (1,727.0) 1,019.0
MOTOROLA SOLUTIO 0K3H LN 8,208.0 (1,727.0) 1,019.0
MSG NETWORKS- A MSGN US 851.8 (743.2) 229.6
MSG NETWORKS- A 1M4 GR 851.8 (743.2) 229.6
MSG NETWORKS- A 1M4 TH 851.8 (743.2) 229.6
MSG NETWORKS- A 1M4 QT 851.8 (743.2) 229.6
MSG NETWORKS- A MSGNEUR EU 851.8 (743.2) 229.6
MSG NETWORKS- A MSGNUSD EU 851.8 (743.2) 229.6
NATERA INC NTRA US 178.8 (10.4) 39.3
NATERA INC 45E GR 178.8 (10.4) 39.3
NATHANS FAMOUS NATH US 92.9 (85.0) 51.8
NATHANS FAMOUS NFA GR 92.9 (85.0) 51.8
NATIONAL CINEMED XWM GR 1,148.1 (1.2) 102.9
NATIONAL CINEMED NCMI US 1,148.1 (1.2) 102.9
NATIONAL CINEMED NCMIEUR EU 1,148.1 (1.2) 102.9
NAVISTAR INTL IHR GR 5,969.0 (4,583.0) 705.0
NAVISTAR INTL NAV US 5,969.0 (4,583.0) 705.0
NAVISTAR INTL IHR TH 5,969.0 (4,583.0) 705.0
NAVISTAR INTL IHR QT 5,969.0 (4,583.0) 705.0
NAVISTAR INTL IHR GZ 5,969.0 (4,583.0) 705.0
NAVISTAR INTL NAVEUR EU 5,969.0 (4,583.0) 705.0
NAVISTAR INTL NAVUSD EU 5,969.0 (4,583.0) 705.0
NEBULA ACQUISITI NEBUU US 0.0 (0.0) (0.0)
NEBULA ACQUISITI NEBU US 0.0 (0.0) (0.0)
NEW ENG RLTY-LP NEN US 226.8 (35.3) -
NUTRIEN LTD NTR CN 0.2 (0.5) (0.6)
NUTRIEN LTD NTR US 0.2 (0.5) (0.6)
NUTRIEN LTD N7T TH 0.2 (0.5) (0.6)
NUTRIEN LTD N7T GR 0.2 (0.5) (0.6)
NUTRIEN LTD NTREUR EU 0.2 (0.5) (0.6)
NUTRIEN LTD NTRUSD EU 0.2 (0.5) (0.6)
NUTRIEN LTD NTRCAD EU 0.2 (0.5) (0.6)
NUTRIEN LTD NTRN MM 0.2 (0.5) (0.6)
NUTRIEN LTD N7T QT 0.2 (0.5) (0.6)
NYMOX PHARMACEUT NYMX US 1.0 (1.3) (1.3)
NYMOX PHARMACEUT NYM GR 1.0 (1.3) (1.3)
NYMOX PHARMACEUT NYM GZ 1.0 (1.3) (1.3)
NYMOX PHARMACEUT NYMXEUR EU 1.0 (1.3) (1.3)
NYMOX PHARMACEUT NYMXUSD EU 1.0 (1.3) (1.3)
OMEROS CORP 3O8 GR 116.3 (2.8) 82.1
OMEROS CORP OMER US 116.3 (2.8) 82.1
OMEROS CORP 3O8 TH 116.3 (2.8) 82.1
OMEROS CORP OMEREUR EU 116.3 (2.8) 82.1
OMEROS CORP OMERUSD EU 116.3 (2.8) 82.1
OMEROS CORP 0KBU LN 116.3 (2.8) 82.1
OPTIVA INC RE6 GR 210.2 (3.3) 42.4
OPTIVA INC RKNED US 210.2 (3.3) 42.4
OPTIVA INC OPT CN 210.2 (3.3) 42.4
OPTIVA INC 3230510Q EU 210.2 (3.3) 42.4
OPTIVA INC RKNEUR EU 210.2 (3.3) 42.4
PAPA JOHN'S INTL PZZA US 555.6 (99.2) 37.1
PAPA JOHN'S INTL PP1 GR 555.6 (99.2) 37.1
PAPA JOHN'S INTL PZZAEUR EU 555.6 (99.2) 37.1
