/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/180717.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, July 17, 2018, Vol. 22, No. 197 Headlines 500 NORTH AVENUE: Creditor Seeks Appointment of Chapter 11 Trustee ADAMSVILLE PROPERTIES: Exit Plan to Pay Cowden & Humphrey in Full AMERICAN FORKLIFT: Case Summary & 20 Largest Unsecured Creditors ANTON & CHIA: Case Summary & 20 Largest Unsecured Creditors APM LLC: Disclosure Statement Hearing Set for Sept. 4 AQUAMARINA II: Taps LaMonica Herbst as Legal Counsel AQUATIC POOLS: Counsel Entitled to Attorney's Fees, Court Rules ARA MACAO: Panel's Bid for Election of New Ch. 11 Trustee Denied AUTO SUPPLY: Debtor Has Until July 26 to Exclusively File Plan B52 MEDIA: Unsecured Creditors to be Paid 60% Over 5 Years BIG E AUTOMOBILE: Case Summary & 20 Largest Unsecured Creditors BRADLEY DISTRIBUTING: Unsecureds to be Paid 5% Under Exit Plan BRIGHTVIEW LANDSCAPES: Moody's Hikes CFR to B1, Outlook Stable BUX DUE: Proposes Ciardi Ciardi as Legal Counsel CARRIZO OIL: S&P Affirms 'B+' Corp. Credit Rating, Outlook Stable CCS ONCOLOGY: Twelfth Emergency Cash Collateral Order Entered CHL LLC: Court Denies Approval of Disclosure Statement COLORADO LONESOME: R. Hartog Named Chapter 11 Trustee COMSTOCK RESOURCES: Fitch Assigns 'B-' LT IDR, Outlook Positive COMSTOCK RESOURCES: S&P Assigns Prelim. 'B' Rating on $850MM Notes CONSOLIDATED AEROSPACE: S&P Affirms 'B+' CCR, Outlook Stable CUSTOM BLINDS: Genes Industry Seeks Appointment of Ch. 11 Trustee D & N ELECTRIC: T. Ogier Named Chapter 11 Trustee DEE'S FOODSERVICE: Trustee's Objection on Unclaimed Funds Overruled EPIC CHURCH: Plan Outline Okayed, Plan Hearing on Aug. 22 EVERGREEN INFORMATION: Has Interim Authority to Use Cash Collateral EZRA HOLDINGS: Taps OrangeTee as Real Estate Agent FACTORY SALES: Sureties Entitled to Keep $2.35MM in Collateral FTTE LLC: Plan Outline Okayed, Plan Hearing on Aug. 29 FURNITURE FACTORY: Cash Collateral Use Extended Until July 31 FUTURE DIE CAST: Taps Rehmann Robson as Financial Consultant GARCES RESTAURANT: Court Denies Bid for CPO Appointment GILDED AGE: Seeks Permission to Use Webster Bank's Cash Collateral GRAND VIEW FINANCIAL: Bid for Property Turnover Defective, Ct. Says GULF FINANCE: S&P Lowers Corp. Credit Rating to 'B-', Outlook Neg. HANGING HOOK: Disclosure Statement Hearing Set for Aug. 14 HARVARD ILLINOIS: Reports Statement of Net Assets in Liquidation HOUSE MOSAIC: Taps Nelson M. Jones as Legal Counsel HUMAN CONDITION SAFETY: Taps M. McArdle as Consultant IGLESIA DE DIOS PENTECOSTAL: Taps Dennis Haase as Special Counsel IGLESIA DE DIOS PENTECOSTAL: Taps John M. Esposito as Counsel IRASEL SAND: Court Junks as Moot Select Sand's Ch. 11 Trustee Bid JEFFERSON REALTY: Case Summary & 10 Unsecured Creditors JULIAN DEPOT: Has Until Sept. 7 to Solicit Acceptances of Plan KODY BRANCH: SecGen Seeks Appointment of Chapter 11 Trustee KOLSY HOMES: Gets Initial Order Under CCAA KOONTZ-WAGNER: Commences Chapter 7 Bankruptcy LANDAMERICA FINANCIAL: Summary Judgment Against Germinaros Upheld LV GAUCHO: Taps Ciardi Ciardi as Legal Counsel MC/VC INC: Needs More Time to File Plan of Reorganization MENSONIDES DAIRY: Authorized to Use Northwest FCS Cash Collateral MICHAEL SORIANO: Mortgagee Bid for Summary Judgment Partly Granted MOONEY DEKALB: Disclosure Statement Hearing Set for Aug. 8 MOUNTAIN DUE: Taps Ciardi Ciardi as Legal Counsel NOMAD JV: S&P Assigns 'B-' Issuer Credit Rating, Outlook Pos. PHILLY DUE: Taps Ciardi Ciardi as Legal Counsel PRO-CARE INJURY: July 20 Hearing on Appointment of PCO PRODUCTION PATTERN: Seeks to Hire KBCA as Accountant RANDAL D. HAWORTH: U.S. Trustee Directed to Appoint Ombudsman RENATO'S GRILL: Wants Plan Filing Extended After Claims Deadline ROCKPORT COMPANY: A. Chapell Named Consumer Privacy Ombudsman ROLLING MEADOWS: Fitch Affirms BB+ on 2012 $16.7MM Revenue Bonds SLANE MARINE: J. Lanik Appointed Chapter 11 Trustee SOUTHERN GENERAL: A.M. Best Alters Outlook to Stable & Affirms FSR SPECTRUM HEALTHCARE: Spectrum Derby Residents Transferred STAR MOUNTAIN: Committee Seeks Appointment of Ch. 11 Trustee SUNSHINE SEATTLE: Plan Outline Okayed, Plan Hearing on Aug. 3 TEMPUS AIRCRAFT: Secured Creditor Seeks Ch. 11 Trustee Appointment TLC RESIDENTIAL: Labor Secretary Seeks Ch. 11 Trustee Appointment TURN-KEY SPECIALISTS: Taps