/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/180517.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, May 17, 2018, Vol. 22, No. 136 Headlines 24 HOUR FITNESS: S&P Affirms 'B' Corp Credit Rating 4411 ENGLE RIDGE: Seeks Authorization to Use Cash Collateral ADAMIS PHARMACEUTICALS: Posts Q1 Net Loss of $7.6 Million ADAMIS PHARMACEUTICALS: Reports First Quarter Financial Results AGILE THERAPEUTICS: Posts First Quarter Net Loss of $6.8 Million ALCOA CORP: S&P Raises Corp Credit Rating to 'BB+', Outlook Stable ALPHATEC HOLDINGS: Incurs $1.9 Million Net Loss in First Quarter ALVIN LO OPTOMETRY: Allowed to Use Up to $43,000 Cash Until May 18 AMYRIS INC: KPMG LLP Raises Going Concern Doubt ARALEZ PHARMACEUTICALS: Will Wind Down its US Commercial Business AVOLON TLB: Moody's Assigns Ba1 Rating on Extended Term Loan B BAKERCORP INTERNATIONAL: Ernst & Young Raises Going Concern Doubt BIOPHARMX CORP: BPM LLP Raises Going Concern Doubt BLACK PRESS: S&P Affirms 'CCC+' Rating on Loan Maturity Extension BREVARD EYE: May Continue Using Cash Collateral Until July 26 BWX TECHNOLOGIES: Moody's Assigns Ba3 Rating to Senior Notes BWX TECHNOLOGIES: S&P Assigns 'BB+' CCR, Outlook Stable CACTUS WELLHEAD: Moody's Withdraws B2 CFR on Data Insufficiency CAMBER ENERGY: Reports Workover Results for the Last 30 Days CARRIAGE SERVICES: Moody's Assigns B1 Corp Family Rating CARRIAGE SERVICES: S&P Assigns 'B' Corp Credit Rating CASABLANCA GLOBAL: Moody's Rates Proposed Bank Facility 'B3' CCS ONCOLOGY: Has Authorization to Use Cash Collateral CHICAGO: Fitch Rates $260M CBOE ULTGO Bonds 'BB-', Outlook Stable CLEARWATER SEAFOODS: S&P Affirms 'B+' Unsecured Debt Rating COATES INTERNATIONAL: Incurs $1.34-Mil. Net Loss in First Quarter COCRYSTAL PHARMA: Incurs $1.55 Million Net Loss in First Quarter COLORADO WICH: Seeks Authorization to Use Cash Collateral COMPASS MINERALS: S&P Lowers CCR to 'BB-', Outlook Negative COMSTOCK RESOURCES: Q1 Net Loss Widens to $41.9 Million CORBETT-FRAME INC: Wants to Extend Cash Collateral Use Until May 31 COREL CORP: S&P Assigns 'B-' Corp Credit Rating, Outlook Positive CT TECHNOLOGIES: S&P Lowers CCR to 'B-', Outlook Stable CYCLONE CATTLE: Authorized to Use Cash Collateral on Interim Basis CYPRESS URGENT: Authorized to Use Cash Collateral through July 31 DAYTON SUPERIOR: S&P Places 'CCC' Rating on CreditWatch Negative DEALER TIRE: Moody's Confirms B1 CFR Amid Rival's Joint Venture DENTAL CORP: $500-Mil First Lien Term Loan Gets Moody's B2 Rating DESERT HAWK: Accumulated Deficit Casts Going Concern Doubt DHX MEDIA: Fitch Affirms B+ Rating on Sony Partnership DHX MEDIA: Moody's Affirms B2 CFR on Sony Partnership ECLIPSE BERRY: May Use Ventura Cash Collateral on Interim Basis ECS REFINING: Wants to Obtain $6-Mil DIP Loans, Use Cash Collateral ENDURO RESOURCE: Case Summary & 30 Largest Unsecured Creditors ENERGIZER HOLDINGS: S&P Affirms 'BB' CCR, Outlook Negative ENUMERAL BIOMEDICAL: May Use Cash Collateral Until June 12 EPIC Y-GRADE: Moody's Assigns B3 Corp Family & Term Loan Ratings FC GLOBAL: Will Restate 2017 Annual Report Due to Error FEDERAL-MOGUL: Moody's Mulls Upgrade of Senior Notes Ratings FOSTER ENTERPRISES: Wants to Continue Using Cash Until Sept. 30 FURNITURE FACTORY: Cash Collateral Budget for May 2018 Modified GE COMMERCIAL 2007-C1: 17-Story Office Bldg in Houston Foreclosed GLOBAL HEALTHCARE: MaloneBailey Raises Going Concern Doubt GMB LIGHTING: Seeks Authorization to Use Cash Collateral HAMKOR ENTERPRISES: Gets Final Approval to Use Cash Collateral HATSWELL FARMS: Authorized to Use Cash Collateral on Interim Basis HENDERSON MECHANlCAL: Seeks Approval of Cash Collateral Stipulation HORNE EXCAVATING: Seeks Interim Approval to Use Cash Collateral HOVNANIAN ENTEPRRISES: Amends Wilmington Trust Credit Facilities HOVNANIAN ENTERPRISES: Tender Offer Fails to Meet Requirement IG INVESTMENT: Moody's Assigns B2 Corp Family & Term Loan Ratings IG INVESTMENTS: S&P Affirms 'B' Corp Credit Rating, Outlook Stable INTEGER HOLDINGS: S&P Alters Outlook to Positive & Affirms 'B' CCR J. CREW: Moody's Affirms Caa2 CFR on Earnings Improvement JW ALUMINUM: Moody's Assigns B3 Rating on Proposed Sr. Sec. Notes JW ALUMINUM: S&P Rates New $285MM Senior Secured Notes 'B-' KONA GRILL: Berke Bakay Holds 15.7% Stake as of May 2 KONA GRILL: Director Nanyan Zheng Has 19.9% Stake as of May 2 KRATON CORP: EUR290,000,000 Unsecured Notes Get S&P 'B' Rating LAYNE CHRISTENSEN: Elects Cash Settlement for 4.25% Senior Note LEGAL COVERAGE: Trustee Wants to Use Cash Collateral Until May 28 LEVERETTE TILE: Has Until July 17 to Confirm Plan of Liquidation MALLINCKRODT PLC: S&P Lowers CCR to 'BB-', Outlook Stable MARQUIS DIAGNOSTIC: Needs Time to Choose Best Restructuring Plan MCDERMOTT INTERNATIONAL: S&P Affirms B+ Rating, CB&I Merger Closed METROPOLITAN DIAGNOSTIC: May Use Cash Collateral Through May 31 MIDATECH PHARMA: BDO LLP Raises Going Concern Doubt MILLER'S ALE: S&P Assigns 'B-' Corp Credit Rating, Outlook Stable MILLERBERND SYSTEMS: May Use Cash Collateral on Interim Basis MOGUL ENERGY: Case Summary & 6 Unsecured Creditors NIGHTHAWK PRODUCTION: Case Summary & 20 Top Unsecured Creditors OAKTREE SPECIALTY: S&P Alters Outlook to Stable & Affirms BB+ ICR OMEROS CORPORATION: Widens Net Loss to $30.1M in First Quarter OPTOMETRX OPTOMETRY: May Use Up to $43,000 Cash Collateral PARKINSON SEED: Case Summary & 15 Unsecured Creditors PETSMART INC: Moody's Junks CFR to Caa1 on Weak Performance PLANTRONICS INC: S&P Affirms 'BB' Corp Credit Rating, Outlook Neg. POPLAR CREEK: Case Summary & 9 Unsecured Creditors PULLARKAT OIL: Seeks Final Authorization to Use Cash Collateral QUALITY PRIMARY CARE: Seeks Authority to Use Cash Collateral QUOTIENT LIMITED: Signs Separation Agreement with Former CEO R44 LENDING: Case Summary & 20 Largest Unsecured Creditors REAL ESTATE 2015-1: 16A Street Multi Res Calgary Loan on WatchList RENNOVA HEALTH: Raising $1.24M in Convertible Debenture Offering RIZVI & COMPANY: May Continue Using Cash Collateral Until Sept. 30 ROSENBAUM FARM: Seeks Continued Use of Farm Credit Cash Collateral SAFE FLEET: S&P Cuts CCR to 'B-' on Acquisition, Outlook Stable SALLY BEAUTY: S&P Cuts Corp Credit Rating to BB-, Outlook Negative SANTOS CONSTRUCTION: Judge Signs Final Cash Collateral Order STINAR HG: Ford Motor Cash Collateral Stipulation Approved SUMMIT FINANCIAL: 2nd Agreed Interim Cash Collateral Order Entered TATONKA ACQUISITIONS: Seeks Access to U.S. Bank Cash Collateral TREATMENT CENTER: Wants to Use JPMorgan Cash Collateral VALEANT PHARMACEUTICALS: Moody's Rates New Credit Facilities 'Ba3' VALEANT PHARMACEUTICALS: S&P Rates New Senior Secured Notes 'BB-' VEHICLE ALIGNMENT: Allowed to Use Cash Collateral on Interim Basis VERNON PARK: May Continue Using Cash Collateral Until June 30 VISUAL COMFORT: $595MM Amended 1L Loan Gets Moody's B2 Rating VISUAL COMFORT: S&P Affirms 'B' Corp Credit Rating, Outlook Stable VISUAL HEALTH: Wants to Use Cash Collateral for Additional 2 Months WACHUSETT VENTURES: Third Interim Cash Collateral Order Entered WEIGHT WATCHERS: S&P Raises CCR to 'B+' on Growth, Outlook Stable WELLDYNERX LLC: Moody's Hikes Corp Family Rating to B3 from Caa1 WELLS FARGO 2015-C28: Flatiron Hotel on Technical & Payment Default WELLS FARGO 2016-C34: Wayne Place Apartments Facing Foreclosure WOODARD EVENTS: Judge Signs Final Cash Collateral Order WTE S&S AG: Allowed to Continue Using Cash Collateral Until June 30 WYNDHAM WORLDWIDE: S&P Rates $1BB Revolver & $300MM Term Loan BB- Z-1 MANAGEMENT: Permitted to Use Trustmark Cash Collateral [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 24 HOUR FITNESS: S&P Affirms 'B' Corp Credit Rating --------------------------------------------------- U.S. fitness club operator 24 Hour Fitness Worldwide Inc. plans to enter into a new $970 million senior secured credit facility, consisting of a $120 million revolving credit facility due 2023 and an $850 million term loan due 2025. It will use the proceeds to repay its existing credit facility and for general corporate purposes. S&P Global Ratings affirmed its 'B' corporate credit rating on San Ramon, Calif.-based fitness operator 24 Hour Fitness Worldwide Inc. The outlook is stable. S&P said, "At the same time, we assigned our 'B+' issue-level rating and '2' recovery rating to 24 Hour's proposed senior secured credit facility, consisting of a $120 million revolver due 2023 and a $850 million term loan due 2025. The '2' recovery rating reflects our expectation for substantial (70%-90%; rounded estimate: 85%) recovery for lenders in the event of a payment default. "We also affirmed our 'CCC+' issue level rating on the company's $500 million unsecured notes due 2022. The recovery rating on this debt remains '6', indicating our expectation for negligible (0%-10%; rounded estimate: 0%) recovery for noteholders in the event of a payment default. "The affirmation reflects our view that the proposed refinancing transaction is relatively leverage neutral. 24 Hour is seeking to refinance its existing senior secured credit facility, which will extend maturities (compared to the previous facility) and add some cash to the balance sheet to fund new club openings, which we view as prudent capital management. "The stable outlook reflects our belief that, over the next two years, moderate growth in consumer spending will support good same-store operating performance; that the company will attempt to manage costs to offset increasing wage pressures; and that incremental EBITDA from new clubs will partly offset leverage from newly executed operating leases. Our stable outlook also reflects our expectation that the company's sponsors will not engage in transactions that meaningfully increase leverage over the next two years. We expect these factors will result in operating lease-adjusted debt to EBTIDA in the low- to mid-6x area through 2019 and EBITDA interest coverage in the low- to mid-2x area over this period." 4411 ENGLE RIDGE: Seeks Authorization to Use Cash Collateral ------------------------------------------------------------ 4411 Engle Ridge Drive, LLC, seeks authorization from the U.S. Bankruptcy Court for the Eastern District of Michigan to use the cash collateral of Old National Bank. The Debtor is a single asset real estate case, with its only asset being the real property and improvements commonly known as 4411 Engle Ridge Drive, Fort Wayne, Indiana. The Debtor's expenses related to the property are: (a) insurance (up to $250 monthly); and (b) miscellaneous maintenance (up to $300 monthly). Accordingly, the Debtor proposes to use cash collateral in the amount up to $1,800, including monthly interest payments of $1,250 to Old National Bank. Old National Bank has a perfected secured interest in Debtor's cash collateral pursuant to a certain Mortgage and Business Loan Agreement. As of the Petition Date, the principal amount of the owed to Old National Bank by Debtor, exclusive of accrued but unpaid interest, costs, fees, and expenses, was approximately $170,000. Pursuant to the Mortgages by and between Old National Bank and the Debtor to include three forbearance agreements, the Debtor granted to Old National Bank a continuing lien and security interest to secure the indebtedness. The Second Amended Forbearance Agreement with Old National Bank has interest rate of 9%. The Debtor proposes by way of further adequate protection interest payments at the rate set forth in the Second Amended Forbearance Agreement of 9% on the principal balance of $170,000, resulting in monthly payments of $1,250 to Old National Bank during the pendency of the case. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/mieb18-41983-57.pdf About 4411 Engle Ridge Drive 4411 Engle Ridge Drive, LLC, is a single asset real estate case, with its only asset being the real property and improvements commonly known as 4411 Engle Ridge Drive, Fort Wayne, Indiana. It is a Michigan corporation formed on Aug. 20, 2013. 4411 Engle Ridge Drive filed a Chapter 11 voluntary petition (Bankr. E.D. Mich. Case No. 18-41983) on Feb. 16, 2018. In the petition signed by Jeffrey Wilkerson, manager, the Debtor estimated assets and liabilities of less than $500,000. The Hon. Phillip J. Shefferly is assigned to the case. ADAMIS PHARMACEUTICALS: Posts Q1 Net Loss of $7.6 Million --------------------------------------------------------- Adamis Pharmaceuticals Corporation filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $7.61 million on $3.17 million of net revenue for the three months ended March 31, 2018, compared to a net loss of $5.77 million on $3.03 million of net revenue for the three months ended March 31, 2017. As of March 31, 2018, Adamis had $43.78 million in total assets, $10.33 million in total liabilities and $33.44 million in total stockholders' equity. The Company's cash was $10.06 million and $18.33 million at March 31, 2018 and Dec. 31, 2017, respectively, including approximately $1.0 million in restricted cash held by the Bear State Bank, N.A., as collateral for a $2.0 million working capital line. Since inception and through March 31, 2018, the Company has financed operations principally through debt financing and through public and private issuances of common stock and preferred stock. The Company anticipates that it will need significant additional funding during 2018 to satisfy its obligations and fund the future expenditures that the Company believes will be required to support commercialization of its products and conduct the clinical and regulatory work to develop our product candidates. The Company expects to finance future cash needs primarily through proceeds from equity or debt financings, loans, sales of assets, out-licensing transactions, and/or collaborative agreements with corporate partners, and from revenues from our sale of compounded pharmacy formulations. "The Company has significant operating cash flow deficiencies. Additionally, the Company will need significant funding for future operations and the expenditures that it believes will be required to support commercialization of its products and conduct the clinical and regulatory activities relating to the Company's product candidates, satisfy existing obligations and liabilities, and otherwise support the Company's intended business activities and working capital needs. The preceding conditions raise substantial doubt about the Company's ability to continue as a going concern. Management's plans include attempting to secure additional required funding through equity or debt financings, sales or out-licensing of intellectual property assets, seeking partnerships with other pharmaceutical companies or third parties to co-develop and fund research, development or commercialization efforts, or similar transactions. There is no assurance that the Company will be successful in obtaining the necessary funding to meet its business objectives," the Company disclosed in the Quarterly Report. A full-text copy of the Form 10-Q is available for free at: https://is.gd/KGo0Ju About Adamis San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTCQB:ADMP) -- http://www.adamispharmaceuticals.com/-- is a biopharmaceutical company engaged in the development and commercialization of specialty pharmaceutical and biotechnology products in the therapeutic areas of respiratory disease, allergy, oncology and immunology. Adamis incurred a net loss of $25.53 million in 2017 compared to a net loss of $19.43 million in 2016. As of Dec. 31, 2017, Adamis had $51.40 million in total assets, $11.85 million in total liabilities and $39.54 million in total stockholders' equity. The report from the Company's independent accounting firm Mayer Hoffman McCann P.C., in San Diego, California, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has incurred recurring losses from operations, and is dependent on additional financing to fund operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. ADAMIS PHARMACEUTICALS: Reports First Quarter Financial Results --------------------------------------------------------------- Adamis Pharmaceuticals Corporation announced financial results and a business update for the first quarter ended March 31, 2018. Dr. Dennis J. Carlo, president and chief executive officer of Adamis Pharmaceuticals, said, "We have made a substantial amount of progress on several fronts since the beginning of the year. The development of our product pipeline continues to move forward and we have several target milestones that we hope to reach later this year. We believe the completion of these milestones will increase shareholder value. As for our progress on Symjepi, we continue to be pleased with developments regarding our discussions with potential commercialization partners. We believe that we are closer to concluding the process of naming our licensing partner and we remain focused on bringing this product to market." Company Highlights and Product Updates Some of the company's product updates and accomplishments since the beginning of 2018 include the following: * Symjepi (epinephrine) Injection 0.15mg -- The FDA determined that the company's NDA for Symjepi (epinephrine) Injection 0.15mg was sufficiently complete to permit a substantive review and indicated that no potential review issues were identified as of the date of the agency's communication in February. Approval is expected in the second half of this year. * Symjepi human factors data - Adamis presented human factors data for Symjepi at the American Academy of Allergy Asthma and Immunology joint congress with the World Allergy Organization, and another human factors study was published in the Annals of Allergy, Asthma and Immunology. * APC-1000 (Beclomethasone HFA) -- The Company's product candidate received approval from the FDA to proceed with Phase 3 clinical studies. The Company continues to make progress in this area. * APC-6000 (Naloxone PFS) -- The Company is working toward filing a New Drug Application (NDA) later this year and has completed pharmacokinetic (PK) studies. * Sales of several products sold by the Company's U.S. Compounding, Inc. subsidiary have been increasing including Adamis' unique compound to manage ulcers in horses. One horse that was receiving U.S. Compounding's product recently came in first in the 2018 Kentucky Derby. Second Quarter Financial Results Revenues were approximately $3.2 million and $3.0 million for the three months ended March 31, 2018 and 2017, respectively. The increase in revenues (4.6%) for the three months ended March 31, 2018 compared to the comparable period of 2017 reflected an increase in the volume of sales of USC's compounded pharmaceutical formulations resulting in part from increased sales and marketing personnel and efforts. The company's revenues for the first quarter of 2018 increased approximately 11.9% compared to the revenues for the fourth quarter of 2017. At March 31, 2018, the Company had cash and cash equivalents of $10.1 million. Net cash used in operating activities for the three months ended March 31, 2018 and 2017, was approximately $7.9 million and $3.5 million, respectively. Net cash used in operating activities increased primarily due to the increase in operating losses; increase in accounts receivable, inventories and prepaid expenses; and a decrease in accounts payable and accrued expenses as compared to 2017. Selling, general and administrative expenses for the three months ended March 31, 2018 and 2017 were approximately $6.5 million and $5.6 million, respectively. The increase in SG&A expenses was primarily due to new hires, compensation and stock option expenses, increases in accounting, audit and other professional fees, patent expenses, selling expenses and market research expenses related to Symjepi (epinephrine) and our APC-6000 product candidate. Research and development expenses were approximately $2.2 million and $1.5 million for the three months ended March 31, 2018 and 2017, respectively. The increase in research and development expenses for the three months ended March 31, 2018, compared to the comparable period of the prior year was due in part to an increase in development costs of our product candidates and compensation and stock option expenses, in part due to new hires. Net loss for the first quarter of 2018 was approximately $7.6 million, compared to net loss of approximately $5.8 million for the same period in 2017. Future Milestones Some of the company's goals for the 2018 year include the following: * Finalizing and announcing the commercialization strategy for Symjepi (epinephrine) Injection 0.3mg; * FDA approval for Symjepi TM (epinephrine) Injection 0.15mg; * Initiate pivotal Phase 3 studies of APC-1000 in asthmatics; * Complete a "proof of concept" study with dry powder inhaler platform using fluticasone; * Filing an NDA for Naloxone injection; * Increase sales of compounded medications from its U.S. Compounding, Inc. subsidiary by at least 30%. A full-text copy of the press release is available at: https://is.gd/aSQVjM About Adamis San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTCQB:ADMP) -- http://www.adamispharmaceuticals.com/-- is a biopharmaceutical company engaged in the development and commercialization of specialty pharmaceutical and biotechnology products in the therapeutic areas of respiratory disease, allergy, oncology and immunology. Adamis incurred a net loss of $25.53 million in 2017 compared to a net loss of $19.43 million in 2016. As of March 31, 2018, Adamis had $43.78 million in total assets, $10.33 million in total liabilities and $33.44 million in total stockholders' equity. The report from the Company's independent accounting firm Mayer Hoffman McCann P.C., in San Diego, California, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has incurred recurring losses from operations, and is dependent on additional financing to fund operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. AGILE THERAPEUTICS: Posts First Quarter Net Loss of $6.8 Million ---------------------------------------------------------------- Agile Therapeutics, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $6.83 million for the three months ended March 31, 2018, compared to a net loss of $7.51 million for the same period last year. Net loss for the quarter ended March 31, 2018 includes a benefit from income taxes of approximately $0.5 million, or $0.01 per basic share related to the sale of the Company's New Jersey net operation losses through the State of New Jersey's Technology Business Tax Certificate Transfer Program. The Company has now reached the maximum lifetime benefit under the Program and will no longer be eligible to participate in the Program. As of March 31, 2018, Agile had $42.92 million in total assets, $12.31 million in total current liabilities and $30.61 million in total stockholders' equity. As of March 31, 2018, Agile had $28.3 million of cash and cash equivalents compared to $35.9 million of cash and cash equivalents as of Dec. 31, 2017. Research and development expenses were $4.0 million for the quarter ended March 31, 2018, compared to $4.7 million for the comparable period in 2017. The decrease in R&D expense was primarily due to decreased clinical development expenses as the Company's Phase 3 SECURE clinical trial for Twirla completed the close-out phase during 2017. The decrease in clinical development expenses was offset, in part, by increased expenses associated with commercial manufacturing scale-up activities. General and administrative expenses were $3.1 million for the quarter ended March 31, 2018, compared to $2.4 million for the comparable period in 2017. The increase in G&A expenses was primarily due to increased pre-commercialization activities, including personnel additions during the second half of 2017 to help prepare for launch of Twirla if approved. At March 31, 2018, Agile had 34,248,268 shares of common stock outstanding. The Company's lead product candidate, Twirla, also known as AG200-15, is a once-weekly prescription contraceptive patch that is at the end of Phase 3 clinical development. Substantially all of the Company's resources are currently dedicated to developing and seeking regulatory approval for Twirla. The Company has not generated product revenue to date and is subject to a number of risks similar to those of other early stage companies, including dependence on key individuals, the difficulties inherent in the development of commercially usable products, the potential need to obtain additional capital necessary to fund the development of its products, and competition from larger companies. The Company has incurred losses each year since inception. As of March 31, 2018, the Company had an accumulated deficit of approximately $228.6 million. Going Concern Doubt On Dec. 21, 2017, the Company received a complete response letter (the "2017 CRL") from the U.S. Food and Drug Administration citing deficiencies related to the manufacturing process for Twirla and raising questions on the in vivo adhesion properties of Twirla and their potential relationship to the Company's phase 3 clinical trial results. In January 2018, in response to the 2017 CRL, the Company significantly scaled back equipment qualification and validation of its commercial manufacturing process and its other commercial pre-launch activities. Based on these actions and the Company's current business plan, the Company believes its cash and cash equivalents as of March 31, 2018, will be sufficient to meet its operating requirements through the end of 2018. The Company's current business plan assumes the resubmission of the Company's NDA for Twirla in the second quarter of 2018, a six-month FDA review of the NDA resubmission and resumption of both pre-launch commercial activities and pre-validation and validation of the commercial manufacturing process after Twirla approval, if the FDA approves Twirla. The Company will be better able to determine when it will submit its Twirla NDA once it receives the official minutes from the FDA from its Type A meeting. The Company said it will require additional capital to fund operating needs beyond 2018, including among other items, the completion of its commercial plan for Twirla, which primarily includes validation of the commercial manufacturing process and the commercial launch of Twirla, if approved, and advancing the development of its other potential product candidates. Following the receipt of the 2017 CRL and the delay in the approval timeline for Twirla, the Company said its ability to continue operations after Dec. 31, 2018 will depend on its ability to obtain additional funding, as to which no assurances can be given. Based upon the foregoing, there is substantial doubt about the Company's ability to continue as a going concern. "There can be no assurance that any financing by the Company can be realized, or if realized, what the terms of any such financing may be, or that any amount that the Company is able to raise will be adequate. "We continue to analyze various alternatives, including strategic and refinancing alternatives, asset sales and mergers and acquisitions. Our future success depends on our ability to raise capital and/or implement the various strategic alternatives discussed above. We cannot be certain that these initiatives or raising additional capital, whether through selling additional debt or equity securities or obtaining a line of credit or other loan, will be available to us or, if available, will be on terms acceptable to us. If we issue additional securities to raise funds, whether through the issuance of equity or convertible debt securities, or any combination thereof, these securities may have rights, preferences, or privileges senior to those of our common stock, and our current stockholders may experience dilution. Debt financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends. If we raise additional funds through collaborations, strategic alliances or licensing arrangements with pharmaceutical partners, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs or product candidates, including Twirla, or grant licenses on terms that may not be favorable to us. If we are unable to obtain funds when needed or on acceptable terms, we may be required to curtail our current development programs, cut operating costs, forego future development and other opportunities and may need to seek bankruptcy protection." A full-text copy of the Form 10-Q is available for free at: https://is.gd/hGvkwu About Agile Therapeutics Agile Therapeutics, headquartered in Princeton, New Jersey, is a forward-thinking women's healthcare company dedicated to fulfilling the unmet health needs of today's women. The Company's product candidates are designed to provide women with contraceptive options that offer freedom from taking a daily pill, without committing to a longer-acting method. Its lead product candidate, Twirla, (ethinyl estradiol and levonorgestrel transdermal system), also known as AG200-15, is a once-weekly prescription contraceptive patch that has completed Phase 3 trials. Twirla is based on Agile's proprietary transdermal patch technology, called Skinfusion, which is designed to provide advantages over currently available patches and is intended to optimize patch adhesion and patient wearability. For more information, please visit the company website at www.agiletherapeutics.com. The report from the Company's independent accounting firm Ernst & Young LLP, the Company's auditor since 2010, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has suffered recurring losses from operations, has experienced delays in the approval of its product candidate and has stated that substantial doubt exists about the Company's ability to continue as a going concern. Agile reported a net loss of $28.30 million in 2017, a net loss of $28.74 million in 2016 and a net loss of $30.33 million in 2015. ALCOA CORP: S&P Raises Corp Credit Rating to 'BB+', Outlook Stable ------------------------------------------------------------------ Improved profitability and surging cash flows from higher aluminum and alumina prices are enabling Alcoa Corp. to bolster its cash balances, lower net debt, and reduce net pension obligations, which should support credit measures, even in a sharp price downturn. S&P Global Ratings raised its corporate credit rating on Alcoa Corp. to 'BB+' from 'BB'. The outlook is stable. S&P said, "At the same time, we assigned our 'BB+' rating to the company's senior unsecured notes, with a recovery rating of '3', indicating our expectation of meaningful (50%-70%; rounded estimate: 65%) recovery in the event of a payment default. "In addition, we raised our issue-level rating on the company's senior secured credit facility to 'BBB' from 'BBB-'. The '1' recovery rating indicates our expectation of very high (90%-100%; rounded estimate: 95%) recovery in the event of a payment default. We also raised our issue-level rating on the company's existing senior unsecured notes to 'BB+' from 'BB'. "Our higher rating on Alcoa stems from the company's improved credit measures, which we believe will remain consistent with the rating even under sharply weaker market conditions for aluminum. The reconfiguration of Alcoa's balance sheet since the 2016 separation from the downstream operations of Arconic Inc.--with lower reported debt, a smaller postretirement obligation, and large cash balances--should reduce the sensitivity of credit measures to swings in profitability from volatile aluminum prices. "The stable outlook on Alcoa Corp reflects our view that improved credit measures are sustainable, even through a significant decline in aluminum and alumina prices. Our view of Alcoa's robust profit and cash flow outlook should bolster its good financial capacity to fund sustaining investment in this capital-intensive business. Our expectations for Alcoa's higher margins and better earnings stability are underpinned by our view that the company's more cost-competitive assets and better output discipline in primary aluminum should enable it to generate adjusted debt to EBITDA below 1.0x in 2018 and 2019 at our $2,100/tonne assumption for primary aluminum. Notwithstanding low debt leverage as aluminum prices spike in mid-2018, our current rating incorporates tolerance for volatile credit measures of up to 3x adjusted debt to EBITDA. "We could raise the ratings in the next few years if Alcoa sustains consolidated EBITDA margins of 25%, which would indicate above-average profitability stemming from the world-class efficiency of its upstream bauxite and alumina assets. In such a scenario, we would expect the company to maintain leverage of 1x-2x, with little tolerance beyond 3x for an investment-grade rating in the cyclical, commodity-oriented alumina and aluminum industry. "We could lower the rating if adjusted debt to EBITDA rose above 3x, which we believe could occur if aluminum prices declined sharply or if the company adopted decidedly more aggressive shareholder return strategies, both of which we view as unlikely. We estimate that Alcoa's debt leverage would only increase above 3x in 2019 if LME aluminum prices dropped to about $1,650/tonne, more than 30% from the year-to-date average, which would represent an unusually large decline in one year." ALPHATEC HOLDINGS: Incurs $1.9 Million Net Loss in First Quarter ---------------------------------------------------------------- Alphatec Holdings, Inc., reported financial results for its first quarter ended March 31, 2018 and recent corporate highlights. For the three months ended March 31, 2018, the Company reported a net loss of $1.91 million on $21.30 million of revenues compared to a net loss of $5.51 million on $27.97 million of revenues for the same period last year. Revenue decreased on a year-over-year basis, as a result of the continued transition of its distribution channel to more dedicated, sustainable partners and the discontinuation of non-strategic distributor relationships. The year-over-year decrease in operating expenses is primarily the result of s $6.2 million contract settlement gain recorded in the first quarter of 2018; otherwise, operating expenses decreased slightly. As of March 31, 2018, Alphatec Holdings had $143.33 million in total assets, $34.49 million in total current liabilities, $53.66 million in total long-term liabilities, $23.60 million in redeemable preferred stock and $31.57 million in stockholders' equity. Current and long-term debt includes $31.5 million in term debt and $8.4 million outstanding under the Company's revolving credit facility at March 31, 2018. This compares to $32.4 million in term debt and $10.3 million outstanding under the Company's revolving credit facility at Dec. 31, 2017. Cash and cash equivalents were $47.6 million at March 31, 2018, compared to $22.5 million reported at Dec. 31, 2017. During the first quarter of 2018, the Company raised net cash proceeds from a private placement and warrant financing of $46.4 million and paid $13.8 million for the acquisition of SafeOp. The Company also generated approximately $3.0 million in proceeds from common stock warrant exercises during April 2018, which is not reflected in the cash balance at March 31, 2018. First Quarter Highlights * Completed the acquisition of SafeOp Surgical, Inc. to significantly differentiate the Company's instrumented procedures and improve patient outcomes with advanced automated neuromonitoring technology * Secured $50 million in equity financing to fund the cash purchase price of SafeOp and to strengthen the balance sheet for future growth initiatives * Continued to drive momentum in the transition of the sales organization, expanding quality revenue from dedicated distribution partners and agents to nearly 50% of U.S. commercial revenue * Increased number of surgeon visits to corporate headquarters for the fifth consecutive quarter, with revenue attributable to new surgeons increasing nearly 70% sequentially * Appointed experienced spine executive Kelli Howell as executive vice president, clinical strategies "We continue to build the foundation for long-term growth," said Terry Rich, ATEC's president and chief operating officer. "Reported financial results, even adjusting for seasonality, are not yet reflective of the operational and strategic progress made, but we believe the positive effects of our distribution transition and solid revenue contribution from new surgeons validate our strategy. Surgeon and distributor engagement is improving, the ATEC innovators are applying their experience to create an organic innovation machine, and excitement in the field is absolutely palpable. We are on track to achieve our vision of becoming the most respected, fastest-growing U.S. spine company." Kelli Howell Appointed EVP, Clinical Strategies Ms. Howell brings more than two decades of clinical research and education experience to the Company. As a member of ATEC's senior leadership team, she will drive increased focus on clinical verification and validation, as well as develop plans for improved internal education programs, surgeon and sales education strategies, and market research initiatives. Ms. Howell joins the Company following an eighteen-year tenure at NuVasive, Inc., where she most recently served as vice president of Research and Health Informatics following various research, education, and clinical resources roles. "I am incredibly excited to welcome Kelli to the ATEC Family," said chairman and chief executive officer, Pat Miles. "Many members of our team have worked with Kelli previously. In fact, I collaborated with her for nearly 20 years. We have witnessed her ability to drive market acceptance of innovative products through the use of clinically validated data and published, peer-reviewed research. I have great confidence that she will contribute immensely to our efforts as we work to distinguish ATEC as a leading provider of innovative solutions that improve outcomes." A full-text copy of the press release is available for free at: https://is.gd/a5Pbhs About Alphatec Holdings Carlsbad, California-based Alphatec Holdings, Inc., through its wholly owned subsidiary Alphatec Spine, Inc. -- http://www.atecspine.com/-- is a medical device company that designs, develops, and markets spinal fusion technology products and solutions for the treatment of spinal disorders associated with disease and degeneration, congenital deformities, and trauma. The Company's mission is to improve lives by providing innovative spine surgery solutions through the relentless pursuit of superior outcomes. Alphatec incurred a net loss of $2.29 million in 2017 following a net loss of $29.92 million in 2016. As of Dec. 31, 2017, Alphatec Holdings had $84.66 million in total assets, $87.71 million in total liabilities, $23.60 million in redeemable preferred stock, and a total stockholders' deficit of $26.65 million. ALVIN LO OPTOMETRY: Allowed to Use Up to $43,000 Cash Until May 18 ------------------------------------------------------------------ The Hon. Sheri Blueblond of the U.S. Bankruptcy Court for the Central District of California authorized Alvin Lo Optometry, Inc., d/b/a Optometrx Optometry, to use up to $43,000 in cash collateral to pay only the necessary expenses set forth in the Budget for the interim period from the Petition Date through May 18, 2018. The final hearing on the Cash Collateral Motion will be held on May 16, 2018 at 11:00 a.m. The carve outs to the secured creditors and the professionals set forth in the Budget will not be paid until and unless the Court will order otherwise. Likewise, any interest to any creditor will not be paid until and unless the Court approves of such payment. In addition, insiders will not be paid unless otherwise agreed through the insider compensation process. The validity and priority of the Alleged Secured Creditors and their liens will be determined by the Court in the future. The Alleged Secured Creditors that are determined hereafter to have an actual security interest in the Debtor's cash collateral are granted a replacement lien upon all post-petition assets of the Debtor's estate, except any Avoidance Actions, to the extent of the Debtor's use of cash collateral during the Budgeted Period, with such replacement liens to have the same validity and priority as their respective lien, if any, upon the Debtor's prepetition assets. A full-text copy of the Order is available at http://bankrupt.com/misc/cacb18-14203-62.pdf About Alvin Lo Optometry Alvin Lo Optometry, Inc. d/b/a Optometrx Optometry, filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 18-14203) on April 12, 2018. In the petition signed by Alvin Lo, CEO, the Debtor estimated $50,000 to $100,000 in assets and $500,000 to $1 million in liabilities. Robert M. Yaspan, Esq., at the Law Firm of Robert M. Yaspan, is the Debtor's counsel. AMYRIS INC: KPMG LLP Raises Going Concern Doubt ----------------------------------------------- Amyris, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $72.33 million on $143.44 million of total revenue for the year ended December 31, 2017, compared to a net loss of $97.33 million on $67.19 million of total revenue for the year ended in 2016. KPMG LLP in San Francisco, Calif., states that the Company has suffered recurring losses from operations and has current debt service requirements that raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at December 31, 2017, showed total assets of $151.48 million, total liabilities of $346.19 million, and a total stockholders' deficit of $199.71 million. A copy of the Form 10-K is available at: https://is.gd/rkWLON About Amyris, Inc. Amyris, Inc., is an industrial biotechnology company that is applying its technology platform to engineer, manufacture and sells high performance products into the Health and Nutrition, Personal Care and Performance Materials markets. The Company is based on Emeryville, California and was founded in 2003 in San Francisco Bay Area by a group of scientists from the University of California, Berkeley. ARALEZ PHARMACEUTICALS: Will Wind Down its US Commercial Business ----------------------------------------------------------------- Aralez Pharmaceuticals Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $19.74 million on $38.08 million of net total revenues for the three months ended March 31, 2018, compared to a net loss of $27.47 million on $25.96 million of net total revenues for the same period during the prior year. As of March 31, 2018, Aralez had $481.17 million in total assets, $487.75 million in total liabilities and a total shareholders' deficit of $6.57 million. As of March 31, 2018, approximately 67 million of the Company's common shares were issued and outstanding and the Company had cash and cash equivalents of approximately $43.9 million. During the first quarter, the increase in cash and cash equivalents was driven primarily by a significant working capital adjustment which the Company believes will reverse itself over time. Based on recent events, the Company has determined that there is a reasonable possibility that the Company will not have sufficient liquidity to fund its current and planned operations through the next 12 months, which raises substantial doubt about the Company's ability to continue as a going concern. Aralez's financial results for the three months ended March 31, 2018 include the results of Aralez Pharmaceuticals Canada Inc. (formerly known as Tribute Pharmaceuticals Canada Inc.), Zontivity and the Toprol-XL Franchise for each full period. Revenues for Zontivity were previously recorded in other revenues net of related cost of product revenues and fees paid during the transition service period, which expired on March 31, 2017. Effective March 31, 2017, revenues for Zontivity are recorded in net product revenues. Revenues for the Toprol-XL Franchise were recorded in other revenues net of related cost of product revenues and fees paid during the transition service period, which expired on Dec. 31, 2017. However, certain revenues from sales of the Toprol-XL Authorized Generic made under the Distribution and Supply Agreement with Lannett Company, Inc. were recorded on a gross basis in net product revenues upon contract execution in November 2017. Beginning in 2018, all revenues for the Toprol-XL Franchise are recorded in net product revenues. Unveils New Strategic Direction On May 8, 2018, the Company announced that, based on its continuing exploration and evaluation of numerous opportunities to streamline the business, reduce costs, and improve its capital structure and liquidity, it has determined that a new strategic direction is in the best interests of the Company and its stakeholders. This strategic direction will involve (i) a focus on the Company's strong Canadian business, supported by the Toprol-XL Franchise, as well as Vimovo royalties, and (ii) the discontinuation of the remaining U.S. commercial business. Decisive actions are being taken to wind down the Company's U.S. commercial business immediately and ultimately close the U.S. operations. This new strategic direction is expected to significantly reduce the Company's cost structure. In addition, the Company continues to explore and evaluate a range of strategic business opportunities to enhance liquidity, including (i) active discussions for the continued commercialization of Zontivity with a focus on divesting or out-licensing the U.S. rights, (ii) active discussions to divest the U.S. rights to Yosprala, Fibricor and Bezalip SR, and (iii) broader strategic and refinancing alternatives for its business. The Company expects to record a restructuring charge as a result of the implementation of the plan in 2018, mainly related to severance costs and contract termination costs related to the shutdown of the U.S. business, with additional charges possible following decisions on divestments and closures of U.S. headquarters and other office locations. The Company is also in the process of evaluating its intangible assets and goodwill, as it relates to the U.S. business, for impairment, as well as the fair value of the related contingent consideration liabilities. The carrying amounts for intangible assets related to the U.S. business total approximately $236.3 million as of March 31, 2018. Goodwill related to the U.S. business was approximately $5.0 million as of March 31, 2018. As of March 31, 2018, the Company had approximately $101.2 million in contingent consideration liabilities recorded in connection with its acquisitions of the Toprol-XL Franchise and Zontivity. "Earlier this morning, in addition to reporting a solid first quarter of 2018, which included the Company's third consecutive quarter of positive Adjusted EBITDA, we announced an important business update related to our continuing evaluation of strategic opportunities to streamline the business and reduce costs," said Adrian Adams, chief executive officer of Aralez. "We have also engaged Moelis & Company LLC to serve as our financial and strategic advisor in this ongoing evaluation of opportunities as well as to immediately evaluate all strategic options going forward." "We have developed a comprehensive restructuring plan focused on optimizing our Canadian portfolio and significantly reducing our cost base, strengthening the organization, and improving our balance sheet and cash flow," added Mr. Adams. "The difficult but necessary decision to close the U.S. commercial business comes after careful assessment of our overall business and is consistent with our ongoing efforts to operate as efficiently as possible, while continuing to explore and evaluate strategic business opportunities in the interest of all stakeholders." In light of the new strategic direction of the Company, very recent increased generic competition with respect to the Toprol-XL Franchise and the uncertain timing and structure of the Company's potential asset divestitures, the Company is withdrawing its previous guidance and intends to issue revised guidance once it fully assesses the impact of these changes. A full-text copy of the Form 10-Q is available for free at: https://is.gd/g0Q5zK About Aralez Pharmaceuticals Inc. Aralez Pharmaceuticals Inc. -- www.aralez.com -- is a Canadian specialty pharmaceutical company focused on delivering meaningful products to improve patients' lives while creating shareholder value by acquiring, developing and commercializing products in various specialty areas. The Company currently commercializes a number of cardiovascular products in the United States as well as products for cardiovascular, pain management, dermatological allergy and certain other indications in Canada. In addition, the Company outlicenses certain products in exchange for royalties and/or other payments. Aralez's global headquarters is in Mississauga, Ontario, Canada and the Irish Headquarters is in Dublin, Ireland. AVOLON TLB: Moody's Assigns Ba1 Rating on Extended Term Loan B -------------------------------------------------------------- Moody's Investors Service assigned a Ba1 rating to the re-priced and extended $4.75 billion senior secured Term Loan B facility co-issued by Avolon TLB Borrower 1 (US) LLC and Avolon TLB Borrower 1 (Luxembourg) S.A.R.L., both subsidiaries of aircraft leasing company Avolon Holdings Limited (Avolon). Other ratings of the Avolon group, including Avolon's Ba2 corporate family rating, are unchanged. The outlook of all Avolon group ratings remains stable. RATINGS RATIONALE Moody's Ba1 rating of Term Loan B reflects Avolon's Ba2 corporate family rating as well as the term loan's strong asset coverage, priority of claim, and loan terms that reduce loss given default. Avolon's Ba2 rating is based on its competitive franchise positioning as one of the largest commercial aircraft leasing companies globally with a high quality fleet and new aircraft order book that Moody's expects will result in solid future profitability. The ratings also reflect Avolon's moderate leverage profile, steps the company has taken to strengthen liquidity and creditor protections, but continued high reliance on secured financing. Rating constraints include the relatively weaker financial condition of Avolon's parent Bohai Capital Holding Co., Ltd (Bohai) and its controlling shareholder, the HNA Group, relating to their constrained liquidity and high debt levels. Avolon reduced the pricing of Term Loan B to LIBOR plus 2.0%, extended the maturity to January 2025 from April 2022 and repaid $214 million of the original facility. The company also added Hong Kong Aviation Capital Limited and Avolon Aerospace Leasing Limited as new guarantors, in alignment with the addition of guarantors to other Avolon group senior indebtedness earlier this year. The term loan is also guaranteed by parent Avolon and subsidiary asset holding entities of the co-borrowers. The term loan continues to include a loan-to-value covenant of 80% of appraised base value of pledged commercial aircraft as well as asset concentration limits. Avolon's rating outlook is stable, reflecting Moody's expectation that Avolon will capably manage its leverage and liquidity levels, its aircraft leasing and remarketing risk, and generate strong operating results. Moody's could upgrade Avolon's ratings if the company 1) further diversifies its funding to include additional unsecured sources, with a strong liquidity buffer; 2) maintains solid profitability and capital adequacy levels; 3) effectively manages the financing and lease risks of its committed aircraft orders; and 4) successfully manages operating and financial risks relating to weaker parent Bohai. Moody's could downgrade Avolon's ratings if the firm pursues aggressive growth that results in significantly higher leverage, its liquidity position weakens, profitability declines materially below peers, or if credit deterioration at Bohai negatively affects Avolon's financial profile. The principal methodology used in this rating was Finance Companies published in December 2016. BAKERCORP INTERNATIONAL: Ernst & Young Raises Going Concern Doubt ----------------------------------------------------------------- BakerCorp International, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net income of $7.48 million on $278.61 million of total revenues for the fiscal year ended January 31, 2018, compared to a net loss of $124.13 million on $255.42 million of total revenues for the fiscal year ended in 2017. Ernst & Young LLP states that the Company has significant debt obligations coming due and has stated that substantial doubt exists about the Company's ability to continue as a going concern. The Company's balance sheet at January 31, 2018, showed total assets of $821.10 million, total liabilities of $751.47 million, and a total stockholders' equity of $69.63 million. A copy of the Form 10-K is available at: https://is.gd/AKL9i5 About BakerCorp International BakerCorp International, Inc., is a provider