PENN NATL GAMING PN1 GR 5,234.8 (73.1) (129.0)
PENN NATL GAMING PENN US 5,234.8 (73.1) (129.0)
PHILIP MORRIS IN PM1EUR EU 42,968.0 (10,230.0) 5,632.0
PHILIP MORRIS IN PMI SW 42,968.0 (10,230.0) 5,632.0
PHILIP MORRIS IN PM1 TE 42,968.0 (10,230.0) 5,632.0
PHILIP MORRIS IN 4I1 TH 42,968.0 (10,230.0) 5,632.0
PHILIP MORRIS IN PM1CHF EU 42,968.0 (10,230.0) 5,632.0
PHILIP MORRIS IN 4I1 GR 42,968.0 (10,230.0) 5,632.0
PHILIP MORRIS IN PM US 42,968.0 (10,230.0) 5,632.0
PHILIP MORRIS IN PM1 EU 42,968.0 (10,230.0) 5,632.0
PHILIP MORRIS IN PMI1 IX 42,968.0 (10,230.0) 5,632.0
PHILIP MORRIS IN PMI EB 42,968.0 (10,230.0) 5,632.0
PHILIP MORRIS IN 4I1 QT 42,968.0 (10,230.0) 5,632.0
PHILIP MORRIS IN 4I1 GZ 42,968.0 (10,230.0) 5,632.0
PHILIP MORRIS IN PM LN 42,968.0 (10,230.0) 5,632.0
PINNACLE ENTERTA PNK US 3,950.2 (321.0) (60.7)
PINNACLE ENTERTA 65P GR 3,950.2 (321.0) (60.7)
PLANET FITNESS-A PLNT US 1,092.5 (136.9) 65.0
PLANET FITNESS-A 3PL TH 1,092.5 (136.9) 65.0
PLANET FITNESS-A 3PL GR 1,092.5 (136.9) 65.0
PLANET FITNESS-A 3PL QT 1,092.5 (136.9) 65.0
PLANET FITNESS-A PLNT1EUR EU 1,092.5 (136.9) 65.0
PLANET FITNESS-A PLNT1USD EU 1,092.5 (136.9) 65.0
PLANET FITNESS-A 0KJD LN 1,092.5 (136.9) 65.0
PLAYAGS INC AGS US 697.2 (27.9) 39.0
PROS HOLDINGS IN PH2 GR 288.7 (47.0) 100.0
PROS HOLDINGS IN PRO US 288.7 (47.0) 100.0
PROS HOLDINGS IN PRO1EUR EU 288.7 (47.0) 100.0
REATA PHARMACE-A RETA US 135.3 (147.0) 85.5
REATA PHARMACE-A 2R3 GR 135.3 (147.0) 85.5
REATA PHARMACE-A RETAEUR EU 135.3 (147.0) 85.5
REMARK HOLD INC 3SWN GR 103.5 (79.6) (46.7)
REMARK HOLD INC MARK US 103.5 (79.6) (46.7)
REMARK HOLD INC MARKEUR EU 103.5 (79.6) (46.7)
RESOLUTE ENERGY R21 GR 641.9 (74.4) (82.9)
RESOLUTE ENERGY REN US 641.9 (74.4) (82.9)
RESOLUTE ENERGY RENEUR EU 641.9 (74.4) (82.9)
REVLON INC-A REV US 3,056.9 (770.4) 210.9
REVLON INC-A RVL1 GR 3,056.9 (770.4) 210.9
REVLON INC-A RVL1 TH 3,056.9 (770.4) 210.9
REVLON INC-A REVEUR EU 3,056.9 (770.4) 210.9
REVLON INC-A REVUSD EU 3,056.9 (770.4) 210.9
RH RH US 1,732.9 (7.3) 125.6
RH RS1 GR 1,732.9 (7.3) 125.6
RH RH* MM 1,732.9 (7.3) 125.6
RH RHEUR EU 1,732.9 (7.3) 125.6
RH 0KTF LN 1,732.9 (7.3) 125.6
