/raid1/www/Hosts/bankrupt/TCR_Public/180528.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, May 28, 2018, Vol. 22, No. 147
Headlines
4402 MAMMOTH INVESTORS: Hires Donahoe & Young as Attorney
4402 MAMMOTH INVESTORS: Hires Greenberg as Special Counsel
461 7TH AVENUE: Hires Kimm Law as Special Counsel
5200 ENTERPRISES: Hires Jason A. Burgess as Counsel
AA READY MIX: U.S. Trustee Unable to Appoint Committee
AGILE THERAPEUTICS: Bruce Kovner Lowers Stake to 2%
AHERN RENTALS: S&P Alters Outlook to Positive & Affirms 'B' CCR
ALEGION INC: Hires Cunningham Bounds as Special Counsel
ALL TERRAIN: Buying Back Vehicles from Hathaway Trustee for $25K
ALTA MESA: Reports First Quarter 2018 Financial Results
AMBOY GROUP: Hires Auction Advisors as Real Estate Broker
ANCHOR GLASS: $150MM Bank Debt Trades at 10.5% Off
ANCHOR GLASS: $646MM Bank Debt Trades at 7% Off
ANDREOLA TERRAZZO: May Use Cash Collateral on Interim Basis
ANEW YOU MEDICAL: Unsecureds to Get Full Payment Under New Plan
ANZHEY BARANTSEVICH: Proposes $1.8M Sale of Encino Property
AQUA LIFE: Unsecured Creditors to Recover 1-3% Under Latest Plan
ARA MACAO HOLDINGS: Hires Burch & Cracchiolo as Counsel
ARBORWOOD LLC: Case Summary & 6 Unsecured Creditors
ATKORE INTERNATIONAL: S&P Affirms 'BB-' CCR, Outlook Stable
B & M HEATINGCOOLING: U.S. Trustee Unable to Appoint Committee
B&B LIQUIDATING: Has Final Approval to Use Cash Collateral
BARRANQUITAS ULTRASOUND: U.S. Trustee Can Appoint PCO
BERTUCCI'S HOLDINGS: Committee Taps Bayard as Co-Counsel
BERTUCCI'S HOLDINGS: Committee Taps Kelley Drye as Lead Counsel
BERTUCCI'S HOLDINGS: Committee Taps Protiviti as Financial Advisor
BERTUCCI'S HOLDINGS: Taps Schulte Roth as Special Counsel
BIOPLAN USA: S&P Alters Outlook to Negative & Affirms 'B-' CCR
BITE THE BULLET: Hires Atkinson Law as Counsel
BLACKBOARD INC: Bank Debt Trades at 8.31% Off
BLACKRIDGE TECHNOLOGY: Appoints Ilan Investments Exec. as Director
BLESSING OUR WORLD: Foreclosure Auction Set for June 1
BOLDER ENTERPRISES: Eastern Colorado Bank Bans Cash Collateral Use
BRAVO BRIO: Shareholders Approve Merger Deal with Spice Private
BUILDING CONSTRUCTION: Plan, Disclosures Hearing Set for June 28
BUSINESS SOLUTIONS: Peifer Trucking Buying All Assets for $500K
CAELUS ENERGY: Bank Debt Trades at 9.75% Off
CANDLE CONNECTION: Hires Steinberg Law as Counsel
CAPTAIN TRANSPORT: June 7 Plan Confirmation Hearing
CAROLEI REALTY: Hires Michael A. Tognino as Accountant
CARPATHIAN ENERGY: Case Summary & 10 Unsecured Creditors
CBAK ENERGY: Incurs US$2.56 Million Net Loss in First Quarter
CD HALL: Case Summary & Unsecured Creditor
CDR HRB: S&P Lowers Corp. Credit Rating to 'CCC', Outlook Negative
CEC ENTERTAINMENT: Bank Debt Trades at 7.25% Off
CENGAGE: Bank Debt Trades at 9.37% Off
CENTURY TOWNHOMES: Taps Campbell & Levine as Legal Counsel
CHANDELLE RUNWAY: Seeks to Hire Cooper Law as Attorney
CHANDELLE RUNWAY: U.S. Trustee Unable to Appoint Committee
CHEERVIEW ENTERPRISES: Unsecureds Monthly Payment Reduced to $472
CHINA COMMERCIAL: Posts $386,000 Net Loss in First Quarter
CLA PROPERTIES: Taps Cockriel & Christofferson as Special Counsel
CLARK'S FISH: Taps Wilson & Johns as Accountant
COCRYSTAL PHARMA: Converts $2M Outstanding 8% Notes Into Equity
COLORADO WICH: Authorized to Use Cash Collateral on Final Basis
CONN'S INC: S&P Assigns 'BB-' Rating on New $650MM ABL Revolver
CSC DEVELOPERS: Seeks to Hire Cooper Law as Attorney
CSC DEVELOPERS: U.S. Trustee Unable to Appoint Committee
DATACOM SYSTEMS: Voluntary Chapter 11 Case Summary
DIRECT DIAMOND: Case Summary & 3 Unsecured Creditors
DIRECTVIEW HOLDINGS: Incurs $26.1 Million Net Loss in 1st Quarter
DYNAMIC MRI: DOJ Watchdog Can Appoint PCO
ECS REFINING: Trustee Taps Felderstein as Legal Counsel
ENDURO RESOURCE: Davis Polk Advises First-Lien Administrative Agent
ENDURO RESOURCE: Taps Kurtzman Carson as Claims Agent
ETERON INC: Hires Michigan Business as Business Appraiser
FALLBROOK TECHNOLOGIES: June 8 Plan Confirmation Hearing
FC GLOBAL: Incurs $3.69 Million Net Loss in First Quarter
FC GLOBAL: Reports Amended 2017 Net Loss of $19.4 Million
FILBIN LAND: Seeks to Hire Arch & Beam as Financial Advisor
FIRESTAR DIAMOND: Hawaii Jewelry Store Closed
FIRSTENERGY SOLUTIONS: FE Corp. Buying Two Aircrafts for $25.5M
FREELINC TECHNOLOGIES: Case Summary & 20 Top Unsecured Creditors
GENERAL MOTORS: Trust's Clawback Suits Stayed Pending Mediation
GILLETTE INVESTMENTS: June 12 Disclosure Statement Hearing
GLASGOW EQUIPMENT: Has Interim Authority to Use Cash Collateral
GNC HOLDINGS: Stockholders Elected 8 Directors
GOLDEN CROWN: Case Summary & 20 Largest Unsecured Creditors
GREAT LAKES DREDGE: S&P Alters Outlook to Neg. & Affirms 'B-' CCR
GREEN DREAMS: Judge Signed Third Interim Cash Collateral Order
GULF COAST MEDICAL: U.S. Trustee Unable to Appoint Committee
HARRIS FINANCIAL: AZ Fed to be Paid in Full Under Exit Plan
HGIM HOLDINGS: Davis Polk Helps Secure Confirmation of Ch.11 Plan
HH & JR INC: Quarterly Payments of $500 for Unsecureds Over 5 Years
HILLSIDE OFFICE: Hires Bowman Consulting as Civil Engineer
HOBBICO INC: MT Acquisitions Buying Miscellaneous Assets for $557K
IMPERIAL PALMS: Case Summary & 20 Largest Unsecured Creditors
INFINITY CUSTOM: Taps Coldwell Banker as Real Estate Broker
INTEGRATED PHYSICIAN: Judge Finds Appointment of PCO Unnecessary
INTEGRATED WEALTH: Judge to Continue Chapter 11 Trustee Hearing
JC PENNEY: Bank Debt Trades at 3.75% Off
JOERNS HEALTHCARE: Bank Debt Trades at 8.67% Off
KAI INDUSTRIES: FORBIX Buying Irwindale Property for $5.5M
KINGMAN FARMS: Hires Colliers as Real Estate Appraiser
KNOWLES SYSTEMS: Hires Michael C. Petruzzo as Accountant
KONA GRILL: Regains Compliance with Nasdaq Listing Requirement
LAURA ELSHEIMER: Hires Paul V. Giannetti as Special Counsel
LAYNE CHRISTENSEN: Cetus Capital III Has 5.7% Stake as of May 15
LE-MAR HOLDINGS: Judge Signs Seventh Cash Collateral Order
LEAP ACADEMY: S&P Alters 2014 Revenue Bonds Outlook to Negative
LOCKWOOD HOLDINGS: Exclusive Filing Period Extended to Aug. 31
LUCKY DRAGON: Seeks Authority for Continued Cash Collateral Use
LUCKY DRAGON: Seeks to Hire DiFederico Group as Appraiser
LUNE DE LA MAISON: Case Summary & 10 Unsecured Creditors
MARSH SUPERMARKETS: Plan Confirmation Hearing Set for June 11
MEHRI AKHLAGHPOUR: Trustee's $678K Sale of Granada Hill Propty. OKd
MILLER'S DELICATESSEN: Hires James T. Cois as Attorney
MORAN FOODS: Bank Debt Trades at 19.33% Off
MS DIAGNOSTIC: DOJ Watchdog Directed to Appoint PCO
MURRAY ENERGY: $1.7BB Bank Debt Trades at 8.37% Off
MURRAY ENERGY: $175MM Bank Debt Trades at 6.37% Off
N & B MANAGEMENT: Trustee Taps Jeffrey J. Sikirica as Counsel
NATURE'S BOUNTY: Bank Debt Trades at 14.50% Off
NIGHTHAWK ENERGY: Taps JND Corporate as Claims and Noticing Agent
OMEROS CORP: Borrows Another $45 Million from CRG Servicing
ONSITE TEMP: Court Approves Supplemental Disclosure Statement
ORION HEALTHCORP: Medical Buying All RCM Assets for $10 Million
PAIN MEDICINE: Has Final Authority to Use Cash Collateral
PEACOCK DEVELOPMENT: Hires Langston-Black as Real Estate Broker
PENN ENGINEERING: S&P Lowers Senior Secured Debt Rating to B+
PENTHOUSE GLOBAL: Trustee May Continue Using Cash Collateral
PERPETUAL ENERGY: S&P Lowers CCR to 'CCC', Outlook Negative
PIONEER ENERGY: Stockholders Elected Two Directors
PIONEER ENERGY: Will Sell $300 Million Worth of Securities
PLACE FOR ACHIEVING: M.L. Cyganowski Appointment as Trustee Okayed
PLAYHUT INC: Case Summary & 20 Largest Unsecured Creditors
PNEUMA INTERNATIONAL: Unsecureds to Recoup 5% Under Latest Plan
PRECISION CASTING: Court Confirms 2nd Amended Plan
PRIME PROPERTY: U.S. Trustee Unable to Appoint Committee
PUGLIA ENGINEERING: Committee Taps CKR Law as Legal Counsel
QSL PORTAGE: Seeks to Hire Hyperams as Auctioneer
RMH FRANCHISE: Authorized to Use Cash Collateral on Interim Basis
RMH FRANCHISE: U.S. Trustee Forms Three-Member Committee
ROCKPORT COMPANY: U.S. Trustee Forms 3-Member Committee
RON ARAD: Beverly Buying La Habra Apartment House for $1.53M
ROSE COURT: Court Denies Bid to Employ American Home Appraisal
ROSENBAUM FARM: Disclosures OK'd; August 16 Plan Hearing
SALLE FAMILY: Case Summary & 9 Unsecured Creditors
SAMUEL MOORE: Selling Bethel Park Property for $165K to Fund Plan
SCHLETTER INC: Hires Prime Clerk as Claims and Noticing Agent
SEADRILL LTD: Bank Debt Trades at 11.46% Off
SERTA SIMMONS: Bank Debt Trades at 12% Off
SILVERVIEW LLC: U.S. Trustee Unable to Appoint Committee
SIRIUS XM: S&P Affirms 'BB' Corp. Credit Rating, Outlook Stable
SKILLSOFT CORP: Bank Debt Trades at 17% Off
SKYLINE HEALTHCARE: Black Hills Stabilizes Operations of Facilities
SPECTRUM HEALTHCARE: Manchester Campus Placed in Receivership
STEWART DUDLEY: Magnify Trustee Selling Condo Unit 2227 for $216K
STORE IT REIT: U.S. Trustee Unable to Appoint Committee
SUNSHINE DAIRY: Seeks Access to $6.5-Mil Cash Collateral
SYNCREON GROUP: Bank Debt Trades at 6.56% Off
TAG MOBILE: Committee Taps Nicoud Law as Legal Counsel
TATONKA ACQUISITIONS: Taps Movoto Inc. as Realtor
TEMPEST GROUP: CTIC Files Joinder to FBA's Plan Outline Objections
TEMPEST GROUP: FBA Seeks Rejection of Proposed Plan Outline
THOMPSON REST: Court Approves First Amended Disclosure Statement
TOYS R US: Bank Debt Trades at 18.33% Off
TOYS R US: U.S. Trustee Forms 5-Member Panel for Propco I Debtors
TREATMENT CENTER: Seeks to Hire Furr and Cohen as Attorney
TREATMENT CENTER: U.S. Trustee Can Appoint PCO
TRIPLE POINT: S&P Raises CCR to 'CCC' Amid Debt Exchange
ULTRA PETROLEUM: Bank Debt Trades at 8.19% Off
VICTORY ENTERTAINMENT: Case Summary & 8 Unsecured Creditors
VIDEOLOGY: Seeks Authorization to Use Cash Collateral
WELLNESS ANALYSIS: Case Summary & 15 Unsecured Creditors
WEST POINT MARKET: Case Summary & 20 Largest Unsecured Creditors
WESTERN HOST: Taps De La Rosa Stella as Accountant
WESTERN HOST: Taps Gratacos Law Firm as Legal Counsel
WHITEWATER/EVERGREEN: Case Summary & 7 Top Unsecured Creditors
WILLIAMS FINANCIAL: June 14 Plan Confirmation Hearing
WJA ASSET: Nam Buying Los Angeles Property for $535K
WJDDDS LLC: Seeks to Hire Dulin Ward as Accountant
WORTHINGTON ENERGY: Unsecureds to Get $80K Cash, 80K Shares
XTRALIGHT MANUFACTURING: U.S. Trustee Unable to Appoint Committee
[*] Beard Group 25th Annual Distressed Investing Conference Nov. 26
[^] BOND PRICING: For the Week from May 21 to 25, 2018
*********
4402 MAMMOTH INVESTORS: Hires Donahoe & Young as Attorney
---------------------------------------------------------
4402 Mammoth Investors, LLC, seeks authority from the U.S.
Bankruptcy Court for the Central District of California to employ
Donahoe & Young LLP, as attorneys to the Debtor.
4402 Mammoth Investors requires Donahoe & Young to:
a. advise the Debtor regarding matters of bankruptcy law
relevant to the pending Chapter 11 case;
b. represent the Debtor in proceedings or hearings before the
Bankruptcy Court;
c. assist the Debtor with the negotiation, documentation, and
obtaining Court approval of transactions affecting property
of the Debtor's estate;
d. advise the Debtor concerning the requirements of
bankruptcy law, including the Bankruptcy Code, federal
rules, and local rules, affecting the administration of
the bankruptcy case; and
e. assist the Debtor with the formulation, negotiation,
preparation, confirmation, and implementation of a Chapter
11 plan.
Donahoe & Young will be paid at these hourly rates:
Senior Partners $500
Junior Partners $400
Associates $300 to $350
Law Clerks $150
Prepetition, Donahoe & Young has received payments from the Debtor
in the amount of $17,198. The Debtor paid Donahoe & Young $10,000
as retainer for postpetition services.
Donahoe & Young will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Mark T. Young, a partner of Donahoe & Young, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Donahoe & Young can be reached at:
Mark T. Young, Esq.
DONAHOE & YOUNG LLP
25152 Springfield Court, Suite 345
Valencia, CA 91355
Tel: (661) 259-9000
Fax: (661) 554-7088
E-mail: myoung@donahoeyoung.com
About 4402 Mammoth Investors
Real estate lessor 4402 Mammoth Investors, LLC, holds a single
asset, a residential single family residence located at 120
Stonehaven Way, Los Angeles, California. The Company previously
sought bankruptcy protection on Sept. 26, 2016 (Bankr. C.D. Cal.
Case No. 16-22700).
4402 Mammoth Investors, LLC, based in Glendale, CA, filed a Chapter
11 petition (Bankr. C.D. Cal. Case No. 18-12055) on Feb. 26, 2018.
In the petition signed by Arthur R. Aslanian, manager, the Debtor
estimated $1 million to $10 million in both assets and liabilities.
The Hon. Julia W. Brand presides over the case. Mark T. Young,
Esq., at Donahoe & Young LLP, serves as bankruptcy counsel to the
Debtor. Greenberg Glusker Fields Claman & Machtinger LLP, is the
special litigation counsel.
4402 MAMMOTH INVESTORS: Hires Greenberg as Special Counsel
----------------------------------------------------------
4402 Mammoth Investors, LLC, seeks authority from the U.S.
Bankruptcy Court for the Central District of California to employ
Greenberg Glusker Fields Claman & Machtinger LLP, as special
litigation counsel to the Debtor.
4402 Mammoth Investors requires Greenberg to provide consulting
services and advice regarding the settlement, prosecution and
defense involving ownership and occupancy of the property located
at 120 Stonehaven Way, Los Angeles, California 90049.
Greenberg will be paid at these hourly rates:
Attorneys $300 to $1,200
Legal Assistants $200
Greenberg will be paid a retainer in the amount of $10,000.
As of the date of the Petition Date, the Debtor owes Greenberg
$54,448 for legal services rendered prepetition between November
2017 to February 2018.
Greenberg will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Fred A. Fenster, a partner of the firm, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estates.
Greenberg can be reached at:
Fred A. Fenster, Esq.
GREENBERG GLUSKER FIELDS
CLAMAN & MACHTINGER LLP
1900 Avenue of the Stars, 21st Floor
Los Angeles, CA 90067
Tel: (310) 785-6866
Fax: (310) 201-2321
E-mail: FFenster@GreenbergGlusker.com
About 4402 Mammoth Investors
Real estate lessor 4402 Mammoth Investors, LLC, holds a single
asset, a residential single family residence located at 120
Stonehaven Way, Los Angeles, California. The Company previously
sought bankruptcy protection on Sept. 26, 2016 (Bankr. C.D. Cal.
Case No. 16-22700).
4402 Mammoth Investors, LLC, based in Glendale, CA, filed a Chapter
11 petition (Bankr. C.D. Cal. Case No. 18-12055) on Feb. 26, 2018.
The Hon. Julia W. Brand presides over the case. In the petition
signed by Arthur R. Aslanian, manager, the Debtor estimated $1
million to $10 million in both assets and liabilities. Mark T.
Young, Esq., at Donahoe & Young LLP, serves as bankruptcy counsel.
Greenberg Glusker Fields Claman & Machtinger LLP, as special
litigation counsel.
461 7TH AVENUE: Hires Kimm Law as Special Counsel
-------------------------------------------------
461 7th Avenue Market, Inc., seeks authority from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Kimm Law Firm, as special counsel to the Debtor.
The Debtor is a party to a lease with Delsha 461 7th Avenue, LLC,
for the Debtor's premises at 461 7th Avenue, New York, NY 10001.
The Debtor operates a deli in the premises.
461 7th Avenue requires Kimm Law to assist the Debtor with respect
to the Lease and potential litigation thereunder as well as any
other litigation as may be necessary to assist the services of
general counsel of the Debtor.
Kimm Law will be paid at these hourly rates:
Partners $500
Associates $250
Paralegals $60
Kimm Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Michael S. Kimm, a partner of Kimm Law Firm, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Kimm Law can be reached at:
Michael S. Kimm, Esq.
KIMM LAW FIRM
333 Sylvan Avenue, Suite 106
Englewood Cliffs, NJ 07632
Tel: (201) 569-2880
About 461 7th Avenue Market
461 7th Avenue Market, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 18-22671) on May 3, 2018. The Debtor
hired Kurtzman Matera, P.C., as counsel; and Kimm Law Firm, as
special counsel.
5200 ENTERPRISES: Hires Jason A. Burgess as Counsel
---------------------------------------------------
5200 Enterprises Limited seeks authority from the U.S. Bankruptcy
Court for the Middle District of Florida to employ The Law Offices
of Jason A. Burgess, LLC, as counsel to the Debtor.
5200 Enterprises requires Jason A. Burgess to:
a. give advice to the Debtor with respect to its powers and
duties as debtor-in-possession and the continued management
of its business;
b. advise the Debtor with respect to its responsibilities in
complying with the US Trustee's Operating Guidelines and
Reporting Requirements and with the Local Rules of this
Court;
c. prepare motions, pleadings, orders, applications,
disclosure statements, plans of reorganization, commence
adversary proceedings, and prepare other such legal
documents necessary in the administration of this case;
d. protect the interest of the Debtor in all matters pending
before the Court; and
e. represent the Debtor in negotiations with their creditors
and in preparation of the disclosure statement and plan of
reorganization.
Jason A. Burgess will be paid at these hourly rates:
Attorneys $300
Paralegals $75
The Debtor paid Jason A. Burgess $9,217, including the $1,717
filing fee.
Jason A. Burgess will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Jason A. Burgess, a partner of the firm, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estates.
Jason A. Burgess can be reached at:
Jason A. Burgess, Esq.
THE LAW OFFICES OF JASON A. BURGESS, LLC
1855 Mayport Road
Atlantic Beach, FL 32233
Tel: (904) 372-4791
Fax: (904) 853-6932
About 5200 Enterprises Limited
5200 Enterprises Limited is the fee simple owner of a real property
located at 5200-5202 1st Avenue, Brooklyn, New York 11232 having a
tax records valuation of $6.43 million.
5200 Enterprises Limited, based in Jacksonville, FL, filed a
Chapter 11 petition (Bankr. M.D. Fla. Case No. 18-01646) on May 16,
2018. In the petition signed by John A. Luhrs, president, the
Debtor disclosed $6.43 million in assets and $3.25 million in
liabilities. The Hon. Jerry A. Funk presides over the case. Jason
A. Burgess, Esq., at The Law Offices of Jason A. Burgess, LLC,
serves as bankruptcy counsel.
AA READY MIX: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of AA Ready Mix, LLC as of May 23, according to
a court docket.
About AA Ready Mix LLC
AA Ready Mix, LLC is a ready mix concrete supplier in Folkston,
Georgia. The company posted gross revenue of $2.48 million in 2017
and gross revenue of $2.49 million in 2016.
AA Ready Mix sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 18-01110) on April 6, 2018. In the
petition signed by James V. Aldridge, president, the Debtor
disclosed $616,518 in assets and $1.05 million in liabilities.
Judge Jerry A. Funk presides over the case. The Debtor tapped The
Law Offices of Jason A. Burgess, LLC as its legal counsel.
AGILE THERAPEUTICS: Bruce Kovner Lowers Stake to 2%
---------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, Caxton Corporation and Bruce S. Kovner reported that as
of May 18, 2018, they beneficially own 671,823 shares of common
stock of Agile Therapeutics, Inc., which represents 2 percent of
the shares outstanding. Mr. Kovner is the chairman and sole
shareholder of Caxton Corporation. A full-text copy of the
regulatory filing is available for free at https://is.gd/27WCoi
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.
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.
AHERN RENTALS: S&P Alters Outlook to Positive & Affirms 'B' CCR
---------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on
Ahern Rentals Inc. and revised the outlook to positive from
stable.
S&P said, "At the same time, we affirmed our 'B-' issue-level
rating on the company's $550 million secured second-lien notes due
2023. The '5' recovery rating indicates our expectation for modest
(10%-30%; rounded estimate: 20%) recovery if a payment default
occurs.
"The outlook revision reflects our expectation that Ahern will
continue to improve its credit measures over the next 12 months
amid favorable end market conditions. The company's S&P Global
Ratings adjusted debt to EBITDA was about 4.4x as of March 31,
2018, and we forecast that the company could reduce this metric
below 4x over the next 12 months, which would allow for a cushion
of deterioration in a potential downturn and support a higher
rating. In addition, the company has expanded its geographic
footprint throughout the U.S. while maintaining relatively stable
EBITDA margins. Still, we view Ahern's scale as relatively limited
compared with larger equipment rental peers like United Rentals
Inc. and HERC Holdings Inc. Ahern also has a modest market share in
the highly fragmented and competitive equipment rental industry.
"S&P Global Ratings' positive rating outlook on Ahern Rentals Inc.
reflects our expectation that credit metrics will continue to
improve due to an increase in nonresidential construction activity
and continuing demand for the company's aerial fleet. We believe
these conditions will allow Ahern to reduce its debt leverage
toward 4x in 2018 and below 4x in 2019.
"We could raise the rating by one notch over the next 12 months if
we believed Ahern could sustain its market position and geographic
diversity while maintaining leverage below 5x even through a
downturn. This could occur if Ahern were to continue to reduce its
leverage to below 4x, which could allow the company to endure a
downturn in the industry.
"We could revise the outlook to stable within the next 12 months if
the company's debt to EBITDA approached 5x and we did not expect it
to improve over the next 12 months. This could occur if U.S.
construction, particularly nonresidential, is weaker than expected,
leading to lower demand for Ahern's equipment. This could also
occur if the company increased its leverage significantly through a
debt-financed acquisition."
ALEGION INC: Hires Cunningham Bounds as Special Counsel
-------------------------------------------------------
Alegion, Inc., seeks authority from the U.S. Bankruptcy Court for
the Middle District of Alabama to employ Cunningham Bounds, LLC, as
special counsel to the Debtor.
Alegion, Inc., requires Cunningham Bounds to represent the Debtor,
prosecute and recover damages in connection with the Deepwater
Horizon Oil Spill incident.
Cunningham Bounds will be paid a 15% contingency fee.
The parties agreed that if there is no recovery, the Debtor shall
not be responsible for payment of any attorneys fees or for the
reimbursement of any out-of-pocket expenses.
Steven L. Nicholas, partner of Cunningham Bounds, LLC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Cunningham Bounds can be reached at:
Steven L. Nicholas, Esq.
CUNNINGHAM BOUNDS, LLC
1601 Dauphin Street
Mobile, AL 36604
Tel: (251) 299-0101
About Alegion, Inc.
Alegion, Inc., sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Ala. Case No. 18-30912) on March 29, 2018. Judge
Dwight H. Williams Jr. presides over the case. The Debtor hired
Fritz Law Firm as counsel; and Cunningham Bounds, LLC, as special
counsel.
ALL TERRAIN: Buying Back Vehicles from Hathaway Trustee for $25K
----------------------------------------------------------------
All Terrain, LLC asks approval from the U.S. Bankruptcy Court for
the District of Idaho to purchase vehicles from Gary Rainsdon,
Trustee in the Hathaway Homes Group, LLC Chapter 7 bankruptcy, Case
No. 17-40992, for $25,000.
Prior to filing its bankruptcy, All Terrain owned and used in the
operation of its business the vehicles described in the agreement.
Just prior to filing its bankruptcy, All Terrain transferred the
titles to these vehicles to Hathaway Homes Group, thinking it might
better help Hathaway Homes Group better reorganize in its planned
Chapter 11 bankruptcy filing. However, the Hathaway Homes Group
bankruptcy was converted to a Chapter 7. Now, All Terrain desires
to buy back the vehicles.
Prior to filing its bankruptcy, All Terrain was allowed to use
Hathaway Homes Group's miscellaneous tools and equipment, and
repair parts, to carry on its business of transporting, setting up
and repairing manufactured homes and RVs. All Terrain and Hathaway
Homes Group were affiliate companies and worked in cooperation with
one another in the manufactured home industry. The two companies
were both exclusively owned by Paul and Mikki Hathaway.
All Terrain is very familiar with the assets sought to be purchased
from the Trustee. It believes that the total price of $25,000 is
much less than if it were to purchase said items piecemeal from
various vendors. It has the funds on hand to pay the purchase
price in full. It will not need to obtain any financing to effect
the purchase.
The desired assets will greatly increase All Terrain's ability to
expand its business and increase the feasibility of successfully
reorganizing and performing under its proposed Chapter 11 Plan.
All Terrain asserts that allowing the purchase would be in the best
interests of all creditors and interested parties.
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/All_Terrain_79_Sales.pdf
About All Terrain
Headquartered in Saint Anthony, Idaho, All Terrain LLC provides
home moving services. The company's moving services include crane
and rigging, historic preservation, residential moving, doublewide
moving, and commercial moving. It is affiliated with Hathaway
Homes Group LLC, a dealer of recreational vehicle and manufactured
homes in South East Idaho. Hathaway Homes sought bankruptcy
protection (Bankr. D. Id. Case No. 17-40992) on Nov. 10, 2017.
All Terrain sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Idaho Case No. 17-40999) on Nov. 13, 2017. In the
petition signed by Paul J. Hathaway, member and manager, the Debtor
estimated assets of less than $50,000 and liabilities of $1 million
to $10 million. Judge Jim D. Pappas presides over the case.
Kohler Law Office is the Debtor's bankruptcy counsel.
ALTA MESA: Reports First Quarter 2018 Financial Results
-------------------------------------------------------
Alta Mesa Holdings, LP filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q for the period ended
March 31, 2018.
Alta Mesa Resources, Inc. (formerly Silver Run Acquisition
Corporation II) had completed its business combination with Alta
Mesa Holdings, LP and Kingfisher Midstream, LLC on Feb. 9, 2018.
As a result of the Business Combination, AMR was treated as the
accounting acquirer and Alta Mesa is the accounting acquiree. As a
result of the impact of electing pushdown accounting, the financial
statements and certain footnote presentations separate the
Company's presentations into two distinct periods, the period
before the consummation of the transaction ("Predecessor") and the
period after that date ("Successor"), to indicate the application
of the different basis of accounting between the periods
presented.
Alta Mesa reported a net loss of $34.57 million on $34.09
million of total operating revenues and other for the period from
Feb. 9, 2018, through March 31, 2018.
For the period from Jan. 1, 2018, through Feb. 8, 2018, the Company
reported a net loss of $14.89 million on $47.34 million of total
operating revenues and other. The Company reported net income of
$24.91 million on $95.07 million of total operating revenues and
other for the three months ended March 31, 2017.
As of March 31, 2018, Alta Mesa had $2.82 billion in total assets,
$763.94 million in total liabilities and $2.06 billion in total
partners' capital.
Cash provided by (used in) operating activities was $(49.3)
million, $26.5 million and $(3.9) million for the Successor Period,
the 2018 Predecessor Period and the 2017 Predecessor Period,
respectively. Cash-based items of net income (loss) including
revenues (exclusive of unrealized commodity gains or losses),
operating expenses and taxes, general and administrative expenses,
and the cash portion of our interest expense, provided
approximately $0.5 million, $(2.4) million, and $23.7 million for
the Successor Period, the 2018 Predecessor Period and the 2017
Predecessor Period, respectively. Working capital and other assets
and liabilities resulted in a decrease of $49.8 million, and an
increase of $28.9 million, for the Successor Period and the 2018
Predecessor Period respectively. The 2017 Predecessor Period
working capital and other assets and liabilities had a decrease of
approximately $27.6 million.
Investing activities used cash for capital expenditures for
property and equipment of approximately $129.3 million, $38.1
million and $60.6 million for the Successor Period, the 2018
Predecessor Period and the 2017 Predecessor Period, respectively.
Cash provided by financing activities was $425.3 million, $16.9
million and $62.9 million for the Successor Period, the 2018
Predecessor Period and the 2017 Predecessor Period, respectively.
The Successor Period included capital contributions totaling $560.3
million, offset by repayments on the Alta Mesa senior secured
revolving facility totaling $134.1 million and incurred deferred
financing costs of $1.0 million. The 2018 Predecessor Period
included proceeds from long-term debt totaling $60.0 million,
offset by repayments of long-term debt totaling $43.0 million. The
2017 Predecessor period included proceeds from long-term debt
totaling $55.1 million and capital contributions totaling $7.9
million.
Liquidity and Capital Resources
"Our principal requirements for capital are to fund our day-to-day
operations, exploration and development activities, and to satisfy
our contractual obligations, primarily for the payment of debt
interest and any amounts owed during the period related to our
hedging positions. Our main sources of liquidity and capital
resources come from cash flows generated from operations, the
issuance of senior unsecured notes, borrowings under our senior
secured revolving credit facility and capital contributions from
our parent AMR.
"Our 2018 anticipated non-acquisition capital expenditures ranges
between $500 million and $580 million. We increased our capital
budget for 2018 from 2017 levels in response to the improvement in
the current commodity price environment. Our future drilling
plans, plans of our drilling operators and capital budgets are
subject to change based upon various factors, some of which are
beyond our control, including drilling results, oil and natural gas
prices, the availability and cost of capital, drilling and
production costs, availability of drilling services and equipment,
actions of our operators, gathering system and pipeline
transportation constraints and regulatory approvals. A deferral of
planned capital expenditures, particularly with respect to drilling
and completing new wells, could result in a reduction in
anticipated production, revenues and cash flows. Additionally, if
we curtail our drilling program, we may lose a portion of our
acreage through lease expirations. However, because a large
percentage of our acreage is held by production, we have the
ability to materially increase or decrease our drilling and
recompletion budget in response to market conditions with decreased
risk of losing significant acreage. In addition, we may be
required to reclassify some portion of our reserves currently
booked as proved undeveloped reserves to no longer be proved
reserves if such a deferral of planned capital expenditures means
we will be unable to develop such reserves within five years of
their initial booking.
"We strive to maintain financial flexibility and may access the
debt markets as necessary to facilitate drilling on our large
undeveloped acreage position and permit us to selectively expand
our acreage position. In the event our cash flows are materially
less than anticipated and other sources of capital we historically
have utilized are not available on acceptable terms, we may curtail
our capital spending.
"We expect to fund our capital budget in 2018 predominantly with
cash flows from operations, borrowings under our senior secured
revolving credit facility and drilling and completion capital
funded through our joint development agreement with BCE. As we
execute our business strategy, we will continually monitor the
capital resources available to meet future financial obligations
and planned capital expenditures. We believe our cash flows
provided by operating activities, cash on hand and availability
under our senior secured revolving credit facility will provide us
with the financial flexibility and wherewithal to meet our cash
requirements, including normal operating needs, and pursue our
currently planned and future development drilling activities.
However, future cash flows are subject to a number of variables,
including the level of oil and natural gas production and prices,
and significant additional capital expenditures will be required to
more fully develop our properties and acquire additional
properties. We cannot assure you that operations and other needed
capital will be available on acceptable terms, or at all."
Senior Secured Revolving Credit Facility
In connection with the consummation of the Business Combination,
all indebtedness under the senior secured revolving credit facility
was repaid in full. On Feb. 9, 2018 and in connection with the
closing of the AM Contribution Agreement, the Company entered into
the Eighth Amended and Restated senior secured revolving credit
facility with Wells Fargo Bank, National Association, as the
administrative agent. The Eighth A&R credit facility is for an
aggregate of $1.0 billion with an initial $350.0 million borrowing
base. In April 2018, the Company's borrowing base was increased to
$400.0 million until the next scheduled redetermination date in
October 2018. The Eighth A&R credit facility does not permit the
Company to borrow funds if at the time of such borrowing the
Company is not in compliance with the financial covenants set forth
in the Eighth A&R credit facility.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/YkzB4Y
About Alta Mesa
Headquartered in Houston, Texas, Alta Mesa Holdings, LP --
http://www.altamesa.net/-- is an independent energy company
focused on the development and acquisition of unconventional oil
and natural gas reserves in the Anadarko Basin in Oklahoma and
provides midstream energy services, including crude oil and gas
gathering, processing and marketing to producers in the STACK play
region through Kingfisher Midstream, LLC.
Alta Mesa reported a net loss of $77.66 million on $305 million of
total operating revenues and other for the year ended Dec. 31,
2017, compared to a net loss of $167.9 million on $128.5 million of
total operating revenues and other for the year ended Dec. 31,
2016. As of Dec. 31, 2017, Alta Mesa had $1.08 billion in total
assets, $930.95 million in total liabilities and $154.4 million in
partners' capital.
AMBOY GROUP: Hires Auction Advisors as Real Estate Broker
---------------------------------------------------------
Amboy Group, LLC, and its debtor-affiliates seek authority from the
U.S. Bankruptcy Court for the District of New Jersey to employ
Integrated Property Group LLC d/b/a Auction Advisors, as real
estate broker to the Debtors.
Amboy Group requires Auction Advisors to market and sell the
Debtors' real property located at 1 Amboy Avenue, Woodbridge, NJ
07095.
Auction Advisors will be paid a commission of 5% of the sales
price.
Oren Klein, managing partner of Auction Advisors, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Auction Advisors can be reached at:
Oren Klein
INTEGRATED PROPERTY GROUP LLC
d/b/a AUCTION ADVISORS
26 Park Street, Suite 2200
Montclair, NJ 07042
Tel: (800) 862-4348
About Amboy Group, LLC
Amboy Group LLC, d/b/a Tommy Moloney's, d/b/a Agnelli's Gourmet,
d/b/a Amboy Cold Storage, is a provider of food products and
temperature controlled warehouses. Its food processing and cold
storage facility serves as a manufacturer/ distributor of authentic
Irish and Italian meat products in America. Amboy Group's facility
is USDA, FDA and SQF 2000 certified.
CLU Amboy, LLC, is the fee simple owner of a real property located
at 1 Amboy Avenue Woodbridge, NJ 07095 with an appraised value of
$13 million. CLU Amboy reported gross revenue of $624,444 in 2016
and gross revenue of $644,066 in 2015.
Amboy Group holds a 51% interest in an American entity known as
Parmacotta-Amboy NA, LLC that distributes Italian meats. The
remaining 49% is owned by an American entity known as Parmacotto
America. Parmacotto America is owned by Paramcotto sPa. Parmacotto
sPa has been subject to insolvency proceedings in Italy for
approximately two and half years, during which time, no revenue has
flowed from Parmacotto sPa to Amboy Group. Amboy Group's gross
revenue amounted to $10.01 million in 2016 and $6.26 million in
2015.
Amboy Group LLC and its affiliate CLU Amboy filed Chapter 11
petitions (Bankr. D.N.J. Case Nos. 17-31653 and 17-31647) on Oct.
25, 2017. At the time of filing, the Amboy Group reported $1.48
million in assets and $7.11 million in liabilities, while CLU Amboy
reported $13.34 million in assets and $10.78 million in
liabilities.
The Hon. Christine M. Gravelle presides over the case.
The Debtors tapped Anthony Sodono, III, Esq., and Sari Blair
Placona, Esq., of Trenk, DiPasquale, Della Fera & Sodono, P.C., as
bankruptcy counsel. The Debtors hired Reitler Kailas & Rosenblatt
LLC as special counsel, and Thomas A. Ferro, P.C., as their
accountant. The Debtors also tapped Sout Risius Ross Advisors,
LLC, and its affiliate Stout Risius Ross, LLC, as financial advisor
and investment banker.
ANCHOR GLASS: $150MM Bank Debt Trades at 10.5% Off
--------------------------------------------------
Participations in a syndicated loan under which Anchor Glass
Container Corp is a borrower traded in the secondary market at 89.5
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 4.79 percentage points from the
previous week. Anchor Glass pays 775 basis points above LIBOR to
borrow under the $150 million facility. The bank loan matures on
December 7, 2024. Moody's rates the loan 'B3' and Standard & Poor's
gave a 'CCC+' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
May 18.
ANCHOR GLASS: $646MM Bank Debt Trades at 7% Off
-----------------------------------------------
Participations in a syndicated loan under which Anchor Glass
Container Corp is a borrower traded in the secondary market at 92.9
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 3.98 percentage points from the
previous week. Anchor Glass pays 275 basis points above LIBOR to
borrow under the $646 million facility. The bank loan matures on
December 21, 2023. Moody's rates the loan 'B1' and Standard &
Poor's gave a 'B' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, May 18.
ANDREOLA TERRAZZO: May Use Cash Collateral on Interim Basis
-----------------------------------------------------------
The Hon. Judge Stacey G. C. Jernigan of the U.S. Bankruptcy Court
for the Northern District of Texas has entered an interim order
authorizing Andreola Terrazzo & Restoration, Inc., to use cash
collateral and proceeds.
The Secured Creditors, Steve Sperber; Landry Marks Partners, L.P.;
Star Capital Group, L.C.; BFG Corporation DBA Byline Financial
Group; Yellowstone Capital, LLC; Internal Revenue Service; Acme
Company; Platinum Rapid Funding Group, Ltd., EIN Cap, Inc.; Queen
Funding, LLC; and ML Factors Funding, LLC assert a lien position in
the cash collateral and its proceed.
The Secured Creditors are each granted replacement liens
co-existent with their respective pre-petition liens, under 11
U.S.C. Section 552 in after acquired property of the estate.
If and to the extent a Secured Creditor's pre-petition collateral
and the adequate protection provided in the interim order are
insufficient to protect their valid, perfected and enforceable
security interests from diminution resulting from the Debtor's use
of cash collateral or from a diminution in value of the
pre-petition inventory collateral or receivables, then such Secured
Creditor will have a priority administrative expense claim in these
bankruptcy cases in the amount of, and only to the extent of, such
shortfall in the diminution in value and such administrative
expense claim will have priority under 11 U.S.C. section 507(b)
over all administrative expenses incurred in this Chapter 11
proceeding.
A hearing will be held on June 6, 2018 at 2:00 p.m. to determine if
the Interim Order should be continued, modified or terminated.
A full-text copy of the Interim Order is available at
http://bankrupt.com/misc/txnb18-31577-29.pdf
About Andreola Terrazzo & Restoration
Andreola Terrazzo & Restoration, Inc. --
http://www.andreolarestoration.com/-- is a family company based in
North Texas. It offers custom, commercial terrazzo installations,
flooring logos and emblems, concrete polishing and restoration
services. Andreola Terrazzo is a member of the National Terrazzo
and Mosaic Association and has been in business since 1978.
Andreola Terrazzo & Restoration sought protection under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Texas Case No. 18-31577) on May
4, 2018. In the petition signed by Brock Andreola, president, the
Debtor estimated assets of $1 million to $10 million and
liabilities of $1 million to $10 million. Judge Barbara J. Houser
presides over the case.
ANEW YOU MEDICAL: Unsecureds to Get Full Payment Under New Plan
---------------------------------------------------------------
Anew You Medical Weight Loss and Spa PLL filed with the U.S.
Bankruptcy Court for the Western District of Texas its latest small
business disclosure statement describing its amended operating plan
dated May 1, 2018.
Under the latest plan, general unsecured creditors are classified
in Class 12, and will receive a distribution of 100% of their
allowed claims, to be distributed as follows: pro rata out of a
$5,300 payment starting month 1 through month 12, a $9,300 payment
month 13-24, a $15,300 payment month 25-36, a $26,000 payment
months 37-60 and a $28,000 month payment months 61-81.
The previous version of the plan provided that general unsecured
creditors will receive a distribution of 33% of their allowed
claims to be distributed as follows: pro rata out of a $100,000
capital contribution, a $5,700 payment starting month 1 through
month 36 and a $12,253 payment starting month 37 to 60. There are
19 creditors in the unsecured class totaling $1,123,885.59.
Payments and distributions under the plan will be funded by future
operations.
A full-text copy of the Latest Disclosure Statement is available
at:
http://bankrupt.com/misc/txwb17-51756-132.pdf
About Anew You Medical Weight Loss and Spa
San Antonio-based Anew You -- https://anewyousa.com/ -- is a new
upscale med spa with the most innovative medical technology in
lasers, injections, medical weight loss, beauty and wellness
services. The Debtor sought Chapter 11 protection (Bankr. W.D.
Tex. Case No: 17-51756) on July 28, 2017. The petition was signed
by Margaret Sheryl Wehner, managing member. The Hon. Craig A.
Gargotta presides over the case. Steven G. Cennamo, Esq., at
Malaise Law Firm represents the Debtor as counsel. At the time of
filing, the Debtor estimates $0 to $50,000 in assets and $1 million
to $10 million in liabilities.
ANZHEY BARANTSEVICH: Proposes $1.8M Sale of Encino Property
-----------------------------------------------------------
Anzhey Barantsevich asks the U.S. Bankruptcy Court for the Central
District of California to authorize the bidding procedures in
connection with the sale of the real property commonly known as
16577 Bosque Drive, Encino, California to David Ashkenazi and
Marissa Levi for $1,750,000, subject to overbid.
A hearing on the Motion is set for May 23, 2018 at 9:30 a.m.
The Debtor has entered into a purchase agreement for the Property
with the Buyers.
The essential terms of the proposed purchase are:
a. Purchaser: David Ashkenazi and Marissa Levi
b. Purchase Price: $1,750,000
c. Condition of Property: Property purchased "as-is" without
any representations or warranties of any kind; and
d. Broker's Commissions: 5.5%
The proposed sale is subject to higher and better bid. The Debtor
will ask Court approval of these following overbid procedures:
a. any person interested in submitting an overbid on the
property must attend the hearing on the Motion or be represented by
an individual with authority to participate in the overbid process;
b. an overbid will be defined as an initial overbid of $1,000
above the Purchase Price, with each additional bid in $1,000
increments;
c. overbidders (except for the Purchaser) must deliver a
deposit to the Debtor's counsel, Stephen L. Burton, by way of
cashier's check made payable to Anshey Barantsevich, in the amount
of $50,000 by 4:00 p.m. on May 22, 2018;
d. over bidders must purchase the Property on the same terms
and conditions as the Purchaser;
e. the deposit of the successful over bidder will be
forfeited if such party is thereafter unable to complete the
purchase of the Property within 30 days of entry of final order
confirming the sale; and
f. in the even the successful over bidder cannot timely
complete the purchase of the Property, the Debtor will be
authorized to proceed with the sale to the next highest over
bidder.
The Debtor will also ask that the Broker's commissions of 5.5% the
gross sale price be allowed and paid directly from escrow. Escrow
would also be authorized to pay the normal and customary settle
fees (title and escrow) per the estimated closing statement
(Exhibit 2).
The Motion is made pursuant to 11 U.S.C. Section 363 on the grounds
that the Debtor has determined that the sale of the Property under
the terms and conditions set forth in the Motion is supported by
sound business reasons and is in the best interest of the estate.
Based upon the current real estate market and other sale
transactions in the area, the Debtor believes that the sale price
represents the fair market value of the Property. Further, the sale
of the Property is anticipated to generate approximately $237,938
before the Debtor's $175,000 homestead as reflected in the HUD-1.
A copy of the Agreement and Exhibit 2 attached to the Motion is
available for free at:
http://bankrupt.com/misc/Anzhey_Barantsevich_124_Sales.pdf
Counsel for the Debtor:
Stephen L. Burton, Esq.
LAW OFFICES OF STEPHEN L. BURTON
16133 Ventura Blvd., 7th Floor
Encino, CA 91436
Telephone: (818) 501-5055
Facsimile: (818) 501-5849
Anzhey Barantsevich sought Chapter 11 protection (Bankr. C.D. Cal.
Case No. 16-12073) on July 18, 2016. The Debtor tapped Michael Jay
Berger, Esq., as counsel.
AQUA LIFE: Unsecured Creditors to Recover 1-3% Under Latest Plan
----------------------------------------------------------------
Aqua Life Corp. submits a second amended disclosure statement in
support of its proposed plan of reorganization dated May 4, 2018.
The Plan will be funded by a Plan Fund consisting of: (i) funds on
deposit in the Debtor's account on the Effective Date, (ii) future
revenues from the business operations and receivables of the Debtor
and the Reorganized Debtor following confirmation of the Plan,
(iii) recovery of $40,000 in recovery of potential preference
payments; and (iv) additional new value contributed by the
Principals.
The total sum of new value payments to be contributed by the
Principals is a material component of the Plan's feasibility.
Specifically, the Principals will be required to deposit the sum of
$250,000 from their personal assets (the "New Value") on the
Effective Date in order to maintain positive cash flow during the
term of the Plan and complete plan payments with a resulting
available cash balance of $15,164. The New Value may consist of a
combination of cash and waive of administrative claims arising from
post-petition loans from the Insiders to the Debtor that remain
unpaid at Confirmation. As of April 27, 2018, the balance of unpaid
loans from Insiders is approximately $108,000. The Plan Fund will
commit sufficient sums to pay 100% of Allowed Convenience Claims
and a total of $50,000 to be paid in 4 annual installments of
$12,500 each to be distributed pro rata to Class 6 general
unsecured claimants. The Debtor estimates that the GUC Payments
will result in a distribution to general unsecured claims of
approximately 1-3%. The Plan Projections demonstrate that these
proposed payments to creditors over time are feasible.
The previous plan provided that the Plan Fund will commit
sufficient sums to pay 100% of Allowed Convenience Claims and a
total of $40,000 to be paid in 4 annual installments of $10,000
each to be distributed pro rata to Class 6. The Debtor estimates
that the GUC Payments will result in a distribution to general
unsecured claims of approximately 1% percent. The cash flow
projections demonstrate that these proposed payments to creditors
over time are feasible.
A full-text copy of the Second Amended Disclosure Statement is
available at:
http://bankrupt.com/misc/flsb17-15918-186.pdf
A full-text copy of the First Amended Disclosure Statement is
available at:
http://bankrupt.com/misc/flsb17-15918-163.pdf
About Aqua Life Corp.
Aqua Life Corp., which conducts business under the name of
Pinch-A-Penny #43, filed a Chapter 11 petition (Bankr. S.D. Fla.
Case No. 17-15918) on May 10, 2017. The petition was signed by
Raymond E. Ibarra, vice-president. At the time of filing, the
Debtor had $1.07 million in assets and $2.49 million in
liabilities.
The case is assigned to Judge Robert A Mark.
No trustee, examiner or statutory committee has been appointed in
the Debtor's case.
ARA MACAO HOLDINGS: Hires Burch & Cracchiolo as Counsel
-------------------------------------------------------
Ara Macao Holdings, L.P., seeks authority from the U.S. Bankruptcy
Court for the District of Arizona to employ Burch & Cracchiolo,
P.A., as bankruptcy counsel to the Debtor.
Ara Macao Holdings requires Burch & Cracchiolo represent the
Debtor, and perform legal services necessary during the Chapter 11
bankruptcy proceedings.
Burch & Cracchiolo will be paid at these hourly rates:
Attorneys $500
Paralegals $150
Burch & Cracchiolo will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Alan A. Meda, a partner of Burch & Cracchiolo, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Burch & Cracchiolo can be reached at:
Alan A. Meda, Esq.
BURCH & CRACCHIOLO, P.A.
702 East Osborn Road, Suite 200
Phoenix, AZ 85014
Tel: (602) 274-7611
E-mail: ameda@bcattorneys.com
About Ara Macao Holdings
Ara Macao Holdings, L.P., provides real estate development
services.
On April 6, 2018, an involuntary Chapter 11 petition was filed
against Ara Macao Holdings, L.P. (Bankr. D. Ariz. Case No.
18-03615). The case is assigned to Judge Paul Sala.
The petitioning creditors are KB Partners, Inc., Christopher de
Sibert, Gary Nitsche, Daniel Dorgan, Richard Umbach and Edgewater
Resources, LLC. They are represented by Patrick A Clisham, Esq., at
Engelman Berger, P.C.
On May 8, 2018, the involuntary proceeding was converted to a
voluntary Chapter 11 proceeding (Bankr. D. Ariz. Case No.
18-03615). The Debtor hired Burch & Cracchiolo, P.A., as
bankruptcy counsel.
ARBORWOOD LLC: Case Summary & 6 Unsecured Creditors
---------------------------------------------------
Debtor: Arborwood LLC, a California limited liability company
851 Victoria Avenue
Los Angeles, CA 90291
Business Description: Arborwood LLC is a privately held company
based in Los Angeles, California in the
real estate investment and development
industry.
Chapter 11 Petition Date: May 24, 2018
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Case No.: 18-16020
Judge: Hon. Sheri Bluebond
Debtor's Counsel: Dayna C. Chillas, Esq.
THE CHILLAS LAW FIRM
3645 Ruffin Road, Suite 210
San Diego, CA 92123
Tel: (858) 652-0250
Fax: 619-243-7266
Email: dayna.c@hotmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Stanton David Silverman, manager.