Larry Vick as Bankruptcy Attorney WACHUSETT VENTURES: PCO Files 1st Report on Connecticut Facilities WACHUSETTS VENTURES: LTCOP Says Ch. 11 No Impact on Mass. Centers WALDRON DEVELOPMENT: Has Until Oct. 11 to Exclusively File Plan WALLACE RUSH: Taps Schonekas Evans as Special Counsel WESTINGHOUSE ELECTRIC: Fitch to Assign 'B' LT Issuer Default Rating WILLIAMS INDUSTRIAL: Default from Koontz Chapter 7 Waived WIS HOLDING: Taps JND Corporate as Claims and Noticing Agent Z-1 MANAGEMENT: Disclosure Statement Hearing Set for Aug. 7 [*] 2018 DI Conference Discount Tickets Available for Early Birds [*] KCC Acquires Title XI Software Solutions to Expand Services [^] Large Companies with Insolvent Balance Sheet ********* 500 NORTH AVENUE: Creditor Seeks Appointment of Chapter 11 Trustee ------------------------------------------------------------------ Creditor Manuel Moutinho, trustee for the Mark IV Construction Company, Inc., 401(k) Savings Plan, filed a motion asking the U.S. Bankruptcy Court for the District of Connecticut to either appoint a trustee in the Chapter 11 case of 500 North Avenue, LLC, pursuant to Sections 1104(a)(1) or (2) or 1112(b) of the Bankruptcy Code, or to convert the case to one under Chapter 7. The Debtor, according to Mr. Moutinho, has long abandoned its interest in certain estate known as 314 Bridgeport Avenue, in Milford, Connecticut, which has been scheduled in this case since the case was filed. Stay relief was granted and Moutinho obtained a foreclosure judgment in the state court. The law dates passed without redemption and title vested in Moutinho on January 9, 2018. However, very recently, the Debtor filed a lawsuit in state court against Moutinho asserting that it owns the Property. Mr. Moutinho says the judicial admissions directly contradict many judicial statements and filings made in the bankruptcy court. He notes that the Plans and Disclosure Statements filed specifically omit any reference to the Property or the alleged interest. Mr. Moutinho believes the Debtor is committing a fraud on the court as it attempts to hide an alleged property ownership in this case while it simultaneously asserts a property ownership in a state court. "The Debtor's actions are deliberate, dishonest, and display an intentional disregard for law and a blatant flouting of the rules and of its fiduciary obligations. It is playing fast and loose with this court and the state court as it takes contradictory positions in each court case," Mr. Moutinho says. The Debtor has not demonstrated that it cannot be trusted to assume the duties of a debtor in possession and a Trustee should take over this case as a Chapter 11 or in a Chapter 7, Mr. Moutinho asserts. Mr. Moutinho is represented by: James M. Nugent, Esq. HARLOW, ADAMS & FRIEDMAN, P.C. One New Haven Avenue, Suite 100 Milford, CT 06460 Tel: (203) 878-0661 Email: Jmn@quidproquo.com About 500 North Avenue 500 North Avenue, LLC, and Long Brook Station, LLC, filed Chapter 11 petitions (Bankr. D. Conn. Case Nos. 14-31094 and 14-31095) on June 6, 2014. In the petitions signed by Joseph Regensburger, member, 500 North Avenue estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities; and Long Brook Station estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The cases are assigned to Judge Julie A. Manning. Douglas S. Skalka, Esq., at Neubert, Pepe, and Monteith, P.C., is the Debtors' counsel. DeLibro Realty Group, LLC, was appointed as broker. ADAMSVILLE PROPERTIES: Exit Plan to Pay Cowden & Humphrey in Full ----------------------------------------------------------------- Adamsville Properties, LLC, on July 5 filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania its proposed plan to exit Chapter 11 protection. Under the reorganization plan, Cowden & Humphrey Co. LPA's allowed unsecured claim will be paid in full upon a sale of Adamsville's property or as otherwise agreed to by the creditor. Cowden asserts a claim in the amount of $30,000. After the allowed amount of secured claims of Crawford County Tax Claim Bureau and West Fallowfield Township are established, these claims will be assumed by the reorganized company with liens retained and will be paid in monthly installments over 72 months, with no interest. Payments will begin 30 days from confirmation of the plan. John Medas, the equity