RIMINI STREET IN RMNIU US 122.2 (210.3) (116.6)
RIMINI STREET IN RMNI US 122.2 (210.3) (116.6)
RR DONNELLEY & S DLLN GR 3,904.5 (202.9) 663.9
RR DONNELLEY & S RRD US 3,904.5 (202.9) 663.9
RR DONNELLEY & S DLLN TH 3,904.5 (202.9) 663.9
RR DONNELLEY & S RRDEUR EU 3,904.5 (202.9) 663.9
RR DONNELLEY & S RRDUSD EU 3,904.5 (202.9) 663.9
RYERSON HOLDING RYI US 1,711.9 (7.4) 701.2
RYERSON HOLDING 7RY GR 1,711.9 (7.4) 701.2
RYERSON HOLDING 7RY TH 1,711.9 (7.4) 701.2
SALLY BEAUTY HOL SBH US 2,113.3 (342.6) 573.7
SALLY BEAUTY HOL S7V GR 2,113.3 (342.6) 573.7
SANCHEZ ENERGY C SN US 2,470.6 (41.6) (111.7)
SANCHEZ ENERGY C SN* MM 2,470.6 (41.6) (111.7)
SANCHEZ ENERGY C 13S GR 2,470.6 (41.6) (111.7)
SANCHEZ ENERGY C 13S QT 2,470.6 (41.6) (111.7)
SANCHEZ ENERGY C SNEUR EU 2,470.6 (41.6) (111.7)
SANCHEZ ENERGY C SNUSD EU 2,470.6 (41.6) (111.7)
SBA COMM CORP SBJ TH 7,320.2 (2,599.1) (19.4)
SBA COMM CORP 4SB GR 7,320.2 (2,599.1) (19.4)
SBA COMM CORP SBAC US 7,320.2 (2,599.1) (19.4)
SBA COMM CORP SBACEUR EU 7,320.2 (2,599.1) (19.4)
SBA COMM CORP 4SB GZ 7,320.2 (2,599.1) (19.4)
SBA COMM CORP SBACUSD EU 7,320.2 (2,599.1) (19.4)
SBA COMM CORP 0KYZ LN 7,320.2 (2,599.1) (19.4)
SCIENTIFIC GAMES SGMS US 7,725.3 (2,027.0) 1,136.6
SCIENTIFIC GAMES TJW GR 7,725.3 (2,027.0) 1,136.6
SCPHARMACEUTICAL SCPH US 34.3 (67.0) 29.1
SCPHARMACEUTICAL SCPHEUR EU 34.3 (67.0) 29.1
SCPHARMACEUTICAL 2SX TH 34.3 (67.0) 29.1
SCPHARMACEUTICAL SCPHUSD EU 34.3 (67.0) 29.1
SCPHARMACEUTICAL 2SX GR 34.3 (67.0) 29.1
SEARS HOLDINGS SHLD US 7,262.0 (3,723.0) (1,103.0)
SEARS HOLDINGS SHLDUSD EU 7,262.0 (3,723.0) (1,103.0)
SHELL MIDSTREAM 49M TH 1,366.5 (565.9) 148.7
SHELL MIDSTREAM SHLX US 1,366.5 (565.9) 148.7
SHELL MIDSTREAM 49M GR 1,366.5 (565.9) 148.7
SHELL MIDSTREAM 49M QT 1,366.5 (565.9) 148.7
SIGA TECH INC SIGA US 144.7 (323.1) 30.6
SIRIUS XM HOLDIN SIRI US 8,329.4 (1,523.9) (2,350.6)
SIRIUS XM HOLDIN RDO TH 8,329.4 (1,523.9) (2,350.6)
SIRIUS XM HOLDIN RDO GR 8,329.4 (1,523.9) (2,350.6)
SIRIUS XM HOLDIN RDO QT 8,329.4 (1,523.9) (2,350.6)
SIRIUS XM HOLDIN SIRIEUR EU 8,329.4 (1,523.9) (2,350.6)
SIRIUS XM HOLDIN RDO GZ 8,329.4 (1,523.9) (2,350.6)
SIRIUS XM HOLDIN SIRI AV 8,329.4 (1,523.9) (2,350.6)