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/cacb18-16020.pdf
ATKORE INTERNATIONAL: S&P Affirms 'BB-' CCR, Outlook Stable
-----------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' corporate credit rating on
Harvey, Ill.-based electrical raceway products manufacturer and
distributor Atkore International Inc. The outlook is stable.
S&P's 'BB-' issue level and '3' recovery ratings (50%-70%; rounded
estimate 60%) on the company's first-lien term loan due in 2023 are
unchanged.
S&P said, "Our revision of Atkore's financial policy assessment
incorporates the exit of CD&R, which sold its stake in Atkore on
May 16, 2018. As such, we no longer view the company as exposed to
CD&R's aggressive financial policies, such as the implementation of
a $375 million debt-financed repurchase of CD&R's shares in
February 2018."
S&P Global Ratings' stable rating outlook on Atkore reflects the
expectation of solid operating performance -- on the back of
favorable demand trends in nonresidential construction and stable
steel and copper prices--with adjusted debt to EBITDA of about 4x
and adjusted EBITDA margins of approximately 15% over the next 12
months. In addition, S&P expects the company to continue its
strategy to incrementally increase earnings through acquisitions
and internal margin enhancements, further supporting its
competitive position while maintaining a capital structure that
preserves its credit ratios.
While unlikely, a lower rating could result from materially higher
sustained leverage approaching 5x with adjusted EBITDA margins
falling to about 12%-13%. This would likely occur if an inability
to pass through raw material price increases or a material decline
in the company's end markets resulted in a deterioration in
operating performance. Leverage could also increase notably if the
company maintained an aggressive financial policy that would
include debt-financed acquisitions or share repurchases.
S&P said, "We could raise the rating if Atkore's leverage
approached 3x on a sustained basis. We expect that the company
could maintain this leverage if positive end-market activity and
accretive acquisitions resulted in a revenue increase of 30% over
the next 12 months. We would also expect adjusted EBITDA margins to
improve to about 17%, as we would expect the company to actively
manage higher input costs by passing on price increases to its
customers."
B & M HEATINGCOOLING: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of B & M Heatingcooling Electrical, Inc., as of
May 22, 2018, according to the court docket.
Nashville, Tennessee-based B & M Heatingcooling Electrical, Inc.,
filed for Chapter 11 bankruptcy protection (Bankr. M.D. Tenn. Case
No. 16-07947) on Nov. 21, 2017, estimating its assets and
liabilities at between $100,001 and $500,000. Steven L. Lefkovitz,
Esq., at the Law Offices Lefkovitz & Lefkovitz serves as the
Debtor's bankruptcy counsel.
B&B LIQUIDATING: Has Final Approval to Use Cash Collateral
----------------------------------------------------------
The Hon. Neil W. Bason of the U.S. Bankruptcy Court for the Central
District of California authorized B&B Liquidating, LLC f/k/a B&B
Bachrach, LLC to use cash collateral of Siena Lending Group, LLC on
final basis pursuant to 11 U.S.C. Section 363 as provided for in
the Amended Stipulation.
In addition, the Court approved the Amended Stipulation among the
Debtor, Siena Lending Group, LLC, and the Official Committee of
Unsecured Creditors regarding continuance of financing. Siena
Lending Group is authorized to provide, and the Debtor is
authorized to obtain post-financing in accordance with, and subject
to the terms and conditions of the Amended Stipulation.
A full-text copy of the Final Order is available at
http://bankrupt.com/misc/cacb18-11744-162.pdf
About B&B Liquidating
Established in 1877, B&B Liquidating, LLC, doing business as
Bachrach is a specialty men's clothing merchandiser with a 140-year
history in the retail industry. The Company sells suits, dress
shirts, tops, jackets, bottoms, underwear, footwear and
accessories. Bachrach -- https://www.bachrach.com/ -- currently
has 32 retail locations nationwide with its headquarters located in
Los Angeles, California. The Company previously sought bankruptcy
protection on April 28, 2017 (Bankr. C.D. Cal. Case No. 17-15292)
and on May 6, 2009 (Bankr. S.D.N.Y. Case No. 09-12918). B&B
Liquidating is an affiliate of B&B Bachrach, LLC, which sought
bankruptcy protection on April 28, 2017.
B&B Liquidating filed a Chapter 11 petition (Bankr. C.D. Cal. Case
No. 18-11744) on Feb. 16, 2018. In the petition signed by Brian
Lipman, managing member, the Debtor estimated assets and
liabilities at 10 million to $50 million.
The case is assigned to Judge Julia W. Brand. The Debtor hired
Greenberg Glusker Fields Claman & Machtinger LLP as its bankruptcy
counsel; Clear Thinking Group LLC as financial advisor; and Donlin,
Recano & Company, Inc. as claims and noticing agent.
The Office of the U.S. Trustee formed an official committee of
unsecured creditors on March 13, 2018. The Committee retained
Pachulski Stang Ziehl & Jones LLP as its legal counsel.
BARRANQUITAS ULTRASOUND: U.S. Trustee Can Appoint PCO
-----------------------------------------------------
The Hon. Mildred Caban Flores of the U.S. Bankruptcy Court for the
District of Puerto Rico has directed the U.S. Trustee appoint a
patient care ombudsman in the case of Barranquitas Ultrasound and
Mammography Center, Inc. or inform the Court in writing why the
appointment of an ombudsman is not necessary for the protection of
the patients.
About Barranquitas Ultrasound and
Mammography Center, Inc.
Barranquitas Ultrasound and Mammography Center, Inc., filed a
Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 18-02225) on
April 25, 2018. In the petition signed by its president Miriam
Alicea Aponte, the Debtor estimated assets and liabilities of less
than $500,000 each. The Debtor hired Carmen D. Conde Torres, Esq.,
at C. Conde & Assoc.
BERTUCCI'S HOLDINGS: Committee Taps Bayard as Co-Counsel
--------------------------------------------------------
The official committee of unsecured creditors of Bertucci's
Holdings, Inc., seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to hire Bayard, P.A.
Delaware-based Bayard will serve as co-counsel with Kelley Drye &
Warren LLP, the firm tapped by the committee to be its lead
bankruptcy counsel.
The firm's hourly rates range from $500 to $1,050 for directors,
$315 to $470 for associates, and $240 to $295 for
paraprofessionals.
The primary attorneys and paralegal who will be providing the
services and their hourly rates are:
Justin Alberto Attorney $500
Gregory Flasser Attorney $350
Larry Morton Paralegal $295
Justin Alberto, Esq., a director at Bayard, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Alberto disclosed that his firm has not agreed to any variations
from, or alternatives to, its standard or customary billing
arrangements; and that no Bayard professional has varied his rate
based on the geographic location of the Debtors' cases.
Mr. Alberto also disclosed that his firm has not represented the
committee prior to the petition date.
The committee has already approved the firm's prospective budget
and staffing plan for the period April 27 to June 30, 2018,
according to Mr. Alberto.
Bayard can be reached through:
Justin R. Alberto, Esq.
Gregory J. Flasser, Esq.
Bayard, P.A.
600 N. King Street, Suite 400
Wilmington, DE 19801
Telephone: (302) 655-5000
Facsimile: (302) 658-6395
Email: jalberto@bayardlaw.com
Email: gflasser@bayardlaw.com
About Bertucci's Holdings
Founded in 1981, Bertucci's Holdings, Inc. --
http://www.bertuccis.com/-- owns and operates 59 full-service
casual family restaurants offering traditional Italian and
contemporary food centered around its signature open kitchens and
brick ovens. As of the petition date, the company and its
affiliates have 969 full-time employees and 3,245 part-time
employees. Bertucci's is headquartered in Boston, Massachusetts
and operates in 11 east coast states from New Hampshire to
Virginia.
Bertucci's Holdings, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10894) on
April 15, 2018. In the petitions signed by Brian Connell, chief
financial officer and senior vice-president, the Debtors estimated
assets of less than $50,000 and liabilities of $50 million to $100
million.
Judge Mary F. Walrath presides over the cases.
The Debtors tapped Landis Rath & Cobb LLP as their bankruptcy
counsel; Schulte Roth & Zabel LLP as special corporate counsel;
Imperial Capital, LLC as investment banker; Hilco Real Estate, LLC,
as real estate advisor; and Prime Clerk LLC as claims and noticing
agent and administrative advisor.
On April 27, 2018, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors.
BERTUCCI'S HOLDINGS: Committee Taps Kelley Drye as Lead Counsel
---------------------------------------------------------------
The official committee of unsecured creditors of Bertucci's
Holdings, Inc., seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to hire Kelley Drye & Warren LLP as its
legal counsel.
The firm will advise the committee regarding its duties under the
Bankruptcy Code; investigate the financial condition of the company
and its affiliates; represent the committee in its consultations
with the Debtors; assist in any proposed sale of the Debtors'
assets or any proposed bankruptcy plan; and provide other legal
services related to the Debtors' Chapter 11 cases.
The firm will charge these hourly rates:
Partners $730 - $910
Associates $480 - $750
Paraprofessionals $265 - $280
Jason Adams, Esq., at Kelley Drye & Warren, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Adams disclosed that his firm has not agreed to any variations
from, or alternatives to, its standard or customary billing
arrangements; and that no Kelley professional has varied his rate
based on the geographic location of the Debtors' cases.
Mr. Adams also disclosed that his firm has not represented the
committee during the 12-month period prior to the petition date.
The committee has already approved the firm's prospective budget
and staffing plan for the period April 27 to June 30, 2018,
according to Mr. Adams.
Kelley can be reached through:
Eric R. Wilson, Esq.
Jason R. Adams, Esq.
Lauren S. Schlussel, Esq.
Kelley Drye & Warren LLP
101 Park Avenue
New York, NY 10178
Tel: (212) 808-7800
Fax: (212) 808-7897
Email: ewilson@kelleydrye.com
Email: jadams@kelleydrye.com
Email: lschlussel@kelleydrye.com
About Bertucci's Holdings
Founded in 1981, Bertucci's Holdings, Inc. --
http://www.bertuccis.com/-- owns and operates 59 full-service
casual family restaurants offering traditional Italian and
contemporary food centered around its signature open kitchens and
brick ovens. As of the petition date, the company and its
affiliates have 969 full-time employees and 3,245 part-time
employees. Bertucci's is headquartered in Boston, Massachusetts
and operates in 11 east coast states from New Hampshire to
Virginia.
Bertucci's Holdings, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10894) on
April 15, 2018. In the petitions signed by Brian Connell, chief
financial officer and senior vice-president, the Debtors estimated
assets of less than $50,000 and liabilities of $50 million to $100
million.
Judge Mary F. Walrath presides over the cases.
The Debtors tapped Landis Rath & Cobb LLP as their bankruptcy
counsel; Schulte Roth & Zabel LLP as special corporate counsel;
Imperial Capital, LLC as investment banker; Hilco Real Estate, LLC,
as real estate advisor; and Prime Clerk LLC as claims and noticing
agent and administrative advisor.
On April 27, 2018, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors.
BERTUCCI'S HOLDINGS: Committee Taps Protiviti as Financial Advisor
------------------------------------------------------------------
The official committee of unsecured creditors of Bertucci's
Holdings, Inc., seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to hire Protiviti Inc. as its financial
advisor.
The firm will assist the committee in analyzing the business of the
company and its affiliates; review any proposed plan of
reorganization; analyze the financial and cash flow projections to
evaluate the feasibility of any proposed plan; prepare an estimated
payout analysis; and provide other financial advisory services
related to the Debtors' Chapter 11 cases.
Protiviti will charge these hourly rates:
Managing Directors $715 – $740
Associate Directors/Directors $435 – $595
Managers/Senior Managers $360 – $495
Consultants/Senior Consultants $235 – $340
Administrative $120 – $170
Michael Atkinson, managing director of Protiviti, disclosed in a
court filing that the firm and its employees are "disinterested" as
defined in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Michael Atkinson
Protiviti Inc.
1 East Pratt Street, Suite 900
Baltimore, MD 21202
Phone: +1.410.454.6800
Fax: +1.410.649.1111
Email: baltimore@protiviti.com
About Bertucci's Holdings
Founded in 1981, Bertucci's Holdings, Inc. --
http://www.bertuccis.com/-- owns and operates 59 full-service
casual family restaurants offering traditional Italian and
contemporary food centered around its signature open kitchens and
brick ovens. As of the petition date, the company and its
affiliates have 969 full-time employees and 3,245 part-time
employees. Bertucci's is headquartered in Boston, Massachusetts
and operates in 11 east coast states from New Hampshire to
Virginia.
Bertucci's Holdings, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10894) on
April 15, 2018. In the petitions signed by Brian Connell, chief
financial officer and senior vice-president, the Debtors estimated
assets of less than $50,000 and liabilities of $50 million to $100
million.
Judge Mary F. Walrath presides over the cases.
The Debtors tapped Landis Rath & Cobb LLP as their bankruptcy
counsel; Schulte Roth & Zabel LLP as special corporate counsel;
Imperial Capital, LLC as investment banker; Hilco Real Estate, LLC,
as real estate advisor; and Prime Clerk LLC as claims and noticing
agent and administrative advisor.
On April 27, 2018, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors.
BERTUCCI'S HOLDINGS: Taps Schulte Roth as Special Counsel
---------------------------------------------------------
Bertucci's Holdings, Inc., seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to hire Schulte Roth & Zabel LLP
as special counsel.
The firm will provide corporate advice related to postpetition
financing, asset sale transactions and other general corporate
matters.
The firm's hourly rates range from $965 to $1,350 for partners,
$385 to $1,025 for associates and counsel, and $200 to $450 for
paralegals. Schulte Roth holds a retainer of $14,800.
Adam Harris, Esq., a partner at Schulte Roth, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Harris disclosed that his firm has not agreed to any variations
from, or alternatives to, its standard or customary billing
arrangements; and that no Schulte Roth professional has varied his
rate based on the geographic location of the Debtors' cases.
The Debtor has already approved the firm's prospective budget and
staffing plan through and including June 30, 2018, according to Mr.
Harris.
Schulte Roth can be reached through:
Adam C. Harris, Esq.
Schulte Roth & Zabel LLP
919 Third Avenue
New York, NY 10022
United States of America
Phone: +1 212.756.2253 / +1 212.756.2000
Fax: +1 212.593.5955
About Bertucci's Holdings
Founded in 1981, Bertucci's Holdings, Inc. --
http://www.bertuccis.com/-- owns and operates 59 full-service
casual family restaurants offering traditional Italian and
contemporary food centered around its signature open kitchens and
brick ovens. As of the petition date, the company and its
affiliates have 969 full-time employees and 3,245 part-time
employees. Bertucci's is headquartered in Boston, Massachusetts
and operates in 11 east coast states from New Hampshire to
Virginia.
Bertucci's Holdings, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10894) on
April 15, 2018. In the petitions signed by Brian Connell, chief
financial officer and senior vice-president, the Debtors estimated
assets of less than $50,000 and liabilities of $50 million to $100
million.
Judge Mary F. Walrath presides over the cases.
The Debtors tapped Landis Rath & Cobb LLP as their bankruptcy
counsel; Schulte Roth & Zabel LLP as special corporate counsel;
Imperial Capital, LLC as investment banker; Hilco Real Estate, LLC,
as real estate advisor; and Prime Clerk LLC as claims and noticing
agent and administrative advisor.
On April 27, 2018, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors.
BIOPLAN USA: S&P Alters Outlook to Negative & Affirms 'B-' CCR
--------------------------------------------------------------
S&P Global Ratings revised its rating outlook on U.S. global
sampling provider Bioplan USA Inc. to negative from stable. S&P
also affirmed its 'B-' corporate credit rating on the company.
S&P said, "At the same time, we affirmed our 'B' issue-level rating
on the company's first-lien debt. The '2' recovery rating remains
unchanged, indicating our expectation for substantial recovery
(70%-90%; rounded estimate 70%) of principal in the event of a
payment default.
"We also affirmed our 'CCC+' issue-level rating on the company's
second-lien term loan. The '5' recovery rating remains unchanged,
indicating our expectation for modest recovery (10%-30%; rounded
estimate: 15%) of principal in the event of a payment default."
The outlook revision reflects Bioplan's weaker-than-expected
operating performance through first-quarter 2018 that resulted in
free operating cash flow (FOCF) generation below our $15 million
threshold. The weakness was largely due to the unfavorable product
mix in North America, where the company generated about 50% of
total revenues in 2017. The region experienced significant declines
at a low-teens percentage rate in the fragrance sampling business,
which makes up almost 60% of total revenues in North America. This
is partially offset by gains from the cosmetic sampling business,
which makes up the remaining 40%. The company also experienced
lower sales volumes with key clients, and continued competitive
pressures somewhat eroded its market share in 2017. S&P said, "We
expect these revenue growth headwinds and operational risks to
continue through 2019. Given the company's high debt leverage and
debt service needs, if it cannot stabilize revenue while generating
sufficient FOCF of at least $15 million, we could view the
company's capital structure as unsustainable and lower our issuer
rating to 'CCC+'."
The negative outlook reflects Bioplan's weak operating performance
and the likelihood that, if operating trends continue to decline,
the company may not be able to generate sufficient cash flows to
sustain debt service or debt capitalization needs over the next two
to three years. S&P said, "The outlook also reflects our
expectation that the operating environment remains challenging and
the company could struggle to extend its nearest maturity (the
revolving credit facility that matures September 2019), absent a
turnaround."
S&P said, "Under our downside scenario, the company's fragrance
segments continue to face rapid decline, without significant growth
in cosmetics and other new products to offset it, resulting in less
cash flow. In this scenario, we could lower the rating if the
company cannot stabilize its revenue, generate sufficient
FOCF-to-debt of at least 5%, the company pursues a distress debt
exchange, or we conclude the company's capital structure is
unsustainable.
"We could revise the outlook to stable if operating performance
improves such that we expect revenue and EBITDA growth to lead to
sustained FOCF of at least $15 million. We could also revise the
outlook if we believe the company could refinance its debt at
maturity. This could happen if Bioplan grows its cosmetics segment
revenue and EBITDA faster than the decline in its fragrance unit,
and improves its global operations particularly in Latin America
and Asia."
BITE THE BULLET: Hires Atkinson Law as Counsel
----------------------------------------------
Bite the Bullet LLC, seeks authority from the U.S. Bankruptcy Court
for the District of Nevada to employ Atkinson Law Associates Ltd.,
as counsel to the Debtor.
Bite the Bullet requires Atkinson Law to:
a. render legal advice with respect to the powers and duties
of the Debtor, as debtor-in-possession;
b. represent the Debtor in connection with all appearances
before the Bankruptcy Court;
c. prepare all appropriate applications, motions, pleadings,
orders and other documents;
d. prepare the reorganization plan and the disclosure
statement, and handling all negotiations and confirmation
hearings related thereto;
e. assist the Debtor with the disposition and recovery of
assets in the bankruptcy case, and to develop legal
positions and strategies, to object to claims, and to
otherwise assist the Debtor in the performance of its
duties as debtor-in-possession;
f. represent the Debtor in any contested matters and
adversarial proceedings before the Bankruptcy Court; and
g. perform all other legal services for the Debtor that may be
necessary under or relating to the bankruptcy case.
Atkinson Law will be paid at these hourly rates:
Attorneys $520
Paralegals $180
Atkinson Law was paid a security retainer of $10,7170 on May 10,
2018, prior to the initiation of the bankruptcy case. A total of
$4,963 was earned prior to the initiation of the case to prepare
and file the petition and schedules, inclusive of the $1,717 filing
fee, and that amount was earned in full upon the filing of the
petition. The unused retainer in the amount of $5,754 exists to
cover post-petition activity.
Atkinson Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert Atkinson, a partner at Atkinson Law Associates, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Atkinson Law can be reached at:
Robert Atkinson, Esq.
ATKINSON LAW ASSOCIATES LTD.
8965 S Eastern Ave, Suite 260
Las Vegas, NV 89123
Tel: (702) 614-0600
Fax: (702) 614-0647
E-mail: robert@nv-lawfirm.com
About Bite the Bullet
Bite The Bullet LLC -- https://www.bitethebullet.co -- is an
ammunition supplier based in Las Vegas, Nevada. Bite the Bullet is
a licensed, insured, and ATF approved Federal Firearm License(FFL)
manufacturer of commercially loaded Ammo. Since 2013, Bite the
Bullet has been supplying bulk ammo online offering a variety of
high use popular calibers.
Bite The Bullet LLC, based in North Las Vegas, NV, filed a Chapter
11 petition (Bankr. D. Nev. Case No. 18-12813) on May 16, 2018.
The Hon. Laurel E. Babero presides over the case. Robert Atkinson,
Esq., at Atkinson Law Associates Ltd., serves as bankruptcy
counsel. In the petition signed by David Zitiello Jr., managing
member, the Debtor disclosed $465,433 in assets and $1.26 million
in liabilities.
BLACKBOARD INC: Bank Debt Trades at 8.31% Off
---------------------------------------------
Participations in a syndicated loan under which Blackboard Inc. is
a borrower traded in the secondary market at 91.69
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 2.72 percentage points from the
previous week. Blackboard Inc. pays 500 basis points above LIBOR to
borrow under the $931 million facility. The bank loan matures on
June 30, 2021. Moody's rates the loan 'B3' and Standard & Poor's
gave a 'B' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
May 18.
BLACKRIDGE TECHNOLOGY: Appoints Ilan Investments Exec. as Director
------------------------------------------------------------------
BlackRidge Technology International, Inc., has appointed Brent
Bunger to its board of directors. Mr. Bunger's appointment
increases the total number of board members to seven, with five
independent members.
Mr. Bunger brings to BlackRidge Technology more than 20 years of
commercial software experience as an executive of international
commercial, multi-family and residential real estate businesses. He
is currently executive vice president of Ilan Investments, an
investment firm based in Houston, where he is responsible for the
company's strategic direction of property and asset management, and
structuring, underwriting, pricing, securitizing and syndicating
commercial real estate loans and equity transactions including
acquisitions and development of software company Cybersoft, Inc.
"We are pleased to have Brent join our board and look forward to
his contributions during a transformative time for BlackRidge
Technology," said Bob Graham, CEO of BlackRidge Technology. "Brent
is a leader and understands our business, and the markets our
disruptive solution addresses. His experience as an entrepreneur
and a veteran of the capital markets will further strengthen our
board's breadth of talent."
"Today's businesses and government agencies are under relentless
cyber-attacks, and legacy architectures need a resilient approach
to cyber defense that BlackRidge Technology provides," said Mr.
Bunger. "BlackRidge's First Packet Authentication stops attacks at
the earliest possible time and provides identity in the network
connection. BlackRidge's technology is a key differentiator versus
alternative cyber security products. In conjunction with Ilan's
recent strategic investment in BlackRidge Technology, I am excited
to leverage my expertise and join BlackRidge's board of directors,"
concluded Bunger.
Brent Bunger has served as executive vice president since 2009 at
Ilan Investments. Brent was instrumental in the launch of Adara
Communities and its vision to become the leader in the multi-family
industry. Brent previously served as the vice president of
business development with Adara Communities among various other
roles with its predecessor. Prior to joining Adara Communities,
Mr. Bunger worked for CharterMac Mortgage Capital (Hunt Mortgage
Group) in their CMBS and Agency multi-family loan underwriting
division. Other previous employment positions focused on
operations analysis and acquisition underwriting. Brent graduated
with honors from Texas A&M University CC with a BBA in Finance with
a minor in Real Estate. He has held a real estate brokerage
license in the State of Texas and has been an active Certified
Commercial Investment Member (CCIM) since 2007.
About BlackRidge Technology
Headquartered in Reno, Nevada, BlackRidge Technology, formerly
known as Grote Molen, Inc. -- http://www.blackridge.us/-- develops
and markets next generation cyber defense solutions that enables
its customers to deliver more secure and resilient business
services in today's rapidly evolving technology and cyber threat
environments. The Company's network, server, and cloud security
products are based on its patented Transport Access Control
technology and are designed to isolate, cloak and protect servers
and cloud services from cyber-attacks and block unauthenticated
access. BlackRidge products are used in enterprise and government
computing environments, the industrial Internet of Things (IoT),
commercial blockchains, and other cloud service provider and
network systems, military grade and patented network security
technology.
Blackridge Technology incurred a net loss of $15.34 million in 2017
compared to a net loss of $7.21 million in 2016. As of Dec. 31,
2017, BlackRidge Technology had $8.17 million in total assets,
$6.60 million in total liabilities and $1.56 million in total
stockholders' equity.
Haynie & Company, in Salt Lake City, Utah, issued a "going concern"
qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2017, citing that the
Company has incurred losses since inception, has negative cash
flows from operations, and has negative working capital. These
factors raise substantial doubt about the Company's ability to
continue as a going concern.
BLESSING OUR WORLD: Foreclosure Auction Set for June 1
------------------------------------------------------
The property owned by Blessing Our World, Inc. d/b/a Freedom
Precision Hardware, will be sold by public auction on June 1, 2018,
at 10:00 a.m. (CST). The auction will be held at:
Bonds Ellis Eppich Schafer Jones, LLP
420 Throckmorton Street, Suite 1000
Fort Worth, TX 76102
Cash or cashier's check only and must be paid within one hour of
the time of bid acceptance of the sale.
The Sale is being conducted on behalf of Black Mountain Investment
Company f/k/a CMRB Holdings LLC pursuant to Tex. Bus. & Com. Code
Sec. 9.611.
The Property to be sold includes all of these assets: (i) accounts;
(ii) chattel paper; (iii) documents; (iv) instruments; (v) general
intangibles; (vi) payment intangibles; (vii) goods; (viii)
inventory; (ix) investment property; and (x) fixtures.
The Sale will be conducted in two lots. The first lot to be sold
will be inventory and accounts receivable and is a foreclosure of
Black Mountain's position as successor in interest to the Frost
Bank loan to Freedom Precision.
The second lot to be sold will be all remaining assets and is a
foreclosure of Black Mountain's direct loan to Freedom Precision.
BOLDER ENTERPRISES: Eastern Colorado Bank Bans Cash Collateral Use
------------------------------------------------------------------
The Eastern Colorado Bank asks the U.S. Bankruptcy Court for the
District of Colorado to prohibit Bolder Enterprises, LLC, from
using any of the Bank's cash collateral.
The Bank further asks the Court to require the Debtor: (a) to
comply with 11 U.S.C. Section 363, (b) to segregate all of the
Bank's cash collateral, and (c) to provide the Bank with a daily
accounting sufficient to identify the source and amounts of all
cash collateral, as well as an accounting of the use of any cash
collateral.
As of the date of the bankruptcy petition, the Debtor owes the Bank
approximately $3,662,440 secured by, among other things, the
Debtor's inventory, accounts, general intangibles and equipment.
Some of the Bank's Collateral consists of inventory which the
Debtor is currently offering for sale and accounts which the Debtor
is collecting from the sale of inventory.
The Bank has on numerous occasions stated to the Debtor that the
Bank does not consent to the use of cash collateral. Under 11
U.S.C. Sec. 363(o) the Debtor has the burden of proof on adequate
protection, which burden the Debtor has not discharged. Without a
showing of adequate protection, it is inequitable and in
contravention of the Bankruptcy Code for the Debtor to use the
Bank's cash collateral.
Accordingly, the Bank is entitled to the Debtor's segregation and
accounting of any cash collateral. Pursuant to 11 U.S.C. Section
363 the Bank gives notice that it does not consent to the sale,
use, or lease of any of the Bank's cash collateral.
Attorneys for the Eastern Colorado Bank:
John O'Brien, Esq.
Spencer Fane LLP
1700 Lincoln Street, Suite 2000
Denver, Colorado 80203
Phone: (303) 839-3800
Fax: (303) 839-3838
E-mail: jobrien@spencerfane.com
-- and --
Eric L. Johnson, Esq.
Spencer Fane LLP
1000 Walnut St., Suite 1400
Kansas City, MO 64106
Phone: (816) 292-8267
Fax: (816) 474-3216
E-mail: ejohnson@spencerfane.com
About Bolder Enterprises
Bolder Enterprises, LLC, is a merchant wholesaler of groceries and
related products in Denver, Colorado. It conducts business under
the name Boulder Natural Meats.
Bolder Enterprises sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 18-13666) on April 30,
2018. In the petition signed by P&B Enterprises, LLC, owner, the
Debtor estimated assets of $1 million to $10 million and
liabilities of $1 million to $10 million. Judge Elizabeth E. Brown
presides over the case.
BRAVO BRIO: Shareholders Approve Merger Deal with Spice Private
---------------------------------------------------------------
Bravo Brio Restaurant Group, Inc., said that at a special meeting
of shareholders held on May 22, 2018, the Company's shareholders
overwhelmingly approved the merger agreement pursuant to which a
subsidiary of Spice Private Equity Ltd., a Swiss investment company
focused on private equity investments that is controlled by GP
Investments, Ltd., a private equity and alternative investment
firm, will acquire the Company.
Under the terms of the merger agreement dated March 7, 2018, BBRG's
shareholders will receive $4.05 per share in cash, without interest
and less any applicable withholding taxes, representing an
enterprise value of approximately $100 million.
The transaction is expected to close on May 24, 2018 at which time
BBRG's common shares will cease trading on the NASDAQ.
About Bravo Brio Restaurant Group
Bravo Brio Restaurant Group, Inc., headquartered in Columbus, Ohio
-- http://www.bbrg.com/-- is an owner and operator of two
distinct Italian restaurant brands, BRAVO! Cucina Italiana and BRIO
Tuscan Grille. BBRG has positioned its brands as multifaceted
culinary destinations that deliver the ambiance, design elements
and food quality reminiscent of fine dining restaurants at a value
typically offered by casual dining establishments, a combination
known as the upscale affordable dining segment. Bravo Brio
Restaurant Group, Inc. was incorporated in July 1987 as an Ohio
corporation under the name Belden Village Venture, Inc. The
company operates one full-service upscale American-French bistro
restaurant in Columbus, Ohio under the brand "Bon Vie." Visit
www.bbrg.com for more information.
The report from the Company's independent accounting firm Deloitte
& Touche LLP, the Company's auditor since 1998, on the consolidated
financial statements for the year ended Dec. 31, 2017, contains an
explanatory paragraph stating that the Company does not have
sufficient cash flow to meet its obligation on the 2014 Credit
Agreement, as amended, at its maturity date of Dec. 1, 2018, which
raises substantial doubt about the Company's ability to continue as
a going concern.
Bravo Brio incurred a net loss of $9.76 million in 2017 compared to
a net loss of $74.71 million in 2016. As of April 1, 2018, the
Company had $133.9 million in total assets, $100.76 million in
total current liabilities, $43.94 million in deferred lease
incentives, $21.43 million in total long-term liabilities and a
total shareholders' deficiency of $32.27 million.
BUILDING CONSTRUCTION: Plan, Disclosures Hearing Set for June 28
----------------------------------------------------------------
Bankruptcy Judge Cathleen D. Parker conditionally approved Building
Construction, Inc.'s amended small business disclosure statement,
dated April 26, 2018, with respect to its chapter 11 plan.
June 13, 2018 is the last day for filing ballots accepting or
rejecting the amended plan and for filing objections to the amended
disclosure statement and/or the amended plan.
A hearing on final approval of the disclosure statement and on
confirmation of the plan will be held on June 28, 2018 at 10:30
a.m. in the U.S. Bankruptcy Courtroom, 2120 Capitol Avenue, 8th
Floor, Cheyenne, Wyoming.
The U.S. Trustee filed a motion to dismiss the Debtor's Chapter 11
case on February 1, 2018. The Court heard the motion on March 1.
The motion was denied. The Debtor withdrew its prior plan and
filed an amended plan to incorporate terms that are more acceptable
to First Interstate Bank and the IRS.
Under the Amended Plan, First Interstate Bank holds a first lien
position on all of the Debtor's vehicles, equipment and account
receivables (the "Collateral") and it will hold a lien against the
Collateral under the Plan. First Interstate Bank's claim on the
Petition Date was $1,029,693.79, and the Collateral value on the
bank's proof of claim is $249,450. The reorganized Debtor will pay
$30,000 to reduce the bank's secured claim no later than 20 days
after the Effective Date. The remaining balance will be amortized
over 60 months, together with interest at the annual rate of 5.00%,
payable $4,000 each month, with the entire unpaid balance due on
the 60th monthly anniversary of the Effective Date.
A full-text copy of the Amended Disclosure Statement is available
at:
http://bankrupt.com/misc/wyb17-20458-78.pdf
About Building Construction Inc.
Building Construction, Inc., based in Sundance, Wyoming, filed a
Chapter 11 petition (Bankr. D. Wyo. Case No. 17-20458) on June 9,
2017. In its petition, the Debtor estimated $50,000 to $100,000 in
assets and $1 million to $10 million liabilities. The petition was
signed by Brandy Chauvin, owner.
The Hon. Cathleen D. Parker presides over the case. Paul Hunter,
Esq., serves as bankruptcy counsel.
On January 31, 2018, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan.
BUSINESS SOLUTIONS: Peifer Trucking Buying All Assets for $500K
---------------------------------------------------------------
Business Solutions Transport, Inc., asks the U.S. Bankruptcy Court
for the Central District of California to authorize the bidding
procedures in connection with the sale of substantially all assets
to Peifer Trucking, Inc. for $500,000, subject to overbid.
A hearing on the Motion is set for May 31, 2018 at 8:30 a.m.
Since Debtor filed for voluntary chapter 11, it has been operating
as a DIP under 11 U.S.C. Section 1107. All prepetition bank
accounts were immediately closed as of the filing date, and three
new DIP accounts were opened. An additional DIP Utility account
was opened pursuant to the Court's Order Approving Adequate
Assurance to Utility Providers, and a deposit of $4,445 was made as
adequate assurance to said utility providers.
In approximately the end of April, 2018, the Debtor and its
attorney began to negotiate and solidify the terms of a potential
asset sale with the Purchaser, a company that operates in a similar
space out of Texas. As the chapter 11 case has progressed, it has
become clear that a sale of substantially all of the Debtor's
assets is in the best interests of the estate, and Debtor's
creditors. The Debtor's insurance is set to expire on June 19,
2018, and at least one of its landlords for its leased warehouse
space has declined to renew its lease with Debtor. Additionally,
its security agreements with its priority secured creditor,
Commercial Credit Group, expose the Debtor to the risk of a total
collapse should it be unable to make payment for any reason, as
those agreements are secured against substantially all of its
assets, including cash collateral and accounts receivables.
Furthermore, while the Debtor's budget currently provides for a
small net cash flow, the budget only allows for payment of minimal
operating expenses, and does not include payment toward a number of
its liabilities. With a number of events on the horizon which
could trigger a liquidation or total collapse of the Debtor's
business, the Debtor entered into the Asset Purchase Agreement with
the Purchaser. The "big picture" for the Asset Sale is to pay all
of the Debtor's secured creditors in full, assign various leases to
Purchaser, and leave a sizable amount of cash left over from the
net proceeds with which to pay unsecured creditors. The sale will
mitigate the risk of impending liquidation triggering events, and
will provide a greater benefit to the estate as a whole than either
a reorganization or a forced liquidation or conversion to chapter
7.
The Debtor has two secured creditors: Commercial Credit Group, Inc.
and the Purchaser. CCG is the Debtor's priority secured creditor.
It loaned the Debtor money to lease four transportation trucks.
The loan agreements are securitized against substantially all of
the Debtor's assets including accounts receivables and cash
collateral. On April 16, 2018, the Debtor and CCG reached an
agreement and entered into a stipulation for the Debtor to continue
to use cash collateral in exchange for additional adequate
assurance to CCG in the form of replacement liens. The stipulation
also enables CCG to repossess the trucks, and take control of the
Debtor's other collateral, including cash collateral and accounts
receivables, when any number of triggering events occur, including
any lapse in the Debtor's insurance.
The trucks leased from CCG, and payoff amounts remaining on each
truck/loan, are:
a. 2015: KW/BOB Model, Kenworth T270, VIN 2NKHHM6X2FM429397,
Lender Commercial Credit, $16,369 (estimated payoff)
b. 2016: KW/BOB Model, Kenworth T270, VIN 2NKHHM6X5GM114014,
Lender Commercial Credit, $46,901 (estimated payoff)
c. 2016: KW/BOB Model, Kenworth T270, VIN 2NKHHM6X6GM128133,
Lender Commercial Credit, $58,760 (estimated payoff)
d. 2017: KW/BOB Model, Kenworth T270, VIN 2NKHHM6XOHM159864,
Lender Commercial Credit, $67,004 (estimated payoff)
The total combined payoff amount for all CCG loans is approximately
$198,892.
The Debtor's other secured creditor is the Purchaser. On Feb. 19,
2018, the Purchaser loaned the Debtor $100,000 in order to help its
struggling business and infuse Debtor with the cash it needed to
continue operating. Without this cash infusion, the Debtor's
business likely would have collapsed, and Debtor most likely would
have been forced to file for chapter 7. The Purchaser's loan is
also secured against substantially all of the Debtor's assets,
including cash collateral and accounts receivables. The full
amount of the Purchaser's loan remains outstanding.
In addition to the trucks leased from CCG, the Debtor and the
Purchaser are parties to the Master Equipment Lease Agreement dated
Aug. 1, 2015, wherein the Debtor is the lessee under a capital
lease arrangement of one (1) 2015 Mercedes Sprinter vehicle and two
(2) 2016 Mercedes Sprinter Vehicles having an aggregate value of
not more than $75,000, and which have an outstanding balance of
approximately $92,584.
The Debtor leases two spaces out of which its business operates.
One is located at 605 West Victoria Street, Compton, California,
and the other is located at 2157 Commerce Place, Building #4,
Hayward, California. The landlord at the Compton Property is
creditor ComRef So. Ca. Ind. Sub F, LLC. The monthly base rent at
the Compton Property is approximately $22,367. The Compton
Property lease is set to expire Jan. 1, 2019.
The Debtor does not hold any option to extend the lease, and the
Compton Landlord has not offered to extend the lease for the
Compton Property at this time. The landlord at the Hayward
Property is creditor ProLogis TLF (East Bay), LLC. The monthly
base rent at the Hayward Property is approximately $6,412. The
Hayward Property lease will expire on Feb. 12, 2019. The Debtor
possesses no option to extend the Hayward Property lease, and the
Hayward Landlord has affirmatively stated that no such option will
be provided, weighing against the prospect of reorganization and
presenting a potential liquidation triggering event.
The Debtor has two equity shareholders: Theresa Peifer (55%), and
James Peifer (45%). James Peifer is Theresa Peifer's ex-husband.
The two were divorced in 2013. James Peifer previously held the
position of President of the Debtor, but is no longer employed by
the Debtor in any capacity. James Peifer no longer has any role
in, or control over, the Debtor's operations or business decisions.
The Purchaser is owned by James Peifer's brother and sister, Art
Peifer and Barbra Peifer. While the Debtor does not believe that
the Purchaser or any of its employees/principals falls within the
definition of "insider" under ll U.S.C. Section l0l(3 1), the
Debtor is disclosing this connection out of an abundance of
caution.
The Debtor and the Purchaser are parties to a certain Master
Equipment Lease Agreement dated Aug. 1, 2015, wherein the Debtor is
the lessee under a capital lease arrangement of one (1) 2015
Mercedes Sprinter vehicle and two (2) 2016 Mercedes Sprinter
Vehicles having an aggregate value of not more than $75,000, and
which have an outstanding balance of approximately $92,584. The
Purchaser also provided $100,000 in prepetition financing in order
to help Debtor continue operating prior to filing for chapter 11.
While the Purchaser does not in any way control or influence the
Debtor's business or operations, it is familiar with the Debtor's
business because it operates a similar transportation business,
albeit out of Texas. In this regard, the Purchaser is the perfect
candidate to purchase Debtor's assets, and any transition expenses
or friction created by the sale will be kept to a minimum because
of its familiarity with the Debtor's line of business.
No other prospective buyers made serious offers or inquiries
regarding a sale of the Debtor's truck assets, and none have
offered to buy substantially all of its assets in one sale. The
terms of the Asset Purchase Agreement between Debtor and the
Purchaser provides the highest value to the estate. If the Debtor
were to sell only its truck assets, its accounts receivables would
become worthless. Likewise, if it sold off its accounts
receivables in a separate asset sale, it could not make payments on
the trucks it leases, and also its secured creditors CCG and the
Purchaser, have a securitized interest in the Debtor's accounts
receivables, and have no incentive to allow such a sale of accounts
receivables, as it would devalue their collateral.
The salient terms of the Asset Purchase Agreement are:
a. The assets to be purchased by the Purchaser consist of
substantially all of the Debtor's assets.
b. Purchase Price: The purchase price to be paid by the
Purchaser in exchange for the Purchased Assets is $500,000, which
will be paid as follows: (i) to the Lien Lender (CCG), cash
sufficient to fully satisfy the First Lien Indebtedness (CCG
Loans), (ii) to the applicable creditor, cash sufficient to fully
satisfy the Cure Costs, limited to $51,101 (on the Compton and
Hayward Properties); (iii) cancellation of the Prepetition Loan in
the sum of $100,000; (iv) assumption by the Purchaser of the
Assumed Liabilities (the Compton Sublease; and (v) the then
remaining balance thereof to the Seller; provided, however, the
Purchase Price will be reduced dollar for dollar for the amount by
which the Seller's Cash and Cash Equivalents at Closing are less
than $100,000. In addition, at Closing the Purchaser will accept
the return of the three vehicles under the Prepetition Lease and
forgive the remaining balance of the Prepetition Lease of
approximately $92,584.
c. The Purchaser will acquire the Purchased Assets "as is,"
"where is" and "with all faults," and without any representation or
warranty expressed or implied relating to the condition or value of
the Purchased Assets, except as otherwise identified in the Asset
Purchase Agreement; and free and clear of all liens, claims and
interests.
The salient terms of the Bidding Procedures are:
a. Stalking Horse Bid: The Purchaser has made an initial bid
of $500,000 in cash plus estimated assumption of Post-Closing
Contract Obligations.
b. Qualifying Initial Overbid: $600,000 in cash
c. Overbid Increments: $50,000
d. Deposit: $50,000
e. Breakup Fee: $50,000
f. The auction will take place in Courtroom 1575 located at
255 E. Temple Street, Los Angeles, California on the same date and
at the same time as Sale Hearing.
g. Hearing on the Sale: Following the auction to be held in
the courtroom, the Debtor will ask that the Court approve the best
overall offer made on its assets.
h. Closing: The winning bidder must close by no later than
five calendar days from the date of the entry of an unstayed sale
order without regard to the pendency of an appeal from the order.
It is the Debtor's business judgment to ask the Court to assign the
unexpired leases to facilitate its efforts to maximize value for
the creditors and estate through the sale transaction.
Finally, the Debtor believes that it is critically important that
the Debtor and the Purchaser, or a successful overbidder, be
permitted to consummate the Closing as soon after entry of the Sale
Order as possible. Indeed, as previously indicated, failure to
close expeditiously could cause irreparable harm to the Debtor and
its creditors because the Debtor insurance is set to lapse on June
19, 2018. Thus, in order to facilitate the most expeditious
closing possible, the Debtor asks that the Sale Order be effective
immediately upon entry by providing that the 14-day waiting periods
of Bankruptcy Rule 6004(h) and 6006(d) be waived.
Secured Creditors:
COMMERCIAL CREDIT GROUP
Attn: Reed S. Waddell
E-mail: rwaddell@frandzel.com
PEIFER TRUCKING, INC.
Attn: Mike Robl
E-mail: michael@roblgroup.com
About Business Solutions Transport
Business Solutions Transport, Inc., sought protection under Chapter
11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-12637) on
March 9, 2018. At the time of the filing, the Debtor estimated
assets and liabilities of less than $1 million.
CAELUS ENERGY: Bank Debt Trades at 9.75% Off
--------------------------------------------
Participations in a syndicated loan under which Caelus Energy
Alaska O3 LLC is a borrower traded in the secondary market at 90.25
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 0.93 percentage points from the
previous week. Caelus Energy pays 725 basis points above LIBOR to
borrow under the $300 million facility. The bank loan matures on
April 15, 2020. Moody's gave no rating to the loan and Standard &
Poor's gave no rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
May 18.
CANDLE CONNECTION: Hires Steinberg Law as Counsel
-------------------------------------------------
The Candle Connection, Inc., filed an amended application with the
U.S. Bankruptcy Court for the District of Washington seeking
approval to hire Steinberg Law Firm, PS, as counsel to the Debtor.
Candle Connection requires Steinberg Law to represent the Debtor,
and file necessary pleadings to confirm a Chapter 11 plan.
Steinberg Law will be paid at the hourly rate of $250.
The Debtor paid Steinberg $1,683 as fees for preparation of the
petition schedules, statement of financial affairs, and commences
plan drafting.
Steinberg Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Charles R. Steinberg, a partner at Steinberg Law Firm, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Steinberg Law can be reached at:
Charles R. Steinberg, Esq.
STEINBERG LAW FIRM, PS
323 N. Miller Street
Wenatchee, WA 98801
Tel: (509) 662-3202
Fax: (509) 662-5221
About The Candle Connection
The Candle Connection, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Wash. Case No. 18-01266) on May 1, 2018, estimating
under $1 million in assets and liabilities. The Debtor is
represented by Charles R. Steinberg, Esq., at Steinberg Law Firm,
PS.
CAPTAIN TRANSPORT: June 7 Plan Confirmation Hearing
---------------------------------------------------
Captain Transport & Recovery, Inc. and Northland Recovery Bureau,
Inc. filed an application for conditional approval of their first
amended joint disclosure statement, dated April 24, 2018, in
connection with their first amended joint plan of reorganization.
The Debtors believe that the disclosure statement provides adequate
information to allow creditors to make an informed decision
regarding their votes for the proposed Plan.
Accordingly, on May 2, Judge William J. Fisher of the U.S.
Bankruptcy Court for the District of Minnesota conditionally
approved the disclosure statement and scheduled a hearing to
consider final approval of the disclosure statement and
confirmation of the Plan for June 7. An objection to the
disclosure statement or confirmation of the plan must be made seven
days prior to the hearing.
Under the first amended plan, Class 6 consists of the general
unsecured creditors of Captain Transport. The Debtors' proposal
with respect to Unsecured Creditors is to pay them 5% of their
allowed Unsecured Claims ($17,500), at an interest rate of 0%
payable as follows: $3,500 paid once a year, for five years, with
the first payment being due 30 days after the Effective Date, for
five payments to equal $17,500. This is an Impaired Class.
Captain Transport's proposal to its general unsecured creditors in
the previous version of the plan was a payment of 10% of their
allowed Unsecured Claims ($15,000), at an interest rate of 0%,
payable as follows: $3,000 paid once a year, for five years, with
the first payment being due 30 days after the Effective Date, for
five payments to equal $15,000.
A full-text copy of the First Amended Disclosure Statement is
available at:
http://bankrupt.com/misc/mnb17-33195-72.pdf
About Captain Transport
Captain Transport & Recovery, Inc., is a privately held
transportation company in Burnsville, Minnesota, that provides
cargo loading and unloading services. Captain Transport, a small
business debtor as defined in 11 U.S.C. Section 101(51D), is the
fee simple owner of a real property located at 1800 Highway 13 W,
Burnsville, MN, valued by the Company at $1.2 million. The Company
posted gross revenue of $925,880 in 2016 and gross revenue of
$883,637 in 2015.
Captain Transport & Recovery, Inc., and Northland Recovery Bureau,
Inc., filed Chapter 11 petitions (Bankr. D. Minn. Case Nos.
17-33195 and 17-33196) on Oct. 9, 2017. Joint administration of
the cases
is currently pending before the Court.
Captain Transport's petition was signed by its president and CEO,
Kayihan Serant. At the time of filing, the Captain Transport had
$1.53 million in total assets and $1.88 million in total
liabilities.
The case is assigned to Judge William J Fisher.
The Debtors are represented by John D. Lamey, III, Esq., of the
Lamey Law Firm, P.A.
CAROLEI REALTY: Hires Michael A. Tognino as Accountant
------------------------------------------------------
Carolei Realty L.L.C., seeks authority from the U.S. Bankruptcy
Court for the Eastern District of New York to employ Michael A.
Tognino, P.C., as accountant to the Debtor.
Carolei Realty requires Michael A. Tognino to:
a. prepare the Debtor's tax returns;
b. prepare and review of monthly debtor-in-possession
operating reports and statements of cash receipts and
disbursements including notes as to the status of tax
liabilities and other indebtedness;
c. review existing accounting systems and procedures and
establish new systems and procedures, if necessary;
d. assist the Debtor in the development of a plan of
reorganization;
e. assist the Debtor in the preparation of a liquidation
analysis if necessary;
f. appear at creditors' committee meetings, 341(a) meetings,
and Court hearings, if required; and
g. assist the Debtor in the preparation of cash flow
projections and other business matters related to the
ongoing activities of the Debtor.
Michael A. Tognino will be paid at these hourly rates:
Michael A. Tognino $350
Bookkeeping Services $125
Michael A. Tognino will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Michael A. Tognino, a partner at Michael A. Tognino, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Michael A. Tognino can be reached at:
Michael A. Tognino
MICHAEL A. TOGNINO, P.C.
84 Business Park Dr., Suite 211
Armonk, NY 10504-1735
Tel: (914) 219-5655
About Carolei Realty
Carolei Realty LLC, a privately-held company, listed its business
as a single asset real estate, as defined in 11 U.S.C. Section
101(51B)). The company owns in fee simple a real property located
at 800 Allerton Avenue, Bronx, New York, with a revenue-based
valuation of $3 million.
Carolei Realty sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 18-22145) on Jan. 26, 2018. In the
petition signed by John Ciardullo, managing member, the Debtor
disclosed $3.15 million in assets and $83,915 in liabilities.
Judge Robert D. Drain presides over the case. DelBello Donnellan
Weingarten Wise & Wiederkehr, LLP, is the Debtor's legal counsel.
CARPATHIAN ENERGY: Case Summary & 10 Unsecured Creditors
--------------------------------------------------------
Debtor: Carpathian Energy Companie Petroliera S.R.L.
1703 Howard Street
Jackson, MS 39202
Business Description: Carpathian Energy Companie Petroliera S.R.L.
offers oil and gas exploration and
production services.
Chapter 11 Petition Date: May 25, 2018
Court: United States Bankruptcy Court
Southern District of Mississippi
(Jackson-3 Divisional Office)
Case No.: 18-02074
Judge: Hon. Edward Ellington
Debtor's Counsel: John D. Moore, Esq.
JOHN D. MOORE, P.A.
301 Highland Park Cv, Ste B (39157)
P. O. Box 3344
Ridgeland, MS 39158-3344
Tel: 601 853-9131
Fax: 601-853-9139
Email: john@johndmoorepa.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Alexandru Popescu, managing member.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/mssb18-02074.pdf
List of Debtor's 10 Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Alexandru Popescu $132,400
Amromco Energy Joint Interest $66,000
Billing for Nadlac
and BVV
ANAF Romanian Taxes $62,000
Livingston $931,130
Operating C
PO Box 4872
Jackson, MS 39296
Liviu Marcu $50,000
Odelle Investment $53,175
Petru Angelusiu $10,000
S.A.D. Greaves $189,101
SEP Contabil Accountant $5,215
Strada Gheorghe Petras
Wati Establishment $105,000
CBAK ENERGY: Incurs US$2.56 Million Net Loss in First Quarter
-------------------------------------------------------------
CBAK Energy Technology, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of US$2.56 million on US$3.31 million of net revenues for the three
months ended March 31, 2018, compared to a net loss of US$2.06
million on US$3.71 million of net revenues for the three months
ended March 31, 2017.
As of March 31, 2018, CBAK Energy had US$148.80 million in total
assets, US$148.95 million in total liabilities and a total
shareholders' deficit of US$152,826.
Net cash provided by operating activities was US$2.4 million in the
three months ended March 31, 2018, as compared with net cash used
in operating activities of US$4.3 million in the same period in
2017. The net cash provided by operating activities was mainly
attributable to a decrease of US$15.2 million for trade accounts
and other receivables, partially offset by an increase in cash
outflows for net loss of US$2.6 million in the three months ended
March 31, 2018, an increase of US$1.4 million on inventories,
settlement of trade accounts and bills payable of US$7.8 million,
and US$1.8 million on settlement of trade payables to former
subsidiaries.