of liquid containment, transfer and treatment solutions operating within the specialty sector of the broader industrial services industry. The Company provides equipment rental, service and sales to its customers through a solution-oriented approach often involving multiple products. BakerCorp provides its containment solutions within the United States through a national network with the capability to serve customers in all 50 states as well as a number of international locations in Europe and Canada. The company was founded in 1942 and is headquartered in Plano, Texas. BIOPHARMX CORP: BPM LLP Raises Going Concern Doubt -------------------------------------------------- BioPharmX Corporation filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $16.64 million on $73,000 of revenues for the year ended January 31, 2018, compared to a net loss of $18.41 million on $100,000 of revenues for the year ended in 2017. BPM LLP states that the Company's recurring losses from operations, available cash and accumulated deficit raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at January 31, 2018, showed total assets of $8.09 million, total liabilities of $3.02 million, and a total stockholders' equity of $5.07 million. A copy of the Form 10-K is available at: https://is.gd/2EGopX BioPharmX Corp. is a specialty pharmaceutical company focused on utilizing its proprietary drug delivery technologies to develop and commercialize novel prescription and over‑the‑counter, or OTC, products that address large markets in dermatology and women's health. The company was founded on August 30, 2010 and is headquartered in Menlo Park, California. BLACK PRESS: S&P Affirms 'CCC+' Rating on Loan Maturity Extension ----------------------------------------------------------------- Black Press Ltd. has extended the maturity of its Black Press North America (BNPA) first-lien term loan to Nov. 28, 2018, from June 28, 2018, and the maturity of its Hawaii Oahu Publications Inc. (OPI) term loan to Nov. 30, 2018, from May 30, 2018. S&P Global Ratings said it affirmed its 'CCC+' long-term corporate credit rating on Black Press Ltd. The outlook is negative. At the same time, S&P Global Ratings also affirmed its 'B' issue-level rating, with a '1' recovery rating, on the company's senior secured term loan. The '1' recovery rating reflect very high (90%-100%; rounded estimate 95%) recovery in default. S&P said, "The rating affirmation reflects our view that the maturity extensions and covenant breach waivers Black Press has obtained should provide the company with sufficient time to complete a sale-leaseback transaction and refinancing. Although we acknowledge Black Press' refinancing risks given the company's looming debt maturities in November and December 2018, we believe the debtholders' willingness to work with management reduces the risk of any restructuring in the near term. The negative outlook reflects our view that, although the company has a plan to refinance the Black Press North America (BPNA) term loan, there is still execution risks related to the completion of the sale-leaseback transaction and repayment of the company's Hawaii OPI loans. In addition, we expect operations to remain pressured due to the secular decline in print advertising and relatively high fixed costs. "The negative outlook reflects execution risks relating to the proposed transaction and refinancing within the next six months, and our view that a further weakening of revenue and EBITDA could affect the company's ability to service its fixed charges from available liquidity. "We could lower the rating by multiple notches if Black Press is unable to refinance its looming maturities and secure an ABL to fund short-term working capital needs. We could also lower the rating if EBITDA continues to decline above 20% over the next 12 months, limiting the company's ability to cover fixed charges. In addition, a higher earnings shortfall or unanticipated restructuring costs could also lead to tighter fixed charge coverage and increase the risks for a missed payment or possible debt restructuring. "We could revise the outlook to stable if the company's operations improve, reflected through organic revenue and EBITDA growth in the next 12 months. We assume that, in that time, Black Press will have refinanced its 2018 maturities, improved liquidity, and complied with its amended covenants with adequate headroom." BREVARD EYE: May Continue Using Cash Collateral Until July 26 ------------------------------------------------------------- The Hon. Karen S. Jennemann of the U.S. Bankruptcy Court for the Middle District of Florida authorized Brevard Eye Center, Inc., and its affiliated debtors to continue to use cash collateral subject to the same terms, conditions, adequate protection (including replacement liens), and reporting requirements set forth in the prior order of the Court, until and including July 26, 2018. The Debtors are directed to: (a) file a cash collateral budget for the time period through and including July 26, 2018, on or before June 8, 2018, (b) escrow $5,000.00 per month for real estate taxes, and (c) remain current on all insurance obligations, including, but not limited to, workers' compensation insurance. The Court will conduct a further hearing on the continued use of cash collateral on July 25, 2018, at 10:00 a.m. A full-text copy of the Order is available at http://bankrupt.com/misc/flmb17-01828-490.pdf About Brevard Eye Center, et al. Brevard Eye Center Inc., Brevard Surgery Center Inc., Medical City Eye Center, P.A. and THMIH, Inc., own and operate four retail optometry centers and clinics and a surgical center. The optometry centers and clinics are located in Melbourne, Merritt Island, Palm Bay, and Orlando, Florida. The surgical center and the corporate offices are located in Melbourne, Florida. Brevard Eye Center operates three of the four optometry centers, Medical City Eye Center operates only the Orlando optometry center, and Brevard Surgery Center operates the surgical center. THMIH owns the real estate leased to the surgical center/corporate offices located at 665 S. Apollo Blvd., Melbourne, FL. THMIH also owns the real estate leased to the optometry centers at 250 N. Courtenay Pkwy., Merritt Island, FL and 214 E. Marks St., Orlando, FL. Medical City Eye Center has been serving East Central Florida as The Brevard Eye Center for over 28 years and serving Downtown Orlando as Yager Eye Institute for over 50 years. Dr. Rafael Trespalacios, an ophthalmologic surgeon, is the 100% owner of Brevard Eye Center, et al. Brevard Eye Center, et al., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case Nos. 17-01828 to 17-01831) on March 21, 2017. In the petitions signed by Dr. Trespalacios, as president, each debtor estimated its assets at $1 million to $10 million and liabilities at $10 million to $50 million. Geoffrey S. Aaronson, Esq., and Tamara D. McKeown, Esq., at Aaronson Schantz Beiley P.A., serve as counsel to the Debtors. No official committee of unsecured creditors has been appointed. BWX TECHNOLOGIES: Moody's Assigns Ba3 Rating to Senior Notes ------------------------------------------------------------ Moody's Investors Service has assigned a Ba3 rating to BWX Technologies, Inc.'s proposed senior notes. Proceeds from the notes offering, along with that of a new senior secured term loan (not rated by Moody's), will be used to refinance existing debt and to finance the planned acquisition of Sotera Health's Nordion medical isotopes business ("Nordion") At the same time, Moody's has assigned to BWXT a Ba2 Corporate Family Rating and a Speculative Grade Liquidity Rating of SGL-2. The ratings outlook is stable. RATINGS RATIONALE BWXT's Ba2 CFR reflects the company's unique position as the sole source provider of key engineering systems to the US Department of Energy / National Nuclear Security Administration's Naval Nuclear Propulsion Programs, which provides the company with a highly defendable market position in an otherwise fragmented and competitive defense contracting sector. BWXT has a long history as the only manufacturer of nuclear propulsion systems (fuel and reactor components) for the US Navy, on important surface ship (carriers) and submarine platforms. These propulsion systems are manufactured through a highly controlled and classified process as a matter of national security, which protects the company's sole source position for some years to come. As a result of BWXT's competitive position and relationships with the US Department of Energy, including the National Nuclear Security Administration, and key defense contractors, the company generates EBITA margins in excess of 15%, which is strong compared to prime contractors. Along with a stable revenue base, such margins should generate steady free cash flow streams. The company is expected to maintain moderate and manageable debt levels, with pro forma leverage estimated at approximately 2.5 times debt to EBITDA at close of the proposed notes offering, and retained cash flow to debt at nearly 30%. The ratings also consider the company's modest size and limited scope of product offerings when compared to larger, diversified prime contractors in the defense sector. Ratings also reflect event risk as the company undertakes acquisitions in adjacent technologies to diversify and complement existing operations, as recently exemplified by its Nordion acquisition. BWXT is expected to maintain a good liquidity profile, as indicated by the Speculative Grade Liquidity Rating of SGL-2, supported by sizeable cash balances and full availability under a $500 million revolver. Free cash flow, however, is only expected to be modest over the next few years. The proposed $400 million of senior unsecured notes due 2026 are rated Ba3, one notch below the CFR, as this class of debt is subordinated to a substantial amount of senior secured debt comprising $300 million of term loans and $500 million of revolver, both due 2023. The stable outlook reflects Moody's expectations for revenue growth in excess of 5% annually through 2020 on a steady pace of production and delivery of systems to the US Navy, with EBITA margins maintained at approximately 18-20%. Moody's expects free cash flow in excess of $50 million annually over this period, which will be deployed towards a prudent mix of investments, debt repayment and distributions to shareholders. To the extent that BWXT uses additional debt for acquisitions, Moody's expects such investments to be modestly sized, and that pro forma leverage will remain below 3 times debt to EBITDA. Ratings could be upgraded if BWXT can successfully execute investment to gain scale, with increasing clarity to the company's strategic focus as it grows. A strategy that focuses on increasing service to principal customers would be deemed less risky than that which seeks to diversify by acquiring businesses outside of its current core competencies. As well, BWXT would need to demonstrate consistent margins of nearly 20% and strong free cash flow generation, with little additional integration risk or business restructuring made necessary from a changing portfolio of operations. Debt to EBITDA sustained in the low 2 times range would be necessary under such a scenario. Ratings could be downgraded if the company materially increases debt to finance an accelerated pace of acquisitions or to increase its share repurchase program. Weakening liquidity, with expectations for an extended period of negative free cash flows or prolonged drawings on the revolver, would prompt lower rating consideration. EBITA margins below 10% or debt to EBITDA sustained above 3 times could also prompt a downgrade. Assignments: Issuer: BWX Technologies, Inc. Probability of Default Rating, Assigned Ba2-PD Speculative Grade Liquidity Rating, Assigned SGL-2 Corporate Family Rating, Assigned Ba2 Senior Unsecured Regular Bond/Debenture, Assigned Ba3 (LGD5) The principal methodology used in these ratings was Aerospace and Defense Industry published in March 2018. BWX Technologies, Inc., headquartered in Lynchburg, VA, is a specialty manufacturer of nuclear components, primarily serving the US Navy, but also participating in the commercial nuclear sector in Canada, as well as nuclear technology service to the government and commercial sectors. The company reported $1.7 billion in revenue in the fiscal year ending December 31, 2017. BWX TECHNOLOGIES: S&P Assigns 'BB+' CCR, Outlook Stable ------------------------------------------------------- S&P Global Ratings assigned its 'BB+' corporate credit rating to BWX Technologies Inc. (BWXT). The outlook is stable. S&P said, "At the same time, we assigned our 'BB+' issue-level rating to the company's proposed $400 million unsecured notes due 2026. The '3' recovery rating indicates our expectations of a meaningful (50%-70%; rounded estimate: 50%) recovery in a default scenario." The rating reflects the company's position as the sole manufacturer of nuclear reactors for U.S. Navy submarines and aircraft carriers, above-average margins, and relatively modest debt leverage, as well as the market's high barriers to entry. These factors are partially offset by the company's modest size, limited scope of operations, high customer and contract concentration, and plans to grow in the more competitive and riskier commercial nuclear markets in Canada and provide medical radioisotopes. S&P said, "The stable outlook on BWXT reflects our expectations that credit ratios will deteriorate moderately in 2018 but then stabilize as growing earnings are offset by the company's use of excess cash to fund acquisitions and higher capex. We expect FFO-to-debt of 35%-40% and debt-to-EBITDA around 2x in 2018 and 2019. "We could lower the rating if FFO-to-debt declines below 30% for a prolonged period. This could be caused by higher-than-expected costs or investment to support growth initiatives, operational problems, a significant decline in funding for nuclear warships, or lower demand in non-defense markets, or large debt-financed acquisitions or share repurchases. "Although unlikely in the next 12 months, we could raise the rating if FFO-to-debt increases above 45% and management commits to keeping it at this level. This could occur if earnings grow faster than expected due to higher demand, especially in key growth areas, or the company dedicates more cash flow to reducing debt. Although less likely, we could also raise the ratings if margins are more stable than we currently expect or customer and program diversity improves significantly from acquisitions or faster growth in non-defense operations, while the company maintains FFO-to-debt above 30%." CACTUS WELLHEAD: Moody's Withdraws B2 CFR on Data Insufficiency --------------------------------------------------------------- Moody's Investors Service withdrew Cactus Wellhead, LLC's Corporate Family Rating (CFR) of B2, Probability of Default (PDR) rating of B2-PD, and its senior secured credit facility rating of B2. Outlook Actions: Issuer: Cactus Wellhead, LLC Outlook, Changed To Rating Withdrawn From Stable Withdrawals: Issuer: Cactus Wellhead, LLC Probability of Default Rating, Withdrawn, previously rated B2-PD Corporate Family Rating, Withdrawn, previously rated B2 Senior Secured Bank Credit Facility, Withdrawn, previously rated B2 (LGD3) RATINGS RATIONALE Moody's has decided to withdraw the ratings because it believes it has insufficient or otherwise inadequate information to support the maintenance of the ratings. Going forward, Cactus Wellhead, LLC will no longer provide separate audited financial statements following the initial public offering by its parent company, Cactus, Inc., which was completed in February 2018. Cactus, Inc. owned 35.3% of Cactus Wellhead, LLC as of March 31, 2018 and does not guarantee Cactus Wellhead, LLC's debt. Cactus Wellhead, LLC, headquartered in Houston, Texas, designs, manufacturers, sells and rents wellheads and pressure control equipment, and provides related services. CAMBER ENERGY: Reports Workover Results for the Last 30 Days ------------------------------------------------------------ Camber Energy, Inc. said in a new release that the Company has operations ongoing in two of its recent acquisition areas. Since closing the Company's acquisition in Okfuskee County, Oklahoma, which at closing had only one well on production with minimal output, the Company has reworked and put onto production a total of six wells. Within the next 30 days, the Company expects to complete the workovers on the remaining three wells. "From the initial results, this appears to be a great acquisition," the Company stated. Additionally, the Company has completed its final obligation on its Panhandle acquisition in Hutchinson County, Texas. Since the initial closing, the Company has worked over five wells. With another thirty-eight wells to workover, funding permitting, the Company believes this acquisition has the capability for significant future growth. These activities are all consistent with Camber's previously announced growth plans. 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. CARRIAGE SERVICES: Moody's Assigns B1 Corp Family Rating -------------------------------------------------------- Moody's Investors Service assigned Carriage Services, Inc. a B1 Corporate Family Rating ("CFR"), a B1-PD Probability of Default Rating ("PDR"), an SGL-1 Speculative Grade Liquidity rating ("SGL") and a B2 rating to the proposed senior unsecured notes. The rating outlook is stable. The proceeds from the new debt issuance will be used for general corporate purposes including to repay certain existing indebtedness and pay related transaction fees and expenses. RATINGS RATIONALE The B1 CFR reflects Carriage's small scale with revenues of less than $275 million annually, high pro-forma financial leverage with debt to EBITDA of about 5.5 times, as of December 31, 2017, and modest free cash flow generation and interest coverage with free cash flow to debt of about 5% and EBITA to interest expense of about 2.5 times expected over the next 12 to 18 months. The ratings also reflect the fragmented and competitive deathcare industry dynamics with larger and smaller competitors which could create pricing pressures or limit revenue growth. Moody's expects declining average revenue per service, seen in the funeral industry for the past several years, to continue to pressure Carriage's ability to grow same-store revenue and profitability. The ongoing secular trends toward the increasing use of cremation services, which often generate lower revenues than traditional burial and funeral services, could also weigh on financial performance. All financial metrics cited reflect Moody's standard adjustments. The ratings are supported by Carriage's established position as the third largest player in the highly fragmented but fairly stable deathcare industry, behind Service Corporation International (Ba2 stable) and StoneMor Partners L.P. (B3 negative), with industry leading EBITDA margins approaching 30%. The company's decentralized managerial approach emphasizes growing in strategic local markets and attracting and retaining strong local leadership to drive long term financial performance. Favorable demographic trends include an aging US population and expectations for higher death rates over the next several years. Localized acquisitions have been a significant part of Carriage's growth strategy over the last several years and Moody's expects this trend will continue as the company continues to build scale and expand geographically. The industry has many small, independent family owned and operated funeral homes and cemeteries where the seller may be willing to accept a lower price in exchange for partial control or employment which make for likely acquisition targets. Carriage has incurred debt over the past 5 years as cash paid for acquisitions has exceeded free cash flow, which Moody's also anticipates may continue. The SGL-1 rating reflects Carriage's very good liquidity profile. Free cash flow of about $20 million per year before acquisitions is expected as is at least $30 million of balance sheet cash. Liquidity is supported by a proposed $150 million revolver due 2021 (unrated) with a maximum senior secured leverage ratio and minimum interest coverage financial maintenance covenants. Moody's expects the company will maintain ample cushion. Moody's anticipates the revolver may be drawn from time to time to help fund acquisitions. The B2 rating on the senior unsecured notes reflects the B1-PD PDR and a Loss Given Default Assessment ("LGD") of LGD4. The B2 instrument rating also reflects the senior notes' position in the capital structure, behind the secured credit facility but ahead of the subordinated notes (unrated). The stable ratings outlook reflects Moody's expectations for limited organic revenue growth, free cash flow to debt over 5% before acquisitions and very good liquidity. The rating incorporates the expectation that Carriage may use its free cash flow and debt proceeds to purchase funeral and cemetery properties. The ratings could be downgraded if revenues or margins decline, indicating a weakening competitive position, if financial policies become more aggressive such that Moody's expects debt to EBITDA will be sustained above 6.0 times, or if liquidity deteriorates. The ratings could be upgraded if revenue scale is expanded and Moody's anticipates organic revenue and profit growth and debt reduction. Expectations that Carriage would sustain debt to EBITDA below 4.5 times, free cash flow to debt approaching 10%, very good liquidity and balanced financial policies would also be important considerations for any positive ratings momentum. Moody's assigned the following to Carriage Services, Inc.: Corporate Family Rating, at B1 Probability of Default Rating, at B1-PD Senior Unsecured Notes, at B2 (LGD4) Speculative Grade Liquidity Rating, at SGL-1 Outlook is Stable The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Carriage, headquartered in Houston, Texas, is the third largest provider of funeral and cemetery services and merchandise in the US. The company operates 178 funeral homes in 29 states and 32 cemeteries in 11 states across the US. Moody's expects the company will generate at least $250 million in revenue in 2018. CARRIAGE SERVICES: S&P Assigns 'B' Corp Credit Rating ----------------------------------------------------- U.S.-based funeral and cemetery services provider Carriage Services Inc. (CSV) is issuing $74 million of common stock and $325 million senior unsecured notes to refinance its current capital structure and retire most outstanding convertible notes. S&P Global Ratings assigned its 'B' corporate credit rating to Carriage Services Inc. The outlook is positive. S&P said, "At the same time, we are assigning a 'B' issue-level rating and '4' recovery rating to the $350 million senior unsecured notes due 2018. The '4' recovery rating indicates expectations for average (30%-50%; rounded estimate: 30%) recovery in the event of a default. The secured revolver and convertible subordinated notes are unrated." The ratings on CSV reflect the company's limited scale, a narrow focus in the mature, yet highly fragmented death care industry, and a concentration in the funeral services segment. The ratings are also based on the company's exposure to capital market risk in the pre-need trust portfolio, limited free cash flow generation, and high debt leverage. The business risk assessment also reflects the company's strong margins, and the very stable nature of this business. S&P said, "The positive outlook reflects our view that CSV will de-lever through EBITDA growth and demonstrate commitment to its publicly stated net leverage target of between 4.0x-4.5x, (which translates into S&P Global Ratings-adjusted leverage of about 4.5x-5.0x). The outlook also reflects our view that CSV will pursue acquisitions at a measured pace and at reasonable valuations and successfully integrate those acquisitions." CASABLANCA GLOBAL: Moody's Rates Proposed Bank Facility 'B3' ------------------------------------------------------------ Moody's Investors Service assigned a B3 rating to Casablanca Global Intermediate Holdings L.P.'s proposed first lien senior secured bank credit facility (Casablanca Global Intermediate Holdings L.P. and its subsidiaries operate under the business name Apple Leisure Group). At the same time, Moody's affirmed the company's B3 Corporate Family Rating, B3-PD Probability of Default Rating. The rating outlook is stable. The B2 rating on the company's existing first lien senior secured bank facility and Caa2 rating on its senior secured second lien term loan are unchanged and will be withdrawn at the close of the transaction. The proceeds of the planned bank facility will be used to refinance the company's existing first and second lien term loans and outstanding revolver. The company will also have in place a $175 million first lien revolver which will be undrawn at close. Assignments: Issuer: Casablanca US Holdings Inc. Senior Secured Term Loan, Assigned B3(LGD3) Senior Secured Revolving Credit Facility, Assigned B3(LGD3) Outlook Actions: Issuer: Casablanca Global Intermediate Holdings L.P. Outlook, Remains Stable Affirmations: Issuer: Casablanca Global Intermediate Holdings L.P. Probability of Default Rating, Affirmed B3-PD Corporate Family Rating, Affirmed B3 RATINGS RATIONALE Casablanca Global Intermediate Holdings L.P. and its subsidiaries operate under the business name Apple Leisure Group. Apple Leisure Group's credit profile reflects its high leverage that Moody's expects will remain high over the next 12 to 18 months, whether evaluated using an EBITDA basis or a free cash flow basis. The company's high debt levels are associated with its acquisition by KKR and KSL in 2017. Moody's adjusted free cash flow/debt is expected to be under 10% at the end of 2018 pro forma for a full year of contribution from Mark Travel. The company is also constrained by its very small scale in terms of number of resorts, its geographic concentration in Mexico and the Caribbean, its low operating margins and its heavy reliance on contract sales at its Unlimited Vacation Club ("UVC") to generate a substantial portion of its earnings. Positive ratings consideration is given to Apple Leisure Group's acquisition of Mark Travel which broadens Apple Leisure Group's destinations concentration to include Florida, California and other resort destinations and increases its passenger volume as a large percentage of customers who travelled via Mark Travel packages did not utilize a resort managed by Apple Leisure Group. Other positive considerations include Apple Leisure Group's good liquidity, low capital requirements, and its vertically integrated business model. Moody's believes that Apple Leisure Group's low capital requirements and vertically integrated business model mitigate, to some degree, the earnings volatility that are experienced during periods of weak demand. The stable outlook reflects Apple Leisure Group's good liquidity and Moody's expectation that new resort openings should drive growth in free cash flow generation and an improvement in free cash flow/debt in 2018. Apple Leisure Group's ratings could be upgraded if it is able to maintain free cash flow/debt above 10% while maintaining its good liquidity profile. A higher rating would also require break even to positive growth in Revenue Per Available Room and growth in the number of UVC contracts sold year over year. Ratings could be downgraded should free cash flow/debt decline to below 3% or if its liquidity profile were to weaken. Ratings could also be downgraded should the number of contracts sold decline below 2016 levels (about 16,500 contracts). Casablanca Global Intermediate Holdings L.P. is a company formed in connection with the acquisition of the operating subsidiaries of Apple Leisure Group by Kohlberg Kravis Roberts & Co. L.P. ("KKR") and KSL Capital Partners IV, LP ("KSL") along with certain other investors (the management and founders). Casablanca Global Intermediatel Holdings L.P. is the indirect parent of Casablanca US Holdings Inc., Casablanca Foreign Holdings B.V., and ALG Servicios Financieros Mexico, S.A. de C.V. (the borrowers under the rated bank facilities). Casablanca does business under the name Apple Leisure Group. Its primary operating subsidiaries are Apple Vacations, AMStar, AMResorts, and Unlimited Vacation Club. Apple Leisure Group's distribution group sells wholesale and retail vacation travel packages to the Caribbean, Mexico, Hawaii, and Europe through three business units under the brand names "Apple Vacations", "Travel Impressions" and "Cheap Caribbean". AMSTAR provides optional tours, and ground transportation services in Hawaii, the Caribbean and Mexico. AMResorts manages 52 all-inclusive resorts located in Mexico and the Caribbean. Unlimited Vacation Club sells memberships which that primarily provides discounted pricing on future resort stays. ALG's consilidated annual gross are about $2.6 billion (excluding Mark Travel), with GAAP net revenues of approximately $800 million. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. CCS ONCOLOGY: Has Authorization to Use Cash Collateral ------------------------------------------------------ The Hon. Michael J. Kaplan of the U.S. Bankruptcy Court for the Western District of New York authorized Comprehensive Cancer Services Oncology, P.C., and its affiliated-debtors to use cash collateral as set forth in the Fifth Emergency Order. Pursuant to the Fifth Emergency Order, the Debtors are immediately authorized to use cash collateral limited to the following purposes and amounts: (a) Bi-weekly payroll for employees of the Debtors, limited to Oncology and Corporate Employees for the pay period of April 7 through April 20, 2018, with any such payment to any individual physician employee for this pay period limited to no more than $5,000 and with no payment to Dr. Won Sam Yi -- total payments not to exceed $287,319. Sufficient funds to cover all Employment taxes will be reserved and adequate deposits to cover the taxes will be made within two business days of the issuance of wages. (b) Employee health insurance benefit premium payments to BlueCross BlueShield of Western New York for the coverage period of March 1 through April 30, 2018, notwithstanding that a portion of the period covered is pre-petition -- total payments not to exceed $146,228. (c) Employee Dental Insurance Benefit Premium payments to Guardian for the coverage period of February 1 through April 30, 2018 -- total payments not to exceed $24,831. (d) Medical Malpractice Insurance Premium payments for Dr. Nathalie Bousader-Armstrong to MedPro RRG Risk Retention Group -- total payments not to exceed $20,183. (e) Medical waste removal contractor -- not to exceed $1,500. (f) Payroll Services Provider -- not to exceed $450. Bank of America, N.A., the United States and all Creditors holding liens on or claims against the cash collateral, are granted roll-over replacement liens or rights of setoffs as security, to the same extent, in the same priority, and with respect to the same assets, which served as collateral for said creditors' prepetition indebtedness, to the extent of cash collateral actually used during the pendency of Debtor's Chapter 11 case. Such replacement liens will attach pro rata to the extent that cash collateral used was subject to each creditor's respective first priority lien, without the need of any further public filing or other recordation to perfect such roll-over or replacement liens or security interests. To the extent that the replacement liens fail to compensate the Secured Creditors for the cash collateral use, each of the Secured Creditors will have, respectively, an administrative claim under 11 U.S.C. Section 507(b) with priority over other expenses of administration under Section 507(a)(2). A full-text copy of the Fifth Emergency Order is available at http://bankrupt.com/misc/nywb18-10598-90.pdf About CCS Oncology CCS Oncology and CCS Medical are professional medical practices. CCS Oncology is the sole member of CCS Medical. CCS Equipment is the owner of certain medical equipment used in the medical practices and CCS Oncology is its sole member. CCS Billing was intended to be developed into a separate billing entity for the medical practices, but was never funded or operational. CCS Billing has no assets and has had no activity other than showing a couple of minimal historical accounting entries. WSEJ is the owner of certain real property used by the medical practices. The Debtors are headquartered in Orchard Park, New York. Comprehensive Cancer Services Oncology, P.C., doing business as CCS Oncology, doing business as CCS Healthcare, along with its affiliates, sought Chapter 11 protection (Bankr. W.D.N.Y. Lead Case No. 18-10598) on April 2, 2018. In the petitions signed by Won Sam Yi, president/CEO, CCS estimated at least $50,000 in assets and $10 million to $50 million in liabilities. Judge Michael J. Kaplan is the case judge. Arthur G. Baumeister, Jr., Esq., of Baumeister Denz LLP, serves as the Debtors' counsel. CHICAGO: Fitch Rates $260M CBOE ULTGO Bonds 'BB-', Outlook Stable ----------------------------------------------------------------- Fitch Ratings has assigned a 'BB-' rating to the following Chicago Board of Education, IL (CBOE) unlimited tax general obligation bonds (ULTGOs): --$250.4 million ULTGO refunding bonds (dedicated revenues) series 2018A; --$9.9 million ULTGO refunding bonds (dedicated revenues) series 2018B. Fitch has also affirmed the following 'BB-' ratings for the CBOE: --Long-Term Issuer Default Rating (IDR); --Approximately $7 billion of outstanding ULTGO bonds. The Rating Outlook is Stable. SECURITY The general obligation bonds are unlimited tax general obligations of the CBOE payable from dedicated CBOE revenues in the first instance and also payable from unlimited ad valorem taxes levied against all taxable property in the city of Chicago. ANALYTICAL CONCLUSION The 'BB-' IDR and ULTGO rating reflect the history of structurally imbalanced financial operations driven by a strained revenue environment and growing pension pressures that resulted in an accumulated general fund deficit. The district is slated to receive significantly more ongoing state aid under the new state funding framework, both for operations and for pension expenses. The higher funding level associated with the new funding framework will be ongoing, and the risk of funding declines will be largely tied to state-wide funding levels, mitigating the risk of funding cuts targeted to CBOE. Financial pressures will remain, but the additional funding and revised funding framework should improve the amount, timing and potential volatility of state aid to Chicago Public Schools (CPS) and allow for reversal of the previous downward trajectory. Economic Resource Base The Chicago Board of Education provides preK-12 education to over 370,000 students within the city of Chicago. Its taxing jurisdiction is coterminous with the city of Chicago. CPS manages the school system, which is composed of 661 school facilities. KEY RATING DRIVERS Revenue Framework: 'bbb' Fitch expects natural revenue growth, absent new revenue action, to keep pace with inflation, given expectations for property tax growth and relatively flat state aid growth following the initial increase associated with new funding formula. CPS has no independent legal ability to raise revenues. Expenditure Framework: 'bbb' Fitch expects the natural pace of expenditure growth to exceed that of revenues, necessitating ongoing budget management. CPS has made significant cuts in recent years, and Fitch believes that the practical ability to cut spending throughout the economic cycle is limited. Long-Term Liability Burden: 'a' The long-term liability burden is elevated, but still in the moderate range, relative to the resource base. Operating Performance: 'bb' The district's accumulated general fund deficit resulted from years of structurally imbalanced operations. Fitch expects budgetary balance to improve over time, given expected gains under the new state funding formula. The new formula should also improve cash flow timing and liquidity from current very weak levels. RATING SENSITIVITIES Structural Balance: Demonstrated progress toward structural balance would mark a departure from recent experience and signal improved credit quality. Conversely, continuation of deficit operations despite improved state funding would trigger a downgrade. Reemergence of Liquidity Pressure: Liquidity remains narrow, albeit improved under the new school funding structure, and the district remains highly dependent upon external cash flow borrowing. The rating is sensitive to the reemergence of liquidity pressures, which could stem from state funding cuts, expenditure pressures or an economic downturn. CREDIT PROFILE Chicago acts as the economic engine for the Midwestern region of the U.S. The city's residents are afforded abundant employment opportunities within this deep and diverse regional economy. The city also benefits from an extensive infrastructure network, including a vast rail system, which supports continued growth. The employment base is represented by all major sectors with concentrations in the wholesale trade, professional and business services and financial sectors. Socioeconomic indicators are mixed as is typical for an urbanized area, with above average educational attainment levels, above average per capita income and elevated individual poverty rates. CPS relies on state funding for a significant amount of support. The state legislature recently passed a new 'evidenced-based funding model' for schools. CPS is slated to receive a material increase in state support relative to prior years beginning with the current fiscal year and should benefit from a hold-harmless provision that protects the district from demographic-related cuts in state aid. The hold-harmless provision should be particularly beneficial given the trend of declining enrollment. Illinois (IDR of BBB/Negative) is a large, wealthy state with a diverse economy centered on the Chicago metropolitan area. The passage of a fiscal 2018 budget that incorporates a permanent increase in taxes to more closely align revenues with spending was an important step in stabilizing the state's operations and should significantly reduce the liquidity stress that had threatened its investment-grade rating. Illinois' 'BBB' IDR and GO bond rating reflect weak operating performance and fiscal decision making, leading to a credit position well below the level that the state's solid economic base and substantial independent legal ability to control its budget would support. The Negative Rating Outlook reflects uncertainties related to implementation of the current year budget and fiscal management and decision making, particularly given the contentious political environment in the state. Revenue Framework Property taxes provided 51% and state aid 25% of general fund revenues in fiscal 2017 but the new state funding formula should increase the share of support derived from state aid beginning in fiscal 2018. Growth prospects for revenues are slow, absent policy action. Revenues were budgeted to rise significantly in fiscal 2017, as the result of both local and state policy action, but actual results fell short, particularly with respect to state aid. The effect of the new funding formula should become apparent in fiscal 2018 operating results; budgeted (amended) revenues are $551 million (11%) ahead of fiscal 2017 actuals. Following that large jump in base funding levels, Fitch anticipates subsequent years' revenue growth will be about the level of inflation, taking into account property tax revenue trends and expectations of flat state aid over time. New sources of revenue dedicated to pension expenses include a $250 million property tax levy effective fiscal 2017 and a $154 million in new property taxes effective fiscal 2018. Independent legal ability to raise revenues is limited, like many school districts in the U.S. Annual growth in the property tax levy is limited by the Property Tax Extension Limitation Law (PTELL) to the lesser of 5% or the rate of inflation. Expenditure Framework The district devoted 54% of fiscal 2017 general fund spending to instruction, 27% to support services, and 13% to pensions. Fitch expects the natural pace of spending growth to be above natural revenue growth, given rising pension contributions and assumed wage increases. Management has actively managed expenditure growth, with a series of substantial cuts over the past several years including administrative cutbacks, school closures and layoffs. The new dedicated revenue stream for pensions, combined with the state's assumption of the normal cost for pensions ($221 million) should reduce the degree to which required pension payments compete for operating dollars over time. CPS' practical ability to make future expenditure cuts is limited, with cuts likely to meaningfully but not critically reduce core services at times of economic downturn. Such cuts could include those for programs and labor costs. The moratorium on school closing expires at the end of fiscal 2018, which may present an opportunity for efficiencies. Fixed carrying costs for debt service and actuarially-determined pension contributions are currently moderate-to-elevated at 22% of governmental spending in fiscal 2017; however, Fitch's supplemental pension metric, which estimates the annual pension cost based on a level dollar payment for 20 years with a 5% interest rate, indicates that carrying costs are vulnerable to significant future increases. Long-Term Liability Burden The long-term liability burden is elevated but still moderate relative to the resource base. The adjusted net pension liability plus overall debt represents about 25% of personal income. Overlapping debt accounts for 35% of the long-term liability burden, with net pension liability representing 43% and direct debt approximately 22%. Amortization of direct debt is slow with 25% of debt scheduled for retirement in 10 years. Fitch anticipates that the long-term liability burden will remain solidly within the 'a' category. Pension benefits for teachers are provided through the Public School Teachers' Pension and Retirement Fund of Chicago (CTPF), a cost-sharing multi-employer defined benefit plan in which CPS is the major contributor. Under GASB 68 reporting, the plan reported a 47% asset to liability ratio as of June 30, 2017. Fitch estimates the ratio to be lower at about 40% when adjusted to reflect a 6% return assumption. The weak ratios stem from several years of pension payment holidays and poor investment returns. The district dramatically increased pension funding in fiscal 2014 to comply with a state law requiring payments sufficient to reach a 90% funding level by 2059. Fitch expects pensions to continue to be a pressure, particularly given the longer than typical amortization period. Pension benefits for other personnel are provided through the Municipal Employees' Annuity and Benefit Fund of Chicago (MEABF), a cost-sharing multi-employer defined benefit plan whose major contributor is the city of Chicago. CPS does not directly contribute to the plan and has no liability for it. The other post-employment benefits (OPEB) liability is limited. Operating Performance Financial resilience is weak as CPS lacks a reserve cushion and is ill-prepared to withstand even a moderate economic downturn. However, prospects for restoration of operating balance and reserves have improved with the passage of a new state funding framework. The state legislature passed school funding legislation last year, which included an evidence-based funding model for schools state-wide that improves the amount, timing and potential volatility of state aid to CPS. The new law will benefit CPS in several ways. It provides $320 million in additional state funding in fiscal 2018, including $221 million for state assumption of the normal cost for pensions, $70 million in new formula funding, and $23 million in early childhood and other funding. It also includes authorization for an additional $130 million property tax levy for pensions, which will not be subject to PTELL restrictions as is the operating levy. These new revenues are in addition to the new funding procured in fiscal 2017, including a $250 million pension levy, which is not subject to PTELL restrictions and $204 million in additional state aid, which will be included in the base funding level for the evidence-based funding model going forward. The new formula also delivers more of CPS's aid in the form of general state aid, rather than categorical block grants. This is favorable to CPS as block grants are scheduled for disbursement less frequently than general state aid and were greatly delayed during the state budget impasse, contributing to CPS's financial distress. The new funding formula also includes a hold harmless clause which should protect CPS from state aid declines based on demographic factors (enrollment, poverty rate, etc.) and therefore reduce potential revenue volatility in the future. Much of the historical structural imbalance stems from the lack of actuarial funding of pensions, including state-authorized reduced pension payments during the recession, and the subsequent resumption of full payments and shift in fiscal 2014 from statutory to actuarially-based pension payments, which presented a dramatic rise in spending without a corresponding revenue increase until recently. Recent budgets have also relied upon unsustainable practices including appropriated reserves, scoop and toss restructurings for budgetary relief, optimistic budgeting of revenues and lengthening the accrual period for property tax collections. A series of large consecutive operating deficits in recent years underscored CPS's structural budgetary imbalance and eroded its financial reserves. Reserves were completely exhausted in fiscal 2016. In fiscal 2017, the accumulated general fund deficit deepened to $275 million (5% of spending) or $355 million (7%) on an unrestricted basis. The fiscal 2018 budget has been amended to reflect the effects of the new state funding framework, which may allow payment of delayed block grants. It targets a positive ending general fund balance of $43 million, or less than 1% of spending. That ending fund balance could rise to $164 million (3% of spending) if backlogged state grants are paid. If achieved, such a cushion would represent a material improvement over past performance but would still provide only limited gap-closing capacity in a downturn or other unexpected operating, funding or liquidity stress. Liquidity is extremely weak, with nine days of cash on hand at the end of fiscal 2017. CPS' general fund cash position declined dramatically from $1.1 billion at the close of fiscal 2013 to $57 million at the end of fiscal 2016 and rebounded to $161 million in fiscal 2017. Fiscal 2018 cash flows project improved liquidity provided by new revenue sources and improved timing of state aid, with the maximum expected draw on the cash flow line of credit falling to a still-high $1.094 billion in fiscal 2018 from $1.55 billion in fiscal 2017. CLEARWATER SEAFOODS: S&P Affirms 'B+' Unsecured Debt Rating ----------------------------------------------------------- S&P Global Ratings said it affirmed its 'B+' issue-level rating on Clearwater Seafoods Inc.'s unsecured notes, and revised its recovery rating on the notes to '3' from '4', based on improved recovery prospects for noteholders following the company's downsizing of its revolver by C$100 million to C$200 million. As a result, S&P Global Ratings expects lower secured debt at default leading to additional value for the unsecured debt in the waterfall. A '3' recovery rating indicates our expectation for meaningful (50%-70%; rounded estimate 65%) recovery in the event of default. All other ratings on Clearwater are unchanged, including our 'B+' long-term corporate credit rating with a negative outlook on the company. At the time of the refinancing in 2017, Clearwater issued a C$300 million revolver to finance future acquisitions. However, given covenant restrictions the company is unable to fully use the facility. In addition, acquisitions are expected to be small and Clearwater no longer requires such a large facility to meet its liquidity requirements. Therefore, the company decreased the total revolver commitment by C$100 million and increased its leverage ratio covenant to 6.0x from 5.5x. We believe liquidity remains adequate given a cash balance of C$37 million and approximately C$80 million of revolver availability to fund working capital and capital expenditures. The transaction does not affect the company's credit metrics. As of first-quarter 2018, Clearwater's leverage is about 5.8x, which we consider relatively high for the rating. The negative outlook reflects the heightened risk that the company's credit measures will remain weak beyond 2018. Clearwater's EBITDA is under pressure given the lower-than-expected total allowable catch for certain core species, along with margin pressures and regulatory headwinds. These factors could lead to a faster deterioration of EBITDA than forecast, and reduce Clearwater's ability to repay about C$50 million of debt in the next 12 months using free cash flows. We believe this situation could lead to leverage sustained above 5x beyond 2018 and a possible downgrade. RECOVERY ANALYSIS Key analytical factors -- S&P values Clearwater using a discrete asset valuation methodology that applies distressed realization rates primarily to its working capital, fixed assets, and associated fishing rights. -- S&P's simulated default scenario incorporates a default in 2022, at which point the company can no longer fund its fixed charge obligations and has exhausted available liquidity. -- S&P assumes the company would be reorganized or sold as a going concern as opposed to being liquidated, based on its viable business model and highly specialized assets. -- S&P estimates the senior secured revolver and term loan lenders could expect very high (90%-100%; rounded estimate 95%) recovery in our default scenario, which corresponds with a '1' recovery rating and a 'BB' issue-level rating (two notches above the long-term corporate credit rating on Clearwater) -- S&P estimates that unsecured note holders could achieve meaningful (50%-70%; rounded estimate 65%) recovery in its default scenario, which corresponds with a '3' recovery rating and a 'B+' issue-level rating (the same as the long-term corporate credit rating on Clearwater). Simulated default assumptions -- Simulated year of default: 2022 -- Discrete asset valuation methodology Simplified waterfall -- Net enterprise value (after 5% administrative costs) : C$445 million -- Priority claims: C$17 million -- Collateral value available to secured creditors: C$428 million -- Secured first-lien debt: C$211 million --Recovery expectations: 90%-100% (rounded estimate 95%) -- Collateral value available to unsecured creditors: C$217 million -- Unsecured debt: C$326 million --Recovery expectations: 50%-70% (rounded estimate 65%) RATINGS LIST Clearwater Seafoods Inc. Corporate credit rating B+/Negative/-- Ratings Affirmed/Recovery Rating Revised Clearwater Seafoods Inc. To From Senior Unsecured Notes B+ B+ Recovery rating 3 (65%) 4 (40%) COATES INTERNATIONAL: Incurs $1.34-Mil. Net Loss in First Quarter ----------------------------------------------------------------- Coates International, Ltd. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1.34 million for the three months ended March 31, 2018, compared to a net loss of $847,168 for the same period last year. The increase in the amount of the net loss was primarily attributable to an increase in non-cash, stock-based compensation expense of $398,059, an increase in the estimated fair value of embedded derivative liabilities of $86,431 and an increase in interest expense of $129,087, partly offset by a ($136,898) decrease in research and development costs. As of March 31, 2018, Coates had $2.25 million in total assets, $8.63 million in total liabilities and a total stockholders' deficiency of $6.37 million. There were no sales for the three months ended March 31, 2018 and 2017. Sublicensing fee revenue for the three months ended March 31, 2018 and 2017 amounted to $4,800 and $4,800, respectively. Research and development expenses decreased to $1,489 from $138,387 in 2017, due to a curtailment in research and development activities in the 2018 first quarter period. Stock-based compensation expense increased by $398,059 to $589,384 for the three months ended March 31, 2018 from $191,325 for the three months ended March 31, 2017. General and administrative expenses increased by $3,875 to $122,714 for the three months ended March 31, 2018 from $118,839 for the three months ended March 31, 2017. Depreciation and amortization expense decreased to $11,007 for the three months ended March 31, 2018 from $12,249 for the three months ended March 31, 2017. A loss from operations of ($856,131) was incurred for the three months ended March 31, 2018 compared with a loss from operations of ($587,747) for the three months ended March 31, 2017. The $268,384 increase in the amount of the loss from operations in 2018 was primarily attributable to the increase in non-cash, stock-based compensation expense of $398,059, partially offset by the ($136,898) decrease in research and development costs. The Company's cash position at March 31, 2018 was $48,896, an increase of $41,689 from the cash position of $6,807 at Dec. 31, 2017. The Company had negative working capital of ($7,786,238) at March 31, 2018, which represents a decrease in our working capital of ($319,239) compared to the ($7,466,999) of negative working capital at Dec. 31, 2017. The Company's current liabilities of $7,987,343 at March 31, 2018, increased by $409,319 from $7,578,024 at Dec. 31, 2017. This net increase resulted from (i) a $179,226 increase in the carrying amount of convertible promissory notes, net of unamortized discount, (ii) a $137,708 net increase in the derivative liability related to convertible promissory notes (iii) a $116,900 increase in accounts payable and accrued liabilities, (iv) an $87,010 increase in deferred compensation payable, partially offset by (v) repayment of ($55,000) of promissory notes to related parties, (vi) a $41,525 decrease in the current portion of sublicense deposits and (vii) repayment of ($15,000) of principal of the mortgage loan payable. Operating activities utilized cash of ($138,825) for the three months ended March 31, 2018, a decrease of $5,702 from the cash utilized for operating activities of ($144,527) for the three months ended March 31, 2017. No cash was used in investing activities for the three months ended March 31, 2018 and 2017. Cash provided by financing activities for the three months ended March 31, 2018, amounted to $184,766, an increase of $46,847 from the cash provided by financing activities of $137,919 for the three months ended March 31, 2017. Going Concern "We have incurred net recurring losses since inception, amounting to an accumulated deficit of ($75,053,330) as of March 31, 2018 and had a stockholders' deficiency of ($6,375,828). In addition, our mortgage loan which had a principal balance of $1,258,000 at March 31, 2018, matures in July 2018. The Company will be required to renegotiate the terms of an extension of the mortgage loan or successfully refinance the property with another mortgage lender, if possible. Failure to do so could adversely affect the Company's financial position and results of operations. Further, the recent trading price range of the Company's common stock has introduced additional risk and difficulty to the Company's challenge to secure needed additional working capital. We will need to obtain additional working capital in order to continue to cover our ongoing cash expenses. These factors raise substantial doubt about our ability to continue as a going concern." A full-text copy of the Form 10-Q is available for free at: https://is.gd/8Baiuh About Coates Based in Wall Township, N.J., Coates International, Ltd. (OTC BB: COTE) -- http://www.coatesengine.com/-- has been developing over a period of more than 20 years the patented Coates Spherical Rotary Valve system technology which is adaptable for use in piston-driven internal combustion engines of many types. Independent testing of various engines in which the Company incorporated its CSRV system technology confirmed meaningful fuel savings when compared with internal combustion engines based on the conventional "poppet valve" assembly prevalent in most internal combustion engines throughout the world. In addition, the Company's CSRV Engines produced only ultra-low levels of harmful emissions while in operation. Engines operating on the CSRV system technology can be powered by a wide selection of fuels. The Company was incorporated on Aug. 31, 1988. Coates incurred a net loss of $8.38 million for the year ended Dec. 31, 2017, compared to a net loss of $8.35 million for the year ended Dec. 31, 2016. The report from the Company's independent accounting firm MSPC, Certified Public Accountants and Advisors, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company continues to have negative working capital, negative cash flows from operations, recurring losses from operations, and a stockholders' deficiency. These conditions raise substantial doubt about its ability to continue as a going concern. COCRYSTAL PHARMA: Incurs $1.55 Million Net Loss in First Quarter ---------------------------------------------------------------- Cocrystal Pharma, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss and comprehensive loss of $1.55 million for the three months ended March 31, 2018, compared to a net loss and comprehensive loss of $2.54 million for the three months ended March 31, 2017. As of March 31, 2018, Cocrystal Pharma had $120.7 million in total assets, $16.58 million in total liabilities and $104.1 million in total stockholders' equity. Net cash used in operating activities was approximately $2.078 million for the three months ended March 31, 2018 compared to $2.052 million for the same period in 2017. Net cash provided by investing activities was $1.395 million for the three months ended March 31, 2018 compared to net cash used in investing activities of $33,000 for the same period in 2017. This increase in cash provided by investing activities was the result of the sale of its mortgage note asset for $1.400 million. Net cash provided by financing activities was $1.184 million for the three months ended March 31, 2018 compared to no cash provided by financing activities for the three months ended March 31, 2017. Net cash provided by financing activities during 2018 consisted of $1.000 million in proceeds from the issuance of convertible notes and $184,000 in proceeds from the exercise of stock options. "We have a history of operating losses as we have focused our efforts on raising capital and research and development activities," Cocrystal Pharma stated in the SEC filing. "The Company's consolidated financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has never been profitable, has no products approved for sale, has not generated any revenues to date from product sales, and has incurred significant operating losses and negative operating cash flows since inception." For the year ended Dec. 31, 2017, the Company recorded a net loss of approximately $0.6 million and used approximately $6.9 million of cash used in operating activities. The Company has not yet established an ongoing source of revenue sufficient to cover its operating costs and allow it to continue as a going concern. The Company said its ability to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. "If the Company is unable to obtain adequate capital, it could be forced to cease operations or substantially curtail its drug development activities. The accompanying financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities should the Company be unable to continue as a going concern. "As the Company continues to incur losses, achieving profitability is dependent upon the successful development, approval and commercialization of its product candidates, and achieving a level of revenues adequate to support the Company's cost structure. The Company may never achieve profitability, and unless and until it does, the Company will continue to need to raise additional capital. Management intends to fund future operations through additional private or public equity offering and may seek additional capital through arrangements with strategic partners or from other sources. There can be no assurances, however, that additional funding will be available on terms acceptable to the Company, or at all. Any equity financing may be very dilutive to existing shareholders." A full-text copy of the Form 10-Q is available for free at: https://is.gd/CwNqbC About Cocrystal Pharma Cocrystal Pharma, Inc., formerly known as Biozone Pharmaceuticals, Inc., is a pharmaceutical company with a mission to discover novel antiviral therapeutics as treatments for serious and/or chronic viral diseases. Based in Tucker, Georgia, Cocrystal Pharma has been developing novel technologies and approaches to create first-in-class and best-in-class antiviral drug candidates since its initial funding in 2008. Its focus is to pursue the development and commercialization of broad-spectrum antiviral drug candidates that will transform the treatment and prophylaxis of viral diseases in humans. By concentrating its research and development efforts on viral replication inhibitors, the Company plans to leverage its infrastructure and expertise in these areas. Cocrystal Pharma reported a net loss of $613,000 on $0 of grant revenues for the year ended Dec. 31, 2017, compared to a net loss of $74.87 million on $0 of grant revenues for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Cocrystal Pharma had $121.42 million in total assets, $16.02 million in total liabilities and $105.40 million in total stockholders' equity. The Company's auditors issued an audit opinion for the year ended Dec. 31, 2017 which contained what is referred to as a "going concern" opinion. BDO USA, LLP, in Seattle, Washington, noted that the Company has suffered recurring losses from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. COLORADO WICH: Seeks Authorization to Use Cash Collateral --------------------------------------------------------- Colorado Wich LLC and Colorado Wich Inc. request the U.S. Bankruptcy Court for the District of Colorado to authorize the use of cash collateral in the ordinary course of business during the pendency of these bankruptcy cases. The Debtors' need immediate use of its cash and accounts receivable to operate its business and to keep its employees on the jobs. The Debtors' business depends upon uninterrupted access to funds that were held in its accounts necessary to operate, meet payroll, and fund its other operating expenses necessary to maintaining its ordinary course of business. The Debtors will use cash collateral to generate new business and accounts receivables during the bankruptcy case. Colorado Wich LLC, has three separate secured lenders, namely: (a) Accel Capital Inc. and Accel Capital LLC; (b) Citywide Bank, f/n/a Millenium Bank; and (c) Meadows Bank. Colorado Wich Inc., a non-operating entity, has one secured loan obligation to JP Morgan Chase Bank in the aggregate amount of $18,990. The Debtors' various loan obligations totaled approximately $927,961. The cash collateral budget set forth payments for Adequate Protection Obligations commencing June 1, 2018 and each month thereafter, as follows: (a) $5,000 per month to Accel Capital; (b) $2,500 per month to Citywide Bank; (c) $500 a month to Chase Bank; and (d) $1,000 a month to Meadows Bank. As further adequate protection, the Debtors propose to grant the Secured Lenders the following claims, liens, rights and benefits: (a) The Adequate Protection Obligations due to the Secured Lenders will constitute a super priority claim against the Debtor as provided in Bankruptcy Code section 507(b), with priority in payment over any and all unsecured claims and administrative expense claims against the Debtor and will at all times be senior to the rights of the Debtor, and any successor trustee or any creditor, subject and subordinate only to the Carve Out. (b)To the extent that any of the Secured Lenders have a properly perfected pre-petition lien on the cash collateral, the Debtors consent to a replacement lien on all post-petition cash collateral in order for the Debtors to continue to operate to the extent that there is a decrease in value of any Secured Lender's interest in the cash collateral in the same extent and priority that existed on the Petition Date. A full-text copy of the Debtors' Motion is available at http://bankrupt.com/misc/cob18-13443-15.pdf About Colorado Wich Colorado Wich LLC is a privately-held company in Highlands Ranch, Colorado engaged in the business of selling sandwiches. Colorado Wich Inc. is merely a holding company for Colorado Wich LLC, which is the actual operating Debtor entity. Colorado Wich LLC and Colorado Wich Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Lead Case No. 18-13443) on April 24, 2018. In the petitions signed by Jeffrey A. Gordan, member, Colorado Wich LLC disclosed $500,095 in assets and $2,150,648 in liabilities. Colorado Wich Inc. disclosed $92 in assets and $22,364 in liabilities. COMPASS MINERALS: S&P Lowers CCR to 'BB-', Outlook Negative ----------------------------------------------------------- U.S.–based salt and specialty fertilizer producer Compass Minerals International Inc. has not restored its credit measures since the debt-financed acquisition of Producimica, sustaining leverage above 4x. Mild winter weather and unfavorable farming conditions have weighed on the salt and plant nutrition segments, respectively, contributing to lower than expected and inconsistent margins. If the company cannot implement ongoing efficiency initiatives, credit measures could deteriorate further. S&P Global Ratings lowered its corporate credit rating on Overland Park, Kan.-based Compass Minerals International Inc. to 'BB-' from 'BB'. The outlook is negative. S&P said, "In addition, we lowered the issue-level rating on the company's senior secured notes to 'BB' from 'BB+'. The recovery rating for the secured debt remains '2', indicating our expectation of substantial (70%-90%; rounded estimate: 80%) recovery in the event of a default. "We also lowered the issue-level rating on the company's senior unsecured debt to 'B+' from 'BB-'. The recovery rating remains '5', indicating our expectation of modest (10%-30%; rounded estimate: 25%) recovery in the event of a default. "The downgrade reflects our expectations that leverage will remain in the 4x-5x range, with EBITDA margins of around 22% over the next year. Our negative outlook takes into account our view that ongoing operational and cost challenges could delay the company's return to producing positive discretionary cash flow (DCF, operating cash flow less capital spending and dividends) despite modest demand recovery in the salt and plant nutrition segments over the next 12–18 months. "The negative outlook indicates there is at least a 1-in-3 chance that we could lower the rating within the next year. We anticipate that the demand recovery in the company's segments will support leverage at the lower end of the 4x-5x range by the end of the year. However, in on our view, leverage could rise above 5x over the next 12 months if ongoing operational challenges are prolonged or aggravated. "We could revise the outlook to stable if Compass consistently produces positive DCF. In this scenario, we would expect leverage to fall toward the lower end of the 4x-5x range, buoyed by expanding EBITDA. This could happen if Compass resolves operational issues and if favorable demand conditions boost volumes, resulting in economies of scale that reduce costs. "We could lower the rating if the adjusted debt to EBITDA ratio increases above 5x on a sustained basis. This could happen if the consistent sales we anticipate will continue stall and operational challenges further increase costs, causing adjusted EBITDA to fall below $250 million. We believe that in this scenario, the company would have limited ability to generate positive DCF, leading to increased borrowings under its revolving credit facility, further contributing to a higher leverage." COMSTOCK RESOURCES: Q1 Net Loss Widens to $41.9 Million ------------------------------------------------------- Comstock Resources, Inc., filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $41.88 million on $72.59 million of total oil and gas sales for the three months ended March 31, 2018, compared to a net loss of $22.93 million on $53.80 million of total oil and gas sales for the same period last year. The net loss for the three months ended March 31, 2018 was primarily due to the Company's loss on disposal of oil and gas properties and higher interest expense, which includes the higher non-cash interest expense related to the amortization of discounts and costs recognized on its 2016 senior notes exchange. The Company's oil and natural gas sales grew 35% in the first quarter of 2018 to $72.6 million from $53.8 million in the first quarter of 2017, primarily due to the growth in its natural gas production driven by oits Haynesville shale drilling program. Natural gas sales in the first quarter increased 45% to $59.5 million due to the higher production which was partially offset by lower realized natural gas prices. The Company's natural gas production increased by 55% and its realized natural gas price decreased by 6% as compared to the first quarter of 2017. Oil sales in the first quarter of 2018 increased by 1% to $13.1 million from the first quarter of 2017 due to a 41% increase in oil prices which was mostly offset by a 28% decrease in the Company's oil production. The decline in oil production is attributable to the lack of drilling activity in the Company's Eagle Ford shale properties in South Texas. As of March 31, 2018, Comstock Resources had $910.49 million in total assets, $1.32 billion in total liabilities and a total stockholders' deficit of $409.92 million. Funding for the Company's activities has historically been provided by its operating cash flow, debt or equity financings or proceeds from asset sales. For the three months ended March 31, 2018, the Company's primary source of funds was operating cash flow, cash on hand and short term borrowings of $15.0 million. Cash provided from operating activities for the three months ended March 31, 2018 was $21.6 million as compared to cash provided from operating activities of $3.2 million for the first three months of 2017. This increase in operating cash flow is mainly due to higher oil and gas sales. Comstock's primary needs for capital, in addition to funding its ongoing operations, relate to the acquisition, development and exploration of its oil and gas properties and the repayment of its debt. In the first three months of 2018, the Company incurred capital expenditures of $46.5 million to fund its development and exploration activities. A full-text copy of the Form 10-Q is available for free at: https://is.gd/PZHv17 About Comstock Comstock Resources, Inc. is an independent energy company based in Frisco, Texas and is engaged in oil and gas acquisitions, exploration and development primarily in Texas and Louisiana. The Company's stock is traded on the New York Stock Exchange under the symbol CRK. Comstock incurred a net loss of $111.4 million for the year ended Dec. 31, 2017, compared to a net loss of $135.1 million for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Comstock Resources had $930.4 million in total assets, $1.29 billion in total liabilities and a total stockholders' deficit of $369.3 million. CORBETT-FRAME INC: Wants to Extend Cash Collateral Use Until May 31 ------------------------------------------------------------------- Corbett-Frame, Inc., seeks authorization from the U.S. Bankruptcy Court for the Eastern District of Kentucky to use cash collateral as set forth on the budget, on an extended basis through May 31, 2018. The Debtor requires extended use of cash collateral through May 31 to ensure continued going-concern operations and to protect and preserve the value of the Debtor's assets and ongoing operations. The Debtor needs access to approximately $50,631 in cash to defray March 2018 operating expenses. Without continued use of Cash Collateral, Corbett Frame will be irreparably harmed as cash is essential to continue business operations and pay employees. The Debtor proposes to provide Cash Collateral Creditors with the same adequate protection as provided in previous orders including replacement liens and payment as provided on the Budget. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/kyeb17-51607-101.pdf The Budget can be viewed at http://bankrupt.com/misc/kyeb17-51607-101-Bgt.pdf About Corbett-Frame Corbett-Frame, Inc., d/b/a Corbett-Frame Jewelers, owns a jewelry store in Lexington, Kentucky, offering contemporary designer collections & customized pieces. The Company is a small business debtor as defined in 11 U.S.C. Section 101(51D). Corbett-Frame filed a Chapter 11 petition (Bankr. E.D. Ky. Case No. 17-51607) on Aug. 9, 2017. In the petition signed by Jennifer Lykins, its president, the Debtor estimated its assets and liabilities at between $1 million and $10 million. The case is assigned to Judge Gregory R. Schaaf. Jamie L. Harris, Esq., at the Delcotto Law Group PLLC, is the Debtor's counsel. No trustee or examiner has been appointed in the Chapter 11 case, and no creditors' committee or other official committee has been appointed. COREL CORP: S&P Assigns 'B-' Corp Credit Rating, Outlook Positive ----------------------------------------------------------------- Ottawa-based Corel Corp., a packaged software company, plans to upstream dividends to its private equity owner Vector Capital and refinance its existing debt, through a US$300 million term loan. On close of the transaction, S&P expects the company to exit with adjusted debt-to-EBITDA of about 4.5x. S&P Global Ratings said it assigned its 'B-' long-term corporate credit rating to Ottawa-based Corel Corp. The outlook is positive. S&P said, "At the same time, S&P Global Ratings assigned its 'B+' issue-level rating and '1' recovery rating to the company's proposed US$10 million super priority revolving credit facility due 2023. The '1' recovery rating indicates our expectation of very high (90%-100%; rounded estimate 95%) recovery in the event of a default. S&P Global Ratings also assigned its 'B-' issue-level rating and '3' recovery rating to the company's US$300 million senior secured term loan due 2024. The '3' recovery rating indicates our expectation of meaningful (50%-70%; rounded estimate 65%) recovery in the event of default. The proceeds from the proposed issuance will be used to refinance Corel's existing debt of about US$71 million and to upstream about US$238 million in dividends to its financial sponsor. Pro forma the transaction, adjusted debt-to-EBITDA will be about 4.5x. "The rating on financial sponsor-owned Corel reflects our view of the company's small scale in the highly competitive and fragmented graphics and office productivity packaged software market, Corel's limited recurring revenue base, limited channel diversity, and high proportion of EBITDA derived from a few mature products. These factors are partially offset by the company's viable value-based alternate offering, strong adjusted EBITDA margins of about 32%-34%, and strong cash conversion of EBITDA into free operating cash flow (FOCF). Our rating also incorporates our expectation of leverage of about 4.0x-4.5x over the next 12 months. We expect the company to generate positive FOCF driven by its low capital spending requirements leading to adjusted FOCF-to-debt of about 10%-15% over the next 12-24 months. "The positive outlook reflects our view that Corel's credit metrics will improve over the next 12 months driven by the company's execution of its organic growth strategy for mature products and debt reduction through its excess cash flow sweep. We expect the company's adjusted debt-to-EBITDA to fall below 4.5x and adjusted FOCF-to-debt to improve above 15% on a sustained basis. "We could raise the ratings in the next 12 months if the company successfully executes its organic revenue growth strategy and uses its excess cash flow to reduce debt. Under this scenario, we would expect Corel's adjusted debt-to-EBITDA to fall below 4.5x and adjusted FOCF-to-debt to improve above 15% on a sustained basis. At the same time, we would also expect the financial sponsor to demonstrate and commit to a conservative financial policy such that credit measures remain below 4.5x. "We could revise the outlook to stable over the next 12 months if the company's adjusted debt-to-EBITDA increases above 5.5x and adjusted FOCF-to-debt drops below 10%. This could happen if Corel is unable to address the increasing competition in the packaged software market due to its high reliance on mature products, which continue to lose market share, thus pressuring the company's profitability and free cash flow generation." CT TECHNOLOGIES: S&P Lowers CCR to 'B-', Outlook Stable ------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Alpharetta, Ga.-based health care information management service provider CT Technologies Intermediate Holdings Inc. (operating as CIOX Health) to 'B-' from 'B'. The outlook is stable. S&P said, "At the same time, we lowered our rating on the company's first-lien debt to 'B-' from 'B.' The '3' recovery rating, which reflects our expectation for meaningful recovery (50%-70%; rounded estimate: 60%) in the event of default, is unchanged. The first-lien debt consists of a $35 million revolving credit facility due 2019 and a $580 million (outstanding) first-lien term loan due 2021. We also lowered our rating on the company's second lien debt to 'CCC' from 'CCC+.' The '6' recovery rating on this debt, which reflects our expectation for negligible recovery (0%-10%; rounded estimate: 0%), is unchanged. "The downgrade reflects CIOX's weaker-than-expected operating performance for fiscal-year 2017, and our expectations that competition and ongoing investment needs will hurt profitability and keep leverage elevated over the next 12 months. Although we believe the company is well positioned to capitalize on industry trends such as increased health care spending, we believe operational risk will remain elevated over the next few years as the company corrects historical business under-investments and executes on its pricing regulation initiatives. "The stable outlook incorporates our expectation that leverage will remain elevated, ending fiscal year 2018 in the high-9x area. It assumes the company will make steady progress on its turnaround initiatives, grow its customer bases and revenues, and stabilize the declines in its ROI business. "We could lower the rating over the next 12 months if we expect covenant cushion to decline to the low-single-digit range, the company has sustained negative free operating cash flow, or if we consider the capital structure to be unsustainable. This would likely result from stagnant EBITDA growth, ongoing litigation expenses, investment initiatives not paying off, or a weakened competitive position and lower market share. "We could raise our rating if the company successfully executes its growth strategy while strengthening its market position, pricing power, and operating margins. Under this scenario, we would expect successful execution to result in healthy sales growth and cost reduction such that debt to EBITDA improves to and remains in the low-7x area." CYCLONE CATTLE: Authorized to Use Cash Collateral on Interim Basis ------------------------------------------------------------------ The Hon. Anita L. Shodeen of the U.S. Bankruptcy Court for the Southern District of Iowa authorized Cyclone Cattle, L.L.C., to use cash collateral on an interim basis as set forth on the consolidated budget that has been filed as a support document within a variance of 10%. Midstates Bank will receive a lien in post-petition assets to the extent of the cash collateral used on an interim basis. In the event there is a diminution in the overall value of the combined collateral held by Midstates Bank, it will have an administrative claim to the extent of that amount. A copy of the Order is available at http://bankrupt.com/misc/iasb18-00858-21.pdf About Cyclone Cattle Cyclone Cattle, LLC, is an Iowa corporation engaged in farming operations including a cattle feed lot. Cyclone Cattle, LLC, filed a Chapter 11 petition (Bankr. S.D. Iowa Case No. 18-00856) on April 17, 2018, estimating under $1 million in both assets and liabilities. Jeffrey D. Goetz, Esq., at Bradshaw Fowler Proctor & Fairgrave P.C., is the Debtor's counsel. JT Korkow, d/b/a Northwest Financial Consulting, is its financial advisor. James L. Snyder, Acting U.S. Trustee for Region 12, on May 1, 2018, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Cyclone Cattle, LLC. The committee members are: (1) Agriland FS; (2) Peters Law Firm, P.C.; and (3) CFI Tire Service Inc. CYPRESS URGENT: Authorized to Use Cash Collateral through July 31 ----------------------------------------------------------------- The Hon. Theodor C. Albert of the U.S. Bankruptcy Court for the Central District of California has entered an order authorizing solely Cypress Urgent Care, Inc. and Laguna Dana Urgent Care, Inc., to use and expend on behalf of the Cypress-Laguna Debtors and their estates the cash collateral pursuant to the Operative Budget during the period from April 1, 2018 through July 31, 2018. The hearing on the Cash Collateral Motion is continued to June 27, 2018 at 11:00 a.m. During the Interim Period, the Cypress-Laguna Debtors are authorized, directly or through Radiant Physician Group, to make monthly expenditures in an amount not to exceed 115% of the actual and necessary expenditures set forth in the Operative Budget. The determination of whether the budgeted amounts for the Debtor's Legal Counsel and the Debtor's Financial Advisor will be allocated among all of the professionals of the estates of the Cypress-Laguna Debtors will be deferred until a further hearing at the conclusion of the Interim Period, which will be determined in connection with the interim applications for payment of fees and costs to be filed by each of the estate's professionals. Opus Bank is granted a replacement lien in the Cypress-Laguna Collateral and all prepetition and post-petition assets, including the Cypress-Laguna Debtors' accounts, inventory and equipment, in which and to the extent the Cypress-Laguna Debtors hold an interest, whether tangible or intangible, whether by contract or operation of law, excluding avoidance causes of action, and including all rents, issues, profits and proceed thereof of the collateral, with such replacement lien having the same extent and priority as any duly perfected and unavoidable liens in cash collateral held by Opus Bank as of Petition Date. Additionally, the Cypress-Laguna Debtors will continue to tender to Opus Bank a monthly adequate protection payment in the amount of $9,250 payable to Opus Bank by no later than the 25th of each month that such payment is due. Opus Bank will apply any amounts received to reduce the indebtedness secured by the collateral as permitted under the applicable loan documents. The Cypress-Laguna Debtors are required to submit periodic reporting in the format consistent with the prior cash collateral reports, and provide Opus Bank and David P. Stapleton, in his capacity as the Receiver, with copies of Cash Collateral Reports. All Cash Collateral Reports will illustrate operating results on a consolidated basis as well as a "per center" basis, and all Cash Collateral Reports will include the operating results for that certain period and on a cumulative basis since the Petition Date. The Cypress-Laguna Debtors' obligations to prepare Monthly Operating Reports will remain consistent with their obligations under the Bankruptcy Code, the Bankruptcy Rules and the U.S. Trustee's Guidelines. The status conference in these jointly-administered bankruptcy cases is continued to June 27, 2018 at 10:00 a.m. A full-text copy of the Order is available at http://bankrupt.com/misc/cacb17-13077-545.pdf About Hoag Urgent Care-Tustin Hoag Urgent Care-Tustin, Inc., and its affiliates operate five urgent care clinics located throughout Southern California. Hoag Urgent Care-Tustin and its affiliates filed Chapter 11 bankruptcy petitions (Bankr. C.D. Cal. Case No. 17-13077) on Aug. 2, 2017. In the petitions signed by Dr. Robert C. Amster, president, the Debtors estimated assets and liabilities of $1 million to $10 million. Judge Theodor Albert presides over the cases. The Debtors hired Baker & Hostetler LLP as legal counsel; Keen-Summit Capital Partners LLC as investment banker; and Grobstein Teeple LLP as their accountants. DAYTON SUPERIOR: S&P Places 'CCC' Rating on CreditWatch Negative ---------------------------------------------------------------- S&P Global Ratings placed its 'CCC' long-term issuer credit and issue ratings on Miamisburg, Ohio-based Dayton Superior Corp. on CreditWatch with negative implications. The CreditWatch placement follows Dayton's second covenant waiver extension until May 31, 2018. S&P believes that the company could face a default event absent a permanent cure of its potential covenant breach. Additionally, S&P believes that Dayton's operations will require a material improvement in revenues and earnings in order to restore liquidity to levels required to cover its fixed charges. S&P will resolve the CreditWatch when Dayton reaches an agreement on its credit agreement, which it expects to happen by May 31, 2018. DEALER TIRE: Moody's Confirms B1 CFR Amid Rival's Joint Venture --------------------------------------------------------------- Moody's Investors Service confirmed Dealer Tire, LLC's existing ratings including its B1 Corporate Family Rating (CFR) and B1 senior secured credit facility ratings. Moody's also assigned a B1 rating to Dealer Tire's upsized revolving credit facility to expire in January, 2021. The rating outlook is stable. These actions conclude the review for downgrade initiated on April 17, 2018, following the announcement that The Goodyear Tire & Rubber Company (Ba2 stable) and a U.S. subsidiary of Bridgestone Corporation (A2 stable) are forming one of the largest tire distribution joint ventures in the United States. The confirmation reflects Moody's view that the recently announced wholesale distribution joint ventures by major tire manufacturers will have limited effect on Dealer Tire's volume as it benefits from the direct relationship with several original auto manufacturers (OEMs) by running their tire programs through the integrated technology platform. Dealer Tire also has good capabilities training service advisors and providing robust customer service on the offered programs that is of key importance to the dealerships given the high turnover of the advisors. Moody's believes that the tire manufacturers will be challenged to replicate these capabilities given their focus on their own brands and that tire manufacturers remain incentivized to grow the dealer channel since premium brand usage in the channel is high. "Dealer Tire's niche market position in the growing dealership channel, their integrated technology systems with OEMs and robust customer service for mostly high-end consumers will continue to differentiate the company," says Inna Bodeck, Moody's lead analyst. Moody's took the following actions on Dealer Tire, LLC: Ratings confirmed: Corporate Family Rating, at B1 Probability of Default Rating, at B2-PD $100 million senior secured revolving credit facility due 2019*, at B1 (LGD3) $688 million senior secured term loan due 2021, at B1 (LGD3) Ratings assigned: Upsized senior secured revolving credit facility due 2021, at B1 (LGD3) Outlook is Stable *The following ratings will be withdrawn upon refinancing: $100 million senior secured revolving credit facility due 2019, at B1 (LGD3) RATINGS RATIONALE Dealer Tire's B1 CFR broadly reflects the company's good competitive position within the dealer channel of the replacement tire market coupled with strong projected free cash flow (excluding debt-funded sponsor dividends), balanced by persistent pressure within the tire replacement industry, customer concentration and moderate leverage. Dealer Tire's top three customers represent approximately 56% of revenues (FY 12/31/2017) and its top-three tire suppliers account for 51% of purchases. In addition, the company has a modest revenue base relative to competing suppliers that have greater scale and broader distribution channels in the replacement tire market. These exposures create vulnerability to customer or supplier losses, shifts in client purchasing strategies, and pricing pressure. Even so, Dealer Tire is a leader in the growing dealership channel of the replacement tire market and has developed a differentiated business model. Moody's projects that the company will generate approximately $60 million of free cash flow in the next 12 months. Moody's also anticipates that Dealer Tire's debt-to-EBITDA leverage (4.3x FYE 12/31/17 incorporating Moody's standard adjustments) will remain in low 4.0x range, but that leverage is vulnerable to swings based on event risk under partial private equity ownership. Dealer Tire's proposed acquisition of Simple Tire, LLC (Simple Tire), a Philadelphia-based online tire retailer, will allow the company to expand into a growing e-channel, but will weaken the company's liquidity. The stable ratings outlook reflects Moody's expectation that Dealer Tire will maintain relative consistent revenue and earnings growth and maintain debt-to-EBITDA in a low 4.0x range over the next 12-18 months, supported by positive free cash flow and good liquidity. Moody's also assumes successful integration of Simple Tire. Moody's considers an upgrade unlikely given the sponsor ownership but an upgrade could be supported with a more conservative financial policy and good liquidity. In addition, greater scale, continued revenue and profitability growth, and the application of free cash flow towards permanent debt reduction that support a debt-to-EBITDA ratio approaching 3.5 times and retained cash flow-to-debt net of unrestricted cash above 15% would be necessary for an upgrade. The ratings could be downgraded if Dealer Tire volume weakens including through deterioration in the dealer channel or loss of market share within the dealership channel of the replacement tire market. Lower ratings could arise if profitability weakens, debt-to-EBITDA is maintained above 5.0 times or EBIT-to-interest is maintained below 2.0 times. A deterioration in liquidity or more aggressive financial policies could also pressure ratings. The principal methodology used in these ratings was Global Automotive Supplier Industry published in June 2016. Dealer Tire, LLC, headquartered in Cleveland, Ohio, is primarily engaged in the business of distributing replacement tires through alliance relationships with automobile OEMs and their dealership networks in the US and Canada. The company also provides warranty processing, billing services, logistics services, marketing programs and training for its customers. Dealer Tire operates out of 41 distribution points throughout the United States. The company is majority owned by affiliates of private equity firm Lindsay Goldberg since 2014. Revenue for FYE 2017 were approximately $1.6 billion. DENTAL CORP: $500-Mil First Lien Term Loan Gets Moody's B2 Rating ----------------------------------------------------------------- Moody's Investors Service assigned a B3 corporate family rating (CFR) and a B3-PD probability of default rating to Dental Corporation of Canada Holdings Inc. (dentalcorp). At the same time, Moody's assigned B2 senior secured ratings to its proposed US$500 million first lien term loan, US$125 million first lien delayed draw term loan, both due 2025, and US$33 million revolving credit facility due 2023 and Caa2 senior secured ratings to its proposed US$200 million second lien term loan and US$50 million second lien delayed draw term loan, both due 2026. The ratings outlook is stable. This is the first time Moody's has assigned ratings to dentalcorp. Assignments: Issuer: Dental Corporation of Canada Holdings Inc. Probability of Default Rating, Assigned B3-PD Corporate Family Rating, Assigned B3 Senior Secured Bank Credit Facility, Assigned B2 (LGD3) Senior Secured Bank Credit Facility, Assigned Caa2 (LGD5) Outlook Actions: Issuer: Dental Corporation of Canada Holdings Inc. Outlook, Assigned Stable RATINGS RATIONALE Dentalcorp's B3 CFR reflects (1) elevated leverage (adjusted debt to EBITDA sustained close to 7.0x); (2) weak interest coverage and cash flow relative to debt (EBITA/interest under 2.0x and RCF/net debt under 10%); and (3) risks under its aggressive acquisition strategy and private equity ownership. The company benefits from (1) its positioning as a leading dental service organization (DSO) in Canada, which is in the early stage of market consolidation; (2) operations within a domestic dental industry characterized by a cash-based pay model and stable pricing dynamics; and (3) an established track record integrating acquired dental practices. Dentalcorp has adequate liquidity. The company's liquidity sources total close to C$90 million over the next 12 months through March 2019 compared to about C$6 million of uses before acquisitions. Sources consist of C$19 million at the close of the transaction, expected free cash flow of about C$30 million and full availability under its secured C$40 million (equiv.) revolver. Uses consist of C$6 million in debt amortizations. Moody's expects dental practice acquisitions may cost C$170 million in the next year, and that will be funded by a combination of free cash flow and the C$220 million (equiv.) available under the delayed draw facilities. Moody's expects the company to maintain minimum operating cash of close to C$10 million. The secured revolver is subject to a springing first lien net leverage covenant when the revolver is at least 35% drawn. Although Moody's expects the revolver to remain largely undrawn over the next twelve months, the company would have sufficient cushion under its covenant should it be applicable. Dentalcorp could sell some assets for temporary additional liquidity should it be needed, as it has 18 months to reinvest proceeds or pay down secured debt. Dentalcorp's first lien secured rated debt of about C$800 million (equiv.) ranks ahead of second lien secured debt about C$320 million (equiv.), and both classes of debt rank ahead of unsecured claims, causing the first lien debt to be rated B2 and the second lien debt to be rated Caa2 under Moody's Loss-Given-Default methodology. The stable outlook reflects Moody's expectation for ongoing successful integration of acquisitions, stable margins and adequate liquidity, with leverage maintained at around 7x. A ratings upgrade could be considered if the company continues its successful track record of integrating acquisitions and demonstrates a more conservative financial policy such that adjusted debt to EBITDA is sustained below 6x (6.9x March18, pro-forma). The ratings could be downgraded if liquidity weakens or operating performance deteriorates. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Dentalcorp is a Toronto-based dental support organization (DSO) and consolidator dedicated to acquiring locally-branded dental practices throughout Canada. Dentalcorp is a leading dental service organization (DSO) in the country with about 240 practices as of March 2018. Following a leveraged buyout transaction that closed in April 2018, dentalcorp is now majority owned by private equity firm L Catterton. Dentalcorp's pro-forma annualized revenue was over C$500 million for the fiscal year ended March 2018. DESERT HAWK: Accumulated Deficit Casts Going Concern Doubt ---------------------------------------------------------- Desert Hawk Gold Corp. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, disclosing a net loss of $871,969 on $503,441 of revenue for the three months ended June 30, 2016, compared to a net loss of $532,545 on $854,772 of revenue for the same period in 2015. For the six months ended June 30, 2016, the Company listed a net loss of $1,806,856 on $795,133 of revenue, compared to a net loss of $1,144,936 on $2,094,641 of revenue for the same period in the prior year. The Company's balance sheet at June 30, 2016, showed $10.41 million in total assets, $24.98 million in total liabilities and total stockholders' deficit of $14.57 million. The Company has an accumulated deficit incurred through June 30, 2016, which raises substantial doubt about its ability to continue as a going concern. The operating loss of $684,726 for the six months ended June 30, 2016 as compared to the operating loss of $170,962 for the six months ended June 30, 2015 represents an increased loss of $513,764. This increased loss is due to weather related equipment failures, and uncertain working capital which reduced the Company's ability to conduct mining operations. Other expense for the six months ended June 30, 2016 was $1,122,130 which consisted of interest expense, increased by $148,156 as compared to the other expense amount of $973,974 for the six months ended June 30, 2015, due to increased related party debt. The overall increase in net loss for the six months ended June 30, 2016 compared to June 30, 2015 was $661,920. A copy of the Form 10-Q is available at: https://is.gd/eoQpdB Desert Hawk Gold Corp. explores for gold and silver deposits from its Kiewit property. It holds interests in 247 unpatented mining claims, 42 patented claims, and 3 Utah state mineral leases that cover an area of approximately 25 square miles located in the Gold Hill Mining District in Tooele County, Utah. The company was formerly known as Lucky Joe Mining Company and changed its name to Desert Hawk Gold Corp. in April 2009. Desert Hawk Gold Corp. was incorporated in 1957 and is based in Reno, Nevada. DHX MEDIA: Fitch Affirms B+ Rating on Sony Partnership ------------------------------------------------------ Fitch Ratings has affirmed DHX Media, Ltd.'s 'B+' long-term Issuer Rating Default Rating (IDR) following the May 13, 2018 announcement that it entered into a strategic partnership with Sony Music Entertainment (Japan) Inc. (Sony) related to DHX Media's 80% interest in the 'Peanuts' brand. Fitch has also changed the Outlook to Stable from Positive. Fitch views the transaction positively as it increases DHX Media's relationship with Sony while reducing debt using net transaction proceeds. Sony has successfully expanded the 'Peanuts' brand in Japan, where DHX Media had no consumer presence, growing the brand by 200% since beginning the relationship in 2010. DHX Media hopes to transfer this success to other markets with a focus on Asia and China in particular. The company has stated they will be using net proceeds to pay down debt, thereby reducing Fitch-calculated, pro-forma leverage by almost a full turn to 6.8x. The change in the Outlook is driven primarily by the company's weak operating performance since they acquired Iconix Entertainment Division (IED), which included an 80% interest in the 'Peanuts' brand and 100% interest in the 'Strawberry Shortcake' brand. The Positive Outlook was initially put in place with the expectation that the company would reduce leverage to below 5x within 18-24 months of the acquisition's closing in June 2017. However, since then the company has experienced significantly weaker than expected operating results and the company will not be able to delever as quickly as initially expected. The Stable Outlook is driven by Fitch's comfort with DHX Media's robust business model, significant brand diversification, synergy benefits from the IED acquisition and the potential for longer term delevering. In addition, Fitch takes comfort from the fact that the company acted quickly after reporting a weak fourth-quarter 2017, initiating a strategic review that will initially reduce pro-forma leverage by almost a turn to 6.9x, with the potential for further reductions. In addition, the company made several changes to their C-suite, although the potential outcome of these actions remains to be seen. The weak operating performance led the company to undertake two significant actions. The first involved the company's initiation of a strategic review in October 2017, which resulted in the Sony transaction while also uncovering additional potential licensing opportunities. Other potential outcomes being considered may involve the suspension of the company's dividend and de-listing from the NASDAQ to reduce costs. Fitch believes it is too early to determine the outcome of these potential opportunities and has not included any in its Rating Case. The second action resulted in the replacement of several executives earlier this year, including the CEO and CFO. The new management team has stated its commitment to focusing on consolidating operations and returning to a positive operating trajectory, with both revenue enhancements and cost controls. To that end, they believe the strategic review, which is expected to be completed by the company's June 30, 2018 fiscal year end, affirms the strength of the company's IP and will enhance DHX Media's ability to benefit from the booming children's programming market. On May 13, 2018, DHX Media announced an agreement whereby Sony will indirectly purchase 49% of DHX Media's 80% interest in 'Peanuts' for CAD237 million (USD185 million) cash. The Schultz Family will retain its current 20% ownership position. Management stated the purchase price represents 14x DHX Media's 80% share (CAD34 million) of 'Peanuts' LTM ended March 31, 2108 EBITDA of approximately CAD42 million. Fitch notes this represents a premium to the 12x multiple DHX Media paid for 'Peanuts' in June 2017. DHX Media will retain a 41% majority ownership position in 'Peanuts' and maintain management control. It will continue to consolidate 'Peanuts' operating results and make distributions to The Shultz Family and Sony of 20% and 39%, respectively. Fitch-defined EBITDA used in its leverage calculations is determined after the payment of minority interests. KEY RATING DRIVERS Vertically Integrated Platform: DHX Media develops and creates content for itself and others, delivering between 175 to 225 half hours annually. This fresh content expands the world's largest independent children' programming library, with more than 13,000 half hours of children's programming. The company distributes programming globally to linear and digital video outlets, including WildBrain, the largest proprietary networks of children's content on YouTube, and four pay TV Canadian channels. It also provides licensing and merchandising for IP it both owns and represents. Strong Defensible Brand Recognition: DHX Media owns some of the industry's most iconic children's programing brands including 'Caillou,' 'Yo Gabba Gabba!,' 'Inspector Gadget,' and 'Teletubbies.' In June 2017, the company acquired Iconix Entertainment Division (IED), which included an 80% interest in the 'Peanuts' brand and 100% interest in the 'Strawberry Shortcake' brand, for USD345 million (11.2x LTM ended March 31, 2017 adjusted net EBITDA of USD31 million). The company's brands represent unique intellectual property with global exposure that is virtually impossible to recreate. Diverse Revenue Base: DHX Media's vertically integrated platform provides diversification across a broad product and content offering, expansive geographic reach and deep customer base. Children's Programming Growth: DHX Media is well positioned to capitalize on continued growth in spending on children's programming by linear and digital platforms. Spending on children's/family programming by U.S. linear cable networks grew at a 7.9% four year CAGR through 2016, exceeding overall total content growth of 6.3%. Over-the-top networks have also made significant investments in children's programming as part of their destination branding efforts. Finally, children are increasingly accessing directly content on the internet with YouTube becoming a centralized destination for online children's programming viewing. Content Production Costs: Many of DHX Media's competitors have deeper access to funding as they are part of larger, better-capitalized diversified conglomerates. However, although the company has increased content production to refresh and expand its library, 85% of cash outlays are funded using government film tax credits available only to Canadian content producers. To account for cash variances, DHX Media uses interim production financing (IPF) to fund shortfalls until the tax credits are collected and the IPF is repaid as required. IPF's are non-recourse subordinated loans made to a special purpose vehicle (SPV) specifically created for each show's season and are secured by tax credits associated with the season. As of March 31, 2018, the company had CAD95 million of IPFs