SIRIUS XM HOLDIN SIRIUSD EU 8,329.4 (1,523.9) (2,350.6)
SIRIUS XM HOLDIN 0L6Z LN 8,329.4 (1,523.9) (2,350.6)
SIRIUS XM HOLDIN SIRI TE 8,329.4 (1,523.9) (2,350.6)
SIX FLAGS ENTERT SIX US 2,456.7 (10.7) (76.8)
SIX FLAGS ENTERT 6FE GR 2,456.7 (10.7) (76.8)
SIX FLAGS ENTERT SIXEUR EU 2,456.7 (10.7) (76.8)
SOLARWINDOW TECH WNDW US 3.0 (0.9) 2.6
SOLARWINDOW TECH 2N0N GR 3.0 (0.9) 2.6
SOLARWINDOW TECH WNDW LN 3.0 (0.9) 2.6
SONIC CORP SONC US 561.5 (252.7) 73.4
SONIC CORP SO4 GR 561.5 (252.7) 73.4
SONIC CORP SONCEUR EU 561.5 (252.7) 73.4
STRAIGHT PATH-B 5I0 GR 10.1 (20.3) (13.5)
SYNTEL INC SYNT US 483.7 (12.9) 157.2
SYNTEL INC SYE GR 483.7 (12.9) 157.2
SYNTEL INC SYE TH 483.7 (12.9) 157.2
SYNTEL INC SYNT1EUR EU 483.7 (12.9) 157.2
SYNTEL INC SYE QT 483.7 (12.9) 157.2
SYNTEL INC SYNT1USD EU 483.7 (12.9) 157.2
TALEND SA - ADR TLND US 172.8 (1.1) 1.0
TALEND SA - ADR 0T7 GR 172.8 (1.1) 1.0
TALEND SA - ADR 0T7 TH 172.8 (1.1) 1.0
TALEND SA - ADR TLNDUSD EU 172.8 (1.1) 1.0
TALEND SA - ADR 0LCZ LN 172.8 (1.1) 1.0
TANDEM DIABETES TNDM US 95.3 (29.1) 28.1
TANDEM DIABETES TD5A GR 95.3 (29.1) 28.1
TANDEM DIABETES TNDMEUR EU 95.3 (29.1) 28.1
TANDEM DIABETES TD5A TH 95.3 (29.1) 28.1
TANDEM DIABETES TD5A QT 95.3 (29.1) 28.1
TANDEM DIABETES TNDMUSD EU 95.3 (29.1) 28.1
TAUBMAN CENTERS TU8 GR 4,214.6 (142.5) -
TAUBMAN CENTERS TCO US 4,214.6 (142.5) -
TAUBMAN CENTERS 0LDD LN 4,214.6 (142.5) -
TOWN SPORTS INTE T3D GR 236.7 (78.0) 5.4
TOWN SPORTS INTE CLUB US 236.7 (78.0) 5.4
TRANSDIGM GROUP T7D GR 10,112.1 (2,599.7) 1,447.9
TRANSDIGM GROUP TDG US 10,112.1 (2,599.7) 1,447.9
TRANSDIGM GROUP T7D QT 10,112.1 (2,599.7) 1,447.9
TRANSDIGM GROUP TDGEUR EU 10,112.1 (2,599.7) 1,447.9
TRANSDIGM GROUP T7D TH 10,112.1 (2,599.7) 1,447.9
TRANSDIGM GROUP 0REK LN 10,112.1 (2,599.7) 1,447.9
TUPPERWARE BRAND TUP US 1,388.0 (119.4) (28.3)
TUPPERWARE BRAND TUP GR 1,388.0 (119.4) (28.3)
TUPPERWARE BRAND TUP QT 1,388.0 (119.4) (28.3)
TUPPERWARE BRAND TUP GZ 1,388.0 (119.4) (28.3)
TUPPERWARE BRAND TUP TH 1,388.0 (119.4) (28.3)
TUPPERWARE BRAND TUP1EUR EU 1,388.0 (119.4) (28.3)
TUPPERWARE BRAND TUP1USD EU 1,388.0 (119.4) (28.3)