Net cash used in investing activities was US$4.5 million for the
three months ended March 31, 2018, as compared to US$1.2 million in
the same period of 2017. The net cash used in investing activities
comprised the purchases of property, plant and equipment and
construction in progress.
Net cash provided by financing activities was US$2.6 million in the
three months ended March 31, 2018, compared to US$5.4 million
during the same period in 2017. The Company borrowed US$2.6
million from related parties in the three months ended March 31,
2018.
Liquidity and Capital Resources
The Company has financed its liquidity requirements from short-term
bank loans, other short-term loans and bills payable under bank
credit agreements, advances from its related and unrelated parties,
investors and issuance of capital stock.
CBAK Energy incurred a net loss for the three months ended March
31, 2018. As of March 31, 2018, the Company had cash and cash
equivalents of US$1.3 million. The Company's total current assets
were US$75.0 million and its total current liabilities were
US$113.7 million, resulting in a net working capital deficiency of
US$38.7 million. The Company said these factors raise substantial
doubts about its ability to continue as a going concern.
The Company has obtained US$5.5 million and US$9.6 million through
equity financing in calendar years 2016 and 2017, respectively, and
the Company also has obtained banking facilities from various local
banks in China. As of March 31, 2018, the Company had unutilized
committed banking facilities of US$6.2 million.
"We are currently expanding our product lines and manufacturing
capacity in our Dalian plant, which require more funding to finance
the expansion," the Company stated in the Quarterly Report. "We
may also require additional cash due to changing business
conditions or other future developments, including any investments
or acquisitions we may decide to pursue. We plan to renew these
loans upon maturity, if required, and plan to raise additional
funds through bank borrowings and equity financing in the future to
meet our daily cash demands, if required. However, there can be no
assurance that we will be successful in obtaining this financing.
If our existing cash and bank borrowing are insufficient to meet
our requirements, we may seek to sell equity securities, debt
securities or borrow from lending institutions. We can make no
assurance that financing will be available in the amounts we need
or on terms acceptable to us, if at all. The sale of equity
securities, including convertible debt securities, would dilute the
interests of our current shareholders. The incurrence of debt
would divert cash for working capital and capital expenditures to
service debt obligations and could result in operating and
financial covenants that restrict our operations and our ability to
pay dividends to our shareholders. If we are unable to obtain
additional equity or debt financing as required, our business
operations and prospects may suffer.
"In the meanwhile, due to the growing environmental pollution
problem, the Chinese government is currently providing vigorous
support to the new energy facilities and vehicle. It is expected
that we will be able to secure more potential orders from the new
energy market, especially from the electric car market. We believe
with that the booming future market demand in high power lithium
ion products, we can continue as a going concern and return to
profitability."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/suJhDr
About CBAK Energy
Dalian, China-based CBAK Energy Technology, Inc., formerly China
BAK Battery, Inc. -- http://www.cbak.com.cn/-- is engaged in the
business of developing, manufacturing and selling new energy high
power lithium batteries, which are mainly used in the following
applications: electric vehicles; light electric vehicles; and
electric tools, energy storage, uninterruptible power supply, and
other high power applications.
CBAK Energy reported a net loss of US$21.46 million in 2017
compared to a net loss of US$12.65 million for the year ended Sept.
30, 2016. The Company reported a net loss of US$2.19 million for
the three months ended Dec. 31, 2016. As of Dec. 31, 2017, CBAK
Energy had US$153.13 million in total assets, US$150.93 million in
total liabilities and US$2.19 million in total shareholders'
equity.
Centurion ZD CPA Limited, in Hong Kong, China, the Company's
auditor since 2016, 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 a working capital deficiency,
accumulated deficit from recurring net losses and significant
short-term debt obligations maturing in less than one year as of
Dec. 31, 2017. All these factors raise substantial doubt about its
ability to continue as a going concern.
CD HALL: Case Summary & Unsecured Creditor
------------------------------------------
Debtor: C.D. Hall LLC
5348 North Rainbow Blvd
Las Vegas, NV 89130
Business Description: C.D. Hall LLC owns a child day care
center in Las Vegas, Nevada. The company
previously sought protection from creditors
on Nov. 29, 2013 (Bankr. D. Nev. Case No.
13-20032).
Chapter 11 Petition Date: May 25, 2018
Court: United States Bankruptcy Court
District of Nevada (Las Vegas)
Case No.: 18-13058
Judge: Hon. Laurel E. Babero
Debtor's Counsel: Ryan A. Aanderson, Esq.
ANDERSEN LAW FIRM, LTD.
101 Convention Center Drive
Suite 600
Las Vegas, NV 89109
Tel: (702) 522 1992
Fax: (702) 825 2824
Email: ryan@vegaslawfirm.legal
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jhonna Diller, managing member.
The Debtor lists the Internal Revenue Service as its sole unsecured
creditor holding a claim of $140,000.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/nvb18-13058.pdf
CDR HRB: S&P Lowers Corp. Credit Rating to 'CCC', Outlook Negative
------------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on Stamford,
Conn.-based CDR HRB Holdings Inc. and subsidiary HRB to 'CCC' from
'B-'. The outlook is negative.
At the same time, we lowered our rating on HRB's $250 million
8.875% senior unsecured notes due in 2025 to 'CC' from 'CCC'. The
recovery rating is '6', indicating our expectation for negligible
recovery (0%-10%; rounded estimate: 0%) in the event of a default.
Gross debt outstanding as of March 31, 2018, was $490 million.
The rating action reflects HRB's dwindling cash flow and
unsustainable capital structure (projected 12x-14x adjusted
leverage) following the 40% drop in profits over the past two
quarters. We estimate EBITDA may not cover interest payments. S&P
said, "We expect weak profits and negative free cash flow in 2018
due to shelf space losses, intense competition, and elevated energy
and freight costs. We also do not expect meaningful working capital
improvements since HRB intends to refresh its portfolio beginning
in early 2019, which will require inventory investment in the
second half of 2018."
The negative outlook reflects HRB's very weak operating
performance, negative free cash flow, and imbalanced capital
structure.
S&P said, "We could lower the rating if a default or distressed
exchange appears inevitable over the next six months. This could
occur if escalating competition, shelf space losses, lower pricing
demanded by large retailers, volatile input costs, or tighter terms
from suppliers lead to a potential financial covenant or payment
default. The likelihood of a default would also increase materially
under such scenario, especially if the company's portfolio upgrade
in early 2019 fails to resonate with retailers or consumers."
A positive rating action is unlikely unless the company is able to
reverse its profit shortfalls -- potentially through successful
supply chain initiatives -- and sustain positive free cash flow of
at least $10 million annually, such that S&P has greater certainty
that forecasted covenant cushion will be sustained over 15%,
including after contractual step-downs, which could enable the
company to execute on its plan to upgrade its product portfolio.
CEC ENTERTAINMENT: Bank Debt Trades at 7.25% Off
------------------------------------------------
Participations in a syndicated loan under which CEC Entertainment
Inc. is a borrower traded in the secondary market at 92.75
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 2.44 percentage points from the
previous week. CEC Entertainment pays 325 basis points above LIBOR
to borrow under the $760 million facility. The bank loan matures on
February 14, 2021. Moody's rates the loan 'B2' and Standard &
Poor's gave a 'B-' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, May 18.
CENGAGE: Bank Debt Trades at 9.37% Off
--------------------------------------
Participations in a syndicated loan under which Cengage (fka
Thomson Learning) is a borrower traded in the secondary market at
90.63 cents-on-the-dollar during the week ended Friday, May 18,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 1.36 percentage points from
the previous week. Cengage pays 425 basis points above LIBOR to
borrow under the $1.71 billion facility. The bank loan matures on
June 7, 2023. Moody's rates the loan 'B2' and Standard & Poor's
gave a 'B' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
May 18.
CENTURY TOWNHOMES: Taps Campbell & Levine as Legal Counsel
----------------------------------------------------------
Century Townhomes Association seeks approval from the U.S.
Bankruptcy Court for the Western District of Pennsylvania to hire
Campbell & Levine, LLC, as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; assist in the preparation of a plan of
reorganization; and provide other legal services related to its
Chapter 11 case.
Campbell & Levine will charge these hourly rates for the services
of its attorneys:
Douglas Campbell $590
Stanley Levine $590
David Salzman $590
Mark Frank $440
Jonathan Babyak $390
Philip Milch $545
Shannon Clougherty $365
Paul Cordaro $440
Kathryn Harrison $245
Adam Levine $200
Holly Smith $200
The hourly rates for paralegal services range from $110 to $160.
Kathryn Harrison, Esq., an associate at Campbell & Levine,
disclosed in a court filing that her firm is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Kathryn L. Harrison, Esq.
Campbell & Levine, LLC
310 Grant St., Suite 1700
Pittsburgh, PA 15219
Tel: 412-261-0310
Fax: 412-261-5066
Email: klh@camlev.com
About Century Townhomes Association
Century Townhomes Association is a Pennsylvania non-profit
corporation that operates a homeowners association for residential
townhomes located in Clairton, Pennsylvania, known as Century
Townhomes. Century Townhomes was a project of Action Housing,
Inc., designed to provide affordable housing in the City of
Clairton. The development consists of over 425 residential
townhomes, owned by individual homeowners, landlords who rent units
to leaseholders, and a non-profit organization that provides
housing to individuals with disabilities in its units.
Century Townhomes Association sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-21925) on May 10,
2018.
In the petition signed by Eric Hatchett, president, the Debtor
estimated assets of less than $100,000 and liabilities of less than
$500,000.
Judge Jeffery A. Deller presides over the case.
CHANDELLE RUNWAY: Seeks to Hire Cooper Law as Attorney
------------------------------------------------------
Chandelle Runway, LLC, seeks authority from the U.S. Bankruptcy
Court for the District of South Carolina to employ The Cooper Law
Firm, as attorney to the Debtor.
Chandelle Runway requires Cooper Law to:
a. provide the Debtor-in-Possession with legal advice with
respect to its powers and duties as Debtor-in-Possession in
the continued management and control of its assets, and its
responsibilities regarding its liabilities to its
creditors;
b. provide legal advice to the Debtor-in-Possession regarding
its responsibility to provide insurance and bank account
information;
c. file monthly operating reports with the Bankruptcy Court,
pay quarterly fees to the U.S. Trustee's Office;
d. seek and receive consent of the Bankruptcy Court to incur
debt or sell property;
e. file a Plan of Reorganization and Disclosure Statement
within 180 days of filing of the petition, and file a Final
Report, Accounting and Request for Final Decree as soon
after Confirmation of the Plan as is feasible, but no later
than 90 days after Confirmation of the Plan; and
f. prepare the Petition, Schedules, Statements of Financial
Affairs, Plan of Reorganization, Disclosure Statement,
Final Report, Final Accounting, Final Decree, and any other
necessary applications, answers, orders, reports, or legal
documents relative to the Chapter 11 case.
Cooper Law will be paid at these hourly rates:
Attorneys $295
Associates $150
Paralegals $95
On April 13, 2018, CSC Developers, LLC, on behalf of the Debtor,
paid Cooper Law a retainer in the amount of $5,000 and $1,717
filing fee.
Cooper Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert H. Cooper, a partner at The Cooper Law Firm, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Cooper Law can be reached at:
Robert H. Cooper, Esq.
The Cooper Law Firm
150 Milestone Way, Suite B
Greenville, SC 29615
Tel: (864) 271-9911
Fax: (864) 232-5236
About Chandelle Runway
Chandelle Runway, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D.S.C. Case No. 18-02054) on April 23, 2018, estimating
under $1 million in assets and liabilities. Robert H. Cooper,
Esq., at The Cooper Law Firm, serves as counsel to the Debtor.
CHANDELLE RUNWAY: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Chandelle Runway, LLC, as of May 22, 2018,
according to the court docket.
Headquartered in Greer, South Carolina, Chandelle Runway, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. D.S.C. Case No.
18-02054) on April 23, 2018, estimating its assets at up to $50,000
and its liabilities at between $500,001 and $1 million. Robert H.
Cooper, Esq., at The Cooper Law Firm serves as the Debtor's
bankruptcy counsel.
CHEERVIEW ENTERPRISES: Unsecureds Monthly Payment Reduced to $472
-----------------------------------------------------------------
Cheerview Enterprises, Inc. filed a third amended combined
disclosure statement and plan of reorganization, which proposes to
pay Class 4 general unsecured creditors a monthly payment of
$472.50 instead of the previously proposed monthly payment of
$774.16.
The unsecured creditors will still receive 10% in 60 equal monthly
installments without interest, commencing on the Effective Date.
The Class 2 secured claim of Stockbridge Acquisitions, LLC has been
increased to $403,000. This class will be paid over 240 monthly
installments at 5%. The members of this class will retain their
lien until the claims making up this class are paid in full.
Payments have also been increased to $1,679.17 per month.
A full-text copy of the Third Amended Disclosure Statement is
available at:
http://bankrupt.com/misc/mieb17-33195-74.pdf
About Cheerview Enterprises, Inc.
Cheerview Enterprises, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Mich. Case No. 16-56162) on November 21, 2017,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Robert N. Bassel, Esq.
CHINA COMMERCIAL: Posts $386,000 Net Loss in First Quarter
----------------------------------------------------------
China Commercial Credit, Inc., filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of US$385,898 on US$100,772 of total interest and fee
income for the three months ended March 31, 2018, compared to a net
loss of US$1.22 million on US$106,776 of total interest and fee
income for the three months ended March 31, 2017.
As of March 31, 2018, China Commercial had US$7.31 million in total
assets, US$11.76 million in total liabilities and a total
shareholders' deficit of US$4.45 million.
Net cash provided by investing activities for the three months
ended March 31, 2018 was US$332,966 as compared to net cash
provided by investing activities of US$674,977 for the three months
ended March 31, 2017. The cash provided by investing activities
for the three months ended March 31, 2018 was the net effect of
disbursement of loans to third party customers of US$1,635,683
against collection of US$1,402,912 from third party loan customers
and US$172,544 from third party financial guarantee services,
respectively, and collection of short-term investments from a
financial institution of US$393,193.
During the three months ended March 31, 2018 and 2017, the Company
did not incur any significant financing activities.
The Company had an accumulated deficit of US$81,920,294 as of March
31, 2018. In addition, the Company had a negative net asset of
US$4,450,241 as of March 31, 2018. As of March 31, 2018, the
Company had cash of US$2,265,145 and total liabilities other than
accrual for financial guarantee services of US$1,875,894. Caused
by the limited funds, the management assessed that the Company was
not able to keep the size of lending business within one year from
the financial statement issuance date. The Company is actively
seeking other strategic partners with experience in lending
business.
During the three months ended March 31, 2018, the Company incurred
operating loss of US$385,898. Affected by the reduction of lending
business and guarantee business and increased loss loans,
management was of the opinion that recurring operating losses would
continue, within one year from the financial statement issuance
date.
"The Company continues to use its best efforts to improve
collection of loans receivable and interest receivable. Management
engaged a PRC law firms to represent the Company in the legal
proceedings against the borrowers and their counter guarantors,"
the Company stated in the Quarterly Report.
During the three months ended March 31, 2018, the Company incurred
negative operating cash flow of US$608,646. Affected by
significant balance of charged-off interest receivable, the
management assessed the Company would continue to have negative
operating cash flow within one year from the financial statements
issuance date.
The Company said it has been actively seeking strategic investors
with experience in lending business as well as financial investors.
Management also invested in the Company during the year ended Dec.
31, 2017 and plans continue to invest in the Company during the
year ended Dec. 31, 2018, if necessary.
The Company plans to continue to seek financial as well as
strategic investors for additional financing.
On April 11, 2018, the Company closed a private placement to two
individual investors in China for a gross proceeds of US$500,000 at
a per share price of US$0.77. The net proceeds of the sale of the
shares shall be used by the Company for working capital and general
corporate purpose.
Plan to Acquire New Business or Assets
China Commercial stated "Although we have continued to use our best
efforts to improve our collection of loan receivable and interest
receivable by engaging local law firms in China, it has been very
difficult for us to collect from the borrowers. As such, the
Company has been actively seeking strategic acquisition of business
or assets to improve our liquidity. Since the termination of the
Exchange Agreement with Sorghum in last December, we have evaluated
a few potential acquisition targets. As of now, the Company plans
to acquire certain second-hand luxury cars dealership business
assets or other appropriate business deemed to be appropriate by
the board of directors. As of the date of this Quarterly Report,
the Company has not entered into any letter of intent or definitive
agreement for such acquisition and there can be no assurance that
we will be able to locate any target or negotiate definitive
agreements."
On April 28, 2018, the Company entered into certain securities
purchase agreements with certain "non-U.S. Persons" as defined in
Regulation S of the Securities Act of 1933, as amended pursuant to
which the Company agreed to sell 1,336,314 shares of its common
stock, par value $0.001 per share, at a per share purchase price of
$0.78. The net proceeds to the Company from the Initial SPAs
Offering will be approximately $1,042,324. The Initial SPAs are
part of the subscription the Company received in a private
placement offering of its Common Stock at a per share purchase
price of $0.78 up to an aggregate gross proceeds of three million
dollars ($3,000,000) to "non-U.S. Persons" as defined in Regulation
S. The Offering will be on a rolling basis until
June 30, 2018 unless the Company extends for an additional 30 days
at its sole discretion. The net proceeds of the Offering will be
used by the Company in connection with the Company's planned
operation of certain used luxurious car leasing or other related
business as approved by the board of directors of the Company. On
May 10, 2018, the Company issued the 1,336,314 shares of Common
Stock to the Purchasers since all the closing conditions of the
Initial SPAs have been satisfied when the Company obtained required
license to carry out the used luscious car leasing business.
"Though management had plans to mitigate the conditions or events
that raise substantial doubt, there is substantial doubt about the
Company's ability to continue as a going concern within one year
from the financial statements issuance date, as there is no
assurance that the liquidity plan will be successfully implemented.
Failure to successfully implement the plan will have a material
adverse effect on the Company's business, results of operations and
financial position, and may materially adversely affect its ability
to continue as a going concern."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/9G5hBx
About China Commercial Credit
Founded in 2008, China Commercial Credit --
http://www.chinacommercialcredit.com/-- is a financial services
firm operating in China. Its mission is to fill the significant
void in the market place by offering lending, financial guarantee
and financial leasing products and services to a target market
which has been significantly under-served by the traditional
Chinese financial community. The Company's current operations
consist of providing direct loans, loan guarantees and financial
leasing services to small-to-medium sized businesses, farmers and
individuals in the city of Wujiang, Jiangsu Province.
China Commercial incurred a net loss of US$10.69 million for the
year ended Dec. 31, 2017, compared to a net loss of US$2.58 million
for the ended Dec. 31, 2016. As of Dec. 31, 2017, China Commercial
had US$7.16 million in total assets, US$12.43 million in total
liabilities and a total shareholders' deficit of US$5.27 million.
The report from the Company's independent accounting firm Marcum
Bernstein & Pinchuk LLP on the consolidated financial statements
for the year ended Dec. 31, 2017, includes an explanatory paragraph
stating that the Company has incurred significant losses and needs
to raise additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
CLA PROPERTIES: Taps Cockriel & Christofferson as Special Counsel
-----------------------------------------------------------------
CLA Properties SPE, LLC, and its debtor-affiliates filed an amended
application with the U.S. Bankruptcy Court for the District of
Arizona seeking approval to hire Cockriel & Christofferson, LLC, as
special counsel.
CLA Properties requires Cockriel & Christofferson to represent and
provide legal services to the Debtors in relation to the disputes
with Poettker Construction Company, regarding the construction of
the Children's Learning Adventure facility in Ellisville,
Missouri.
Cockriel & Christofferson will be paid at the hourly rates of $265
to $350.
Cockriel & Christofferson will be paid a retainer in the amount of
$10,000.
Cockriel & Christofferson will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Philip J. Christofferson, partner of Cockriel & Christofferson,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.
Cockriel & Christofferson can be reached at:
Philip J. Christofferson, Esq.
COCKRIEL & CHRISTOFFERSON, LLC
3660 South Geyer Rd., Suite 320
St. Louis, MO 63127-1223
Tel: (314) 821-4200
Fax: (314) 821-4264
About CLA Properties SPE
CLA Properties SPE, based in Scottsdale, Arizona, and its
debtor-affiliates filed separate Chapter 11 petitions (Bankr. D.
Ariz. Lead Case No. 17-14851) on Dec. 18, 2017. The
debtor-affiliates are CLA Maple Grove, LLC; CLA Carmel, LLC; CLA
West Chester, LLC; CLA One Loudoun, LLC; CLA Fishers, LLC; CLA
Chanhassen, LLC; CLA Ellisville, LLC; CLA Farm, LLC; and CLA
Westerville, LLC.
The cases are jointly administered before the Hon. Brenda Moody
Whinery. Michael W. Carmel, Esq., at Michael W. Carmel, Ltd.,
serves as bankruptcy counsel. Schian Walker, PLC, is the Debtors'
co-counsel. Cockriel & Christofferson, LLC, is the special
counsel.
In the petition signed by Richard Sodja, its authorized
representative, the Debtor estimated $1 million to $10 million in
both assets and liabilities.
CLARK'S FISH: Taps Wilson & Johns as Accountant
-----------------------------------------------
Clark's Fish Camp & Seafood, Inc. seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to hire Wilson
& Johns, P.A., as its accountant.
The services to be provided by the firm include reconciliation of
bank accounts; preparation of tax returns; and completion of the
monthly operating reports.
Charles Wilson, the Wilson & Johns accountant who will be providing
the services, disclosed in a court filing that he does not
represent any interest adverse to the Debtor or its estate.
The firm can be reached through:
Charles Wilson
Wilson & Johns, P.A.
3030 Hartley Road, Suite 120
Jacksonville, FL 32257
About Clark's Fish Camp & Seafood
Clark's Fish Camp & Seafood, Inc., is the fee simple owner of the
Clark's Fish Camp restaurant located in Jacksonville, Florida. The
restaurant serves seafood, giant 3 lb. prime rib, chicken and
exotic meats.
Clark's Fish Camp & Seafood filed a Chapter 11 petition (Bankr.
M.D. Fla. Case No. 18-01157) on April 11, 2018. In the petition
signed by Joan R. Peoples, president, the Debtor disclosed
$2,096,980 in assets and $787,948 in liabilities. The Hon. Paul M.
Glenn presides over the case. William B. McDaniel, Esq., at
Lansing Roy, P.A., serves as bankruptcy counsel.
COCRYSTAL PHARMA: Converts $2M Outstanding 8% Notes Into Equity
---------------------------------------------------------------
Cocrystal Pharma, Inc. agreed to the conversion of its outstanding
8% convertible notes pursuant to a resolution of its two
disinterested directors at $1.90 per share, which was the offering
price in its recently closed public offering. Following the
closing of the Offering, the initial $500,000 Note held by the
Company's chairman was converted on May 10, 2018. On May 18, 2018
the remaining Notes were converted including a $500,000 note held
by an entity in which the chairman is a director and a $1 million
Note held by Opko Health, Inc., a public company in which three of
the Company's directors serve as directors and one of the three is
chief executive officer of Opko Health, Inc.
As a result of these Note conversions, the Company has no debt.
The Company issued a total of 1,085,105 shares of common stock upon
conversion of the Notes. The number of shares was based on the
principal amount of the Notes and the amount of interest accrued on
the Notes. Prior to the amendment of the Notes, they were due in
November 2019 and January 2020 subject to prior conversion at $8.10
per share or the offering price in a $10 million equity financing.
The issuance of common stock upon the conversion was exempt from
registration pursuant to Section 3(a)(9) of the Securities Act of
1933.
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 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.
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: Authorized to Use Cash Collateral on Final Basis
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado authorized
Colorado Wich LLC and Colorado Wich Inc. to use cash collateral in
accordance with the Final Budget, subject to a 15% variance.
The Debtors are allowed to use cash collateral for (a) working
capital, general corporate purposes and administrative costs and
expenses of the Debtors incurred in this Chapter 11 case; and (ii)
adequate protection payments to the Secured Lender.
Pre-petition, the Debtors incurred several loans with various
creditors, including: (a) Citywide Bank which is owed approximately
$224,981; (b) Accel Financial Inc. which is owed approximately
$307,516; (c) Accel Financial LLC which is owed approximately
$264,133; (d) Meadows Bank which is owed approximately $114,371;
and (e) Chase Bank which is owed approximately $18,990. One or more
of these Secured Lenders asserts a blanket lien on all of the
Debtors' assets. Several of the Secured Lenders assert purchase
money security interests on specific pieces of equipment owned by
the Debtors.
The Debtors will provide monthly adequate protection payments to
Secured Lenders as follows:
(a) Citywide Bank: $2,500
(b) Meadows Bank: $1,000
(c) Chase Bank: $500
(d) Accel Financial: $6,500
To the extent the Secured Lenders have valid and properly perfected
liens on assets of the Debtors, the Secured Lenders are granted the
following claims, liens, rights and benefits:
(a) The adequate protection obligations due to the Secured
Lenders, if any exist as a result in diminution in value of the
claimed collateral, will constitute a super priority claim against
the Debtors, with priority in payment over any and all unsecured
claims and administrative expense claims against the Debtors.
(b) The Secured Lenders will have a replacement lien on all
post-petition cash collateral to the extent that there is a
decrease in value of the Secured Lenders' interest in the cash
collateral in the same extent and priority that existed on the
Petition Date.
A full-text copy of the Order is available at
http://bankrupt.com/misc/cob18-13443-49.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.
CONN'S INC: S&P Assigns 'BB-' Rating on New $650MM ABL Revolver
---------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level and '1' recovery
ratings to Conn's Inc.'s (Conn's) new $650 million asset-based
lending (ABL) revolving facility due May 2022 (the borrower is
operating subsidiary Conn's Appliance Inc.). The '1' recovery
rating indicates S&P's expectation for very high (90%-100%; rounded
estimate: 95%) recovery in the event of default. Conn's is
refinancing its ABL revolver, extending the maturity date to 2022
and reducing the commitment amount to $650 million from $750
million.
S&P said, "In addition, we raised our issue-level rating on Conn's
$250 million senior unsecured notes due July 15, 2022, to 'B' from
'B-' and revised our recovery rating to '3' from '5'. The '3'
recovery rating indicates our expectation for meaningful recovery
(50%-70%; rounded estimate: 60%) for lenders in the event of a
payment default. The upgrade reflects less priority debt assumed in
the capital structure at default given the lower revolving credit
facility amount. The lower priority debt results in greater
enterprise value at default available to cover unsecured claims,
because we already assume the secured claims would be fully
recovered in a default scenario.
"All other ratings, including our 'B' corporate credit rating and
stable outlook, on Conn's Inc. are unchanged."
RECOVERY ANALYSIS
Key analytical factors
S&P said, "We assigned our 'BB-' issue-level rating and '1'
recovery rating to the company's new $650 million revolver. At the
same time, we raised our issue-level rating on Conn's senior
unsecured notes to 'B' from 'B-' and revised the recovery rating to
'3' from '5'."
S&P Global Ratings' simulated default scenario contemplates
protracted economic uncertainty (which translates into a weak
consumer spending environment) coupled with a significant increase
in uncollectible accounts, leading to increased bad debt expenses,
as well as a smaller ABL borrowing base that falls below
utilization, leading to a default under the credit agreement.
S&P said, "Our simulated default scenario assumes Conn's would
reorganize as a going concern in a distressed scenario considering
its sizeable footprint, established core customer base, and its
niche position within the durable consumer goods retail segment. We
have accordingly valued the company using a 5x multiple applied to
our projected emergence-level EBITDA, in line with the multiple
applied to peer companies."
Simulated default assumptions
-- Simulated year of emergence: 2021
-- EBITDA at emergence: $110 million
-- EBITDA multiple: 5x
-- Gross enterprise value (EV) at default: $550 million
Simplified waterfall
-- Net EV after 5% administrative costs: $522 million
-- ABL revolver claims: $363 million*
--Recovery expectations: (90%-100%; rounded estimate: 95%)
-- Senior notes claims: $235 million
--Recovery expectations: (50%-70%; rounded estimate: 60%)
*Assumes a 60% draw on the $650 million ABL revolver. All debt
amounts include six months of prepetition interest.
RATINGS LIST
Conn's Inc.
Corporate Credit Rating B/Stable
New Ratings
Conn Appliances, Inc. Conn Credit Corporation Inc.
Conn Credit I LP
Senior Secured
$650 mil ABL revolver due 2022 BB-
Recovery Rating 1(95%)
Issue-Level Rating Raised; Recovery Rating Revised
To From
Conn's Inc.
Senior Unsecured B B-
Recovery Rating 3(60%) 5(20%)
CSC DEVELOPERS: Seeks to Hire Cooper Law as Attorney
----------------------------------------------------
CSC Developers, LLC, seeks authority from the U.S. Bankruptcy Court
for the District of South Carolina to employ The Cooper Law Firm,
as attorney to the Debtor.
CSC Developers requires Cooper Law to:
a. provide the Debtor-in-Possession with legal advice with
respect to its powers and duties as Debtor-in-Possession in
the continued management and control of its assets, and its
responsibilities regarding its liabilities to its
creditors;
b. provide legal advice to the Debtor-in-Possession regarding
its responsibility to provide insurance and bank account
information;
c. file monthly operating reports with the Bankruptcy Court,
pay quarterly fees to the U.S. Trustee's Office;
d. seek and receive consent of the Bankruptcy Court to incur
debt or sell property;
e. file a Plan of Reorganization and Disclosure Statement
within 180 days of filing of the petition, and file a Final
Report, Accounting and Request for Final Decree as soon
after Confirmation of the Plan as is feasible, but no later
than 90 days after Confirmation of the Plan; and
f. prepare the Petition, Schedules, Statements of Financial
Affairs, Plan of Reorganization, Disclosure Statement,
Final Report, Final Accounting, Final Decree, and any other
necessary applications, answers, orders, reports, or legal
documents relative to the Chapter 11 case.
Cooper Law will be paid at these hourly rates:
Attorneys $295
Associates $150
Paralegals $95
On April 13, 2018, CSC Developers, LLC, paid Cooper Law a retainer
in the amount of $20,000 and $1,717 filing fee.
Cooper Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert H. Cooper, a partner at The Cooper Law Firm, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Cooper Law can be reached at:
Robert H. Cooper, Esq.
The Cooper Law Firm
150 Milestone Way, Suite B
Greenville, SC 29615
Tel: (864) 271-9911
Fax: (864) 232-5236
About CSC Developers
CSC Developers, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
D.S.C. Case No. 18-02053) on April 23, 2018, estimating under $1
million in both assets and liabilities. The Debtor is represented
by Robert H. Cooper, Esq., at The Cooper Law Firm.
CSC DEVELOPERS: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of CSC Developers, LLC, as of May 22, 2018,
according to the court docket.
Headquartered in Greer, South Carolina, CSC Developers, LLC, filed
for Chapter 11 bankruptcy protection (Bankr. D.S.C. Case No.
18-02053) on April 23, 2018, estimating its assets at up to $50,000
and its liabilities at between $500,001 and $1 million. Robert H.
Cooper, Esq., at The Cooper Law Firm serves as the Debtor's
bankruptcy counsel.
DATACOM SYSTEMS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Affiliates that concurrently filed voluntary petitions seeking
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Datacom Systems, Inc. 18-30766
9 Adler Drive
East Syracuse, NY 13057
Datacom Holdings, LLC 18-30767
9 Adler Drive
East Syracuse, NY 13057
Business Description: Datacom Systems, Inc. --
https://new.datacomsystems.com --
is a Network TAP (test access point),
Network Packet Broker, and Bypass Switch
manufacturer that has worked with major
telecommunication companies, government
agencies and financial institutions.
Datacom Systems provides secure In-Line
access to its clients' network for security,
analysis and monitoring. Datacom Systems,
Inc. is a wholly owned subsidiary of Datacom
Holdings, LLC. The company is headquartered
in East Syracuse, New York.
Chapter 11 Petition Date: May 25, 2018
Court: United States Bankruptcy Court
Northern District of New York (Syracuse)
Judge: Hon. Margaret M. Cangilos-Ruiz
Debtors' Counsel: Maureen T. Bass, Esq.
CULLEN AND DYKMAN LLP
One Riverfront Plaza
Newark, NJ 07102-2618
Tel: 212-732-2000
Fax: 212-742-1219
Email: mbass@cullenanddykman.com
- and -
Jon Travis Powers, Esq.
CULLEN AND DYKMAN LLP
One Riverfront Plaza
1037 Raymond Blvd., Suite 510
Newark, NJ 07102
Tel: 973-849-9010
Email: tpowers@cullenanddykman.com
Estimated Estimated
Assets Liabilities
----------- -----------
Datacom Systems, Inc. $500K-$1M $1M-$10M
Datacom Holdings, LLC $500K-$1M $1M-$10M
The petition was signed by Patrick McKenna, chief financial
officer.
The Debtors failed to incorporate in the petitions lists of their
20 largest unsecured creditors.
Full-text copies of the petitions are available for free at:
http://bankrupt.com/misc/nynb18-30766.pdf
http://bankrupt.com/misc/nynb18-30767.pdf
DIRECT DIAMOND: Case Summary & 3 Unsecured Creditors
----------------------------------------------------
Debtor: Direct Diamond Network, Inc.
28 Elmcrest Drive
Dallas, PA 18612
Business Description: Direct Diamond Network, Inc. is a diamond
wholesaler in Dallas, Pennsylvania. The
company possesses diamond inventory worth
$1.9 million, based on expert's valuation.
Chapter 11 Petition Date: May 25, 2018
Court: United States Bankruptcy Court
Middle District of Pennsylvania (Wilkes-Barre)
Case No.: 18-02188
Judge: Hon. Robert N. Opel II
Debtor's Counsel: Stephen C. Gurdin, Jr., Esq.
C. STEPHEN GURDIN, JR., ESQ.
67-69 Public Square, Suite 501
Wilkes-Barre, PA 18701-2512
Tel: 570 826-0481
Fax: 570 822-7780
Email: Stephen@gurdinlaw.com
Total Assets: $1.9 million
Total Liabilities: $30,360
The petition was signed by Asaf Ben Oz, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at:
http://bankrupt.com/misc/pamb18-02188.pdf
DIRECTVIEW HOLDINGS: Incurs $26.1 Million Net Loss in 1st Quarter
-----------------------------------------------------------------
Directview Holdings, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $26.09 million on $1.20 million of total net sales for the three
months ended March 31, 2018, compared to net income of $1.96
million on $127,917 of total net sales for the three months ended
March 31, 2017.
As of March 31, 2018, Directview had $2.65 million in total assets,
$40.02 million in total liabilities and a total stockholders'
deficit of $37.36 million.
At March 31, 2018, the Company had a cash balance of $184,410. The
Company's working capital deficit was $38,049,671 at March 31,
2018.
The Company reported a net increase in cash for the three months
ended March 31, 2018 of $115,973. While the Company currently has
no material commitments for capital expenditures, at March 31, 2018
the Company owed approximately $1.9 million under various notes
payable. During the three months ended March 31, 2018, the Company
has raised $308,500 of net proceeds from convertible notes
payable.
At March 31, 2018, the Company had an accumulated deficit of
approximately $55 million, a stockholders' deficit of approximately
$37 million and a working capital deficiency of approximately $38
million. The net cash used in operating activities for the three
months ended March 31, 2018 totaled $52,500. The Company said
these matters raise substantial doubt about its ability to continue
as a going concern for a period of twelve months from May 21, 2018,
the issue date of this report.
"The ability of the Company to continue as a going concern is
dependent upon increasing sales and obtaining additional capital
and financing. Management intends to attempt to raise funds by way
of a public or private offering. While the Company believes in the
viability of its strategy to increase sales volume and in its
ability to raise additional funds, there can be no assurances to
that effect. The Company's limited financial resources have
prevented the Company from aggressively advertising its products
and services to achieve consumer recognition," the Company stated
in the Quarterly Report.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/PP5Pji
About Directview Holdings
Through its subsidiaries, DirectView Holdings, Inc.'s business
operates within two divisions (i) security and surveillance, and
(ii) video conferencing services. The Company is headquartered in
Boca Raton, Florida. DirectView Holdings maintains two websites at
http://www.directview.com/and http://www.directviewsecurity.com/
DirectView incurred a net loss of $1.55 million in 2017 compared to
a net loss of $4.79 million in 2016. As of Dec. 31, 2017,
DirectView had $2.50 million in total assets, $14.74 million in
total liabilities and a total stockholders' deficit of $12.23
million.
The report from the Company's independent accounting firm Assurance
Dimensions on the consolidated financial statements for the year
ended Dec. 31, 2017, includes an explanatory paragraph stating that
the Company had a net loss and cash used from operations of
approximately $1.5 million and $420,000, respectfully for the year
ended of Dec. 31, 2017 and a working capital deficit of
approximately $13 million. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
DYNAMIC MRI: DOJ Watchdog Can Appoint PCO
-----------------------------------------
The Hon. Enrique S. Lamoutte Inclan of the U.S. Bankruptcy Court
for the District of Puerto Rico has directed the U.S. Trustee to
appoint a patient care ombudsman in the case of Dynamic MRI & 3D CT
CSP or inform the Court in writing why the appointment of an
ombudsman is not necessary for the protection of the patients.
About Dynamic MRI & 3D CT CSP
Dynamic MRI & 3D CT CSP sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. P.R. Case No. 18-02525) on May 7, 2018.
In the petition signed by its president, Manuel R. Prats, the
Debtor estimated assets of less than $1 million and liabilities of
less than $1 million. Judge Enrique S. Lamoutte Inclan presides
over the case. The Debtor is represented by Carmen D. Conde Torres,
Esq. of C. Conde & Associates.
ECS REFINING: Trustee Taps Felderstein as Legal Counsel
-------------------------------------------------------
W. Donald Gieseke, the Chapter 11 trustee for ECS Refining, Inc.,
seeks approval from the U.S. Bankruptcy Court for the Eastern
District of California to hire Felderstein Fitzgerald Willoughby &
Pascuzzi LLP as his legal counsel.
The firm will assist the trustee in any potential sale of the
Debtor's assets; prepare a plan of reorganization or liquidation;
assist the trustee in obtaining approval to use cash collateral;
and provide other legal services related to the Debtor's Chapter 11
case.
The firm will charge these hourly rates:
Steven Felderstein Managing Partner $625
Donald Fitzgerald Partner $515
Thomas Willoughby Partner $495
Paul Pascuzzi Partner $495
Jason Rios Partner $425
Jennifer Niemann Counsel $395
Holly Estioko Associate $350
Karen Widder Legal Assistant $195
Felderstein neither holds nor represents any interest adverse to
the Debtor's estate, creditors or equity security holders,
according to court filings.
The firm can be reached through:
Thomas A. Willoughby, Esq.
Paul J. Pascuzzi, Esq.
Felderstein Fitzgerald Willoughby
& Pascuzzi LLP
400 Capitol Mall, Suite 1750
Sacramento, CA 95814
Telephone: (916) 329-7400
Facsimile: (916) 329-7435
Email: twilloughby@ffwplaw.com
Email: ppascuzzi@ffwplaw.com
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: Davis Polk Advises First-Lien Administrative Agent
-------------------------------------------------------------------
Davis Polk is advising the agent under the Enduro Resource Partners
LLC first-lien credit facility and working with a steering
committee of first-lien lenders in connection with Enduro's chapter
11 bankruptcy cases, filed on May 15, 2018, in the United States
Bankruptcy Court for the District of Delaware. Prior to the
commencement of the chapter 11 bankruptcy cases, holders of 78% of
the approximately $209 million in principal amount outstanding
under the first-lien credit agreement and 79% of the approximately
$141 million in principal amount outstanding under the second-lien
credit agreement agreed to a sale and restructuring support
agreement that contemplates the sale of substantially all assets of
Enduro and its affiliates pursuant to an in-court auction and an
orderly wind-down of the estates following confirmation of a
chapter 11 plan of liquidation. On May 14, 2018, Enduro entered
into purchase and sale agreement with stalking horse purchasers for
the sale of three of four asset packages subject to the sale.
Enduro is a private, sponsor-backed oil and gas exploration and
acquisition/exploitation company with a focus on long-lived oil and
gas properties in the onshore United States.
The Davis Polk restructuring team includes partner Damian S.
Schaible, counsel Michelle M. McGreal and associates Aryeh Ethan
Falk and Dylan A. Consla. The mergers and acquisitions team
includes partner Leonard Kreynin and associate Camila Panama. The
credit team includes partner Monica Holland. All members of the
Davis Polk team are based in the New York office.
About Enduro Resource
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. They 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.
Enduro Resource Partners LLC and five affiliates filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Lead Case No. 18-11174)
on May 15, 2018. Enduro Royalty Trust, a publicly-traded Delaware
statutory trust formed on May 3, 2011, has not filed a chapter 11
petition and will also continue to operate in the normal course.
In its petition, the Debtors estimated $100 million to $500 million
in assets and liabilities. The petition was signed by Kimberly A.
Weimer, vice president and chief financial officer.
The Hon. Kevin Gross presides over the case. Michael R. Nestor,
Esq., and Kara Hammond Coyle, Esq., at Young Conaway Stargatt &
Taylor, LLP; and George A. Davis, Esq., Caroline A. Reckler, Esq.
Matthew L. Warren, Esq., and Jason B. Gott, Esq., at Latham &
Watkins LLP, serve as counsel to the Debtors. Evercore Group,
L.L.C. serves as the Debtors' financial advisor; and Alvarez &
Marsal North America, LLC, as the Debtors' restructuring advisor.
Kurtzman Carson Consultants LLC serves as the Debtors' claims,
noticing, soliciting and balloting agent.
ENDURO RESOURCE: Taps Kurtzman Carson as Claims Agent
-----------------------------------------------------
Enduro Resource Partners LLC received approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Kurtzman
Carson Consultants LLC as claims and noticing agent.
The firm will oversee the distribution of notices and will assist
in the maintenance, processing and docketing of proofs of claim
filed in the Chapter 11 cases of the company and its affiliates.
Prior to the Petition Date, the Debtors provided Kurtzman a
retainer in the sum of $25,000.
Evan Gershbein, senior vice-president of Kurtzman, disclosed in a
court filing that his firm is a "disinterested person" as defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Evan Gershbein
Kurtzman Carson Consultants LLC
2335 Alaska Avenue
El Segundo, CA 90245
Tel: (310) 823-9000
About Enduro Resource
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. They 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.
Enduro Resource Partners LLC and five affiliates filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Lead Case No. 18-11174) on
May 15, 2018. Enduro Royalty Trust, a publicly-traded Delaware
statutory trust formed on May 3, 2011, has not filed a chapter 11
petition and will also continue to operate in the normal course.
In the petition signed by Kimberly A. Weimer, vice president and
CFO, the Debtors estimated $100 million to $500 million in assets
and liabilities.
The Hon. Kevin Gross presides over the case.
Michael R. Nestor, Esq., and Kara Hammond Coyle, Esq., at Young
Conaway Stargatt & Taylor, LLP; and George A. Davis, Esq., Caroline
A. Reckler, Esq., Matthew L. Warren, Esq., and Jason B. Gott, Esq.,
at Latham & Watkins LLP, serve as counsel to the Debtors. Evercore
Group, L.L.C. serves as the Debtors' financial advisor; and Alvarez
& Marsal North America, LLC, as the Debtors' restructuring advisor.
Kurtzman Carson Consultants LLC serves as the Debtors' claims and
noticing agent.
ETERON INC: Hires Michigan Business as Business Appraiser
---------------------------------------------------------
Eteron, Inc., seeks authority from the U.S. Bankruptcy Court for
the Eastern District of Michigan to employ Michigan Business
Advisors, LLC, as business appraiser to the Debtor.
Eteron, Inc., requires Michigan Business to:
-- obtain a valuation of the Debtor's business for the purpose
of setting a listing price for the sale of the Debtor's business;
and
-- provide a comprehensive business valuation report to prepare
a due diligence package to negotiate and sell the Debtor's
business.
Michigan Business will be paid a flat fee of $3,500.
Michigan Business will also be reimbursed for reasonable
out-of-pocket expenses incurred.
William H. Malek, managing member of Michigan Business Advisors,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Michigan Business can be reached at:
William H. Malek
MICHIGAN BUSINESS ADVISORS, LLC
2900 Union Lake Road, Suite 213
Commerce Township, MI 48382
Tel: (231) 933-9925
About Eteron, Inc.
Eteron, Inc., is a privately-held company in Farmington, Michigan
engaged in paint,coating, and adhesive manufacturing. It is
affiliated with Sakura, LLC, which sought bankruptcy protection
(Bankr. E.D. Mich. Case No. 18-45163) on April 9, 2018.
Eteron sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. E.D. Mich. Case No. 18-45161) on April 9, 2018. In the
petition signed by John C. Kim, II, president, the Debtor estimated
assets and liabilities of $1 million to $10 million. Judge Phillip
J. Shefferly presides over the case.
FALLBROOK TECHNOLOGIES: June 8 Plan Confirmation Hearing
--------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware has approved the disclosure statement explaining the
joint plan of reorganization of Fallbrook Technologies Inc. and its
debtor-affiliates.
On June 8, 2018 at 10:30 a.m. (prevailing Eastern Time), a hearing
to consider confirmation of the Debtors' Plan will be held.
Objections, if any, to confirmation of the Plan, including any
supporting memoranda, must be filed on or before June 1.
Unsecured Creditors to Recover 9.9% to 12.6%
Class 3 under the plan consists of the senior secured claims. On
the Effective Date, all of the Senior Secured Notes will be
canceled. The Senior Secured Claims will be Allowed in the Senior
Secured Notes Allowed Amount. Each Holder of an Allowed Senior
Secured Claim will receive (a) a Pro Rata share of: (1) the New
Second Lien Facility; (2) an amount of equity determined by
multiplying (x) 57% of the New Common Stock, by (y) a fraction
having a numerator equal to the New Second Lien Facility Amount and
a denominator equal to the sum of the New First Lien Facility
Amount and the New Second Lien Facility Amount; and (3) if Class 4
rejects the Plan, the Re-distributed New Common Stock. Estimated
recovery for this class is 42.5 - 54.8%. Estimated recovery was not
provided in the previous version of the plan.
General unsecured creditors are estimated to recover 9.9 - 12.6%
under the plan. Estimated recovery for this class was also not
provided in the previous plan.
A redlined version of the May 1 Disclosure Statement is available
at:
http://bankrupt.com/misc/deb18-10384-191.pdf
A full-text copy of the Disclosure Statement dated May 1, 2018, is
available at:
http://bankrupt.com/misc/deb18-10384-190.pdf
A full-text copy of the Disclosure Statement dated April 23, 2018,
is available at:
http://bankrupt.com/misc/deb18-10384-168.pdf
About Fallbrook Technologies
Fallbrook Technologies -- http://www.fallbrooktech.com/-- is the
inventor of the revolutionary NuVinci [(R)] continuously variable
planetary (CVP) technology, which enables performance and
efficiency improvements for machines that use an engine, pump,
motor, or geared transmission system -- including urban mobility
vehicles, cars and trucks, industrial equipment, and many other
applications. Fallbrook has a unique collective development model
and community through which NuVinci technology licensees share
enhancements, which adds to the value of the technology and
accelerates product development. This approach enables
forward-looking companies, who wish to create visionary new
products with NuVinci technology, to move quickly from concept to
market commercialization. Fallbrook is based in Cedar Park near
Austin, Texas, USA and holds rights to over 800 patents and patent
applications worldwide.
Fallbrook Technologies filed a Chapter 11 petition (Bankr. D. Del.
Case No. 18-10384) together with its affiliates Fallbrook
Technologies International Co. (Bankr. D. Del. Case No. 18-10385);
Hodyon, Inc. (Bankr. D. Del. Case No. 18-10386) and Hodyon Finance,
Inc. (Bankr. D. Del. Case no. 18-10387) on Feb. 26, 2018.
In the petitions signed by CRO Roy Messing, lead debtor Fallbrook
Technologies indicated $50 million to $100 million in total assets
and $100 million to $500 million in total liabilities.
The cases are assigned to Judge Mary F. Walrath.
Jordan A. Wishnew, Esq. at Shearman & Sterling LLP is the Debtors'
general counsel; and Betsy L. Feldman, Esq. at Young Conaway
Stargatt & Taylor, LLP, is the local counsel.
The Office of the U.S. Trustee on March 9 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Fallbrook Technologies Inc.
FC GLOBAL: Incurs $3.69 Million Net Loss in First Quarter
---------------------------------------------------------
FC Global Realty Incorporated filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss attributable to common stockholders of $3.69 million for
the three months ended March 31, 2018, compared to a net loss
attributable to common stockholders of $1.84 million for the same
period last year.
As of March 31, 2018, FC Global had $6.79 million in total assets,
$8.86 million in total liabilities, $5.03 million in redeemable
convertible preferred stock Series B and a total stockholders'
deficit of $7.10 million.
As of March 31, 2018, the Company had an accumulated deficit of
$138.7 million and the Company incurred a net loss attributable to
common stockholders (including deemed dividend as accretion to
redemption value of Series B Preferred Stock) for the three months
ended March 31, 2018 of $3.7 million. Subsequent to the sale of
the Company's last significant business unit, the consumer products
division, and to date, the Company has dedicated most of its
financial resources to general and administrative expenses
associated with its ongoing business of real estate development and
asset management.
As of March 31, 2018, the Company's cash and cash equivalents
amounted to $2,184,000. While the Company is a party to a
Securities Purchase Agreement with Opportunity Fund I-SS, LLC, and
has raised certain funds under that agreement in both 2017 and in
2018 through the date of the financial statements, OFI has no
obligation to continue to invest in the Company, and there are
restrictions placed by OFI on the use of these funds. The Company
has historically financed its activities with cash from operations,
the private placement of equity and debt securities, borrowings
under lines of credit and, in the most recent periods with sales of
certain assets and business units. The Company will be required to
obtain additional liquidity resources in order to support its
ongoing operations.
On Jan. 24, 2018, the Company and OFI completed a second closing
under the OFI Purchase Agreement, pursuant to which OFI provided
$2,225,000 to the Company in exchange for 2,225,000 additional
Series B Shares.
"At this time, there is no guarantee that the Company will be able
to obtain an adequate level of financial resources required for the
short and long-term support of its operations or that the Company
will be able to obtain additional financing as needed, or meet the
conditions of such financing, or that the costs of such financing
may not be prohibitive.
"These conditions raise substantial doubt about the Company's
ability to continue as a going concern. The accompanying condensed
consolidated financial statements do not include any adjustments to
reflect the possible future effects on recoverability of assets and
classification of liabilities that may result from the outcome of
this uncertainty," the Company stated in the Quarterly Report.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/bNmdvk
About FC Global Realty
Formerly known as PhotoMedex, Inc., FC Global Realty Incorporated
(and its subsidiaries) founded in 1980, is transitioning from its
former business as a skin health company to a company focused on
real estate development and asset 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.
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 $135,022,000. These conditions, along with other matters, raise
substantial doubt about the Company's ability to continue as a
going concern.
FC GLOBAL: Reports Amended 2017 Net Loss of $19.4 Million
---------------------------------------------------------
FC Global Realty Incorporated filed with the Securities and
Exchange Commission an amendment No. 1 to its Annual Report on Form
10-K for the year ended Dec. 31, 2017, which was originally filed
with the SEC on April 2, 2018, to restate the Company's
consolidated financial statements and related disclosures for that
said period.
On May 9, 2018, the Audit Committee of the Company's Board of
Directors, after discussion with management and Fahn Kanne & Co.