secured by CAD125.6 million of tax credits. Highly Levered Company: Fitch-defined total pro-forma leverage at March 31, 2018 was 7.7x (includes a full year of the IED acquisition). Although DHX Media has a history of increasing leverage to fund acquisitions followed by periods of delevering using FCF, operating performance issues since closing the IED acquisition delayed their latest efforts to delever. However, Fitch takes comfort that the company acted quickly after reporting a weak fourth-quarter 2017, initiating a strategic review that will initially reduce pro-forma leverage by almost a turn to 6.9x, with the potential for further reductions. In addition, the company made several changes to their C-suite, although the potential outcome of these actions remains to be seen. DERIVATION SUMMARY DHX Media is weakly positioned compared with major global peers in the children's programming subsector on most comparatives given its relative lack of scale and elevated leverage. Many of its competitors have deeper access to production funding as part of larger, better capitalized diversified conglomerates. However, the company benefits from its broad collection of iconic global brands, diverse revenue sources and customer base, strong industry position within its business segments and vertically integrated platform. In addition, as a Canadian company, DHX Media uses access to Canadian incentive programs and tax credits to fund a significant portion of their content production costs. Fitch believes the company is well positioned overall to continue exploiting the ongoing positive growth characteristics of the children's programming subsector. No Country Ceiling or parent/subsidiary aspects affect the rating. KEY ASSUMPTIONS Fitch's Key Assumptions Within its Rating Case for the Issuer --Low- to mid-single digit aggregate revenue growth: 1) Mid-single digit Content Business driven by low teens 'Peanuts' growth due to Sony's successful enhancements and DHX Media's vertically integrated platform; 2) low-single-digit growth in Consumer Products as the company focuses more on owned IP; and 3) continued mid-single-digit declines in Broadcasting as continued softness in cable networks overall more than offsets ad revenue growth. --Margins decline in fiscal 2019 due to the institution of the Sony distribution. Thereafter, margin improvement driven by IED synergies, economies of scale and cost containment efforts. --Annual FCF growing from CAD18 million in fiscal 2019 to CAD26 million in fiscal 2021, used for debt repayment. --Debt paydown from Sony proceeds and FCF results in total leverage declining below 6.0x by fiscal 2020. --No new M&A over the rating horizon. RATING SENSITIVITIES Developments That May, Individually or Collectively, Lead to Positive Rating Action --Strong revenue growth and EBITDA and FCF expansion driven primarily by the execution of IED's cost synergies along with potential benefits from the company's economies of scale resulting in Fitch-calculated total leverage declining below 5.0x. Developments That May, Individually or Collectively, Lead to Negative Rating Action --Weakening of operating profile characterized by weak organic revenue growth and lack of margin expansion owing to sector headwinds, delayed integration execution and inability to expand penetration of content. --Adverse operating performance and/or failure to achieve planned cost savings resulting in Fitch-calculated total leverage remaining above 6.0x for a sustained period. LIQUIDITY Fitch believes that DHX Media has adequate liquidity. As of March 31, 2018, the company had CAD25 million of cash (excluding CAD7 million of restricted cash) and a CAD41 million revolver (CAD16 million outstanding). DHX Media benefits from low capital expenditure requirements that have approximately less than 1% of revenues and the resulting strong FCF conversion metrics. Fitch believes the company will have enough internally generated cash over the ratings case to cover the modest annual amortization payments (1% of the first lien term loan per year) over the rating horizon. FULL LIST OF RATING ACTIONS DHX Media, Ltd. --Long-term IDR 'B+'; --Senior-secured credit facilities 'BB+/RR1'. The Rating Outlook is Stable DHX MEDIA: Moody's Affirms B2 CFR on Sony Partnership ----------------------------------------------------- Moody's Investors Service affirmed DHX Media Ltd.'s B2 corporate family rating, B2-PD probability of default rating, B2 senior secured credit facilities ratings and SGL-3 speculative grade liquidity rating, while also maintaining the company's stable ratings outlook. The rating action follows the company's May 13, 2018 announcement of an agreement to divest 49% of its 80% interest in Peanuts, to Sony Music Entertainment (Japan) Inc., in a deal expected to realize about CAD210 million of net proceeds that DHX will use to reduce debt. "We affirmed DHX's ratings because the Peanuts/Sony transaction shares the risks and cash flow related to the Peanuts property while simultaneously reducing debt. We estimate that fiscal 2018 leverage of debt/EBITDA for the company's library business will decrease to about 5.5x from 6.5x," said Bill Wolfe, a Moody's senior vice president. Wolfe indicated that the strategic uncertainty stemming from the company's ongoing strategic alternatives review, which is expected to be concluded by June 30, 2018, was currently balanced by management's commitment to reduce company-defined leverage to 3.5x by June 2019. Moody's estimates that company-defined March 31 2018 leverage, pro forma for the pay-down from the partial Peanuts divesture, is about 4.7x. Rating and Outlook Actions: Issuer: DHX Media Ltd. Corporate Family Rating, Affirmed at B2 Probability of Default Rating, Affirmed at B2-PD Outlook, Maintained at Stable Speculative Grade Liquidity Rating, Affirmed at SGL-3 Senior Secured Revolving Credit Facility, Affirmed at B2 (LGD4 from LGD3) Senior Secured Term Loan B, Affirmed at B2 (LGD4 from LGD3) RATINGS RATIONALE DHX Media Ltd.'s B2 CFR is based primarily on Moody's expectation that debt/EBITDA leverage will decline towards 5x (Moody's adjusted, estimated pro forma) during the fiscal year ended June 2019 as the company utilizes free cash flow to reduce debt in addition to the debt repayment from the Peanuts partial divestiture proceeds expected by June 2018. Management's commitment to de-lever to towards a company-defined 3.5x measure by June 2019 is a positive consideration (Moody's estimates that company-defined March 31 2018 leverage, pro forma for the pay-down from the partial Peanuts divesture, is about 4.7x), while DHX' modest scale is a ratings' constraint. Uncertain growth and future return economics from underlying operations as well as uncertainties stemming the company's ongoing strategic review, including the asset composition and financial policies, are also credit negative. DHX' SGL-3 speculative grade liquidity indicates adequate liquidity, based on the Library business generating free cash flow of about CAD25 million in the next four quarters (Moody's expects that Production-related deficits are project financed), CAD48 million of cash (as of March 31, 2018), and about CAD22 million of availability under a US$30 million revolving credit facility (approximately CAD38 million) which is committed to June 30, 2022. There are no debt maturities in the next four quarters through fiscal 2019 aside from $25 million of required annual term loan amortization and Moody's expects a pay-down from the Peanuts sale proceeds will improve revolver availability. The term loan and revolver feature a Total Net Leverage Ratio covenant which should not exceed 7.25x (5.67x actual at 31Mar18; incrementally declining so as not to exceed 5.50 times by September 30, 2021 through the 2023 maturity). Ongoing compliance cushions are roughly 30% and are not expected to limit access. Rating Outlook The stable outlook is based on Moody's adjusted leverage of debt/EBITDA declining towards 5x over the year ending June 30, 2019, and no material changes to the asset/business portfolio or financial policies (roughly 5.5x Moody's adjusted, estimated pro forma as at DHX's June 30, 2018 fiscal year-end). What Could Change the Rating -- Up Upwards rating pressure is contingent upon positive industry fundamentals, solid operating performance, growing free cash flow and leverage of debt/EBITDA for the Library Business declining below 4.5x (roughly 5.5x Moody's adjusted, estimated pro forma as at DHX's June 30, 2018 fiscal year-end). What Could Change the Rating -- Down DHX's rating could be downgraded in the event that growth stalls, the ongoing strategic alternatives review reconstitutes the asset/business model or results in more aggressive financial policies, or if debt-to-EBITDA leverage increases beyond 6x (roughly 5.5x Moody's adjusted, estimated pro forma as at DHX's June 30, 2018 fiscal year-end), or if liquidity deteriorated markedly. Company Profile Headquartered in Halifax, Nova Scotia and with corporate offices in Toronto, Ontario, publicly traded DHX Media Ltd. owns and produces children's audiovisual content and brands, and is divesting 49% of its 80% interest in Peanuts, which, along with 100% of Strawberry Shortcake, was acquired from Iconix Brand Group Inc. (Iconix) for US$345 million (CAD465 million) in June 2017. Pro forma annual revenues are about CAD450 million. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. ECLIPSE BERRY: May Use Ventura Cash Collateral on Interim Basis --------------------------------------------------------------- The Hon. Barry Russell of the U.S. Bankruptcy Court for the Central District of California authorized Eclipse Berry Farms, LLC, and its affiliates to use the cash collateral, in which Ventura Strawberry Farms, Inc., may hold an interest, on an interim basis. A continued hearing on the Cash Collateral Motion will be held on June 19, 2018 at 2:00 p.m. Ventura is granted replacement liens on all of the Debtors' property acquired post-petition solely to the extent, and with the same validity and priority, as any pre-petition liens held by Ventura. A full-text copy of the Interim Order is available at http://bankrupt.com/misc/cacb18-10443-294.pdf About Eclipse Berry Farms Founded in 1999, Eclipse Berry Farms operates farms that produce berry products. The company is based in Los Angeles, California. Eclipse Berry Farms, LLC and its affiliates Harvest Moon Strawberry Farms, LLC, and Rosalyn Farms, LLC, filed Chapter 11 petitions (C.D. Cal. Case Nos. 18-10443, 18-10453 and 18-10464, respectively) on Jan. 16, 2018. In the petition signed by CRO Robert Marcus, Eclipse Berry Farms estimated $10 million to $50 million in assets and less than $100 million in debt. Hon. Barry Russell is the case judge. The Debtors tapped Kevin H. Morse, Esq., at Saul Ewing Arnstein & Lehr LLP as bankruptcy counsel; Lewis Brisbois Bisgaard & Smith, LLP as local counsel; McCarron & Diess as special PACA counsel; and Murray Wise Capital LLC as financial advisor. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Feb. 9, 2018. ECS REFINING: Wants to Obtain $6-Mil DIP Loans, Use Cash Collateral ------------------------------------------------------------------- ECS Refining, Inc., seeks authorization from the U.S. Bankruptcy Court for the Eastern District of California to obtain postpetition financing up to the principal amount of $6 million from Butch & Sundance LLC and to use postpetition cash collateral in accordance with the terms of the DIP Loan Documents and the Budget. The Debtor proposes to use postpetition cash collateral, as well as the proceeds of the DIP Loan to pay its post-petition operating expenses, which include, but are not limited to payroll, insurance, utilities, rent, ordinary and necessary repair and maintenance obligations, and to fund the expenses of the Bankruptcy Case, including the Debtor's professional fees, all as set forth in the 15-day and 13-week budgets. All obligations under the DIP Loan Documents, including, without limitation, principal, accrued interest, and all other obligations and amounts due from time to time under the DIP Loan Documents: (a) have priority over any and all administrative expenses, diminution claims, and all other claims against the Debtor, including all administrative expenses or otherwise, which allowed superpriority claims of the Butch & Sundance will be payable from, and have recourse to, any unencumbered pre-petition assets and all post-petition assets of the Debtor as will be provided in the DIP Loan Documents. The DIP Superpriority Claims will be subject to: (i) the allowed, accrued, but unpaid administrative claims of professionals employed by the Debtor for capped fees and expenses not to exceed the aggregate amount of $750,000 as set forth in the Budget which may be paid from the DIP Loan or deposited into a segregated account as accrued; and (ii) payment of fees pursuant to 28 U.S.C. section 1930; (b) are secured by a valid, binding, continuing, enforceable, fully perfected, and unavoidable first priority security interest and lien granted to Butch & Sundance in and on any unencumbered pre-petition assets and all post-petition assets of the Debtor, which will be, and deemed to be, immediately secured (without any further filings); (c) are secured by a valid, binding, continuing, enforceable, fully perfected, and unavoidable security interest and lien granted to Butch & Sundance in and on any and pre-petition assets of the Debtor, subject only to any existing, as of the Petition Date, valid, perfected and unavoidable liens, which will be, and deemed to be, immediately secured (without any further filings); and (d) are further secured by a valid, binding, continuing, enforceable, fully perfected, and unavoidable first priority security interest and lien to Butch & Sundance in and on any and all claims arising under Chapter 5 of the Bankruptcy Code, and the proceeds thereof. The Debtor believes that Butch & Sundance has an interest in the Debtor's post-petition cash collateral and any unencumbered pre-petition Cash Collateral. The Debtor also believes that SummitBridge National Investments V LLC may have an interest in the Debtor's pre-petition Cash Collateral. The Debtor does not propose using any pre-petition Cash Collateral that SummitBridge alleges to have a security interest in. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/caeb18-22453-12.pdf About ECS Refining Inc. ECS Refining, Inc. -- https://www.ecsrefining.com/ -- offers a full suite of IT asset management and disposition solutions. It provides national brand protection solutions for environmental services, IT asset management, data protection and end-of-life electronic recycling services. ECS was founded in 1980 by Jim and Ken Taggart as a processor of post-manufacturing scrap and residues for OEMs in the Silicon Valley. As the electronics industry enjoyed rapid growth and manufacturing operations were outsourced to other parts of the world, ECS adapted by shifting its focus to processing post-consumer electronics. The company has locations in Rogers, Arizona; Santa Clara, California; Santa Fe Springs, California; Stockton, California; Columbus, Ohio; Medford, Oregon; Portland, Oregon; and Mesquite, Texas. ECS Refining sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 18-22453) on April 24, 2018. In the petition signed by Jack Rockwood, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million. Judge Robert S. Bardwil presides over the case. The Debtor tapped Snell & Wilmer LLP as its legal counsel; Ringstad & Sanders LLP as special counsel; and MCA Financial Group, Ltd. as its financial advisor. ENDURO RESOURCE: Case Summary & 30 Largest Unsecured Creditors -------------------------------------------------------------- Affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Enduro Resource Partners LLC (Lead Case) 18-11174 777 Main Street, Suite 800 Fort Worth, TX 76102 Enduro Resource Holdings LLC 18-11175 Enduro Operating LLC 18-11176 Enduro Management Company LLC 18-11177 Washakie Midstream Services LLC 18-11178 Washakie Pipeline Company LLC 18-11179 Business Description: Enduro Resource Partners LLC and its subsidiaries are independent oil and natural gas companies engaged in the acquisition, exploration, exploitation, development, and operation of oil and gas properties. The Debtors have operated and non-operated oil and gas assets in Texas, Louisiana, New Mexico, North Dakota, and Wyoming, as well as royalty interests in certain properties in Montana. The Debtors have conventional oil assets in North Dakota and Wyoming with large original oil-in-place fields and owned infrastructure, including a sour gas plant and an oil pipeline system. As of September 2017, these assets had a net production of 2,650 barrels of oil equivalent per day. The Debtors also have unconventional assets in North Louisiana and Shelby County, Texas, with significant development opportunities available on those properties with the assistance of modern technology. As of September 2017, the unconventional assets had a net production of 7.0 million cubic feet equivalent per day. Enduro Resource Partners LLC is a privately-held, Delaware limited liability company that was founded in 2010 by Riverstone Holdings LLC, a private investor group, and certain individual investors. Chapter 11 Petition Date: May 15, 2018 Court: United States Bankruptcy Court District of Delaware (Delaware) Judge: Hon. Kevin Gross Debtors' Counsel: Michael R. Nestor, Esq. Kara Hammond Coyle, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, Delaware 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 Email: mnestor@ycst.com kcoyle@ycst.com - and - George A. Davis, Esq. LATHAM & WATKINS LLP 885 Third Avenue New York, New York 10022 Tel: (212) 906-1200 Fax: (212) 751-4864 Email: george.davis@lw.com - and - Caroline A. Reckler, Esq. Matthew L. Warren, Esq. Jason B. Gott, Esq. LATHAM & WATKINS LLP 330 North Wabash Avenue, Suite 2800 Chicago, Illinois 60611 Tel: (312) 876-7700 Fax: (312) 993-9767 Email: caroline.reckler@lw.com matthew.warren@lw.com jason.gott@lw.com Debtors' Financial Advisor: EVERCORE GROUP, L.L.C. Debtors' Restructuring Advisor: ALVAREZ & MARSAL NORTH AMERICA, LLC Debtors' Claims, Noticing, Soliciting & Balloting agent: KURTZMAN CARSON CONSULTANTS LLC Estimated Assets: $100 million to $500 million Estimated Liabilities: $100 million to $500 million The petition was signed by Kimberly A. Weimer, vice president & chief financial officer. A full-text copy of Enduro Resource Partners LLC's petition is available for free at: http://bankrupt.com/misc/deb18-11174.pdf Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ OXY USA Inc Trade Debt $724,924 Attn: Vicki Hollub President & Chief Executive Officer 5 Greenway Plaza Suite 110 Houston, TX 77046 Tel: 713-215-7000 Fax: 713-215-7524 Basin Service Company Trade Debt $512,288 Attn: Ellen Becher, President 9926 Highway 83 Westhope, ND 58793 Tel: 701-245-6479 Fax: 701-245-6416 Chesapeake Operating Inc. Trade Debt $511,372 Attn: Robert Lawler President & Chief Executive Officer 6100 North Western Avenue Oklahoma City, OK 73118-1044 Tel: 405-848-8000 Fax: 405-849-0004 Apache Corporation Trade Debt $379,343 Attn: John Christmann IV President & Chief Executive Officer 2000 Post Oak Blvd, Ste 100 Houston, TX 77056 Tel: 713-296-6000 Fax: 713-296-6496 Office Of Natural Resources Revenue Royalty Audit $362,195 Attn: Steven Dilsaver, Administrator C/O State Of Wyoming Department Of Audit 122 West 25Th Street Herschler Building, 4Th Fl West Cheyenne, WY 82002 Tel: 307-777-6663 Fax: 307-777-5341 Email: steve.dilsaver@wyo.gov XTO Energy Inc. Trade Debt $262,258 Attn: Sara Ortwein, President 810 Houston St. Fort Worth, TX 76102-6298 Tel: 817-870-2800 Fax: 817-870-1671 Aethon Energy Operating LLC Trade Debt $202,472 Fortis Energy Services Inc Trade Debt $117,406 Premier Pipe LLC Trade Debt $107,345 Chevron Usa Inc Trade Debt $103,120 Pioneer Natural Resources USA Inc Trade Debt $80,339 IHD Liquids Management LLC Trade Debt $49,714 Basic Energy Services Lp Trade Debt $45,010 Berenergy Corporation Royalty $42,381 S & B'S Oilfield & Excavation Trade Debt $40,769 Electric Solutions Trade Debt $38,547 Email: cbristol@utma.com Quality Oilfield Services Trade Debt $37,930 SSN LLC Royalty $31,295 Email: eabraham@citgcapital.com Bergman Oil & Gas Inc. Royalty $29,141 Greg Grengs Royalty $27,948 Verendrye Electric Cooperative Trade Debt $25,760 Exco Operating Company, LP Trade Debt $25,631 Wilbanks Reserve Corporation Royalty $24,719 Email: jim@wilbanksreserve.com Baker Petrolite LLC Trade Debt $23,935 Murdoch Oil Trade Debt $23,909 Spearfish Oilfield Supply Inc Trade Debt $23,490 McKenzie Electric Cooperative Inc Trade Debt $22,800 Bobs Oilfield Service Inc Trade Debt $21,675 Tuffy's Pump Shop And Repair Inc Trade Debt $20,632 Email: tuffypump@gmial.com R T Johnson Consulting LLC Trade Debt $20,148 Email:consult@midrivers.com ENERGIZER HOLDINGS: S&P Affirms 'BB' CCR, Outlook Negative ---------------------------------------------------------- S&P Global Ratings affirmed its 'BB' corporate credit rating on St. Louis–based Energizer Holdings Inc. The outlook is negative. S&P said, "We also affirmed our 'BBB-' issue-level rating on the company's $400 million senior secured term loan due 2022. The recovery rating of '1' reflects our expectation for very high (90%-100%; rounded estimate 95%) recovery in the event of a payment default. The 'BB' issue-level rating on Energizer's $600 million senior unsecured notes due 2025 is unchanged and remains on CreditWatch with negative implications, where we originally placed it on Jan 16, 2018. We will resolve the CreditWatch placement once we have greater clarity regarding the funding plans." Pro forma for the transaction, we estimate total debt outstanding is about $3 billion. S&P said, "The rating affirmation reflects our view that the company will likely close the acquisition before the end of calendar year 2018 and successfully integrate Spectrum Brands' battery and portable lighting business, strengthen EBITDA through integration synergies, and apply free cash flow to debt reduction to improve its credit protection measures over the next few years. We view this as a highly strategic transaction and do not expect the company's medium term financial policy to change. We forecast adjusted debt to EBITDA to decline to the high-4x area by the end of fiscal year 2019 and the low-4x area by the end of fiscal year 2020, from the low-5x area pro forma at the close of the transaction." The negative outlook reflects the pro forma credit metric deterioration that will result from the proposed transaction, the inherent integration risks, and the risk that Energizer may not be able to restore credit ratio to levels sufficient to maintain the rating. S&P said, "We could revise the outlook to stable if we have increased confidence that the integration of Spectrum Brand's global battery and portable lighting business is on track, and that the company will continue to strengthen credit metrics in line with our forecast, including improving adjusted debt to EBITDA to below 5x within 12 months following close through a combination of EBITDA growth and debt reduction. An outlook revision to stable also requires our continued belief that the company is committed to prioritize debt repayment over acquisitions and shareholder distributions. "We could lower the ratings if there are operating missteps in the integration, leading to weaker profitability and cash flows and adjusted debt to EBITDA sustained above 5x. This large acquisition will take time to absorb and integration difficulties could weaken the company's earnings growth and cash flows, possibly delaying deleveraging. This could also happen if the secular decline in the battery segment accelerates, if competition from Duracell or private label increases, if the combined entity experiences meaningful customer losses, or if there is a protracted economic downturn." ENUMERAL BIOMEDICAL: May Use Cash Collateral Until June 12 ---------------------------------------------------------- The Hon. Frank J. Bailey of the U.S. Bankruptcy Court for the District of Massachusetts authorized Enumeral Biomedical Holdings, Inc., Enumeral Biomedical Corp. and Enumeral Securities Corporation to use cash collateral on an interim basis through June 12, 2018, pursuant to the same terms and conditions as previously allowed. A further hearing will be held on June 12, 2018 at 2:00 p.m., if needed. A copy of the Order is available at: http://bankrupt.com/misc/mab18-10280-108.pdf About Enumeral Biomedical Headquartered in Cambridge, Massachusetts, Enumeral Biomedical Holdings, Inc., formerly doing business as Cerulean Group, Inc. -- http://www.enumeral.com/-- is a biopharmaceutical company focused on discovering and developing novel antibody immunotherapies that help the immune system fight cancer and other diseases. The Company utilizes a proprietary platform technology that facilitates the rapid high resolution measurement of immune cell function within small tissue biopsy samples. Its initial focus is on the development of a pipeline of next generation monoclonal antibody drugs targeting established and novel immuno-modulatory receptors. Enumeral Biomedical Holdings, Inc., Enumeral Biomedical Corp., and Enumeral Securities Corporation sought for Chapter 11 protection (Bankr. D. Mass. Case Nos. 18-10280 to 18-10282) on Jan. 29, 2018. Kevin G. Sarney, interim president and CEO, signed the petitions. Judge Frank J. Bailey is the case judge for Case Nos. 18-10280 and 18-10281, and Judge Joan N. Feeney is assigned to Case No. 18-10282. At the time of filing, Enumeral Biomedical Holdings disclosed $1.6 million in assets and $2.54 million in debt. Daniel C. Cohn, Esq. and Jonathan Horne, Esq., of Murtha Cullina LLP, are serving as the Debtors' counsel. EPIC Y-GRADE: Moody's Assigns B3 Corp Family & Term Loan Ratings ---------------------------------------------------------------- Moody's Investors Service, ("Moody's") assigned first time ratings to EPIC Y-Grade Services, LP (EPIC), including a B3 Corporate Family Rating (CFR), a B3-PD Probability of Default Rating (PDR), a Ba3 rating to its senior secured revolving credit facility and a B3 senior secured term loan rating. The outlook is stable. EPIC is developing a project to construct a 700-mile natural gas liquids (NGL) pipeline linking the Permian producing region to Gulf Coast petrochemical companies. EPIC expects to complete the NGL pipeline and two fractionation plants and is in the process of obtaining environmental permits and right of way (ROW) authorizations to build out the project. EPIC expects to complete the first phase of the project by the end of 2019. This will include the initial capacity of the NGL pipeline at 440KBoed and 100Kboed of fractionation capacity on the first fractionator. The second phase of the project will see EPIC constructing the second fractionation plant with additional 100 kboed capacity expected to come on stream in 2020. "EPICs ratings reflect high execution risks during the construction period in 2018- 2019, mitigated in part by the sizable up front equity commitment by the sponsors and strong management track record, as well as initial off-take commitments", commented Elena Nadtotchi, Moody's Senior Analyst. Assigned: Issuer: EPIC Y-Grade Services, LP Corporate Family Rating, Assigned B3 Probability of Default Rating, Assigned B3-PD $650 million Senior Secured Term Loan, Assigned B3 (LGD4) Senior Secured Revolving Credit Facility, Assigned Ba3 (LGD1) Outlook, Assigned Stable RATINGS RATIONALE EPIC's weak credit profile reflects the early stage of development of the project to build a new natural gas liquids (NGL) pipeline in Texas in 2018-2020. The project has high execution risks, as the management team is working to obtain all necessary permits, rights of way and authorizations to commence the construction work on the main body of the pipeline and the new fractionation plant in 2018 and 2019, respectively. High execution risks associated with greenfield construction, mitigated in part through contracts with several suppliers, and high volume risks with limited existing minimum volume commitments (MVC) not exceeding 30% of the full project capacity, mark this project as a relatively high risk venture. During the 2018-2020 building phase, EPIC's operations, financial profile and ability to service debt will be underpinned by the existing debt and sizable equity commitments of around $800 million. Assuming strong and timely execution, Moody's does not expect EPIC to generate meaningful revenues and cash flow to cover its debt service until 2020. EPIC's initial leverage will be very high during the building phase, but should decline starting in 2020. The B3 CFR benefits from structural credit enhancements, including an excess cash flow sweep, capital spending and debt service reserve accounts. The $650 million senior secured first lien term loan maturing in 2025 is rated B3 at the CFR level under the Moody's Loss Given Default Methodology and reflects its dominant position in the shareholders capital structure. The Ba3 rating on the $40 million senior secured revolving credit facility reflects its contractually superior position relative to the term loan. Moody's expects EPIC to maintain adequate liquidity. During the building phase of the project, EPIC's liquidity position is underpinned by the substantial equity contributions committed by Ares Management LC, and Salt Creek Midstream (unrated), as well as funds raised under the $650 million senior secured term loan facility maturing in 2025 and a $40 million senior secured revolving facility maturing in 2023. The terms of bank financing include a number of financial covenants, that will commence six months after the completion of the first fractionation plant in the fourth quarter of 2019. The financial covenants for the senior secured revolving facility include a total super priority debt to adjusted EBITDA of 1.00:1.00, and a Minimum Debt Service Coverage Ratio of 1.10:1.00. The senior secured term loan covenant includes a Minimum Debt Service Coverage Ratio of 1.10:1.00. The terms of the bank financing also include a mandatory cash flow sweep provision on the term loan. The pace of repayments under this provision is highly variable depending on utilization rate and available capacity from 2020. The stable outlook reflects Moody's expectation that EPIC will be able to obtain all necessary permits and authorizations to construct the main body of the pipeline and the fractionation facilities on time in 2018 and 2019, and that EPIC will successfully conclude negotiations to improve the minimum volume commitments in 2018. The stable outlook also assumes that EPIC will deliver the first phase of the project on time and within its budget, while liquidity will be supported by around $800 million in committed equity funding. The rating may be upgraded upon the project's timely completion, provided EPIC obtains additional off-take and marketing commitments to reduce the volume risk. The upgrade would also require EPIC to demonstrate an established deleveraging trend with debt/EBITDA declining below 7x and EBITDA/Interest and fees above 2x. Its small size and asset concentration will likely limit EPIC's rating to the single-B category. Delayed execution, including due to a delay with obtaining regulatory permits required to construct the pipeline, fractionation plants or other facilities, or a reduction in the amount of committed equity or a significant cost overrun leading to weaker liquidity, would result in a downgrade of the ratings. The principal methodology used in these ratings was Midstream Energy published in May 2017. EPIC Y - Grade Services, LP (EPIC) is a subsidiary of EPIC Y-Grade Holdings LP, a group established by private equity group Ares Management LP (NYSE:ARES) in 2017 to acquire, construct and operate midstream assets. FC GLOBAL: Will Restate 2017 Annual Report Due to Error ------------------------------------------------------- FC Global Realty Incorporated said it had reached a determination to restate its Annual Report on Form 10-K for the period ending Dec. 31, 2017. In conjunction with preparation of its Form 10-Q for the quarter ended March 31, 2018, the Company discovered an error in its reporting of the value of an asset acquired during 2017. The Company's management and the Audit Committee of the Board of Directors concluded on May 9, 2018 that this valuation error has an impact on the Company's previously released financial results for the year ending Dec. 31, 2017. The Company reported a loss for that year; it expects that correction of the error will result in the Company's reporting an increase of $577,000 in the loss reported for that year. On May 9, 2018, the Audit Committee, after discussion with management and Fahn Kanne & Co. Grant Thornton Israel, the Company's independent registered public accounting firm, determined that the consolidated financial statements for the year ended Dec. 31, 2017 included in the Company's Form 10-K should no longer be relied upon. In connection with the preparation of the Company's financial statements for the quarter ended March 31, 2018, the Company determined that the appraisal relied upon in part to provide the basis for the agreed upon value of one of the assets acquired, among other assets, on May 17, 2017 pursuant to an Interest Contribution Agreement entered into on March 31, 2017 with First Capital Real Estate Operating Partnership, L.P., and other parties, included an error. The estimated value in the appraisal informed, in part, the basis for the agreed upon value in the Contribution Agreement and the consideration applied to account for the acquisition of the individual assets. After learning of the error with the appraisal, the Company ordered a new appraisal, which was obtained on May 7, 2018. Upon review, the Company determined that the retrospective accounting required to correctly allocate the fair value of the consideration transferred under the Contribution Agreement to the assets acquired (consisting of investment properties and investment in other company) on May 17, 2017 would have led to an additional impairment charge related to the investment in other company of $577,000 in the fourth quarter of 2017. Furthermore, as required by Rule 13a-15(e) of the Exchange Act, the Company's newly-appointed management had carried out an evaluation, with the participation and under the supervision of the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures, as of Dec. 31, 2017. At the time the Form 10-K was filed on April 2, 2018, management had determined that the disclosure controls and procedures were effective. However, in connection with the restatement, management has now determined that there was a deficiency in the Company's internal control over financial reporting that constitutes a material weakness, as defined by SEC regulations, at Dec. 31, 2017. The Company determined that there was a deficiency in the control regarding the identification and valuation of assets acquired in 2017, specifically one particular asset whose valuation contained an error which resulted in the misstatement. The Company said it is remediating this material weakness by, among other things, implementing a process of enhanced, multi-stage review of the identification and valuation of all assets to be acquired by the Company, including verification of identifying indicators for each asset. These actions will be subject to ongoing senior management review, including review by the Company's management team, as well as oversight by the Company's Audit Committee. Management believes the foregoing efforts will effectively remediate the material weakness in the second quarter of 2018. The Company will file an amendment to its Annual Report on Form 10-K for the year ended Dec. 31, 2017 in which the financial statements for the year ended Dec. 31, 2017 will be restated. About FC Global Realty Incorporated FC Global Realty Incorporated (and its subsidiaries), re-incorporated in Nevada on Dec. 30, 2010, originally formed in Delaware in 1980, is a company focused on opportunistic real estate acquisition, development and management, concentrating primarily on investments in high quality income producing assets, hotel and resort developments, residential developments and other opportunistic commercial properties. The company is headquartered in New York. FC Global Realty reported a net loss attributable to the Company of $18.80 million for the year ended Dec. 31, 2017, compared to a net loss attributable to the Company of $13.26 million for the year ended Dec. 31, 2016. As of Dec. 31, 2017, FC Global had $6.33 million in total assets, $9.15 million in total liabilities, $87,000 in redeemable convertible preferred stock, and a total stockholders' deficit of $2.89 million. The report from the Company's independent accounting firm Fahn Kanne & Co. Grant Thornton Israel, in Tel Aviv, Israel, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has incurred net losses for each of the years ended Dec. 31, 2017 and 2016 and has not yet generated any revenues from real estate activities. As of Dec. 31, 2017, there is an accumulated deficit of $134.4 million. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. FEDERAL-MOGUL: Moody's Mulls Upgrade of Senior Notes Ratings ------------------------------------------------------------ Moody's Investors Service placed the senior secured note ratings of Federal-Mogul LLC (Federal-Mogul) under review for upgrade. The remaining ratings of Federal-Mogul are unaffected, including B2 Corporate Family and B2-PD Probability of Default ratings, Ba2 senior secured asset based revolver rating, and B1 senior secured tranche C term loan rating. The following ratings were placed under review for upgrade: Federal-Mogul LLC B1 (LGD3), to the EUR415 senior secured fixed-rate notes, due 2022; B1 (LGD3), to the EUR300 million senior secured floating-rating notes, due 2024 B1 (LGD3), to the EUR350 million senior secured fixed-rate notes, due 2024 Outlook, Changed To Rating Under Review From Stable The following ratings are unaffected: Federal-Mogul LLC Corporate Family Rating, at B2 Probability of Default Rating, at B2-PD $625 million senior secured asset based revolver due February 2023, at Ba2 (LGD1) $1.455 billion (remaining amount) senior secured tranche C term loan due April 2021, at B1 (LGD3), RATINGS RATIONALE The review follows the announcement by Tenneco, Inc. (Tenneco) that it has signed a definitive agreement to acquire Federal-Mogul LLC (Federal-Mogul), and the subsequent announcement of Tenneco's proposed capital structure supporting the announcement. As part of Tenneco's announcement summarizing the funding structure of the transaction, Tenneco will enter into a new senior secured bank credit facility which will be used to repay Federal-Mogul's asset based revolver, tranche C term loan, and Tenneco's existing bank credit facilities. As such, the ratings on Federal-Mogul's asset based revolver, tranche C term loan are unaffected and the ratings would be withdrawn if completed. The review will assess the extent to which Federal-Mogul will be merged into Tenneco and whether Tenneco will fully assume or guarantee the Federal-Mogul senior secured notes (the "FM Notes"). This would allow the FM Notes to benefit from the same security and guarantee package supporting Tenneco's new bank credit facilities, and ranking the FM Notes pari passu with Tenneco's new bank credit facilities. Federal-Mogul's Corporate Family Rating and Probability of Default Rating will be withdrawn upon closing of the transaction. The principal methodology used in these ratings was Global Automotive Supplier Industry published in June 2016. Tenneco Inc., headquartered in Lake Forest, Illinois, is a leading manufacturer of automotive emissions control (approximately 70% of 2016 revenues) and ride performance (approximately 30%) products and systems for both the worldwide original equipment market and aftermarket. Leading brands include Monroe, Rancho, Clevite, and Fric Rot ride control products and Walker, Fonos, and Gillet emission control products. Revenue for 2017 was $9.3 billion. Federal-Mogul LLC, headquartered in Southfield, MI is a leading global supplier of products and services to the world's manufacturers and servicers of vehicles and equipment in the automotive, light, medium and heavy-duty commercial, marine, rail, aerospace, power generation and industrial markets. The company's products and services enable improved fuel economy, reduced emissions and enhanced vehicle safety. Federal-Mogul is controlled by affiliates of Icahn Enterprises L.P. Revenues in 2017 were $7.9 billion. FOSTER ENTERPRISES: Wants to Continue Using Cash Until Sept. 30 --------------------------------------------------------------- Foster Enterprises and Howard and Anna Foster seek authorization from the U.S. Bankruptcy Court for the Central District of California to continue using cash collateral through Sept. 30, 2018 pursuant to and in accordance with the proposed budgets the Stipulation. As adequate protection, the Debtors will grant to the Consensual Lienholders (a) Beverly Gross, and (b) New Lakeview Farms, LLC, replacement liens in the Debtors' assets and all proceeds, rents, or profits thereof, to the same extent, validity, scope, and priority as the Consensual Lienholders' respective prepetition liens, to the extent of any diminution in value of the Consensual Lienholders' respective interests in cash collateral, and to the extent of the Debtors' use of cash collateral. The Debtors also seek approval of their Stipulation with Stipulating Lienholders,the United States of America, on behalf of its agency, the Internal Revenue Service, and Allstar Financial Services, Inc., which contains the following provisions: (1) The Debtors are authorized to use the Stipulating Lienholders' Cash Collateral for ordinary and necessary expenses through July 31, 2018, in accordance with the Budgets; (2) The Debtors' use of the Stipulating Lienholders' Cash Collateral may be renewed upon subsequent stipulation with the Stipulating Lienholders; (3) The Debtors will make monthly adequate protection payments to Allstar in the amount of $20,000; (4) The Debtors will make monthly adequate protection payments to the United States in the amount of $9,000 from May 15, 2018, to July 15, 2018; and (5) As further adequate protection, the Stipulating Lienholders will receive replacement liens against the Debtors' assets, retroactive to the Petition Date, to the same extent, validity, scope, and priority as the prepetition liens held by the Stipulating Lienholders. A full-text copy of the Debtors' Motion is available at: http://bankrupt.com/misc/cacb17-15749-269.pdf About Foster Enterprises Foster Enterprises is a trucking company in Ontario, California. The principal business address of the Debtor is 13610 S. Archibald Avenue, Ontario, San Bernardino County, California. Foster Enterprises sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 17-15749) on July 10, 2017. In the petition signed by Jeffery Foster, general partner, the Debtor estimated assets and liabilities at $1 million to $10 million. The case is jointly administered with the Chapter 11 case of Howard Dean and Anna Mae Foster (Bankr. C.D. Cal. Case No. 17-15915) filed on July 10, 2017. Ms. Foster is also a general partner in Debtor. The cases are assigned to Judge Scott C. Clarkson. The Fosters are represented by Dean G. Rallis, Jr., Esq., at Angin, Flewelling, Rasmussen, Campbell & Trytten LLP. The Debtor employs MGR Real Estate, Inc., in connection with the sale of its real property located at 775 S. Acacia Avenue, Rialto, California. FURNITURE FACTORY: Cash Collateral Budget for May 2018 Modified --------------------------------------------------------------- The Hon. Mary Jo Heston of the U.S. Bankruptcy Court for the Western District of Washington has entered an order modifying Furniture Factory Direct, Inc.'s use of cash collateral in order to continue to operate its business until May 31, 2018 in accordance with the budget. Particularly, the Budget has been modified increasing the total projected expenses for May 2018 from $633,413 to $734,239. The Debtor is required to make rent payments to Landlords for the following leasehold by the 10th of each month subject to pending outcome on Debtor's Motions to Reject Lease: $26,302 to Bellevue Store; $43,000 to Tukwila Store at Strander Blvd.; $25,359.86 to Tukwila Store at Southcenter Parkway; $33488.54 to Lakewood Store; $45,398.59 to Lacy Store; $26,302 to Everett Store; and $64,733.77 to Fife Warehouse. In addition, by the 10th day of each month, the Debtor will make payments to Bank of America in the amount of $3,500 as adequate protection of Bank of America's interest in estate assets. Bank of America is granted a replacement lien in the Debtor's postpetition assets (including the cash collateral) of the same kind, type, and nature as the prepetition collateral that are acquired after the Petition Date and in the same priority, relative to other liens (if any), Bank of America held on a prepetition basis. Said replacement lien will be in the same priority, validity and enforceability as any prepetition lien securing the claim of Bank of America in the same type of assets. Bank of America will retain its rights under 11 U.S.C. Section 507(b) to the extent of any diminution in value ultimately due to the Debtor's use of cash collateral not otherwise protected by the replacement lien granted to Bank of America. As additional adequate protection to Bank of America, the Debtor will: (a) continue to maintain adequate insurance on its assets; (b) provide weekly reports to Bank of America of activity and balances of the Debtor's operating accounts no longer maintained at Bank of America, including weekly deposits, weekly disbursements, and weekly cash balances; and (c) timely provide monthly reports as required by the United States Trustee. The Debtor will note a hearing on extension of the Cash Collateral Order, if necessary, to be conducted on May 24, 2018 at 9:00 a.m. A full-text copy of the Order is available at http://bankrupt.com/misc/wawb18-40718-205.pdf 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. GE COMMERCIAL 2007-C1: 17-Story Office Bldg in Houston Foreclosed ----------------------------------------------------------------- DBRS Limited confirmed the ratings on the Commercial Mortgage Pass-Through Certificates, Series 2007-C1 issue by GE Commercial Mortgage Corporation, Series 2007-C1 as follows: -- Class A-M at BB (low) (sf) -- Class A-MFX at BB (low) (sf) Both classes carry Negative trends that have been maintained by DBRS to reflect the risks with the nine loans in special servicing (54.1% of the pool balance) and the largest loan in the pool, Prospectus ID#1, 666 Fifth Avenue (31.7% of the pool balance), which is on the servicer's watch list. Since issuance, there has been a collateral reduction of 79.9% because of successful loan repayments, scheduled amortization, realized losses from liquidated loans and proceeds recovered from liquidated loans. The transaction is in wind-down and is concentrated by loan size as the four largest loans represent 88.9% of the current pool balance. This concentration is particularly problematic for the transaction as the three largest loans, representing 74.6% of the pool balance, each exhibit material performance issues. The largest loan in the transaction, 666 Fifth Avenue, is part of a pari passu whole loan secured by a 1.4 million square foot (sf) Class B office tower located in Manhattan, New York. The loan was modified in December 2011 and has been on the servicer's watch list since. The modification resulted in the creation of a $1.2 billion A-note and a $115 million B-note, with a maturity extension to February 2019. At the time of the loan modification, Vornado Realty Trust (Vornado) acquired a 49.5% stake in the property from the loan sponsor, the Kushner Companies (Kushner). The property has historically underperformed and continues to do so, with an occupancy rate of 72.6% as of the January 2018 rent roll. The property's vacancy rate is high as compared with the vacancy rate of similar office properties of 9.6% in the submarket as of May 2018, according to Costar. There has not been an updated appraisal obtained since issuance, when the property was valued at $2 billion ($1,375 psf); however, this value has likely significantly declined since that time, given the performance declines that have been sustained for the past several years. DBRS calculated a rough value estimate based on YE2017 NCF, applying a 5.0% cap rate, which suggested an as-is value of approximately $637.7 million ($437 psf), well below the current whole loan A-note balance of $1.2 billion. Multiple news outlets have been reporting since early April 2018 that Vornado has a “handshake” agreement in place with Kushner to buy out its 49.5% stake, but these reports have not been confirmed by the servicer and funds do not appear to have changed hands as of the date of this press release. News reports have also suggested that Kushner is courting international firms to secure takeout financing for the upcoming 2019 maturity, but most outlets appear to agree a full takeout is unlikely without a significant cash infusion from Kushner or a new equity partner. In the analysis for this review, DBRS assumed a full loss on the B-note for this loan and applied a stressed cash flow scenario in the sizing for the remaining A-note balance, with the results suggesting a significant loss for the loan is likely. The second-largest loan, Prospectus ID#4, the Skyline Portfolio loan (25.9% of the pool balance), is secured by a portfolio of eight Class A and Class B office properties in Falls Church, Virginia, totaling over 2.6 million sf. The $678.0 million whole loan initially transferred to special servicing in April 2012 due to payment default after occupancy fell when the Department of Defense and its subcontractor tenants vacated the property. The loan was modified in November 2013, with the loan split into an A-note in the amount of $105.0 million and a B-note of $98.4 million, with a five-year maturity extension to February 2022. However, the loan ultimately defaulted for a second time in April 2016 and the portfolio has been real estate owned since December 2016. As of the February 2018 rent roll, the portfolio was 44.6% occupied, with an average rental rate of $31.34 psf. The One Skyline Tower property remains 100% occupied by government tenants and is reportedly up for sale. According to a September 2017 appraisal obtained by the special servicer, the portfolio's as-is value is valued at $301.9 million, implying a loan-to-value ratio of 224.6% on the outstanding whole loan balance. It is noteworthy that this figure is an increase over the last valuation from November 2016, when the as-is value was estimated at $201.0 million. In the analysis for this review, DBRS assumed a loss severity in excess of 70.0%. The third-largest loan, prospectus ID#7, JP Morgan Portfolio, was previously secured by two properties in a 40-story, Class A office property and accompanying parking garage located in Phoenix, Arizona, and a 17-story office property in Houston, Texas. The loan was originally transferred to the special servicer in March 2017 for imminent default for the April 2017 balloon payment. In March 2018, the portion of the loan secured by the Phoenix property was sold, as reflected in the April 2018 remittance, when a principal pay down to the trust of $62.1 million was applied. News reports have suggested the property was recently acquired for a sales price of $78.8 million. The remaining Houston property was foreclosed and is now REO. The servicer's reporting shows an updated appraised value of $52.0 million as of December 2017, down from the issuance figure of $63.2 million. Based on the remaining trust exposure of approximately $140.0 million, DBRS expects a substantial loss to be realized at final resolution. Notes: All figures are in U.S. dollars unless otherwise noted. GLOBAL HEALTHCARE: MaloneBailey Raises Going Concern Doubt ---------------------------------------------------------- Global Healthcare REIT, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $3.00 million on $3.13 million of rental revenue for the year ended December 31, 2017, compared to a net loss of $1.29 million on $2.86 million of rental revenue for the year ended in 2016. MaloneBailey, LLP, in Houston, Texas, states that the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. The Company's balance sheet at December 31, 2017, showed total assets of $38.23 million, total liabilities of $35.95 million, and a total stockholders' equity of $2.28 million. A copy of the Form 10-K is available at: https://is.gd/fclikF About Global Healthcare REIT, Inc. Global Healthcare REIT, Inc., acquires, develops, leases, manages and disposes of healthcare real estate, and provides financing to healthcare providers. As of December 31, 2017, the Company owned nine healthcare properties which are leased to third-party operators under triple-net operating terms. Global Healthcare REIT, Inc., is headquartered in Greenwood Village, Colorado. GMB LIGHTING: Seeks Authorization to Use Cash Collateral -------------------------------------------------------- GMB Lighting and Trading, LLC, seeks authority from the U.S. Bankruptcy Court for the Southern District of Florida to use the cash collateral of prepetition lenders American Express Bank, FSB; High Speed Capital LLC; and Colonial Funding Network, Inc. The Debtor asks the Court to allow it to use cash collateral of Pre-petition Lenders without a provision of adequate protection as their interest in the cash collateral is over-secured or protected through post-petition attachment to collateral. The Debtor asserts that American Express' and High Speed Capital's collateral is not depreciating as they are over secured by virtue of their position. The Debtor contends that American Express is fully secured as the value of the Debtor's property is $177,755 and the value of American Express' default judgment is $90,415. The Debtor further contends that High Speed Capital is fully secured as the value of Debtor's property, after the reduction of American Express' judgment, is $87,340 while High Speed Capital is currently owed $64,853 on its Purchase and Sale of Future Receivables with the Debtor. The Debtor listed Colonial Funding Network with a claim of $71,250, and the Debtor claims that Colonial Funding Network is partially secured as the value of Debtor's property, after further reduction of High Speed Capital's claim, is $22,481. The Debtor asserts that Colonial Funding Network is also secured in future receivables of the Debtor as the underlying Agreement with the Debtor is a receivables purchasing agreement. Thus, the Debtor believes that Colonial Funding Network's security interest does not require adequate protection payments to in order to protect it against a decrease in the value of collateral. So long as the value of the stream of future accounts or inventory and their proceeds is not declining, a receivable or inventory lender does not lack adequate protection, even if it is under secured. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/flsb18-13294-24.pdf About GMB Lighting and Trading GMB Lighting and Trading LLC -- https://www.gmblightingled.com/ -- is a lighting company specializing in custom fixtures for hospitality, commercial & residential applications. GMB Lighting offers the latest lighting technology such as LEED certified and CCT (color changing temperature). The Company is headquartered in Pompano Beach, Florida. GMB Lighting and Trading LLC, based in Pompano Beach, FL, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-13294) on March 22, 2018. In the petition signed by Michael Boiteau, manager, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. The Hon. John K Olson presides over the case. Chad T. Van Horn, Esq., at Van Horn Law Group, Inc., serves as bankruptcy counsel to the Debtor. HAMKOR ENTERPRISES: Gets Final Approval to Use Cash Collateral -------------------------------------------------------------- The Hon. Wendy L. Hagenau of the U.S. Bankruptcy Court for the Northern District of Georgia has entered a final order authorizing Hamkor Enterprises, LLC, to use cash collateral in order to meet its operating expenses, payroll and other expenses pursuant to the budgets submitted by the Debtor in its motion. The Court reaffirmed the previous Orders entered on March 9, 2018 and March 14, 2018. A full-text copy of the Final Order is available at http://bankrupt.com/misc/ganb18-53937-42.pdf About Hamkor Enterprises Hamkor Enterprises, LLC, is a business service located in Lawrenceville, Georgia. The company opened its doors in 2015. Hamkor Enterprises sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-53937) on March 6, 2018. In the petition signed by Frank Lee, member, the Debtor estimated assets and liabilities of less than $500,000. Judge Wendy L. Hagenau presides over the case. The Debtor hired Macey, Wilensky & Hennings, LLP, as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. HATSWELL FARMS: Authorized to Use Cash Collateral on Interim Basis ------------------------------------------------------------------ The Hon. Anita L. Shodeen of the U.S. Bankruptcy Court for the Southern District of Iowa authorized Hatswell Farms, Inc. to use cash collateral on an interim basis as set forth on the consolidated budget that has been filed as a support document within a variance of 10%. Midstates Bank will receive a lien in postpetition assets to the extent of the cash collateral used on an interim basis. In the event there is a diminution in the overall value of the combined collateral held by Midstates Bank, it will have an administrative claim to the extent of that amount. A copy of the Order is available at http://bankrupt.com/misc/iasb18-00859-18.pdf About Hatswell Farms Hatswell Farms, Inc., is an Iowa corporation engaged in farming operations including miscellaneous crop farming. Hatswell Farms, Inc., filed a Chapter 11 petition (Bankr. S.D. Iowa Case No. 18-00859) on April 17, 2018. The Debtor is represented by Jeffrey D. Goetz, Esq., at Bradshaw Fowler Proctor & Fairgrave P.C. JT Korkow d/b/a Northwest Financial Consulting, is its financial advisor. At the time of filing, the Debtor estimated $1 million to $10 million in assets and liabilities. No official committee of unsecured creditors has been appointed in the Chapter 11 case. HENDERSON MECHANlCAL: Seeks Approval of Cash Collateral Stipulation ------------------------------------------------------------------- Henderson Mechanical Systems, Inc., seeks approval from the U.S. Bankruptcy Court for the Central District of California of its Stipulation with the United States of America, on behalf of its agency the Internal Revenue Service for the interim use of cash collateral. On April 16, 2018, the IRS filed a proof of claim for $482,180, asserting a secured claim of approximately $96,887 for unpaid payroll tax, corporate tax, and penalties for various tax periods, and a priority tax claim for $385,293. The IRS recorded a Notice of Federal Tax Lien which attaches to all property and rights to property, whether real or personal, belonging to the Debtor. The Debtor requires use of its cash collateral to operate and to pay reasonable ongoing expenses during the Chapter 11 case. The proposed Cash Collateral Budget provides projected expenses in the aggregate sum of $173,170 for May 2018 and $112,420 for June 2018. Pursuant to the Stipulation and subject to further Order of the Court, the IRS has agreed to consent to the use of cash collateral consistent with these terms and conditions: A. The Debtor is authorized to use cash collateral for ordinary and necessary expenses until May 21, 2018 pursuant to Section 363(c)(2). Use of cash collateral may be renewed upon subsequent stipulation with the United States. B. The Debtor will file with the Court Monthly Operating Reports. C. By May 21, 2018, the Debtor will provide Assistant United States Attorney, Najah J. Shariff, all original signed Form 941 Employer's Quarterly Federal Tax Return for the period ending June 30, 2012 through the period ending March 31, 2018 for filing with the IRS at the following address: U.S. Attorney's Office -- Tax Division Attn: Najah Shariff 300 N. Los Angeles St., Room 7211 Los Angeles, CA 90012 D. By May 21, 2018, the Debtor will provide Assistant United States Attorney, Najah J. Shariff, all original signed Form 940 Employer's Quarterly Federal Unemployment Tax Return for the period ending December 31, 2012 through the period ending December 31, 2017 for filing with the IRS. E. By May 21, 2018, the Debtor will provide Assistant United States Attorney, Najah J. Shariff, all original signed Form 1120 U.S. Corporation Income Tax Return for the period ending December 31, 2016 through the period ending Dec. 31, 2017 for filing with the IRS. F. The Debtor will make adequate protection payments to the United States of $1,000 per month retroactive as of the Petition Date. Payments will continue on a monthly basis until the effective date of a confirmed plan or until the United States' secured claim is otherwise satisfied in full. G. As further adequate protection, the IRS will receive a replacement lien secured with a first priority lien on all postpetition accounts receivable and all other property acquired by the Debtor up to the full extent of the value of its prepetition lien. This lien will be in addition to any other liens of the IRS against the assets and property of the Debtor as of the Petition Date. H. Any diminution in the value of the collateral over the life of the proceeding will entitle the IRS to a super-priority claim pursuant to Section 507(b). I. The Debtor must remain, postpetition, current on all filing requirements and pay all post-petition taxes as they come due -- this includes making timely federal payroll tax deposits and estimated income tax payments. J. To the extent the Debtor fails to timely pay any post-petition tax, the IRS is granted relief from stay, upon filing a declaration and lodging an order, to file a notice of federal tax lien with the appropriate recording offices for the delinquent post-petition period. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/cacb18-13960-16.pdf About Henderson Mechanical Systems Henderson Mechanical Systems, Inc., doing business as Henderson Mechanical Services, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-13960) on April 9, 2018. In the petition signed by James Lee, president, the Debtor estimated at least $50,000 in assets and $500,001 to $1 million in liabilities. Kevin Tang, Esq., at Tang & Associates, serves as counsel to the Debtor. HORNE EXCAVATING: Seeks Interim Approval to Use Cash Collateral --------------------------------------------------------------- Horne Excavating, LLC, seeks authorization from the U.S. Bankruptcy Court for the District of New Hampshire allowing it to use cash collateral on an interim basis to avoid immediate and irreparable harm to its business. The Debtor believes that the revenue generated by the business is sufficient to provide adequate protection to Woodsville Guaranty Savings Bank -- the Debtor's only lender with an interest in its cash collateral. The Debtor only proposes to use cash collateral for direct benefit of preserving the business during the emergency period. The Debtor proposes to use $107,091 of cash collateral between April 22, 2018 and June 16, 2018 and expects to collect $136,700 in the same time frame. The Debtor estimates cash at the beginning of January of $11,315 and cash at the end of $17,258. The Debtor has no inventory or receivables, but rather operates on a largely cash basis and gets paid immediately for product delivered or work completed so that the value of cash collateral will remain stable or increase. The Debtor will provide Woodsville replacement liens in the same order of priority and to the extent their claims attach to any equity under 11 U.S.C. Section 506(b), in its assets consistent with Woodsville's prepetition lien. As further adequate protection, the Debtor will provide monthly reports that are provided to the U.S. Trustee's Office and other reports required by the Court. The Debtor also requests, with the assent of Woodsville, that the adequate protection liens be subject to a carve-out for the following administrative expenses up to the amounts identified in the Budget: (a) Statutory fees payable to the U.S. Trustee; (b) Fees payable to the Clerk of this Court; and (c) the unpaid and outstanding reasonable fees and expenses actually incurred and approved by order of the Court by attorneys, accountants, and other professionals retained by the Debtor and any statutory committee. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/nhb18-10502-14.pdf About Horne Excavating 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). Horne Excavating filed a Chapter 11 petition (Bankr. D.N.H. Case No. 18-10502) on April 15, 2018. The Petition was signed by Kevin Horne, president. The case is assigned to Judge Bruce A. Harwood. The Debtor is represented by Peter N. Tamposi, Esq. of The Tamposi Law Group. HOVNANIAN ENTEPRRISES: Amends Wilmington Trust Credit Facilities ---------------------------------------------------------------- Hovnanian Enterprises, Inc. and K. Hovnanian Enterprises, Inc., a wholly-owned subsidiary of the Company have entered into a First Amendment to the Credit Agreement, dated as of Jan. 29, 2018, by and among K. Hovnanian, the Company, the guarantors, Wilmington Trust, National Association, as administrative agent, and the lenders. The Term Loan Amendment dated May 14, 2018, provides for certain technical and clarifying amendments relating to defined terms and prepayment terms set forth in the Term Loan Credit Agreement. In addition, on May 14, 2018, the Company and K. Hovnanian entered into a First Amendment to the Credit Agreement, dated as of Jan. 29, 2018, by and among K. Hovnanian, the Company, the other guarantors, Wilmington Trust, National Association, as administrative agent, and the lenders. The Secured Loan Amendment provides for certain technical and clarifying amendments relating to defined terms and prepayment terms set forth in the Secured Credit Agreement and amends conditions to borrowing in the circumstance in which there were to exist certain defaults under the Secured Credit Agreement. About Hovnanian Enterprises Hovnanian Enterprises, Inc., founded in 1959 by Kevork S. Hovnanian and headquartered in Matawan, New Jersey, designs, constructs, markets, and sells single-family detached homes, attached townhomes and condominiums, urban infill, and active lifestyle homes in planned residential developments. The Company is a homebuilder with operations in Arizona, California, Delaware, Florida, Georgia, Illinois, Maryland, New Jersey, Ohio, Pennsylvania, South Carolina, Texas, Virginia, Washington, D.C. and West Virginia. The Company's homes are marketed and sold under the trade names K. Hovnanian Homes, Brighton Homes and Parkwood Builders. As the developer of K. Hovnanian's Four Seasons communities, the Company is also one of the nation's largest builders of active lifestyle communities. Hovnanian Enterprises reported a net loss of $332.2 million for the year ended Oct. 31, 2017, a net loss of $2.81 million for the year ended Oct. 31, 2016, and a net loss of $16.10 million for the year ended Oct. 31, 2015. As of Jan. 31, 2018, Hovnanian had $1.64 billion in total assets, $2.13 billion in total liabilities and a total stockholders' deficit of $491.18 million. * * * In February 2018, Moody's Investors Service upgraded Hovnanian Enterprises, Inc. Corporate Family Rating to "Caa1" from "Caa2" as the company has made strides in reducing its near-to-midterm refinancing risk and Moody's believes that Hovnanian generates sufficient unleveraged free cash flow to cover its interest burden in the next 12 to 18 months. In April 2018, S&P Global Ratings lowered its corporate credit rating on Hovnanian Enterprises to 'CC' from 'CCC+'. The downgrade follows Hovnanian's announcement of a proposed exchange offering for any and all of its $440 million 10% senior secured notes and $400 million 10.5% senior secured notes for newly issued 3% senior notes due 2047, a proposed exchange offering that S&P views as a distressed exchange, if completed. In April 2018, Fitch downgraded Hovnanian Enterprises' Issuer Default Rating (IDR) to 'C' from 'CCC' following the company's announcement that it has offered to exchange any and all of its existing 10% senior secured notes due 2022 and 10.5% senior secured notes due 2024 for new 3% senior secured notes due 2047. HOVNANIAN ENTERPRISES: Tender Offer Fails to Meet Requirement ------------------------------------------------------------- Hovnanian Enterprises, Inc., disclosed that in connection with its wholly-owned subsidiary K. Hovnanian Enterprises, Inc.'s previously announced private offer to exchange any and all of the Issuer's $440.0 million outstanding 10.000% Senior Secured Notes due 2022 and $400.0 million outstanding 10.500% Senior Secured Notes due 2024 for the Issuer's newly issued 3.0% Senior Notes due 2047 and concurrent solicitation of consents with respect to the Existing 2022 Notes, the early tender deadline expired at 5:00 p.m., New York City time, on May 11, 2018. As of the Early Tender Deadline, the minimum exchange condition to the Exchange Offer (which required that at least $50.0 million in aggregate principal amount of the Existing Notes had been validly tendered and not validly withdrawn by the Early Tender Deadline) had not been satisfied. As a result, a condition to the Exchange Offer has not been satisfied and no Existing Notes will be accepted for exchange in the Exchange Offer. The Issuer will promptly return Existing Notes tendered pursuant to the Exchange Offer (and corresponding consents will be revoked). Global Bondholder Services Corporation is serving as the exchange agent, tabulation agent and information agent for the Exchange Offer and Existing 2022 Notes Consent Solicitation. Any question regarding procedures and copies of the Confidential Offering Memorandum, dated April 6, 2018, and in the related Letter of Transmittal and Consent may be directed to Global Bondholder Services Corporation by phone at 866-470-4300 (toll free) or 212-430-3774. About Hovnanian Enterprises Hovnanian Enterprises, Inc., founded in 1959 by Kevork S. Hovnanian and headquartered in Matawan, New Jersey, designs, constructs, markets, and sells single-family detached homes, attached townhomes and condominiums, urban infill, and active lifestyle homes in planned residential developments. The Company is a homebuilder with operations in Arizona, California, Delaware, Florida, Georgia, Illinois, Maryland, New Jersey, Ohio, Pennsylvania, South Carolina, Texas, Virginia, Washington, D.C. and West Virginia. The Company's homes are marketed and sold under the trade names K. Hovnanian Homes, Brighton Homes and Parkwood Builders. As the developer of K. Hovnanian's Four Seasons communities, the Company is also one of the nation's largest builders of active lifestyle communities. Hovnanian Enterprises reported a net loss of $332.2 million for the year ended Oct. 31, 2017, a net loss of $2.81 million for the year ended Oct. 31, 2016, and a net loss of $16.10 million for the year ended Oct. 31, 2015. As of Jan. 31, 2018, Hovnanian had $1.64 billion in total assets, $2.13 billion in total liabilities and a total stockholders' deficit of $491.18 million. * * * In February 2018, Moody's Investors Service upgraded Hovnanian Enterprises, Inc. Corporate Family Rating to "Caa1" from "Caa2" as the company has made strides in reducing its near-to-midterm refinancing risk and Moody's believes that Hovnanian generates sufficient unleveraged free cash flow to cover its interest burden in the next 12 to 18 months. In April 2018, S&P Global Ratings lowered its corporate credit rating on Hovnanian Enterprises to 'CC' from 'CCC+'. The downgrade follows Hovnanian's announcement of a proposed exchange offering for any and all of its $440 million 10% senior secured notes and $400 million 10.5% senior secured notes for newly issued 3% senior notes due 2047, a proposed exchange offering that S&P views as a distressed exchange, if completed. In April 2018, Fitch downgraded Hovnanian Enterprises' Issuer Default Rating (IDR) to 'C' from 'CCC' following the company's announcement that it has offered to exchange any and all of its existing 10% senior secured notes due 2022 and 10.5% senior secured notes due 2024 for new 3% senior secured notes due 2047. IG INVESTMENT: Moody's Assigns B2 Corp Family & Term Loan Ratings ----------------------------------------------------------------- Moody's Investors Service downgraded IG Investments Holdings, LLC's (the entity that indirectly owns Insight Global, LLC -- collectively referred to as "Insight Global") Corporate Family Rating ("CFR") to B2 from B1 and the Probability of Default Rating ("PDR") to B2-PD from B1-PD. Concurrently, Moody's downgraded the rating for Insight Global's first lien senior secured $60 million revolving credit facility expiring in 2019 to B2 from B1, and assigned B2 ratings to the company's proposed new $1,085 million first lien senior secured term loan due 2025 and the $60 million amended revolver that will have a 2023 expiration. Moody's took no action on the B1 rating for Insight Global's existing first lien term loan due 2021 because it will be repaid as part of the proposed financing. Moody's expects to withdraw the ratings on the revolver expiring in 2019 and the term loan maturing in 2021 upon the close of the transaction. The outlook is stable. The proposed refinancing transaction increases the company's debt level by about $190 million. This, together with cash from balance sheet, will be used to fund a $220 million special distribution to the shareholders. The transaction will increase Moody's adjusted debt-to-EBITDA leverage from 5.2x to 6.2x (pro forma as of March 31, 2018). "The downgrade reflects the company's continued aggressive financial policies favoring shareholders with a fourth debt-funded distribution that results in a meaningful increase in leverage and our expectation that debt-to-EBITDA leverage will remain above 5.0x over the next 12 to 18 months," said Moody's analyst Joanna Zeng O'Brien. "The downgrade also reflects Insight Global's modest free cash flow generation that is constrained by working capital needs due to the company's continued top line growth and a high interest burden with free cash flow as a percentage of debt estimated to be in the low mid-single digit percent range over the next couple of years, which is more indicative of a B2 rating level," added O'Brien. Moody's took the following ratings actions: Issuer: IG Investments Holdings, LLC Corporate Family Rating, downgraded to B2 from B1 Probability of Default Rating, downgraded to B2-PD from B1-PD $60 million senior secured revolving credit facility expiring 2019, downgraded to B2 (LGD3) from B1 (LGD3); to be withdrawn at the close of the transaction $899 million senior secured first lien term loan due 2021, no action; to be withdrawn at the close of the transaction Amended $60 million senior secured revolver expiring 2023, assigned B2 (LGD3) Proposed $1,085 million senior secured term loan due 2025, assigned B2 (LGD3) Outlook: stable RATINGS RATIONALE Insight Global's B2 CFR broadly reflects its high financial leverage with LTM (as of March 31, 2018) Moody's adjusted debt-to-EBITDA of 6.2x pro forma for the proposed dividend distribution financing and aggressive financial policies favoring shareholders reflected by the willingness to incur debt to fund distributions. The rating is also constrained by Insight Global's moderate degree of customer concentration as well as cash flow generation constrained by working capital needs and a high interest burden. However, the rating is supported by Insight Global's growing operating scale in a highly fragmented industry with consistent ability to expand the number of recruiters to increase sales and earnings, as well as the company's good track record of execution in expanding its office locations. The rating benefits from Insight Global's ability to de-lever through earnings growth and the company's good liquidity. The stable rating outlook reflects Moody's expectation that Insight Global will generate revenue growth in a 10% range with stable margins, leading to continued positive free cash flow and a decline in debt-to-EBITDA leverage to a mid-5.0x range over the next 12 to 18 months. The ratings could be downgraded if there is deterioration in operating performance or material weakening of liquidity. Debt-to-EBITDA sustained above 6.0x or if there is the expectation that free cash flow (excluding discretionary distributions) as a percentage of debt will remain in the low single digit percent range for an extended period of time could also cause a ratings downgrade. The ratings could be upgraded if the company demonstrates a commitment to more conservative financial policies, and delivers consistent revenue and earnings growth such that debt-to-EBITDA is sustained below 5.0x and free cash flow (excluding discretionary distributions) as a percentage of debt improves to the high single digit percentage range. The principal methodology used in these ratings was the Business and Consumer Service Industry methodology published in October 2016. Headquartered in Atlanta, Georgia, Insight Global is a specialized provider of temporary and project professionals in the field of information technology (majority of its business with over 80% of revenue) and finance/accounting& engineering. The company operates through 46 offices that are largely located in major cities across the U.S. and Canada. Insight Global is private and is owned by affiliates of Ares Management, Leonard Green & Partners, Harvest Partners, and Crescent Capital. The company generated approximately $1.9 billion in revenue in 2017. IG INVESTMENTS: S&P Affirms 'B' Corp Credit Rating, Outlook Stable ------------------------------------------------------------------ S&P Global Ratings affirmed its 'B' corporate credit rating on Atlanta-based IT staffing provider IG Investments Holdings LLC (doing business as Insight Global). The outlook is stable. S&P said, "At the same time, we affirmed our 'B' issue-level rating on the company's amended $60 million senior secured revolving credit facility due 2023 and assigned our 'B' issue-level rating to its $1.085 billion senior secured term loan due 2025. The '3' recovery rating indicates our expectation for meaningful recovery of principal (50%-70%; rounded estimate 50%) for lenders in the event of a payment default. "We will withdraw our ratings on the company's existing $905 million ($896 million outstanding) term loan once the transaction closes. "The affirmation reflects our expectation that although Insight Global's adjusted leverage will rise (pro-forma for the transaction) to 6.2x, it will still be slightly below our downside threshold of 6.5x, and will allow for modest mid-single digit percent free cash flow to debt generation. We expect that the ongoing high demand for IT talent will support revenue and EBITDA growth sufficient to enable the company to reduce leverage to the mid-5x area by year-end 2018. "The stable outlook reflects our belief that the strong economy and increasing demand for a flexible work force will continue to boost demand for temporary staffing in the company's end markets, resulting in high-single to low-double digit percentage revenue growth over the next 12 months. We expect that the company will continue its high capital spending to grow the business and that leverage will decline, but remain high, in mid-5x range due to the financial sponsor ownership. "We could lower the rating if leverage rose to more than 6.5x or FOCF to debt fell to the low single-digit percentage area on a sustained basis. This could occur if the economy deteriorated and demand for the company's temporary staffing services fell, if the company suffered operating challenges that resulted in customer losses, or if increased competition generated pricing pressure. We could also lower the rating if the company prioritized shareholder-friendly initiatives including more debt-financed dividends. "We view an upgrade as unlikely given the company's appetite for making debt-financed dividends. However, any upgrade would be dependent on the company reducing leverage below 5x on a sustained basis, with a commitment to a less aggressive financial policy. We could also raise the rating if the company meaningfully diversifies its business lines while continuing to generate good revenue growth and discretionary cash flow." INTEGER HOLDINGS: S&P Alters Outlook to Positive & Affirms 'B' CCR ------------------------------------------------------------------ Frisco, Texas-based contract manufacturer Integer Holdings Corp. recently announced that it has signed a definitive agreement to sell its Advanced Surgical & Orthopedics (AS&O) production lines to MedPlast LLC for $600 million. S&P Global Ratings affirmed its 'B' corporate credit rating on Integer Holdings Corp and revised the outlook to positive from stable. S&P said, "We expect the company to use net sale proceeds of about $550 million to pay down outstanding debt, reducing pro forma debt leverage to about 4.7x for 2018 from about 6.3x for 2017. We also expect the company to expand EBITDA margins to about 21% because its AS&O business generated margins lower than the corporate average and resulting from operational improvement initiatives. We expect 2018 free operating cash flow levels will approximate those in 2017, as lower interest expense and capital expenditures will offset lost cash flow associated with the AS&O business." The positive outlook reflects the potential for an upgrade over the next year if Integer completes the announced divestiture, increases EBITDA margins to about 21% in line with S&P's base case, and demonstrates continued commitment to maintaining debt leverage below 5x. J. CREW: Moody's Affirms Caa2 CFR on Earnings Improvement --------------------------------------------------------- Moody's Investors Service changed its ratings outlook for J. Crew Group, Inc. to positive from stable. Concurrently, Moody's affirmed all of the company's ratings, including the Caa2 Corporate Family Rating (CFR), Caa1-PD Probability of Default Rating, Caa2 senior secured term loan ratings, Caa1 ratings on the senior secured notes issued by J. Crew Brand, LLC, and the SGL-3 Speculative Grade Liquidity rating. The change in outlook to positive from stable reflects J. Crew's earnings improvement and deleveraging over the past several quarters, and Moody's expectations that the company's initiatives to improve same store sales may lead to revenue stabilization and growth as well as further EBITDA momentum in the next 12-18 months. "J. Crew has reduced its leverage by about 2.5 times since the July 2017 debt exchange, as a result of cost savings and growth at the Madewell brand," said Raya Sokolyanska, Moody's vice president and lead analyst for J. Crew. "However, the sustainability of earnings momentum going forward depends on J. Crew's ability to stabilize and grow the namesake brand. Comparable sales declines are decelerating, driven by a number of initiatives that could lead to a return to revenue growth -- such as adding sub-brands and product categories, improving omnichannel capabilities, shortening the product cycle, and growing wholesale partnerships including Nordstrom in North America," added Sokolyanska. Moody's took the following rating actions: Issuer: J. Crew Group, Inc. Corporate Family Rating, affirmed Caa2 Probability of Default Rating, affirmed Caa1-PD Senior Secured Term Loans due 2021 ($1.388 billion outstanding), affirmed Caa2 (LGD5) Speculative Grade Liquidity Rating, affirmed SGL-3 Outlook, changed to Positive from Stable Issuer: J. Crew Brand, LLC $250 million Senior Secured Notes due 2021, affirmed Caa1 (LGD3) $97 million Senior Secured Private Placement Notes due 2021, affirmed Caa1 (LGD3) RATINGS RATIONALE J. Crew's Caa2 CFR reflects the company's ongoing comparable sales declines driven by the J. Crew brand and high debt burden, with credit agreement debt/EBITDA of 7.8 times as of February 3, 2018 (equivalent to 6.7 times including Moody's operating lease adjustments). The rating also reflects J. Crew's relatively small scale and high business risk as a specialty apparel retailer, which exposes the company to performance volatility as a result of fashion risk or changes in consumer spending. Nevertheless, the rating is supported by the company's positive earnings momentum and adequate liquidity profile, including expectations for negative free cash flow generation as a result of incremental investments in support of growth initiatives, but sizeable revolver availability, ample covenant cushion and lack of near term maturities. The rating also incorporates J. Crew's credible market position in the highly fragmented specialty apparel retailing segment and very well recognized lifestyle brand name. J. Crew's ratings could be upgraded if revenue stabilizes and earnings continue to grow. Quantitatively, the ratings could be upgraded if Moody's-adjusted EBIT/interest expense improves to over 1.0 time and debt/EBITDA is sustained below 7 times. An upgrade would require maintenance of adequate liquidity. The ratings could be downgraded if revenues and earnings decline, or if liquidity weakens. The principal methodology used in these ratings was Retail Industry published in May 2018. J. Crew Group, Inc. is a retailer of women's, men's and children's apparel, shoes and accessories. For the year ended February 03, 2018, the company generated $2.4 billion of sales through its 235 J. Crew retail stores, 121 Madewell stores and 176 factory stores, its websites jcrew.com, jcrewfactory.com and madewell.com, and the J. Crew and Madewell catalogs. The company is owned by TPG Capital, L.P. ("TPG"), Leonard Green & Partners, L.P. ("Leonard Green"), former HoldCo noteholders, and certain members of the executive management team. JW ALUMINUM: Moody's Assigns B3 Rating on Proposed Sr. Sec. Notes ----------------------------------------------------------------- Moody's Investors Service assigned a B3 Corporate Family Rating (CFR) and a B3-PD Probability of Default Rating (PDR) to JW Aluminum Continuous Cast Company (JW Aluminum), a privately owned company. In addition, Moody's assigned a B3 rating to the company's proposed $285 million senior secured notes. The proceeds from the senior secured notes will be used to repay the existing first lien term loan and fund the development plans at one of its manufacturing operations. The ratings outlook is stable. Assignments: Issuer: JW Aluminum Continuous Cast Company Corporate Family Rating, Assigned B3; Probability of Default Rating, Assigned B3-PD; $285 million Gtd. Senior Secured notes, Assigned B3 (LGD4); Outlook Actions: Issuer: JW Aluminum Continuous Cast Company Outlook, Assigned Stable RATINGS RATIONALE "JW Aluminum's B3 corporate family rating reflects its small scale, thin margins, high leverage, weak debt protection metrics and high capital requirements which will lead to negative free cash flow generation over next few years said Carol Cowan", Moody's Senior Vice President and lead analyst for JW Aluminum. A flat rolled aluminum products producer, the company sells into the building and construction, HVAC, packaging and container and transportation markets and has a strong or competitive market position in most of its product categories. The company's largest market exposure is to the building and construction and HVAC markets. JW also benefits from well-established long-term customer relationships. While JW Aluminum has four operating plants, its Mt. Holly plant is a material contributor to volumes, revenues and earnings. The rating is constrained by the company's limited production capacity, around 360MM/lbs annually, and operational concentration given the limited number of operating sites, and its exposure to a single commodity business in the cyclical aluminum sector. Factored into the rating is the execution risk, arising from the company's plans to modernize, or essentially rebuild one of its operating sites in 2 phases. While phase 1 will contribute to lower costs and more efficient operations, start-up is anticipated for mid-2020 and Moody's expects metrics to be stretched during the construction period with leverage, in the range of 5.0x -- 6.0x, weak debt protection metrics, and negative free cash flow. Moody's anticipates that JW Aluminum will continue to benefit from increased activity and demand levels from the ongoing recovery in the building & construction and HVAC sectors. Although the aluminum market currently exhibits a high degree of uncertainty and volatility due to Section 232 tariffs on aluminum and the final implementation of same, announced sanctions on Rusal, the imposition of which have currently been extended until October, and supply curtailments in Brazil, JW Aluminum's performance is expected to show improvement over the next 12 -18 months on better prices and market fundamentals. Additionally, the imposition of duties on foil from China and the expected duties to be placed on aluminum alloy sheet from China will further provide a level of upward momentum. As a consequence, Moody's expects a moderate increase in its EBITDA over next 12-18 months. JW Aluminum is expected to maintain adequate liquidity through the high capital spend period of plant construction phase as proceeds from the new senior secured note issue will be used to fund capital expenditures over the construction period. The company has historically maintained very low levels of cash which could increase its reliance on its ABL facility ($90 million) given that negative free cash flow is anticipated through 2020. The company could return to positive free cash flow in 2021. The stable ratings outlook the company's operating results to moderately improve over the next 12 to 18 months and reflects Moody's expectation that industry conditions in the end markets served will continue to depict favorable fundamentals. The outlook also anticipates that no significant issues related to the construction of the new facility will arise. The B3 rating on the senior secured notes reflects their preponderance of debt in the capital structure and expectations for no borrowings under the ABL over the next twelve to eighteen months. The rating on the notes also considers the pre-funding of the capital investment and the collateral position improving as the construction advances. The notes are guaranteed by the company's wholly-owned domestic subsidiaries and are primarily secured by a first-priority lien on the company's fixed assets. The notes have a second lien on the assets securing the ABL. JW Aluminum's small scale and strategic investment program limits the upside potential in its rating. However, successful execution of Phase I of construction, the resultant expansion in production capacity and unit cost reduction would be positive for the rating. Maintaining a leverage ratio below 5.0x, an interest coverage ratio above 2x and being free cash flow generative could create positive momentum in JW Aluminum's rating. Negative rating pressure could develop if the company experiences any significant issues related to its expansion project. Any material disruptions that result in weaker than expected operating performance, or higher than anticipated negative free cash generations that lead to heavy reliance on the ABL facility and reduction in its ability to meet compliance covenants under its credit agreement could result in a downgrade. The leverage ratio being sustained above 5.5x or the interest coverage ratio persisting below 1.0x could lead to a downgrade. The principal methodology used in these ratings was Steel Industry published in September 2017. Headquartered in South Carolina, JW Aluminum produces rolled aluminum products that serves the building and construction, transportation, HVAC and packaging sector. The Company operates four manufacturing facilities located in Mt. Holly, South Carolina; Russellville, Arkansas; St. Louis, Missouri; and Williamsport, Pennsylvania. JW ALUMINUM: S&P Rates New $285MM Senior Secured Notes 'B-' ----------------------------------------------------------- S&P Global Ratings assigned its 'B-' issue-level rating and '3' recovery rating to JW Aluminum Continuous Cast Co.'s (B-/Stable/--) proposed $285 million senior secured notes due 2026. The recovery rating is '3', indicating our expectation for meaningful recovery (50%-70%; rounded estimate: 65%) in the event of a payment default. JW Aluminum is pursuing the refinancing to pay-down its first-lien term loan (unrated) and help fund a planned refurbishment of its manufacturing operations. It intends to supplement the note proceeds with $50 million of shareholder equity. JW Aluminum manufactures and supplies rolled aluminum products via four facilities. It supplies its products to approximately 250 North American customers, primarily serving the building and construction, HVAC, and packaging and container markets. RECOVERY ANALYSIS Key Analytical Factors: -- S&P's recovery analysis includes the proposed debt refinancing and takes into account the capital structure that JW Aluminum expects to have in place upon completion of the transaction. -- It's S&P's understanding that the pro forma capital structure will consist of the new $285 million senior secured notes due 2026 and the existing $90 million ABL facility (unrated), which matures in 2023. -- S&P said, "We've assigned a '3' recovery rating to the company's $285 million senior secured notes due 2026, indicating our expectation for meaningful (50%-70%; rounded estimate: 65%) recovery in the event of a conventional payment default." -- This results in an issue-level rating on the senior secured notes of 'B-', in accordance with S&P's recovery guidelines. -- S&P said, "We assume that reorganization (rather than asset liquidation) would maximize recovery for creditors, so our analysis contemplates a gross valuation of approximately $278 million, reflecting about $51 million of emergence EBITDA and a 5.5x multiple." -- S&P said, "The $51 million emergence EBITDA incorporates our assumptions for minimum capex (about 2.5% of sales going forward) and our standard 15% cyclicality adjustment for issuers in the metals and mining downstream sector. We also apply a negative 10% operational adjustment given our view that the difference between JW Aluminum's actual EBITDA and its default EBITDA proxy is lower than the typical discount for its peers with similar corporate credit ratings." -- Meanwhile, the 5.5x multiple is in line with the multiples we assign to other companies in the sector. S&P's recovery analysis also assumes that in a hypothetical bankruptcy scenario, the company would have drawn about 60% of the commitment amount under the ABL facility--approximately $55 million--at default. S&P said, "Our simulated default scenario is based on a default in 2020 following continued weakness across the company's key end markets, including building and construction, HVAC, transportation, packaging and containers, and others. We would also expect general weakness in global metal markets, particularly in the aluminum sector, resulting in a prolonged period of low metal prices and margins." This would lead to negative cash flows and result in the company's inability to meet debt obligations. Simulated Default Assumptions: -- Year of default: 2020 -- Emergence EBITDA: $51 million -- EBITDA multiple: 5.5x -- Gross recovery value: $278 million Simplified Waterfall: -- Net enterprise value (after 5% of administrative expenses): $263 million -- Priority claims (ABL facility): $54 million - Domestic (obligor)/foreign (non-obligor) valuation split: 100%/0% -- Total value available to senior secured credit facilities: $210 million -- Estimated senior secured debt claims: $302 million --Recovery expectation: 50%-70% (estimated recovery: 65%) --Recovery rating: '3' Note: All estimated claims include an assumption for accrued but unpaid interest outstanding at default. RATINGS LIST JW Aluminum Continuous Cast Co. Corporate credit rating B-/Stable/-- New Rating JW Aluminum Continuous Cast Co. Senior Secured $285 mil notes due 2026 B- Recovery Rating 3(65%) KONA GRILL: Berke Bakay Holds 15.7% Stake as of May 2 ----------------------------------------------------- In a Schedule 13D/A filed with the Securities and Exchange Commission, Berke Bakay reported that as of May 2, 2018, he beneficially owns 2,097,555 shares of common stock of Kona Grill, Inc. representing 15.7 percent of the shares outstanding. On May 4, 2018, Mr. Bakay acquired 492,997 shares of the Company's Common Stock at a purchase price of $1.785. The purchase was related to the Company's private placement of 2,651,261 shares of Common Stock to Ahwanova at a purchase price of $1.785 on May 4, 2018, as described in the Company's Form 8-K report filed on May 7, 2018. Mr. Bakay acquired the 492,997 shares in order to retain his current beneficial ownership of 15.7% following the private placement. BBS Capital Fund, LP is the beneficial owner of the 1,330,000 shares of Common Stock it beneficially holds, which represents 10.0% of the Issuer's outstanding shares of Common Stock. BBS Capital Management, LP, BBS Capital GP, LP, and BBS Capital, LLC are each the beneficial owners of the 1,330,000 shares of Common Stock of the Issuer held by the Fund, which represents 10.0% of the Issuer's outstanding shares of Common Stock. Mr. Bakay is deemed to own the above shares, 492,997 shares acquired in the private placement, 152,602 shares owned by a trust for the benefit of his children and options to purchase common stock in the amount of 121,956 shares that are presently exercisable or become exercisable within 60 days of the date hereof. Thus, he is deemed to own 2,097,555 shares of Common Stock, which represents 15.7% of the Issuer’s outstanding Common Stock. A full-text copy of the regulatory filing is available at: https://is.gd/JJiJNl About Kona Grill Kona Grill, Inc., headquartered in Scottsdale, Arizona, Kona Grill, Inc. -- http://www.konagrill.com/-- currently owns and operates 46 restaurants in 23 states and Puerto Rico. The Company's restaurants offer freshly prepared food, attentive service, and an upscale contemporary ambiance. Additionally, Kona Grill has three restaurants that operate under a franchise agreement in Dubai, United Arab Emirates; Vaughan, Canada and Monterrey, Mexico. Kona Grill incurred a net loss of $23.43 million in 2017 and a net loss of $21.62 million in 2016. As of Dec. 31, 2017, Kona Grill had $91.79 million in total assets, $86.13 million in total liabilities and $5.66 million in total stockholders' equity. The Company has incurred losses resulting in an accumulated deficit of $79.7 million, has a net working capital deficit of $7.6 million and outstanding debt of $37.8 million as of Dec. 31, 2017. The Company said in its 2017 Annual Report that these conditions together with recent debt covenant violations and subsequent debt covenant waivers and debt amendments, raise substantial doubt about its ability to continue as a going concern. KONA GRILL: Director Nanyan Zheng Has 19.9% Stake as of May 2 ------------------------------------------------------------- Mr. Nanyan Zheng, Ahwanova Limited, Wisdom Sail Limited and Audrey & Aaron Holdings Limited reported in a Schedule 13D filed with the Securities and Exchange Commission that as of May 2, 2018, they beneficially own 2,651,261 shares of common stock of Kona Grill, constituting 19.9 percent of the shares outstanding. The percentage was calculated based on total 10,112,753 shares of Common Stock outstanding as of May 2, 2018, and the additional 2,651,261 shares of Common Stock issued pursuant to the Subscription Agreement and 492,997 shares of Common Stock issued pursuant to the subscription agreement dated May 2, 2018 by and between the Issuer and Berke Bakay (incorporated by reference to Exhibit 10.2 to the Form 8-K filed with the SEC by the Issuer on May 7, 2018). Mr. Zheng is a citizen of People's Republic of China and is a director of the Issuer's board of directors. Ahwanova is a company incorporated under the laws of the British Virgin Islands and is wholly-owned by Wisdom Sail. The principal business of Ahwanova is that of an investment holding company. Wisdom Sail is a company incorporated under the laws of the Cayman Islands and is wholly-owned by Audrey & Aaron Holdings. The principal business of Wisdom Sail is that of an investment holding company. Audrey & Aaron Holdings is a company incorporated under the laws of the British Virgin Islands and is wholly owned by Equity Trustee Limited as trustee of The Happy Family Trust. The sole settlor of The Happy Family Trust is Mr. Zheng. The beneficiaries of The Happy Family Trust are Mr. Zheng, Mr. Zheng's wife (namely, Li, Sha), and Mr. Zheng's two children (namely, Zheng, Ruida and Zheng, Ruixi). The Reporting Persons, in the aggregate, have invested US$4,732,500 in the Issuer for the acquisition of 2,651,261 shares of newly issued Common Stock in the Issuer. That acquisition was funded with cash from Mr. Zheng's personal funds. A full-text copy of the regulatory filing is available at: https://is.gd/WW3egY About Kona Grill Kona Grill, Inc., headquartered in Scottsdale, Arizona, Kona Grill, Inc. -- http://www.konagrill.com/-- currently owns and operates 46 restaurants in 23 states and Puerto Rico. The Company's restaurants offer freshly prepared food, attentive service, and an upscale contemporary ambiance. Additionally, Kona Grill has three restaurants that operate under a franchise agreement in Dubai, United Arab Emirates; Vaughan, Canada and Monterrey, Mexico. Kona Grill incurred a net loss of $23.43 million in 2017 and a net loss of $21.62 million in 2016. As of Dec. 31, 2017, Kona Grill had $91.79 million in total assets, $86.13 million in total liabilities and $5.66 million in total stockholders' equity. The Company has incurred losses resulting in an accumulated deficit of $79.7 million, has a net working capital deficit of $7.6 million and outstanding debt of $37.8 million as of Dec. 31, 2017. The Company said in its 2017 Annual Report that these conditions together with recent debt covenant violations and subsequent debt covenant waivers and debt amendments, raise substantial doubt about its ability to continue as a going concern. KRATON CORP: EUR290,000,000 Unsecured Notes Get S&P 'B' Rating -------------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level and '5' recovery rating to Kraton Corp.'s proposed EUR290 senior unsecured notes due 2026 issued by Kraton Polymers LLC. The '5' recovery rating reflects our expectation of modest (10%-30%; rounded estimate: 25%) recovery prospects in the event of a payment default. S&P expects the company will use these proceeds and the $90 million tack on to the existing U.S. dollar-denominated term loan due 2025 to refinance its existing $440 million senior unsecured notes due 2023. S&P said, "At the same time, we lowered our issue-level ratings to 'B' from 'B+' and revised the recovery rating to '5' from '4' on the existing $440 million and $400 million senior unsecured notes issued by Kraton Polymers LLC. The lower recovery rating is the result of the $90 million increase of senior secured debt in the proposed refinancing that reduces collateral available to unsecured debt. The '5' recovery rating reflects our expectation of modest (10%-30%; rounded estimate: 25%) recovery prospects in the event of a payment default. "We also affirmed our issue-level rating of 'BB' on the company's existing $390 million (includes the $90 million proposed tack on) first-lien term loan issued by Kraton Polymers LLC and EUR315 million first-lien term loan issued by Kraton Polymers Holdings B.V. The recovery rating remains '1', indicating our expectations of very high (90%-95%; rounded estimate: 95%) recovery in the event of payment default. "We expect to withdraw the issue-level ratings on the company's existing $440 million senior unsecured notes when the company fully repays them. "Our 'B+' corporate credit rating and stable rating outlook on Kraton Corp. and Kraton Polymers LLC are unchanged. For the full corporate credit rating rationale, see our research update on Kraton Corp., published Feb. 23, 2018." RECOVERY ANALYSIS Key analytical factors -- S&P assumes the transaction closes as planned and that the $440 million senior unsecured notes due 2023 are fully repaid in our recovery analysis. -- S&P continues to value the company on a going-concern basis using a 5x multiple of its emergence EBITDA. The 5x EBITDA multiple is in line with that used for similarly rated commodity chemical peers such as Albaugh LLC. S&P's simulated default scenario contemplates a default in 2022 as Kraton's operating performance would significantly deteriorate in the wake of a protracted economic downturn that causes a sustained decline in end market demand for its products. Given this scenario, EBITDA margins would shrink and EBITDA would decline to levels insufficient to cover fixed-charge obligations of interest expense, scheduled debt amortization, and maintenance capital spending. S&P said, "Our emergence EBITDA incorporates the assumption that the company regains some lost revenue through volume and undertakes cost-cutting efforts during bankruptcy that would help margins and EBITDA improve to approximately the $245 million level. For example, we assume the company will reduce costs such as administrative overhead and regain lost share from customers. "The company's capital structure at default includes $250 million of asset-based credit facilities that we consider priority." The company's senior secured debt includes a $390 million first-lien term loan (including the proposed $90 million tack on) issued by Kraton Polymers LLC and a EUR315 million first-lien term loan issued by Kraton Polymers Holdings B.V. The company's first-lien debt includes a collateral allocation mechanism (CAM) that equalizes recovery for all senior secured lenders. The company's senior unsecured debt include $400 million senior unsecured notes due 2025 and the proposed EUR290 million senior unsecured notes (euro denominated from a U.S. issuer) due 2026 both issued by Kraton Polymers LLC. Simulated default assumptions: -- Simulated year of default: 2022 -- EBITDA at emergence: $245 million -- Implied enterprise value (EV) multiple: 5x Simplified waterfall: -- Net enterprise value (after 5% administrative expenses): $1.16 billion -- Collateral value available to secured creditors: $1,010 million -- Secured first-lien debt: $795 million --Recovery expectations: 90%-100% (point estimate: 95%) -- Collateral value available to secured creditors: $210 million -- Senior unsecured debt: $770 Million --Recovery expectations: 10%-30% (point estimate: 25%) Note: All numbers are approximate and debt amounts include six months of prepetition interest. The collateral value equals the asset pledge from obligors after priority claims plus equity pledge from nonobligors after nonobligor debt. RATINGS LIST Kraton Corp. Corporate credit rating B+/Stable/-- New Rating Kraton Polymers LLC Senior Unsecured EUR290 mil notes due 2026 B Recovery rating 5 (25%) Issue-Level Rating Lowered; Recover Rating Revised To From Kraton Polymers LLC Kraton Polymers Capital Corp. Senior Unsecured B B+ Recovery rating 5(25%) 4(30%) Ratings Affirmed Kraton Polymers Holdings B.V. Kraton Polymers LLC Senior Secured BB Recovery rating 1(95%) LAYNE CHRISTENSEN: Elects Cash Settlement for 4.25% Senior Note --------------------------------------------------------------- Layne Christensen Company delivered on May 14, 2018 a notice of settlement method pursuant to Section 10.03(a)(i)(A) of the Indenture, dated as of Nov. 12, 2013, among Layne Christensen Company and U.S. Bank National Association, as trustee relating to the Company's 4.25% Convertible Senior Notes due 2018. The Notice was delivered to the holders of the Notes through the Trustee. In the Notice, the Company elected cash settlement as the settlement method for conversion of the Notes with conversion dates occurring on or after May 15, 2018, and prior to the close of business on the scheduled trading day immediately preceding the maturity date for the Notes. 