ULTRA PETROLEUM UPL US 1,513.0 (1,154.6) (81.1)
ULTRA PETROLEUM UPM1 TH 1,513.0 (1,154.6) (81.1)
ULTRA PETROLEUM UPL1USD EU 1,513.0 (1,154.6) (81.1)
UNISYS CORP UIS EU 2,542.7 (1,325.7) 418.6
UNISYS CORP UISCHF EU 2,542.7 (1,325.7) 418.6
UNISYS CORP UISEUR EU 2,542.7 (1,325.7) 418.6
UNISYS CORP UIS US 2,542.7 (1,325.7) 418.6
UNISYS CORP UIS1 SW 2,542.7 (1,325.7) 418.6
UNISYS CORP USY1 TH 2,542.7 (1,325.7) 418.6
UNISYS CORP USY1 GR 2,542.7 (1,325.7) 418.6
UNISYS CORP USY1 GZ 2,542.7 (1,325.7) 418.6
UNISYS CORP USY1 QT 2,542.7 (1,325.7) 418.6
UNITI GROUP INC UNIT US 4,330.1 (1,123.6) -
UNITI GROUP INC 8XC GR 4,330.1 (1,123.6) -
UNITI GROUP INC CSALUSD EU 4,330.1 (1,123.6) -
UNITI GROUP INC 0LJB LN 4,330.1 (1,123.6) -
VALVOLINE INC VVV US 1,827.0 (194.0) 367.0
VALVOLINE INC 0V4 GR 1,827.0 (194.0) 367.0
VALVOLINE INC 0V4 TH 1,827.0 (194.0) 367.0
VALVOLINE INC VVVEUR EU 1,827.0 (194.0) 367.0
VALVOLINE INC 0V4 QT 1,827.0 (194.0) 367.0
VECTOR GROUP LTD VGR GR 1,328.3 (331.8) 409.1
VECTOR GROUP LTD VGR US 1,328.3 (331.8) 409.1
VECTOR GROUP LTD VGR QT 1,328.3 (331.8) 409.1
VECTOR GROUP LTD VGREUR EU 1,328.3 (331.8) 409.1
VERISIGN INC VRS TH 2,941.2 (1,260.3) 885.6
VERISIGN INC VRS GR 2,941.2 (1,260.3) 885.6
VERISIGN INC VRSN US 2,941.2 (1,260.3) 885.6
VERISIGN INC VRS QT 2,941.2 (1,260.3) 885.6
VERISIGN INC VRSNEUR EU 2,941.2 (1,260.3) 885.6
VERISIGN INC VRS GZ 2,941.2 (1,260.3) 885.6
VERISIGN INC VRSNUSD EU 2,941.2 (1,260.3) 885.6
W&T OFFSHORE INC WTI US 907.6 (573.5) 22.4
W&T OFFSHORE INC UWV GR 907.6 (573.5) 22.4
W&T OFFSHORE INC WTI1EUR EU 907.6 (573.5) 22.4
WAYFAIR INC- A W US 1,213.4 (48.3) 77.1
WAYFAIR INC- A 1WF GR 1,213.4 (48.3) 77.1
WAYFAIR INC- A 1WF TH 1,213.4 (48.3) 77.1
WAYFAIR INC- A WEUR EU 1,213.4 (48.3) 77.1
WAYFAIR INC- A 1WF QT 1,213.4 (48.3) 77.1
WAYFAIR INC- A WUSD EU 1,213.4 (48.3) 77.1
WEIGHT WATCHERS WTW US 1,246.0 (1,011.5) (134.0)
WEIGHT WATCHERS WW6 GR 1,246.0 (1,011.5) (134.0)
WEIGHT WATCHERS WW6 TH 1,246.0 (1,011.5) (134.0)
WEIGHT WATCHERS WTWEUR EU 1,246.0 (1,011.5) (134.0)
WEIGHT WATCHERS WW6 QT 1,246.0 (1,011.5) (134.0)
WEIGHT WATCHERS WW6 GZ 1,246.0 (1,011.5) (134.0)
WEIGHT WATCHERS WTWUSD EU 1,246.0 (1,011.5) (134.0)