Grant Thornton Israel, the Company's independent registered public
accounting firm, determined that the audited consolidated financial
statements included in the Form 10-K for the year ended Dec. 31,
2017 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 assets. After learning of the error with the
appraisal, the Company ordered a new appraisal, which was obtained
on May 7, 2018. FC Global determined that the retrospective
accounting required to allocate the fair value consideration in the
initial contribution agreement would have led to an additional
impairment charge of $577,000 in the fourth quarter of 2017. Due
to this error, the Company has restated its audited consolidated
financial statements for the years ended Dec. 31, 2017. The
changes to the interim financial statements during the quarters
ended June 30, 2017 and Sept. 30, 2017 would have been limited to
reclassifications based on allocation of relative fair value
between the line items for Investment Properties and Investment in
Other Company. The bottom line effect of summary accounts on the
balance sheet and income statement would not have otherwise
changed, and the reclassification on its own is not viewed to be
material to the interim financial statements.
Management has 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.
Management determined that, as of Dec. 31, 2017, internal control
over financial reporting was not effective because of a material
weakness in the control regarding identification and valuation of
select assets acquired in 2017. Management was reliant on a 3rd
party valuation report that had misstatements as to specific
property details that were the analysis drivers for the price per
square foot and ultimate valuation of the assets acquired in 2017.
Management has now concluded that this deficiency was a material
weakness. This control deficiency resulted in the misstatement of
the value of an asset acquired in mid-2017 for the year ended Dec.
31, 2017 (and the restatement of the audited consolidated financial
information for the year ended Dec. 31, 2017).
As restated, FC Global reported a net loss attributable to the
Company of $19.38 million on $0 of revenues for the year ended Dec.
31, 2017, compared to a net loss attributable to the Company of
$18.80 million on $0 of revenues as originally reported.
The Company's restated balance sheet at Dec. 31, 2017, showed $5.79
million in total assets, $9.15 million in total liabilities,
$87,000 in redeemable convertible preferred stock Series B, and a
total stockholders' deficit of $3.44 million.
A full-text copy of the Form 10-K/A is available for free at:
https://is.gd/691YWT
About FC Global Realty
Formerly known as PhotoMedex, Inc., FC Global Realty Incorporated
(and its subsidiaries) founded in 1980, is transitioning from its
former business as a skin health company to a company focused on
real estate development and asset 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.
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 $135,022,000. These conditions, along with other matters, raise
substantial doubt about the Company's ability to continue as a
going concern.
FILBIN LAND: Seeks to Hire Arch & Beam as Financial Advisor
-----------------------------------------------------------
Filbin Land & Cattle Co., Inc., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of California to employ
Arch & Beam Global, LLC, as financial advisor to the Debtor.
Filbin Land requires Arch & Beam to:
-- assist the Debtor in Possession with the preparation of
monthly operating reports and any other financial reports
required by Debtor in Possession for the Bankruptcy Case;
-- assist in the preparation of the Debtor in Possession's
Disclosure Statement and Plan; and
-- provide such other administrative services as requested by
the Debtor in Possession as may be necessary ad proper in
achieving a successful reorganization.
Arch & Beam will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Howard Bailey, member of Arch & Beam Global, LLC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Arch & Beam can be reached at:
Howard Bailey
ARCH & BEAM GLOBAL, LLC
2500 Camino Diablo, Suite 110
Walnut Creek, CA 94597
Tel: (415) 252-2900
Fax: (415) 358-4486
About Filbin Land & Cattle Co.
Filbin Land & Cattle Co., Inc., is a privately-held company in
Patterson, California, engaged in the cattle business. It is a
merchant wholesaler of raw farm products.
Filbin Land & Cattle Co. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Cal. Case No. 18-90030) on Jan. 17,
2018. In the petition signed by Jeffery Edward Arambel, president
and CEO, the Debtor estimated assets of $1 million to $10 million
and liabilities of $50 million to $100 million.
Judge Ronald H. Sargis presides over the case.
The Debtor tapped St. James Law P.C. as its bankruptcy counsel.
Arch & Beam Global, LLC, is the financial advisor.
FIRESTAR DIAMOND: Hawaii Jewelry Store Closed
---------------------------------------------
Anna Hrushka, writing for Pacific Business News, reports that Nirav
Modi, a luxury jewelry store in Ala Moana Center is closed,
following the company's Chapter 11 bankruptcy filling in New York
and reports that its billionaire owner has been charged with bank
fraud in India.
According to the report, the Ala Moana Center store, which opened
in a 1,300 square-foot space in the shopping center's Ewa wing last
fall, is now closed. Pacific Business News could not confirm how
long the store has been closed.
Ala Moana Center is Hawaii's largest shopping center located in
Honolulu.
The report notes that San Diego-based Dickinson Cameron
Construction, which completed the build out of Nirav Modi's
Honolulu store, has filed a $364,904 lien against the company and
Ala Moana Center owner General Growth Properties, according to
public documents.
About Firestar Diamond
Firestar Diamond Inc. procures, designs, manufactures, and
distributes diamond-studded jewelry. Firestar Diamond's operations
span the USA, Europe, the Middle East, the Far East and India. The
Company employs over 1200 people. Firestar Diamond has offices in
Mumbai, Surat, New York, Chicago, Johannesburg, Antwerp, Yerevan,
Dubai, and Hong Kong. A. Jaffe, Inc., a subsidiary of Firestar
Diamond, designs and manufacturers wedding rings and wedding
bands.
In January, India's state-owned Punjab National Bank alleged that
Modi orchestrated almost $2 billion in fraudulent transactions.
Modi is the subject of a probe by India's Central Bureau of
Investigations.
Firestar Diamond, Inc., A. Jaffe, Inc., and Fantasy, Inc., sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-10509) on
Feb. 26, 2018. Firestar Diamond estimated assets and debt of $50
million to $100 million.
The Hon. Sean H. Lane is the case judge. The Debtors tapped Ian R.
Winters, Esq., at Klestadt Winters Jureller Southard & Stevens,
LLP, as their bankruptcy counsel; Forchelli Deegan Terrana LLP as
conflicts counsel; Lackenbach Siegel, LLP as special counsel;
Getzler Henrich & Associates LLC and its managing director Mark
Samson as chief restructuring officer; and Omni Management as
claims and noticing agent. Marks Paneth LLP serves as financial
advisor.
Judge Sean Lane issued an order directing the U.S. Trustee to
appoint a Chapter 11 examiner for Firestar Diamond. John J.
Carney, the court-appointed Examiner, hired Baker & Hostetler LLP,
as counsel.
FIRSTENERGY SOLUTIONS: FE Corp. Buying Two Aircrafts for $25.5M
---------------------------------------------------------------
FirstEnergy Solutions Corp. ("FES") and affiliates ask approval
from the U.S. Bankruptcy Court for the Northern District of Ohio to
assume (i) the Aircraft Purchase Agreement, dated as of March 30,
2018, by and among FES and non-Debtor FirstEnergy Corp. ("FE Corp)
in connection with the sale of a 2011 Cessna Citation 560XL for
$5.6 million; and (ii) the Aircraft Purchase Agreement, dated as of
March 30, 2018, by and among Debtor FE Aircraft Leasing Corp.
("FEALC") and the Buyer, in connection with the sale of a 2010
Dassault Aviation Falcon 900LX for $19.9 million.
FES and FEALC each have exclusive, marketable, legal and equitable
title to the Aircrafts. Each Aircraft is leased to and operated by
non-Debtor FirstEnergy Service Co. ("FESC"), a subsidiary of FE
Corp. The Aircraft are small passenger jets used by FE Corp. and
its subsidiaries for purposes of transporting employees on company
business.
In connection with the various ongoing restructuring discussions
prior to the Petition Date, FES and FEALC determined that the FES
Aircraft and the FEALC Aircraft were assets that were not necessary
for their business and/or their reorganization process and
determined that the Aircraft Sale was the best way to maximize
value for all stakeholders. Through the FES APA, FES asks to sell
the FES Aircraft for a purchase price of $5.6 million. Through the
FEALC APA, FEALC asks to sell the FEALC Aircraft for a purchase
price of $19.9 million.
As set forth in the Schneider Declaration, in March 2018, FE Corp.
approached FES and FEALC regarding the purchase of the Aircrafts.
Following these initial discussions, FECorp. agreed to purchase,
and the Debtors agreed to sell the Aircraft, subject to definitive
documentation and agreement on a purchase price. In order to
negotiate a purchase price for the Aircraft, FES and FE Corp. each
engaged independent firms to appraise the Aircraft and determine
the fair market value of the Aircraft.
Specifically, FE Corp. hired the Ritchie Group and FES hired the
Mente Group, LLC to perform the Appraisals. Ritchie determined
that the fair market values for the FES Aircraft and the FEALC
Aircraft were $5.4 million and $19.9 million, respectively. Mente
determined that the fair market values for the FES Aircraft and the
FEALC Aircraft were $5.6 million and $18.1 million, respectively.
Ultimately, after good faith negotiations, FE Corp. agreed to
purchase each Aircraft at the higher price of the relevant
Appraisals: specifically $5.6 million for the FES Aircraft and
$19.9 million for the FEALC Aircraft.
The Debtors also discussed the Aircraft Sale with the Committee
prior to the filing of the Motion.
Following good-faith negotiations, on March 30, 2018, the Sellers
and the Buyer entered into the APAs, pursuant to which, subject to
Court approval, the Buyer has agreed to purchase the Aircrafts.
The effectiveness of each APA was conditioned on obtaining FES and
FEALC Board approval of the Aircraft Sale, which was subsequently
obtained on March 31, 2018, prior to the filing of the chapter 11
cases. The APAs include specific language that condition the
closing of each Aircraft Sale in the event of a bankruptcy filing
on, among other things, obtaining entry of a final and
non-appealable order approving each Aircraft Sale.
The principal terms and provisions of the APAs are:
a. Parties: Seller: FES and FEALC; Buyer: FE Corp.
b. Purchase Price:
(i) FES APA - $5.6 million. The Buyer has made a
refundable escrow deposit of $280,000, which will be applied
towards the purchase price at closing.
(ii) FEALC APA - $19.9 million. The Buyer has made a
refundable escrow deposit of $995,000, which will be applied
towards the purchase price at closing.
c. Aircraft:
(i) FES APA: 2011 Cessna Citation 560XL aircraft, MSN
6087, with FAA registration number N52FE, together with two Pratt
and Whitney Canada PW545C engines, serial nos. PCE-DF0177 and
PCE-DF0178, and all related auxiliary power units, instruments,
appliances, spare parts, documents and related items.
(ii) FEALC APA: 2010 Dassault Falcon 900LX aircraft, MSN
244, with FAA registration number N91FE, together with three
Honeywell TFE731-60 engines, serial nos. P112931, P112932 and
P112933, and all related auxiliary power units, instruments,
appliances, spare parts, documents and related items.
d. Closing: The closing of the transactions contemplated by
each APA will occur not later than two business days following the
date on which each of the conditions to closing set forth in each
APA are either satisfied or waived by the party for whose benefit
the condition exists (other than the conditions that are to be
satisfied at closing); provided that in no event will the closing
occur after Aug. 31, 2018.
e. Representations and Warranties: Each Seller makes typical
representations with respect to corporate existence and power,
corporate authorization, and non-contravention. With respect to
each Aircraft, the applicable Seller represents that such Seller
has marketable, legal and equitable title to the Aircraft, free and
clear of all liens or other encumbrances other than the applicable
Dry Lease. Each Aircraft will be sold "as-is, where is" and "with
all faults" and each Seller makes no representations or warranties
(express or implied) other than those summarized.
f. Aircraft Lease Continuation: Each Seller will continue to
perform under the applicable Dry Lease unless and until such Dry
Lease is terminated simultaneously with the closing. Each Aircraft
will remain in the possession of FESC pursuant to the Dry Leases
during the pre-closing period.
Upon the filing of the Motion, the Debtors will give notice of the
Aircraft Sale to all parties in interest. The Sale Objection
deadline is May 31, 2018 at 4:00 p.m. (ET).
A copy of the APAs attached to the Motion is available for free
at:
http://bankrupt.com/misc/FirstEnergy_Solutions_519_Sales.pdf
The Purchaser:
FIRSTENERGY CORP.
c/o FirstEnergy Service Co.
76 South Main Street
Akron, OH 44308
Attn: Todd E. Fite
Telephone: (330) 470-6101
Facsimile: (330) 315-9061
E-mail: tfite@firstenergycorp.com
The Purchaser is represented by:
FIRSTENERGY CORP.
Legal Dept.
76 South Main Street
Akron, OH 44308
Attn: James A. Arcuri, Esq.
E-mail: jarcuri@firstenergycorp.com
About FirstEnergy Solutions
Akron, Ohio-based FirstEnergy Solutions, Corp. (FES) is a
subsidiary of FirstEnergy Corp (NYSE:FE). FES --
http://www.firstenergycorp.com/-- provides energy-related products
and services to retail and wholesale customers; and owns and
operates 5,381 MWs of fossil generating capacity through its
FirstEnergy Generation subsidiaries. FES also owns 4,048 MWs of
nuclear generating capacity through its FirstEnergy Nuclear
Generation subsidiary. Nuclear generating plants are operated by
FirstEnergy Nuclear Operating Company (FENOC), which is a separate
subsidiary of FirstEnergy Corp.
On March 31, 2018, FirstEnergy Solutions and 6 affiliates,
including FENOC, each filed a voluntary petition for relief under
Chapter 11 of the United States Bankruptcy Code (Bankr. N.D. Ohio
Lead Case No. 18-50757). The cases are pending before the
Honorable Judge Alan M. Koschik and the Debtors have requested
that
their cases be jointly administered under Case No. 18-50757.
Parent company, First Energy Corp. and its other subsidiaries,
including its regulated subsidiaries, are not part of the filing
and will not be subject to the Chapter 11 process. First Energy
Corp. listed $42.2 billion in total assets against $4.07 billion in
total current liabilities, $21.1 billion in long-term debt and
other long-term obligations and $13.1 billion in non-current
liabilities as of Dec. 31, 2017.
The Debtors tapped Akin Gump Strauss Hauer & Feld LLP as bankruptcy
counsel; Brouse McDowell LPA as co-counsel; Lazard Freres & Co. as
investment banker; Alvarez & Marsal North America, LLC as
restructuring advisor and Charles Moore as chief restructuring
officer; and Prime Clerk as claims and noticing agent. The Debtors
also tapped Willkie Farr & Gallagher LLP, Hogan Lovells US LLP and
Quinn Emanuel Urquhart & Sullivan, LLP as special counsel.
FREELINC TECHNOLOGIES: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Affiliates that concurrently filed voluntary petitions for relief
under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
FreeLinc Technologies, Inc. 18-11254
266 Washington Street
Sherborn, MA 01770
FreeLinc Technologies, LLC 18-11255
266 Washington Street
Sherborn, MA 01770
Business Description: Headquartered in Boston, Massachusetts,
FreeLinc Technologies is a research and
development company focused on the adoption
of Near Field Magnetic Induction (NFMI) as a
new wireless standard in the public safety,
military, healthcare and consumer markets.
FreeLinc's NFMI solves the security and
reliability problems for Bluetooth and the
reading distance problems for NFC. FreeLinc
claims to be the world's only provider of
its NFMI-enabled products and solutions, and
has 43+ patents to protect its position.
Visit http://www.freelinc.comfor more
information.
Chapter 11 Petition Date: May 24, 2018
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Hon. Christopher S. Sontchi
Debtors' Counsel: William Pierce Bowden, Esq.
ASHBY & GEDDES, P.A.
500 Delaware Avenue
8th Floor, P.O. Box 1150
Wilmington, DE 19899
Tel: 302 654-1888
Fax: 302-654-2067
Email: wbowden@ashby-geddes.com
wbowden@ashbygeddes.com
- and -
Katharina Earle, Esq.
ASHBY & GEDDES, P.A.
500 Delaware Avenue
Wilmington, DE 19801
Tel: 302-504-3729
Email: kearle@ashbygeddes.com
- and -
Gregory A Taylor, Esq.
ASHBY & GEDDES, P.A.
500 Delaware Avenue, 8th Floor
Wilmington, De 19801
Tel: 302-654-1888
Email: gtaylor@ashby-geddes.com
Debtors'
Co-Counsel: THE DRAGICH LAW FIRM PLLC
Estimated Estimated
Assets Liabilities
------------ ------------
FreeLinc Technologies, Inc. $1M-$10M $10M-$50M
FreeLinc Technologies, LLC $1M-$10M $10M-$50M
The petitions were signed by Dr. Michael S. Abrams, CEO.
A full-text copy of FreeLinc Technologies, Inc.'s petition
containing, among other items, a list of the Debtor's 20 largest
unsecured creditors is available for free at:
http://bankrupt.com/misc/deb18-11254.pdf
A full-text copy of FreeLinc Technologies, LLC's petition
containing, among other items, a list of the Debtor's 20 largest
unsecured creditors is available for free at:
http://bankrupt.com/misc/deb18-11255.pdf
GENERAL MOTORS: Trust's Clawback Suits Stayed Pending Mediation
---------------------------------------------------------------
Vince Sullivan, writing for Bankruptcy Law360, reports that two
clawback suits being pursued by the litigation trust formed in the
Chapter 11 case of General Motors Corp. will stall after a Delaware
Chancery judge on Thursday paused discovery while mediation over
allegedly improper transfers of funds to secured lenders continues
in New York bankruptcy court. Vice Chancellor Joseph R. Slights
III granted motions from now-defunct secured lenders of GM, Oaktree
Loan Fund LP and SSS Funding II LLC, to stay discovery of the court
actions lodged by the GM trust.
About Motors Liquidation
General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009. The Honorable Robert E. Gerber presides over the
Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assist the Debtors in their restructuring efforts. Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, serves as the
Chief Executive Officer for Motors Liquidation Company. GM is also
represented by Jenner & Block LLP and Honigman Miller Schwartz and
Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing
legal advice to the GM Board of Directors. GM's financial advisors
are Morgan Stanley, Evercore Partners and the Blackstone Group LLP.
Garden City Group is the claims and notice agent of the Debtors.
The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured Creditors
Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis &
Frankel LLP served as bankruptcy counsel to the Creditors
Committee. Attorneys at Butzel Long served as counsel on supplier
contract matters. FTI Consulting Inc. served as financial advisors
to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin &
Drysdale, Chartered, represented the Asbestos Committee. Legal
Analysis Systems, Inc., served as asbestos valuation analyst.
The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan
was declared effect on March 31, 2011.
On Dec. 15, 2011, Motors Liquidation Company was dissolved. On the
Dissolution Date, pursuant to the Plan and the Motors Liquidation
Company GUC Trust Agreement, dated March 30, 2011, between the
parties thereto, the trust administrator and trustee -- GUC Trust
Administrator -- of the Motors Liquidation Company GUC Trust,
assumed responsibility for the affairs of and certain claims
against MLC and its debtor subsidiaries that were not concluded
prior to the Dissolution Date.
GILLETTE INVESTMENTS: June 12 Disclosure Statement Hearing
----------------------------------------------------------
Judge Brenda K. Martin of the U.S. Bankruptcy Court for the
District of Arizona will convene a hearing on June 12, 2018, at
11:00 a.m., to consider approval of the Disclosure Statement
explaining the joint amended plan of reorganization filed by
Gillette Investments, LLC, Leslie Butters and Lynn Butters.
The last day for filing with the court written objections to the
disclosure statement is fixed at five business days prior to the
hearing date set for approval of the disclosure statement.
The latest filing discloses that on or about Dec. 18, 2017, the
Debtor, Leslie Butters, and Agua Fria LLC entered into a settlement
agreement. On Dec. 22, 2017, the Debtor, Mr. Butters, and Agua Fria
filed a motion to approve settlement and the Global Settlement was
approved on Jan. 24, 2018.
The objective of the Plan is to reorganize the Debtor as a going
concern, restructure and service the secured debt and pay
non-priority unsecured claims more than what they would receive in
a Chapter 7 liquidation through the sale of its primary asset, the
Property. The sale of the Property in Gillette, Arizona will be
conducted through an Arizona licensed escrow agent. A
post-confirmation motion will be filed with the Court seeking
approval of said sale. The Escrow Agent will disburse sale proceeds
consistent with the terms of the Global Settlement Agreement and
Plan.
Class 3B consists of the Allowed Secured Claim of Agua Fria, LLC in
the amount set forth in the Settlement Agreement approved by the
Court on Jan. 24, 2018. Agua Fria's Claim is secured by a Deed of
Trust in first position encumbering the Debtor's real property
consisting of approximately 80 acres located in Yavapai County
("Real Property").
The Allowed amount of the Secured Claim of Agua Fria will be
treated consistent with the terms of the Settlement Agreement which
are summarized as follows:
* Agua Fria will have an Allowed Secured Claim paid in full upon
the sale of the Property or within one year of the Effective Date
of the Plan, whichever occurs first.
* Agua Fria will forbear any collection activities as to the
Property for a period of 12 months from the effective date of the
Plan. For every month during the Forbearance prior to the sale of
the Property, Debtor agrees that Agua Fria will be entitled to
increase its Allowed Claim by the amount of $2,900.
* In the event a sale of the Property does not close escrow
within one year of the effective date of the Plan, Agua Fria will
be entitled to conduct its postponed Trustee's Sale one year after
the effective date of the Plan.
* After the forbearance, any past present, or future
owner/partner, individual, or entity with any interest or claim of
interest in or to the Property will not directly or indirectly take
any action to interfere with Agua Fria's conducting of its
postponed trustee’s sale or any other action undertaken Agua Fria
to obtain ownership and sell the Property.
The Allowed Class 4 Claim of Leslie and Lynn Butters will also be
treated consistent with the terms of the Settlement Agreement which
are summarized as follows:
* The Allowed Claim of the Butters shall be paid upon the
closing of escrow for any sale of the Property as set forth in the
afore-referenced Settlement Agreement. Butters will receive 40% of
the net proceeds of any sale of the Property in the manner set
forth in the Settlement Agreement.
* Further, the Butters may act as a buyer's agent, or have the
option to serve as co-agent or co-broker with Pete Baldwin of
Platinum Realty as Debtor's real estate agent for the sale of the
Property provided such is not done in way that violates the terms
of the Debtor's settlement agreement with Russ Lyon approved by the
Court on Dec. 18, 2017. Should the Butters agree to
co-agent/co-broker as stated herein, Butters will split any listing
side real estate commission with Baldwin equally. The commissions
will be paid as set forth in the Settlement Agreement
Allowed General Unsecured Creditors in Class 5 will be paid the
amount of their Allowed Unsecured Claims upon the sale of the Real
Property or within a year of the Effective Date, whichever occurs
first.
The Debtor will conduct and close any sale of the Real Property
through an Arizona licensed Escrow Agency Office. The disbursement
of any proceeds from the sale of the Real Property pursuant to the
Settlement Agreement and this Plan, including disbursements to
Classes 1, 2, 3, 4, the Debtor, and any expenses authorized by the
Court pursuant to the companion motion to any such sale, will be
conducted by the Escrow Agency.
A full-text copy of the Latest Disclosure Statement is available
at:
http://bankrupt.com/misc/azb2-14-14411-312.pdf
A full-text copy of the Joint Amended Plan is available at:
http://bankrupt.com/misc/azb2-14-14411-313.pdf
About Gillette Investments
Gillette Investments, LLC, filed a Chapter 11 petition (Bankr. D.
Ariz. Case No. 13-15091) on August 29, 2013, as a result of the
combination of the lack of income produced by the property,
inability to close the sale with Planet Ocean Exploration, and the
pending foreclosure sale by Agua Fria. The bankruptcy court
dismissed the case on November 3, 2013, by request of the Debtor.
Gillette filed another Chapter 11 petition (Bankr. D. Ariz. Case
No. 14-14411) on September 19, 2014. Due to the cost of litigation
that arose in the state court action and competing claims from
Leslie Butters and Russ Lyon Sotheby's Holdings, LLC, interfering
with the Property's ability to generate income, Gillette was unable
to make any further payments to Agua Fria. Agua Fria commenced
another trustee's sale in May 2014.
GLASGOW EQUIPMENT: Has Interim Authority to Use Cash Collateral
---------------------------------------------------------------
The Hon. Mindy A. Mora of the U.S. Bankruptcy Court for the
Southern District of Florida has signed an interim order
authorizing Glasgow Equipment Service, Inc., to use cash
collateral.
The Court has been advised that Great American Insurance Company
and Bank of America, N.A. have consented to the use of cash
collateral to pay all actual, post-petition, ordinary and necessary
expenses in the ordinary course of its business for the purposes
contained in the Budgets.
As security for all indebtedness that is owed by the Debtor to Bank
of America and Great American under the secured documentation, the
Debtor grants in favor of (a) Bank of America, N.A. and (b) Great
American Insurance Company post-petition security interests and
liens in, to and against any and all personal property assets of
the Debtor, to the same extent and priority that each entity held a
properly perfected pre-petition security interest in such assets
but only to the extent that each entity's cash collateral is used
by the Debtor.
While the Debtor has authorization to use cash collateral, the
Debtor will provide Bank of America and Great American with:
(a) a list of all expenses paid through Friday of the previous
week, broken down by Project, where they are not general overhead
expenses and will identify the DIP account from which the expense
was paid;
(b) a list of all payments received by Debtor through Friday
of the previous week;
(c) an accounts payable report by Project;
(d) an accounts receivable aging report by Project;
(e) a pending job summary/work in process report;
(f) copies of all payment applications or other billings
submitted on any project during the reporting period;
(g) copies of all change orders submitted on any project
during the reporting period;
(h) copies of all invoices paid by the Debtor during the
reporting period; and
(i) within five days of receiving its monthly bank statements,
the Debtor will provide Bank of America and Great American with
copies of all cancelled checks for payments made by the Debtor
during the reporting period.
This Court will hold a final hearing on the Renewed Cash Collateral
Motion on June 5, 2018 at 1:30 p.m.
A full-text copy of the Interim Order is available at
http://bankrupt.com/misc/flsb18-11712-108.pdf
About Glasgow Equipment Service
Glasgow Equipment Service, Inc. -- http://www.glasgowequipment.com/
-- is a pollutant storage systems contractor serving the petroleum
equipment needs of South Florida by offering design, installation
and servicing of fuel storage and dispensing systems. The Company
is an all-inclusive fuel storage tank and fuel dispenser supplier
with the ability to provide service, retail sales, repair parts,
above ground tank installation, underground tank installation,
technician training, maintenance and support aviation fuel systems
and storage. The Company is headquartered in West Palm Beach,
Florida.
Glasgow Equipment Service filed a Chapter 11 petition (Bankr. S.D.
Fla. Case No. 18-11712) on Feb. 14, 2018. In the petition signed
by Peter H. Ward, president, the Debtor disclosed $3 million in
assets and $2.63 million in liabilities. The Hon. Paul G. Hyman,
Jr., presides over the case. Philip J. Landau, Esq., at Shraiberg
Landau & Page, P.A., serves as bankruptcy counsel. Timothy H.
Kenney, P.A., as special counsel.
GNC HOLDINGS: Stockholders Elected 8 Directors
----------------------------------------------
GNC Holdings, Inc., held its annual meeting of stockholders on
May 22, 2018, at which the stockholders:
(1) elected Jeffrey P. Berger, Alan D. Feldman, Michael F.
Hines, Amy B. Lane, Philip E. Mallott, Kenneth A.
Martindale, Robert F. Moran and Richard J. Wallace
as directors for one-year terms expiring in 2019;
(2) approved, by non-binding advisory vote, the compensation
paid to the Company's named executive officers in 2017;
(3) approved the adoption of the Company's 2018 Stock and
Incentive Plan; and
(4) ratified the appointment of PricewaterhouseCoopers LLP
as independent auditors for the Company's fiscal year
ending Dec. 31, 2018.
About GNC Holdings
GNC Holdings, Inc., headquartered in Pittsburgh, PA, is a global
specialty health, wellness and performance retailer. GNC connects
customers to their best selves by offering an assortment of heath,
wellness and performance products, including protein, performance
supplements, weight management supplements, vitamins, herbs and
greens, wellness supplements, health and beauty, food and drink and
other general merchandise. This assortment features proprietary
GNC and nationally recognized third-party brands. GNC's
diversified, multi-channel business model generates revenue from
product sales through company-owned retail stores, domestic and
international franchise activities, third-party contract
manufacturing, e-commerce and corporate partnerships. As of March
31, 2018, GNC had approximately 8,900 locations, of which
approximately 6,700 retail locations are in the United States
(including approximately 2,400 Rite Aid franchise
store-within-a-store locations) and franchise operations in
approximately 50 countries.
GNC Holdings incurred a net loss of $148.85 million in 2017 and a
net loss of $286.25 million in 2016. As of March 31, 2018, GNC
Holdings had $1.52 billion in total assets, $1.70 billion in total
liabilities and a total stockholders' deficit of $179.24 million.
* * *
In February 2018, S&P Global Ratings raised its corporate credit
rating on the Pittsburgh, Pa.-based vitamin and supplement retailer
GNC Holdings Inc. to 'CCC+' from 'SD'. S&P also placed all ratings
on CreditWatch with negative implications. "The upgrade reflects
our view that GNC's maturity profile will improve upon completion
of the proposed refinancing transactions," S&P said, as reported by
the TCR on Feb. 16, 2018.
In February 2018, Fitch Ratings placed the ratings of GNC Holdings
on Rating Watch Evolving following its credit facility refinancing
proposals announced on Feb. 13, 2018. The Watch affects GNC's
'CCC' Long-Term Issuer Default Rating (IDR) and the 'B-'/'RR2'
rating on GNC's senior secured credit facility, the TCR reported on
Feb. 16, 2018.
GOLDEN CROWN: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Golden Crown Properties, LLC
1865 West Redlands Blvd.
Redlands, CA 92373
Business Description: Golden Crown Properties, LLC owns the Ramada
Kingman hotel located in Kingman, Arizona.
The Hotel offers free Wi-Fi Internet access,
free hot breakfast, guest laundry, and free
parking for cars, RVs and trucks. Visit
https://www.ramadakingman.com for more
information.
Chapter 11 Petition Date: May 25, 2018
Court: United States Bankruptcy Court
Central District of California (Riverside)
Case No.: 18-14466
Judge: Hon. Wayne E. Johnson
Debtor's Counsel: Sandford L. Frey, Esq.
LEECH TISHMAN FUSCALDO & LAMPL, LLC
200 South Los Robles Avenue, Suite 210
Pasadena, CA 91101
Tel: 626-796-4000
Fax: 626-795-6321
Email: sfrey@leechtishman.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Noble Zubaid, managing member.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/cacb18-14466.pdf
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Allianxe Laundry $26,000
American Express Bank, FSB Blanket Lien on $99,000
cash collateral,
inventory,
equipment, etc.
Amex (Ramada) $60,000
Amtex $5,000
Booking.com $30,000
Capital One $22,000
City of Kingman $7,000
City of Kingman $80,000
Echo Storage $4,000
Expedia $6,000
Harley Davidson-Kingman $3,000
Oracle-Opera Cloud $34,000
Pacific Premier Bank Unknown
Rapid Financial Services, LLC Factoring $189,000
Agreement
Suddenlink $17,000
U.S. Bank $60,000
Unisource Electric Electric Service $12,000
Unisource Gas Gas Service $4,000
Wells Fargo $70,000
Wyndham $115,000
GREAT LAKES DREDGE: S&P Alters Outlook to Neg. & Affirms 'B-' CCR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on Great Lakes Dredge & Dock
Corp. to negative from stable and affirmed its 'B-' corporate
credit rating on the company.
S&P said, "At the same, we affirmed our 'B-' issue-level rating,
with a '4' recovery rating, on the company's $325 million senior
unsecured notes due 2022. The '4' recovery rating indicates our
expectation for average recovery (30%-50%; rounded estimate: 30%)
in the event of a payment default.
"The outlook revision reflects our belief that Great Lakes' credit
measures will remain weak over the next year, with adjusted debt
leverage around 7x, as the company continues to work through an
operational restructuring. Additionally, the company's $250 million
revolver matures in December 2019. The company relies on this
facility to provide liquidity for working capital and business
operations, as well as for letters of credit, which are required
for certain projects.
"The negative outlook on Great Lakes reflects the company's
underperformance relative to our expectations over the past year
and the potential refinancing risk related to its $250 million
revolver due December 2019. We expect adjusted debt leverage to
remain around 7x throughout 2018 with FOCF around breakeven
levels.
"We could revise the outlook to stable over the next 12 months if
the company improves its operating performance due to a
strengthening dredging market, allowing the company to maintain
adjusted debt to EBITDA around 6x and sustainable positive FOCF.
Additionally, for a stable outlook we would look for the company to
successfully extend the maturity of its revolver.
"We could lower our rating on Great Lakes over the next 12 months
if it faces challenging operating conditions, particularly in its
dredging segment. We could lower our rating if the company's cash
flow turns meaningfully negative or if we view its financial
obligations and capital structure as unsustainable over the long
term."
GREEN DREAMS: Judge Signed Third Interim Cash Collateral Order
--------------------------------------------------------------
The Hon. Benjamin A. Kahn of the U.S. Bankruptcy Court for the
Middle District of North Carolina signs a third interim order
authorizing Green Dreams Landscape Management, Inc., to use the
cash collateral.
The Debtor may use cash collateral for its ordinary and reasonable
operating expenses, which will include payment of reasonable and
necessary payroll and all standard and reasonable operating
expenses. The approved Budget provides total projected expenses in
the amount of $68,711 for the month of May 2018 and $56,456 for the
month of June 2018.
SiteOne Landscape Supply, LLC (f/k/a John Deere Landscapes, LLC)
contends that Debtor owes SiteOne $21,216 pursuant to a line of
credit with future advances. SiteOne further contends that the
SiteOne Agreement is secured by the Debtor's accounts, accounts
receivable, goods, equipment, and other intangibles.
The Debtor also owes Snap Advances, LLC $20,877 pursuant to a
Purchase and Sale Contract for Future Receivables, secured by the
Debtor's cash, cash proceeds, accounts, receipts and all proceeds
thereof.
In addition, the Internal Revenue Service asserts a lien on the
Debtor's property, including cash collateral pursuant to two
Notices of Federal Tax Liens in the amount of $186,491.
The Secured Parties are granted a postpetition replacement lien in
Debtor's post-petition property of the same type which secured the
indebtedness of the Secured Parties pre-petition, with such liens
having the same validity, priority, and enforceability as the
respective Secured Party had against the same type of such
collateral as of the Petition Date.
The security interests and liens herein granted to the Secured
Parties: (i) are and will be in addition to all security interests,
liens, and rights of set-off existing in favor of the Secured
Parties on the Petition Date, if any; and (ii) will secure the
payment of the indebtedness owing to the Secured Parties in an
amount equal to the aggregate cash collateral used or consumed by
the Debtor.
As additional adequate protection, the Debtor will keep all of its
personal property insured for no less than the amounts of the
pre-petition insurance.
A full-text copy of the Interim Order is available at
http://bankrupt.com/misc/ncmb18-80230-65.pdf
About Green Dreams Landscape Management
Green Dreams Landscape Management, Inc., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No.
18-80230) on March 27, 2018. At the time of the filing, the Debtor
estimated assets of less than $500,000 and liabilities of less than
$1 million. Judge Benjamin A. Kahn presides over the case. Ivey,
McClellan, Gatton & Siegmund, LLP is the Debtor's legal counsel.
The Office of the U.S. Trustee on April 16, 2018, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case.
GULF COAST MEDICAL: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Gulf Coast Medical Park, LLC, as of May 24,
2018, according to the court docket.
About Gulf Coast Medical Park
Gulf Coast Medical Park LLC, based in Punta Gorda, FL, filed a
Chapter 11 petition (Bankr. M.D. Fla. Case No. 18-02446) on March
28, 2018. In the petition signed by Magnus Karlstedt, managing
member, the Debtor estimated $1 million to $10 million in assets
and $10 million to $50 million in liabilities. The Hon. Caryl E.
Delano presides over the case. Michael R. Dal Lago, Esq., at Dal
Lago Law, serves as bankruptcy counsel.
HARRIS FINANCIAL: AZ Fed to be Paid in Full Under Exit Plan
-----------------------------------------------------------
Harris Financial LLC proposes to pay in full the general unsecured
claim of AZ Fed under its latest plan to exit Chapter 11
protection.
Under the latest plan, AZ Fed will be paid $33,210.09, with
interest at the rate of 5% per annum. This general unsecured
creditor will receive a monthly payment of $534.85 for six years.
Payments under the plan will be funded from income generated from
the lease of the company's real property. Its financial
projections show that the company will have an aggregate annual
average cash flow, after paying operating expenses and
post-confirmation taxes, of $5,600, according to the company's
disclosure statement filed with the U.S. Bankruptcy Court for the
District of Arizona.
A copy of the disclosure statement is available for free at:
http://bankrupt.com/misc/azb18-02508-34.pdf
A copy of the original Plan is available for free at:
http://bankrupt.com/misc/azb18-02508-27.pdf
About Harris Financial LLC
Harris Financial, LLC is a privately-held company headquartered in
Gilbert, Arizona. Its principal assets are located at 33963 Cape
Cove, Dana Point, California. The company is a small business
Debtor as defined in 11 U.S.C. Section 101(51D).
Harris Financial sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 18-02508) on March 15,
2018. Michael Harris, Jr., managing member, signed the petition.
At the time of the filing, the Debtor disclosed $885,063 in assets
and $1.21 million in liabilities.
Keith M. Knowlton, L.L.C. is the Debtor's bankruptcy counsel.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Harris Financial, LLC as of April 6,
according to a court docket.
HGIM HOLDINGS: Davis Polk Helps Secure Confirmation of Ch.11 Plan
-----------------------------------------------------------------
Davis Polk is advising the administrative agent and working with a
steering committee of lenders under a $1.2 billion prepetition
secured credit facility in the chapter 11 restructuring of HGIM
Holdings, LLC and certain of its affiliates, which do business as
Harvey Gulf. On May 23, 2018, Harvey Gulf's plan of reorganization
was confirmed by the U.S. Bankruptcy Court for the Southern
District of Texas.
Harvey Gulf filed its chapter 11 plan of reorganization on March 8,
2018, with the support of lenders holding more than 75% of the
loans, including most of the members of the steering committee.
Under Harvey Gulf's chapter 11 plan, prepetition lenders will
receive their pro rata share of a $350 million term loan and
additional distributions of equity and warrants. Following
emergence from chapter 11, the prepetition lenders will control the
significant majority of the new equity in Harvey Gulf and will have
appointed a majority of the new board of directors.
One dissenting lender filed an objection to confirmation,
threatening Harvey Gulf's ability to emerge from bankruptcy quickly
and with appropriate protections for future minority equity
holders. In response, a coordinated team of Davis Polk litigation,
restructuring and corporate attorneys defended the interests of the
majority of lenders by filing an extensive reply brief in
consultation with the steering committee, successfully resisting
burdensome discovery demands, preparing for a contested
confirmation hearing, and negotiating with the dissenting lender.
Just prior to the scheduled confirmation hearing, the steering
committee reached a global settlement with the objector, which
resulted in a confirmed plan that is substantially similar to the
plan that had previously been bargained for and agreed to by the
vast majority of lenders. As confirmed by the Bankruptcy Court,
the plan preserves each of the major protections that the steering
committee had bargained for, including a limitation on equity
holders' ability to vote shares out of proportion with their
economic interests in Harvey Gulf, and certain board and governance
protections.
Davis Polk's success in reaching a favorable settlement clears the
way for Harvey Gulf to emerge as a stable industry leader, by
deleveraging Harvey Gulf's capital structure, ensuring sufficient
protections for minority equity holders, maintaining Harvey Gulf's
status as a Jones Act company, forming a new board of directors,
restructuring Harvey Gulf's relationship with the Gulf Coast
Shipyard and preserving Harvey Gulf's investment in certain
non-debtor affiliates.
Harvey Gulf is a provider of offshore supply vessels and marine
support services to support offshore oil and gas exploration and
production and is headquartered in New Orleans, Louisiana. Harvey
Gulf provides offshore production and drilling vessel support
services, including the transportation of supplies, equipment and
personnel to support drilling and production activities, offshore
construction, remotely operated underwater vehicles and subsea
support services and a variety of other specialized vessel
services.
The Davis Polk restructuring team includes partner Damian S.
Schaible and associates Angela M. Libby and Benjamin M. Schak. The
litigation team includes partner James I. McClammy and associate J.
Stan Barrett. The credit team includes partner Jinsoo H. Kim. The
mergers and acquisitions team includes partners William L. Taylor
and Stephen Salmon and counsel
Ajay B. Lele. The executive compensation team includes counsel Ron
M. Aizen. Members of the Davis Polk team are based in the
New York and Northern California offices.
Davis Polk refers to Davis Polk & Wardwell LLP, a New York limited
liability partnership, and its associated entities.
About HGIM Holdings
Based in New Orleans, Louisiana, HGIM Holdings LLC --
http://www.harveygulf.com/-- is a marine transportation company
that specializes in providing offshore supply and multi-purpose
support vessels for deepwater operations in the U.S. Gulf of
Mexico. Harvey Gulf exclusively operates vessels qualified under
the U.S. cabotage laws known as the Shipping Act of 1916 and the
Merchant Marine Act of 1920, as amended. Harvey Gulf currently
employs 580 people. Harvey Gulf is headquartered in New Orleans,
Louisiana and maintains two corporate leases in Houston, Texas.
The Company and 90 of its affiliates filed for Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 18-31080) on March 7,
2018.
The Debtors estimated assets and liabilities between $1 billion and
$10 billion.
The Debtors hired Vinson & Elkins LLP as their counsel; Stephens,
Inc. as investment banker; Blank Rome LLP as special maritime
counsel; Postlethwaite & Netterville, APAC as accounting service
provider; and Prime Clerk LLC as the notice and claims agent.
HH & JR INC: Quarterly Payments of $500 for Unsecureds Over 5 Years
-------------------------------------------------------------------
HH & JR Inc., dba One Stop, filed a disclosure statement in support
of its chapter 11 plan of reorganization dated April 19, 2018.
HH & JR Inc. owns and operates a convenience and check cashing
store located at 7459 South Military Trail, Suite A, Lake Worth,
Florida 33463. The store also sells cigarettes, beverages, and
packaged goods (alcoholic beverages).
Class 3 consists of all Allowed Unsecured Claims against the
Debtor. Holders of Class 3 Claims will receive: (i) 50% of the net
proceeds of any Causes of Action after payment of all
administrative expenses and post-Effective Date professional fees
and costs; and (ii) guaranteed pro rata quarterly payments of $500
for a period of five years following the Effective Date.
Funds to be used to make payments under the Plan will be paid by
the Debtor's President and sole equity holder H. Tony Hussein. Mr.
Hussein has agreed to personally make the 20 quarterly payments to
the unsecured creditors of $500 per quarter for a total of $10,000
over 5 years, each payment to provide new value and in exchange for
the re-vesting of the shares of the company so that H. Tony Hussein
will retain his 100% pre-petition equity interest in the Debtor
post-petition. Going forward, the reorganized Debtor anticipates
improving the bottom line by reducing its debt service and
expanding its services to include sale of package goods. The most
significant savings will be the reduction (if not elimination) of
the payments to the "hard money lenders." To the extent that the
Debtor wishes to prepay any amounts due under the Plan from exempt
assets or other third party sources, the Debtor reserves the right
to do so without penalty and to seek the entry of a final decree
closing this case.
In order to assist in funding the Debtor's business operations
under the Plan, the Debtor may retain any cash on hand, any funds
in its bank accounts, and may retain amounts received from accounts
receivable to pay accounts payable. Accordingly, Debtor asserts
that it is able to perform all of its obligations under the Plan.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/flsb17-19473-64.pdf
About HH & JR, Inc.
Headquartered in Lake Worth, Florida, HH & JR Inc., dba One Stop,
filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case
No. 17-19473) on July 27, 2017, estimating its assets and
liabilities at $100,001 and $500,000 each. Chad T. Van Horn, Esq.,
at Van Horn Law Group, P.A.
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Lakeshore Properties of HH & JR
Inc., as of Nov. 16, according to a court docket.
HILLSIDE OFFICE: Hires Bowman Consulting as Civil Engineer
----------------------------------------------------------
Hillside Office Park, LLC, seeks authority from the U.S. Bankruptcy
Court for the District of New Jersey to employ Bowman Consulting
Group, Ltd., as civil engineer to the Debtor.
Hillside Office requires Bowman Consulting to:
-- prepare a boundary survey of the Debtor's property located
at Block 604, Lots 25 and 26 and the rights of way of
Liberty Avenue and Florence Avenue;
-- survey existing conditions at the project site and within
the adjacent streets and intersections up to and including
the curb line opposite the site;
-- prepare a Redevelopment Plan;
-- prepare preliminary site plan;
-- prepare stormwater management report; and
-- assist the Debtor in the applications with regulatory
agencies.
Bowman Consulting will be paid at the amount of $77,025 for the
services rendered.
Bowman Consulting will be paid a retainer in the amount of $8,000.
Bowman Consulting will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Sean A. Delany, principal of Bowman Consulting Group, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Bowman Consulting can be reached at:
Sean A. Delany
BOWMAN CONSULTING GROUP, LTD.
303 West Main Street
Freehold, NJ 07728
Tel: (732) 665-5500
E-mail: sdelany@bowmanconsulting.com
About Hillside Office Park
Headquartered in Hillside, New Jersey, Hillside Office Park, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. D.N.J. Case No.
16-19617) on May 17, 2016. In the petition signed by Glen A.
Fishman, member of Maplewood Acquisition, LLC, member, the Debtor
estimated its assets and liabilities at between $1 million and $10
million. Judge Stacey L. Meisel presides over the case. Donald F.
Campbell, Jr., Esq., at Giordano Halleran & Ciesla, P.C., serves as
the Debtor's bankruptcy counsel.
HOBBICO INC: MT Acquisitions Buying Miscellaneous Assets for $557K
------------------------------------------------------------------
Hobbico, Inc., and Great Planes Model Manufacturing, Inc., ask the
U.S. Bankruptcy Court for the District of Delaware to authorize the
sale of their miscellaneous assets to MT Acquisitions, LLC, for
$557,000, subject to adjustments, subject to overbid.
The Debtors retained an investment banker and have been marketing
substantially all of their assets for sale as a going concern since
late 2017. Consistent with these efforts, on Feb. 26, 2018, the
Debtors filed their Bidding Procedures Motion which the Court
approved on March 14, 2018.
In accordance with the Bidding Procedures Order, an auction was
held on March 28, 2018, and continued and concluded on April 12,
2018. As a result of the Auction, the Debtors sold, and the Court
entered orders approving the sale of, the Hobby Business Lot, the
Estes-Cox Lot, and the Global Revell Lot. The Debtors already have
closed on the sale of the Hobby Business Lot and the Estes-Cox Lot
and anticipate closing on the sale of the Global Revell Lot in the
near future. However, notwithstanding their extensive marketing
efforts, the Debtors were unable to sell the GPMM Assets in
connection with the Auction.
Nonetheless, the Debtors continued to pursue a sale of the GPMM
Assets in an effort to maximize recoveries for the estate. As a
result, on May 8, 2018, the Parties executed the Asset Purchase
Agreement, which provides for the sale of the GPMM Assets and the
potential assumption and assignment of certain related contracts
and leases to the Buyer.
Although the Debtors have made great progress in their efforts to
monetize their assets (including the GPMM Assets that are the
subject of this Motion), they still have not secured agreements for
the sale of all estate property. Specifically, after the Debtors
close on any sale of the GPMM Assets approved by this Court, the
estate still will own certain miscellaneous assets that have
relatively little or no value to the estate after taking into
account the costs of liquidation.
By the Motion, the Debtors respectfully ask the Court to (i)
authorize the Sale, free and clear of any and all liens, claims,
liabilities, encumbrances and interests of any kind or nature
whatsoever; and (ii) authorize and establish procedures for the
sale or abandonment of the Miscellaneous Assets.
The Debtors propose that each Miscellaneous Asset sale be for the
highest and best offer received, taking into consideration the
exigencies and circumstances in each such sale, under these
procedures:
a. For any asset sale with a purchase price less than
$200,000:
i. The Debtors will file on the docket in these Cases a
notice which will be served on (i) any known affected creditor
asserting a Lien on any assets subject to such sale; (ii) counsel
to the Prepetition Agent and Postpetition Agent for the Prepetition
Lenders and the Postpetition Lenders; (iii) counsel to the
Committee; (iv) the U.S. Trustee; (v) counsel to Cyprium Investors
IV AIV I LP; (vi) counsel to GreatBanc Trust Company, trustee of
the Hobbico, Inc. Employee Stock Ownership Plan; and (vii) the
general service list established in these Cases pursuant to
Bankruptcy Rule 2002. Such notice will contain: (i) a general
description of the Miscellaneous Assets subject to the sale; (ii)
the proposed purchaser of the Miscellaneous Assets; (iii) any
commissions to be paid to third parties used to sell or auction the
Miscellaneous (v) instructions consistent with the terms described
regarding the procedures to assert objections to the proposed
sale.
ii. If none of the Notice Parties file or serve upon
counsel to the Debtors a written objection (including by email)
within two business days of receipt of such Miscellaneous Sale
Notice, then the Debtors may immediately consummate the
transaction, including making any disclosed payments to third-party
brokers or auctioneers. If an objection is filed or served within
such period that cannot be resolved, such assets will not be sold
except upon further order of this Court after notice and a
hearing.
b. For any asset sale(s) to a single buyer or group of related
buyers with an aggregate selling price greater than $200,000, the
Debtors will file a separate motion seeking approval from the Court
with respect to such sale(s).
c. Nothing in the foregoing procedures will prevent the
Debtors, in their sole discretion, from seeking the Court's
approval at any time of any proposed transaction (regardless of
value) upon notice and a hearing.
To the extent any Miscellaneous Assets cannot be sold at a price
greater than the cost of liquidating such assets, the Debtors ask
authority to abandon such Miscellaneous Assets in accordance with
these procedures:
For any Miscellaneous Assets, regardless of value, that the
Debtors ask to abandon pursuant to these procedures:
i. The Debtors will file on the docket in these Cases a
notice which will be served on the Notice Parties. Such
Abandonment Notice will contain (i) a general description of the
Miscellaneous Assets to be abandoned and (ii) a summary of the
Debtors’ reasons for such abandonment.
ii. If none of the Notice Parties file or serve upon
counsel to the Debtors a written objection (including by email)
within two business days of receipt of such Abandonment Notice,
then the Debtors may immediately abandon the assets. If an
objection is filed or served within such period that cannot be
resolved, such assets will not be abandoned except upon further
order of the Court after notice and a hearing.
The Debtors ask authority to assume and assign the designated
executory contracts and/or unexpired leases associated with the
GPMM Assets to the Buyer. The Debtors further request that the
Proposed Order provide that the assigned executory contracts and/or
unexpired leases will be transferred to, and remain in full force
and effect for the benefit of, the Buyer notwithstanding any
provisions in such assigned contracts and/or leases.
The Debtors also ask a waiver of any notice requirements beyond
those set forth in the procedures proposed. Finally, they ask
that, upon entry of the Sale Order, the Court waives the 14-day
stay requirement of Bankruptcy Rule 6004(h).
A copy of the APA attached to the Motion is available for free at:
http://bankrupt.com/misc/Hobbico_Inc_414_Sales.pdf
About Hobbico, Inc.
Hobbico, Inc. -- https://www.hobbico.com/ -- is engaged in the
design, manufacturing, marketing and distribution of thousands of
hobby products including radio-control and general hobby products.
The company's merchandise includes a wide variety of radio-control
models from cars and boats to airplanes and helicopters.
Hobbico began in 1971 with just two people and now employs over 650
individuals in facilities that include its West Coast distribution
center in Reno, Nevada, facilities in Penrose, Colorado and Elk
Grove Village, Illinois and its corporate headquarters in
Champaign, Illinois.
Hobbico, Inc., along with its U.S. affiliates, sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 18-10055) on Jan. 10,
2018. In the petition signed by Tom S. O'Donoghue, Jr., chief
restructuring officer, Hobbico estimated assets of $10 million to
$50 million and debt of $100 million to $500 million.
The Hon. Kevin Gross is the case judge.
The Debtors tapped Neal, Gerber & Eisenberg LLP as general
bankruptcy counsel; Morris, Nichols, Arsht & Tunnell LLP as local
bankruptcy counsel; Lincoln International LLC as investment banker;
and Keystone Consulting Group, LLC, and CR3 Partners, LLC, as
restructuring advisors. JND Corporate Restructuring is the notice
and claims agent.