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. Layne Christensen reported a net loss of $27.31 million for the year ended Jan. 31, 2018, compared to a net loss of $52.23 million for the year ended Jan. 31, 2017. 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. 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. LEGAL COVERAGE: Trustee Wants to Use Cash Collateral Until May 28 ----------------------------------------------------------------- Leslie Beth Baskin, the Chapter 11 Trustee for The Legal Coverage Group, Ltd., asks the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to authorize the use of cash collateral from the week of May 7, 2018 through the week of May 28, 2018. The Trustee has reviewed the financial records made available to her since her appointment. Based upon current information, which Trustee believes to be reliable, the Debtor's income exceeds its expenses on a monthly basis. The Trustee notes that Debtor's expenses include salaries, payroll taxes (previously not withheld prior to Trustee's appointment), general business and workers' compensation insurance, critical IT and telephone expenses. The Trustee maintains a Debtor-in-Possession account at Citizens Bank which on any day has a balance of $55,000 to $60,000, consisting of funds from prior revenues collected. On March 16, 2018, the Court entered an Interim Consent Order authorizing the Debtor to use cash collateral of existing secured party and granting adequate protection for such use. The March 16 Order allowed, inter alia, the Debtor to pay the barebones expenses of payroll for 2 weeks (no exceeding $14,340), a certain portion of the prior unpaid payroll (up to $8,000), and $1,000 to Smart IP Solutions. Based on an email dated April 11, 2018, Prudential consented to the use of cash collateral pursuant to a budget submitted by the Debtor and Trustee. However, Prudential had only consented to the use of cash collateral through the week of April 23, 2018, despite the barebones nature of the request for continued use of cash collateral. On April 17, 2018, at the urging of the Court, Prudential stipulated to the continued use of cash collateral pursuant to the barebones budget through the week of April 30, 2018. Trustee also requests that the Court grant Prudential security interests in and upon the Debtor's personal property and the cash collateral, whether such property was acquired before or after the Petition Date, to the extent: (i) that Prudential's prepetition security interests in the collateral are valid and perfected, and (ii) of the amount of any diminution in value of Prudential's collateral. The replacement liens will protect Prudential's interests from any potential depreciation and deterioration. In addition, Prudential will also be adequately protected as a result of the continuation of the Debtor's. A full-text copy of the Trustee's Motion is available at http://bankrupt.com/misc/paeb18-10494-235.pdf About The Legal Coverage Group The Legal Coverage Group Ltd., also known as LCG, Ltd., is a Pennsylvania Subchapter S corporation. LCG, the exclusive provider of HELP Legal Plan, was founded in 1995 to modernize and ultimately perfect the concept of the employee legal plan. Headquartered in the suburbs of Philadelphia, Pennsylvania, HELP is a privately-held employee legal plan servicing worksites of all sizes and industries on a regional and national level, while maintaining the industry's highest rates of retention through unparalleled, unlimited, and fully comprehensive benefits services provided by only partner level attorneys. LCG sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 18-10494) on Jan. 26, 2018. In the petition signed by CEO Gary A. Frank, the Debtor estimated assets of $100 million to $500 million and liabilities of $10 million to $50 million. Judge Jean K. FitzSimon presides over the case. Dilworth Paxson LLP is the Debtor's legal counsel; and Wipfli LLP, as tax advisor. On March 13, 2018, Leslie Beth Baskin was appointed Chapter 11 trustee in Debtor's bankruptcy proceeding. LEVERETTE TILE: Has Until July 17 to Confirm Plan of Liquidation ---------------------------------------------------------------- The Hon. Catherine Peek McEwen of the U.S. Bankruptcy Court for the Middle District of Florida, at the behest of Leverette Tile, Inc., has extended the Debtor's exclusive period to confirm its plan through July 17, 2018. On April 2, 2018, the Debtor filed its Plan of Liquidation and Disclosure Statement. Currently, the consolidated hearing on the final approval of the Debtor's Disclosure Statement and Confirmation of its Plan is scheduled to take place on July 17, 2018 at 1:30 p.m. Accordingly, the Debtor requested that its exclusivity period to confirm its plan pursuant to 1129(e) be extended from May 31, 2018 through the confirmation hearing date, or July 17, 2018. About Leverette Tile Leverette Tile, Inc., based in Hudson, Florida, is a kitchen and bath remodeling contractor and a granite countertop and cabinet fabricator. Leverette Tile filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-07840) on Sept. 5, 2017. Brian Leverette, president, signed the petition. The Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities as of the bankruptcy filing. Alberto F. Gomez, Jr., Esq., at Johnson Pope Bokor Ruppel & Burns, LLP, serves as bankruptcy counsel to the Debtor; and Donica Law Firm, PA, and Herbert R. Donica, Esq. as special counsel No official committee of unsecured creditors has been appointed. MALLINCKRODT PLC: S&P Lowers CCR to 'BB-', Outlook Stable --------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Mallinckrodt PLC to 'B+' from 'BB-'. The outlook is stable. S&P said, "We also lowered the issue-level rating on the company's senior secured debt to 'BB' from 'BB+'. The recovery rating on this debt remains '1', reflecting our expectation for very high (90%-100%; rounded estimate: 95%) recovery in the event of payment default. In addition, we lowered the issue-level rating on the senior unsecured debt to 'B+' from 'BB-'. The recovery rating on this debt remains '4', reflecting our expectation for average (30%-50%; rounded estimate: 30%) recovery in the event of payment default. "At the same, we lowered the issue-level rating on the subordinated debt to 'B+' from 'BB-'. The recovery rating on this debt remains '6', reflecting our expectations for negligible (0%-10%; rounded estimate: 0%) recovery in the event of payment default. "The ratings downgrade reflects our expectation that lower projected 2018-2019 EBITDA, along with potentially lower-than-expected proceeds from the sale of the generics business used to reduce debt, would likely result in Mallinckrodt's leverage sustained firmly above 5x in 2018-2019. The downgrade also reflects increasing operational risks, including potential competition for H.P. Acthar Gel and INOmax, the challenging reimbursement environment for H.P. Acthar Gel, and increasing opioid-related lawsuits against the company. The combination of these factors results in a weaker credit profile, making the company more similar to the 'B+' rated peers. "The stable outlook reflects our expectation that low-single-digit revenue growth of the company's branded products portfolio and EBITDA margins of around 40% will result in solid free cash flow generation of around $500 million in 2018-2019 and leverage in the 5x-5.5x range." MARQUIS DIAGNOSTIC: Needs Time to Choose Best Restructuring Plan ---------------------------------------------------------------- Marquis Diagnostic Imaging, LLC and its debtor-affiliates ask the U.S. Bankruptcy Court for the Northern District of Georgia to extend the exclusive periods in which only the Debtors can: (a) propose and file a Chapter 11 plan to through and including October 7, 2018; and (b) solicit and obtain acceptance thereto to through and including December 6, 2018. The Court will hold a hearing on June 5, 2018 at 10:00 a.m. to consider extending Debtors' exclusive periods. The initial 120-day exclusivity period in which only the Debtors may file a Chapter 11 plan and the 180-day exclusivity period in which only the Debtors may solicit and obtain acceptances thereof in the earliest Cases filed by the Debtors are currently set to expire on June 9, 2018, and Aug. 8, 2018, respectively. The Debtors assert that cause exists to extend the exclusivity periods in these cases, among others: (a) This is the first request for an extension which has been filed in these cases, and these cases are still in their early stages and the Debtors require additional time to restructure their affairs. (b) The Debtors anticipate engaging in a sale process to sell their business and assets as a going concern -- at this early stage of the Cases, the Debtors management is focused on this process. (c) This process will largely shape whatever plan that might be filed in these cases. If there are more than sufficient funds to pay the Debtors' primary secured creditor, any plan in these Cases will require a complex analysis to determine the allocation of the Debtors' respective assets and liabilities. The formulation of a plan should be delayed until there is a better sense of what assets will be available for distribution and how they can be distributed. Because the Debtors need more time to determine the best course of action to propose in a plan and for the ultimate disposition of this case, the Debtors submit that cause exists to extend exclusivity in these Cases. About Marquis Diagnostic Imaging Marquis Diagnostic Imaging, LLC, is an outpatient diagnostic imaging center that provides a comprehensive exam for patients experiencing serious heart conditions, stroke and other life-threatening diseases. Marquis offers MRI (Magnetic Resonance Imaging), CT (Computed Tomography), Ultrasound, and X-ray services. The Company maintains its facilities in Gilbert and Phoenix, Arizona. Marquis Diagnostic Imaging, LLC and its affiliates Marquis Diagnostic Imaging of North Carolina, LLC and Marquis Diagnostic Imaging of Arizona, LLC, sought Chapter 11 protection (Bankr. N.D. Ga. Case Nos. 18-52365, 18-52367 and 18-52380, respectively) on Feb. 9, 2018. In the petitions signed by Venesky, authorized representative, MD Imaging, LLC, estimated $1 million to $10 million in assets and up to $50,000 in debt; MD Imaging of NC estimated up to $50,000 in assets and $1 million to $10 million in liabilities; and MD Imaging of Arizona estimated $1 million to $10 million in assets and debt. Henry F. Sewell, Jr., Esq., of the Law Offices of Henry F. Sewell, Jr., serves as counsel to the Debtors. No trustee, examiner or official committee of unsecured creditors has been appointed in any of the Debtors' cases. MCDERMOTT INTERNATIONAL: S&P Affirms B+ Rating, CB&I Merger Closed ------------------------------------------------------------------ U.S.-based engineering and construction company McDermott International Inc. completed its combination with Chicago Bridge & Iron Co. N.V. (CB&I). S&P Global Ratings affirmed its 'B+' corporate credit rating on McDermott International Inc. and removed the rating from CreditWatch, where we placed it with negative implications on Dec. 19, 2017. The outlook is stable. S&P said, "At the same time, we affirmed our 'BB-' issue-level rating on the company's $2.26 billion senior secured term loan due in 2025 issued by subsidiaries McDermott Technology (Americas) Inc., McDermott Technology (US) Inc., and McDermott Technology B.V. The '2' recovery rating is unchanged, indicating our expectation for substantial (70%-90%; rounded estimate: 70%) recovery in the event of a default. We also affirmed our 'B-' issue-level rating on the company's $1.3 billion unsecured notes due 2024 issued by McDermott Technology (Americas) Inc. and McDermott Technology (US) Inc. The '6' recovery rating is unchanged, indicating our expectation for negligible (0%-10%; rounded estimate: 0%) recovery in the event of a default. "The affirmation reflects our view that the additional debt issued to finance the combination with CB&I is offset by the resulting overall business risk improvement. We expect pro forma 2018 adjusted debt to EBITDA will be around 5x and FOCF to adjusted debt in the low-single-digit percent area, supported by a combined backlog of projects. "The stable outlook reflects our view that 2018 credit measures will weaken as a result of the business combination. We expect adjusted debt to EBITDA will be around 5x and FOCF to adjusted debt in the low-single-digit percent area. This is supported by the company's backlog of projects. We expect that the company will not experience meaningful project losses in this period, with stable financial performance on the company's focus projects in the power and LNG markets. "We could lower the rating over the next 12 months if adjusted debt to EBITDA does not improve below 5x. This could occur if the company experiences meaningful unexpected losses on its contracts, working capital uses do not decline in the next 12 months as we expect, or the company encounters unexpected integration challenges. "We could raise the rating over the next 12 months if FOCF to adjusted debt averages close to 10% over the business cycle. This could occur if the company realizes its expected merger synergies ahead of schedule while successfully executing on its contracts without any major cost overruns or project losses, using FOCF to repay debt balances." METROPOLITAN DIAGNOSTIC: May Use Cash Collateral Through May 31 --------------------------------------------------------------- The Hon. Timothy A. Barnes of the U.S. Bankruptcy Court for the Northern District of Illinois has signed a sixth interim order authorizing Metropolitan Diagnostic Imaging, Inc., to use cash collateral through and including May 31, 2018. The Debtor's Motion for Use of Cash Collateral is continued for further hearing to May 30, 2018 at 10:30 a.m. The Debtor may use cash collateral to the extent of plus or minus 10% of each line item set forth on the Budget. The approved Budget for the period ending May 31, 2018 provides total operating expenses of $107,420. The Bancorp Bank is granted and will have replacement liens in and to the collateral which will have the validity, perfection and enforceability as the prepetition liens held by Bancorp Bank. In addition, the Debtor will make an unallocated adequate protection payment to Bancorp Bank in the amount of $10,000 on or before May 18, 2018. A full-text copy of the Sixth Interim Order is available at http://bankrupt.com/misc/ilnb17-35285-110.pdf About Metropolitan Diagnostic Imaging Based in Chicago, Illinois, Advanced Medical Imaging Center, Inc. -- https://www.amic-chicago.com/ -- has been providing radiological services since 1985. Its services include diagnostic breast MRI, digital screening mammography, high field MRI/MRA, open MRI/MRA, digital general x-ray, ultrasound, multi-detector CT/CTA, DEXA and fluoroscopy/arthrography. Metropolitan Diagnostic Imaging, d/b/a Advanced Medical Imaging, Inc., filed a Chapter 11 petition (Bank. N.D. Ill. Case No. 17-35285) on Nov. 28, 2017. In the petition signed by Moqueet Syed, its president, the Debtor estimated $1 million to $10 million in both assets and liabilities. The case is assigned to Judge Timothy A. Barnes. The Debtor's legal counsel is Gregory K. Stern P.C. MIDATECH PHARMA: BDO LLP Raises Going Concern Doubt --------------------------------------------------- Midatech Pharma Plc filed with the U.S. Securities and Exchange Commission its annual report on Form 20-F, disclosing a net loss of £16.06 million on £7.60 million of total revenue for the year ended December 31, 2017, compared to a net loss of £20.16 million on £6.92 million of total revenue for the year ended in 2016. The audit report of BDO LLP in Reading, United Kingdom, states that the Company has suffered recurring losses from operations and has an accumulated deficit that raises substantial doubt about its ability to continue as a going concern. The Company's balance sheet at December 31, 2017, showed total assets of £49.22 million, total liabilities of £14.55 million, and a total stockholders' equity of £34.68 million. A copy of the Form 20-F is available at: https://is.gd/DNdRK5 About Midatech Pharma Plc Headquartered in United Kingdom, Midatech Pharma Plc focuses on the development and commercialization of multiple, high-value, targeted therapies for major diseases with high unmet medical need in the nanomedicine field. MILLER'S ALE: S&P Assigns 'B-' Corp Credit Rating, Outlook Stable ----------------------------------------------------------------- Casual dining restaurant chain operator Miller's Ale House Inc. plans to issue new debt to refinance its existing capital structure and pay a dividend to shareholders. S&P Global Ratings assigned its 'B-' corporate credit rating to Florida-based casual dining restaurant chain operator Miller's Ale House Inc. The outlook is stable. S&P said, "At the same time, we assigned our 'B-' issue-level rating and '3' recovery rating to the company's proposed senior secured debt, consisting of a $35 million cash flow revolver due 2023 and a $250 million term loan due 2025. The '3' recovery rating indicates our expectation for meaningful (50%-70%, rounded estimate: 55%) recovery in the event of a payment default." The ratings on Miller's reflect its relatively small operating scale and market position in the intensely competitive casual dining segment, significant concentration in Florida, exposure to fluctuations in commodity prices, rising labor costs, and an aggressive financial policy. Partly offsetting these factors are the company's consistent track record of modestly positive same-store sales growth, high average unit volume (AUV) relative to casual dining peers, and the breadth of its menu offering that allows for a relatively diverse exposure to commodity costs. S&P said, "The stable outlook reflects our expectation that the company will continue developing new units, resulting in modest EBITDA base expansion. This will lead to adjusted debt to EBITDA in the mid- to high-5x area and FFO to debt in the low-11% area at fiscal year-end 2018. We expect the company will have sufficient liquidity for operating needs from cash flow generation and will rely partly on the cash flow revolver to finance capital expenditures, resulting in negative free operating cash flow in 2018. "We could lower the rating if operating performance is meaningfully below our expectations, driven by declining same-store sales or margin contraction because of elevated commodity prices or labor costs. Additionally, a larger–than-expected shortfall in cash flow could constrain liquidity, ultimately pressuring the company's ability to service its debt obligations and leading us to believe the company's capital structure is unsustainable. "We could raise the rating if the company broadens its scale of operations and reduces its regional concentration, such that we would have a more favorable view of its business risk. Under this scenario, the company would meaningfully grow its profits through continued new store development while maintaining or improving margins, resulting in FFO to debt approaching the mid-teen percent area and modestly positive free operating cash flow on a sustained basis." MILLERBERND SYSTEMS: May Use Cash Collateral on Interim Basis ------------------------------------------------------------- The Hon. Michael E. Ridgway of the U.S. Bankruptcy Court for the District of Minnesota authorized Millerbernd Systems, Inc., to use cash collateral on an interim basis. Millerbernd is also authorized to grant a replacement lien to Security Bank & Trust Co. on all assets of the Debtor-In-Possession to the extent of use of cash collateral, which replacement lien will have the same priority, dignity and effect as the prepetition lien held by said creditor. Assets excluded from the replacement lien are Millerbernd's bankruptcy causes of action. A further hearing on the Cash Collateral Motion will be held on May 23, 2018 at 2:30 p.m. A copy of the Interim Order is available at http://bankrupt.com/misc/mnb18-41286-12.pdf About Millerbernd Systems Millerbernd Systems, Inc., is a manufacturer of sanitary stainless steel equipment serving the food & beverage, pharmaceutical, agri-food, industrial, utilites, wind energy and construction industries. It operates out of a 105,000-square-foot manufacturing facility in Winsted, Minnesota. Millerbernd Systems sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Minn. Case No. 18-41286) on April 23, 2018. In the petition signed by CEO Ralph Millerbernd, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Michael E. Ridgway presides over the case. Steven B. Nosek, Esq., and Yvonne R. Doose, Esq., who have an office in St. Anthony, Minnesota, serve as the Debtor's bankruptcy counsel. James L. Snyder, the U.S. Trustee for Region 12 on May 3, 2018, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Millerbernd Systems, Inc. The committee members are: (1) Central McGowan; (2) McNeilus Steel, Inc.; and (3) Kway Express, Inc. MOGUL ENERGY: Case Summary & 6 Unsecured Creditors -------------------------------------------------- Debtor: Mogul Energy Partners I, LLC P.O. Box 1332 Tehachapi, CA 93581 Business Description: Mogul Energy Partners I, LLC is a privately held company whose principal place of business is located at 16214 Tehachapi Willow Springs Rd. Tehachapi, CA 93561. Chapter 11 Petition Date: May 15, 2018 Case No.: 18-11949 Court: United States Bankruptcy Court Eastern District of California (Fresno) Judge: Hon. Fredrick E. Clement Debtor's Counsel: Max D. Gardner, Esq. D. MAX GARDNER, ATTORNEY AT LAW 1712 19th Street, Suite 123 Bakersfield, CA 93301 Tel: 661-888-4335 Email: dmgardner@dmaxlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Jeff Patterson, co-managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's six unsecured creditors is available for free at: http://bankrupt.com/misc/caeb18-11949.pdf NIGHTHAWK PRODUCTION: Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------------- Affiliates that concurrently filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Nighthawk Production LLC 18-11172 1805 Shea Center Dr., Suite 290 Highlands Ranch, CO 80129 Oilquest USA LLC 18-11173 1805 Shea Center Dr., Suite 290 Highlands Ranch, CO 80129 Business Description: Nighthawk Production LLC and Oilquest USA LLC are an oil and gas exploration and production companies headquartered near Denver, Colorado, and operating solely in Colorado where they hold interests in more than 150,000 net mineral acres in and around Lincoln County. Nighthawk Production LLC and OilQuest USA LLC are each filing a motion requesting the joint administration of their Chapter 11 cases for procedural purposes only under the case number assigned to Nighthawk Royalties LLC, Case No. 18- 10989. Visit http://www.nighthawkenergy.com for more information. Chapter 11 Petition Date: May 15, 2018 Court: United States Bankruptcy Court District of Delaware (Delaware) Judge: Hon. Brendan Linehan Shannon Debtors' Counsel: Dennis A. Meloro, Esq. GREENBERG TRAURIG, P.A. The Nemours Building 1007 North Orange Street, Suite 1200 Wilmington, Delaware 19801 Tel: (302) 661-7000 Fax: (302) 661-7360 Email: melorod@gtlaw.com - and - Mark D. Bloom, Esq. Paul J. Keenan Jr., Esq. John R. Dodd, Esq. Ari Newman ,Esq. GREENBERG TRAURIG, P.A. 333 S.E. 2 nd Avenue, Suite 4400 Miami, FL 33131 Tel: (305) 579-0500 Fax: (305) 579-0717 Email: bloomm@gtlaw.com keenanp@gtlaw.com doddj@gtlaw.com newmanar@gtlaw.com Debtors' Investment Banker: SSG ADVISORS, LLC Debtors' Claims Agent: JND CORPORATE RESTRUCTURING 8269 E. 23rd Avenue, Suite 275 Denver, CO 80238 Tel: 855-812-6112 Website: http://www.jndla.com/cases/nighthawk Estimated Estimated Assets Liabilities ---------- ----------- Nighthawk Production $10 mil.-$5 million $10 mil.-$50 million Oilquest USA LLC $0-$50,000 $10 mil.-$50 million The petitions were signed by Richard McCullough, president. Full-text copies of the petitions are available for free at: http://bankrupt.com/misc/deb18-11172.pdf http://bankrupt.com/misc/deb18-11173.pdf Consolidated List of Debtors' 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Commonwealth Bank of Australia Bank Loan Unknown 811 Main Street, Suite 4675 Houston, Texas 77002-6235 Attn: Jonathan Verlander Parker Levine Tel: (713) 341-9753 Email: parker.laville@cba.com.au Peter Gyllenhammar AB Note $1,928,320 F/K/A Bronsstadet AB Linnegatan 18 Stockholm, Sweden 114 47 Peter Gyllenhammar Email: peter@bronsstadet.se carina@bronsstadet.se Tom Stendahl Note $897,350 Attn: Chemin de Clambin 61 936 Verbier, Switzerland Tel: 41 79 95 84143 Email: tom@tallis.ch Muirfield Invest AB/Muierfield AB Note $700,850 Kungstatan 6 252 21 Helsingborg Sweden Claes Kinell (Muierfield Invest AB) 46 703 38 0641 Email: claes.kinell@muirfield.se Utilico Investments Limited Note $655,000 Trinity Hall 43 Cedar Ave Hamilton HM12 Bermuda Mark Lebbell Email: Mark.Lebbell@fandc.cm Forbus Holding AB Note $427,060 Gardsvagan 4 387 92 Borhom Sweden Rolf Nilsson (Forbus Holding AB) 46 708 11 81 00 Email: rolf.nilsson@forbus.com Catella Bank S.A. Note $383,175 2-4 Avenue Marie-Therese L-2132 Luxembourg Email: lennart.rutholm@banqueinvik.lu Felix Folkebo Note $392,290 35 Fue de Canach 5368 Schutttrange Luxembourg Felix Folkebo Email: Felix@folkebo.com Magnus Claesson Note $251,520 51 Route de Vermala 3963 Crans-Montana, Switzerland Email: musse.claesson@gmail.com Thomas Morne Note $251,520 53 Avenue Pasteur L-2311 Luxembourgh Email: thomas@morne.com SportMaster AB Sportmaster Note $196,500 International AB Kullaviks Email: jan.bokerkull@cafasfigheter.se Daniel Stendahl Note $100,608 Email: daniel@tallis.ch Johan Stenstrom Note $13,100 Email: johan_strenstrom@hotmail.com Marcon Gonzales Note $13,100 Email: marco.gonzales@iec.se Peter Michael Levine Royalty Payment $2,970 C/O PLLG Limited 1200 Century Way, Thorpe Park Business Park Leeds LS15 8ZA Email: Daniel.Richardson@pllglimited.com Meetupcall Teleconference $473 Email: billing@meetupcall.com Services Nalco Company Chemicals & Unknown Email: kaalmasters@yahoo.com Field Service Provider Colorado Construction Group, Inc. Field Service Unknown Email: coloconstructiongrp@hotmail.com Provider Eastern Colorado Well Service, LLC Rig Service Unknown Provider Aspiration Europe Ltd. Professional Unknown Email: a.ovens@aspiration-europe.com Services OAKTREE SPECIALTY: S&P Alters Outlook to Stable & Affirms BB+ ICR ----------------------------------------------------------------- S&P Global Ratings said it revised the outlook on Oaktree Specialty Lending Corp. to stable from negative. S&P said, "We also affirmed the 'BB+' issuer credit rating and senior unsecured rating. "Our rating on Oaktree reflects the company's poorly performing legacy investments, offset by very low leverage and a diversified funding profile. "The stable outlook reflects our expectation that the company will operate with leverage as measured by debt to ATE of 0.70x to 0.85x in the long term. Our base-case scenario incorporates our expectation that the company will successfully refinance its 2019 unsecured notes, and we expect the company will continue to realize losses and operate with elevated nonaccruals over the next 12 months as it remediates legacy assets. "We could lower the rating if the company's leverage increases above 0.85x on a sustained basis or if the company's nonaccruals or realized and unrealized losses materially deteriorate. We could also lower the rating if the company's newly originated investments do not perform as expected. We expect an upgrade would depend on at least a full year of strong investment performance, including controlled levels of nonaccrual loans in the portfolio and improvements in realized and unrealized losses. Further, we would expect an upgrade to depend on successfully remediating the company's noncore legacy assets." OMEROS CORPORATION: Widens Net Loss to $30.1M in First Quarter -------------------------------------------------------------- Omeros Corporation filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $30.05 million for the three months ended March 31, 2018, compared to a net loss of $15.08 million for the three months ended March 31, 2017. For the quarter ended March 31, 2018, revenues were $1.6 million, all relating to sales of OMIDRIA. This compares to OMIDRIA revenues of $12.3 million for the same period in 2017. On a sequential quarter-over-quarter basis, OMIDRIA revenues decreased $12.2 million, which is attributable to reduced ASC and hospital purchasing following the scheduled loss of pass-through reimbursement status as of Jan. 1, 2018. As part of the Consolidated Appropriations Act, pass-through status for OMIDRIA was reinstated for a two-year period, effective Oct. 1, 2018 through Sept. 30, 2020. As of March 31, 2018, Omeros had $89.03 million in total assets, $118.25 million in total liabilities and a total shareholders' deficit of $29.21 million. Total costs and expenses for the three months ended March 31, 2018 were $29.3 million compared to $25.0 million for the same period in 2017. The increase in the current year quarter was primarily due to higher manufacturing scale-up costs for the OMS721 programs as Omeros continues to increase production capacity to meet anticipated clinical and commercial requirements as well as to incremental costs associated with initiating the OMS721 IgA nephropathy Phase 3 clinical trial. As of March 31, 2018, the company had $72.8 million of cash, cash equivalents and short-term investments available for operations and another $5.8 million in restricted investments. In addition, the company has requested $45.0 million currently available under the company's existing credit facility and expects funding to occur on May 18, 2018. "During the first quarter of 2018, we made tremendous progress in our MASP-2 program," said Gregory A. Demopulos, M.D., chairman and chief executive officer of Omeros. "We believe that we now have clear paths to accelerated approval for OMS721 in both stem-cell TMA and IgA nephropathy. With breakthrough therapy designations in both of these indications, we look forward to continuing to work closely with FDA and, for stem-cell TMA, we have initiated preparations for a BLA submission. Our PDE7 inhibitor OMS527 is poised to enter the clinic in mid-year and, in late 2019 through 2020, we expect to begin clinical trials for our MASP-3 antibody OMS906 and for our small-molecule MASP-2 inhibitors. A number of our GPCR programs are also moving toward the clinic, providing the potential for wholly new mechanisms for the treatment of a broad range of diseases and disorders, including cancers. With the Omeros team and the reinstatement of CMS separate payment for OMIDRIA, we believe that we will have the resources to deliver on the immense promise of these programs to benefit patients, many of whom have conditions for which there are no treatments." A full-text copy of the Form 10-Q is available for free at: https://is.gd/rwPBVk About Omeros Corporation Omeros Corporation -- http://www.omeros.com-- is a commercial-stage biopharmaceutical company committed to discovering, developing and commercializing small-molecule and protein therapeutics for large-market as well as orphan indications targeting inflammation, complement-mediated diseases and disorders of the central nervous system. The Company's drug product OMIDRIA (phenylephrine and ketorolac intraocular solution) 1% / 0.3% is marketed for use during cataract surgery or intraocular lens (IOL) replacement to maintain pupil size by preventing intraoperative miosis (pupil constriction) and to reduce postoperative ocular pain. In the European Union, the European Commission has approved OMIDRIA for use in cataract surgery and other IOL replacement procedures to maintain mydriasis (pupil dilation), prevent miosis (pupil constriction), and to reduce postoperative eye pain. Omeros has multiple Phase 3 and Phase 2 clinical-stage development programs focused on: complement-associated thrombotic microangiopathies; complement-mediated glomerulonephropathies; Huntington's disease and cognitive impairment; and addictive and compulsive disorders. In addition, Omeros has a diverse group of preclinical programs and a proprietary G protein-coupled receptor (GPCR) platform through which it controls 54 new GPCR drug targets and corresponding compounds, a number of which are in preclinical development. The company also exclusively possesses a novel antibody-generating platform. The Company is headquartered in Seattle, Washington. OMEROS incurred a net loss of $53.48 million for the year ended Dec. 31, 2017, compared to a net loss of $66.74 million for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Omeros had $116.3 million in total assets, $119.14 million in total liabilities and a total shareholders' deficit of $2.81 million. Ernst & Young LLP, in Seattle, Washington, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2017, stating that the Company has suffered recurring losses from operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. OPTOMETRX OPTOMETRY: May Use Up to $43,000 Cash Collateral ---------------------------------------------------------- The Hon. Sheri Blueblond of the U.S. Bankruptcy Court for the Central District of California authorized Optometrx Optometry, Inc., d/b/a Optometrx Optometry, to use cash collateral for the interim period from the Petition Date through May 18, 2018. The Debtor is allowed to use up to $43,000 in cash collateral to pay only the necessary expenses set forth in the Budget and to deviate from the total expenses contained in the Budget for the Budgeted Period by no more than 10%. The carve outs to the secured creditors and the professionals set forth in the Budget will not be paid until and unless the Court will order otherwise. Likewise, any interest to any creditor will not be paid until and unless the Court approves of such payment. In addition, insiders will not be paid unless otherwise agreed through the insider compensation process. The validity and priority of the Alleged Secured Creditors and their liens will be determined by the Court in the future. The Alleged Secured Creditors that are determined hereafter to have an actual security interest in the Debtor's cash collateral are granted a replacement lien upon all post-petition assets of the Debtor's estate, except any Avoidance Actions, to the extent of the Debtor's use of cash collateral during the Budgeted Period, with such replacement liens to have the same validity and priority as their respective lien, if any, upon the Debtor's pre-petition assets. The final hearing on the Cash Collateral Motion will be held on May 16, 2018 at 11:00 a.m. A full-text copy of the Order is available at http://bankrupt.com/misc/cacb18-14208-44.pdf About Optometrx Optometry Optometrx Optometry, Inc., d/b/a Optometrx Optometry, filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 18-14208) on April 12, 2018. In the petition signed by Alvin Lo, CEO, the Debtor estimated $100,000 to $500,000 in assets and $500,000 to $1 million in liabilities. The Debtor is represented by Robert M. Yaspan, Esq., at the Law Firm of Robert M. Yaspan. PARKINSON SEED: Case Summary & 15 Unsecured Creditors ----------------------------------------------------- Debtor: Parkinson Seed Farm, Inc. P.O. Box 326 Saint Anthony, ID 83445 Business Description: Parkinson Seed Farm, located in Saint Anthony, Idaho, farms approximately 7,200 acres of potatoes. Currently Parkinson Seed Farm raises seed potatoes, hard red and hard white wheat, as well as a small amount of alfalfa (mostly to feed horses for recreational purposes). The Company raises eleven of what it considers to be more mainstream varieties such as the Russet Burbank, Ranger, three different line selections of Russet Norkotah, white varieties such as Cal Whites and Atlantics, and reds like the Dark Red Norland. Parkinson Seed Farm was founded in 1937. Visit http://www.parkinsonseedfarm.comfor more information. Chapter 11 Petition Date: May 15,2018 Case No.: 18-40412 Court: United States Bankruptcy Court District of Idaho (Pocatello) Judge: Hon. Joseph M. Meier Debtor's Counsel: Brent T. Robinson, Esq. ROBINSON & ASSOCIATES 615 H Street P.O. Box 396 Rupert, ID 83350-0396 Tel: (208) 436-4717 E-mail: btr@idlawfirm.com Total Assets as of Dec. 31, 2017: $6.11 million Total Liabilities as of Dec. 31, 2017: $26.92 million The petition was signed by Dirk Parkinson, president. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/idb18-40412.pdf List of Debtor's 15 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Valley Agronomics LLC Cruiser MAXX $284,706 520 East Moody Road Potatoes PO Box 459 Rexburg, ID 83440-0459 Brad Barnes Tel: (208) 358-2756 BioWest Ag Solutions Crop Inputs $40,879 Golden West Irrigation Irrigation Parts & $35,500 Repairs Rain for Rent Irrigation Parts $27,419 and/or Repairs Maupin Welding Equipment Repairs $21,850 Fall River Rural Electric Utilities $21,241 C & B Operations, LLC Parts & Repairs $12,858 Kenworth Sales $11,203 Madison County Implement Parts & Repairs $10,892 Necternal, LLC $7,862 GroupAg LLC Seed $7,584 Milestone $3,876 Snake River Farmers Assoc $2,100 Spudnik Equipment Co. Parts & Repairs $1,313 Reinke Grain Co., Inc Red Spring Wheat Unknown PETSMART INC: Moody's Junks CFR to Caa1 on Weak Performance ----------------------------------------------------------- Moody's Investors Service downgraded PetSmart, Inc.'s Corporate Family Rating and probability of default rating to Caa1 and Caa1-PD from B2 and B2-PD respectively. Moody's also downgraded the rating of its senior secured term loan and senior secured notes to B3 from B1 and its senior unsecured notes to Caa3 from Caa1. The ratings outlook remains negative. "The downgrade reflects PetSmart's continued weak operating performance in its core brick and mortar business, which is well below our expectations. We do not expect its credit metrics, already weakened by the Chewy acquisition, to demonstrate any meaningful improvement in the next 12 months", Moody's lead retail analyst Mickey Chadha stated. "Like most high growth pure play online retailers we estimate Chewy will remain EBITDA negative for at least the next 12 months and our negative outlook reflects the uncertainty around PetSmart's ability to change the negative sales and margin trends in its brick and mortar operations and reducing it unsustainably high leverage considering the continued losses at Chewy and the increasingly competitive business environment", Chadha further stated. Downgrades: Issuer: PetSmart, Inc. Probability of Default Rating, Downgraded to Caa1-PD from B2-PD Corporate Family Rating, Downgraded to Caa1 from B2 Senior Secured Bank Credit Facility, Downgraded to B3 (LGD3) from B1 (LGD3) Senior Secured Regular Bond/Debenture, Downgraded to B3 (LGD3) from B1 (LGD3) Senior Unsecured Regular Bond/Debenture, Downgraded to Caa3 (LGD5) from Caa1 (LGD5) Outlook Actions: Issuer: PetSmart, Inc. Outlook, Remains Negative RATINGS RATIONALE PetSmart's Caa1 Corporate Family Rating reflects the company's weak credit metrics with lease adjusted debt/EBITDA of 8.6 times at January 28, 2018 with only modest deleveraging expected over the next 12 months. Leverage was at 5.4 times prior to the acquisition of Chewy. Moody's still believes the acquisition of Chewy is a good strategic move by PetSmart as it has exponentially increased its online penetration. However, as Chewy continues to grow its topline aggressively and incur increasing customer acquisition costs, Moody's expects its operating losses to continue. More importantly, the increasingly competitive business environment particularly from e-commerce and mass retailers has led to increased promotional activity which has negatively impacted PetSmart's top line and margins. Moody's expects this trend to accelerate in 2018. The rating also reflects PetSmart's position as the largest specialty retailer of pet food, supplies and services in the U.S., with a well-known brand and broad national footprint. The Chewy acquisition does offer some cost synergies in advertising, vendor product costs and overhead but these synergies have so far not been enough to offset the eroding profitability of the company. PetSmart's sizeable services offering is a positive as it provides a defensible market position and is less vulnerable to e-commerce. The pet products industry in general remains relatively recession resilient, driven by factors such as the replenishment nature of consumables and services and increased pet ownership. The company's credit profile is supported by its very good liquidity. The rating also reflects concerns surrounding the private equity ownership which gives rise to event risk surrounding shareholder-friendly financial policies. The negative outlook reflects the uncertainty around the company's ability to improve credit metrics in the next 12 months and the higher risk of a distressed exchange. Given the negative ratings outlook an upgrade is not likely over the near term. However, over time, sustained growth in revenue and profitability while demonstrating conservative financial policies, including the use of free cash flow for debt reduction, could lead to a ratings upgrade. Quantitatively, ratings could be upgraded if the company sustainably reduces debt/EBITDA to below 6.5 times and if EBITA/interest expense is sustained above 1.25 times while maintaining good overall liquidity. PetSmart's ratings could be downgraded if same store sales trends continue to deteriorate or if operating margins continue to erode, indicating that the company's industry or competitive profile continues to weaken. Ratings could also be downgraded if the company's financial policies were to become more aggressive, such as maintaining high leverage due to shareholder-friendly activities. Quantitatively, a ratings downgrade could occur if it appears that debt/EBITDA will be sustained above 8.0 times or EBITA/interest will be sustained below 1.0 times. PetSmart, Inc. is the largest specialty retailer of supplies, food, and services for household pets in the U.S. The company currently operates close to 1,600 stores in the U.S. and Canada. Revenues totaled 8.7 billion for fiscal year 2017. PetSmart also owns Chewy, a leading online retailer of pet food and products in the United States. The principal methodology used in these ratings was Retail Industry published in May 2018. PLANTRONICS INC: S&P Affirms 'BB' Corp Credit Rating, Outlook Neg. ------------------------------------------------------------------ S&P Global Ratings affirmed its 'BB' corporate credit rating on Santa Cruz, Calif.-based Plantronics Inc. S&P removed all ratings from CreditWatch, where it placed them with negative implications on March 29, 2018. The outlook is negative. S&P said, "We also assigned our 'BB' issue-level and '3' recovery ratings to the company's recently announced new senior secured first-lien credit facility, consisting of a $1.275 billion term loan and $100 million revolver. The '3' recovery rating indicates our expectation for meaningful (50%-70%; rounded estimate: 55%) recovery for lenders in the event of a payment default. Finally, we lowered our issue-level rating on the company's senior unsecured notes to 'BB-' from 'BB' and revised our recovery rating to '5' from '3'. The '5' recovery rating indicates our expectation for modest (10%-30%, rounded estimate: 10%) recovery prospects in the event of a payment default. "The negative outlook reflects our view that adjusted pro forma leverage will likely reach the high-3x area at transaction close, which is above our previously published downgrade threshold of 3x. While we expect leverage to decrease over the next 12 months as the company realizes cost synergies and achieves modest organic revenue growth as a combined enterprise, we believe there exist potential risks that could prevent the company from reducing adjusted leverage to the 3x area. These risks include integrating two businesses of similar scale and achieving meaningful cost synergies given cost cuts already undertaken at Polycom prior to the sale. Additionally, the potential for the company to experience revenue declines given its track record of uneven revenue growth in its consumer business segment, and declining legacy sales partially offsetting growth in the evolving unified communications (UC) industry further support the negative outlook. The company's consistent solid free cash flow generation, increasing traction in the fast-growing UC market, and commitment to deleveraging moderately attenuate these risks." The negative outlook reflects S&P Global Ratings' adjusted leverage in the high-3x area when the Polycom Inc. transaction closes, with the potential risk that intensified competition, integration, or other operational missteps could prevent the company from reducing leverage to near 3x within 12 months of transaction close. S&P said, "We could lower the rating on Plantronics if integration challenges, lower profitability stemming from competitive pressures, a failure to execute against planned cost synergies, or additional debt-funded acquisitions result in adjusted leverage sustained above 3x within 12 months of the close of the acquisition. "We could revise the outlook back to stable if the company is able to successfully integrate Polycom while achieving modest growth and adhere to its deleveraging plan leading to adjusted leverage sustained below 3x." POPLAR CREEK: Case Summary & 9 Unsecured Creditors -------------------------------------------------- Debtor: Poplar Creek, LLC 2401 W. Higgins Road Hoffman Estates, IL 60169 Business Description: Poplar Creek, LLC is a privately held company in Hoffman Estates, Illinois. Chapter 11 Petition Date: May 15, 2018 Case No.: 18-14161 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Hon. LaShonda A. Hunt Debtor's Counsel: David K Welch, Esq. BURKE, WARREN, MACKAY & SERRITELLA, P.C. 330 N. Wabash, 21st Floor Chicago, IL 60611 Tel: 312 840-7000 E-mail: dwelch@burkelaw.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by George M. Moser, manager. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/ilnb18-14161.pdf List of Debtor's Nine Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Corporate Sign Systems $600 Eckenhoff Saunders Architects $53,945 Higgins & $5,856 Barrington Commercial KLLM Architects Inc. $8,852 Madigan & Getzendanner $5,500 Nicholas Duric $20,000 RJ Augustine & $5,325 Assoc. LTD. CPAS Secretary of State $75 W-T Engineering Inc. $16,473 PULLARKAT OIL: Seeks Final Authorization to Use Cash Collateral --------------------------------------------------------------- Pullarkat Oil Venture, LLC, asks the U.S. Bankruptcy Court for the Northern District of Texas to authorize its use of the cash collateral on a final basis in order to meet ordinary and necessary business expenses. The Debtor claims that it has an immediate need for the cash and proceeds of accounts receivable resulting from the sale/rendering of prepetition goods and services. Approximately one 100% of the Debtor's revenue is collected through cash and credit card sales. The Debtor operates on a cash basis, and inventory (snacks, chips, soda, beer, and etc.) is purchased by the method of cash upon delivery. Even though the Debtor's business is thriving, the Debtor requires a period of reorganization to accomplish payment of liability owed to the Texas Comptroller of Public Accounts. The Debtor's obligation to the Texas Comptroller of Public Accounts constitutes a sales tax debt. The financial circumstances that led to the accrual of this liability are no longer a factor within Debtor's business practices. This is evidenced by the fact that the Debtor has remained current with its sales, excise, and use tax proceeding the 2013 audit. The Debtor is presently undergoing a sales tax audit which is currently estimated at $27,253. The Debtor and Comptroller have agreed to payment of the Comptroller's priority, secured and audit claims by Debtor making monthly payments including statutory interest of 5.5%. The interim order provides for payments of $4,317 monthly which included interest of 4.75%. The change in interest rates is caused by an increase in the prime rate. The Debtor agrees to make payments for 60 months beginning thirty days from the petition date (December 20, 2017). Moreover, the Debtor proposes to provide the Comptroller with replacement liens upon all property upon which the Comptroller had a perfected prepetition lien, but solely to the extent of their actual interest in the cash collateral and any diminution in their secured position as a result of the Debtor's use of the cash collateral,. In the last year, the Debtor has received $1,414,237 in accounts receivable, and has used approximately $1,314,588 in cash from those receivables for operations. Therefore, the Debtor anticipates that the Comptroller will be adequately protected from the Debtor's use of its accounts receivable by a replacement lien as set forth above. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/txnb17-44743-44.pdf About Pullarkat Oil Venture Pullarkat Oil Venture, L.L.C., filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 16-44743) on Nov. 20, 2017. The petition was signed by Renil Radhakrishnan, president. Judge Mark X. Mullin is assigned to the case. At the time of filing, the Debtor estimated $50,000 in assets and $500,000 to $1 million in liabilities. William F. Kunofsky, Esq., at the Law Office of William F. Kunofsky, is the Debtor's counsel. Stanley Fogel is the Debtor's accountant. QUALITY PRIMARY CARE: Seeks Authority to Use Cash Collateral ------------------------------------------------------------ Quality Primary Care, P.C., requests the U.S. Bankruptcy Court for the Northern District of Illinois to authorize its use of the cash collateral of Mercy Hospital and Medical Center. Mercy Hospital is the holder of a secured claim against the Debtor by virtue of a judgment entered against the Debtor in the original amount of $66,255, on March 19, 2018. Mercy Hospital has commenced collection activity against the Debtor by issuing Garnishment Summons against Lake Side Bank and citation on Aetna Health, Inc and Blue Cross and Blue Shield Association which has resulted in financial hardship on the Debtor and to date has netted little return on Mercy Hospital's judgment. As such, the income generated by the Debtor rendering services to patients constitutes cash collateral of Mercy Hospital by virtue of the outstanding citation lien and garnishment liens. The Debtor has an immediate need of the cash collateral of Mercy Hospital to operate its practice and meet its day to day expenses and to finance its Chapter 11 Reorganization. The Debtor will use the cash collateral to make expenditures set forth on the Budget. In order to provide Mercy Hospital adequate protection pursuant to 11 U.S.C. Section 361, the Debtor has agreed to: (A) Grant Mercy Hospital replacement liens subject to the attached proposed budget; (B) Limit its expenditures to the disbursements listed on the budget attached to the Cash Collateral Motion; and (C) Enter the Interim Order Authorizing the Debtor to Use Cash Collateral which will be substantially in the form of the Order which is attached to the Cash Collateral Motion. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/ilnb18-11238-9.pdf About Quality Primary Care Quality Primary Care, P.C., operates a Medical Practice at Mercy Hospital and Medical Center, 2525 S. Michigan Avenue, Chicago, Illinois. Quality Primary Care filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 18-11238), on April 17, 2018. In the petition signed by its president, Niva Lubin-Johnson, MD, the Debtor estimated less than $50,000 in assets and $50,000 to $100,000 in liabilities. The case is assigned to Judge Janet S. Baer. The Debtor is represented by: William E. Jamison, Jr., Esq. William E. Jamison & Associates 53 W. Jackson Blvd., Suite # 309 Chicago, IL 60604 Phone: (312) 226-8500 QUOTIENT LIMITED: Signs Separation Agreement with Former CEO ------------------------------------------------------------ In connection with Mr. Paul Cowan's departure as chief executive officer and director of Quotient Limited, the Company, Mr. Cowan and Deidre Cowan, Mr. Cowan's spouse and the sole shareholder of Quotient Biodiagnostics Group Limited, one of the Company's significant shareholders, entered into a separation agreement, dated as of May 7, 2018, pursuant to which: * all unvested options to acquire ordinary shares of the Company held by Mr. Cowan that are scheduled to vest within 12 months of the Separation Date will remain outstanding and vest and become exercisable on their regularly scheduled vesting dates; * all outstanding and vested Options held by Mr. Cowan will remain exercisable until the 12-month anniversary of the Separation Date after which they will expire; * all multi-year, performance-based restricted share units and restricted share units held by Mr. Cowan are terminated except for 30,000 RSUs that are eligible to vest upon receipt of CE-marking for the MosaiQ blood grouping consumable, which will remain outstanding and be eligible to vest upon receipt of the CE mark; * Mr. Cowan will receive a cash bonus of $496,000 for the fiscal year ended March 31, 2018, which will be paid on or prior to Aug. 1, 2018; and * all vested benefits under any other Company benefit plans, and any reimbursements Mr. Cowan is entitled to under current Company policies for periods before the Separation Date, will be paid or reimbursed to Mr. Cowan in accordance with the terms of the applicable plan or policy. In addition, pursuant to the Separation Agreement, Mr. Cowan will provide consulting services to the Company for a one-month period from the date of the Separation Agreement, for which services Mr. Cowan will be paid $44,583. After the Transition Period, Mr. Cowan will provide ad-hoc advisory services as reasonably requested by the board of the directors of the Company, for which services Mr. Cowan will be paid CHF 5,000 per day / CHF 600 per hour, plus reasonable out-of-pocket expenses. Mr. Cowan and certain related parties have executed a release of claims arising from Mr. Cowan's employment which they may have against the Company, and its officers, directors and employees. 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. R44 LENDING: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: R44 Lending Group, LLC a Delaware Limited Liability Company dba Park Granada Mobile Home Park 218 West Carson Carson, CA 90746 Business Description: R44 Lending Group, LLC owns in fee simple a real property located at 218 West Carson Street Carson CA 90746 valued by the company at $650,000. Chapter 11 Petition Date: May 15, 2018 Case No.: 18-15559 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Neil W. Bason Debtor's Counsel: Jeffrey S. Shinbrot, Esq. JEFFREY S. SHINBROT, APLC 8200 Wilshire Blvd, Ste 400 Beverly Hills, CA 90211 Tel: 310-659-5444 Fax: 310-878-8304 E-mail: jeffrey@shinbrotfirm.com Total Assets: $663,034 Total Liabilities: $3.02 million The petition was signed by Leo Starflinger, managing member. 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/cacb18-15559.pdf REAL ESTATE 2015-1: 16A Street Multi Res Calgary Loan on WatchList ------------------------------------------------------------------ DBRS Limited confirmed the ratings on the following classes of the Commercial Mortgage Pass-Through Certificates, Series 2015-1 issued by Real Estate Asset Liquidity Trust, Series 2015-1: -- Class A-1 at AAA (sf) -- Class A-2 at AAA (sf) -- Class B at AA (sf) -- Class C at A (sf) -- Class X at A (sf) -- Class D at BBB (sf) -- Class E at BBB (low) (sf) -- Class F at BB (sf) -- Class G at B (sf) All trends are Stable. The rating confirmations reflect the overall performance of the transaction since issuance. At issuance, the pool consisted of 46 loans with a trust balance of $335.0 million. Since issuance, there has been a collateral reduction of 7.5% due to scheduled amortization and repayment, with a remaining trust balance of $309.7 million. The transaction is currently reporting a weighted-average (WA) debt-service coverage ratio (DSCR) and debt yield of 1.70 times (x) and 11.3%, respectively. At issuance, the DBRS WA DSCR and debt yield was 1.50x and 9.6%, respectively. Based on the YE2016 financials, the top 15 loans are reporting a WA DSCR and debt yield of 1.67x and 11.0%, respectively. This represents a WA net cash flow (NCF) growth of 9.7% over DBRS NCF figures. As at the April 2018 remittance, there are two loans, representing 3.2% of the current pool balance, on the servicer's watch list. The York Industrial Leduc loan (Prospectus ID#15, 2.2% of the current pool) was added to the servicer's watch list as Raptor Manufacturing (Raptor) vacated the subject due to bankruptcy. However, Matrix Canada now occupies Raptor's vacated space as at September 2017, increasing the in-place occupancy rate to 100%. The 16A Street Multi Res Calgary loan (Prospectus ID#30, 1.2% of the current pool) was added to the servicer's watch list in February 2018 due to declining cash flow performance because of lower average rents stemming from the poor performance of Calgary's economy. The U-Haul SAC 3 Portfolio loan (Prospectus ID#35-38, 41-46; 3.7% of the current pool) is secured by a portfolio of ten individual loans backed by self-storage properties totaling 4,985 units across ten cities in Ontario. The portfolio is reporting a YE2016 WA DSCR of 1.91x, representing an improvement from the YE2015 WA DSCR of 1.82x. At issuance, DBRS shadow-rated this loan as investment grade. DBRS confirms the rating with this review as the performance of the loan remains consistent with investment-grade loan characteristics. Class X is an interest-only (IO) certificates that references multiple rated tranches. The IO rating mirrors the lowest-rated applicable reference obligation tranche adjusted upward by one notch if senior in the waterfall. Notes: All figures are in Canadian dollars unless otherwise noted. RENNOVA HEALTH: Raising $1.24M in Convertible Debenture Offering ----------------------------------------------------------------- Rennova Health, Inc. entered into additional issuance agreements on May 13, 2018 with two existing institutional investors of the Company. Under the Issuance Agreements, the Company will issue $1,240,000 aggregate principal amount of Senior Secured Original Issue Discount Convertible Debentures due Sept. 19, 2019 and will receive proceeds of $1,000,000. The closing of the offering is expected to occur on May 14, 2018, subject to customary closing conditions. The terms of the Debentures will be the same as those issued by the Company under the previously-announced Securities Purchase Agreement, dated as of Aug. 31, 2017, pursuant to which the Company issued $2,604,000 aggregate principal amount of Senior Secured Original Issue Discount Convertible Debentures due Sept. 19, 2019. The Debentures may also be exchanged for shares of the Company's Series I-2 Convertible Preferred Stock under the terms of the previously-announced Exchange Agreements, dated as of Oct. 30, 2017. The Debentures will be issued in reliance on the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended, and by Rule 506 of Regulation D promulgated thereunder as a transaction by an issuer not involving a public offering. About Rennova Health Rennova Health, Inc. -- http://www.rennovahealth.com/-- provides diagnostics and supportive software solutions to healthcare providers. The Company's principal lines of business are diagnostic laboratory services, supportive software solutions and decision support and informatics services. The company is headquartered in West Palm Beach, Florida. Rennova Health reported a net loss attributable to common shareholders of $108.53 million for the year ended Dec. 31, 2017, compared to a net loss attributable to common shareholders of $32.61 million for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Rennova Health had $6.29 million in total assets, $41.06 million in total liabilities, $5.83 million in redeemable preferred stock, and a total stockholders' deficit of $40.61 million. The report from the Company's independent accounting firm Green & Company, CPAs, in Tampa, Florida, the Company's auditor since 2015, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has significant net losses, cash flow deficiencies, negative working capital and accumulated deficit. Those conditions raise substantial doubt about the Company's ability to continue as a going concern. RIZVI & COMPANY: May Continue Using Cash Collateral Until Sept. 30 ------------------------------------------------------------------ The Hon. Barbara Ellis-Monro the U.S. Bankruptcy Court for the Northern District of Georgia has signed a second consent order authorizing Rizvi & Company, Inc., to use the cash collateral of Signature Bank of Georgia in the ordinary course of its business through the earliest to occur of: (i) any order of the Court modifying such authority; (ii) a default; or (ii) the close of business on September 30, 2018. The Debtor is granted limited use of cash collateral on hand as of the Petition Date or has received since the Petition Date, including all products and proceeds of (i) the collateral and (ii) all funds in all bank accounts, all of which constitute cash collateral, which will be deposited into the operating accounts maintained at SunTrust Bank (***1152) and Bank of America (***0919). Absent the prior express consent of Signature Bank of Georgia, the use of cash collateral from the operating account will be restricted to payment only of those expenses in the ordinary course of business as specified in the budget. The Debtor is authorized to pay quarterly fees to the U.S. Trustee. As of the Petition Date, the Debtor is indebted to Signature Bank of Georgia in the approximate amount of $155,637. Signature Bank is granted, as of the Petition Date, a continuing additional first-priority replacement lien (and a second-priority replacement lien for the real property) and security interest in and to all of the now existing or hereafter arising or after-acquired assets of the Debtor relating to the collateral, and in the operating account, to the same extent of the validity and priority of the prepetition liens granted to Signature Bank, in order to secure Debtor's obligations to Signature Bank. In addition, Signature Bank will be entitled to an administrative claim to the extent, if any, that the adequate protection for Debtor's use of cash collateral proves to be inadequate. Every month through Sept. 30, 2018, the Debtor is required to furnish to Signature Bank and its counsel, a rolling income and expense statement broken down in the same categories as the Budget, comparing actual income and expenses received and paid to date to the projected income and expenses. Signature Bank will have the right to inspect Debtor's books and records at the Debtor's offices or wherever the Debtor's records are maintained. Signature Bank will also have the right to inspect the collateral, the Debtor's business operations and the place of business and conduct any appraisals thereof. The Debtor's authority to use the cash collateral will terminate upon the occurrence of any of these events of default: (a) Failure of the Debtor to abide by the terms, covenants and conditions of the Second Consent Order or the Budget; (b) Failure of the Debtor to pay adequate protection to Signature Bank as follows: (i) within 3 business days from entry of the Second Consent Order, the amount of $2,000 for the month of April 2018 and to the extent already due, $2,000 for the month of May 2018; and (ii) within 3 business days after the end of each succeeding month through and including September 2018, the amount of $2,000; (c) The use of cash collateral for any purpose not authorized by the Second Consent Order; (d) Failure of the Debtor to pay U.S. Trustee's fees; (e) Appointment of Chapter 11 Trustee; (f) Conversion of Debtor's case to a case under Chapter 7; (g) Failure of the Debtor to have the Maike and Ali Policy maintained in full force and effect, naming Signature Bank as a primary beneficiary to the extent and amount owed by the Debtor to Signature Bank; or (h) Failure of the Debtor to consent to and support the entry of an order on Signature Bank's motion to lift the automatic stay to allow enforcement of Signature Bank's security interest in excess collateral. A full-text copy of the Second Consent Order is available at: http://bankrupt.com/misc/ganb17-67908-73.pdf About Rizvi & Company Rizvi & Company, Inc., owns and operates a bakery with three retail locations at (i) 12850 Highway 9, Suite 1200, Alpharetta, Georgia; (ii) 10800 Alpharetta Highway, Suite 300 Roswell, Georgia; and (iii) 320 Town Center Avenue, Suite C-9, Suwanee, Georgia. Rizvi & Company filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 17-67908) on Oct. 12, 2017. In the petition signed by CFO Ali Rizvi, the Debtor estimated up to $50,000 in assets and $500,000 to $1 million in liabilities. ROSENBAUM FARM: Seeks Continued Use of Farm Credit Cash Collateral ------------------------------------------------------------------ Rosenbaum Feeder Cattle, LLC, and Rosenbaum Farm, LLC, seek authorization from the U.S. Bankruptcy Court for the Western District of Virginia to use the cash collateral of Farm Credit of the Virginias, ACA pursuant to the Budget. Farm Credit asserts a first position priority security interest in all cash and cash equivalents resulting from the purchase and sale of cattle, including accounts and receivables of the Debtors, which constitute cash collateral. The Budget provides customary operational costs for the Debtors over a 19-week period with two exceptions: (1) the payment of $12,000 per month for bankruptcy counsel to be held in the escrow account of Stoll Keenon Ogden PLLC pending allowance of fees and expenses by the Court, and (2) the payment of U.S. Trustee fees. Furthermore, the amount budgeted for professional and expert fees will be increased to $20,000 per month for the months of June, July, and August if the parties conduct confirmation-related discovery and/or if any objections to the Debtors' proposed plan of reorganization are filed. The parties previously resolved the Debtors' Cash Collateral Motion through a Consent Order. Now, because the Consent Order currently provides for the use of cash collateral only through the week of April 30, 2018, the Debtors seek the Court's authorization to continue use of cash collateral. On April 18, 2018, the Court continued the hearing on the disclosure statement filed by the Debtors until May 3, 2018, and it reserved the dates of August 16 and 17, 2018, for a confirmation hearing. Farm Credit has indicated to the Debtors that it is likely to object to the Debtors' plan of reorganization as currently proposed. While the Debtors are diligently moving toward reorganization, the confirmation hearing will not occur until late August 2018. Without an Order allowed continued use of Cash Collateral through the confirmation hearing date, the Debtors cannot meet their ongoing obligations incurred in the ordinary course of business and value of the Debtors' estates cannot be preserved. The Debtors propose to grant Farm Credit liens in postpetition proceeds generated by the sale of collateral and in the collateral itself to the same extent, validity, and priority as existed on the Petition Date. The replacement liens will be subject only to any valid, enforceable, perfected, and non-avoidable liens. The replacement liens to be granted to Farm Credit will be in addition to, and not in lieu or substitution of, the rights, obligations, claims, security interests, and prepetition liens and priorities granted under the existing agreements between the parties. In addition to the Replacement Liens, Farm Credit, as a secured lender, will be entitled to a monthly payment of $20,000 in May, June, July, and August 2018 (previously, the monthly payment was $10,000 per month, but $20,000 monthly payments were made in February, March, and April) as adequate protection. A full-text copy of the Debtors' Motion is available at http://bankrupt.com/misc/vawb17-70963-120.pdf About Rosenbaum Farm and Rosenbaum Feeder Rosenbaum Farm, LLC and Rosenbaum Feeder Cattle, LLC, own a hog feedlot facility at 36000 Allison Lane, Glade Spring, Virginia. William McCann Rosenbaum and William Todd Rosenbaum are father and son respectively. William and Todd Rosenbaum are the sole owners of Rosenbaum Farm. The Farm has been in the Rosenbaum family for four generations. Rosenbaum Farm and Rosenbaum Feeder Cattle sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Va. Case Nos. 17-70962 and 17-70963) on July 20, 2017. William Todd Rosenbaum, its secretary and treasurer, signed the petitions. The Debtors' cases were consolidated for procedural purposes on Aug. 17, 2017. At the time of the filing, both Debtors estimated assets and liabilities of $1 million to $10 million. Judge Paul M. Black presides over the cases. The Debtors hired Stoll Keenon Ogden PLLC as bankruptcy counsel, and Browning, Lamie & Gifford, P.C., as local counsel. The Debtors hired Hicok, Fern & Company CPAs as their accountant and financial advisor. SAFE FLEET: S&P Cuts CCR to 'B-' on Acquisition, Outlook Stable --------------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on U.S.-based Safe Fleet Holdings LLC to 'B-' from 'B'. The outlook is stable. S&P said, "At the same time, we lowered our issue-level rating on Safe Fleet's first-lien term loan to 'B-' from 'B'. The recovery rating remains '3', indicating our expectation of meaningful (50%-70%; rounded estimate: 50%) recovery in a payment default scenario. "Additionally, we lowered our issue-level rating on Safe Fleet's second-lien term loan to 'CCC' from 'CCC+'. The recovery rating remains '6', indicating our expectation of negligible (0%-10%; rounded estimate: 0%) recovery in the event of a payment default. "The downgrade reflects our view that the incremental first-lien debt needed to fund the American Van acquisition will keep Safe Fleet's credit metrics elevated, particularly its adjusted-debt-to-EBITDA ratio. We expect the company's pro forma leverage to increase to about 7.8x following the transaction--and we anticipate that this figure will be elevated at above 8x at fiscal year-end 2018. While the incremental effect of the debt-funded transaction on the company's leverage isn't overly onerous by itself, we now forecast that Safe Fleet's adjusted-debt-to-EBITDA ratio will be inappropriate for it to sustain a 'B' rating during the next year. As well, the timing of the transaction--a mere few months following the leveraged buyout (LBO) by Oak Hill--speaks to an aggressive financial policy, which also influenced this rating decision. "The stable outlook reflects our expectation that favorable demand trends in Safe Fleet's end markets, management's operational improvement initiatives, and contributions from its recently acquired businesses will allow the company to maintain credit measures appropriate for the rating and adequate liquidity. While the company's leverage ratio will continue to be elevated during the next 12-18 months, we anticipate that free cash flow generation and debt repayment should reduce its adjusted-debt-to-EBITDA leverage ratio to 7x-7.5x by the latter part of 2019. "We could raise our ratings on Safe Fleet if the company establishes a track record of disciplined financial policies and reduces leverage beyond the expectations in our base-case scenario, either by applying more of its free cash flow to debt balances or by increasing EBITDA significantly. If the deleveraging (inclusive of potential acquisitions) is substantial, leading to sustained adjusted debt to EBITDA below 6.5x with future financial policies supportive of it, we could raise the ratings. "We could lower our ratings if a decline in the demand for the company's products causes its operating performance to weaken, limiting free cash generation and constraining liquidity while leverage is elevated. We could also lower our ratings if macro factors (such as an economic recession or abrupt increases in material costs and interest rates) or company-specific operational issues result in significantly lower earnings and cash flows and an unsustainable capital structure. This could cause the company to have difficulty meeting the fixed charges from its high debt burden and pressure liquidity, which could prompt us to lower the ratings." SALLY BEAUTY: S&P Cuts Corp Credit Rating to BB-, Outlook Negative ------------------------------------------------------------------ S&P Global Ratings lowered its corporate credit rating on Denton, Texas-based beauty retailer/distributor Sally Beauty Holdings Inc. to 'BB-' from 'BB+'. The outlook is negative. S&P said, "We lowered our issue-level rating on the company's $850 million term loan B due 2024, consisting of a $300 million fixed-rate tranche and $550 million floating-rate tranche, to 'BB+' from 'BBB-'. The '1' recovery rating is unchanged and indicates our expectation for very high (90-100%; rounded estimate: 95%) recovery in the event of default. "In addition, we lowered our rating on the senior unsecured notes (which includes the $200 million 5.50% notes due 2023 and $750 million 5.625% notes due 2025) to 'BB-' from 'BB+'. The '4' recovery rating is unchanged and indicates our expectation for average (30%-50%; rounded estimate: 30%) recovery in our default scenario. We do not rate the company's $500 million asset-based lending (ABL) facility due 2022. "The downgrade reflects the company's weak performance and our expectations that these trends will continue based on heightened competition, and its underinvestment in e-commerce and in-store initiatives. Second-quarter same-store sales were negative 1.4%, following a negative 2.2% in the first quarter. We expect prolonged weakness in the company's same-store sales trends to continue as e-commerce players and mass retailers meaningfully increase their market share. As a result, we think Sally Beauty could underperform our profit and cash flow expectations. Based on this, we revised our view of the company's business risk and management and governance scores to fair from satisfactory. "The negative outlook reflects our expectation that credit metrics will remain pressured as further performance weakness in both segments may cause the company to underperform our expectations. Though we recognize the company's efforts to balance its strategic initiatives and expansion into the online channel, competitive incursions from other players in the beauty supply industry could continue to challenge its market share. "We could lower the rating if we believe leverage will increase to 5x or higher and performance trends continue to decline. This scenario could occur if company same-store sales remain weak or adjusted EBITDA margins are about 300 basis points (bps) lower compared with our 2018 estimates, due to persistent competitive pressures that hurt profitability and lead to weakened cash flows. A negative rating action could also occur if the company adopts more aggressive shareholder remuneration policies. "We could revise our outlook to stable if debt to EBITDA improves below 4x and we are convinced that the company's competitive position and operating initiatives, such as expansion of its online channel or BSG segment, provides revenue and profit growth. This could come from better-than-expected operating performance with EBITDA margins improving 100 bps because of better same-store sales at SBS and meaningful benefits from its strategic initiatives." SANTOS CONSTRUCTION: Judge Signs Final Cash Collateral Order ------------------------------------------------------------ The Hon. Michael G. Williamson of the U.S. Bankruptcy Court for the Middle District of Florida has signed a final order authorizing Santos Construction Group, LLC to use the cash collateral of Synovus Bank and Kabbage, Inc. The Debtor is authorized to use cash collateral to pay: (a) amounts expressly authorized by the Court, including payments to the United States Trustee for quarterly fees; (b) the current and necessary expenses set forth in the budget, plus an amount not to exceed 10% for each line item; and (c) such additional amounts as may be expressly approved in writing by Synovus Bank and Kabbage, Inc. Synovus Bank and Kabbage, Inc will have perfected post-petition liens against cash collateral to the same extent and with the same validity and priority as their pre-petition liens, without the need to file or execute any document as may otherwise be required under applicable non bankruptcy law. In addition, the Debtor is required to maintain insurance coverage for its property in accordance with its obligations under the loan and security documents with Synovus Bank and Kabbage, Inc. A full-text copy of the Order is available at http://bankrupt.com/misc/flmb18-00486-66.pdf About Santos Construction Group Santos Construction Group, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-00486) on Jan. 23, 2018. In the petition signed by the Debtor's authorized member and representative, Andrew F. Santos, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. Buddy D. Ford, P.A., serves as counsel to the Debtor; and A+ Accounting and Tax as its accountant. STINAR HG: Ford Motor Cash Collateral Stipulation Approved ---------------------------------------------------------- The Hon. Kathleen H. Sanberg of the U.S. Bankruptcy Court for the District of Minnesota has approved the Stipulation between Debtor Stinar HG, Inc., d/b/a Stinar Corporation and Ford Motor Credit Corporation dated March 30, 2018, and allowed Stinar HG to use cash collateral in the amounts, in the manner and subject to the limitations set forth in the stipulation. A copy of the Order is available at http://bankrupt.com/misc/mnb17-31670-95.pdf About Stinar HG & Oakrdige Stinar HG, Inc., doing business as The Stinar Corporation, is a Minnesota-based company that manufactures ground support equipment for the aviation industry. The late Frank Stinar founded Stinar Corp. in 1946. Stinar's products are used to load, service, and maintain all types of aircraft for both government and commercial applications. The company's corporate headquarters and its 40,000-square foot manufacturing facility are in Eagan, Minnesota. On June 29, 1998, Oakridge Holdings, Inc. (OTCMKTS:OKRGQ), a publicly held Minnesota-based company, became the new owner of Stinar. Currently, Stinar is the only asset of Oakridge Holdings. The largest shareholder of Oakridge Holdings is Robert Harvey who holds approximately 21% of the outstanding shares. Oakridge Holdings and operating unit Stinar HG filed bankruptcy Chapter 11 petitions (Bankr. D. Minn. Case Nos. 17-31669 and 17-31670, respectively) on May 22, 2017. Robert C. Harvey, CEO and president, signed the petitions. On May 26, 2017, the Court entered an Order allowing the joint administration of these Chapter 11 cases under Bankr. D. Minn. Case No. 17-31670. At the time of filing, debtor Oakridge Holdings disclosed total assets of $990,237 and total liabilities of $2.17 million, while debtor Stinar HG disclosed total assets of $8.22 million and total liabilities of $2.91 million. The cases are assigned to Judge Kathleen H Sanberg. The Debtors are represented by Kenneth Edstrom, Esq., at Sapientia Law Group. An Official Committee of Unsecured Creditors has not yet been appointed in Debtors' Chapter 11 case, and the U.S. Trustee has filed notices indicating that they have been unable to form such a committee as to both Debtors. SUMMIT FINANCIAL: 2nd Agreed Interim Cash Collateral Order Entered ------------------------------------------------------------------ The Hon. Raymond B. Ray of the U.S. Bankruptcy Court for the Southern District of Florida has entered a second agreed interim order authorizing Summit Financial Corp to use cash collateral for permitted purposes as set forth in the budget, commencing on the date of entry of the First Interim Order and ending on the date scheduled for the Final Hearing. The final hearing on the Cash Collateral Motion is scheduled to take place on May 23, 2018 at 10:00 a.m. The approved cash collateral budget shows total expenses of $9,119,144 covering the period from April 22 through May 26, 2018. As of the Petition Date, the Debtor was indebted and liable pursuant that certain Third Amended and Restated Loan and Security Agreement to certain financial institutions in their capacity as lenders and Bank of America, N.A., as administrative and collateral agent for revolving credit loans in the approximate principal amount of $101,382,098, and on a contingent basis in the approximate amount of $300,000 in face amount of standby letters of credit. Bank of America is granted the following for the benefit of the Pre-Petition Credit Parties: (a) Adequate Protection Liens, a valid and perfected replacement security interests in and liens on all of the Debtor's pre-petition and post-petition real and personal property. (b) The Adequate Protection Claims are allowed as superpriority administrative claims pursuant to sections 503(b) and 507(b) of the Bankruptcy Code and will have priority in payment over any and all administrative expenses of the kinds specified or ordered pursuant to any provision of the Bankruptcy Code. (c) The Debtor will pay to Bank of America, and Bank of America is authorized to deduct and recoup from Cash Collateral, on a weekly basis, the adequate protection payments shown in the Budget, and such payments may be applied by Bank of America to the unpaid Pre-Petition Debt in accordance with the Pre-Petition Loan Agreement. To the extent that cash in the Debtor's collection account is less than $1 million, or would be less than $1 million after such adequate protection payment, then Bank of America will only be paid an amount that will leave $1 million in such account, but Bank of America will be paid the resulting deficiency from any one week in the next week or any subsequent week on any date thereafter on which the balance in the Debtor's collection account is greater than $1 million. As additional adequate protection of the interests of Bank of America, the Debtor will timely comply with and satisfy each of the following covenants: (a) No later than April 26, 2018, the Debtor will send to Bank of America a list of the names of all persons and entities who have been contacted or with whom communications have occurred at any time regarding refinancing the Pre-Petition Debt or otherwise providing new capital to or for the benefit of the Debtor; (b) No later than April 26, 2018, the Debtor will send to Bank of America copies of all non-disclosure agreements, term sheets and proposal letters that have been executed by the Debtor or any Interested Party; (c) No later than May 21, 2018, the Debtor will have (i) identified a potential back-up loan servicer and provided the name of such servicer to Bank of America, and (ii) obtained a specific written proposal or pricing from a potential back-up servicer and provided a copy to Bank of America, in each case as contingency planning in the event that a refinancing of the Pre-Petition Debt does not occur; (d) No later than May 21, 2018, the Debtor will have conducted management meetings (which may be conducted by telephone or Skype) with all Interested Parties that remain interested in refinancing the Pre-Petition Debt or otherwise providing new capital to or for the benefit of the Debtor; (e) Each Wednesday, the Debtor (and any investment banker or broker employed by the Debtor) and its counsel will attend a conference call with the Pre-Petition Credit Parties and their counsel to provide an update on discussions with all Interested Parties and the anticipated timeline for making progress and closing a refinancing. In addition, on each Wednesday, the Debtor will send to Bank of America copies of all non-disclosure agreements, term sheets and proposal letters sent to or received from any Interested Party; and (f) No later than June 11, 2018, the Debtor will have obtained (and will send a copy to Bank of America) at least one commitment letter (which can be unsigned) for refinancing in an amount sufficient to repay the Pre-Petition Debt, which commitment letter may not contain general due diligence or capital raising contingencies, but may contain customary conditions precedent regarding documentation and court approval. A full-text copy of the Second Agreed Interim Order is available at http://bankrupt.com/misc/flsb18-13389-70.pdf About Summit Financial Corp Summit Financial Corp -- https://www.summitfinancialcorp.org/ -- provides financing by purchasing and servicing retail installment sales contracts originated at franchised automobile dealerships and select independent used car dealerships located throughout Florida, Alabama, and Georgia. From its location in Plantation, Florida, Summit Financial provides financing for automobile loans for customers that fail to meet the standards of financing from conventional sources, such as most banks, credit unions and other national finance companies. The Company was founded in 1984. Summit Financial filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-13389) on March 23, 2018. In the petition signed by David Wheeler, vice president, the Debtor estimated $100 million to $500 million in assets and liabilities. Judge Raymond B Ray presides over the case. Douglas J. Jeffrey, Esq., at the Law Offices of Douglas J. Jeffrey, P.A. and Zach B. Shelomith at the law firm of Leiderman Shelomith Alexander + Somodevilla, PLL, serve as the Debtor's counsel. The U.S. Trustee for Region 21 on April 20, 2018, appointed seven creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Summit Financial Corp. The committee members are: (1) Warren Richard Wiebe, Jr. and BMW Capital, LP; (2) Garber Revocable Trust; (3) Robert Hendler IRA; (4) Dennis L. Scott; (5) Madeline J. Hyman, as Trustee of The William Hyman Family Trust; (6) Sydell Lazar; ; and (7) Norman and Karen Blomberg. TATONKA ACQUISITIONS: Seeks Access to U.S. Bank Cash Collateral --------------------------------------------------------------- Tatonka Acquisitions, Inc., seeks authority from the U.S. Bankruptcy Court for the Central District of California to use cash collateral in accordance with the operating budget on an interim basis pending a final hearing on the Debtor's proposed ongoing use of cash collateral during the pendency of the case. The Debtor desires to use the revenues generated from the rents paid by tenants occupying Debtor's residential rental property located at 3331 Wolf Creek Court in Simi Valley 93065, which funds the Debtor believes may constitute the cash collateral of secured creditor U.S. Bank Trust, N.A., as Trustee for LSF9 Master Participation Trust. The Debtor proposes that it be authorized to use the cash collateral for the purpose of paying the reasonable, necessary and ordinary expenses of servicing debt to U.S. Bank and maintaining the Property which accrue from and after the Petition Date. The Debtor asserts that in order to keep the Property rented, preserve it as an asset, and avoid irreparable harm, the Debtor must be authorized to use cash collateral to service debt and maintain the residence in good repair. The Debtor believes that the value of the Property is approximately $1,260,000. According to the proof of claim filed by U.S. Bank, the balance of U.S. Bank's loan is approximately $1,258,497. The Debtor is agreeable to tendering adequate protection payments to U.S. Bank. The Debtor estimates $3,194 total expenses related to operation of the Property, now and continuing through confirmation of a chapter 11 plan (some time in 2018), which consist of: (a) proposed adequate protection payments of $ 2,500; (b) $150 for HOA assessment; (c) $164 for insurance; (d) $150 for landscaping; (e) $120 for swimming pool maintenance; (f) $100 for general maintenance; and (g) Bank charges of $10. Although the Budget represents the Debtor's best estimate of the necessary expenses associated with maintenance of the Property, these may fluctuate. Therefore, Debtor requests Court authority to deviate from the total expenses contained in the budget by no more than 10% and to deviate by category (provided the Debtor does not pay any expenses outside any of the approved categories) without the need for further Court order. A hearing on the Debtor's Cash Collateral Motion will be held on May 23, 2018 at 9:30 a.m. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/cacb17-12958-50.pdf About Tatonka Acquisitions Tatonka Acquisitions, Inc., is a corporation based in California engaged in real estate activities. It is a small business debtor as defined in 11 U.S.C. Section 101(51D) whose principal assets are located at 3331 Wolf Creek Court Simi Valley, California. Tatonka Acquisitions filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-12958) on Nov. 6, 2017. In the petition signed by Michael B. Carmona, its secretary, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. Maureen Tighe presides over the case. Dana M. Douglas, Esq., at Dana M. Douglas, Attorney at Law, serves as bankruptcy counsel. TREATMENT CENTER: Wants to Use JPMorgan Cash Collateral ------------------------------------------------------- The Treatment Center of the Palm Beaches, LLC seeks authorization from the U.S. Bankruptcy Court for the Southern District of Florida to use cash collateral on which JPMorgan Chase Bank, NA holds a first priority lien. The Debtor requires the income which constitute cash collateral to maintain its day-to-day business operations. Without the use of the income, the Debtor will be unable to remain in business. The Debtor's Budget provides total cash out of approximately $55,220 during the months of April through July 2018. As of the filing date, the Debtor is indebted to JPMorgan in the principal amount of $3,126,861 plus accrued and unpaid interest, costs and fees due pursuant to applicable law. The collateral that secures this loan is valued at over $6,298,466 and consists of the real property located at 4905 Lantana Road, Lake Worth, FL 33462 cash, accounts receivable, inventory and machinery and equipment. In order (i) to adequately protect JPMorgan in connection with the Debtor's use of the Cash Collateral, and (ii) to provide JPMorgan with additional adequate protection in respect to any decrease in the value of its interests in the collateral resulting from the stay imposed the Bankruptcy Code or the use of the collateral by the Debtor, the Debtor would offer as adequate protection of the JPMorgan's lien a monthly payment of $10,495, a first priority post-petition lien on all cash of the Debtor generated postpetition. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/flsb18-14622-4.pdf About Treatment Center of the Palm Beaches The Treatment Center of the Palm Beaches, LLC, located in West Palm Beach, Florida -- https://www.thetreatmentcenter.com/ -- is an addiction treatment center whose mission is to transform the lives of every individual and family member that walks through its doors. Since 2009, the Treatment Center has offered custom treatment programs for drugs, alcohol, trauma, mental health, and other addictions. The Treatment Center of the Palm Beaches filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-14622) on April 19, 2018. In the petition signed by Judi Gargiulo, manager, the Debtor disclosed $11.07 million in total assets and $6.12 million in total liabilities. The case is assigned to Judge Erik P. Kimball. Robert C. Furr, Esq. at Furr & Cohen. VALEANT PHARMACEUTICALS: Moody's Rates New Credit Facilities 'Ba3' ------------------------------------------------------------------ Moody's Investors Service assigned Ba3 ratings to the new senior secured term loan and revolving credit agreement of co-borrowers Valeant Pharmaceuticals International, Inc. and Valeant Pharmaceuticals International (collectively "Valeant"). There are no changes to Valeant's other ratings including the B3 Corporate Family Rating, the B3-PD Probability of Default Rating, the Ba3 senior secured rating, Caa1 senior unsecured rating and SGL-2 Speculative Grade Liquidity Rating. The outlook remains stable. Proceeds of the term loan are expected to be used to repay existing term loans and senior notes in a leverage-neutral refinancing. The transaction is credit positive because it will extend Valeant's debt maturities and modestly reduce total interest costs. Ratings assigned: Senior secured term loan due 2025, at Ba3 (LGD2) Senior secured revolving credit facility expiring 2023, at Ba3 (LGD2) RATINGS RATIONALE Valeant's B3 Corporate Family Rating reflects its very high financial leverage with gross debt/EBITDA of about 7.5 times, and significant challenges in improving organic growth. Valeant also faces considerable uncertainty related to unresolved legal matters. Patent expirations over the next 12 to 18 months will erode earnings, causing debt/EBITDA to approach 8.0 times by late 2018. However, patent expirations will moderate in 2019, resulting in greater stability on an aggregate basis and a reduction in debt/EBITDA below 7.5 times. The rating is supported by Valeant's good scale with over $8 billion of revenue, good product diversity and high margins. Valeant's liquidity is good, reflecting solid free cash flow and minimal short term borrowings. The rating outlook is stable, reflecting Moody's expectation Valeant will use free cash flow to reduce debt, but that debt/EBITDA will remain above 7.0x. Factors that could lead to an upgrade include good organic growth in Bausch + Lomb/International and Salix business lines, successful launches of new products, and progress at resolving legal proceedings. Specifically, sustaining debt/EBITDA below 7.0 times with CFO/debt approaching 10% could lead to upward rating pressure. Factors that could lead to a downgrade include significant reductions in pricing or utilization trends, unfavorable developments in the Xifaxan patent challenge, or escalation of legal issues or large litigation-related cash outflows. Specifically, sustaining debt/EBITDA above 8.0 times could lead to downward rating pressure. Headquartered in Laval, Quebec, Valeant Pharmaceuticals International, Inc. is a global company that develops, manufactures and markets a range of pharmaceutical, medical device and over-the-counter products, primarily in the therapeutic areas of eye health, gastroenterology and dermatology. The principal methodology used in these ratings was Pharmaceutical Industry published in June 2017. VALEANT PHARMACEUTICALS: S&P Rates New Senior Secured Notes 'BB-' ----------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue-level rating and '1' recovery to Canada-based Valeant Pharmaceuticals International Inc.'s proposed $1.2 billion senior secured revolver, proposed $3.815 billion senior secured term loan and proposed $750 million of senior secured notes. S&P also assigned its 'B-' issue-level rating and '5' recovery rating to the proposed $750 million senior unsecured notes. Valeant Pharmaceuticals International is a co-borrower on the credit facilities. Although the proportion of secured debt in the capital structure increases modestly, in this leverage-neutral refinancing transaction, that does not meaningfully change S&P's recovery estimates. These proposed obligations are rated the same as the company's outstanding secured and unsecured debt obligations, respectively. S&P said, "Our corporate credit rating remains 'B' with a stable outlook. All other ratings on Valeant are unchanged. "The recovery rating of '1' on the secured debt indicates our expectations for very high (90%-100%; rounded estimate: 95%) recovery in the event of default. Our recovery rating of '5' on Valeant's unsecured debt indicates our expectations for modest (10%-30%; rounded estimate: 25%) recovery to unsecured lenders in the event of payment default. "Our 'B' corporate credit rating and stable outlook continues to reflect our expectation that Valeant's debt leverage will remain above 7x over the next two years, though the company will continue to generate substantial free cash flow (aided by a low tax rate). It also reflects our favorable view of Valeant's substantial scale and revenue diversity, despite the company's very high exposure to patent losses over the next two years, and our belief that its product pipeline is insufficient to offset revenue and EBITDA declines in the next 12 to 18 months. This is only partially offset by our belief that the company has a very diverse product portfolio, with limited therapeutic concentration and only one drug, Xifaxan, a treatment for irritable bowel syndrome, accounting for more than 10% of revenues." RATINGS LIST Valeant Pharmaceuticals International Inc. Corporate Credit Rating B/Stable/-- New Rating Valeant Pharmaceuticals International Inc. Valeant Pharmaceuticals International Senior Secured $1.2 bil revolver due 2023 BB- Recovery Rating 1(95%) $3.815 bil term loan B due 2025 BB- Recovery Rating 1(95%) Valeant Pharmaceuticals International Senior Secured $750 mil notes due 2026 BB- Recovery Rating 1(95%) Senior Unsecured $750 mil sr notes due 2026 B- Recovery Rating 5(25%) VEHICLE ALIGNMENT: Allowed to Use Cash Collateral on Interim Basis ------------------------------------------------------------------ The Hon. Jacqueline P. Cox of the U.S. Bankruptcy Court for the Northern District of Illinois has entered an interim order authorizing Vehicle Alignment, Brake & Tires, Inc. to use the cash collateral to pay actual, ordinary and necessary expenses set forth in the Budget. The Debtor represents that the State of Illinois; the Internal Revenue Service; Corporation Service Co. as representative for an unknown creditor; Valvoline LLC; DLI Assets Bravo LLC, as successor to Quarterspot Inc.; Pearl Delta Funding LLC; The Fundworks LLC; and Financing Solutions LLC assert claims against the Debtor in the aggregate amount of approximately $271,837 which may be secured by cash collateral. The Court grants the Claimants a post-petition security interest in and lien upon the same type or form of collateral that secured the Claimants' prepetition claims, which will have the same type of priority, validity and enforceability that existed as of the Petition Date. In addition, the Debtor is authorized to make an adequate protection payment to the IRS in the amount of $2,800. A full-text copy of the Order is available at http://bankrupt.com/misc/ilnb18-12071-8.pdf About Vehicle Alignment Vehicle Alignment, Brake & Tires, Inc., d/b/a Lucas Tires, filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 18-12071), on April 25, 2018. In the petition signed by its owner, Richard Lucas, the Debtor estimated less than $50,000 in assets and $100,000 to $500,000 in liabilities. The Debtor is represented by William J. Factor, Esq.. at the Law Office Of William J. Factor, Ltd. The Hon. Jacqueline P. Cox presides the case. VERNON PARK: May Continue Using Cash Collateral Until June 30 ------------------------------------------------------------- The Hon. Donald R. Cassling of the U.S. Bankruptcy Court for the Northern District of Illinois has entered a second order authorizing Vernon Park Church of God to use the cash collateral of Happy State Bank for the time period of May 1 to June 30, 2018. The Debtor's continued use the cash collateral will be set for status on June 26, 2018 at 10:00 a.m. The Debtor may use the cash collateral to pay its monthly expenditures totaling $81,493, which will be limited to those items or categories and amounts for each category as reflected in the Debtor's Interim Budget. Happy State Bank is granted replacement liens upon the property of the Debtor's estate and all the revenues, profits and avails generated therefrom after commencement of this case that will have the same validity, extent and priority as the liens held by the Happy State Bank on Petition Date. The Debtor will pay to Happy State Bank the amount of $26,000 every calendar month while the Order is in effect as adequate protection. The adequate protection payment will be divided into two equal payments of $13,000 each. Happy State Bank, as Trustee for the bondholders, is authorized to apply, escrow and/or disburse received adequate protection payments in accordance with the terms of the applicable Trust Indenture Agreement. The Debtor will provide to Happy State Bank on each monthly anniversary of the Order a report as to the Debtor's receipts and disbursements. A full-text copy of the Second Order is available at http://bankrupt.com/misc/ilnb17-35316-70.pdf About Vernon Park Church of God Based in Lynwood, Illinois, Vernon Park Church of God -- http://www.vpcog.org/-- is a religious organization. The Church's Sunday service is at 10:00 a.m., and Children's Church is held during Sunday service. Vernon Park Church of God filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-35316) on Nov. 28, 2017. In the petition signed by Jerald January Sr., pastor, the Debtor estimated both assets and liabilities between $1 million to $10 million. The case is assigned to Judge Donald R Cassling. The Debtor is represented by Karen J. Porter, Esq., at Porter Law Network. VISUAL COMFORT: $595MM Amended 1L Loan Gets Moody's B2 Rating ------------------------------------------------------------- Moody's Investors Service affirmed Visual Comfort Group, Inc.'s B2 Corporate Family Rating ("CFR") and B2-PD Probability of Default Rating ("PDR"). In the same rating action, Moody's assigned a B2 rating to the company's amended $595 million first lien senior secured term loan due 2025. The rating outlook is stable. In a proposed transaction, Visual Comfort plans to amend and restate its first lien term loan agreement. The amendment will include a $90 million term loan add-on, the maturity extension to 2025 from 2024, and a modifications to first lien leverage ratio levels as relates to debt incurrence test, applicable interest rate, excess cash flow and asset sales. The proceeds from the add-on term loan, along with balance sheet cash and funds from the contemplated sale leaseback transaction will be used to repay $140 million of the company's second lien term loan due 2025 in entirety. The transaction is credit positive given that it results in a reduction of approximately $50 million in funded debt and about $8 million in interest expense given the elimination of higher-cost second lien term loan. Visual Comfort's pro forma debt to EBITDA (inclusive of Moody's adjustments) declines to approximately 5.5x from 6.0x at March 31, 2018 and EBITA to interest coverage increases to 2.8x from 2.5x. The rating affirmation reflects Moody's view that the company is well positioned within the B2 rating category given its pro forma credit metrics, its operating profile and the cyclicality of end markets. Over the next 12 to 18 months, Moody's expects Visual Comfort to continue to benefit from organic growth driven by supporting residential and repair & remodeling end markets, as well as expand its presence through its diverse distribution channels and variety of brand offerings. Moody's also expects the company to continue to de-lever through earnings growth over the same time period. The B2 rating on the company's first lien term loan, at the same level with Corporate Family Rating, reflects the preponderance of this class of debt in the capital structure. The following rating actions were taken: Issuer: Visual Comfort Group, Inc.: Corporate Family Rating, affirmed at B2; Probability of Default Rating, affirmed at B2-PD; Amended $595 million (including $90 million add-on) first lien term loan due 2025, assigned a B2 (LGD4) rating; The rating outlook is stable. The ratings on the company's existing first lien and second lien term loans have not been changed and will be withdrawn upon closing of the transaction. All ratings are subject to the execution of the transaction as currently proposed and Moody's review of final documentation. The instrument ratings are subject to change if the proposed capital structure is modified. RATINGS RATIONALE Visual Comfort B2 Corporate Family Rating reflects: 1) the company's high debt leverage; 2) highly competitive nature of the lighting industry; 3) the cyclicality of the residential and commercial end markets served; 4) the company's aggressive financial policies in its willingness to increase leverage in the past, risks related to potential future changes in philosophy and product strategy, as well as potential risks of shareholder-friendly activities given the private equity ownership. Notwithstanding these concerns, the credit profile is supported by: 1) Visual Comfort's positive operating trends and Moody's expectations that favorable residential and repair & remodel market conditions and new product introductions will continue to drive modest revenue and earnings growth; 2) the anticipated strengthening of EBITDA margins following the February 2017 acquisition, as well as the resulting nearly doubling in revenue scale, although it remains modest compared to rated consumer durable peers; 3) improved end market diversification towards a higher percentage of more stable repair & remodeling segment; 4) solid position in the niche and fragmented lighting market; and 5) a good liquidity profile, supported by positive free cash flow generation and ample availability under the ABL revolving credit facility. The stable rating outlook reflects Moody's expectations that over the next 12 to 18 months the company will demonstrate revenue and earnings growth and will de-lever towards 5.0x debt to EBITDA, while maintaining good liquidity and successfully integrating the transformative acquisition. Visual Comfort has a good liquidity profile, supported by Moody's expectations that the company will generate solid levels of free cash flow and maintain ample availability under its $85 million ABL credit facility expiring in 2022, as well as by the flexibility provided by the springing financial covenant in the credit agreement, and an extended debt maturity profile. However, liquidity is constrained by potential volatility of cash flows due to working capital needs and new product introductions. The ratings could be considered for an upgrade if the company reduces its leverage sustainably below 3.5x, increases interest coverage above 3.0x, and further improves its size and scale. Maintenance of conservative financial policies and a good liquidity profile would also be required for a higher rating. The ratings could be downgraded if operating performance were to weaken through revenue or earnings declines, if leverage does not decline towards 5.0x over the next 12 to 18 months, or if interest coverage weakens below 2.0x. A liquidity deterioration, including negative free cash flow generation or acquisition integration challenges, could also result in a negative rating pressure. The principal methodology used in these ratings was Consumer Durables Industry published in April 2017. Visual Comfort Group, Inc., headquartered in Skokie, IL and Houston, TX, is a collection of brands including Visual Comfort & Co.'s premium decorative lighting collections, Tech Lighting which manufacturers decorative and functional lighting, and Generation Lighting's lighting and fans including Show House Collection by Feiss, Home Solutions Collection by Sea Gull Lighting and the Monte Carlo Fan Collection. Its customer base includes lighting showrooms, which serve primarily the home remodeling market, and electrical distributors, which sell to the homebuilding and commercial markets, as well as interior designers. In the LTM period ending March 31, 2018, the company generated approximately $544 million in pro forma revenues. VISUAL COMFORT: S&P Affirms 'B' Corp Credit Rating, Outlook Stable ------------------------------------------------------------------ S&P Global Ratings today affirmed its 'B' corporate credit rating on Skokie, Ill.