WESTERN UNION WU US 9,231.4 (491.4) (1,132.3)
WESTERN UNION W3U GR 9,231.4 (491.4) (1,132.3)
WESTERN UNION WU* MM 9,231.4 (491.4) (1,132.3)
WESTERN UNION W3U TH 9,231.4 (491.4) (1,132.3)
WESTERN UNION W3U QT 9,231.4 (491.4) (1,132.3)
WESTERN UNION WUEUR EU 9,231.4 (491.4) (1,132.3)
WESTERN UNION W3U GZ 9,231.4 (491.4) (1,132.3)
WESTERN UNION 0LVJ LN 9,231.4 (491.4) (1,132.3)
WIDEOPENWEST INC WOW US 2,441.6 (204.4) (26.2)
WIDEOPENWEST INC WU5 TH 2,441.6 (204.4) (26.2)
WIDEOPENWEST INC WU5 GR 2,441.6 (204.4) (26.2)
WIDEOPENWEST INC WU5 QT 2,441.6 (204.4) (26.2)
WIDEOPENWEST INC WOW1EUR EU 2,441.6 (204.4) (26.2)
WIDEOPENWEST INC WOW1USD EU 2,441.6 (204.4) (26.2)
WINGSTOP INC WING US 119.8 (48.3) (3.0)
WINGSTOP INC EWG GR 119.8 (48.3) (3.0)
WINGSTOP INC WING1EUR EU 119.8 (48.3) (3.0)
WINMARK CORP WINA US 48.4 (30.7) 11.9
WINMARK CORP GBZ GR 48.4 (30.7) 11.9
WINMARK CORP WINAUSD EU 48.4 (30.7) 11.9
WORKIVA INC WK US 157.7 (16.9) (14.0)
WORKIVA INC 0WKA GR 157.7 (16.9) (14.0)
WORKIVA INC WKEUR EU 157.7 (16.9) (14.0)
YELLOW PAGES LTD YLWDF US 529.9 (218.8) 35.1
YELLOW PAGES LTD Y CN 529.9 (218.8) 35.1
YRC WORLDWIDE IN YRCW US 1,585.5 (353.5) 155.9
YRC WORLDWIDE IN YEL1 GR 1,585.5 (353.5) 155.9
YRC WORLDWIDE IN YEL1 TH 1,585.5 (353.5) 155.9
YRC WORLDWIDE IN YEL1 QT 1,585.5 (353.5) 155.9
YRC WORLDWIDE IN YRCWEUR EU 1,585.5 (353.5) 155.9
YRC WORLDWIDE IN YRCWUSD EU 1,585.5 (353.5) 155.9
YUM! BRANDS INC YUM US 5,311.0 (6,334.0) 995.0
YUM! BRANDS INC TGR GR 5,311.0 (6,334.0) 995.0
YUM! BRANDS INC TGR TH 5,311.0 (6,334.0) 995.0
YUM! BRANDS INC YUMEUR EU 5,311.0 (6,334.0) 995.0
YUM! BRANDS INC TGR QT 5,311.0 (6,334.0) 995.0
YUM! BRANDS INC YUM SW 5,311.0 (6,334.0) 995.0
YUM! BRANDS INC YUMUSD SW 5,311.0 (6,334.0) 995.0
YUM! BRANDS INC TGR GZ 5,311.0 (6,334.0) 995.0
YUM! BRANDS INC 0QYD LN 5,311.0 (6,334.0) 995.0
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.
Copyright 2018. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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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
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*** End of Transmission ***