On Jan. 22, 2018, the Office of the U.S. Trustee for Region 3
appointed the Official Committee of Unsecured Creditors. The
Committee retained Cullen and Dykman LLP, as lead counsel;
Whiteford Taylor & Preston LLC, as Delaware counsel; and Emerald
Capital Advisors, as financial advisors.
IMPERIAL PALMS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Imperial Palms Resort, LLC
2275 Huntington Drive, Ste. 534
San Marino, CA 91108
Business Description: Imperial Palms Resort, LLC owns the
Imperial Palms Hotel & Resort, a family-
friendly hotel located in Holtville
California. Featuring a terrace overlooking
the golf course or valley, each room
in the Hotel provides free Wi-Fi, cable TV,
a seating area, among other amenities.
The Hotel is valued by the Company at $10
million. Visit www.imperialpalmsresort.com
for more information.
Chapter 11 Petition Date: May 25, 2018
Court: United States Bankruptcy Court
Southern District of California (San Diego)
Case No.: 18-03170
Judge: Hon. Margaret M. Mann
Debtor's Counsel: Francisco J. Aldana, Esq.
LAW OFFICES OF FRANCISCO JAVIER ALDANA
3033 5th Avenue, Suite 201
San Diego, CA 92103
Tel: 619-236-8355
Email: francisco@aldanalawoffice.com
efile@aldanalawoffice.com
Total Assets: $11.27 million
Total Liabilities: $8.74 million
The petition was signed by Rebecca Chiu, CEO and manager.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/casb18-03170.pdf
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Allied Waste Trash Services $38,776
Arrendondo Furniture Unpaid Invoice for $15,000
Furniture
Bank of America Business Credit $21,721
Card
Board of Equalization Taxes $21,462
Brian Chiu Personal Loan $36,329
Darryl Readshaw Wages/Sale of $165,000
Equity
Diane Tsai Loan $50,000
Employment Development Dept. Employment Taxes $186,671
ESBF Partners Loan $29,420
Fitzmaurice & Associates Legal Services $12,293
Gordon's Carpet One Carpet Materials $39,490
Imperial County Tax Collector TOT Tax $98,610
Imperial County Tax Collector Property Tax $62,320
Insurance Company Workers $32,274
of the West Compensation
Premium
Settlement
Internal Revenue Service Payroll Taxes $801,688
P.O. Box 7346
Philadelphia, PA
19101-7346
Internal Revenue Service Federal Income $38,962
Taxes
John Chong Loan $20,000
Ling Li Loan $38,058
US Security Associates Contracted $12,107
Security Guards
Yellowstone Bank Credit Card Debt $26,982
INFINITY CUSTOM: Taps Coldwell Banker as Real Estate Broker
-----------------------------------------------------------
Infinity Custom Homes, LLC, filed a supplemental application with
the U.S. Bankruptcy Court for the Middle District of Florida
seeking approval to hire Coldwell Banker Residential Real Estate.
On Feb. 13, 2018, the Debtor filed the Application to employ
Coldwell Banker as real estate broker to the Debtor to market and
sell its property located at 1761 Legion Drive, Winter Park,
Florida 32789. On February 28, 2018, the Bankruptcy Court entered
an order granting the Application.
On March 22, 2018, the Debtor filed a supplemental Application to
employ Coldwell Banker as real estate broker to market and sell its
property located at 1640 Oneco Avenue, Winter Park, Florida.
On May 11, 2018, the Debtor entered into a third Exclusive Right of
Sale Listing Agreement for the property located at 1550 Hibiscus
Avenue, Winter Park, Florida.
Infinity Custom requires Coldwell Banker to market, lease and sell
the Debtor's property located at 1550 Hibiscus Avenue, Winter Park,
Florida.
Coldwell Banker will be paid a commission of 5% of the purchase
price. In case of lease, the firm will be paid a commission of 50%
of the gross lease value.
Coldwell Banker will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Richard Daniel Haber, member of Coldwell Banker Residential Real
Estate, assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtor and its
estates.
Coldwell Banker can be reached at:
Richard Daniel Haber
COLDWELL BANKER RESIDENTIAL REAL ESTATE
400 Park Avenue, Suite 210
Winter Park, FL 32789
Tel: (407) 647-1211
About Infinity Custom Homes
Infinity Custom Homes, LLC, headquartered in Winter Park, Florida,
is engaged in activities related to real estate. Its principal
assets are located at 1761 Legion Drive; 1550 Hibiscus Avenue; 1640
Oneco Avenue; and 130 W. Lake Sue Avenue.
Infinity Custom Homes, LLC, based in Winter Park, Florida, filed a
Chapter 11 petition (Bankr. M.D. Fla. Case No. 18-00622) on Feb. 2,
2018. In the petition signed by David P. Croft, manager, the
Debtor estimated $1 million to $10 million in both assets and
liabilities. R. Scott Shuker, Esq., at Latham Shuker Eden &
Beaudine, LLP, serves as bankruptcy counsel to the Debtor.
INTEGRATED PHYSICIAN: Judge Finds Appointment of PCO Unnecessary
----------------------------------------------------------------
The Hon. Alan S. Trust of the U.S. Bankruptcy Court for the Eastern
District of New York has determined that the appointment of a
Patient Care Ombudsman in the case of Integrated Physician
Solutions, Inc. is not necessary.
About Constellation & Orion
Constellation Healthcare Technologies, Inc., is a healthcare
services organization providing outsourced revenue cycle
management, practice management, and group purchasing services to
U.S. physicians. Orion Healthcorp, et al. --
http://www.orionhealthcorp.com/-- are consolidated enterprises of
several companies aggregated through a series of acquisitions,
which operate the following businesses: (a) outsourced revenue
cycle management for physician practices, (b) physician practice
management, (c) group purchasing services for physician practices,
and (d) an independent practice association business, which is
organized and directed by physicians in private practice to
negotiate contracts with insurance companies on their behalf while
those physicians remain independent and which also provides other
services to those physician practices. Orion has locations in
Houston, Texas; Jericho, New York; Lakewood, Colorado;
Lawrenceville, Georgia; Monroeville, Pennsylvania; and Simi Valley,
California.
Constellation Healthcare Technologies, Inc., along with certain of
its subsidiaries, including Orion Healthcorp, Inc., and Integrated
Physician Solutions, Inc., on March 16, 2018, initiated voluntary
proceedings under Chapter 11 of the U.S. Bankruptcy Code to
facilitate an orderly and efficient sale of its businesses. The
lead case is In re Orion Healthcorp, Inc. (E.D.N.Y. Lead Case No.
18-71748). The Debtors have liabilities of $245.9 million.
The Hon. Carla E. Craig is the case judge. The Debtors tapped DLA
Piper US LLP as counsel; FTI Consulting, Inc. as restructuring
advisor; and Epiq Bankruptcy Solutions, LLC, as claims and noticing
agent.
INTEGRATED WEALTH: Judge to Continue Chapter 11 Trustee Hearing
---------------------------------------------------------------
The Hon. Mark Houle of the U.S. Bankruptcy Court for the Central
District of California has entered an order granting the U.S.
Trustee's Motion to Continue Hearing on Motion to Appoint a Chapter
11 Trustee in the bankruptcy case of Integrated Wealth Management,
Inc. On selection of a date for the confirmation hearing by the
Court, the U.S. Trustee will file and serve a notice of the
continuance.
About Integrated Wealth Management
Petitioning creditors filed an involuntary Chapter 7 against Palm
Springs, California-based Integrated Wealth Management, Inc. --
www.iwmgmt.com -- on July 12, 2017, based on credible evidence of
fraud, misconduct, and self-dealing by the Debtor's former
principal. The principal's ex-spouse, who also serves as the
representative of that principal's estate and successor to that
principal's trust, appointed himself sole director and currently
serves as the Debtor's de facto manager. On January 10, 2018, the
involuntary petition was approved by the Court and the Chapter 7
petition was converted to Chapter 11 reorganization.
The Chapter 11 case is In re: Integrated Wealth Management, Inc.,
Debtor, Case No. 6:17-bk-15816-MH (Bankr. C.D. Calif.).
JC PENNEY: Bank Debt Trades at 3.75% Off
----------------------------------------
Participations in a syndicated loan under which JC Penney
Corporation is a borrower traded in the secondary market at 96.25
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.92 percentage points from the
previous week. JC Penney pays 425 basis points above LIBOR to
borrow under the $1.688 billion facility. The bank loan matures on
June 23, 2023. Moody's rates the loan 'Ba3' and Standard & Poor's
gave a 'BB-' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
May 18.
JOERNS HEALTHCARE: Bank Debt Trades at 8.67% Off
------------------------------------------------
Participations in a syndicated loan under which Joerns Healthcare
Inc. is a borrower traded in the secondary market at 91.33
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 1.08 percentage points from the
previous week. Joerns Healthcare pays 500 basis points above LIBOR
to borrow under the $305 million facility. The bank loan matures on
May 9, 2020. Moody's gave no rating to the loan and Standard &
Poor's gave no rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
May 18.
KAI INDUSTRIES: FORBIX Buying Irwindale Property for $5.5M
----------------------------------------------------------
Kai Industries, LLC, asks approval from the U.S. Bankruptcy Court
for the Central District of California of bidding procedures in
connection with the sale of substantially all the real property of
the estate located at 15859-15855-15805-15825 Edna Place,
Irwindale, California, (APN 8417-006-047), to FORBIX Ventures, LLC
for $5.5 million, subject to overbid.
A hearing on the Motion is set for May 31, 2018 at 8:30 a.m.
Objections, if any, must be filed not less than 14 days from the
date of notice of the Motion.
When it filed its bankruptcy case, the Debtor was the owner of the
Property from which Property the Debtor was renting space to
tenants, substantially doing business in the auto retail market,
from which rent was collected and deposited in the DIP cash
collateral account.
According to an April 10, 2018, preliminary title report, the Real
Property is encumbered with the following: the liens of the County
of Los Angeles for real property taxes due for April 10 ($14,648
and $1,475 in late penalties), June 30, 2018 ($14,648), and
2016-2017 ($17,972) JFL Construction Technology Inc. on its deed of
trust dated Oct. 13, 2013, and recorded Oct. 25, 2016, as
Instrument No. 20161313718, that is intended to secure an original
obligation of $3.7 million, Juva Investments, LLC, on its deed of
trust dated Nov. 25, 2016, and recorded Dec. 27, 2016, as
Instrument No. 20161644677, that is intended to secure an original
obligation of $600,000. Each of these encumbrances will attach to
the sale proceeds in the same order and priority as is found in the
records of the Los Angeles County Recorder's Office and will be
paid by Newhall Escrow upon order of the Court.
There is pending for hearing on May 16, 2018, the motion by JFL
Construction Technology, Inc., to determine the Debtor to be a
Single Asset Property Debtor and have the Case administered as one.
The Debtor is selling the Property in furtherance of its effective
reorganization and will have funds disbursed under further order of
the Court.
The Debtor and JFL have not reached an agreement on the use of Cash
Collateral, as JFL insists on adequate protection payments equal to
the contractually due amount, notwithstanding that JFL has been
adequately protected by an adequate equity cushion over and above
the amount of its outstanding balance. As a result, all rent
collected during the course of the Case has been segregated in the
DI Cash Collateral Account.
Any rent collected prior to the commencement of the Case was
originally deposited into the prepetition accounts that were closed
and those prepetition proceeds from rent deposited into the Debtor
in Possession Operating Account, from which the Debtor has been
paying for the operation of the Real Property; although with the
lack of a Cash Collateral Stipulation, in order to preserve the
Real Property and to acquire insurance, Debtor obtained funds from
its principal and third parties, which advances Debtor will ask
reimbursement from Escrow.
Prior to execution of the APA, the Debtor engaged in negotiations
with two other prospective purchasers of the Property. FORBIX was
the strongest prospective buyer of the three prospective buyers,
agreeing that Debtor will receive the net amount of $5.3 million
from the $5.4 million purchase price, showing evidence, as well,
that it had the funds necessary to close, notwithstanding the
finance contingency, as well with a commitment from FORBIX Capital
to make FORBIX the loan of $4.5 million to satisfy the finance
contingency and close escrow immediately upon entry of the order
approving of the Motion.
According to an April 10, 2018, preliminary title report, the Real
Property is encumbered with the following: the liens of the County
of Los Angeles for real property taxes due for April 10 ($14,648
and $1,475 in late penalties), June 30, 2018 ($14,648), and
2016-2017 ($17,972) JFL Construction Technology Inc. on its deed of
trust dated Oct. 13, 2013, and recorded Oct. 25, 2016, as
Instrument No. 20161313718, that is intended to secure an original
obligation of $3.7 million, Juva Investments, LLC, on its deed of
trust dated Nov. 25, 2016, and recorded Dec. 27, 2016, as
Instrument No. 20161644677, that is intended to secure an original
obligation of $600,000.
Each of these encumbrances will attach to the sale proceeds in the
same order and priority as is found in the records of the Los
Angeles County Recorder's Office and will be paid by Newhall Escrow
upon order of the Court.
There is a May 13, 2018, claims bar date in the Case by which any
and all parties, parties in interest or interested parties must
file a claim against the Estate. As of the date of the Motion to
Sell, there are three filed claims: Claim No. 1 - Los Angeles
County Treasurer and Tax Collector in the amount of $80,116 (an
amount that must be reconciled against the Preliminary Title
Report); Claim o. 2 - Internal Revenue Service in the amount of
$24,355 (unsecured) and $1,157 (priority) (amounts that must be
reconciled against whether the limited liability company members
have treated the Debtor as a partnership or as a corporation for
purposes of tax treatment); and Claim No. 3 - California Franchise
Tax Board in the amount of $6,287, of which $5,192 is claimed as
priority (amounts that must be reconciled against whether the
limited liability company members have treated the Debtor as a
partnership or as a corporation for purposes of tax treatment). In
addition, based upon the purchase price at the time Debtor acquired
the Property (basis), plus any capital improvements made to the
Property, plus the recapture of any depreciation (adjusted basis),
Debtor may be liable for capital gains taxes, which amount will
need to be calculated, consented to by the IRS and FTB, and aid
through Escrow.
The proposed sale of the Property is subject to higher and better
offers being received and accepted by the Debtor prior to the
scheduled hearing on the Motion. Any party wishing to overbid will
deposit a cashier's check for $165,000 made payable to "Kai
Industries, LLC, the Debtor and DIP" with Newhall Escrow, no later
than 5:00 p.m. (PST) on May 29, 2018. Moreover, any party wishing
to overbid also will provide the Debtor with sufficient evidence to
establish that it will be able to close if it is the successful
bidder and its bid is approved by the Court. The initial minimum
overbid will be $100,000 (i.e., to be a qualified overbid, the
initial overbid must be at least $150,000). Subsequent overbids
will be in minimum increments of $100,000. All other terms of the
sale will be upon the same terms and conditions as the proposed
sale to FORBIX.
If one or more qualified overbids are received by 5:00 p.m. (PST)
May 29, 2018, an auction of the Property will be held in Courtroom
1575 of the United States Courthouse, 255 E. Temple Street, Los
Angeles, California at 8:30 p.m. (PST) on the date that is
scheduled for the hearing on approval of the Motion to Sell. At
the conclusion of the auction, the Debtor will ask the Court to
confirm the results of the auction and to approve the sale of the
Property to the highest bidder.
The successful bidder at the auction will close upon the opened
escrow with Newhall Escrow, within three business days following
the hearing on the Motion to Sell and the approval of the Motion to
Sell by the Court. The cashier's check referenced above will be
forfeited by the successful bidder if escrow has not closed as set
forth above through no fault of the Debtor. Moreover, in the event
of forfeiture or an inability to close by the successful bidder,
the Debtor will be entitled to sell the Property to the next
highest bidder at the auction, without further notice or order of
the Court, provided such sale (other than the purchase price) is
upon the same terms and conditions as the proposed sale to FORBIX,
as set forth.
The Debtor sought the cooperation and agreement from JFL for the
Motion to Sell, however, by the date of the Motion to Sell, no
response was received. The Debtor sought and obtained the consent
and cooperation of Juva to the Motion to Sell.
The Debtor proposes to sell the Property free and clear of the Los
Angeles County, JFL and Juva liens.
A copy of the APA attached to the Motion is available for free at:
http://bankrupt.com/misc/Kai_Industries_77_Sales.pdf
The Purchaser:
FORBIX VENTURES, LLC
15260 Ventura Blvd.
Suite 700
Sherman Oaks, CA 91403
Telephone: (888) 936-7249
Facsimile: (888) 908-5676
About Kai Industries
Based in Irwindale, California, Kai Industries, LLC, provides
property maintenance, rent collection, and utilities management
services to the real estate market.
Kai Industries sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Cal. Case No. 18-11152) on Feb. 1, 2018. In the
petition signed by Brad Lin, managing member, the Debtor estimated
assets and liabilities of $1 million to $10 million. Judge Vincent
P. Zurzolo presides over the case. Law Offices of Louis J. Esbin
is the Debtor's counsel.
KINGMAN FARMS: Hires Colliers as Real Estate Appraiser
------------------------------------------------------
Kingman Farms Ventures, LLC, seeks authority from the U.S.
Bankruptcy Court for the District of Nevada to employ Colliers
International Valuation & Advisory Services, as real estate
appraiser to the Debtor.
Kingman Farms requires Colliers to:
a. prepare an appraisal report of the Debtor's real property,
an agricultural land located in Mohave County, AZ, and
Kingman, AZ, to be used in asset valuation services as may
be required throughout the Chapter 11 case;
b. develop an opinion of as-is Fair Market Value of the
subject property for the Chapter 11 case; and
c. inspect the property, research relevant market data, and
perform analysis to the extent necessary to produce
credible appraisal results.
Colliers will be paid a flat fee of $8,000.
Evan Ranes, partner of Colliers International Valuation & Advisory
Services, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Colliers can be reached at:
Evan Ranes
COLLIERS INTERNATIONAL VALUATION
& ADVISORY SERVICES
3960 Howard Hughes Parkway, Suite 150
Las Vegas, NV 89169
Tel: (702) 241-4313
About Kingman Farms Ventures
Kingman Farms Ventures, LLC, is a privately-held company that
operates in the crop farms industry located in Las Vegas, Nevada.
Kingman Farms Ventures sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Nev. Case No. 18-10180) on Jan. 16,
2018. In the petition signed by James R. Rhodes, president of
Truckee Springs Holdings, Inc., manager of the Debtor, the Debtor
estimated assets and liabilities of $10 million to $50 million.
Judge Laurel E. Davis presides over the case. Deeter Blackham is
the Debtor's legal counsel.
KNOWLES SYSTEMS: Hires Michael C. Petruzzo as Accountant
--------------------------------------------------------
Knowles Systems, Inc., seeks authority from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Michael C.
Petruzzo, as accountant to the Debtor.
Knowles Systems requires Michael C. Petruzzo to:
a. maintain the General Ledger of the Debtor;
b. prepare Monthly Financial Statements; and
c. prepare the Monthly Financial Report required by the Office
of the U.S. Trustee in the instant bankruptcy case.
Michael C. Petruzzo will be paid at the hourly rate of $40.
The Debtor had previously paid Michael C. Petruzzo the amount of
$712.50 for services rendered and costs incurred in the year prior
to commencement of the bankruptcy case.
Michael C. Petruzzo will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Michael C. Petruzzo, sole accounting practitioner, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Michael C. Petruzzo can be reached at:
Michael C. Petruzzo
9 Pickens Street
Lakeville, MA 02347
Tel: 5-8-944-7239
About Knowles Systems
Knowles Systems, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 18-01307) on April 20, 2018, estimating
under $1 million in assets and liabilities. R. Scott Shuker, Esq.,
at Latham Shuker Eden & Beaudine, LLP, is the Debtor's counsel.
KONA GRILL: Regains Compliance with Nasdaq Listing Requirement
--------------------------------------------------------------
Kona Grill, Inc., received a letter from The Nasdaq Stock Market on
May 21, 2018, stating that for the last 10 consecutive trading
days, from May 7 to 18, 2018, the Company's minimum market value of
publicly held shares has been $15,000,0000 or greater.
On May 3, 2018, Kona Grill received a deficiency notice from Nasdaq
for failure to meet Nasdaq's $15,000,000 minimum market value of
publicly held shares continued listing standard, as required by
Nasdaq Listing Rule 5450(b)(2)(C). As provided in the Nasdaq
rules, the Company has 180 calendar days, or until Oct. 30, 2018,
to regain compliance with the continued listing standard.
The Company has regained compliance with the Rule and the matter is
now closed.
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 March 31, 2018, Kona Grill
had $87.01 million in total assets, $83.84 million in total
liabilities and $3.16 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.
LAURA ELSHEIMER: Hires Paul V. Giannetti as Special Counsel
-----------------------------------------------------------
Laura Elsheimer LLC seeks authority from the U.S. Bankruptcy Court
for the District of Massachusetts to employ The Law Offices of Paul
V. Giannetti, as special counsel to the Debtor.
Laura Elsheimer requires Paul V. Giannetti to represent the Debtor
in the sale of its real property known as 20-24 Main Street, in
Hudson, Massachusetts.
Paul V. Giannetti will be paid at the hourly rate of $250.
Paul V. Giannetti will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Paul V. Giannetti, a partner at The Law Offices of Paul V.
Giannetti, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Paul V. Giannetti can be reached at:
Paul V. Giannetti, Esq.
THE LAW OFFICES OF PAUL V. GIANNETTI
145A Main Street
Hudson, MA 01749
Tel: (978) 562-4737
About Laura Elsheimer
Headquartered in Hudson, Massachusetts, Laura Elsheimer LLC filed
for Chapter 11 bankruptcy protection (Bankr. D. Mass. Case No.
17-41842) on Oct. 11, 2017, estimating its assets and liabilities
at between $500,001 and $1 million. Michael Van Dam, Esq., at Van
Dam Law LLP, serves as the Debtor's bankruptcy counsel. The Law
Offices of Paul V. Giannetti, is the special counsel.
LAYNE CHRISTENSEN: Cetus Capital III Has 5.7% Stake as of May 15
----------------------------------------------------------------
In a Schedule 13D/A filed with the Securities and Exchange
Commission, Cetus Capital III, et al., reported beneficial
ownership of shares of common stock of Layne Christensen Company
as of May 15, 2018, as follows:
Shares Percentage
Beneficially of
Reporting Person Owned Shares
---------------- ------------ ----------
Cetus Capital II, LLC 215,740 1.06%
Cetus Capital III, L.P. 1,197,085 5.74%
Littlejohn Opportunities 374,825 1.85%
Master Fund LP
VSS Fund, L.P. 297,056 1.47%
OFM II, L.P. 162,437 0.81%
The 215,740 Shares consist of 215,740 shares of the Issuer's common
stock underlying $2,524,159 principal amount of the Issuer's 8.00%
Convertible Notes due 2019, which are convertible at Cetus Capital
II's option into shares of common stock based on an initial
conversion rate of 85.4701 shares of the Issuer's common stock per
$1,000 principal amount of the Notes.
The 1,197,085 Shares consist of (a) 384,230 shares of the Issuer's
common stock owned by Cetus Capital III directly, (b) 38,000 shares
of the Issuer's common stock issuable upon exercise of stock
options, and (c) 774,855 shares of the Issuer's common stock
underlying $9,065,811 principal amount of the Notes, which are
convertible at the Reporting Person's option into shares of common
stock based on an initial conversion rate of 85.4701 shares of the
Issuer's common stock per $1,000 principal amount of the Notes.
The 374,825 Shares consist of (a) 140,645 shares of the Issuer's
common stock owned by Littlejohn Opportunities Master Fund
directly, (b) 19,000 shares of the Issuer's common stock issuable
upon exercise of stock options, and (c) 215,180 shares of the
Issuer's common stock underlying $2,517,614 principal amount of the
Notes, which are convertible at the Reporting Person's option into
shares of common stock based on an initial conversion rate of
85.4701 shares of the Issuer's common stock per $1,000 principal
amount of the Notes.
The 297,056 Shares consist of (a) 120,448 shares of the Issuer's
common stock owned by VSS Fund directly (b) 17,000 shares of the
Issuer's common stock issuable upon exercise of stock options, and
(c) 159,608 shares of the Issuer's common stock underlying
$1,867,416 principal amount of the Notes, which are convertible at
the Reporting Person's option into shares of common stock based on
an initial conversion rate of 85.4701 shares of the Issuer's common
stock per $1,000 principal amount of the Notes.
The 162,437 Shares consist of (a) 136,437 shares of the Issuer's
common stock owned by OFM II, L.P. directly and (b) 26,000 shares
of the Issuer's common stock issuable upon exercise of stock
options.
The percentages are based on 20,059,489 shares of Common Stock
outstanding as of May 11, 2018, as reported in the definitive proxy
statement on Schedule 14A filed by the Issuer on May 15, 2018, plus
the 215,740 shares of the Issuer's common stock underlying the
Notes.
Pursuant to Section 10.11 of the Indenture, dated as of March 2,
2015, among the Issuer, the guarantors, and U.S. Bank National
Association, a federal savings bank, as trustee and collateral
agent, no holder of the Notes will be entitled to convert the Notes
into shares of the Issuer's common stock that, when added to common
stock beneficially owned by that holder immediately prior to the
proposed conversion of those Notes, would cause such holder to
beneficially own an aggregate number of shares of common stock in
excess of 9.9% of the common stock then outstanding after giving
effect to such proposed conversion. Because of the Ownership
Limit, the number of shares of the Issuer's common stock issuable
upon conversion of all the Notes beneficially owned by the
Reporting Persons may be less than the amount stated.
Cetus III, Cetus II, LJOMF, VSS and OFM are private investment
vehicles engaged in investing in debt and equity instruments. LJF
IV is principally engaged in the business of investing and managing
private equity investments. The principal business of LJA V is to
act as the general partner of Cetus III. The principal business of
LJA IV is to act as the general partner of LJF IV. The principal
business of LJOGP is to act as the general partner of LJOMF and
VSS. The principal business of LJOGP II is to act as the general
partner of OFM.
The Notes were acquired by the Reporting Persons in open market
purchases using internally generated funds of the Reporting
Persons. The Shares reported were acquired in open market
purchases or through the conversion of convertible notes acquired
in open market purchases, in all cases using internally generated
funds of the Reporting Person. No funds or consideration were
borrowed or otherwise obtained for the purpose of acquiring the
Notes or the Shares. A total of approximately $21.2 million was
paid for the Notes and the Shares acquired by the Reporting
Persons.
A full-text copy of the Schedule 13D/A is available at:
https://is.gd/pkkIbS
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.
LE-MAR HOLDINGS: Judge Signs Seventh Cash Collateral Order
----------------------------------------------------------
The Hon. Robert L. Jones of the U.S. Bankruptcy Court for the
Northern District of Texas has signed a seventh order authorizing
Le-Mar Holdings, Inc. and its affiliated debtors to use all
collections received from the USPS until June 5, 2018 in accordance
with the Interim Budget.
As adequate protection for any diminution in the value of
Mobilization's interest in such cash collateral caused by the
Debtors' use of cash collateral, Mobilization is granted a valid,
perfected, and enforceable replacement first priority security
interest in the post-petition accounts receivable due to the
Debtors from the USPS but only to the extent Mobilization has a
valid, perfected first position security interest in the Debtors'
accounts receivable from the USPS.
To the extent City has a valid, perfected second priority security
interest in the Debtors' accounts receivable from the USPS, City is
granted with a valid, perfected, and enforceable replacement second
priority security interest in the post-petition accounts receivable
due to the Debtors from the USPS.
The Debtors are required to file and serve a proposed Fifth Interim
Budget on or before May 30, 2018. In addition, the Debtors are
required to provide, on or before May 31, 2018, to counsel for
Mobilization, City, Ryder, and the Official Committee of Unsecured
Creditors an operating report comparing the Debtors' budgeted
expenses with its actual paid expenses up to the day before the
operating report is due to Mobilization, City and Ryder.
The Eighth Interim Hearing on the Cash Collateral Motion is set on
June 5, 2018 at 10:00 a.m. Objections to the Debtors' further use
of cash collateral are due no later June 1.
A full-text copy of the Seventh Cash Collateral Order with the
Budget is available at:
http://bankrupt.com/misc/txnb17-50234-561.pdf
About Le-Mar Holdings
Le-Mar Holdings, Inc., is a mid-sized company in the general
freight trucking business with operations in Grand Prairie,
Amarillo, Midland, Abilene, San Angelo, Austin, San Antonio, Lufkin
and Lubbock.
Chuck and Tracey Edwards own approximately 63.9% of the equity
interests in Le-Mar while the Lawrence and Margie Edwards'
Grand-Children's Trust owns approximately 36.1% of the equity
interests. Le-Mar Holdings owns 100% of the equity interests of
Edwards Mail Service, Inc., and 50% of the membership interests of
Taurean East, LLC. Chuck and Tracey Edwards own 50% of the
membership interests of Taurean East.
Le-Mar Holdings, Edwards Mail and Taurean East sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case Nos.
17-50234 to 17-50236) on Sept. 17, 2017. In the petitions signed
by Chuck Edwards, its president, Le-Mar Holdings estimated assets
and liabilities of $1 million to $10 million.
Le-Mar Holdings engaged Moses & Singer LLP as legal counsel, and
Underwood Perkins, P.C., as local counsel. Ogletree Deakins Nash
Smoak & Steward, P.C., is special counsel.
The Official Committee of Unsecured Creditors formed in the case
retained Tarbox Law P.C., and Kelley Drye & Warren LLP as counsel.
Colliers International North Texas, LLC, was appointed by the Court
as a real estate broker on Jan. 10, 2018.
LEAP ACADEMY: S&P Alters 2014 Revenue Bonds Outlook to Negative
---------------------------------------------------------------
S&P Global Ratings revised the outlook on its 'BB-' rating on the
New Jersey Economic Development Authority's series 2014 revenue
bonds issued for LEAP Cramer Hill LLC, on behalf of LEAP Academy
University Charter School to negative from stable.
"The negative outlook reflects our view of the academy's
refinancing and liquidity risk in connection with an $8.4 million
bullet maturity on unrated term loans due in September 2018," said
S&P Global Ratings credit analyst Beatriz Peguero. "Failure of the
academy to successfully refinance the term loans could lower the
rating by multiple notches," added Ms. Peguero.
The academy had attempted to refinance in 2017, but was unable to
do so as the term loans don't allow for earlier repayment, leaving
substantially less time to resolve a potential liquidity event
risk. Although management anticipates successfully refinancing the
loans out for an additional six to seven years by September 2018
and is in the process of finalizing the details of a new loan, the
negative outlook reflects the risk that adverse market or other
conditions could occur to prevent a successful refinancing. Should
a failure to roll the debt occur, the school's credit quality could
be negatively affected, although the unrated loans are not subject
to cross-default with the rated bonds.
The rating reflects S&P's view of the school's:
-- Weakening unrestricted cash and investments;
-- Complicated debt structure; Contingent liquidity risk; and
-- The inherent uncertainty associated with charter renewals.
Partially offsetting these weaknesses, in S&P's view, are the
school's:
-- Solid demand, with stable enrollment at capacity and growing
waitlist;
-- Good academic performance; and
-- Good working relationship with the chartering authority.
S&P expects enrollment at the school to remain stable and academic
results to remain satisfactory.
S&P said, "We could take a further negative rating action if LEAP
Academy is unable to refinance its existing debt or if the debt is
restructured with what we consider riskier terms or into a debt
structure that significantly increases maximum annual debt service
(MADS) coverage to unsustainable levels that could lower the rating
by multiple notches. The bonds could also be subject to a negative
rating action if liquidity declines or unrestricted reserves fail
to improve.
"We could revise the outlook to stable if the academy successfully
refinances the term loans and the debt structure doesn't introduce
additional risk or significantly increase MADS to what we consider
unsustainable levels, and it stabilizes its liquidity and
reserves."
LOCKWOOD HOLDINGS: Exclusive Filing Period Extended to Aug. 31
--------------------------------------------------------------
The Hon. David R. Jones of the U.S. Bankruptcy Court for the
Southern District of Texas, at the behest of Lockwood Holdings,
Inc., and certain of its affiliates, has extended the Debtors'
exclusive periods to file and to solicit acceptances of a chapter
11 plan through and including Aug. 31, 2018 and Nov. 2, 2018,
respectively.
On May 2, 2018, the Debtors sought the requested extension to synch
up to the milestones recently approved by the Court on its interim
order approving DIP financing, as agreed to among the Debtors, the
Official Committee of Unsecured Creditors and the DIP lenders as
reflected in Section 7.23 of the DIP credit agreement.
The Debtors have also been negotiating with multiple parties in
interest that have taken an active role in these Chapter 11 cases,
including the Committee, Wells Fargo as prepetition and
postpetition lender and agent, pre-petition vendors, and others.
The Court just entered an interim DIP financing order on April 23,
2018 -- after weeks of negotiation and discussion among the parties
-- which sets forth milestones for plan confirmation (and/or a
sale) and provides the Debtors with necessary liquidity to maximize
value.
Moreover, the Debtors, the Committee and the Debtors' pre- and
post-petition lenders have agreed to the milestones for the filing
and approval of a disclosure statement and confirmation of a
Chapter 11 plan. To facilitate the agreed-upon timeline, and to
allow the Debtors the necessary time to navigate complex issues and
constituent negotiations, and extension of the Exclusivity Periods
is appropriate.
About Lockwood Holdings
Lockwood Holdings, Inc. -- https://www.lockwoodint.com/ -- is a
privately owned company headquartered in Houston, Texas, that
offers carbon steel pipe, carbon steel fittings & flanges,
stainless steel pipe, stainless steel fittings & flanges, valves,
valve automation, and engineered products. The company also
provides services from MRO (maintenance, repair and operations) to
large-scale projects, including design, engineering, automation,
production, QA/QC, documentation, inspection, expedition and field
service. Other in-house capabilities include light manufacturing
and machining, modification, repair and NDE testing.
Lockwood Holdings, Inc., sought Chapter 11 protection (Bankr. S.D.
Tex. Case No. 18-30197) on Jan. 18, 2018. The case is assigned to
David R Jones.
Its affiliates LH Aviation, LLC (Bankr. S.D. Tex. Case No.
18-30198) and Piping Components, Inc. (Bankr. S.D. Tex. Case No.
18-30199) filed voluntary petitions for relief under Chapter 11 of
the Bankruptcy Code on Jan. 24, 2018.
In the petitions signed by CEO Michael F. Lockwood, Lockwood
Holdings estimated assets in the range of $10 million to $50
million and $50 million to $100 million in debt. LH Aviation and
Piping Components estimated their assets in the range of $0 to
$50,000 and $50 million to $100 million in debt.
Judge Marvin Isgur is assigned to their cases.
The Debtors tapped Jason S. Brookner, Esq., at Gray Reed & McGraw
LLP as counsel, and Spagnoletti & Co. as their special litigation
counsel. Imperial Capital, LLC, is the Debtors' investment
banker.
The U.S. Trustee appointed an official committee of unsecured
creditors.
LUCKY DRAGON: Seeks Authority for Continued Cash Collateral Use
---------------------------------------------------------------
Lucky Dragon Hotel & Casino, LLC, and Lucky Dragon, LP, seek
authorization from the U.S. Bankruptcy Court for the District of
Nevada for continued use of cash collateral in accordance with the
Budget.
The proposed Budget provides for payment of postpetition operating
expenses necessary to maintain and operate the business, as well as
professional fees and expenses associated with the administration
of this Chapter 11 Case, in the aggregate sum of $6,563,503 during
the 6 months from June through November 2018 based on actual
collections and performance.
The Debtors continue to depend on the revenues generated from the
resort hotel and casino at their property located at 300 W. Sahara
Ave., Las Vegas, Nevada 89102, in part, to maintain their business
operations, payroll and all other necessary expenses for the
business. The Debtors anticipate that over the next six months, the
revenues generated will not be sufficient to maintain and fund the
expenses of the business. Accordingly, simultaneously with the
filing of the Second Cash Collateral Motion, the Debtors filed a
motion to obtain post-petition financing to cover any short falls.
The Court has previously entered an Order approving the Debtors'
First Cash Collateral Motion, authorizing the Debtors' use of cash
collateral May 30, 2018, over the objection of Snow Covered
Capital, LLC, PDS Gaming Corporation Nevada, and the United States
Trustee.
At the hearing on the First Cash Collateral Motion, Snow Covered
admitted it does not have a security agreement against the LLC.
Indeed, during said hearing, Snow Covered stated that it has UCC-1s
relating to the LP's real property, but do not have security
interests in connection with the LLC's assets. As such, Snow
Covered does not have a perfected interest in the LLC's Cash
Collateral.
Snow Covered recognizes it is adequately protected because its own
appraisal results in Snow Covered possessing an equity cushion of
$10,000,000. Snow Covered obtained an appraisal report valuing the
"As Is" market value of the Property at $60,000,000, which
appraisal excludes the operations and hotel. To that end, the Court
already determined at the hearing on the First Cash Collateral
Motion, there is a significant equity cushion.
In addition, the Court also found and concluded, under 363(p)(1),
that the Debtors established its burden of proof regarding adequate
protection of the Snow Covered's interest with respect to the use
of cash collateral with the various carve-outs and caveats that
have been made in the Budget.
Moreover, Snow Covered is adequately protected by virtue of the
Debtors' continued operation of their business and the expenditure
of cash maintaining their business. The Debtors anticipate
generating cash flow from operating their business. Thus, new cash
and cash-generating assets, including accounts receivable, will
become available for replacement liens at a greater rate than cash
is spent. Therefore, adequate protection for Snow Covered (if any
is necessary) is provided and maintained through the grant of
post-petition replacement liens and security interests to the
extent of any diminution in value of the Prepetition Collateral,
subject to the Carve-Out rights and security interests granted to
any debtor in possession lender.
A full-text copy of the Debtors' Motion is available at
http://bankrupt.com/misc/nvb18-10792-347.pdf
About Lucky Dragon LP and Lucky
Dragon Hotel & Casino
Lucky Dragon, LP, owns the real estate and improvements of the
Lucky Dragon Hotel & Casino located at 300 West Sahara Avenue, Las
Vegas, Nevada, and employs 68 full-time and 30 part-time people.
Lucky Dragon Hotel & Casino, LLC operates the Resort Hotel and
Casino.
The Lucky Dragon Hotel & Casino, LLC, commenced its Chapter 11 case
by filing a voluntary petition (Bankr. D. Nev. Case No. 18-10792)
on Feb. 16, 2018. The Lucky Dragon, LP, filed a voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev.
Case No. 18-10850) on Feb. 21, 2018. The cases are jointly
administered under Lucky Dragon Hotel & Casino's Case No.
18-10792.
In the petition signed by Andrew S. Fonfa, managing member of
Eastern Investments, LLC, Lucky Dragon estimated assets of $100
million to $500 million and liabilities of $10 million to $50
million.
Judge Laurel E. Davis presides over the cases.
The Debtors retained Schwartz Flansburg PLLC as their legal lead
counsel; Mushkin Cica Coppedge as conflicts counsel; Innovation
Capital, LLC as financial advisor; and Prime Clerk, LLC, as their
claims and noticing agent.
The Official Committee of Unsecured Creditors of Lucky Dragon Hotel
& Casino, LLC and Lucky Dragon, LP tapped Levene, Neale, Bender,
Yoo & Brill LLP as general bankruptcy counsel; Armstrong Teasdale
LLP as co-counsel; and Kolesar & Leatham, as Nevada co-counsel.
LUCKY DRAGON: Seeks to Hire DiFederico Group as Appraiser
---------------------------------------------------------
Lucky Dragon Hotel & Casino, LLC, and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the District of Nevada
to employ Tio S. DiFederico Real Estate Appraisal, Inc., d/b/a The
DiFederico Group, as appraiser to the Debtors.
Lucky Dragon requires DiFederico Group to:
(i) conduct an appraisal of the Debtors' real property
located at 300 W. Sahara Avenue, Las Vegas, Nevada, to
determine the appropriate value;
(ii) complete a review of the Keith Harper, MAI;
(iii) prepare a review report of the Harper appraisal; and
(iv) update the Harper appraisal to reflect the appropriate
value of the Property.
DiFederico Group will be paid a flat fee of $10,000 for the
services rendered.
DiFederico Group will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Tio S. DiFederico, principal of Tio S. DiFederico Real Estate
Appraisal, Inc., d/b/a The DiFederico Group, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
DiFederico Group can be reached at:
Tio S. DiFederico
TIO S. DIFEDERICO REAL ESTATE
APPRAISAL, INC.,
d/b/a THE DIFEDERICO GROUP
3030 S. Durango Drive
Las Vegas, NV 89117
Tel: (702) 734-3030
Fax: (702) 240-4674
About Lucky Dragon Hotel & Casino
Lucky Dragon, LP, owns the real estate and improvements of the
Lucky Dragon Hotel & Casino located at 300 West Sahara Avenue, Las
Vegas, Nevada, and employs 68 full-time and 30 part-time people.
Lucky Dragon Hotel & Casino, LLC, operates the Resort Hotel and
Casino.
Lucky Dragon and Lucky Dragon Hotel & Casino sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case Nos.
18-10850 and 18-10792) on Feb. 21, 2018. The cases are jointly
administered under Lucky Dragon Hotel & Casino's Case No.
18-10792.
In the petition signed by Andrew S. Fonfa, managing member of
Eastern Investments, Lucky Dragon estimated assets of $100 million
to $500 million and liabilities of $10 million to $50 million.
Judge Laurel E. Davis presides over the cases.
Schwartz Flansburg PLLC is the Debtors' legal counsel. Lucky
Dragon, LP, an affiliate of Lucky Dragon Hotel, hired Mushkin Cica
Coppedge as legal counsel to represent the Debtor in matters, which
the lead counsel, Schwartz Flansburg PLLC, has potential conflict
of interest. Innovation Capital, LLC, serves as their financial
advisor. Prime Clerk LLC is the claims and noticing agent.
The Official Committee formed in the cases tapped Levene, Neale,
Bender, Yoo & Brill LLP as general bankruptcy counsel; Armstrong
Teasdale LLP as co-counsel; and Kolesar & Leatham, as Nevada
co-counsel.
LUNE DE LA MAISON: Case Summary & 10 Unsecured Creditors
--------------------------------------------------------
Debtor: Lune De La Maison, LLC
aka Carolina Shores Golf & Country Club
99 Carolina Shores Drive
Carolina Shores, NC 28467
Business Description: Lune De La Maison, LLC is the fee simple
owner of the Carolina Shores Golf & Country
Club located in Calabash, North Carolina.
Built in 1974 by Tom Jackson, the golf
course offers a traditional layout that
challenges golfers of all skill levels.
Tree-lined fairways guide golfers through a
beautiful natural landscape with
strategically placed water hazards.
Its clubhouse features a well supplied
Pro-Shop with a restaurant/bar that is open
daily. Visit
http://www.golfcarolinashores.comfor more
information.
Chapter 11 Petition Date: May 25, 2018
Court: United States Bankruptcy Court
Eastern District of North Carolina
(Wilmington Division)
Case No.: 18-02650
Judge: Hon. Joseph N. Callaway
Debtor's Counsel: Laurie B. Biggs, Esq.
STUBBS & PERDUE, PA
9208 Falls of Neuse Road, Suite 201
Raleigh, NC 27615
Tel: 919 870-6258
Fax: 919 870-6259
Email: efile@stubbsperdue.com
- and -
Trawick H Stubbs, Jr., Esq.
STUBBS & PERDUE, P.A.
P.O. Drawer 1654
New Bern, NC 28563
Tel: 252 633-2700
Fax: 252 633-9600
Email: tstubbs@stubbsperdue.com
Total Assets: $1.49 million
Total Liabilities: $620,408
The petition was signed by Philippe J. Bureau, member-manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 10 unsecured creditors is available for free
at:
http://bankrupt.com/misc/nceb18-02650.pdf
MARSH SUPERMARKETS: Plan Confirmation Hearing Set for June 11
-------------------------------------------------------------
Bankruptcy Judge Brendan L. Shannon approved Marsh Supermarkets
Holding, LLC and its affiliates' disclosure statement for their
first amended joint plan of liquidation dated April 26, 2018.
The date and time for the Confirmation Hearing will be June 11 2018
at 10:00 a.m. (Eastern Time).
The deadline for filing and serving written Plan Objections will be
June 4, 2018 at 4:00 p.m. (Eastern Time).
The Debtors, the Committee or any other party supporting
Confirmation are authorized to file a reply to any Plan Objections
no later than June 8, 2018 at 4:00 p.m. (Eastern Time).
The First Amended Plan disclosed that the Committee investigated
potential challenges to the Junior Noteholder Claims, including
actions for avoidance of liens, equitable subordination, and
recharacterization. In connection with its investigation, the
Committee requested documents and emails related to, among other
things, (i) the Junior Noteholder's alleged loans to the Debtors,
(ii) the Debtors' communications with the Junior Noteholder, and
(iii) the Debtors' financial condition, liquidity, and performance
at various points. Based on its investigation, the Committee
asserted, inter alia, that the liens securing the June 2016 Junior
Note Claim were avoidable, that the Junior Noteholder did not have
any superpriority claims for diminution of value, that the Junior
Noteholder was not entitled to reimbursement of its expenses, that
the June 2016 Junior Note Claim was not secured by any valuable
collateral, and that the Junior Noteholder Claims could be
recharacterized as equity or equitably subordinated. The Junior
Noteholder disputed the Committee's assertions.
The First Amended Plan also modified the treatment of certain
unsecured claims. The unsecured claims of the Pension Fund, the
Pension Benefit Guaranty Corporation and Kite West 86th Street,
LLC, will be allowed in the aggregate amounts of $122,877,264,
$101,867,850, and $1,985,419.80, which equals 210% of the face
amount of the proofs of claim that were timely and validly filed by
these creditors.
A blacklined version of the First Amended Disclosure Statement is
available at:
http://bankrupt.com/misc/deb17-11066-985.pdf
About Marsh Supermarkets
Founded in 1931, Marsh Supermarkets is a retail food chain
headquartered in Indianapolis, Indiana, with stores throughout
Central Indiana and parts of western Ohio. A substantial majority
of the stores are operating under the Marsh Supermarkets banner,
and a handful of stores operate as O'Malia Food. Marsh was
publicly traded until May 2006, when it was acquired by affiliates
of Sun Capital Partners IV, LP, and certain independent investors.
Marsh Supermarkets Holding, LLC, and 15 affiliated debtors each
filed a voluntary petition for relief under Chapter 11 of the
United States Bankruptcy Code (Bankr. D. Del. Lead Case No.
17-11066) on May 11, 2017. As of the Petition Date, Marsh operated
60 stores in Indiana and Ohio, and had a workforce of approximately
4,400 employees. The cases are pending before the Hon. Brendan
Linehan Shannon.
Young Conaway Stargatt & Taylor, LLP, is serving as counsel to the
Debtors. Clear Thinking Group is the Debtors' restructuring
advisors. Peter J. Solomon Company is the Debtors' investment
banker. Prime Clerk LLC is the claims and noticing agent.
Andrew R. Vara, Acting U.S. Trustee for Region 3, on May 18, 2017,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case. The Committee retained
Bayard, P.A., and Cooley LLP as counsel.
MEHRI AKHLAGHPOUR: Trustee's $678K Sale of Granada Hill Propty. OKd
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
authorized Nancy J. Zamora, the Chapter 11 Trustee for the
bankruptcy estate of Mehri Akhlaghpour, to sell the real property
located at 17315 Cagney Street, Granada Hills, California to Rita
Avedissian for $677,500.
A hearing on the Motion was held on May 3, 2018 at 2:00 p.m.
The Trustee is authorized to pay directly through the sale escrow
at Encore Escrow Co., Inc.:
a. The debt secured by the first deed of trust in the original
principal amount of $360,000 recorded on Dec. 6, 2004 as Instrument
No. 04-3141969, in favor of Stewart Title on behalf of First
Franklin Financial Corp., which was assigned to PNC Bank, National
Association via an assignment recorded on January 8, 2018 as
Instrument No. 18-22704, in the estimated payoff amount of
approximately $270,650, subject to a final payoff demand to be
provided to Encore by PNC, referred to at exception no. 7 in the
preliminary title report prepared by First American Title Company
as order number 5630550;
b. The debt secured by the second deed of trust in the
original principal amount of $231,209 recorded on Sept. 27, 2007 as
Instrument No. 07-2232094, in favor of PRLAP, Inc. on behalf of
Bank of America, N.A., in the estimated payoff amount of
approximately $146,661, subject to a final payoff demand to be
provided to Encore by BofA, referred to at exception no. 8 in the
PTR;
c. The pro-rated real property taxes owed to the County of Los
Angeles as of the closing date;
d. The Trustee's closing costs as seller, including the broker
commission of 6% of the Purchase Price, City and County transfer
taxes, escrow fees, title fees, recording fees, and required
reports;
e. The tenant's security deposit and pro-rated rents to
Purchaser; and
f. The net proceeds from the Sale Escrow to the Trustee on
behalf of the Estate.
There will be no liability to the Trustee and the Trustee's
professionals, in any capacity, by virtue of consummation of the
sale approved or as a result of the failure of such sale to
consummate.
The Property will be sold free and clear of the liens, claims, and
encumbrances of Emymac, Inc.; and "as is, where is," without any
representations or warranties whatsoever.
The Trustee is authorized to assume and assign the "Lease" entered
into between the Debtor and Ted Bunnag on May 20, 2015.
The Order will be effective immediately upon entry, that the stay
of the Order imposed by Federal Rule of Bankruptcy Procedure
6004(h) and any other applicable bankruptcy rules is waived, and
that the effectiveness of this Order will not be affected by the
14-day statutory appeal period unless the Court enters a stay of
the Order to sell the Real Property pending appeal.
The loan secured by a first lien on the Property will be paid in
full as of the date of the closing of the sale, and the sale will
be conducted through an escrow and based on a non-expired
contractual payoff statement received directly from Select
Portfolio Servicing, Inc., servicing agent for PNC Bank, National
Association.
About Mehri Akhlaghpour
Mehri Akhlaghpour filed a Chapter 11 Petition (Bankr. C.D. Cal.
Case No. 17-12739) on Oct. 11, 2017, and was represented by
Giovanni Orantes, Esq.
The Debtor asserts an interest in six real properties:
* A single family residence located at 4450 Winnetka Ave.,
Woodland Hills, CA 91364;
* A condominium located at 26943 Hillsborough Parkway, #27,
Valencia, CA 91354;
* A condominium located at 5454 Zelzah Avenue, #302, Encino, CA
91316;
* A single family residence located at 16320 Gledhill Street,
North Hills, CA 91343;
* A single family residence located at 17315 Cagney Street,
Granada Hills, CA
91344; and
* A condominium located at 8338 Woodley Pl. #28, North Hills, CA
91343.
On Dec. 29, 2017, the Office of the United States Trustee filed a
motion to appoint a Chapter 11 Trustee. The Motion was granted.
On Jan. 25, 2018, Nancy J. Zamora was appointed as the Debtor's
Chapter 11 Trustee. The Trustee tapped Levene, Neale, Bender, Yoo
& Brill L.L.P. as counsel; and Rodeo Realty, Inc., as real estate
broker.
The Court approved Rodeo Realty, Inc.'s employment as broker on
March 15, 2018.
MILLER'S DELICATESSEN: Hires James T. Cois as Attorney
------------------------------------------------------
Miller's Delicatessen, Inc., seeks authority from the U.S.
Bankruptcy Court for the Northern District of California to employ
the Law Offices of James T. Cois, as attorney to the Debtor.
Miller's Delicatessen requires James T. Cois to:
(a) give the Debtor legal advice with respect to its powers
and duties as Debtor-in-possession in the continued
operation of its business and management of its property;
(b) prepare on behalf of your applicant as Debtor-in-
possession necessary applications, answers, orders,
reports and other legal papers; and
(c) perform all other legal services for Debtor as Debtor-in-
possession which may be necessary herein.
James T. Cois will be paid at the hourly rate of $350.