-based Visual Comfort Group (formerly known as VC GB Holdings Inc.). The outlook is stable. S&P said, "At the same time, we affirmed our 'B' issue-level ratings on the company's senior secured $595 million first-lien term loan maturing in 2025, which now includes a proposed $90 million add-on and extended maturity date. The '3' recovery rating is unchanged, indicating our expectations for meaningful (50% to 70%, rounded estimate 50%) recovery in the event of payment default. We will withdraw our ratings on the company's $140 million second lien term loan due 2025 once it is repaid. "We estimate the company will have approximately $630 million of adjusted debt at the close of the transaction (our adjustments include capitalized operating leases)." The issue-level ratings are based on preliminary terms and are subject to review upon receipt of final documentation. S&P said, "The rating affirmation reflects our expectation that the company will continue to manage leverage between 5x and 6x over the next 12 months. We view the transaction as favorable to credit metrics as it will reduce gross indebtedness by $49 million, reducing pro forma leverage from 6.1x at year-end (YE) 2017 to within the 5.5x and 6.0x range based on last-12-month (LTM) adjusted EBITDA (offset by our capitalization of operating leases). The transaction will also reduce interest expense by approximately $8 million annually. While we expect the company to continue to delever with the transaction and EBITDA growth over the next year, we believe leverage will continue to remain above 5x. This is in part due to the company's financial sponsor majority owner who largely shape's the company's financial policies, which is likely to prevent the company from permanently reducing leverage to levels commensurate with a better financial risk assessment. This includes our belief the company will use its free operating cash flow (cash flow from operations minus capital expenditures) to pursue acquisitions to increase its scale in the highly fragmented decorative lighting industry instead of deleveraging. "The stable outlook reflects our expectation for positive trends in the U.S. housing market and residential remodeling trends leading to pro forma revenue growth of low- to mid-single-digits in 2018 and 2019. The outlook also reflects our expectation that debt to EBITDA will be managed between 5x and 6x over the next 12 months. "We could lower the ratings if the U.S. housing market deteriorates and consumer demand for the company's products declines, or if competition increases, leading to declining revenues and EBITDA margin contraction to the low-teens area. We would also consider a lower rating if a sizable debt-funded acquisition or shareholder-friendly transaction occurred, whereby debt-to-EBITDA were to increase to over 7x or the company sustained negative free operating cash flow. "While unlikely in the next 12 months, we could raise the ratings if the company's owners demonstrate a more conservative financial policy that would support leverage to be sustained below 5x. This could occur if the company does not make large debt-financed acquisitions or dividends and applies excess cash flow beyond our expectation to debt reduction." VISUAL HEALTH: Wants to Use Cash Collateral for Additional 2 Months ------------------------------------------------------------------- Visual Health Solutions, Inc., asks the U.S. Bankruptcy Court for the District of Colorado for a two month extension of the use of cash collateral pursuant to the Budget on the same general terms and conditions set forth in the Consensual Continued Use Order. The proposed Budget provides total expenses of $145,716 for the month of June 2018 and $120,191 for the month of July 2018. On March 9, 2018, the Court entered a Consensual Order authorizing the Debtor's continued use of cash collateral through April 30, 2018. Pursuant to the Continued Use Order, "the use of cash collateral will automatically renew for an additional month through May 31, 2018, unless on or before April 10, 2018 any secured creditor with a lien on cash collateral files an objection... The Debtor is authorized to extend the cash collateral use period for an additional two month period commencing June 1, 2018 on the same terms as in paragraph 1 (that is, for an additional month plus a second month if an objection is not filed by June 11, 2017)..." There were no objections filed by April 10, 2018, the Debtor's use of cash collateral expires on May 31. Accordingly, the Debtor seeks a two month extension of the use of cash collateral as it continues to finalize its negotiation of an exit financing loan, as well as its Plan and Disclosure Statement. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/cob17-18643-148.pdf About Visual Health Solutions Headquartered in Fort Collins, Colorado, Visual Health Solutions, Inc. -- http://www.visualhealthsolutions.com/-- creates multimedia content, including medical animations, medical illustrations, and interactive graphics for the healthcare industry. Visual Health Solutions' multimedia medical library content includes 3D medical animations, medical device animations, pharmaceutical MOA animations, multimedia programs, medical illustrations, and interactive anatomy models. Visual Health partners with hospitals to create new patient education content and pharmaceutical companies to assist with sales training and product launch or development. Visual Health Solutions filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 17-18643) on Sept. 18, 2017. In the petition signed by CEO Paul Baker, the Debtor estimated assets between $100,000 and $500,000 and liabilities between $1 million and $10 million. Judge Elizabeth E. Brown presides over the case. Aaron A Garber, Esq., at Buechler & Garber, LLC, serves as the Debtor's bankruptcy counsel to the Debtor. Weinman & Associates, is the Debtor's special investigation counsel. WACHUSETT VENTURES: Third Interim Cash Collateral Order Entered --------------------------------------------------------------- The Hon. Frank J. Bailey of the U.S. Bankruptcy Court for the District of Massachusetts has signed a third interim order authorizing Wachusett Ventures, LLC and affiliated-debtors to use cash collateral. Particularly, WV - Brockton SNF, LLC, requires the use of cash collateral in order to preserve its operations and the value of their assets. The parties desire to further extend Brockton's use of cash collateral. Congressional Bank and Mercury SNF, LLC may have liens against certain of Brockton's personal property, including certain cash and accounts receivable. The terms and conditions of the First Interim Cash Collateral Order and Second Interim Cash Collateral Order remain in full force and effect except as explicitly modified by the Third Interim Order. As further adequate protection, and in addition to the adequate protection provided for in the Interim Cash Collateral Orders, to the extent Congressional has a claim on account of the diminution in value of any of its cash collateral, it will be allowed an administrative claim under Section 503(b)(1) of the Bankruptcy Code against Brockton having the priority accorded under Section 507(b) of the Bankruptcy Code and senior to any other administrative expense claim of any kind or nature. The Debtors and Congressional will have an agreed upon alternative budget, and subject to further order of the Court, on or before May 1, 2018, the Debtors will provide any necessary notices to effectuate the plan contemplated by the alternative budget. No rent or professional fees will be paid prior to May 9, 2018 even if provided for under the Budget. Mercury, for its part, reserves its rights to seek full payment of all obligations that accrue under the Lease as well as for use and occupancy of the Facility for the budget period, and the Debtors reserve all rights and defenses to such claims. Any management fees paid by Brockton to Wachusett will not exceed the lesser of 5% of Brockton's revenue and 20% of Wachusett's actual, out-of pocket cost in providing management services to the Debtors. Mercury, reserves its right to seek to recover all payments to Wachusett that are inconsistent with the subordination agreement and its lease, and the Debtors reserve all rights and defenses to such claims. A full-text copy of the Third Interim Order is available at http://bankrupt.com/misc/mab18-11053-208.pdf About Wachusett Ventures 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. 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; (2) Honor S. Heath; (3) Steve Gryncewicz PharMerica; (4) Liz Almeida-Sanborn; and (5) New England Health Care Employee's Union. WEIGHT WATCHERS: S&P Raises CCR to 'B+' on Growth, Outlook Stable ----------------------------------------------------------------- S&P Global Ratings raised its corporate credit rating on New York-based Weight Watchers International Inc. to 'B+' from 'B'. The outlook is stable. S&P said, "At the same time, we raised our issue-level rating on the company's first-lien credit facilities, consisting of a $150 million revolving facility expiring in 2022 and a $1.54 billion term loan B due in 2024, to 'BB-' from 'B' and the revised recovery rating to '2' from '3', indicating our expectation of substantial (70%-90%, rounded estimate 85%) recovery in the event of a payment default. "We also raised our issue-level rating on the company's $300 million senior unsecured notes due 2025 to 'B' from 'CCC+' and revised the recovery rating to '5' from '6', indicating our expectation for modest (10%-30%, rounded estimate 20%) recovery in the event of a payment default." The company's funded debt as of March 31, 2018, was about $1.8 billion. S&P said, "Our upgrade reflects Weight Watchers' continued growth and our belief that its financial policy will be less aggressive as its financial sponsor owner, Artal, reduces its ownership to approximately 33% (potentially down to 31% including the 15% greenshoe provision of additional 1.125 million shares) from 44% after the completion of the proposed secondary share offering. In addition, the company's operating performance has improved well beyond our expectation with projected debt-to-EBITDA around the 4x area by the end 2018 compared to our previous expectation of 5.5x. "The stable outlook reflects our expectation that the company will continue its growth momentum and improve its debt-to-EBITDA leverage to around 4x by the end of 2018 from the current high 4x area. We expect leverage to improve due to a combination of EBITDA expansion and debt reduction. "We could raise our ratings if the company is able to demonstrate a stable membership base and margins such that its leverage improves to 3.5x and is sustained at that level. We estimate EBITDA would need to improve by 35% from current levels for this to occur. We would need to be confident in the company's ability and commitment to maintaining leverage at these levels through prudent financial policy and consistent operating performance. "We could lower our ratings if the company's operational performance deteriorates because of a tougher competitive environment or an unexpected economic downturn resulting in membership declines or higher cancellations, resulting in leverage exceeding 5x and significantly weakening the company's cash flow generation. We estimate this could occur if EBITDA declines 5% from current levels, while debt remains constant. In addition, we could lower our ratings if the company's financial policy becomes more aggressive either in the form of debt-funded shareholder returns or acquisitions. We estimate that about $100 million of incremental debt at current EBITDA levels would likely result in leverage exceeding this threshold." WELLDYNERX LLC: Moody's Hikes Corp Family Rating to B3 from Caa1 ---------------------------------------------------------------- Moody's Investors Service upgraded the ratings of WellDyneRx, LLC including the Corporate Family Rating to B3 from Caa1 and the Probability of Default Rating to B3-PD from Caa1-PD. Moody's also upgraded the senior secured credit facilities to B2 from B3. The co-borrowers under the credit facility are U.S. Specialty Care, LLC, Clearview Procurement, LLC and WellCard, LLC. Following this rating action the outlook is stable. Ratings upgraded: WellDyneRx, LLC Corporate Family Rating, to B3 from Caa1 Probability of Default Rating, to B3-PD from Caa1-PD WellDyneRx, LLC and co-borrowers: Secured First Lien Revolver, to B2 (LGD3) from B3 (LGD3) Secured First Lien Term Loan, to B2 (LGD3) from B3 (LGD3) The rating outlook is stable. The upgrade reflects Moody's expectation for rising financial flexibility due to earnings growth and steady deleveraging, and improved internal control processes contributing to the resolution of previous accounting errors. RATINGS RATIONALE The B3 Corporate Family Rating of WellDyneRx, LLC reflects the company's high financial leverage with debt/EBITDA of 6x and its short history of targeting large employer customers. The credit profile is also constrained by WellDyneRx's small size relative to leading national pharmacy benefit managers (PBMs), several of which are undergoing mergers with large health insurers. The company's strategic objectives include greater presence with large employer clients (1,000 to 10,000 lives) where a sustainable value proposition compared to national PBMs is uncertain. The company also faces event risk related to US drug pricing initiatives that could emerge at the regulatory or legislative level. Tempering these risks, customer diversity will remain good, and financial leverage will steadily decline due to earnings growth. The stable rating outlook reflects Moody's belief that WellDyneRx will remain very small and operate with high financial leverage. The company will also continue to face high business risk as it seeks to grow its customer base. Factors that could lead to an upgrade include a longer tracker record of sustainably growing the customer base, including large employers, and consistent growth in earnings from retail, mail order and specialty business lines. Specifically, debt/EBITDA sustained below 5.0 times could lead to an upgrade. Conversely, factors that could lead to a downgrade include significant customer losses, deterioration in operating performance or weak liquidity. Specifically, debt/EBITDA sustained above 6.0x could lead to a downgrade. WellDyneRx, LLC and its co-borrowers are the borrowing entities for WellDyneRx, a privately owned independent PBM headquartered in Lakeland, Florida. The company operates three main business segments -- commercial/consumer PBM, a mail order and specialty pharmacy, as well as a discount card business. The company is owned by the Carlyle Group. The principal methodology used in these ratings was Distribution & Supply Chain Services Industry published in December 2015. WELLS FARGO 2015-C28: Flatiron Hotel on Technical & Payment Default ------------------------------------------------------------------- DBRS Limited confirmed the ratings on the Commercial Mortgage Pass-Through Certificates, Series 2015-C28 issued by Wells Fargo Commercial Mortgage Trust 2015-C28 as follows: -- Class A-1 at AAA (sf) -- Class A-2 at AAA (sf) -- Class A-3 at AAA (sf) -- Class A-4 at AAA (sf) -- Class A-SB at AAA (sf) -- Class A-S at AAA (sf) -- Class X-A at AAA (sf) -- Class B at AA (low) (sf) -- Class C at A (low) (sf) -- Class PEX at A (low) (sf) -- Class D at BBB (low) (sf) -- Class X-E at BB (sf) -- Class E at BB (low) (sf) -- Class X-F at B (sf) -- Class F at B (low) (sf) All trends are Stable. The rating confirmations reflect the overall stable performance of the transaction, which has generally remained in line with DBRS's expectations since issuance. As at the April 2018 remittance, there has been a collateral reduction of 2.4% since issuance with all of the original 99 loans remaining in the pool. Loans representing 83.90% of the current pool balance are reporting YE2017 figures. Based on these financials, those loans reported a weighted-average (WA) debt service coverage ratio (DSCR) and WA debt yield of 1.91 times (x) and 10.8%, respectively. The WA DBRS Term DSCR and DBRS Debt Yield for the overall pool at issuance were 1.53x and 8.5%, respectively. The largest 15 loans in the pool represent 57.7% of the transaction balance and all but three of those loans reported YE2017 financials, with a WA net cash flow increase of 28.1% over the DBRS figures, with a WA DSCR and WA in-place debt yield of 1.93x and 10.1%, respectively. As at the April 2018 remittance, there are eight loans on the servicer's watch list, representing 14.1% of the current pool balance, including two loans in the top 15. In addition, one loan in the top 15, Prospectus ID#12: Flatiron Hotel (2.0% of the current pool balance) is in special servicing for technical and payment default. With a few exceptions in smaller loans, the bulk of the loans on the servicer's watch list report a stable DSCR as at the most recent reporting period available, and are being monitored for rollover or other issues. The Flatiron Hotel loan is secured by a 64-key full-service boutique hotel in New York City. The loan transferred to the special servicer in August 2017 and the servicer reports that the bulk of the issues with the property's performance are due to mismanagement. The loan most recently reported a Q3 2017 DSCR of 0.50x and, as at the April 2018 remittance, is paid through the February 2018 payment date. Classes X-A, X-E and X-F are interest-only (IO) certificates that reference a single rated tranche or multiple rated tranches. The IO rating mirrors the lowest-rated applicable reference obligation tranche adjusted upward by one notch if senior in the waterfall. Notes: All figures are in U.S. dollars unless otherwise noted. WELLS FARGO 2016-C34: Wayne Place Apartments Facing Foreclosure --------------------------------------------------------------- DBRS Limited confirmed all classes of Commercial Mortgage Pass-Through Certificates, Series 2016-C34 (the Certificates) issued by Wells Fargo Commercial Mortgage Trust 2016-C34 as follows: -- Class A-1 at AAA (sf) -- Class A-2 at AAA (sf) -- Class A-3 at AAA (sf) -- Class A-3FL at AAA (sf) -- Class A-3FX at AAA (sf) -- Class A-4 at AAA (sf) -- Class A-S at AAA (sf) -- Class A-SB at AAA (sf) -- Class X-A at AAA (sf) -- Class X-B at AA (sf) -- Class B at AA (low) (sf) -- Class C at A (low) (sf) -- Class D at BBB (low) (sf) -- Class X-E at BBB (low) (sf) -- Class E at BB (high) (sf) -- Class F at BB (low) (sf) -- Class X-FG at B (sf) -- Class G at B (low) (sf) In addition, however, DBRS changed the trend to Negative on Classes E, X-E, F, X-FG and G to reflect DBRS's concerns with two of the top ten loans on the servicer's watch list, which collectively represent 7.0% of the pool balance, and with the loan in special servicing, which represents 0.7% of the pool balance. All other trends are Stable. At issuance, the collateral consisted of 68 fixed-rate loans secured by 92 commercial properties, for a total trust balance of approximately $703.0 million. As of the April 2018 remittance report, the trust balance was $694.1 million, representing a collateral reduction of 1.5% from issuance as a result of scheduled amortization, with all of the original loans remaining in the pool. Loans representing 80.6% of the pool are reporting YE2017 financials, with a weighted-average (WA) debt service coverage ratio (DSCR) and in-place debt yield of 1.55 times (x) and 10.0%, respectively. The largest 15 loans reported either partial-year or YE2017 financials, with a WA DSCR and WA debt yield of 1.53x and 9.7%, respectively, representing a WA cash flow improvement of 13.0% over the DBRS net cash flow figures derived at issuance. However, it should be noted that the cash flows for the 200 Precision & 425 Privet Portfolio loan (Prospectus ID#6; 4.0% of the pool) show a significant improvement over the DBRS figures of 30.9% as of the YE2017 reporting, but cash flows are expected to drop off significantly in the near term, as discussed below. As of the April 2018 remittance, there were 11 loans on the servicer's watch list, collectively representing 26.2% of the pool, as well as one loan, representing 0.7% of the pool, in special servicing. The loans on the servicer's watch list are being monitored for a variety of reasons, including low DSCR, large tenant non-renewal events and bankruptcies, delinquent payments and fire damage. The previously mentioned 200 Precision & 425 Privet Portfolio loan is the second-largest loan on the watch list. This loan is being monitored due to the impending loss of the second-largest tenant, which will be vacating the property at lease expiry in June 2018. In addition, the largest tenant has provided notice of plans to exercise its early termination option. These tenants collectively occupy 74.5% of the collateral's net rentable area and make up 82.3% of rental income. The collateral's largest tenant, Teva Pharmaceuticals (Teva), originally had a lease expiration date of January 2025. Notice of exercising the termination option must be given before November 2017 and comes with a $1.25 million termination penalty. This will trigger a 24-month cash flow sweep for the loan. According to the servicer's reporting, the new lease expiration date is now November 2019; however, servicer commentary, along with recent news articles, indicates that the tenant may vacate as early as Q2 2018. DBRS has asked for clarification on the details of Teva's occupancy status and rental payments. In the analysis for this loan, a highly stressed cash flow scenario was applied, given the significant vacancy spike coming in the near term and the unknowns surrounding the cash flows over the next few years. For additional information on this loan, please see the loan commentary on the DBRS Viewpoint platform, for which information is provided below. The loan in special servicing, Prospectus ID#37 – Wayne Place Apartments (0.7% of current pool balance), transferred in May 2017 for delinquent payments. The loan's annualized DSCR as of March 2017 was 0.43x. The depressed cash flow stems from the cancellation of a Housing Assistance Payment voucher contract in March 2017. The property, which is situated in a low-income neighborhood, has historically relied on government subsidies, as 79.0% of rental income at issuance was derived from subsidies. A receiver was appointed in September 2017, and the current workout strategy is foreclosure with a resolution date of June 2018. DBRS assumed a loss severity in excess of 40.0% for this loan and will continue to monitor for developments as a new appraisal is obtained and finalized by the special servicer. Classes X-A, X-B, X-E and X-FG are interest-only (IO) certificates that reference a single rated tranche or multiple rated tranches. The IO rating mirrors the lowest-rated applicable reference obligation tranche adjusted upward by one notch if senior in the waterfall. The ratings assigned to Classes E and F materially deviate from the higher ratings implied by the quantitative results. DBRS considers a material deviation to be a rating differential of three or more notches between the assigned rating and the rating implied by the quantitative results that is a substantial component of a rating methodology. The deviations are warranted given loan level event risk and, as noted above, the trend on Classes E and F was changed to Negative. Notes: All figures are in U.S. dollars unless otherwise noted. WOODARD EVENTS: Judge Signs Final Cash Collateral Order ------------------------------------------------------- The Hon. Sage M. Sigler of the U.S. Bankruptcy Court for the Northern District of Georgia has signed a final order authorizing Woodard Events, LLC, to use cash collateral to pay expenses substantially in compliance with the Budget, which currently extends through the end of February 2019. Pursuant to the Final Order, the Debtor will maintain a Debtor-In-Possession checking Account and deposit all cash collateral into its DIP Accounts. During the cash collateral period, the Debtor is authorized to use cash collateral to pay its authorized post-petition expenses. The Debtor may use the cash collateral to pay the quarterly fees due to the U.S. Trustee, as the Court or the U.S. Trustee will direct, and any professional fees that the Court may grant following application, notice and hearing. Further, the Debtor is also authorized to pay the actual utility charges and deposits as may be required under Section 336(b) of the Bankruptcy Code. The Debtor represents that these Secured Creditors may assert a claim on the cash collateral: (a) Audio Visual Services Group, Inc. dba PSAV Presentation Services asserts a claim agains the Debtor as evidenced by a Credit Application. The Debtor owes PSAV approximately $571,152 as of the Petition Date. (b) On Deck Capital, Inc. asserts a claim against the Debtor as evidenced by a Business Loan and Security Agreement. The Debtor has paid the loan down to the current payoff amount of approximately $59,474. (c) Oceans 1212 Inc. asserts a claim against the Debtor as evidenced by an Agreement for the Purchase and Sale of Future Receipts. The Debtor has paid the loan down to the current payoff amount of approximately $30,800. (d) Global Merchant Cash, Inc. asserts a claim against the Debtor as evidenced by an Agreement for for the Purchase and Sale of Future Receipts. The Debtor has paid the loan down to the current payoff amount of approximately $109,975. Secured Creditors are granted replacement liens in Debtor's property of the kind and in the priority as Secured Creditors' respective liens may have attached to Debtor's property as of the Petition Date. In addition, the Debtor will provide copies of hte Monthly Operating Reports, filed with the Court, to the U.S. Trustee and to Secured Creditors. A full-text copy of the Final Order is available at http://bankrupt.com/misc/ganb18-53480-41.pdf About Woodard Events Woodard Events, LLC, provides education, coaching, professional communities and resources to accounting professionals to equip them to better manage their practices and to effectively support their clients. It has 9 employees including Joe Woodard and his wife Sandra Woodard. Woodard Events sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-53480) on March 1, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of $1,000,001 to $10 million. WTE S&S AG: Allowed to Continue Using Cash Collateral Until June 30 ------------------------------------------------------------------- The Hon. Donald R. Cassling of U.S. Bankruptcy Court for the Northern District of Illinois authorized WTE-S&S AG Enterprises LLC to use the cash collateral of State Bank of Chilton on an interim basis during the period of May 1, 2018 through June 30, 2018, to the extent set forth on the Budget. A final hearing on the continued use of cash collateral will be held on June 26, 2018 at 10:00 a.m. The Debtor is authorized to make the expenditures set forth in the Budget, plus no more than 10% of the total expense payments. The Budget provides total cash disbursements of approximately $24,950 for the month of May 2018 and $17,950 for June 2018. In return for the Debtor's continued interim use of cash collateral, State Bank of Chilton is granted the following adequate protection for its purported secured interest in the property of the Debtor: (1) The Debtor will permit State Bank of Chilton to inspect its books and records; (2) The Debtor will maintain and pay premiums for insurance to cover all of its assets from fire, theft and water damage; (3) The Debtor will make available to State Bank of Chilton evidence of that which constitutes its collateral or proceeds; (4) The Debtor will properly maintain its assets in good repair and properly manage its business; and (5) State Bank of Chilton will be granted valid, perfected, enforceable interests in and to the Debtor's post-petition assets, including all proceeds and products which are now or hereafter become property of the estate to the extent and priority of its alleged pre-petition liens, if valid, but only to the extent of any diminution in the value of such assets during the period from the commencement of the Debtor's Chapter 11 case through June 30, 2018. A full-text copy of the Interim Order is available at http://bankrupt.com/misc/ilnb16-09913-387.pdf About WTE-S&S AG Enterprises WTE-S&S AG Enterprises, LLC, is a limited liability company formed for the purpose of constructing an anaerobic digester on the largest dairy farm in Door County, Wisconsin, so as to generate electricity from harnessing methane extracted from animal waste. WTE-S&S AG Enterprises filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ill. Case No. 16-09913) on March 23, 2016. In the petition signed by James G. Philip, manager and designated representative, the Debtor estimated assets and liabilities of $1 million to $10 million. The case is assigned to Judge Donald R. Cassling. David K. Welch, Esq., at Crane, Heyrnan, Simon, Welch & Clar, serve as the Debtor's counsel. WYNDHAM WORLDWIDE: S&P Rates $1BB Revolver & $300MM Term Loan BB- ----------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue-level rating and '3' recovery rating to Wyndham Worldwide Corp.'s proposed $1 billion senior secured revolving credit facility due 2023 and $300 million senior secured term loan due 2025. S&P said, "Our 'BBB-' corporate credit rating on Wyndham Worldwide Corp. has been on CreditWatch negative since Aug. 3, 2017. Upon resolving the CreditWatch placement, we will likely lower the rating on soon-to-be-renamed Wyndham Destinations Inc., the remaining timeshare company, by three notches to 'BB-' from 'BBB-'. The ratings on the new debt are the same as the expected lower corporate credit rating. The '3' recovery rating indicates our view that lenders can expect meaningful (50%-70%; rounded estimate: 50%) recovery of principal in the event of a payment default. "Now that the company has completed the various financing arrangements related to the spin-off of Wyndham Hotels & Resorts Inc. (including for the purchase of La Quinta Holdings Inc.'s hotel franchising and management business) and completed the sale of its European vacation rentals business, we expect to resolve the CreditWatch placement soon. We also expect to assign a positive outlook. "Given that Wyndham Worldwide Corp.'s existing senior notes will become secured and pari passu with the planned revolver and term loan, we also expect to lower our issue-level rating on these notes to 'BB-' from 'BBB-', with a recovery rating of '3'. For the complete explanation of our expected rating action upon the resolution of the CreditWatch placement, see our bulletin on Wyndham Worldwide Corp., which was published on March 19, 2018." RECOVERY ANALYSIS S&P's 'BB-' issue-level rating and '3' recovery rating on Wyndham's $1.3 billion senior secured credit facility reflect its expectation for meaningful (50%-70%; rounded estimate: 50%) recovery for lenders in the event of a default.” The existing $2.4 billion senior notes will accrue security concurrent with the closing of the proposed credit facility. Upon the resolution of the CreditWatch placement, S&P will likely lower its issue-level rating on the remaining existing senior notes to 'BB-' from 'BBB-', in line with the expected 'BB-' corporate credit rating. S&P said, "Our simulated default scenario contemplates a payment default in 2022, reflecting the loss of key exclusivity contracts with developers and homeowner associations as well as an overall decline in the popularity of timeshares as a vacation alternative. Our simulated default scenario also incorporates a severe economic downturn and tightening of consumer credit markets as well as illiquidity in the financial markets for timeshare securitizations and conduit facilities for a period of time. We assume a reorganization following the default, using an emergence EBITDA multiple of 6.5x to value the company. "We have incorporated our standard assumption that the revolver is 85% drawn for purposes of our hypothetical default scenario and this recovery analysis." Simplified Waterfall: -- Emergence EBITDA: $293 million -- EBITDA multiple: 6.5x -- Gross recovery value: $1.9 billion -- Net recovery value for waterfall after administrative expenses (5%): $1.8 billion -- Obligor/non-obligor valuation split: 100%/0% -- Total value available for senior secured debt: $1.8 billion -- Estimated senior secured debt claim: $3.6 billion --Recovery expectation: 50%-70% (rounded estimate: 50%) All debt amounts include six months of prepetition interest. RATINGS LIST Wyndham Worldwide Corp. Corporate credit rating BBB-/Watch Neg/-- New Ratings Wyndham Worldwide Corp. Proposed $1B senior secured revolving credit facility due 2023 BB- Recovery rating 3 (50%) Proposed $300M senior secured term loan due 2025 BB- Recovery rating 3 (50%) Z-1 MANAGEMENT: Permitted to Use Trustmark Cash Collateral ---------------------------------------------------------- The Hon. Paulette J. Delk of the United States Bankruptcy Court for the Western District of Tennessee authorized Z-1 Management, LLC, to continue to use cash collateral upon the consent of the Trustmark National Bank. The Debtor may use cash collateral only for those items expressly authorized in the proposed cash expenditure budget, namely: (i) monthly payment to Trustmark in the amount of $8,412, (ii) payment of estimated utilities in the amount of $800, and (iii) miscellaneous expenses in the amount of $788. Trustmark National Bank is a secured creditor of Lawrence Migliara, Jr., the sole owner of Debtor. Pursuant to a Promissory Note executed by Migliara, Trustmark is the holder of a secured claim against Migliara in the original principal amount of $1,161,134. The Note is secured by a validly perfected Deed of Trust wherein Migliara pledged real property commonly known as 6343 Summer Ave., Bartlett, TN 38134. By Quit Claim Deed, Migliara conveyed his interest in the Real Property Collateral to the Debtor. Trustmark is granted post-petition security interest and replacement lien (of the same validity, extent, and priority as Trustmark's pre-petition security interests in the Pre-petition Collateral) in and to all proceeds from the sale and use of its collateral including any newly acquired or replacement inventory. The Debtor is also authorized to resume post-petition monthly debt service in accordance with the loan documents. Trustmark is authorized to re-engage its automatic payment notification system by mail or otherwise. Debtor acknowledges and agrees that auto generated default or late payment notices will not violate the stay. As a condition to its use of cash collateral, the Debtor will: (a) provide Trustmark's counsel via electronic mail with operating reports (not gross sales) on a monthly basis effective immediately and continuing thereafter on a monthly basis; (b) pay all post-petition taxes, including 2018 taxes, when due from the respective taxing authorities on or before their respective due dates; (c) preserve, maintain, and insure the Real Property Collateral, with appropriate endorsements naming Trustmark as additional insured and loss payee and provide proof thereof to Trustmark; and (d) permit Trustmark, or its agents, including consultants, to have reasonable physical access to the Real Property Collateral, and the books and records pertaining thereto. Attorney for Trustmark National Bank: R. Lee Webber, Esq. Morton & Germany, PLLC 45 N. B.B. King Blvd., Suite 201 Memphis, TN 38103 Phone: (901) 522-0050 Fax: (901) 522-0053 About Z-1 Management Z-1 Management, LLC, is a privately held company whose principal assets are located at 3035 Directors Row Memphis, Tennessee. Z-1 Management filed a Chapter 11 petition (Bankr. W.D. Tenn. Case No. 18-21898) on March 2, 2018. In the petition signed by Lawrence Migliara, Jr., member, the Debtor estimated $1 million to $10 million in assets and liabilities. Russell W. Savory at Beard & Savory, PLLC, is the Debtor's counsel. The Hon. Paulette J. Delk is the case judge. The Office of the U.S. Trustee on April 3, 2018, disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Industrial Strength, Inc. Bankr. M.D. Fla. Case No. 18-03704 Chapter 11 Petition filed May 3, 2018 See http://bankrupt.com/misc/flmb18-03704.pdf represented by: Camille J Iurillo, Esq. IURILLOW LAW GROUP, P.A. E-mail: ciurillo@iurillolaw.com In re Encompass Compliance Corp., A Florida Corporation Bankr. S.D. Fla. Case No. 18-15342 Chapter 11 Petition filed May 3, 2018 See http://bankrupt.com/misc/flsb18-15342.pdf represented by: Kevin C. Gleason, Esq. FLORIDA BANKRUPTCY GROUP, LLC E-mail: kgpaecmf@aol.com In re Matty and Patty's Hot Dogs, LLC Bankr. D.N.J. Case No. 18-19142 Chapter 11 Petition filed May 3, 2018 See http://bankrupt.com/misc/njb18-19142.pdf Filed Pro Se In re 461 7th Avenue Market, Inc. Bankr. S.D.N.Y. Case No. 18-22671 Chapter 11 Petition filed May 3, 2018 See http://bankrupt.com/misc/nysb18-22671.pdf represented by: Rosemarie E. Matera, Esq. KURTZMAN MATERA, PC E-mail: law@kmpclaw.com In re Adelfi Trust Bankr. E.D. Va. Case No. 18-11597 Chapter 11 Petition filed May 3, 2018 See http://bankrupt.com/misc/vaeb18-11597.pdf Filed Pro Se In re JME Trucking, LLC Bankr. W.D. Wis. Case No. 18-11512 Chapter 11 Petition filed May 3, 2018 See http://bankrupt.com/misc/wiwb18-11512.pdf represented by: Mart W. Swenson, Esq. THE SWENSON LAW GROUP E-mail: mart@swensonlawgroup.com In re Robert Edward Zuckerman Bankr. C.D. Cal. Case No. 18-11150 Chapter 11 Petition filed May 4, 2018 represented by: Sandford L. Frey, Esq. LEECH TISHMAN FUSCALDO & LAMPL, INC. E-mail: sfrey@leechtishman.com In re Durfey Development, Inc. Bankr. W.D. Mo. Case No. 18-50193 Chapter 11 Petition filed May 4, 2018 See http://bankrupt.com/misc/mowb18-50193.pdf represented by: Erlene W. Krigel, Esq. KRIGEL & KRIGEL, P.C. E-mail: ekrigel@krigelandkrigel.com In re Branbro Investments, LLC Bankr. W.D.N.C. Case No. 18-30707 Chapter 11 Petition filed May 4, 2018 See http://bankrupt.com/misc/ncwb18-30707.pdf represented by: R. Keith Johnson, Esq. LAW OFFICES OF R. KEITH JOHNSON, P.A. E-mail: rkjpa@bellsouth.net In re Soundstream Entertainment NJ LLC Bankr. D.N.J. Case No. 18-19188 Chapter 11 Petition filed May 4, 2018 See http://bankrupt.com/misc/njb18-19188.pdf Filed Pro Se In re Arturo De La Mora Diaz Bankr. D. Nev. Case No. 18-12623 Chapter 11 Petition filed May 4, 2018 represented by: Michael J. Harker, Esq. E-mail: notices@harkerlawfirm.com In re Gheorghe Cristescu Bankr. E.D.N.Y. Case No. 18-42622 Chapter 11 Petition filed May 4, 2018 represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. E-mail: alla@kachanlaw.com In re Bungalow 3 NYC, LLC Bankr. S.D.N.Y. Case No. 18-11374 Chapter 11 Petition filed May 4, 2018 See http://bankrupt.com/misc/nysb18-11374.pdf represented by: Douglas J. Pick, Esq. PICK & ZABICKI LLP E-mail: dpick@picklaw.net In re Jocelyne Wildenstein Bankr. S.D.N.Y. Case No. 18-11388 Chapter 11 Petition filed May 4, 2018 represented by: Douglas J. Pick, Esq. PICK & ZABICKI LLP E-mail: dpick@picklaw.net In re Pedro Barona Bankr. S.D.N.Y. Case No. 18-22677 Chapter 11 Petition filed May 4, 2018 Filed Pro Se In re Central Cardiovascular Associates, P.C. Bankr. W.D. Pa. Case No. 18-21813 Chapter 11 Petition filed May 4, 2018 See http://bankrupt.com/misc/pawb18-21813.pdf represented by: Michael J. Roeschenthaler, Esq. WHITEFORD TAYLOR & PRESTON, LLP E-mail: mroeschenthaler@wtplaw.com In re Thomas Alan Carter Bankr. W.D. Pa. Case No. 18-21823 Chapter 11 Petition filed May 4, 2018 represented by: Aurelius P. Robleto, Esq. ROBLETO LAW E-mail: apr@robletolaw.com In re Hard-Mire Restaurant Holdings, LLC Bankr. N.D. Tex. Case No. 18-31575 Chapter 11 Petition filed May 4, 2018 See http://bankrupt.com/misc/txnb18-31575.pdf represented by: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. E-mail: eric@ealpc.com In re Stephen Harry Dernick Bankr. S.D. Tex. Case No. 18-32417 Chapter 11 Petition filed May 4, 2018 represented by: Reese W. Baker, Esq. BAKER & ASSOCIATES E-mail: courtdocs@bakerassociates.net In re Orlando Sun Revacable Living Trust Bankr. W.D. Wash. Case No. 18-11819 Chapter 11 Petition filed May 4, 2018 Filed Pro Se In re James Thomas Perry Bankr.M.D. Fla. Case No. 18-01521 Chapter 11 Petition filed May 7, 2018 represented by: Lisa C. Cohen, Esq. RUFF & COHEN PA E-mail: mcourtruff@bellsouth.net In re Basim Elhabashy Bankr. S.D. Fla. Case No. 18-15440 Chapter 11 Petition filed May 7, 2018 represented by: Jordan L. Rappaport, Esq. E-mail: office@rorlawfirm.com In re Straight Triangle Trucking, LLC Bankr. M.D. Ga. Case No. 18-50866 Chapter 11 Petition filed May 7, 2018 See http://bankrupt.com/misc/gamb18-50866.pdf represented by: Calvin L. Jackson, Esq. CALVIN L. JACKSON, P.C E-mail: cljpc@mgacoxmail.com In re Treasure Taxi, Inc. Bankr. E.D.N.Y. Case No. 18-42647 Chapter 11 Petition filed May 7, 2018 See http://bankrupt.com/misc/nyeb18-42647.pdf represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. E-mail: alla@kachanlaw.com In re 34 So. Crossman Street Inc. Bankr. W.D.N.Y. Case No. 18-10908 Chapter 11 Petition filed May 7, 2018 See http://bankrupt.com/misc/nywb18-10908.pdf represented by: Daniel F. Brown, Esq. ANDREOZZI BLUESTEIN LLP E-mail: dfb@andreozzibluestein.com In re Gerald Scharf Bankr. W.D.N.Y. Case No. 18-10909 Chapter 11 Petition filed May 7, 2018 represented by: Daniel F. Brown, Esq. ANDREOZZI BLUESTEIN LLP E-mail: dfb@andreozzibluestein.com In re Dynamic MRI & 3D CT CSP Bankr. D.P.R. Case No. 18-02525 Chapter 11 Petition filed May 7, 2018 See http://bankrupt.com/misc/prb18-02525.pdf represented by: Carmen D. Conde Torres, Esq. C. CONDE & ASSOC. E-mail: notices@condelaw.com In re New Caney Fence, LLC Bankr. S.D. Tex. Case No. 18-32456 Chapter 11 Petition filed May 7, 2018 See http://bankrupt.com/misc/txsb18-32456.pdf represented by: Donald L. Wyatt, Esq. WYATT & MIRABELLA PC E-mail: don.wyatt@wyattpc.com In re Rowena Benito Macedo Bankr. C.D. Cal. Case No. 18-11181 Chapter 11 Petition filed May 8, 2018 represented by: Onyinye N. Anyama, Esq. ANYAMA LAW FIRM E-mail: onyi@anyamalaw.com In re Prana Yoga, LLC Bankr. N.D. Ind. Case No. 18-10819 Chapter 11 Petition filed May 8, 2018 See http://bankrupt.com/misc/innb18-10819.pdf represented by: Daniel J. Skekloff, Esq. HALLER & COLVIN, PC E-mail: dskekloff@hallercolvin.com In re Wylleen G. May Bankr. W.D. Mo. Case No. 18-41243 Chapter 11 Petition filed May 8, 2018 represented by: Erlene W. Krigel, Esq. KRIGEL & KRIGEL, P.C. E-mail: ekrigel@krigelandkrigel.com In re Donna Lee Hagaman Bankr. D.N.J. Case No. 18-19364 Chapter 11 Petition filed May 8, 2018 Filed Pro Se In re Leticia Rojas Bankr. D.N.J. Case No. 18-19362 Chapter 11 Petition filed May 8, 2018 represented by: Bruce W. Radowitz, Esq. E-mail: bradowitz@comcast.net In re Doreen Hoffman Bankr. E.D.N.Y. Case No. 18-72852 Chapter 11 Petition filed April 26, 2018 represented by: John Fazzio, Esq. FAZZIO LAW E-mail: jfazzio@fazziolaw.com In re Matthew Franklin Davis and Melanie Ann Leary Bankr. W.D. Wash. Case No. 18-11810 Chapter 11 Petition filed May 3, 2018 represented by: Larry B. Feinstein, Esq. Email: feinstein1947@gmail.com In re Charles WM. Salmons and Christine A. Salmons Bankr. D. Ariz. Case No. 18-5201 Chapter 11 Petition filed May 9, 2018 represented by: David Jeffrey Hindman, Esq. MESCH CLARK & ROTHSCHILD PC E-mail: ecfbk@mcrazlaw.com In re Marc S. Protenic and Dena J. Protenic Bankr. N.D. Cal. Case No. 18-41099 Chapter 11 Petition filed May 9, 2018 represented by: Mufthiha Sabaratnam, Esq. SABARATNAM AND ASSOCIATES E-mail: mufti@taxandbklaw.com In re Michael A. Rudman Bankr. W.D. Pa. Case No. 18-21911 Chapter 11 Petition filed May 9, 2018 represented by: Christopher M. Frye, Esq. STEIDL & STEINBERG E-mail: chris.frye@steidl-steinberg.com In re Jeffery Scott Hickman Bankr. E.D. Tenn. Case No. 18-12042 Chapter 11 Petition filed May 9, 2018 represented by: Rebecca L. Hicks, Esq. E-mail: hickslaw@volstate.net In re David Dernick Bankr. S.D. Tex. Case No. 18-32494 Chapter 11 Petition filed May 9, 2018 represented by: Reese W. Baker, Esq. BAKER & ASSOCIATES E-mail: courtdocs@bakerassociates.net In re Dale W Horton Bankr. W.D. Wash. Case No. 18-11869 Chapter 11 Petition filed May 9, 2018 represented by: Thomas D. Neeleman, Esq. NEELEMAN LAW GROUP, P.C. E-mail: courtmail@expresslaw.com In re Group Golf of Palm C Group Golf of Palm Coast, LLC Bankr. M.D. Fla. Case No. 18-01581 Chapter 11 Petition filed May 10, 2018 See http://bankrupt.com/misc/flmb18-01581.pdf represented by: Christopher W. Wickersham, Jr., Esq. LAW OFFICES OF C.W. WICKERSHAM JR., P.A. E-mail: pleadings@chriswickersham.com In re Eternal Jewelers, Inc. Bankr. N.D. Ill. Case No. 18-13761 Chapter 11 Petition filed May 10, 2018 See http://bankrupt.com/misc/ilnb18-13761.pdf represented by: Gregory K Stern, Esq. GREGORY K. STERN, P.C. E-mail: greg@gregstern.com In re Kenneth Mark Abramowitz and Tamara Wodiska Abramowitz Bankr. D. Md. Case No. 18-16401 Chapter 11 Petition filed May 10, 2018 represented by: Michael G. Wolff, Esq. WOLFF & ORENSTEIN, LLC E-mail: mwolff@wolawgroup.com In re Steven L. Werner and Anne S. Werner Bankr. E.D.N.C. Case No. 18-02356 Chapter 11 Petition filed May 10, 2018 represented by: Joseph Zachary Frost, Esq. Stubbs & Perdue, P.A. E-mail: efile@stubbsperdue.com In re Marcus Immesberger Bankr. D.N.J. Case No. 18-19546 Chapter 11 Petition filed May 10, 2018 represented by: Vera Fedoroff, Esq. FEDOROFF FIRM, LLC E-mail: vf@legalmattersnj.com In re John G Pimentel Bankr. D. Nev. Case No. 18-12738 Chapter 11 Petition filed May 10, 2018 represented by: Michael J. Harker, Esq. E-mail: notices@harkerlawfirm.com In re Skygate 012, LLC Bankr. E.D.N.Y. Case No. 18-42715 Chapter 11 Petition filed May 10, 2018 See http://bankrupt.com/misc/nyeb18-42715.pdf Filed Pro Se In re Action Team Inc. Bankr. E.D.N.Y. Case No. 18-42728 Chapter 11 Petition filed May 10, 2018 See http://bankrupt.com/misc/nyeb18-42728.pdf represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. E-mail: alla@kachanlaw.com In re Zoila P Sarmiento Bankr. E.D.N.Y. Case No. 18-42739 Chapter 11 Petition filed May 10, 2018 represented by: Edward J. Waters, Esq. E WATERS & ASSOCIATES, PC E-mail: info@ewaterslaw.com In re John Ahearn Bankr. S.D.N.Y. Case No. 18-22713 Chapter 11 Petition filed May 10, 2018 represented by: H. Bruce Bronson, Jr., Esq. BRONSON LAW OFFICES, P.C. E-mail: ecf@bronsonlaw.net In re Century Townhomes Association Bankr. W.D. Pa. Case No. 18-21925 Chapter 11 Petition filed May 10, 2018 See http://bankrupt.com/misc/pawb18-21925.pdf represented by: Kathryn L. Harrison, Esq. CAMPBELL & LEVINE, LLC E-mail: klh@camlev.com In re Food Street Inc. Bankr. E.D. Va. Case No. 18-11686 Chapter 11 Petition filed May 10, 2018 See http://bankrupt.com/misc/vaeb18-11686.pdf Filed Pro Se ********* 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. 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Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2018. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***