James T. Cois will also be reimbursed for reasonable out-of-pocket
expenses incurred.
James T. Cois, partner of the Law Offices of James T. Cois, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
James T. Cois can be reached at:
James T. Cois, Esq.
LAW OFFICES OF JAMES T. COIS
P.O. Box 2705
San Francisco, CA 94126-2705
Tel: (415) 561-1445
Fax: (415) 291-8919
E-mail: jtcois@aol.com
About Miller's Delicatessen
Miller's Delicatessen, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Cal. Case No. 18-30391) on April 6, 2018, estimating
under $1 million in both assets and liabilities. The Debtor is
represented by James T. Cois, Esq., at the Law Offices of James T.
Cois.
MORAN FOODS: Bank Debt Trades at 19.33% Off
-------------------------------------------
Participations in a syndicated loan under which Moran Foods LLC is
a borrower traded in the secondary market at 80.67
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 3.78 percentage points from the
previous week. Moran Foods pays 600 basis points above LIBOR to
borrow under the $740 million facility. The bank loan matures on
December 5, 2023. Moody's rates the loan 'B2' and Standard & Poor's
gave a 'B-' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
May 18.
MS DIAGNOSTIC: DOJ Watchdog Directed to Appoint PCO
---------------------------------------------------
The Hon. Barry Russell of the U.S. Bankruptcy Court for the Central
District of California has entered an order approving the
Stipulation between the U.S. Trustee and MS Diagnostic Laboratory,
LLC that would allow the U.S. Trustee to appoint a patient care
ombudsman in this health care business.
Accordingly, the U.S. Trustee is directed to appoint a
disinterested patient care ombudsman pursuant to section 333(a)(2)
of the Bankruptcy Code, who will perform the duties required of the
Ombudsman pursuant to sections 333(b) and (c), and may apply for
compensation pursuant to section 330.
About MS Diagnostic Laboratory
MS Diagnostic Laboratory LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-15114) on May 2,
2018.
In the petition signed by Montano Geronimo, Jr., the Debtor
estimated assets of less than $50,000 and liabilities of less than
$1 million.
MURRAY ENERGY: $1.7BB Bank Debt Trades at 8.37% Off
---------------------------------------------------
Participations in a syndicated loan under which Murray Energy is a
borrower traded in the secondary market at 91.63
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 1.02 percentage points from the
previous week. Murray Energy pays 650 basis points above LIBOR to
borrow under the $1.7 billion facility. The bank loan matures on
April 10, 2020. Moody's rates the loan 'B3' and Standard & Poor's
gave a 'B-' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
May 18.
MURRAY ENERGY: $175MM Bank Debt Trades at 6.37% Off
---------------------------------------------------
Participations in a syndicated loan under which Murray Energy is a
borrower traded in the secondary market at 91.25
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 0.90 percentage points from the
previous week. Murray Energy pays 775 basis points above LIBOR to
borrow under the $175 million facility. The bank loan matures on
April 1, 2020. Moody's rates the loan 'B3' and Standard & Poor's
gave a 'B-' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
May 18.
N & B MANAGEMENT: Trustee Taps Jeffrey J. Sikirica as Counsel
-------------------------------------------------------------
Jeffrey Sikirica, the Chapter 11 trustee for N & B Management
Company, LLC, seeks approval from the U.S. Bankruptcy Court for the
Western District of Pennsylvania to hire his own firm as legal
counsel.
The trustee proposes to employ the Law Office of Jeffrey J.
Sikirica to give legal advice regarding his duties under the
Bankruptcy Code; help recover assets of the Debtor through possible
legal actions; and provide other services related to the Debtor's
Chapter 11 case.
The firm will charge an hourly fee of $330.
Mr. Sikirica, owner of the firm, disclosed that he and other
members of the firm do not hold any interest adverse to the
Debtor's estate, creditors and equity security holders.
The firm can be reached through:
Jeffrey J. Sikirica, Esq.
Law Office of Jeffrey J. Sikirica
121 Northbrook Drive Pine Township
Gibsonia, PA 15044
Phone: (724) 625-2566
Fax: (724) 625-4611
Email: TrusteeSikirica@zoominternet.net
About N & B Management Company
N & B Management Company, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Pa. Case No. 16-24728) on Dec. 23, 2016,
estimating less than $1 million in both assets and liabilities.
The Debtor is represented by Francis E. Corbett, Esq.
Jeffrey Sikirica was appointed Chapter 11 trustee in the Debtor's
case on May 15, 2018.
NATURE'S BOUNTY: Bank Debt Trades at 14.50% Off
-----------------------------------------------
Participations in a syndicated loan under which Nature's Bounty is
a borrower traded in the secondary market at 85.5
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.87 percentage points from the
previous week. Nature's Bounty pays 350 basis points above LIBOR to
borrow under the $1.5 billion facility. The bank loan matures on
September 30, 2024. Moody's rates the loan 'B3' and Standard &
Poor's gave a 'B-' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, May 18.
NIGHTHAWK ENERGY: Taps JND Corporate as Claims and Noticing Agent
-----------------------------------------------------------------
Nighthawk Royalties LLC received approval from the U.S. Bankruptcy
Court for the District of Delaware to hire JND Corporate
Restructuring as claims and noticing agent.
The firm will oversee the distribution of notices and the
maintenance, processing and docketing of proofs of claim filed in
the Chapter 11 cases of the company and its affiliates.
Prior to the petition date, the Debtors provided JND a retainer in
the sum of $10,000.
Travis Vandell, CEO of JND, disclosed in a court filing that his
firm is a "disinterested person" as defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Travis Vandell
JND Corporate Restructuring
8269 E. 23rd Avenue, Suite 275
Denver, CO 80238
Phone: 855-812-6112
E-mail: travis.vandell@jndla.com
E-mail: restructuring@jndla.com
About Nighthawk Royalties
Nighthawk Royalties LLC -- http://www.nighthawkenergy.com-- is an
independent oil and natural gas company operating in the
Denver-Julesburg Basin of Colorado, USA. The company and its
affiliates are the direct and ultimate parent entities of
non-debtors Nighthawk Production LLC and OilQuest USA, LLC. The
sole or primary operating entity of the Debtors is Nighthawk
Production, an oil and exploration company which is organized under
Delaware law and based in Denver, Colorado.
Production's principal business activity is the exploration for,
and the development and sale of, hydrocarbons, operating solely in
Colorado where it holds interests in over 150,000 net mineral acres
in and around Lincoln County. Nighthawk's common shares are
publicly listed on the London Stock Exchange (LSE:HAWK).
Nighthawk Royalties LLC and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
18-10989) on April 30, 2018.
In the petitions signed by Rick McCullough, president, Nighthawk
Royalties disclosed that it had estimated assets of less than
$50,000 and liabilities of $10 million to $50 million. Nighthawk
Energy estimated assets of less than $500,000 and liabilities of
$10 million to $50 million.
Judge Brendan Linehan Shannon presides over the cases.
The Debtors tapped Greenberg Traurig, LLP as their legal counsel;
and SSG Advisors, LLC, as investment banker.
OMEROS CORP: Borrows Another $45 Million from CRG Servicing
-----------------------------------------------------------
Omeros Corporation entered into a term loan agreement in October
2016 with CRG Servicing LLC and certain lenders and, in November
2016, Omeros borrowed $80.0 million under the term loan agreement.
In February 2018, the term loan agreement was amended so that
Omeros was permitted to borrow, at its sole discretion and subject
to customary closing conditions, up to an additional $45.0 million
through May 20, 2018. Omeros requested the additional $45.0
million under the term loan agreement in April 2018, as previously
reported, and received the funds on May 18, 2018.
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
is marketed in the U.S. for use during cataract surgery or
intraocular lens, or IOL, replacement. In its pipeline the Company
has 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, the Company has a diverse group of preclinical
programs and two platforms: one capable of unlocking new G
protein-coupled receptor, or GPCR, drug targets and the other used
to generate antibodies. For OMIDRIA and each of the Company's
product candidates and its programs, other than OMS103, the Company
has retained control of all commercial rights. 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 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.
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.
ONSITE TEMP: Court Approves Supplemental Disclosure Statement
-------------------------------------------------------------
Judge Paul Sala of the U.S. Bankruptcy Court for the District of
Arizona approved Onsite Temp Housing Corporation's supplemental
disclosure statement, which outlines the modifications of the
second amended chapter 11 reorganization plan dated May 1, 2018.
The hearing to consider confirmation of the Second Amended Plan
will be held on May 10, 2018 at 2:30 p.m. at the United States
Bankruptcy Court, 230 N 1st Avenue, Courtroom 601, Phoenix, AZ
85003.
Any objection to the Second Amended Plan must be filed no later
than the start of the May 10, 2018 hearing on confirmation.
In the event of any inconsistency between the Second Amended Plan
and the Supplemental Disclosure Statement, the Second Amended Plan
will control.
Some of the plan modifications are as follows:
* The Debtor currently owns 103 travel trailers, 77 of which are
subject to liens totaling (by virtue of the 1111(b) election) in
full approximately $2,500,000 held by the JRS Group (the "JRS
Trailers"). Thirteen of the trailers are subject to liens totaling
approximately $195,000 (portion that is secured and on which debt
service will be paid) held by four creditors (the "Secured Trailer
Creditors"), and 13 of the trailers are unencumbered.
* The JRS Agreement provides for the return of the 77 trailers
to the JRS Group in full satisfaction of their secured and
unsecured claims.
* The treatment of the Secured Trailer Creditors remains
unchanged. Their Allowed Secured Claims will be amortized over 84
months at an interest rate of 5.5 percent (5.5%) per annum
commencing on the first day of the first month after the Effective
Date.
* The remaining unsecured debt totals approximately $875,000 and
treatment remains unchanged. Claimants will each be paid 10% of
their Allowed Claims in equal monthly installments over 60 months
without interest commencing on the first day of the first month
after the Effective date.
A full-text copy of the Supplemental Disclosure Statement is
available at:
http://bankrupt.com/misc/azb2-16-10790-596.pdf
A full-text copy of the Second Amended Plan is available at:
http://bankrupt.com/misc/azb2-16-10790-597.pdf
About Onsite Temp
Onsite Temp Housing Corporation, based in Phoenix, Arizona,
provides temporary housing solutions to the insurance,
construction, mining and natural disaster sectors in the form of RV
travel trailers.
Onsite Temp Housing filed a Chapter 11 petition (Bankr. D. Ariz.
Case No. 16-10790) on Sept. 20, 2016. The petition was signed by
Donald Kaebisch, authorized representative.
In its petition, the Debtor estimated $500,000 to $1 million in
assets and $1 million to $10 million in liabilities.
The Hon. Paul Sala presides over the case.
Harold E. Campbell, Esq., at Campbell & Coombs, P.C., serves as
bankruptcy counsel. Timothy H. Shaffer of Clotho Corporate
Recovery LLC, Morris Anderson & Associates was named chief
restructuring officer. Henry and Horne, LLP, was tapped to provide
financial consulting services.
No official committee of unsecured creditors has been appointed in
the case.
ORION HEALTHCORP: Medical Buying All RCM Assets for $10 Million
---------------------------------------------------------------
Orion Healthcorp, Inc., and affiliates ask the U.S. Bankruptcy
Court for the Eastern District of New York to authorize the bidding
procedures in connection with the sale of substantially all assets
of (i) Orion HealthCorp, Medical Billing Services, Inc., Rand
Medical Billing, Inc., RMI Physician Services Corporation, Western
Skies Practice Management, Inc., Physician Practice Plus Holdings,
LLC, Physician Practice Plus, LLC, NEMS Acquisition, LLC, Northeast
Medical Solutions, LLC, and NEMS West Virginia, LLC associated with
their revenue cycle management ("RCM") business; and (ii) Vega
Medical Professionals, LLC, Allegiance Consulting Associates, LLC,
and Allegiance Billing & Consulting, LLC associated with their RCM
business, to Medical Transcription Billing, Corp. for $10 million,
subject to higher and/or better bids.
The Debtors are a consolidated enterprise of several companies
aggregated through a series of acquisitions, which operate the
following businesses: (a) outsourced RCM for physician practices,
(b) physician practice management, and (c) a group purchasing
services for physician practices. Their non-Debtor subsidiaries
("NYNM") operate an independent practice association business.
The Debtors are not asking to sell their equity interests in or the
assets of their non-Debtor subsidiaries that operate an independent
physician association pursuant to the Motion. They may seek a sale
of the NYNM-related assets separately and believe that if they
proceed with such a sale, it will generate substantial additional
proceeds for their estates.
The Debtors believe that a sale of their assets offers the highest
potential recovery for all stakeholders and the best prospects for
the continued operation of their business in some form. To this
end, they retained Houlihan Lokey Capital, Inc. to undertake a
search to identify potential buyers. On April 10, 2018, the
Debtors received a non-binding letter of intent from the Stalking
Horse for the purchase of certain of their assets. Since receiving
the LOI, the Debtors and the Stalking Horse have engaged in
extensive negotiations regarding the details of a transaction
whereby the Stalking Horse would acquire certain of the Debtor's
assets subject to higher and/or better bids.
As a result of these negotiations, on May 4, 2018, the Debtors and
the Stalking Horse have agreed to pursue a sale and purchase of
certain of the Debtors' assets, subject to and pursuant to the
Agreement and the Bidding Procedures detailed. In order to assure
that the highest and/or best transaction is achieved, once the
Bidding Procedures Order is entered, the Debtors will continue to
market the Purchased Assets to other potential purchasers prior to
the Debtors’ proceeding with an auction and sale hearing before
the Court.
The Debtors request that the Court set the following timeline and
deadlines in connection with the proposed Sale process:
a. Bidding Procedures Hearing: May 24, 2018 at 10:00 a.m. ET
b. Sale Objection Deadline: June 14, 2018 at 4:00 p.m. (ET)
c. Contract/Lease Objection Deadline: June 14, 2018 at 4:00
p.m. (ET)
The Purchaser has also imposed deadlines on the Debtors under the
Agreement in order to accomplish the sale.
The principal deadlines set forth in the Agreement are:
a. Filing of the Motion within five Business Days after the
execution of the Agreement requesting that the Bankruptcy Court (i)
schedule a hearing on the Bidding Procedures Order on a date no
later than 14 days following the filing of the Motion; (ii) enter
the Bidding Procedures Order no later than 21 days following the
filing of the Motion; and (iii) enter the Sale Order at the final
hearing on the Sale Motion on a date no later than 52 days
following the filing of the Motion;
b. Filing of a motion, contemporaneous with the filing of the
Motion for an order authorizing the assumption and assignment of
the Assigned Contracts to the Purchaser;
c. Entry of an order approving the Bidding Procedures by no
later than 21 days after the filing of the Motion; and
d. Deadline to submit competing bids by no later than 4:00
p.m. (ET) at least three Business Days prior to the Auction.
The Debtors believe that the sale process provides sufficient time
to fully expose the Assets for sale in the hope of achieving a
competitive bidding process.
The Debtors believe that it is in the best interests of their
estates to enter into the Agreement.
The key provisions of the Agreement are:
a. Purchase Price: The aggregate consideration for the sale
and transfer of the Purchased Assets will be an amount equal to the
greater of (a) $10 million and (b) the Base Purchase Price.
b. Purchased Assets: Substantially all assets of the Debtors
c. Assumed Liabilities: Under the Agreement, the Stalking
Horse will assume the Assumed Liabilities.
d. Closing and Other Deadlines: The Closing is subject to
customary conditions.
e. Non-Solicitation: The Agreement does not provide
limitations on the Debtors' ability to solicit offers for the
Purchased Assets.
The Debtors propose to conduct an open sales process pursuant to
which the winning bidder will enter into an asset purchase
agreement, substantially in the form of the Agreement, for the
purchase of substantially all of the Debtors' assets, free and
clear of liens, claims, and encumbrances, with such liens, claims
and encumbrances attaching to the sale proceeds.
The key provisions of the Bidding Procedures are:
a. Bid Deadline: June 14, 2018 at 4:00 p.m. (PET)
b. Minimum Bid: The amount of the purchase price in any bids
for the Purchased Assets must provide for consideration in cash,
and/or a valid credit-bid by a secured creditor of the Debtors,
that is at least $250,000, in the aggregate, more than the Purchase
Price stated in the Agreement, plus the amount required to satisfy
the Bid Protections ($600,000).
c. Deposit: $500,000
d. Auction: June 18, 2018 at 10:00 a.m. (ET)
e. Supplemental Objection Deadline: June 21, 2018 at 4:00 p.m.
(ET)
f. Sale Hearing: June 25, 2018 at 10:00 a.m. (ET)
g. Bid Increment: $250,000
Pursuant to the Agreement, the Assumed Contracts and Leases are
designated to be assumed by the Debtors and assigned to the
Purchaser.
The Debtors and/or the Purchaser or Successful Bidder will be
responsible for payment of all Cure Amounts per the terms of the
Agreement. The Purchaser or the Successful Bidder will be
responsible for satisfying any requirements regarding adequate
assurances of future performance in connection with the proposed
assignment of any Assigned Contract. Objections to the adequate
assurance of future performance of a Successful Bidder may be
raised in accordance with the procedures set forth above and
considered at the Sale Hearing.
In recognition of the Stalking Horse's substantial expenditure of
time, energy and resources, and the benefits to the Debtors'
estates of securing a "stalking horse" or guaranteed minimum bid,
the Debtors seek approval to pay (a) a breakup fee of $400,000 to
the Stalking Horse in the event that the Stalking Horse is not the
Successful Bidder at the Auction and the Debtors consummate an
Alternative Transaction; and (b) an expense reimbursement not to
exceed $200,000, if the Agreement is terminated for that reason or
otherwise as provided for in the Agreement (except in the event of
termination by Sellers by (i) mutual consent of the parties under
Section 10.1.1, (ii) Sellers pursuant to Section 10.1.6 as a
result of the Purchaser's breach of the Agreement or (iii) the
Purchaser pursuant to Section 10.1.3 in the event that Closing has
not occurred by July 31, 2018). The Break-Up Fee and Expense
Reimbursement are required by the Agreement.
prompt closing of the Sale is of critical importance to the
continued stability of the Debtors' business and the preservation
of value for the estates. Based on their experience operating the
business, the Debtors believe with good cause that consummating a
sale transaction as soon as practicable is necessary to maintain
value. Accordingly, they ask that the Court waives the 14-day stay
period under Bankruptcy Rules 6004(h).
A copy of the APA and the Bidding Procedures attached to the Motion
is available for free at:
http://bankrupt.com/misc/Orion_Healthcorp_191_Sales.pdf
The Purchaser:
MEDICAL TRANSCRIPTION BILLING, CORP.
Clyde Road
Somerset, NJ 08873
Attn: Shruti Patel, Esq.
General Counsel
Facsimile: 732.227.8575
E-mail: spatel@mtbc.com
The Purchaser is represented by
Keith Miles Aurzada, Esq.
BRYAN CAVE LEIGHTON PAISNER LLP
2200 Ross Avenue
Suite 3300
Dallas, TX 75201
E-mail: Keith.aurzada@bclplaw.com
About Orion HealthCorp
Constellation Healthcare Technologies, Inc., is a healthcare
services organization providing outsourced revenue cycle
management, practice management, and group purchasing services to
U.S. physicians. Orion Healthcorp, et al. --
http://www.orionhealthcorp.com/-- are a consolidated enterprise of
several companies aggregated through a series of acquisitions,
which operate the following businesses: (a) outsourced revenue
cycle management for physician practices, (b) physician practice
management, (c) group purchasing services for physician practices,
and (d) an independent practice association business, which is
organized and directed by physicians in private practice to
negotiate contracts with insurance companies on their behalf while
those physicians remain independent and which also provides other
services to those physician practices. Orion has locations in
Houston, Texas; Jericho, New York; Lakewood, Colorado;
Lawrenceville, Georgia; Monroeville, Pennsylvania; and Simi Valley,
California.
Constellation Healthcare Technologies, Inc., along with certain of
its subsidiaries, including Orion Healthcorp, Inc., on March 16,
2018, initiated voluntary proceedings under Chapter 11 of the U.S.
Bankruptcy Code to facilitate an orderly and efficient sale of its
businesses. The lead case is In re Orion Healthcorp, Inc.
(E.D.N.Y. Lead Case No. 18-71748).
The Debtors have liabilities of $245.9 million.
The Hon. Carla E. Craig is the case judge.
The Debtors tapped DLA Piper US LLP as counsel; Hahn & Hessen LLP,
as conflicts counsel; FTI Consulting, Inc., as restructuring
advisor; Houlihan Lokey Capital, Inc., as investment banker; and
Epiq Bankruptcy Solutions, LLC as claims and noticing agent.
The Office of the U.S. Trustee on April 4, 2018, appointed three
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 cases.
PAIN MEDICINE: Has Final Authority to Use Cash Collateral
---------------------------------------------------------
The Hon. Basil H. Lorch III of the U.S. Bankruptcy Court for the
Southern District of Indiana has entered a final order authorizing
The Pain Medicine and Rehabilitation Center, P.C., to use cash
collateral.
The Debtor is authorized to use cash collateral to meet the
ordinary cash needs for the payment of actual expenses of the
Debtor necessary to (a) maintain and preserve its assets, (b)
continue operation of its business, including payroll and payroll
taxes, and insurance expenses as reflected in the cash collateral
budget, and (c) administrative expenses as approved by the Court
and the U.S. Trustee fees as due.
The United States of America, Internal Revenue Service, has a
perfected security lien interest in the Debtor's prepetition
property including deposits of money with banking institutions,
cash on hand, and accounts receivable by virtue of notices of
Federal Tax Lien in the amount of $173,081, as of the Petition
Date. The IRS acknowledges that certain perfected lien creditors
may have priority over the IRS.
The Debtor and the United States of America, Internal Revenue
Service have made following agreement:
(a) The Debtor acknowledges and agrees that the IRS has a
perfected security lien interest in the Debtor's pre-petition
property and that it provides security for the pre-petition tax
claims of the IRS. It is agreed that the Federal Tax Liens will
continue to attach to newly acquired collateral to the extent that
collateral subject to the Federal Tax Liens at the commencement of
the case is consumed or otherwise disposed of.
(b) The Debtor will account for all cash collateral in which
the IRS had statutory lien interests at the inception of this
case.
(c) The Debtor agrees to provide monthly adequate protection
payments of $3,188 to the IRS, which payments will continue until
the earlier of one of the following events: (i) dismissal, (ii)
conversion to Chapter 7, or (iii) confirmation of a plan of
reorganization. The Debtor will send these payments, by mail to:
Elizabeth Medina, Internal Revenue Service, 575 North Pennsylvania
Street, Mail Stop SB380, Indianapolis, Indiana 46204.
(d) The Debtor further stipulates and agrees to keep current
in deposit and payment of all current tax liabilities as they
become due by properly making all federal income tax withholding
and FICA tax deposits and all federal FUTA tax deposits.
(e) At all times during the pendency of this case, the Debtor
will maintain in full force and effect insurance coverage on the
property subject to the statutory liens of the United States of
America, insuring the reasonable value of said property against
loss or damage by theft and/or casualty. The United States of
America, IRS, will be designated on such policy as an additional
insured as its interest may appear, by appropriate endorsement of
any such policy.
A full-text copy of the Final Order is available at
http://bankrupt.com/misc/insb18-90472-30.pdf
About The Pain Medicine and
Rehabilitation Center, P.C.
The Pain Medicine And Rehabilitation Center P.C. is a privately
held company in Jeffersonville, Indiana, categorized under Medical
Centers. The Pain Medicine And Rehabilitation Center filed a
Chapter 11 petition (Bankr. S.D. Ind. Case No. 18-90472) on April
9, 2018, listing under $1 million in both assets and liabilities.
In the petition signed by its president, Anthony Alexander, MD.
Eric C. Redman, Esq., at Redman Ludwig, P.C., is the Debtor's
counsel.
PEACOCK DEVELOPMENT: Hires Langston-Black as Real Estate Broker
---------------------------------------------------------------
Peacock Development Co., LLC, seeks authority from the U.S.
Bankruptcy Court for the District of South Carolina to employ
Langston-Black Real Estate, Inc., as real estate broker to the
Debtor.
Peacock Development requires Langston-Black to:
a. provide the Debtor-in-Possession with real estate and
financial advice with respect to marketing and selling its
commercial property located at 1521 S. Buncombe Road,
Greer, South Carolina, expired in 2017;
b. prepare any sales and marketing materials, sales
agreements, and counter offers, as well as any other
documents relative to the marketing and selling of the
Debtor's commercial property;
c. provide potential buyers with comparative sales, property
information and tours of the property, as well as any other
related materials and services; and
d. provide the Debtor with any offers, as well as advise the
Debtor on any and all terms and conditions related thereto.
Langston-Black will be paid a commission of 6% of the sales price.
Roger Barnes, a partner at Langston-Black Real Estate, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Langston-Black can be reached at:
Roger Barnes, Esq.
LANGSTON-BLACK REAL ESTATE, INC.
1001 West Wade Hampton Blvd.
Greer, SC 29650
Tel: (864) 848-9070
About Peacock Development
Peacock Development Co, LLC, is a privately-held company in
Bluffton, South Carolina, that is engaged in activities related to
real estate. The company is a small business debtor as defined in
11 U.S.C. Section 101(51D).
Peacock Development Co sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.S.C. Case No. 18-00824) on Feb. 20, 2018.
In the petition signed by Dave Peacock, manager, the Debtor
estimated assets of less than $50,000 and liabilities of $1 million
to $10 million. Judge John E. Waites presides over the case.
Robert A. Pohl, Esq., at POHL, PA, serves as the Debtor's
bankruptcy counsel.
PENN ENGINEERING: S&P Lowers Senior Secured Debt Rating to B+
-------------------------------------------------------------
S&P Global Ratings lowered its issue-level rating on Penn
Engineering & Manufacturing Corp.'s senior secured term loans to
'B+' from 'BB-' and revised its recovery ratings to '3' from '2'.
The '3' recovery rating indicates S&P's expectation for meaningful
recovery (50%-70%; rounded estimate: 65%) in the event of a payment
default.
S&P said, "We lowered our issue-level and recovery ratings on both
the U.S. dollar- and euro-denominated term loans to reflect the
company's proposed incremental debt issuance, which includes a
EUR140 million add-on to the euro tranche, to partially fund the
repurchase of minority equity holders' shares of the company. The
'B+' corporate credit rating and stable outlook remain unchanged.
Despite the incremental debt, we project the company will continue
to generate cash flows to deleverage its balance sheet so that its
adjusted debt-to-EBITDA remains within the 4x-5x range by the end
of 2018, which is expected for the current rating."
RECOVERY ANALYSIS
Key analytical factors
S&P's simulated default scenario assumes a payment default in 2022
against a backdrop of sustained global macroeconomic weakness that
causes the company's key end markets, including the automotive and
industrial markets, to decline significantly.
S&P's recovery analysis assumes that the credit facility would be
85% drawn before a default.
Simulated default assumptions
-- Simulated default year: 2022
-- EBITDA at emergence: $125 million
-- EBITDA multiple: 5.5x
Simplified waterfall
-- Net enterprise value (after 5% administrative costs): $650
million
-- Secured debt: $965 million (including revolving credit facility
and term loans)
--Recovery expectations (U.S. dollar and euro term loans):
50%-70% (rounded estimate 65%)
Note: All debt amounts include six months of prepetition interest.
Ratings List
Penn Engineering & Manufacturing Corp.
Corporate Credit Rating B+/Stable/--
Issue-Level Rating Lowered; Recovery Rating Revised
To From
Penn Engineering & Manufacturing Corp.
Senior Secured B+ BB-
Recovery Rating 3(65%) 2(75%)
PEG GmbH
Senior Secured B+ BB-
Recovery Rating 3(65%) 2(75%)
PENTHOUSE GLOBAL: Trustee May Continue Using Cash Collateral
------------------------------------------------------------
The Hon. Martin R. Barash of the U.S. Bankruptcy Court for the
Central District of California authprozed David Gottlieb, the
Chapter 11 trustee for Penthouse Global Media, Inc., use cash
collateral during the Continued Cash Collateral Period to make the
payments set forth on the Budget.
Dream Media Corporation asserts secured claims against
substantially all of the Debtors' prepetition assets including cash
collateral.
The Trustee previously requested and Dream Media consented to the
Trustee's use of cash collateral. Based upon the estate's critical
need for continued use of cash collateral, the Trustee has
requested that Dream Media authorize the continued use of cash
collateral for the period of May 9, 2018 through June 5, 2018, to
make certain payments in accordance with the Trustee's budget.
The Budget provides total operating expenses of approximately
$770,170 during the four weeks period ending June 9, 2018.
On April 17, 2018, the Trustee and Dream Media entered into that
certain Settlement Agreement, which, inter alia, (i) fixes the
amount of Dream Media's secured claim and resolves the Debtors'
Claim Objection; (ii) sets out a sales process including bidding
procedures, an auction date, and related deadlines; and (iii)
provides a carve out of the sales proceed otherwise subject to
Dream Media's security interest to the Trustee.
Pursuant to the terms of the Settlement, Dream Media consents to
the Trustee's use of cash collateral during the continued cash
collateral period on the condition that as adequate protection,
Dream Media is provided with and will have a replacement lien.
Accordingly, Dream Media is provided with a replacement lien, to
the extent of any cash collateral actually used during the
Continued Cash Collateral Period, upon the Collateral. Subject to
the terms of the Settlement, the adequate protection liens of Dream
Media in the Collateral will be subject only to any valid,
perfected, enforceable and non-avoidable prepetition liens and
security interests, if any, which replacement liens shall have the
respective validity, scope, priority and enforceability of the
liens of Dream Media in the cash actually used.
A full-text copy of the Order is available at
http://bankrupt.com/misc/cacb18-10098-459.pdf
About Penthouse Global
Headquartered in Chatsworth, California, Penthouse Global Media,
Inc. -- http://www.penthouseglobalmedia.com/-- was launched in
February 2016 as an acquisition by veteran entertainment executive,
Kelly Holland. The Company continues the 50+ year Penthouse brand
legacy. The focal point of the business includes four main
branches: broadcast, publishing, licensing and digital. Various
Penthouse TV channels are available in over 100 countries.
Penthouse Magazine was founded in the U.K. in 1965 by Bob Guccione
and brought to the U.S. in 1969.
Penthouse Global Media, Inc. and its affiliates filed Chapter 11
petitions (Bankr. C.D. Cal. Lead Case No. 18-10098) on Jan. 11,
2018. In the petitions signed by Kelly Holland, CEO, Penthouse
Media estimated its assets at up to $50,000 and its liabilities at
between $10 million and $50 million. Penthouse Broadcasting
estimated its assets at between $1 million and $10 million and
liabilities at between $500,000 and $1 million. Penthouse Licensing
estimated its assets and liabilities at between $1 million and $10
million each.
Judge Martin R. Barash presides over the case.
Michael H. Weiss, Esq., and Laura J. Meltzer, Esq., at Weiss &
Spees, LLP, serve as the Debtors' bankruptcy counsel. The Debtors
hired Akerman LLP, the Law Offices of Allan B. Gelbard and the Law
Offices of Dermer Behrendt as litigation counsel.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Jan. 30, 2018. The Committee retained
Raines Feldman LLP as its legal counsel.
On March 6, 2018, the court approved the appointment of David K.
Gottlieb as Chapter 11 trustee. The Trustee tapped Pachulski Stang
Ziehl & Jones LLP as bankruptcy counsel and Province, Inc., as
financial advisor.
PERPETUAL ENERGY: S&P Lowers CCR to 'CCC', Outlook Negative
-----------------------------------------------------------
S&P Global Ratings said it lowered its long-term corporate credit
rating on Calgary, Alta.-based Perpetual Energy Inc. to 'CCC' from
'CCC+'. The outlook is negative.
At the same time, S&P Global Ratings affirmed its 'CCC-'
issue-level rating on Perpetual's senior unsecured notes and
revised its recovery rating on the notes to '5' from '6'.
S&P said, "The downgrade reflects our view that Perpetual could
face a liquidity crisis or undergo a distressed exchange within the
next 12 months. We believe that persistent weak regional prices
will hamper the company's ability to improve its cash flow metrics
and meet its financial obligations in that time, and will heighten
the risk of Perpetual pursuing a distressed exchange transaction
with holders of the senior unsecured notes due 2019. Moreover, we
believe the high amount drawn on the credit facility relative to
the borrowing limit creates material risk in the company's
liquidity profile."
The improved recovery prospects reflects the capital expenditures
in 2017 that bolstered Perpetual's proved reserves during the year
and reflects our view that senior unsecured noteholders could
expect modest recovery (10%-30%; rounded estimate 25%) in our
default scenario.
S&P said, "The negative outlook reflects our view that Perpetual's
capital structure is vulnerable to refinancing risk, particularly
with respect to the company's revolving credit facility and senior
unsecured notes. Based on the negligible forecast FOCF we believe
the company's liquidity position cannot absorb unanticipated
operational or market shocks. As a result, Perpetual is subject to
heightened risk of undergoing a restructuring under terms we would
view as distressed. The negative outlook also reflects our
expectation of persistently weak regional natural gas prices over
our two-year forecast period, which we expect to hamper the
company's ability to generate cash flow to repay drawn amounts on
its credit facility.
"We could lower the ratings if Perpetual's liquidity position does
not improve during the next 12 months. This could occur if the
company cannot maintain its credit facility availability or
refinance its 2019 notes under terms we would not consider
distressed.
"We could raise the ratings if liquidity improves during the next
12 months, with sources of cash over uses of cash consistently
increasing above 1.2x. This could occur if the company extends its
credit facility without materially reducing the borrowing limit and
refinances its 2019 notes under terms we would not consider
distressed."
PIONEER ENERGY: Stockholders Elected Two Directors
--------------------------------------------------
Pioneer Energy Services Corp. held its 2018 annual meeting of
shareholders on May 17, 2018, at which the shareholders elected Wm.
Stacy Locke and John C. Thompson as Class II directors to hold
office until the Company's 2021 Annual Meeting of shareholders.
The shareholders approved, on an advisory basis, the compensation
paid to the Company's named executive officers and ratified the
appointment of KPMG LLP as the Company's independent registered
public accounting firm for the 2018 fiscal year.
Investor Presentation
From time to time, senior management of Pioneer Energy meets with
groups of investors and business analysts. The Company prepared
slides in connection with management's participation in those
meetings and participation in the UBS Global Oil and Gas
Conference. The slides provide an update on the Company's
operations and certain recent developments, which among others,
include the following:
First Quarter 2018 Highlights
* Industry-leading U.S. drilling margin per day of $10,436.
* Production services business revenue increased 20% from the
prior quarter and generated a gross margin of 24%.
* In Colombia, the seventh rig mobilized and began working in
March.
Second Quarter 2018 Guidance and Updates
* U.S. drilling utilization of 100% with average margins per
day of $10,000 to $10,500.
* International drilling utilization of 83% to 86% with average
margins per day of $8,000 to $9,000.
* Production services revenues up 7% to 10% sequentially with a
gross margin of 25% to 27%.
* The Company expects G&A expense to exceed guidance due to the
recent increase in stock price, and the impact of the
Company's improving operating results on performance-based
compensation (phantom stock awards in particular).
* New 2 3/8" coiled tubing unit expected to begin operating in
June.
The slides are available on the Company's website at
www.pioneeres.com and https://is.gd/ks4H5X
About Pioneer
Based in San Antonio, Texas, Pioneer Energy Services --
http://www.pioneeres.com-- provides well servicing, wireline, and
coiled tubing services to producers in the U.S. Gulf Coast,
offshore Gulf of Mexico, Mid-Continent and Rocky Mountain regions
through its three production services business segments. Pioneer
also provides contract land drilling services to oil and gas
operators in Texas, the Mid-Continent and Appalachian regions and
internationally in Colombia through its two drilling services
business segments.
Pioneer Energy reported a net loss of $75.11 million in 2017, a net
loss of $128.4 million in 2016, a net loss of $155.1 million in
2015, and a net loss of $38.01 million in 2014. As of March 31,
2018, Pioneer Energy had $757.70 million in total assets, $557.51
million in total liabilities and $200.18 million in total
shareholders' equity.
* * *
Moody's upgraded Pioneer Energy Services' Corporate Family Rating
to 'Caa2' from 'Caa3'. Moody's said that Pioneer's 'Caa2' CFR
reflects the company's elevated debt balance pro forma for the $175
million senior secured term loan issuance. While the company's
operating cash flow is expected to improve due to good demand for
its drilling rigs and equipment services, Pioneer Energy Services'
leverage metrics are weak, as reported by the TCR on Nov. 13, 2017.
PIONEER ENERGY: Will Sell $300 Million Worth of Securities
----------------------------------------------------------
Pioneer Energy Services Corp. filed a Form S-3 registration
statement with the Securities and Exchange Commission relating to
the offering of debt securities, common stock, preferred stock,
depositary shares, warrants, purchase contracts and units having an
aggregate proposed offering price of $300,000,000.
The Company's common stock, par value $0.10 per share, is listed on
the New York Stock Exchange and trades under the ticker symbol
"PES." Each prospectus supplement will indicate whether the
securities offered thereby will be listed on any securities
exchange.
Pioneer Energy intends to use the net proceeds from the sales of
the securities for general corporate purposes, which may include
capital expenditures, working capital, acquisitions, repayment or
refinancing of indebtedness, investments in its subsidiaries, or
repurchasing or redeeming our securities. The Company may invest
funds not required immediately for those purposes in marketable
securities and short-term investments.
These securities may be sold directly by the Company, to or through
underwriters or dealers, through agents designated from time to
time, through a combination of these methods, or through any other
method permitted by law on a continuous or delayed basis.
A full-text copy of the preliminary prospectus is available at:
https://is.gd/RuPZl6
About Pioneer
Based in San Antonio, Texas, Pioneer Energy Services --
http://www.pioneeres.com-- provides well servicing, wireline, and
coiled tubing services to producers in the U.S. Gulf Coast,
offshore Gulf of Mexico, Mid-Continent and Rocky Mountain regions
through its three production services business segments. Pioneer
also provides contract land drilling services to oil and gas
operators in Texas, the Mid-Continent and Appalachian regions and
internationally in Colombia through its two drilling services
business segments.
Pioneer Energy reported a net loss of $75.11 million in 2017, a net
loss of $128.4 million in 2016, a net loss of $155.1 million in
2015, and a net loss of $38.01 million in 2014. As of March 31,
2018, Pioneer Energy had $757.70 million in total assets, $557.51
million in total liabilities and $200.18 million in total
shareholders' equity.
* * *
Moody's upgraded Pioneer Energy Services' Corporate Family Rating
to 'Caa2' from 'Caa3'. Moody's said that Pioneer's 'Caa2' CFR
reflects the company's elevated debt balance pro forma for the $175
million senior secured term loan issuance. While the company's
operating cash flow is expected to improve due to good demand for
its drilling rigs and equipment services, Pioneer Energy Services'
leverage metrics are weak, as reported by the TCR on Nov. 13, 2017.
PLACE FOR ACHIEVING: M.L. Cyganowski Appointment as Trustee Okayed
------------------------------------------------------------------
The Hon. Mary Kay Vyskocil of the U.S. Bankruptcy Court for the
Southern District of New York, at the behest of the U.S. Trustee
William K. Harrington, has approved the appointment of Melanie L.
Cyganowski, Esq. as Trustee of the Chapter 11 estate of Place for
Achieving Total Health Medical, P.C.
The Trustee will maintain a bond in an amount not less than
$10,000.
About Place for Achieving
Total Health Medical
Based in New York, Place for Achieving Total Health Medical, P.C.,
is a small diet, nutrition & weight management company. It was
founded in 2001.
Place for Achieving Total Health Medical filed a Chapter 11
petition (Bankr. S.D.N.Y. Case No. 17-13478) on December 4, 2017.
The petition was signed by Eric Braverman, M.D., its president.
The Hon. Mary Kay Vyskocil presides over the case. The Debtor is
represented by Michael D. Siegel, Esq., at Siegel & Siegel, P.C.,
as counsel.
At the time of filing, the Debtor estimated $1,000 in assets and
$7.66 million in liabilities.
PLAYHUT INC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Playhut, Inc.
18560 San Jose Avenue
City of Industry, CA 91748-1365
Business Description: Playhut, Inc. -- https://www.playhut.com --
is a toy producer based in City of Industry,
California, offering innovative toys such as
indoor and outdoor play structures, baby
structures, dolls, and plushes. Founded in
1992, Playhut's products are sold North and
South Americas, Europe, Asia, and Australia.
The company also partners with major
retailers such as Walmart, Target, Kmart,
Toys'R'US, Costco, Amazon, QVC, JC Penney
and licensed brands such as Disney, Marvel,
Nickelodeon, HiT, Lucasfilms.
Chapter 11 Petition Date: May 24, 2018
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Case No.: 18-15972
Judge: Hon. Julia W. Brand
Debtor's Counsel: Robert P. Goe, Esq.
GOE & FORSYTHE, LLP
18101 Von Karman, Ste 1200
Irvine, CA 92612
Tel: 949-798-2460
Fax: 949-955-9437
Email: kmurphy@goeforlaw.com
rgoe@goeforlaw.com
- and -
Stephen Reider, Esq.
GOE & FORSYTHE, LLP
18101 Von Karman, Suite 1200
Irvine, CA 92612
Tel: 949-798-2460
Fax: 949-955-9437
Email: sreider@goeforlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Zu Zheng, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/cacb18-15972.pdf
PNEUMA INTERNATIONAL: Unsecureds to Recoup 5% Under Latest Plan
---------------------------------------------------------------
Pneuma International, Inc. filed a small business disclosure
statement, dated April 30, 2018, to accompany its chapter 11 plan,
which proposes to pay Class 2 general unsecured creditors a
distribution of 5% of their allowed claims to be distributed as a
pro rata distribution of $114,121.43.
The previous version of the plan proposed to pay general unsecured
creditors 10% of their allowed claims to be distributed as a pro
rata distribution of $1,614,244.48.
A hearing on the approval of the Disclosure Statement was held on
April 24, 2018. A hearing to consider confirmation of the Plan was
held on May 22.
A full-text copy of the Disclosure Statement dated May 2, 2018, is
available at:
http://bankrupt.com/misc/canb17-42149-91.pdf
A full-text copy of the Disclosure Statement dated April 30, 2018,
is available at:
http://bankrupt.com/misc/canb17-42149-88.pdf
A full-text copy of the Disclosure Statement dated March 25, 2018,
is available at:
http://bankrupt.com/misc/canb17-42149-80.pdf
About Pneuma International
Pneuma International, Inc., doing business as EGPAK, is a
manufacturer of coated and laminated packaging paper based in
Hayward, California. EGPAK filed a Chapter 11 petition (Bankr.
N.D. Cal. Case No. 17-42149) on Aug. 25, 2017. In the petition
signed by Mikahel Chang, principal, the Debtor estimated $100,000
to $500,000 in assets and $1 million to $10 million in liabilities.
Judge Roger L. Efremsky is the case judge. Nancy Weng, Esq., at
Tsao-Wu & Yee, LLP, is the Debtor's counsel.
PRECISION CASTING: Court Confirms 2nd Amended Plan
--------------------------------------------------
Bankruptcy Judge Thomas B. McNamara issued an order confirming
Precision Casting Prototypes and Engineering, Inc.'s second amended
plan of reorganization dated Jan. 9, 2018.
The Court finds that the provisions of Chapter 11 of the Bankruptcy
Code have been complied with, in that the plan has been proposed in
good faith and not by any means forbidden by law.
All payments made or promised by the Debtor or by a person issuing
securities or acquiring property under the plan or by any other
person for services or costs and expenses in or in connection with
the plan or incident to the case have been fully disclosed to the
Court and are reasonable or if to be fixed after confirmation of
the plan will be subject to approval of the Court.
The Court also finds that confirmation of the plan is not likely to
be followed by the liquidation, the need for further financial
reorganization of the Debtor.
The Troubled Company Reporter previously reported that Class 12
general unsecured creditors holding allowed claims under the plan
will receive distributions at approximately 32% over a period of
six years.
A full-text of the Second Amended Plan is available at:
http://bankrupt.com/misc/cob-16-20113-198.pdf
About Precious Casting
Precision Casting Prototypes & Engineering, Inc., is a veteran
owned foundry and machine shop in Colorado serving the entire
United States. It operates at a leased property at 7501 East
Dahlia Street in Commerce City, Colorado.
Precise Cast specializes in rapid prototyping and the precision
casting and machining of aluminum, magnesium, and zinc parts
primarily for Fortune 500 companies in the aerospace, defense,
automotive, commercial vehicle, electronic, and medical device
industries.
The Debtor filed a Chapter 11 petition (Bankr. D. Colo. Case No.
16-20113) on Oct. 13, 2016. The petition was signed by Craig R.
Reeves, president. The Debtor is represented by Kenneth J.
Buechler, Esq., at Buechler & Garber, LLC. The case is assigned to
Judge Thomas B. McNamara.
The Debtor estimated $500,000 to $1 million in assets and $1
million to $10 million in debt at the time of the filing.
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Precision Casting Prototypes &
Engineering, Inc. as of November 9, according to a court docket.
PRIME PROPERTY: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Prime Property Investments, LLC, as of May
24, 2018.
Prime Property Investments, LLC, filed for Chapter 11 bankruptcy
protection (Bankr. S.D. Tex. Case No. 18-32268).
PUGLIA ENGINEERING: Committee Taps CKR Law as Legal Counsel
-----------------------------------------------------------
The official committee of unsecured creditors of Puglia Engineering
Inc. seeks approval from the U.S. Bankruptcy Court for the Western
District of Washington to hire CKR Law LLP as its legal counsel.
The firm will advise the committee regarding its duties under the
Bankruptcy Code; represent the committee in its consultations with
the Debtor; review any proposed financing arrangement or sale of
the Debtor's assets; assist in the preparation of a bankruptcy
plan; and provide other legal services related to the Debtor's
Chapter 11 case.
The firm's standard hourly rates range from $225 to $395 for
associates and from $90 to $195 for paralegals, clerks, librarians
and other members of the CKR staff.
Meanwhile, the standard rates for all CKR partners is $695. At the
request of the committee, the firm has agreed to a 10% discount off
their standard rates.
The firm's attorneys are "disinterested persons" as defined in
section 101(14) of the Bankruptcy Code, according to court
filings.
CKR Law can be reached through:
Edward L. Schnitzer, Esq.
Gilbert R. Saydah, Jr., Esq.
CKR Law LLP
1330 Avenue of the Americas, 14th Floor
New York, NY 10019
Phone: (212) 259-7307/(212) 259-7340
E-mail: eschnitzer@ckrlaw.com
E-mail: gsaydah@ckrlaw.com
-- and --
Jill M. Williamson, Esq.
CKR Law LLP
506 Second Avenue, Suite 1400
Seattle, WA 98104
Phone: (206) 582-5145
E-mail: jwilliamson@ckrlaw.com
About Puglia Engineering
Puglia Engineering Inc. -- http://pugliaengineering.com/-- is a
ship builder and repairer based in Tacoma, Washington. It is a
privately-held company founded in 1991. The company has locations
in Tacoma, Washington; Fairhaven, Massachusetts; and Oakland,
California.
Puglia Engineering sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Wash. Case No. 18-41324) on April 14,
2018. In the petition signed by Neil Turney, president, the Debtor
disclosed $14.26 million in assets and $21.13 million in
liabilities.
Judge Brian D. Lynch presides over the case.
James L. Day, Esq., at Bush Kornfeld LLP, serves as the Debtor's
bankruptcy counsel.
The Office of the U.S. Trustee for Region 18 appointed an official
committee of unsecured creditors on May 3, 2018.
QSL PORTAGE: Seeks to Hire Hyperams as Auctioneer
-------------------------------------------------
QSL Portage, LLC, seeks authority from the U.S. Bankruptcy Court
for the Northern District of Indiana to employ Hyperams, LLC, as
auctioneer to the Debtor.
QSL Portage requires Hyperams LLC to:
(a) prepare appropriate marketing materials and disseminating
them to market the Auction;
(b) furnish the necessary labor to conduct the Auction and to
otherwise fulfill Auctioneer's obligations under this
Agreement;
(c) tag, catalogue and establish initial/minimum bids, if any,
for the Auction Assets;
(d) conduct the Auction;
(e) conduct pre-Auction sales of Auction Assets and post-
Auction sales of Auction Assets after the Auction, until
the Facilities Vacation Date (14 days after the Auction
Termination Date (i.e., the last day of bidding); and
(f) provide such other related services, deemed necessary or
prudent by Auctioneer to effectively maximize the proceeds
from the Auction.
Hyperams LLC will be paid as follows:
-- commission of 5% of the gross proceeds; and
-- buyer's premium of 18% charged to and collected from each
successful bidder.
Hyperams LLC will also be reimbursed for reasonable out-of-pocket
expenses incurred not to exceed $16,000.
Thomas E. Pabst, a partner at Hyperams, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estates.
Hyperams LLC can be reached at:
Thomas E. Pabst
HYPERAMS LLC
1501 N. Michael Drive
Wood Dale, IL 60191
Tel: (847) 499-7049
About QSL Portage
QSL Portage operates the Quaker Steak & Lube restaurant at 6245
Ameriplex Dr., Portage, Indiana, since 2006. QSL Portage filed a
Chapter 11 petition (Bankr. N.D. Ind. Case No. 17-21799) on June
26, 2017. Larry J. Briski, managing member, signed the petition.
At the time of filing, the Debtor estimated less than $500,000 in
assets and $1 million to $10 million in liabilities. Gordon E.
Gouveia II, Esq., at Shaw Fishman Glantz & Towbin LLC, serves as
the Debtor's legal counsel.
The case is assigned to Judge James R. Ahler.
No request has been made for the appointment of a trustee or
examiner, and no official committee of unsecured creditors has been
appointed by the Office of the United States Trustee.
RMH FRANCHISE: Authorized to Use Cash Collateral on Interim Basis
-----------------------------------------------------------------
The Hon. Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware authorized RMH Franchise Holdings, Inc.
and its affiliates to use cash collateral as set forth in the
Interim Order commencing from the Petition Date through the close
of business on June 9, 2018.
The Debtors represent that as of the Petition Date, Debtors RMH
Franchise Holdings, Inc. and RMH Franchise Corporation are parties,
as Borrowers, to that certain Amended and Restated Credit
Agreement, by and among the Borrowers, Bank of America, N.A. acting
in its capacity as Administrative Agent, Collateral Agent and L/C
Issuer, and the Senior Lenders. Pursuant to the Credit Agreement,
the Borrowers were indebted to Senior Creditors in the aggregate
principal amount of $68,487,089 as of the Petition Date.
Bank of America, on behalf of itself and for the benefit of the
Senior Lenders is granted a continuing replacement security
interest in and lien upon the right, title and interest in the
following property of the Debtors: (a) all pre-petition collateral
of Senior Creditors, including proceeds, profits, rents and
products thereof; and (b) property acquired by the Debtors after
the Petition Date, which is of the same nature, kind and character
as the pre-petition collateral and proceeds, profits, rents and
products thereof. Said replacement lien will have the same
priority, validity, force, extent and effect as the liens that they
replace as of the Petition Date without the necessity of any
further action.
In addition, the Debtors will (a) pay to Bank of America, for the
benefit of the Senior Lenders the amount of $5,000,000 out of
excess cash accumulated by the Debtors as of the Petition Date in
the Operating Accounts, and (b) make monthly interest payments to
Bank of America, for the benefit of the Senior Lenders, based upon
interest accruing at 30-LIBOR plus 5% on the indebtedness owed
under the Loan Documents.
In the event that the adequate provided in the Interim Order is
insufficient to protect the security interests of Senior Creditors
from the Debtors' use of cash collateral or from diminution in
value of the collateral, upon entry of the Final Order, the Senior
Creditors' claim in the Chapter 11 Cases will have priority under
11 U.S.C. Section 507(b) to the extent, if any, that the adequate
protection for the Debtors' use of collateral and cash collateral
proves to be inadequate.
A full-text copy of the Interim Order is available at
http://bankrupt.com/misc/deb18-11092-37.pdf
About RMH Franchise
RMH Franchise, headquartered in Atlanta, Georgia --
https://www.rmhfranchise.com/ -- is an Applebee's restaurant
franchisee with over 163 standardized restaurants located across 15
states. RMH Holdings is the direct or indirect parent of each of
the other Debtors. ACON Franchise Holdings, LLC, a non-Debtor,
owns 100% of the shares of RMH Holdings.
RMH Franchise Holdings, Inc., and certain of its affiliates filed
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 18-11092), on
May 8, 2018. In the petitions signed by Michael Muldoon,
president. At the time of filing, RMH Franchise Holdings estimated
assets and liabilities at $100 million to $500 million each.
Affiliates that concurrently filed voluntary petitions for relief
under Chapter 11 of the Bankruptcy Code are: NuLnk, Inc. (Bankr. D.
Del. Case No. 18-11093), RMH Illinois, LLC (Bankr. D. Del. Case No.
18-11094), RMH Franchise Corporation (Bankr. D. Del. Case No.
18-11095), and Contex Restaurants, Inc. (Bankr. D. Del. Case No.
18-11096).
The case is assigned to Judge Brendan Linehan Shannon.
Young, Conaway, Stargatt & Taylor, LLP, serves as bankruptcy
counsel, and Mastodon Ventures, Inc., is the restructuring advisor.
RMH FRANCHISE: U.S. Trustee Forms Three-Member Committee
--------------------------------------------------------
Andrew R. Vara, Acting U.S. Trustee for Region 3, on May 24
appointed three creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of RMH Franchise
Holdings, Inc.
The committee members are:
(1) McLane Foodservice, Inc.
Attn: Bart McKay
2085 Midway Road
Carrollton, TX 75006
Tel: (972) 364-2278
(2) STORE Master Funding II, LLC and
Store SPE Applebee's 2013-1, LLC
Attn: Michael Bennett
8377 E. Hartford Drive, #100
Scottsdale, AZ 85255
Tel: (480) 256-1100
Fax: (480) 256-1101
(3) Chamora Ivery
c/o Jack Raisner
Outten & Golden LLP
685 3rd Avenue, 25 Fl
New York, NY 10017
Tel: (212) 245-1000
Fax: (646) 509-2060
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About RMH Franchise
Headquartered in Atlanta, Georgia, RMH Franchise Holdings, Inc., is
an Applebee's restaurant franchisee with over 163 standardized
restaurants located across 15 states. It is the direct or indirect
parent of each of the other debtors. ACON Franchise Holdings, LLC,
a non-debtor, owns 100% of the shares of RMH Holdings.
RMH and its affiliates sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-11092) on May 8,
2018. In the petitions signed by Michael Muldoon, president, the
Debtors estimated assets of $100 million to $500 million and
liabilities of $100 million to $500 million.
Judge Brendan Linehan Shannon presides over the cases. Kenneth J.
Enos, Esq., and Blake M. Cleary, Esq., at Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors. Mastodon Ventures,
Inc., serves as their restructuring advisor. Prime Clerk serves as
claims and noticing agent.
ROCKPORT COMPANY: U.S. Trustee Forms 3-Member Committee
-------------------------------------------------------
The U.S. Trustee for Region 3 on May 23 appointed three creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of The Rockport Company LLC.
The committee members are:
(1) Earth, Inc.
Attn: Dan Logan
41 Seyon Street, Suite 400
Waltham, MA 02453
Phone: 781-547-7184
Fax: 781-207-1052
(2) Hemisphere Design & Manufacturing LLC
Attn: Emily Barrack
25215 Rye Canyon Road
Valencia, CA 91355
Phone: 661-294-9500
Fax: 661-294-9504
(3) Simon Property Group, LP
Attn: Ronald Tucker
225 West Washington Street
Indianapolis, IN 46204
Phone: 317-263-2346
Fax: 317-263-7901
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
The Committee proposes to tap the following as counsel:
Jay R. Indyke, Esq.
Robert Winning, Esq.
Sarah A. Carnes, Esq.
Lauren A. Reichardt, Esq.
COOLEY LLP
The Grace Building
1114 Avenue of the Americas
New York, NY 10036-7798
Telephone: (212) 479-6000
Facsimile: (212) 479-6275
Email: jindyke@cooley.com
rwinning@cooley.com
scarnes@cooley.com
lreichardt@cooley.com
-- and --
Christopher M. Samis, Esq.
L. Katherine Good, Esq.
Aaron H. Stulman, Esq.
WHITEFORD, TAYLOR & PRESTON LLC
The Renaissance Centre
405 North King Street, Suite 500
Wilmington, DE 19801
Telephone: (302) 353-4144
Facsimile: (302) 661-7950
Email: csamis@wtplaw.com
kgood@wtplaw.com
astulman@wtplaw.com
About Rockport Company
The Rockport Company, LLC and its subsidiaries are global
designers, distributors, and retailers of comfort footwear in more
than 50 markets worldwide.
The Rockport Company, LLC et al., sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 18-11145) on May 14, 2018,
listing under $100 million to $500 million in assets and under $100
million to $500 million in liabilities.
The Chapter 11 petitions were signed by Paul Kosturos, the Debtors'
interim chief financial officer.
Debtor Rockport Canada ULC is the operating entity for the Debtors'
business in Canada. Rockport Canada is a wholly-owned subsidiary
of Rockport, and all material decisions regarding Rockport Canada
and its operations are made by Rockport personnel in the United
States. Accordingly, the center of main interests for Rockport
Canada is located in the United States. On May 16, 2018, the
Debtors commenced an ancillary proceeding under Part IV of the
Companies' Creditors Arrangement Act (Canada) in Toronto, Ontario,
Canada before the Ontario Superior Court of Justice (Commercial
List).
The Debtor's counsel are Mark D. Collins, Esq., Michael J.
Merchant, Esq., Amanda R. Steele, Esq., Brendan J. Schlauch, Esq.,
and Megan E. Kenney, Esq., at Richards, Layton & Finger, P.A. The
Debtors' Canadian bankruptcy counsel is Borden Ladner Gervais LLP;
their investment banker is Houlihan Lokey Capital, Inc.; and their
restructuring and interim management advisor is Alvarez & Marsal
North America LLC. Prime Clerk serves as the Debtors' claims,
noticing agent and administrative advisor.
On May 23, 2018, the Office of the United States Trustee appointed
an official committee of unsecured creditors. The Committee is
represented by Jay Indyke, Esq., and Robert Winning, Esq., at
Cooley LLP; Christopher M. Samis, Esq., and L. Katherine Good,
Esq., at Whiteford, Taylor & Preston LLC.
Counsel to the Prepetition Noteholders and DIP Note Purchasers are
My Chi To, Esq., and Daniel E. Stroik, Esq., at Debevoise &
Plimpton LLP; Bradford J. Sandler, Esq., and James E. O'Neill,
Esq., at Pachulski Stang Ziehl & Jones LLP.
Counsel to the Collateral Agent and DIP Notes Agent are Joshua
Spencer, Esq., at Holland & Knight LLP; and Bradford J. Sandler,
Esq., and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones
LLP.
Counsel to the ABL Administrative Agent and DIP ABL Agent are
Donald E. Rothman, Esq., Lon M. Singer, Esq., Jaime Rachel Koff,
Esq., and Jeremy Levesque, Esq., at Riemer Braunstein LLP; and
Gregory A. Taylor, Esq., at Ashby & Geddes, P.A.
Counsel to CB Marathon Opco, LLC, an affiliate of Charlesbank
Equity Fund IX, Limited Partnership, the Stalking Horse Bidder, are
Jon Herzog, Esq., Joseph F. Bernardi, Jr., Esq., and William
Weintraub, Esq., at Goodwin Procter LLP; and David Fournier, Esq.,
and Evelyn Meltzer, Esq., at Pepper Hamilton LLP.
The U.S. Trustee for Region 3 on May 23 appointed three creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of The Rockport Company LLC. The Committee
proposes to tap Jay R. Indyke, Esq., Robert Winning, Esq., Sarah A.
Carnes, Esq., and Lauren A. Reichardt, Esq., at Cooley LLP, in New
York; and Christopher M. Samis, Esq., L. Katherine Good, Esq., and
Aaron H. Stulman, Esq., at Whiteford, Taylor & Preston LLC, in
Wilmington, Delaware.
RON ARAD: Beverly Buying La Habra Apartment House for $1.53M
------------------------------------------------------------
Ron S. Arad asks the U.S. Bankruptcy Court for the Central District
of California to authorize the sale of the real property located at
841 North Orange Street, La Habra, California, APN 017-293-30
("Apartment House"), to Beverly & Lucas, LLC, for $1.525 million,
subject to overbid.
A hearing on the Motion is set for June 6, 2018 at 10:00 a.m.
Objections, if any, must be submitted 14 days before the date
designated for hearing.
The filing of the case was precipitated by an imminent Trustee Sale
of the 8-unit Apartment House. That Trustee Sale resulted while
the Apartment House was being managed and operated by the Debtor's
father, and a fractional co-owner, having failed to maintain that
property or make the mortgage payments to Luther Burbank Savings
("LBS") resulting in that default.
Pursuant to the Order of the Hon. Theodor Albert, Bankruptcy Judge,
GlassRatner Brokerage Services, Inc. was employed as the Real
Estate Broker for the marketing of the Apartment House. Through
GR, the Debtor received several offers from the Apartment House.
The Debtor submitted a counteroffer to the offer dated April 23,
2018 from the Buyer which offer was in the amount of $1.5 million,
which counteroffer was in the amount of $1.525, which counteroffer
was accepted by the Buyer.
Under the Agreement, the Buyer made a deposit of $45,000 which was
paid into escrow at A & A Escrow Services, Inc., 415 N. Crescent
Drive, Suite 320, Beverly Hills, California, Antonia Delgado,
Escrow Officer. It is requested that by way of the Motion that the
Court approves a procedure under which the initial overbid be for a
purchase will be in the amount of no less than $1.55 million, that
any overbids after the initial overbid are in increments of no less
than $5,000, that anyone wishing to bid is required to deliver a
Certified Check or a Cashier's Check in the amount of $46,500, made
payable to A & A Escrow which will be non-refundable if they are
the highest bidder, and in the event that they do not close the
purchase within 15 days of the entry of the Order approving the
high bid for the sale of the Apartment House (the Buyer will
compensate the Debtor $100) per day for each day beyond the Closing
date that the Sale does not close for a total extended period of no
more than 10 calendar days. Thereafter, the Debtor will have the
absolute discretion to either: (a) provide further extensions of
the Closing Date at the same rate of compensation; of (b) terminate
the Sale to the Buyer and retain the entirety of the Deposit as
liquidated damages.
It is also requested that anyone wishing to overbid must first be
qualified by delivering the Cashier's Check or Certified Funds in
the amount of no less than $46,500 made payable to A & A Escrow and
delivering those funds to the Debtor's counsel no later than 5:00
p.m. on May 31, 2018. The Buyer's sole remedy, in the event that
escrow fails to close as a result of the Seller's inability to
close escrow, will be a refund of the Deposit in full.
The Buyer is represented by Pasadena Market Center, Inc., CABRE
#1444805 and the Debtor/Seller by GR. Subject to Court approval,
the Debtor will pay commissions as follows, through escrow: 5%
total of the Purchase Price: 2.5% to PMC and 2.5% to GR. No
commission will be due and payable except from the cash proceeds of
an actual sale of the Apartment House to the Buyer and upon closing
of such sale.
The Apartment House is subject to a note secured by a first deed of
trust LBS recorded Sept. 11, 2008 as Instrument No. 200800430538,
which has a balance of approximately amount of $781,913, which the
Debtor will pay in full at the time of the closing of the sale
along with real estate commissions of 5% of the sales price and the
other costs associated with the sale for Escrow, title insurance
and other customary cost of sale.
As shown in Exhibit 3 to the RA Declaration, the Apartment House
also has these clouds on title:
a. Notice of pendency of action recorded April 21, 2010 as
Instrument Number 2010222187180, filed in Superior Court of the
State of California, County of Orange, in Case No. 09D011351 by
Sara Arad, Plaintiff against Reuven Arad, Defendant regarding
Reuven Arad’s right to possession of the Apartment House;
b. A federal tax lien in favor of the United States of
America, recorded Sept. 18, 2012 as Instrument Number 2012000545965
in the amount of $422,101, and any other amounts due thereunder,
against Reuven Arad;
c. A federal tax lien in favor of the United States of
America, recorded April 02, 2014 as Instrument Number 2014000124663
in the amount of $17,838, and any other amounts due thereunder,
against Reuven Arad;
d. A federal tax lien in favor of the United States of
America, recorded Sept. 9, 2014 as Instrument Number 2014000365662
in the amount of $6,280, and any other amounts due thereunder,
against Reuven Arad; and
e. A federal tax lien in favor of the United States of
America, recorded Oct. 11, 2017 as Instrument Number 2017000432156
in the amount of $39,535, and any other amounts due thereunder,
against Reuven Arad.
The Debtor has requested the consent of the co-owners of record on
the Apartment House, who are his parents, Reuven Arad ("RA") and
Sara Arad ("SA"), and SA has consented to the sale and based on
initial discussions with RA it is believed that he will also
consent. The Debtor filed his Complaint for (1) Authority to Sell
Co-Owned Properties; (2) Adequate Protection; (3) Fraud While
Acting in a Fiduciary Capacity; (4) Turnover; 5) a Permanent
Injunction; (6) Equitable Relief; (7) Declaratory Relief; and (8)
an Accounting, which was assigned Adv. No. 8:18-ap-01080-TA, in
which he named Reuven Arad, an individual, Sara Arad, an
individual, Irina Grinfeld, an individual, American Center for
Professional Advance, a business entity of form unknown, Department
of the Treasury, Internal Revenue Service, and Does 1-100,
inclusive as Defendants.
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/Ron_Arad_78_Sales.pdf
Ron S. Arad sought Chapter 11 protection (Bankr. C.D. Cal. Case No.
18-10486) on Feb. 14, 2018. William H. Brownstein & Associates,
PC, serves as counsel to the Debtor.
ROSE COURT: Court Denies Bid to Employ American Home Appraisal
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California
denied an application by Rose Court, LLC to hire American Home
Appraisal. The Debtor had proposed to employ the firm to conduct
an appraisal of its real property located at 15520 Quito Road,
Monte Sereno, California.
About Rose Court
Rose Court, LLC, a real estate company, is the owner of a real
property located at 15520 Quito Road, Monte Sereno, California,
valued by the company at $3.50 million. Rose Court's gross revenue
from rental investment amounted to $99,762 in 2016 compared to
gross revenue from rental investment of $150,000 in 2015. The
Company previously sought bankruptcy protection on Feb. 1, 2010
(Bankr. N.D. Cal. Case No. 10-50993) and Nov. 6, 2012 (Bankr. N.D.
Cal. Case No. 12-58012).
Rose Court, based in San Francisco, California, filed a Chapter 11
petition (Bankr. N.D. Cal. Case No. 17-31014) on Oct. 10, 2017. In
the petition signed by Teri Nguyen, managing member, the Debtor
disclosed $3.51 million in assets and $3.28 million in liabilities.
Judge Hannah L. Blumenstiel presides over the case. Vince D.
Nguyen, Esq., at Newton Law Group, serves as the Debtor's
bankruptcy counsel.
The Debtor filed its proposed Chapter 11 plan of reorganization and
disclosure statement on January 10, 2018.
ROSENBAUM FARM: Disclosures OK'd; August 16 Plan Hearing
--------------------------------------------------------
Bankruptcy Judge Paul M. Black issued an order approving Rosenbaum
Feeder Cattle, LLC and affiliates' disclosure statement referring
to their chapter 11 plan.
June 29, 2018 is fixed as the last date for filing and serving
written objections to confirmation of the Debtors’ Plan.
August 16 and 17, 2018 at 9:30 a.m. at U.S. Bankruptcy Court, 2nd
Flr, 210 Church Ave. Roanoke, VA 24011 are fixed as the dates, time
and place of hearing upon confirmation of said Plan.
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.
SALLE FAMILY: Case Summary & 9 Unsecured Creditors
--------------------------------------------------
Debtor: Salle Family Land Trust, LLC
P.O. Box 25
Linville Falls, NC 28647
Business Description: Salle Family Land Trust, LLC is engaged in
activities related to real estate. The
company is the fee simple owner of three
real properties located in Newland and
Burnsville, North Carolina, valued by the
company at $1.03 million in the aggregate.
Chapter 11 Petition Date: May 25, 2018
Court: United States Bankruptcy Court
Western District of North Carolina (Asheville)
Case No.: 18-10214
Judge: Hon. George R. Hodges
Debtor's Counsel: Benson T. Pitts, Esq.
PITTS, HAY & HUGENSCHMIDT, P.A.
14 Clayton Street
Asheville, NC 28801
Tel: 828-255-8085
Fax: 828-251-2760
Email: ben@phhlawfirm.com
firm@phhlawfirm.com
Total Assets: $1.03 million
Total Liabilities: $644,798
The petition was signed by David Salle, managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's nine unsecured creditors is available for free
at:
http://bankrupt.com/misc/ncwb18-10214.pdf
SAMUEL MOORE: Selling Bethel Park Property for $165K to Fund Plan
-----------------------------------------------------------------
Samuel A. Moore and Laurie Moore ask the U.S. Bankruptcy Court for
the Western District of Pennsylvania to authorize the sale of
commercial real estate located at 5311 Brightwood Road, Bethel
Park, Pennsylvania to Davis Dailey, doing business as Statera,
Inc., for $165,000, subject to higher and better offers.
A hearing on the Motion is set for June 7, 2018 at 10:30 a.m. The
objection deadline is May 28, 2018.
The Debtors own the property. They will sell it and use the
proceeds to fund the Chapter 11 Plan. They engaged Sanford Pollack
to market the commercial real estate. The Court approved the
employment of Sanford Pollack.
A ready, willing, and able buyer has been located through the
efforts of Sanford Pollack. The Buyer offers $165,000 with $10,000
down as hand money. He is represented by Howard Hanna as the
Buyer's agent and Howard Hanna is holding the hand money of
$10,000.
The Debtors are negotiating with the prospective Buyer to lease
back part of the real estate which Samuel Moore uses as a law
office. The parties have not made a final agreement as of the date
this motion was filed. The sale is not subject to the entry into
any lease with Samuel Moore.
The Sales Agreement contains an addendum provision whereby the
Buyer is going to lease back the bottom floor to the Debtor at a
fixed rate per year that escalates at the end of each year. Only
the first year of this arrangement is mandatory on the Debtor.
A copy of the Sales Agreement attached to the Motion is available
for free at:
http://bankrupt.com/misc/Samuel_Moore_315_Sales.pdf
The sale is subject to the approval of the Bankruptcy Court. The
property is subject to the following liens: (i) Bethel Park School
District - $45,504; (ii) County of Allegheny - $2,197; (iii)
Municipality of Bethel Park - $2,118; and (iv) Internal Revenue
Service - $160,446.
The sale must be a judicial sale, free and clear of all liens and
encumbrances and claims against the Debtors. In order to convey
good title, it will be necessary that all these interests,
mortgages, claims, and encumbrances be divested as liens against
the real property and shifted to the funds to be realized from the
sale.
The sale is to "bona fide" purchasers in accordance with the
holding of In re: Abbots Dairies of Pennsylvania, Inc., 788 F.2d
143 C.A.3 (Pa) 1986. The Debtors will serve all Respondents with a
copy of the Motion prior to a hearing on the sale. They will have
complied with all rules regarding notice and advertising prior to a
hearing on the sale.
The Estate will accept higher and better offers at the time of
sale. Any bidder will post a non-refundable deposit of $10,000 in
certified funds and will be able to close the sale within 30 days
of the Order being entered. This is a sale in conjunction with a
confirmed Chapter 11 Plan. The sale of property will be exempt
from state and local transfer taxes pursuant to 11 USC Section
1146 (c).
The Debtors ask the Court to authorize the settlement officer to
pay the following: (i) all normal and ordinary settlement charges;
(iii) pay the realtor the fee of $11,550; (iii) any unpaid real
estate taxes; (iv) Calaiaro Valencik Legal fees in the amount of
$2,500 related to the sale; (iv) Calaiaro Valencik reimbursement
for all for all costs of mailing copying, and advertising related
to this sale; and (vi) pay the balance to the Debtors' Counsel to
be held in escrow pending further Order of Court.
The Purchaser:
Davis Bailey
1130 Boyerview Drive
Bethel Park, PA 15102
Samuel A. Moore and Laurie A. Moore sought Chapter 11 protection
(Bankr. W.D. Pa. Case No. 15-21568) on April 30, 2015.
SCHLETTER INC: Hires Prime Clerk as Claims and Noticing Agent
-------------------------------------------------------------
Schletter Inc. seeks authority from the U.S. Bankruptcy Court for
the Western District of North Carolina to employ Prime Clerk LLC,
as claims and noticing agent to the Debtor.
Schletter Inc. requires Prime Clerk to:
(a) assist the Debtor with the preparation and distribution of
all required notices and documents in accordance with the
Bankruptcy Code and the Bankruptcy Rules in the form and
manner directed by the Debtor and/or the Court, including:
(i) notice of any claims bar date, (ii) notice of any
proposed sale of the Debtor's assets, (iii) notices of
objections to claims and objections to transfers of
claims, (iv) notices of any hearings on a disclosure
statement and confirmation of any plan of reorganization,
including under Bankruptcy Rule 3017(d), (v) notice of the
effective date of any plan, and (vi) all other notices,
orders, pleadings, publications and other documents as the
Debtor, Court, or Clerk may deem necessary or appropriate
for an orderly administration of this chapter 11 case;
(b) maintain an official copy of the Debtor's schedules of
assets and liabilities and statements of financial affairs
(collectively, the "Schedules"), listing the Debtor's
known creditors and the amounts owed thereto;
(c) maintain (i) a list of all potential creditors, equity
holders and other parties-in-interest and (ii) a "core"
mailing list consisting of all parties described in
Bankruptcy Rule 2002(i), (j) and (k) and those parties
that have filed a notice of appearance pursuant to
Bankruptcy Rule 9010; update and make said lists available
upon request by a party-in-interest or the Clerk;
(d) furnish a notice to all potential creditors of the last
date for filing proofs of claim and a form for filing a
proof of claim, after such notice and form are approved by
the Court, and notify said potential creditors of the
existence, amount and classification of their respective
claims as set forth in the Schedules, which may be
effected by inclusion of such information (or the lack
thereof, in cases where the Schedules indicate no debt due
to the subject party) on a customized proof of claim form
provided to potential creditors;
(e) maintain a post office box or address for receiving claims
and returned mail, and process all mail received;
(f) for all notices, motions, orders or other pleadings or
documents served, prepare and file or cause to be filed
with the Clerk an affidavit or certificate of service
within seven (7) days of service which includes (i) either
a copy of the notice served or the docket number(s) and
title(s) of the pleading(s) served, (ii) a list of persons
to whom it was mailed (in alphabetical order) with their
addresses, (iii) the manner of service, and (iv) the date
served;
(g) receive and process all proofs of claim received,
including those received by the Clerk, check said
processing for accuracy and maintain the original proofs
of claim in a secure area;
(h) provide an electronic interface for filing proofs of
claim;
(i) maintain the official claims register (the "Claims
Register") on behalf of the Clerk; upon the Clerk's
request, provide the Clerk with a certified, duplicate
unofficial Claims Register; and specify in the Claims
Register the following information for each claim
docketed: (i) the claim number assigned, (ii) the date
received, (iii) the name and address of the claimant and
agent, if applicable, who filed the claim, (iv) the
address for payment, if different from the notice address;
(v) the amount asserted, (vi) the asserted
classification(s) of the claim (e.g., secured, unsecured,
priority, etc.), and (vii) any disposition of the claim;
(j) implement necessary security measures to ensure the
completeness and integrity of the Claims Register and the
safekeeping of the original claims;
(k) record all transfers of claims and provide any notices of
such transfers as required by Bankruptcy Rule 3001(e);
(l) relocate, by messenger or overnight delivery, all of the
court-filed proofs of claim to the offices of Prime Clerk,
not less than weekly;
(m) monitor the Court's docket for all notices of appearance,
address changes, and claims-related pleadings and orders
filed and make necessary notations on and/or changes to
the claims register and any service or mailing lists,
including to identify and eliminate duplicative names and
addresses from such lists;
(n) identify and correct any incomplete or incorrect addresses
in any mailing or service lists;
(o) assist in the dissemination of information to the public
and respond to requests for administrative information
regarding this chapter 11 case as directed by the
Debtor or the Court, including through the use of a case
website and/or call center;
(p) monitor the Court's docket in this chapter 11 case and,
when filings are made in error or containing errors, alert
the filing party of such error and work with them
to correct any such error;
(q) comply with applicable federal, state, municipal, and
local statutes, ordinances, rules, regulations, orders,
and other requirements;
(r) if this chapter 11 case is converted to a case under
chapter 7 of the Bankruptcy Code, contact the Clerk's
office within three (3) days of notice to Prime Clerk of
entry of the order converting the case;
(s) 30 days prior to the close of this chapter 11 case, to the
extent practicable, request that the Debtor submit to the Court a
proposed order dismissing Prime Clerk as claims, noticing, and
solicitation agent and terminating its services in such capacity
upon completion of its duties and responsibilities and upon the
closing of this chapter 11 case;
(t) within seven days of notice to Prime Clerk of entry of an
order closing this chapter 11 case, provide to the Court the final
version of the Claims Register as of the date immediately before
the close of the case;
(u) at the close of this chapter 11 case, (i) box and transport
all original documents, in proper format, as provided by the
Clerk's office, to (A) the Federal Archives Record Administration,
located at 5780 Jonesboro Road, Morrow, Georgia 30260 or (B) any
other location requested by the Clerk's office; and (ii) docket a
completed SF-135 Form indicating the accession and location numbers
of the archived claims;
(v) assist the Debtor with plan-solicitation services including:
(i) balloting, (ii) distribution of applicable solicitation
materials, (iii) tabulation and calculation of votes, (iv)
determining with respect to each ballot cast, its timeliness and
its compliance with the Bankruptcy Code, Bankruptcy Rules, and
procedures ordered by the Court; (v) preparing an official ballot
certification and testifying, if necessary, in support of the
ballot tabulation results; and (vi) in connection with the
foregoing services, process requests for documents from parties in
interest, including, if applicable, brokerage firms, bank
back-offices and institutional holders;
(w) assist with the preparation of the Debtor's schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith;
(x) provide a confidential data room, if requested;
(y) manage and coordinate any distributions pursuant to a
chapter 11 plan; and
(z) provide such other processing, solicitation, balloting and
other administrative services described in the Engagement Agreement
that may be requested from time to time by the Debtor, the Court or
the Clerk's Office.
Prime Clerk will be paid at these hourly rates:
Director of Solicitation $210
Solicitation Consultant $190
COO and Executive VP No charge
Director $175 to $195
Consultant/Senior Consultant $65 to $165
Technology Consultant $35 to $95
Analyst $30 to $50
Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Benjamin J. Steele, vice president of Prime Clerk, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Prime Clerk can be reached at:
Benjamin J. Steele
PRIME CLERK LLC
830 3rd Avenue, 9th Floor
New York, NY 10022
Tel: (212) 257-5450
About Schletter Inc.
Schletter Inc. -- https://www.schletter.us -- is a manufacturer of
photovoltaic mounting systems made of aluminum and steel for
utility-scale, commercial, and residential PV applications. The
Company is part of the Schletter Group that manufactures mounting
systems for roofs, facades and open areas (solar farms) as well as
solar carports. With production facilities in Germany, the USA and
China as well as an international network of distribution and
service companies, the Schletter Group is active in all important
international markets.
Schletter Inc., based in Shelby, NC, filed a Chapter 11 petition
(Bankr. W.D.N.C. Case No. 18-40169) on April 24, 2018. The Hon.
Craig J. Whitley presides over the case. In the petition signed by
Russell Schmit, president and CEO, the Debtor estimated $10 million
to $50 million in both assets and liabilities.
The Debtor hired Hillary B. Crabtree, Esq., of Moore & Van Allen
PLLC, as counsel; and Prime Clerk LLC as claims and noticing agent.
SEADRILL LTD: Bank Debt Trades at 11.46% Off
--------------------------------------------
Participations in a syndicated loan under which Seadrill Ltd. is a
borrower traded in the secondary market at 88.54
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 1.55 percentage points from the
previous week. Seadrill Ltd. pays 300 basis points above LIBOR to
borrow under the $1.1 billion facility. The bank loan matures on
February 21, 2021. Moody's rates the loan 'Caa2' and Standard &
Poor's gave a 'CCC+' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, May 18.
SERTA SIMMONS: Bank Debt Trades at 12% Off
------------------------------------------
Participations in a syndicated loan under which Serta Simmons
Bedding LLC is a borrower traded in the secondary market at 88
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 1.68 percentage points from the
previous week. Serta Simmons pays 350 basis points above LIBOR to
borrow under the $1.95 billion facility. The bank loan matures on
November 8, 2023. Moody's rates the loan 'B2' and Standard & Poor's
gave a 'B-' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
May 18.
SILVERVIEW LLC: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Silverview, LLC as of May 23, according to a
court docket.
About Silverview LLC
Silverview, LLC is a privately-held company whose principal assets
are located at 1501 E. Gold Rush Road Bullhead City, Arizona. The
company previously sought bankruptcy protection (Bankr. D. Ariz.
Case No. 11-03325) on Feb. 9, 2011.
Silverview sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Ariz. Case No. 18-04471) on April 24, 2018.
In the petition signed by Robert C. Lewis, manager, the Debtor
disclosed that it had estimated assets of $1 million to $10 million
and liabilities of $1 million to $10 million.
Judge Daniel P. Collins presides over the case. The Debtor tapped
Engelman Berger, P.C. as its legal counsel.
SIRIUS XM: S&P Affirms 'BB' Corp. Credit Rating, Outlook Stable
---------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' corporate credit rating on
Sirius Radio XM Inc. The rating outlook is stable.
S&P said, "At the same time, we affirmed our 'BBB-' issue-level
rating on the company's secured first-lien debt and our 'BB'
issue-level rating on its unsecured debt. The recovery rating on
the revolving credit facility is '1', reflecting our expectation of
very high (90%-100%; rounded estimate: 95%) recovery in the event
of default. The recovery rating on the unsecured debt is '3',
reflecting our expectation of meaningful (50%-70%; rounded
estimate: 55%) recovery in the event of default."
Sirius continues to demonstrate the ability to expand its paying
subscriber base by maintaining a 75%-77% penetration rate in the
new car market and increasing its penetration in the used car
market to support future growth. Although the company depends on
U.S. auto sales and consumer discretionary spending for growth, its
subscription revenue model and ability to offer compelling content
leads us to believe it will continue generating significant and
relatively stable free cash flow of roughly $1.5 billion per year
over the next five years. Sirius' adjusted EBITDA margin continues
to expand toward 40% with little fluctuation, due to the favorable
operating dynamics mentioned above while maintaining a stable
monthly churn rate below 2%. These margins are higher and less
volatile relative to its terrestrial and streaming radio peers.
Advertising revenue contributes minimally to Sirius' operational
performance since the company sells advertising only on select
non-music channels. For these reasons, S&P has a more favorable
view of the company's business.
S&P Global Ratings' rating outlook on Sirius XM Radio Inc. is
stable. The outlook reflects S&P's view that the company's leverage
will not increase above 4x over the next one to two years. It also
reflects S&P's expectation that the company's subscriber base will
continue to grow over the same period, primarily from used car
conversions.
S&P said, "Although unlikely at this time, we could lower our
corporate credit rating on Sirius if we believed the company would
adopt more aggressive financial policies that would elevate its
leverage to more than 4x on a sustained basis due to debt-funded
acquisitions or shareholder returns. We could also lower the rating
if we believed competition from alternative entertainment platforms
were accelerating, which could result in flat or declining
subscriber growth. The company has a publicly stated leverage
target of 4x, which translates to roughly 3.7x when we include our
adjustments and compare it to the 3.5x leverage the company
reported at the end of 2017.
"We do not expect to raise the rating, given Liberty Media Corp.'s
majority ownership of Sirius and its aggressive financial policies.
We could upgrade Sirius one-notch to 'BB+' if it committed to a
financial policy that facilitated leverage of less than 3x on a
sustained basis while continuing its consistent subscriber and
EBITDA growth and good operating cash flow trends. However, we view
this as unlikely, given the company's publicly stated leverage
target of 4x, which translates to leverage of about 3.7x, based on
our calculation."
SKILLSOFT CORP: Bank Debt Trades at 17% Off
-------------------------------------------
Participations in a syndicated loan under which Skillsoft
Corporation is a borrower traded in the secondary market at 83
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.78 percentage points from the
previous week. Skillsoft Corporation pays 825 basis points above
LIBOR to borrow under the $185 million facility. The bank loan
matures on April 28, 2022. Moody's rates the loan 'Caa3' and
Standard & Poor's gave a 'CCC' rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, May 18.
SKYLINE HEALTHCARE: Black Hills Stabilizes Operations of Facilities
-------------------------------------------------------------------
On May 1, 2018, nineteen South Dakota healthcare facilities
formerly operated by Skyline Healthcare affiliates were placed in
receivership with Black Hills Receiver LLC in an effort to
stabilize their operations. Since then, Black Hills Receiver LLC
has provided operational expertise and critical administrative
support services to enable the employees of these facilities to
focus on delivering quality resident care. Working with the State
and the committed regional and facility leadership, Black Hills
Receiver's stabilization efforts have furthered the facilities'
goal of protecting the health and safety of residents as well as
provided immediate support needed to meet the payroll and benefits
needs of staff.
The primary goal for the Receiver and the employees is to remain
focused on the health, safety and well-being of the residents.
"Because the State and Black Hills Receiver acted swiftly, our
teams are now receiving substantial support from individuals with
many, many years of experience supporting nursing facilities and
robust administrative support processes. The State also helped to
ensure that the facilities gained access to needed working capital.
These efforts allowed us to avoid any interruption of service to
our food, medical supplies, utilities, or pharmacy services," said
Debbie Menzenberg, Regional Vice President of Black Hills
Healthcare. "We also gained access to a tremendous amount of
clinical consultant expertise. Black Hills Receiver has enhanced
the facilities' work through improved access to medical directors,
operational best practices, education, improved administrative
procedures and a team that is actively educating us and helping us
as we focus on meeting operational and clinical needs."
In addition to delivering operational support for the facilities,
employees are consistently receiving their paychecks on time.
Health Insurance benefits for employees has been secured and was
effective May 1, 2018.
"Everyone is operating in the best interest of the residents. Our
number one priority is protecting the residents and supporting the
facilities in their delivery of quality care," said Wanda Prince,
President of Black Hills Receiver LLC. "The caring employees have
made this delicate legal process seamless and I can't say enough
about how dedicated they have remained to their residents and each
other. I am thankful to work with so many professional clinicians
and caregivers in South Dakota and every day we see improvements."
As appropriate, Black Hills Receiver will provide additional
updates regarding the stabilization process.
SPECTRUM HEALTHCARE: Manchester Campus Placed in Receivership
-------------------------------------------------------------
Nancy Shaffer, the patient care ombudsman for Spectrum Health Care
LLC and affiliates, filed with the U.S. Bankruptcy Court for the
District of Connecticut a report regarding the quality of patient
care provided by Spectrum Healthcare Derby, LLC, Spectrum
Healthcare Hartford, and Spectrum Healthcare Manchester to their
residents.
Per the Court's April 9, 2018, approval of a wind down motion for
the Spectrum Derby, the administration of Spectrum Derby has
actively transferred residents to other area homes or to their
personal homes depending on their short term rehabilitation status.
The census on April 9, 2018 was 98 residents, and by end of day on
April 26, 2018, the census dropped to 49 residents. The PCO has
coordinated with other entities, including the Department of Public
Health and the Department of Social Services, Money Follows the
Person Program regarding the quick pace of the transfers.
Regional Ombudsman Dan Lerman has visited the home multiple times
per week and has participated in a variety of resident and family
informational meetings. He reiterates that each resident should
have ample opportunity to make an informed decision about where
they will move, including a possible transition to a community
setting.
The Ombudsman reports that the Veteran's Administration is also
involved in assisting those residents in their choice of a new
skilled nursing facility. The administrator reports that the census
at midnight on May 4, 2018, will be 42 (and one resident is
hospitalized). There are three discharges scheduled for May 7,
which will drop the census to 39.
The Ombudsman mentions that Spectrum Hartford -- Park Place has
been in receivership since the summer of 2017. Per the receiver,
Jonathan Nagel, a sale is expected to be finalized on May 11, 2018.
The Ombudsman reports that there have been minimal issues at this
home while in receivership status. The census currently is 122
residents out of a 150 licensed bed capacity.
The Ombudsman also mentions that the Spectrum home in Manchester,
Connecticut has recently been placed in receivership. Mr. Timothy
Coburn is the appointed receiver. The current census at Crestfield
remains stable at 81 residents out of 95 licensed beds and the
Fenwood rest home census is slightly increased from previous 29
residents in house to 33 out of 60 licensed beds.
The Ombudsman reports that as of May 7, 2018, there is an interim
administrator for Spectrum Manchester -- Ms. Kate Rockafeller.
Otherwise there are no other changes in administrative positions
and there are no open staff positions. Each section of the campus
continues to present clean and well-kept. There have not been any
complaints to the Ombudsman Program during this past reporting
period.
The Patient Care Ombudsman and the Regional Ombudsmen will continue
to monitor the quality of care and services provided to the
residents of this facility and will report any changes to the Court
throughout the bankruptcy reorganization.
A copy of the PCO report is available at
http://bankrupt.com/misc/ctb16-21635-767.pdf
About Spectrum Healthcare
Spectrum Healthcare LLC is a nursing home operator, owning six
nursing facilities have 716 beds and employing 725 people.
Spectrum Healthcare LLC and its affiliates previously filed Chapter
11 petitions (Bankr. D. Conn. Lead Case No. 12-22206) on Sept. 10,
2012.
Spectrum Healthcare, LLC, and its affiliates again sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn.
Case Nos. 16-21635 to 16-21639) on Oct. 6, 2016. The petitions
were signed by Sean Murphy, chief financial officer.
Spectrum Healthcare, LLC, disclosed $282,369 in assets and
estimated less than $1 million in liabilities. Affiliate Spectrum
Healthcare Derby disclosed $2,068,467 in assets and estimated less
than $10 million in debt.
The Debtors are represented by Elizabeth J. Austin, Esq., Irve J.
Goldman, Esq., and Jessica Grossarth, Esq., at Pullman & Comley,
LLC. Blum, Shapiro & Co., P.C., serves as their accountant and
financial advisor.
William K. Harrington, the U.S. Trustee for the District of
Connecticut, appointed Nancy Shaffer, M.A., a member of the
Connecticut Long Term Care Ombudsman's Office, as the Patient Care
Ombudsman for the Debtors.
STEWART DUDLEY: Magnify Trustee Selling Condo Unit 2227 for $216K
-----------------------------------------------------------------
Jeffery J. Hartley, Chapter 11 Trustee for Magnify Industries, LLC,
asks the U.S. Bankruptcy Court for the Northern District of Alabama
to authorize the sale of the condominium unit 2227 located at
Emerald Beach Resort in Panama City Beach, Florida to Janardhan
Sarsam $215,500.
At the hearing on May 22, 2017, the Court directed that all
prospective sales of condominium units currently titled in the name
of Magnify Industries, LLC, should be presented to the Court for
consideration and approval on an expedited basis. The Trustee has
received the offer to purchase Condo Unit for a gross sales price
of $215,500. This is the same sales price recently approved for a
similar one-bedroom, two-bath unit.
The anticipated net proceeds are $199,354. The potential buyer of
the Unit wishes to close as a tax free and subject to obtaining
conventional financing within the next 30 days. The sale of the
Unit would reduce the expenses and carrying costs. The proposed
prices represent an amount of $231 per square foot.
A copy of the APA attached to the Motion is available for free at:
http://bankrupt.com/misc/Stewart_Dudley_878_Sales.pdf
Magnify, the current recorded title owner of the Unit, should be
ordered and directed to promptly execute all necessary documents to
effectuate the sale of the Unit. The net cash after paying the
amounts required for closing will be placed in the escrow account
at Engel, Hairston & Johanson, P.C. pending further order of the
Court.
The Trustee asks a telephonic hearing on the Motion as soon as
practicable.
The Purchaser:
Janardhan Sarsam
6526 S Killamey Ct.
Aurora, CO 80016
About Stewart Ray Dudley
Stewart Ray Dudley filed a Chapter 11 petition (Bankr. N.D. Ala.
Case No. 16-01842) on May 5, 2016, and is represented by R. Scott
Williams, Esq. from Rumberger, Kirk & Caldwell, P.C.
In January 2017, Buffalo Rock Company and James C. Lee, III,
creditors of Stewart Ray Dudley, filed a motion for order directing
the appointment of Peter W. Colmer as Chapter 11 Trustee for the
Debtor's bankruptcy estate. They claimed that continuously acting
against the best interest of his estate, the Debtor caused numerous
assets to be transferred to Magnify Industries, LLC, including an
automobile collection previously valued at over $5,500,000; 100% of
his interest of an updated warehouse and event space commonly
referred to as Old Car Heaven previously valued at over $1,534,000;
and 17 beach front condominiums.
Buffalo Rock is represented by Burr & Forman LLP. James C. Lee,
III, is represented by Bradley Arant Boult Cummings LLP.
The Court appointed Jeffery J. Hartley as Chapter 11 trustee on
Feb. 24, 2017.
The Trustee:
Mr. Jeffery Hartley
P.O. Box 2767
Mobile, AL 36652
E-mail: jjh@helmsinglaw.com
The Trustee is represented by:
Ogden S. Deaton, Esq.
GRAHAM & CO.
110 Office Park Drive
Suite 200
Birmingham, AL 35223
E-mail: ogdend@grahamcompany.com
STORE IT REIT: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Store It REIT, Inc., as of May 24, 2018.
About Store It REIT
Store It REIT, Inc., fka Evergreen Realty REIT, Inc., and fka
American Spectrum REIT I, Inc. is a privately held company in
Ketchum, Idaho engaged in activities related to real estate. The
Company has 98.64% equity interest in Evergreen REIT, LP.
Evergreen REIT, LP, is a real estate investment trust owning
interest in entities that own tenant in common, limited
partnership, and/or general partnership interest in three
self-storage facilities.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Tex. Case No. 18-32179) on April 27, 2018, listing $13.18 million
in total assets and $127,143 in total liabilities. The petition
was signed by William J. Carden, president and director.
Judge Marvin Isgur presides over the case.
Deirdre Carey Brown, Esq., at Hoover Slovacek LLP, serves as the
Debtor's bankruptcy counsel.
SUNSHINE DAIRY: Seeks Access to $6.5-Mil Cash Collateral
--------------------------------------------------------
Sunshine Dairy Foods Management, LLC, and Karamanos Holdings, Inc.,
ask the United States Bankruptcy Court for the District of Oregon
for authority to use cash collateral limited to the cumulative
amounts and uses as set forth in the Budget.
In order to formulate a plan of reorganization, the Debtors propose
to use cash collateral of $6,465,274 over the period commencing May
9, 2018 through June 22, 2018. To preserve the value of their
business as a going concern, the Debtors require the use of the
accounts receivable and cash generated from Debtors' business to
pay reasonable and necessary payments related to the their business
including, but not limited to, raw material suppliers, ingredient
suppliers, re-sale item suppliers, employee payroll with benefits,
utilities, leases, transportation costs, and packaging costs.
The Debtor believes that Lien Creditors: Citibank, N.A. and First
Business Capital Corp., may claim a lien in the cash collateral
based upon the security interest. First Business Capital is owed
$9,027,482 secured with substantially all assets of the Debtors.
As security for and an inducement to said parties to permit use of
Cash Collateral, Debtors propose to grant to each of them the
following protection:
(a) A replacement lien on all of the post-petition property of
the same nature and kind in which each of them has a pre-petition
line or security interest. The replacement liens will have the same
relative priority vis-a-vis one another as existed on the petition
date with respect to the original liens.
(b) The Debtors will timely perform and complete all actions
necessary and appropriate to protect Lien Creditors' collateral
against diminution in value.
(c) Subject to the Debtors' sole discretion, or if
subsequently ordered by the Court after notice and hearing, to
commence making monthly payments of interest only, calculated at
the then applicable non-default rates, to each Lien Creditor,
beginning not later than the date that is 90 days after entry of
the Order for Relief, based on the value of each respective Lien
Creditor's interest in their respective collateral.
The Debtors believe that the Lien Creditors enjoy a sufficient
equity cushion to supply adequate protection for their interests.
First Business Capital, based solely on its real estate collateral,
enjoys an equity cushion of 40% which is likely understated in
light of the additional collateral pledged. Therefore, First
Business Capital is adequately protected. Based on the Debtors'
records, the other Lien Creditor, Citibank, does not appear to have
an outstanding claim.
A full-text copy of the Debtor's Motion is available at
http://bankrupt.com/misc/orb18-31644-13.pdf
About Sunshine Dairy Foods
Sunshine Dairy Foods is family-owned dairy processor serving local
food service customers, local food manufacturer partners, local
retailers and co-pack customers in the Pacific Northwest. All
Sunshine milk products are packaged in recyclable opaque white jugs
and paper cartons to protect the milk from light and prevent
oxidation. Sunshine's largest vendor is its milk supplier, Oregon
Milk Marketing Federation. OMMF members are almost universally
family farmers who manage small to mid-sized farms in the
Willamette Valley, Oregon and Yakima Valley and Chehalis,
Washington.
Sunshine Dairy Foods Management, LLC, and Karamanos Holdings, Inc.
concurrently filed voluntary petitions seeking relief under Chapter
11 of the Bankruptcy Code (Bankr. D. Or. Case No. 18-31644 and
Bankr. D. Or. Case No. 18-31646, respectively) on May 9, 2018. The
petitions were signed by Norman Davidson III, president of
Karamanos Holdings, Inc., managing member.
Nicholas J. Henderson, Esq. at Motschenbacher & Blattner, LLP and
Douglas R. Ricks, Esq. at Vanden Bos & Chapman, LLP, serve as the
Debtors' counsel; and Daniel J. Boverman and Boverman & Associates,
LLC as business and turnaround consultants.
At the time of filing, Sunshine Dairy Foods estimated $1 million to
$10 million in assets and $10 million to $50 million in
liabilities.
SYNCREON GROUP: Bank Debt Trades at 6.56% Off
---------------------------------------------
Participations in a syndicated loan under which Syncreon Group BV
is a borrower traded in the secondary market at 93.44
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 1.47 percentage points from the
previous week. Syncreon Group pays 425 basis points above LIBOR to
borrow under the $525 million facility. The bank loan matures on
October 28, 2020. Moody's rates the loan 'Caa2' and Standard &
Poor's gave a 'CCC+' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, May 18.
TAG MOBILE: Committee Taps Nicoud Law as Legal Counsel
------------------------------------------------------
The official committee of unsecured creditors of TAG Mobile, LLC,
seeks approval from the U.S. Bankruptcy Court for the Northern
District of Texas to hire Nicoud Law as its legal counsel.
The firm will advise the committee regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.
The firm's hourly rates range from $100 to $400.
Robert Nicoud, Jr., Esq., principal of Nicoud Law, disclosed in a
court filing that his firm does not represent any interest adverse
to the interest of the committee.
Nicoud Law can be reached through:
Robert M. Nicoud, Jr., Esq.
Nicoud Law
10440 N. Central Expressway, Suite 800
Dallas, TX 75231
Phone: (214) 540-7542
Fax: (214) 265-6501
Email: rmnicoud@dallas-law.com
About TAG Mobile
Founded in 2010, Tag Mobile, LLC's line of business includes
providing two-way radiotelephone communication services such as
cellular telephone services.
On Feb. 2, 2018, the U.S. Bankruptcy Court for the Northern
District of Texas issued an order converting Tag Mobile's case from
Chapter 7 to Chapter 11 (Bankr. N.D. Tex. Case No. 17-33791).
Judge Stacey G. Jernigan presides over the case.
The Debtor hired Eric A. Liepins, P.C. as its bankruptcy counsel,
and The Gibson Law Group as its special counsel.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on April 11, 2018.
TATONKA ACQUISITIONS: Taps Movoto Inc. as Realtor
-------------------------------------------------
Tatonka Acquisitions, Inc., seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire a realtor.
The Debtor proposes to employ Movoto Inc. in connection with the
sale of its real property located at 7856 Camino Huerta in San
Diego, California.
Emad Halaby, a realtor employed with Movoto who will be providing
the services, will receive a commission of 5% in the event of a
sale of the property.
Mr. Halaby disclosed in a court filing that he and his firm do not
hold any interest adverse to the Debtor.
Movoto can be reached through:
Emad Halaby
Movoto Inc.
1900 S. Norfolk Street
San Mateo, CA 94403
Phone: 818-491-4500 / 877-277-3448
About Tatonka Acquisitions Inc.
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, Inc., based in Woodland Hills, California,
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.
TEMPEST GROUP: CTIC Files Joinder to FBA's Plan Outline Objections
------------------------------------------------------------------
Chicago Title Insurance Company joins in and incorporates by
reference the objections of FB Acquisition Property XVII, LLC to
Tempest Group, LLC's disclosure statement to accompany plan of
reorganization dated March 19, 2018 based upon the disclosures'
lack of adequate information.
The Troubled Company Reporter previously reported that under the
plan, the Debtor intends to retain its property and continue the
operation of the real estate rental business. The modification of
secured claims will create a positive cash flow and provide an
increase in cash flow into the business. This increased cash flow
will make the Plan feasible and ensure the viability of the Plan of
Reorganization. The Debtor has made adequate protection payments
during the administration of the case.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/pawb16-24204-102.pdf
Counsel for Chicago Title Insurance Company:
Gregory C. Michaels, Esq.
DICKIE, McCAMEY & CHILCOTE, P.C.
Two PPG Place, Suite 400
Pittsburgh, PA 15222-5402
Tel: 412-392-5355
Fax: 412-392-5367
Email: gmichaels@dmclaw.com
About Tempest Group
Tempest Group, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 16-24204) on November 10,
2016. The petition was signed by Joann Jenkins, manager.
At the time of the filing, the Debtor estimated assets and
liabilities of less than $1 million.
An official committee of unsecured creditors has not yet been
appointed.
TEMPEST GROUP: FBA Seeks Rejection of Proposed Plan Outline
-----------------------------------------------------------
FB Acquisition Property XVII, LLC objects to Tempest Group, LLC's
disclosure statement accompanying a plan dated March 19, 2018.
FB Acquisition complains that the Debtor's statement regarding the
events that caused the bankruptcy filing are summary, at best, and
fail to describe the factual circumstances surrounding Debtor's
decision to file for relief under Chapter 11, including,
specifically who the manager was, how the manager was able to
divert money, who should have been monitoring the activity of the
manager, and what steps were taken by the Debtor to recover
diverted funds.
The Disclosure Statement also lacks adequate information regarding
how it intends to fund the proposed Chapter 11 Plan, other than
attaching an Exhibit showing projected earnings for the first 12
months of the proposed Plan. This information is wholly inadequate
for two reasons. First, Debtor fails to provide any explanation as
to how the projected earnings are calculated, or on what basis the
earnings have been projected other than to state that the Debtor
intends to retain its property (at 100% occupancy) and continue the
operation of the real estate rental business. Second, Debtor's
projections are for a mere 12 months of a 120 month Plan based on
100% occupancy. FB Acquisition cannot "make an informed judgment
about the plan," when it is only provided with a fraction of the
information necessary to do so.
The Disclosure Statement is also inadequate because it fails to
provide information regarding the person or entity that will be
managing Debtor during the pendency of the Plan ("the Manager"). FB
Acquisition cannot make an informed decision about the Manager's
ability to successfully run Debtor's business when the Disclosure
Statement is silent about the Manager's qualifications and the
relationship of the Manager to the Debtor.
In addition, the 12-month projections assume that the Debtor will
be 100% successful in reducing the secured claims of each of its
secured creditors to what it states is the value of each item of
collateral, despite the fact that the Plan provides for the amount
of each secured claim to be determined by adversary action.
A full-text copy of the FB Acquisition's Objection is available at:
http://bankrupt.com/misc/pawb16-24204-108.pdf
The Troubled Company Reporter previously reported that under the
plan, the Debtor intends to retain its property and continue the
operation of the real estate rental business. The modification of
secured claims will create a positive cash flow and provide an
increase in cash flow into the business. This increased cash flow
will make the Plan feasible and ensure the viability of the Plan of
Reorganization. The Debtor has made adequate protection payments
during the administration of the case.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/pawb16-24204-102.pdf
Attorney for Creditor FB Acquisition Property XVII, LLC:
Richard J. Thomas
HENDERSON, COVINGTON, MESSENGER, NEWMAN & THOMAS CO., L.P.A.
PA ID #0043594
6 Federal Plaza Central, Suite 1300
Youngstown, Ohio 44503
Telephone: (330) 744-1148
Facsimile: (330) 744-3 807
rthomas@hendersoncovington.com
About Tempest Group
Tempest Group, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 16-24204) on November 10,
2016. The petition was signed by Joann Jenkins, manager.
At the time of the filing, the Debtor estimated assets and
liabilities of less than $1 million.
An official committee of unsecured creditors has not yet been
appointed.
THOMPSON REST: Court Approves First Amended Disclosure Statement
----------------------------------------------------------------
Bankruptcy Judge Elizabeth S. Stong entered an order approving
Thompson Rest., Inc. and Kem Rest., Inc.'s first amended disclosure
statement, dated April 23, 2018, referring to a joint small
business chapter 11 plan also dated April 23, 2018.
A hearing to consider an extension of the Debtor's time to confirm
the plan was held in the Courtroom of the Honorable Elizabeth S.
Stong, United States Bankruptcy Judge, Eastern District of New
York, at the Conrad B. Duberstein U.S. Courthouse located at 271-C
Cadman Plaza East, Brooklyn, New York 11201, on May 7, 2018 at 9:30
a.m.
The First Amended Plan modifies the treatment of general unsecured
claims against Kem. Under the First Amended Plan, Kem general
unsecured creditors will receive a distribution of 100% of their
allowed claims, payable in eight bi-annual payments, over a period
of four years, plus interest at the rate of 1.21%. The estimated
bi-annual distribution to creditor class is $4,319.94.
A full-text copy of the First Amended Disclosure Statement is
available at:
http://bankrupt.com/misc/nyeb17-43157-46.pdf
Kem Rest, Inc. and Thompson Rest, Inc. filed for Chapter 11
bankruptcy protection (Bankr. E.D.N.Y. Case Nos. 17-43156-57) on
June 16, 2017, and are represented by Lawrence Morrison, Esq., of
Morrison, Tennenbaum PLLC. Kemp and Thompson are engaged in the
business of operating and managing two sit down Italian
restaurants, both under the trade name Don Giovanni Ristorante, and
located at 214 10th Avenue, New York, NY 10011 (Kem) and 358 West
44th Street, New York, NY 10036 (Thompson).
TOYS R US: Bank Debt Trades at 18.33% Off
-----------------------------------------
Participations in a syndicated loan under which Toys R Us Inc. is a
borrower traded in the secondary market at 81.67
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 1.41 percentage points from the
previous week. Toys R Us pays 500 basis points above LIBOR to
borrow under the $985 million facility. The bank loan matures on
August 21, 2019. Moody's withdraw the rating of the loan and
Standard & Poor's gave no rating to the loan. The loan is one of
the biggest gainers and losers among 247 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday, May 18.
TOYS R US: U.S. Trustee Forms 5-Member Panel for Propco I Debtors
-----------------------------------------------------------------
The U.S. Trustee for Region 1 on May 23 appointed five creditors to
serve on the official committee of unsecured creditors in the
Chapter 11 cases of Toys "R" Us Property Company I, LLC and its
affiliates ("Propco I Debtors").
The committee members are:
(1) Cantor Fitzgerald Securities
Attn: Jon Stapleton
110 East 59th Street
New York, NY 10022
(2) DDR Corp.
Attn: Eric C. Cotton
3300 Enterprise Parkway
Beachwood, Ohio 44122
(3) Empyrean Investments, LLC
Attn: F. Martin Meekins
10250 Constellation Blvd., Suite 2930
Los Angeles, CA 90067
(4) GGP Limited Partnership
Attn: Julie M. Bowden
350 N. Orleans St., Suite 300
Chicago, IL 60654-1607
(5) Glendon Capital Management, LP
Attn: Chris Delaney
1620 26th Street, Suite 2000N
Santa Monica, CA 90404
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Toys R Us Property Company I
Toys "R" Us Property Company I, LLC and its subsidiaries own fee
and leasehold interests in more than 300 properties in the United
States. The Debtors lease the properties on a triple-net basis
under a master lease to Toys-Delaware, the operating entity for all
of TRU's North American businesses, which operates the majority of
the properties as Toys "R" Us stores, Babies "R" Us stores or
side-by-side stores, or subleases them to alternative retailers.
Toys "R" Us Property was founded in 2005 and is headquartered in
Wayne, New Jersey. Toys 'R' Us Property operates as a subsidiary
of Toys "R" Us Inc. On Sept. 18, 2017 Toys "R" Us, Inc. and
certain of its affiliates filed voluntary petitions for relief
under the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665). The newly-filed Debtors request procedural
consolidation and joint administration of their Chapter 11 cases,
separate from the Toys "R" Us Debtors' Chapter 11 cases.
Toys "R" Us Property and its five affiliates Wayne Real Estate
Holding Company LLC, MAP Real Estate LLC, TRU 2005 RE I LLC, TRU
2005 RE II Trust, and Wayne Real Estate Company LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va.
Lead Case No. 18-31429) on March 20, 2018.
In the petitions signed by James Young, authorized representative,
the Debtors disclosed that they had estimated assets of $500
million to $1 billion and liabilities of $500 million to $1
billion.
Judge Keith L. Phillips presides over the cases.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as their legal counsel; and Kutak Rock LLP as
co-counsel. Alvarez & Marsal is serving as restructuring advisor
and Lazard is serving as financial advisor. Prime Clerk LLC is the
claims and noticing agent.
Grant Thornton is the monitor appointed in the CCAA case.
Judy A. Robbins, U.S. Trustee for Region 4, on Sept. 26 appointed
nine creditors to serve on the official committee of unsecured
creditors in the Chapter 11 cases of Toys "R" Us, Inc., and its
affiliates. The Committee tapped Kramer Levin Naftalis & Frankel
LLP as its legal counsel, Wolcott Rivers, P.C. as its local
counsel, FTI Consulting, Inc. as its financial advisor, and Moelis
& Company LLC as investment banker.
TREATMENT CENTER: Seeks to Hire Furr and Cohen as Attorney
----------------------------------------------------------
The Treatment Center of The Palm Beaches, LLC, seeks authority from
the U.S. Bankruptcy Court for the Southern District of Florida to
employ Furr and Cohen, P.A., as attorney to the Debtor.
Treatment Center requires Furr and Cohen to:
a. give advice to the Debtor with respect to its powers and
duties as a debtor-in-possession and the continued
management of its business operations;
b. advise the Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
c. prepare motions, pleadings, orders, applications and other
legal documents necessary in the administration of the
cases;
d. protect the interest of the Debtor in all matters pending
before the court; and
e. represent the Debtor in negotiation with creditors in the
preparation of a plan.
Furr and Cohen will be paid at these hourly rates:
Attorneys $350 to $650
Paralegals $150
Furr and Cohen received a retainer in the amount of $75,000.
Prepetition, the Debtor paid attorney's fees of $49,115, $1,717
filing fee, leaving a retainer of $25,885.
Furr and Cohen will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert C. Furr, a partner at Furr and Cohen, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Furr and Cohen can be reached at:
Robert C. Furr, Esq.
FURR AND COHEN, P.A.
One Boca Place, Suite 337W
Boca Raton, FL 33431
Tel: (561) 395-0500
About The Treatment Center of
The Palm Beaches, LLC
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.
TREATMENT CENTER: U.S. Trustee Can Appoint PCO
----------------------------------------------
The Hon. Erik P. Kimball of the U.S. Bankruptcy Court for the
Southern District of Florida directed the U.S. Trustee appoint a
patient care ombudsman in the case of The Treatment Center of the
Palm Beaches, LLC or file a motion showing that such appointment is
not necessary for the protection of patients.
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.
TRIPLE POINT: S&P Raises CCR to 'CCC' Amid Debt Exchange
--------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on Westport,
Conn.-based Triple Point Group Holdings Inc. to 'CCC' from 'SD'.
The outlook is negative.
At the same time, S&P raised its issue-level rating on the
company's second-lien term loan due 2021, which has $115 million
outstanding, to 'CC' from 'D'.
The rating actions follow Triple Point's debt reduction via a
distressed exchange transaction, whereby the company's parent,
Helios Software Holdings Inc., purchased $10 million of its
then-outstanding $125 million second-lien term loan due 2021 at a
value below par.
S&P said, "Our 'CCC' rating reflects Triple Point's weak liquidity
caused by declining revenue from customer attrition in its
maintenance segment without enough subscription revenue growth to
offset it, as well as a depressed EBITDA margin. Triple Point has
not been able to generate consistent positive free cash flow during
the past two fiscal years, pressuring the company's liquidity
position and heightening the risk of default. We expect free cash
flow to remain in the $0 to $3 million range for 2018, including
working capital seasonality weighted toward the fourth quarter. Our
base case does not assume the company's ability to extend its
revolving credit facility due this July.
"The negative outlook reflects our expectation that absent any
external liquidity support, including the renewal of its July 2018
revolver, uncertainty over revenue stabilization, and working
capital seasonality will result in liquidity concerns and increase
the risk of default over the coming year.
"We could lower the rating over the next 12 months if we expect
that sustained weak revenue performance and negative free cash flow
will result in insufficient liquidity to service its debt
obligations, potentially leading to another distressed exchange, or
if the company engages in a debt restructuring plan. We could also
lower the rating if the company fails to extend its revolving
credit facility currently due to mature in July 2018.
"We could raise the rating over the next 12 months if the company
is able to mitigate client attrition, stabilize revenue, and
maintain positive free cash flow such that we view liquidity as
sufficient to service the company's debt obligations, and obtain an
extension on its revolving credit facility."
ULTRA PETROLEUM: Bank Debt Trades at 8.19% Off
----------------------------------------------
Participations in a syndicated loan under which Ultra Petroleum
Corporation is a borrower traded in the secondary market at 91.81
cents-on-the-dollar during the week ended Friday, May 18, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 2.72 percentage points from the
previous week. Ultra Petroleum pays 300 basis points above LIBOR to
borrow under the $800 million facility. The bank loan matures on
April 12, 2024. Moody's rates the loan 'Ba2' and Standard & Poor's
gave a 'BB' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
May 18.
VICTORY ENTERTAINMENT: Case Summary & 8 Unsecured Creditors
-----------------------------------------------------------
Debtor: Victory Entertainment Inc.
dba VIP Showgirls
12147 Victory Blvd
North Hollywood, CA 91606
Business Description: Victory Entertainment Inc. dba VIP
Showgirls is an adult entertainment club in
North Hollywood, California. VIP Showgirls
offers some of the hottest girls in Los
Angeles, multiple stages, VIP booths, free
parking, and private birthday and bachelor
party rooms.
Chapter 11 Petition Date: May 25, 2018
Court: United States Bankruptcy Court
Central District of California (San Fernando Valley)
Case No.: 18-11342
Judge: Hon. Victoria S. Kaufman
Debtor's Counsel: George J. Paukert, Esq.
LAW OFFICES OF GEORGE J. PAUKERT
44376 Hazel Canyon Lane
Palm Desert, CA
Palm Desert, CA, CA 92260
Tel: 310-850-0231
Fax: 442-282-8319
Email: paukburt@aol.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Arshavir Khachikian, president.
A copy of the Debtor's list of eight unsecured creditors is
available for free at:
http://bankrupt.com/misc/cacb18-11342_creditors.pdf
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/cacb18-11342.pdf
VIDEOLOGY: Seeks Authorization to Use Cash Collateral
-----------------------------------------------------
Videology, Inc. and its affiliated-debtors seek authorization from
the U.S. Bankruptcy Court for the District of Delaware to use cash
collateral and cash flow from their operations to fund their
operating needs in order to continue to operate their business
while working toward a successful sale transaction.
Each of the Debtors (other than Videology UK) is a Borrower under
that certain Loan and Security Agreement (the U.S. Loan Facility)
with financial institutions party thereto from time to time as
lenders (U.S. Lenders), Fast Pay Partners LLC as agent for the U.S.
Lenders, and Tennenbaum Capital Partners LLC as documentation agent
and as the Investment Manager for the U.S. Lenders. Videology UK is
a guarantor of the U.S. Loan Facility.
The U.S. Loan Facility provides for revolving credit commitments
from the U.S. Lenders, including swingline commitments, in an
aggregate principal amount of up to $40 million, which is secured
by all or substantially all of the Debtors' assets. The U.S. Loan
Facility matures in January 2020.
Based upon the information from the U.S. Agent, as of the Petition
Date, the Revolver have been repaid in their entirety. Although
there are no Revolver Loans outstanding, the U.S. Loan Facility has
not, however, been terminated.
Each of the Debtors is also a Borrower under that certain Loan and
Security Agreement (the U.K. Loan Facility) with financial
institutions party thereto from time to time as lenders (U.S.
Lenders), FPP Sandbox LLC as agent for the U.K. Lenders, and
Tennenbaum Capital Partners LLC as documentation agent and as the
Investment Manager for the U.K. Lenders. Videology UK is also a
guarantor of the U.K. Loan Facility.
The U.K Loan Facility is also an asset-based revolving credit
facility, issued in conjunction with the U.S loan facility that
extends credit to the Borrowers based on Eligible Accounts owing to
Videology UK, rather than the accounts owing to the Borrowers
(which are covered by the U.S Loan Facility). The aggregate amount
of revolver commitments under the U.K Loan Facility also includes
$20,000,000 with respect to an Eligible Overadvance Amount, in
addition to the revolving commitments under the same $40,000,000
committed under the U.S Loan Facility. The U.K. Loan Facility is
secured by the same collateral as that of the U.S. Loan Facility.
While the principal balance of all Revolver Loans under the U.S.
Loan Facility has been paid down in full, there remain amounts due
under the U.K. Loan Facility. As of May 10, 2018, the aggregate
principal outstanding in connection with the U.K. Loan Facility is
alleged by the U.K. Agent to total $11,265,532 which includes
$7,963,249 on account of the Eligible Overadvance Amount.
Videology UK, as Seller, is also a party to that certain Financing
Agreement with FastPay Roundabout Limited, as Purchase, which is a
factoring agreement with maximum commitments not to exceed $3
million. The FastPay Factor ceased factoring anymore Accounts and
has since been repaid the entirety of the amounts of all Advances.
Although there is nothing remaining due thereunder, the EMEA
Factored Facility has not however, been terminated.
The Agents and the Lenders have liens on and security interests in,
all or substantially all of the Debtors' assets. Though there is
currently nothing due on account of the U.S. Loan Facility and the
EMEA Facility, the Debtors note that neither has been terminated
and the U.S. Agent will undoubtedly seek payment of the End of Term
Premium set forth in the U.S. Loan Facility.
As of the Petition Date, only the U.K. Loan Facility has a
principal balance due, which totals approximately $11,265,532. In
view of the substantial value of the existing collateral (value of
nearly $44.5 million), the Debtors believe that the Agents and the
Lenders are significantly oversecured by an equity cushion of
nearly 300% (even without accounting for the other valuable assets
that comprise the Existing Collateral). The Debtors assert that the
equity cushion is, in and of itself, sufficient to adequately
protect the Agents and the Lenders.
Nevertheless, the Debtors are prepared to offer the following
additional adequate protection to the Agents and the Lenders as a
condition to the Debtors' use of cash collateral:
(a) A replacement security interest and liens in the assets of
the Debtors to the same extent and priority granted to the Agents
and the Lenders pursuant to the same terms as the Non-Factored Loan
Facilities.
(b) The Debtors will deliver a weekly variance report for the
Budget.
(c) The Debtors will maintain their bank accounts in their
pre-petition date accounts, although the Prepetition Secured
Parties will be prohibited from exercising any further control over
the Debtors' accounts receivables or bank accounts in the absence
of an Order of the Court. The Debtor will limit their disbursements
during the initial cash collateral period in accordance with the
Budget.
A full-text copy of the Debtors' Motion is available at
http://bankrupt.com/misc/deb18-11120-13.pdf
About Videology
Videology, Inc. -- http://www.videologygroup.com/-- is a software
provider for converged TV and video advertising.
Videology, Inc., is a privately-held, venture-backed company, whose
investors include Catalyst Investors, Comcast Ventures, NEA,
Pinnacle Ventures, and Valhalla Partners. Videology is
headquartered in New York, with key offices in Baltimore, Austin,
Toronto, London, Paris, Madrid, Singapore, Sydney, Tokyo and sales
teams across North America.
The company was founded in 2007 by Scott Ferber to solve the
industry's marketing challenges in a world where video viewership
was fragmenting across screens.
Videology, Inc., f/k/a TidalTV, Inc., d/b/a Videology Group and its
affiliates filed a Chapter 11 petition (Bankr. D. Del. Lead Case
No. 18-11120) on May 10, 2018. In the petitions signed by CEO
Scott A. Ferber, the Debtor estimated $10 million to $50 million in
assets and $100 million to $500 million in liabilities.
The case is assigned to Judge Brendan Linehan Shannon.
The Debtor is represented by Cole Schotz P.C. as bankruptcy
counsel; Hogan Lovells US LLP and Hogan Lovells International L.
Advisor LP as its special corporate counsel; Berkeley Research
Group, as its financial advisor, and Omni Management Group as the
Debtors' claims & noticing agent.
Affiliates that concurrently filed voluntary petitions seeking
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Collider Media, Inc. 18-11121
Videology Media Technologies, LLC 18-11122
LucidMedia Networks, Inc. 18-11123
Videology Ltd. 18-11124
WELLNESS ANALYSIS: Case Summary & 15 Unsecured Creditors
--------------------------------------------------------
Debtor: Wellness Analysis, LLC
P.O. Box 814829
Farmers Branch, TX 75381
Business Description: Wellness Analysis LLC operates a clinical
medical laboratory in Farmer Branch, Texas.
The Laboratory conducts tests on clinical
specimens to get specific information about
the health of a patient to help in
diagnosing, treating and preventing
diseases.
Chapter 11 Petition Date: May 24, 2018
Court: United States Bankruptcy Court
Eastern District of Texas (Sherman)
Case No.: 18-41066
Debtor's Counsel: Eric A. Liepins, Esq.
ERIC A. LIEPINS
12770 Coit Road, Suite 1100
Dallas, TX 75251
Tel: (972) 991-5591
Email: eric@ealpc.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Mustopha Oulad Chikh, sole member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 15 unsecured creditors is available for free
at:
http://bankrupt.com/misc/txeb18-41066.pdf
WEST POINT MARKET: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: West Point Market of Akron, LLC
33 Shiawassee Ave.
Akron, OH 44333
Business Description: West Point Market of Akron, LLC is
a specialty family-owned supermarket
in Akron, Ohio. West Point Market was
founded in 1936 and is owned by Richard
Vernon.
Chapter 11 Petition Date: May 24, 2018
Court: United States Bankruptcy Court
Northern District of Ohio (Akron)
Case No.: 18-51253
Judge: Hon. Alan M. Koschik
Debtor's Counsel: Julie K. Zurn, Esq.
ZURN LAW, LLC
PO Box 411
Bath, OH 44210
Tel: 216-626-5854
Email: jkz@zurnlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Richard Vernon, member.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/ohnb18-51253_creditors.pdf
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/ohnb18-51253.pdf
WESTERN HOST: Taps De La Rosa Stella as Accountant
--------------------------------------------------
Western Host Associates, Inc., seeks approval from the U.S.
Bankruptcy Court for the District of Puerto Rico to hire De La Rosa
Stella LLC as its accountant.
The firm will review the financial situation of the Debtor and
current circumstances to develop a reorganization strategy; assist
in the formulation of a plan of reorganization; prepare cash flow
projections of the Debtor under the proposed plan; review monthly
and quarterly operation reports; assist the Debtor's legal counsel;
and provide other accounting services.
The firm will charge these hourly rates:
Marie Olga De La Rosa Stella $200
Certified Public Accountant $150
MBA in Accounting or Taxes $125
Senior Accountant $75
Technical Support $75
Marie Olga De La Rosa, president of De La Rosa Stella LLC,
disclosed in a court filing that she is a "disinterested person" as
defined in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Marie Olga De La Rosa
De La Rosa Stella LLC
P.O. Box 625
Caguas, PR 00726
Tel: 939-262-3367
Fax: 787-453-5365
Email: delarosacpa@gmail.com
Email: delarosacpallc@gmail.com
About Western Host Associates Inc.
Western Host Associates, Inc., owns a four-story commercial hotel
building located at 202 San Jose Street, Old San Juan, Puerto Rico.
The hotel is currently non-operational and is valued by the
company at $1.35 million. The company previously sought bankruptcy
protection on Nov. 14, 2012 (Bankr. D.P.R. Case No. 12-09093) and
on May 19, 2011 (Bankr. D.P.R. Case No. 11-04152).
Western Host Associates sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 18-02696) on May 15, 2018.
In the petition signed by Luis Alvarez, president, the Debtor
disclosed $1.36 million in assets and $4.82 million in liabilities.
Judge Brian K. Tester presides over the case.
WESTERN HOST: Taps Gratacos Law Firm as Legal Counsel
-----------------------------------------------------
Western Host Associates Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Puerto Rico to hire Gratacos
Law Firm, PSC as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; negotiate with creditors to prepare a plan of
reorganization or arrange an orderly liquidation of its assets; and
provide other legal services related to its Chapter 11 case.
Gratacos received $1,283 as payment for attorney's fees and $1,717
for the filing fees.
Victor Gratacos Diaz, Esq., at Gratacos, disclosed in a court
filing that his firm is a "disinterested person" as defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Victor Gratacos Diaz, Esq.
Gratacos Law Firm, PSC
P.O. Box 7571
Caguas, PR 00726
Phone: (787) 746-4772
Fax: (787) 746-3633
Email: bankruptcy@gratacoslaw.com
About Western Host Associates
Western Host Associates, Inc., owns a four-story commercial hotel
building located at 202 San Jose Street, Old San Juan, Puerto Rico.
The hotel is currently non-operational and is valued by the
company at $1.35 million. The company previously sought bankruptcy
protection on Nov. 14, 2012 (Bankr. D.P.R. Case No. 12-09093) and
on May 19, 2011 (Bankr. D.P.R. Case No. 11-04152).
Western Host Associates sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 18-02696) on May 15, 2018.
In the petition signed by Luis Alvarez, president, the Debtor
disclosed $1.36 million in assets and $4.82 million in liabilities.
Judge Brian K. Tester presides over the case.
WHITEWATER/EVERGREEN: Case Summary & 7 Top Unsecured Creditors
--------------------------------------------------------------
Affiliates that concurrently filed voluntary petitions seeking
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Whitewater/Evergreen Operations, LLC 18-14535
25528 Genessee Trail Road
Golden, CO 80401
SWD, LLC 18-14537
25528 Genesee Trail Road
Golden, CO 80401
EFSWD 1, LLC 18-14542
532 Pima Canyon Ct.
Las Vegas, NV 89144
Business Description: Whitewater/Evergreen Operations, LLC owns
50% interest in Fowlerton Salt Water
Disposal Well. EFSWD 1 has 43% ownership
interest in Cheapside Salt Water Disposal
Well. SWD, LLC has 37% ownership interest
in EFSWD 1.
Chapter 11 Petition Date: May 24, 2018
Court: United States Bankruptcy Court
District of Colorado (Denver)
Judges: Hon. Kimberley H. Tyson (18-14535)
Hon. Michael E. Romero (18-14537)
Hon. Joseph G. Rosania Jr. (18-14542)
Debtor's Counsel: Lee M. Kutner, Esq.
KUTNER BRINEN, P.C.
1660 Lincoln St., Ste. 1850
Denver, CO 80264
Tel: 303-832-2400
Email: lmk@kutnerlaw.com
Total Total
Assets Liabilities
----------- -----------
Whitewater/Evergreen Operations, LLC $8-Mil. $11.6-Mil.
SWD, LLC $3.05-Mil. $2.36-Mil.
EFSWD 1, LLC $8-Mil. $5.96-Mil.
The petitions were signed by Ben R. Doud, manager.
A. List of Whitewater/Evergreen's Seven Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
HBC Judgment $9,724,000
c/o Malouf & Nockels
6688 North Central
Expressway, Suite 1050
Dallas, TX 75206
CESWP $1,850,000
8700 Crownhill Blvd., Suite 407
San Antonio, TX 78209
Marie P. O'Neill Professional $28,691
Services
Clifton Larson Allen, LLP Professional $2,955
Services
Forensic Pursuit Professional $1,212
Services
Ben R. and Marilee $1,000
Neff Doud
Jones & Keller, P.C. $0
B. List of SWD, LLC's Three Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
HBC Whitewater, LLC Judgment $1,033,900
c/o Steve Malouf, Esq.
Malouf & Nockels
6688 North Central
Expressway, Suite 105
Dallas, TX 75206
Ben R. and Marilee Loan $472,170
Neff Doud
25528 Genesee Trail Road
Golden, CO 80401
Doud BTS, Inc. Dirt Work $461,475
25528 Genesee Trail Road
Golden, CO 80401
C. List of EFSWD 1's Four Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
HBC Whitewater,LLC Judgment $5,792,628
c/o Steve Malouf, Esq.
Malouf & Nockels
6688 North Central
Expressway, STE 105
Dallas, TX 75206
David P. Lieberman Unpaid $171,000
Administrator
Fees
Six Pack Energy, LLC $2,720
KBL, LLP Trade Debt $1,700
Full-text copies of the petitions are available for free at:
http://bankrupt.com/misc/cob18-14535.pdf
http://bankrupt.com/misc/cob18-14537.pdf
http://bankrupt.com/misc/cob18-14542.pdf
WILLIAMS FINANCIAL: June 14 Plan Confirmation Hearing
-----------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas has
approved the second amended disclosure statement explaining
Williams Financial Group, Inc., et al.'s second amended Chapter 11
Plan.
The Court, in March, denied approval of the Debtors' original
disclosure statement for reasons stated on the record at the
hearing. Prior to that hearing, a group of creditors called the
"Arbitration Creditors" objected to the adequacy of the Disclosure
Statement. The Debtors have since amended the disclosure statement
twice.
The Court has scheduled a hearing to consider confirmation of the
plan for June 14, 2018 at 1:30 p.m.
The Second Amended Disclosure Statement discloses that
post-petition settlements have been reached with respect to 28
proofs of claim which included 129 claimants, whose claims totaled
over $17,600,000. As a result of these settlements, these claims
were reduced by over 80%, to $3,405,000. The professionals of the
Debtors estimated the fees incurred to obtain these settlements was
between $175,000 - $200,000.
Certain creditors, including the Customer Creditors and the Jones
Claimants, believe that to the extent claims are reduced as to a
Debtor, and in the event the holder of such claim also holds claims
against insiders of that Debtor, those insider claims could be
reduced. The Debtors do not necessarily concur with that view.
The latest Plan proposes a settlement of any intercompany disputes
regarding ownership of the proceeds of the Insurance Policy Buyout.
In the event the settlement is not approved, the funds will remain
in the joint account where they are currently held (pending further
order of the Bankruptcy Court.)
The settlement seeks to confirm the allocation of the proceeds of
the Insurance Policy Buyout as carried on the Debtors' books and
records. Certain securities related claimants have asserted the
proceeds should go solely to securities-related claimants under
third-party beneficiary or constructive trust theories. In
addition, the proceeds are currently in a joint account, which
could imply a 50-50 split of those proceeds between WFGI and WFGA.
The settlement proposes a compromise, whereby the bulk of the
proceeds will go to securities-related claimants as virtually all
WFGI claimants are securities related claimants, and will avoid
potential costly litigation over the proceeds, which could
potentially eliminate any recovery in one or more estates. Because
of intercompany claims asserted by WFG and WFGM against WFGI and
WFGA, creditors of WFG and WFGM will receive some of the cash from
the Insurance Policy Buyout unless the intercompany claims are
disallowed or subordinated to the claims of creditors of WFGI and
WFGA.
The Plan further provides for a settlement of post-petition
administrative expense payments as between WFGI and WFGA.
Historically expenses for all Debtor entities have been shared
between WFGI and WFGA based on an 80 / 20 split, which was derived
years ago from the respective revenues of each company. That
sharing percentage will be applied to administrative expenses
incurred during these Cases. However, in view of the imbalance, any
funds left in the WFGA estate after payment in full of all Claims
and administrative expenses shall be paid to WFGI in full
settlement of its claim, if any, for contribution for post-petition
administrative claims against WFGA or any other Debtor.
Distributions will be from funds available for the creditors of
each estate. Following disbursement from the escrow account, there
will be no distinction between proceeds of the Insurance Policy
Buyout and the funds available for distribution to creditors of a
particular estate.
Total claims filed, excluding duplicate claims, exceed $37
million.
The Debtors estimate recoveries for the Secured and Priority
Unsecured classes of 100% and General Unsecured Creditor recoveries
in the following ranges:
WFGA 91%-100%
WFGI 29%-48%
WFGM 17%-49%
WFG 22%-32%
The estimated ranges of unsecured recoveries in the previous plan
are:
WFGA 100%-100%
WFGI 22%-69%
WFGM 13%-66%
WFG 21%-47%
A full-text copy of the Second Amended Disclosure Statement is
available at:
http://bankrupt.com/misc/txnb17-33578-11-475.pdf
About Williams Financial Group
Williams Financial Group, Inc. and its subsidiaries WFG Management
Services Inc., WFG Investments Inc. and WFG Advisors LP sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Tex. Case Nos. 17-33578 to 17-33581) on Sept. 24, 2017.
At the time of the filing, Williams Financial Group estimated
assets and liabilities of $1,000,001 to $10 million.
Judge Harlin Dewayne Hale presides over the cases.
David William Parham, Esq., at Akerman LLP, serves as the Debtors'
Chapter 11 counsel. Sessions, Fishman, Nathan & Israel LLC serves
as the Debtors' special counsel. Baker & McKenzie LLP is the
special claims counsel. Richard F. Amsberry P.C. is the Debtors'
accountant.
WJA ASSET: Nam Buying Los Angeles Property for $535K
----------------------------------------------------
WJA Asset Management, LLC, and affiliates ask the U.S. Bankruptcy
Court for the Central District of California to authorize the
bidding procedures in connection with the real property located at
1541 E. 51st Street, Los Angeles, California to Helen Nam for
$535,000, subject to overbid.
A hearing on the Motion is set for May 31, 2018 at 11:00 a.m.
The Debtor scheduled the Property as an asset. It acquired the
Property from Core Real Estate Opportunity Fund I, LLC on Jan. 9,
2014, pursuant to a grant deed recorded as Instrument No.
2014-26915. The conveyance was to Millennium Trust Co., LLC,
custodian for the benefit of WJA Secure Real Estate Fund, LLC.
On Oct. 19, 2017, Millennium Trust conveyed its interest to The
Kingdom Trust Co., as custodian for the benefit of WJA Secure Real
Estate Fund, LLC. With the exception of unpaid property taxes,
there are no liens against the Property.
Consistent with the Debtors' goal of an orderly liquidation of
assets, the Debtor employed Elite Properties Realty to market and
sell the Property. The listing agreement between the Debtor and
the Broker provides that the Broker will receive a commission of 5%
of the purchase price upon the sale of the Property. To the extent
the Broker receives cooperation from other brokers, the 5%
commission will be shared between the Broker and the cooperating
broker(s).
Based on the Broker's expertise and familiarity with the area,
comparables in the area, and current market conditions, the Broker
estimates the Property has a fair market value in the range of
$515,000 to $535,000. The Property was listed for $549,000. Some
of the Broker's marketing efforts included listing the Property in
the multiple listing service and other popular real estate listing
services. The listing was viewed 9,846 times by agents and 240
times by the public.
The Broker received a number of expressions of interest in the
Property and six offers to purchase the Property. The offer
presented by Helen Nam is the subject of the Motion. Nam
originally offered to purchase the Property for $549,000. However,
when Nam learned that the sale would be subject to overbids, court
approval, and without representations or warranties, Nam expressed
concerns and submitted a revised offer of $510,000. After further
negotiations, Nam agreed to a purchase price of $535,000.
Subsequently, Nam assigned her interest in the purchase and sale
agreement to the Buyer. The Buyer's offer of $535,000 is the
highest and best offer received to date.
The PTR shows a lien in favor of the Los Angeles County Tax
Collector recorded on Sept. 10, 2015, for unsecured property taxes
in the amount of $404. The Property Tax Lien is undisputed.
The PTR shows current and unpaid property taxes as follows: (i) the
property taxes for the fiscal year 2017-2018 in the amount of
$5,718 are due. The first installment due Dec. 10, 2017, is unpaid
and past due, and the second installment due April 10, 2018, is
unpaid and past due; and (ii) the property taxes for the 2016 tax
year in the amount of $6,878 are in default.
The primary terms of the proposed sale are:
a. Jung Eun Kang, as assignee of Helen Nam, is the Buyer.
b. The Buyer will acquire title to the Property in an as-is,
where-is condition or basis by quitclaim deed without
representations or warranties whatsoever; and free and clear of all
liens and encumbrances.
c. The purchase price for the Property, with all improvements
and personal property located thereon, is $535,000. The Purchase
Price is payable as follows: (i) concurrently with the opening of
escrow, the Buyer will deposit $16,500 into escrow. The Deposit
will become nonrefundable except in the event of (x) the Debtor's
acceptance of an overbid; or (y) the Court's failure to approve the
sale contemplated in the Motion; and (ii) On the closing date, the
Buyer will deposit with Escrow Holder the entire balance of the
Purchase Price, plus all other costs and expenses chargeable to
Buyer, in good funds, less the Deposit.
d. The sale is subject to overbid.
e. The Purchase Agreement is subject to Court approval.
The salient terms of the Bidding Procedures are:
a. Minimum Bid: Bid at least $10,000 over the Purchase Price
b. Overbid Deposit: $26,500, no later than May 29, 2018, at
5:00 p.m. (PT)
c. At the hearing on the Motion, only the Buyer and any party
who is deemed a Qualifying Bidder will be entitled to bid.
d. Bid Increments: $5,000
A copy of the APA and the Bidding Procedures attached to the Motion
is available for free at:
http://bankrupt.com/misc/WJA_Asset_472_Sales.pdf
The Property Tax Lien is undisputed and the Debtor proposes to pay
them in full through escrow without further order of the Court.
The Debtor asks authority to pay all real property tax arrearages
through escrow without further order of the Court, including the
Property Taxes. The Debtor expressly reserves the right to object
to all or any portion of each and every claim or encumbrance that
has or will be asserted against the Property.
Title to the Property is currently held by Kingdom Trust, for the
benefit of WJA Secure Real Estate Fund LLC. There is no practical
or business reason why Kingdom Trust should continue to act as
custodian. If anything, forcing the CRO to have to obtain
signatures of an authorized representative of Kingdom Trust on the
Agreement and any other documents that may be required to
consummate the transaction contemplated by the Motion would be
cumbersome. Accordingly, the Debtor asks that any order granting
the Motion relieve Kingdom Trust of its duties as the custodian of
the Debtor's interest in the Property and authorize the CRO to
execute the documents required to consummate the transaction
contemplated by the Motion.
Finally, the Debtor asks the Court to waive any requirements for
lodging periods of the order approving the Motion imposed by Local
Bankruptcy Rule 9021-1 and any other applicable bankruptcy rules;
and the stay of the order approving the Motion imposed by Federal
Rule of Bankruptcy Procedure 6004(h) and any other applicable
bankruptcy rule.
About WJA Asset Management
Luxury Asset Purchasing International, LLC, et al., are part of a
network of entities or "Funds" formed to offer a range of
investment opportunities to individuals. Many of the existing
Funds are performing and some Funds had substantial gains.
However, certain Funds, i.e., those invested in private trust deeds
secured by real estate, suffered losses.
William Jordan Investments, Inc. ("Advisor"), is a registered
investment advisor. Laguna Hills, California-based WJA Asset
Management, LLC ("Manager"), is the managing member of Luxury, et
al. William Jordan was the president and sole owner of Advisor and
was the sole member and manager of Manager.
On May 18, 2017, Luxury and its affiliates filed voluntary
petitions under Chapter 11 of the United States Bankruptcy Code.
On May 25, 2017, four other affiliated filed voluntary Chapter 11
petitions. On June 6, 2017, CA Real Estate Opportunity Fund III
filed its Chapter 11 petition. The Debtors' cases are jointly
administered under Bankr. C.D. Cal. Lead Case No. 17-11996, and the
Debtors continue to operate their businesses and manage their
affairs as DIP.
Pursuant to court orders, Howard Grobstein is now serving as the
chief restructuring officer of the Debtors and Mr. Jordan no longer
has any ongoing role in the Debtors' operations.
At the time of the filing, WJA estimated assets of less than
$500,000 and liabilities of $1 million to $10 million.
Judge Scott C. Clarkson presides over the cases.
Lei Lei Wang Ekvall, Esq., Philip E. Strok, Esq., Robert S.
Marticello, Esq., and Michael L. Simon, Esq., at Smiley
Wang-Ekvall, LLP, serve as counsel to the Debtors.
The Debtors tapped Ann Moore of Norton Moore Adams as special
counsel.
On Jan. 10, 2018, the Court appointed Elite Properties Realty as
broker.
WJDDDS LLC: Seeks to Hire Dulin Ward as Accountant
--------------------------------------------------
WJDDDS, LLC, seeks authority from the U.S. Bankruptcy Court for the
Northern District of Indiana to employ Dulin Ward & DeWald, Inc.,
as accountant to the Debtor.
WJDDDS, LLC requires Dulin Ward to:
-- prepare reports, financial statements, and matters related
to tax forms and returns.
Dulin Ward will be paid at the hourly rates of $160-$250.
Dulin Ward will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Bryan Baughter, partner of Dulin Ward & DeWald, Inc., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Dulin Ward can be reached at:
Bryan Baughter
DULIN WARD & DEWALD, INC.
9921 Dupont Circle Drive West, Suite 300
Fort Wayne, IN 46825
Tel: (260) 423-2414
About WJDDDS, LLC
WJDDDS, LLC, which conducts business under the name Downie Family
Dentistry, operates a dental clinic in New Haven, Indiana.
WJDDDS sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. N.D. Ind. Case No. 18-10557) on April 5, 2018. In the
petition signed by William J. Downie, member, the Debtor disclosed
$3.22 million in assets and $1.84 million in liabilities as of
March 29, 2018. Judge Robert E. Grant presides over the case.
WORTHINGTON ENERGY: Unsecureds to Get $80K Cash, 80K Shares
-----------------------------------------------------------
Worthington Energy, Inc., filed with the U.S. Bankruptcy Court for
the Southern District of California a disclosure statement
describing its plan of reorganization proposed jointly by ten
parties: the Debtor and the Debtor's nine wholly owned subsidiary
entities.
Among other things, the Joint Plan of Reorganization involves a
series of transactions and events that will result in the Debtor
forming a successor corporation which will emerge from Chapter 11
proceedings after abandoning the Debtor's old business (oil and gas
exploration and production) and will then acquire a new business.
The Debtor' Successor will acquire Smart Tech, the developer and
manufacturer of two electronic devices: an automatic,
user-friendly, electronic pill reminder device that converts
regular, conventional pill bottles to automatic reminder pill (APR)
bottles and a male USB connector that can be inserted into a USB
outlet in either direction, thus eliminating the need to insert
determine whether it should be inserted face up or face down. A
third product, also a USB connector, that converts data signals
from impulses carried via copper wires to fiber optic is under
development.
The Debtor seeks to satisfy its obligations to Creditors by issuing
to them a combination of cash and stock in this Successor company
in exchange for their respective claims and interests.
Additionally, the Debtor will issue to its Creditors stock in each
of the Debtor's nine subsidiaries and will divest itself of all
ownership in these companies.
Each holder of an Allowed Class 1 general unsecured claim will
receive immediately following the Effective Date:
(A) the Holder's pro rata share of a cash pool of $80,000; and
(B) the Holder's pro rata share of a pool of 80,000
Post-Consolidation Shares of Common Stock in the Debtor's
Successor; and
(C) the Holder's pro rata share of a pool of 80,000 Shares of
Common Stock in each of the Debtor's Subsidiaries.
The Debtor will file a motion to borrow funds. The Debtor's motion
to borrow funds is an integral part of this Plan. The Motion calls
for authorization for the Debtor to borrow up to $100,000; the
obligation to repay this loan will be assigned to and assumed by
the Debtor's Successor Corporation. Assuming the motion to borrow
funds is approved, the Debtor will have sufficient cash on hand on
the Effective Date to make the payments required under the Plan.
Management of Smart Tech has agreed to provide additional funding,
up to a maximum of $25,000, to supplement the Debtor's cash and to
ensure that there will be sufficient funds on hand at the Effective
Date to make the payments required under the Plan.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/casb18-02702-11.pdf
About Worthington Energy
Worthington Energy, Inc., a company based in San Diego, California,
was in the oil and gas business. Worthington Energy sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Cal. Case No. 18-02702) on May 1, 2018. The petition was signed by
Al Kau, president. As of April 1, 2018, the Debtor disclosed
$2,981,281 in liabilities. Judge Christopher B. Latham presides
over the case.
XTRALIGHT MANUFACTURING: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of XtraLight Manufacturing, Ltd., as of May 24,
2018, according to the court docket.
About XtraLight Manufacturing
Founded in 1986, XtraLight Manufacturing, Ltd. --
http://www.xtralight.com/-- designs, develops, and manufactures
lighting products for commercial, retail, institutional, and
industrial lighting projects. Based in Houston, Texas, XtraLight
offers a complete line of LED lighting solutions including indoor
LED, outdoor LED, architectural LED and fluorescent.
XtraLight Manufacturing filed a Chapter 11 petition (Bankr. S.D.
Tex. Case No. 18-31857) on April 11, 2018. In the petition was
signed by Jerry Caroom, president and manager of XLM Management,
LLC, Debtor's general partner, the Debtor estimated assets and
liabilities at $10 million to $50 million each.
The case is assigned to Judge Marvin Isgur.
Hoover Slovacek LLP is the Debtor's bankruptcy counsel.
[*] Beard Group 25th Annual Distressed Investing Conference Nov. 26
-------------------------------------------------------------------
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For a quarter of a century, the DI Conference has served as a forum
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investments to gather and discuss the latest topics and trends in
the distressed investing industry, as well as exchange ideas about
high-profile chapter 11 bankruptcy proceedings and out-of-court
restructurings. These are distinguished professionals who place
their resources and reputations at risk to produce stellar results
by preserving jobs, rebuilding broken businesses, and efficiently
redeploying underutilized assets in the marketplace.
To register for the one-day conference visit
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Discounted early registration tickets are now available.
To learn about sponsorship opportunities
and offer program ideas, contact
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or Tel: (240) 629-3300 x-149
To learn about media sponsorship opportunities, contact
Jeff Baxt at jeff@beardgroup.com
or (240) 629-3300, ext 150
[^] BOND PRICING: For the Week from May 21 to 25, 2018
------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
Alpha Appalachia
Holdings Inc ANR 3.250 2.048 8/1/2015
Avaya Inc AVYA 10.500 4.313 3/1/2021
BI-LO LLC / BI-LO
Finance Corp BILOLF 8.625 58.750 9/15/2018
BI-LO LLC / BI-LO
Finance Corp BILOLF 8.625 59.250 9/15/2018
BPZ Resources Inc BPZR 6.500 3.017 3/1/2015
BPZ Resources Inc BPZR 6.500 3.017 3/1/2049
Bon-Ton Department
Stores Inc/The BONT 8.000 15.750 6/15/2021
Buffalo Thunder
Development Authority BUFLO 11.000 42.000 12/9/2022
Cenveo Corp CVO 6.000 39.000 8/1/2019
Cenveo Corp CVO 8.500 2.438 9/15/2022
Cenveo Corp CVO 8.500 2.750 9/15/2022
Cenveo Corp CVO 6.000 0.395 5/15/2024
Cenveo Corp CVO 6.000 38.972 8/1/2019
Chassix Inc CHASSX 9.250 90.125 8/1/2018
Chassix Inc CHASSX 9.250 90.125 8/1/2018
Claire's Stores Inc CLE 9.000 58.750 3/15/2019
Claire's Stores Inc CLE 8.875 10.417 3/15/2019
Claire's Stores Inc CLE 7.750 11.175 6/1/2020
Claire's Stores Inc CLE 6.125 57.092 3/15/2020
Claire's Stores Inc CLE 9.000 59.550 3/15/2019
Claire's Stores Inc CLE 7.750 11.175 6/1/2020
Claire's Stores Inc CLE 9.000 55.278 3/15/2019
Claire's Stores Inc CLE 6.125 57.000 3/15/2020
Community Choice
Financial Inc CCFI 10.750 78.803 5/1/2019
Cumulus Media Holdings Inc CMLS 7.750 7.510 5/1/2019
DBP Holding Corp DBPHLD 7.750 47.628 10/15/2020
DBP Holding Corp DBPHLD 7.750 47.237 10/15/2020
EV Energy Partners LP /
EV Energy Finance Corp EVEP 8.000 45.750 4/15/2019
EXCO Resources Inc XCOO 8.500 15.150 4/15/2022
Egalet Corp EGLT 5.500 37.000 4/1/2020
Emergent Capital Inc EMGC 8.500 68.059 2/15/2019
Energy Conversion
Devices Inc ENER 3.000 7.875 6/15/2013
Energy Future Intermediate
Holding Co LLC /
EFIH Finance Inc TXU 9.750 37.375 10/15/2019
Energy Future Intermediate
Holding Co LLC /
EFIH Finance Inc TXU 11.250 37.363 12/1/2018
Federal Home Loan Banks FHLB 2.000 95.150 11/10/2026
Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011
Gibson Brands Inc GIBSON 8.875 85.250 8/1/2018
Gibson Brands Inc GIBSON 8.875 84.815 8/1/2018
Gibson Brands Inc GIBSON 8.875 85.250 8/1/2018
Homer City Generation LP HOMCTY 8.137 38.750 10/1/2019
Illinois Power
Generating Co DYN 6.300 33.375 4/1/2020
Interactive Network Inc /
FriendFinder Networks Inc FFNT 14.000 70.250 12/20/2018
LBI Media Inc LBIMED 11.500 16.500 4/15/2020
Las Vegas Monorail Co LASVMC 5.500 4.037 7/15/2019
Lehman Brothers
Holdings Inc LEH 5.000 3.326 2/7/2009
Lehman Brothers
Holdings Inc LEH 1.600 3.326 11/5/2011
Lehman Brothers
Holdings Inc LEH 2.000 3.326 3/3/2009
Lehman Brothers
Holdings Inc LEH 1.383 3.326 6/15/2009
Lehman Brothers
Holdings Inc LEH 2.070 3.326 6/15/2009
Lehman Brothers
Holdings Inc LEH 1.500 3.326 3/29/2013
Lehman Brothers
Holdings Inc LEH 4.000 3.326 4/30/2009
Lehman Brothers Inc LEH 7.500 1.226 8/1/2026
Linc USA GP / Linc
Energy Finance USA Inc LNCAU 9.625 1.603 10/31/2017
MModal Inc MODL 10.750 6.125 8/15/2020
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.750 0.859 10/1/2020
Murray Energy Corp MURREN 11.250 43.160 4/15/2021
Murray Energy Corp MURREN 11.250 43.397 4/15/2021
Murray Energy Corp MURREN 9.500 33.500 12/5/2020
Murray Energy Corp MURREN 9.500 43.985 12/5/2020
New Gulf Resources LLC/
NGR Finance Corp NGREFN 12.250 6.928 5/15/2019
New Gulf Resources LLC/
NGR Finance Corp NGREFN 12.250 6.928 5/15/2019
New Gulf Resources LLC/
NGR Finance Corp NGREFN 12.250 6.928 5/15/2019
Nine West Holdings Inc JNY 8.250 18.750 3/15/2019
Nine West Holdings Inc JNY 6.875 18.250 3/15/2019
Nine West Holdings Inc JNY 8.250 15.750 3/15/2019
OMX Timber Finance
Investments II LLC OMX 5.540 5.190 1/29/2020
Orexigen Therapeutics Inc OREXQ 2.750 5.650 12/1/2020
Orexigen Therapeutics Inc OREXQ 2.750 5.125 12/1/2020
PaperWorks Industries Inc PAPWRK 9.500 54.444 8/15/2019
PaperWorks Industries Inc PAPWRK 9.500 55.000 8/15/2019
Pernix Therapeutics
Holdings Inc PTX 4.250 41.493 4/1/2021
Pernix Therapeutics
Holdings Inc PTX 4.250 41.493 4/1/2021
Powerwave Technologies Inc PWAV 3.875 0.149 10/1/2027
Powerwave Technologies Inc PWAV 3.875 0.133 10/1/2027
Prospect Holding Co LLC /
Prospect Holding
Finance Co PRSPCT 10.250 48.250 10/1/2018
RAAM Global Energy Co RAMGEN 12.500 2.000 10/1/2015
Real Alloy Holding Inc RELYQ 10.000 68.375 1/15/2019
Real Alloy Holding Inc RELYQ 10.000 68.375 1/15/2019
Renco Metals Inc RENCO 11.500 27.000 7/1/2003
Rex Energy Corp REXX 8.000 9.750 10/1/2020
Rex Energy Corp REXX 8.875 1.750 12/1/2020
Rex Energy Corp REXX 6.250 1.398 8/1/2022
Rex Energy Corp REXX 8.000 9.681 10/1/2020
Rolta LLC RLTAIN 10.750 26.766 5/16/2018
SAExploration Holdings Inc SAEX 10.000 53.375 7/15/2019
SandRidge Energy Inc SD 7.500 0.385 2/15/2023
Sears Holdings Corp SHLD 8.000 59.588 12/15/2019
Sempra Texas Holdings Corp TXU 6.500 11.528 11/15/2024
Sempra Texas Holdings Corp TXU 5.550 12.117 11/15/2014
SiTV LLC / SiTV Finance Inc NUVOTV 10.375 62.625 7/1/2019
SiTV LLC / SiTV Finance Inc NUVOTV 10.375 60.750 7/1/2019
Southern States
Cooperative Inc SOCP 10.000 100.875 8/15/2021
Southern States
Cooperative Inc SOCP 10.000 100.337 8/15/2021
SunPower Corp SPWR 0.750 99.550 6/1/2018
TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019
TerraVia Holdings Inc TVIA 6.000 4.644 2/1/2018
Tesla Energy
Operations Inc/DE SCTY 2.650 96.784 6/11/2018
Toys R Us - Delaware Inc TOY 8.750 8.268 9/1/2021
Transworld Systems Inc TSIACQ 9.500 26.500 8/15/2021
Transworld Systems Inc TSIACQ 9.500 25.949 8/15/2021
US Airways 2012-2 Class C
Pass Through Trust AAL 5.450 100.120 6/3/2018
United Continental
Holdings Inc UAL 6.375 99.905 6/1/2018
Walter Energy Inc WLTG 8.500 0.834 4/15/2021
Westmoreland Coal Co WLBA 8.750 27.598 1/1/2022
Westmoreland Coal Co WLBA 8.750 27.320 1/1/2022
iHeartCommunications Inc IHRT 14.000 12.500 2/1/2021
iHeartCommunications Inc IHRT 14.000 12.662 2/1/2021
iHeartCommunications Inc IHRT 14.000 12.662 2/1/2021
*********
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.
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Each Tuesday edition of the TCR contains a list of companies with
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share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
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than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
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then-ending.
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*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.
Copyright 2018. All rights reserved. ISSN: 1520-9474.
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