holder, will contribute approximately $1,000 in new equity within 30 days of confirmation in order to fund the plan. The company will simultaneously continue to market its property located at 3982 Main Street, Adamsville, Pennsylvania, according to its disclosure statement filed on July 5. About Adamsville Properties Adamsville Properties, LLC, sought Chapter 11 protection (Bankr. W.D. Pa. Case No. 16-10923) on Sept. 22, 2016. The petition was signed by its President, John Medas. At the time of filing, the Debtor's assets and liabilities were estimated to be between $100,000 to $500,000 each. The Debtor is a single asset real estate business that, in the past, has not earned income. The Debtor is a Pennsylvania Limited Liability Company with a principal place of business located at 3982 Main Street, Adamsville, Pennsylvania 16110. The Debtor is represented by Michael P. Kruszewski, Esq., at Quinn Buseck Leemhuis Toohey & Kroto, Inc., in Erie, Pennsylvania. The Debtor tapped Re/Max Hometown Realty as its real estate broker. An official committee of unsecured creditors has not been appointed in the Debtor's case. * * * In May 2017, Judge Thomas Agresti approved the sale of the Debtor's building and property at 3982 Main St., Adamsville, to NH Medicinals (Minnesota) Inc. for $339,000, subject to certain conditions. The Court approved the sale after no objections were filed. AMERICAN FORKLIFT: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: American Forklift Rental & Supply, LLC 5387 LB McLeod Road Orlando, FL 32811 Business Description: American Forklift Rental & Supply, LLC -- https://www.americanforkliftrental.com -- specializes in forklift rentals for the Central Florida area including Orlando, Tampa, Lakeland, Orange County, Polk County, Lake County, and surrounding areas. American Forklift Rental also offers new and used sales on a wide variety of forklifts. Chapter 11 Petition Date: July 12, 2018 Court: United States Bankruptcy Court Middle District of Florida (Orlando) Case No.: 18-04155 Judge: Hon. Cynthia C. Jackson Debtor's Counsel: Melissa A. Youngman, Esq. MELISSA A. YOUNGMAN, PA 721 Maitland Avenue Altamonte Springs, FL 32701 Tel: 407-374-1372 Fax: 321-445-5860 Email: melissayoungman@melissayoungman.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Joseph Garcia, Jr., managing member. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at: https://www.scribd.com/document/383766271/Flmb18-04155-Creditors A full-text copy of the petition is available for free at: https://www.scribd.com/document/383766297/flmb18-04155 ANTON & CHIA: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Anton & Chia, LLP 101 Hallmark Irvine, CA 92620 Business Description: Anton & Chia, LLP is a full service accounting firm that focuses on providing assurance, tax and advisory services to domestic and international clients. Anton & Chia is registered with the PCAOB, CPAB, CPABC and the AICPA. Chapter 11 Petition Date: July 15, 2018 Case No.: 18-12565 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Hon. Mark S Wallace Debtor's Counsel: Michael R. Totaro, Esq. TOTARO & SHANAHAN POB 789 Pacific Palisades, CA 90272 Tel: 310-573-0276 Fax: 310-496-1260 E-mail: Ocbkatty@aol.com Total Assets: $2,834,618 Total Liabilities: $13,953,351 The petition was signed by Gregory Anton Wahl, member. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/cacb18-12565.pdf APM LLC: Disclosure Statement Hearing Set for Sept. 4 ----------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Tennessee is set to hold a hearing on Sept. 4 to consider approval of the disclosure statement, which explains APM, LLC's proposed Chapter 11 plan. The hearing will take place at 9:00 a.m., at Courtroom 3. Objections to the disclosure statement are due by August 27. About APM LLC APM, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 18-00065) on January 4, 2018. Abdi A. Musse, member, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of less than $1 million. Judge Marian F. Harrison presides over the case. APM is represented by Robert D. MacPherson, Esq., at MacPherson & Youmans PC, in Lebanon, Tennessee. No official committee of unsecured creditors has been appointed in the Chapter 11 case of APM, LLC as of March 16, according to a court docket. AQUAMARINA II: Taps LaMonica Herbst as Legal Counsel ---------------------------------------------------- Aquamarina II, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire LaMonica Herbst & Maniscalco, LLP as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist in the preparation and implementation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The firm charges these hourly rates: Partners $595 Associates $415 Paraprofessionals $175 Prior to the Petition Date, LaMonica was paid a retainer in the sum of $16,717, which included the filing fee of $1,717. Salvatore LaMonica, Esq., a member of LaMonica, disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Salvatore LaMonica, Esq. LaMonica Herbst & Maniscalco, LLP 3305 Jerusalem Avenue Wantagh, NY 11793 Phone: (516) 826-6500 Email: sl@lhmlawfirm.com About Aquamarina II LLC Aquamarina II, LLC, is a limited liability corporation formed in New York in May 2007. It owns a real property located at 55 Hudson Avenue, Freeport, New York. Aquamarina II sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-73825) on June 4, 2018. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of less than $500,000. Judge Robert E. Grossman presides over the case. AQUATIC POOLS: Counsel Entitled to Attorney's Fees, Court Rules --------------------------------------------------------------- Reorganized Debtor Aquatic Pools, Inc. filed a motion to set aside, pursuant to Fed. R. Civ. P. 60(b)(4) and (6), an order approving the fee application of its bankruptcy counsel. Bankruptcy Judge David T. Thuma concludes that there are insufficient grounds to set aside the fee order. However, the Court notes that entry of the fee order should not have any preclusive effect on the claims the debtor indicates it may wish to assert. The debtor's chapter 11 case was filed almost immediately after the debtor's first case was dismissed for failure to maintain adequate insurance. The same counsel represented the debtor in both cases, and was owed about $18,000 in unpaid fees from the first case. The fee order at issue allowed the unpaid fees from the first case as an administrative expense in this case. The debtor is correct that, had an objection been raised, the Court likely would not have allowed the fees from the first case in such a manner. The Court might not have permitted counsel to represent the debtor in this case at all, without a waiver of the fee claim. However, no objections were filed, either to counsel's employment or to its fee application. As a result, counsel's employment was approved, and the disputed fee order was entered. The Court holds that in general, Counsel appears to have achieved a good result for Debtor. The bankruptcy case involved a number of disputes with taxing authorities, former employees, and other creditors. From what the Court can tell, the reorganization was a success. The only dispute between the parties is the $18,382 owed from the first case. That amount of money is not insignificant, but the disagreement should not be exaggerated. The Court concludes that Counsel's conduct did not amount to "gross negligence" or "attorney abandonment." The Court also concludes that no extraordinary circumstances exist warranting relief under Rule 60(b)(6). The bankruptcy case is in re: AQUATIC POOLS, INC., Debtor, No. 15-11406 t11 (Bankr. D.N.M.). A full-text copy of the Court's Memorandum Opinion dated June 14, 2018 is available at https://bit.ly/2L3X1q4 from Leagle.com. Aquatic Pools, Inc. a New Mexico corporation, Debtor, represented by Arlyn G. Crow -- arlyn@adamscrow.com -- Adams+Crow Law Firm, William F. Davis & Nephi D. Hardman, William F. Davis & Assoc., P.C. United States Trustee, U.S. Trustee, represented by Leonard K. Martinez-Metzgar, Office of the U.S. Trustee. ARA MACAO: Panel's Bid for Election of New Ch. 11 Trustee Denied ---------------------------------------------------------------- Judge Paul Sala of the U.S. Bankruptcy Court for the District of Arizona has denied the Official Committee of Unsecured Creditors' motion for election of a trustee in the Chapter 11 case of Ara Macao Holdings, L.P. Pursuant to the Order Appointing Chapter 11 Trustee entered June 12, 2018, the Court authorized the appointment of a trustee pursuant to 11 U.S.C. Section 1104(a) that followed the Stipulation to Appoint a Chapter 11 Trustee of the Debtor. On June 21, 2018, the U.S. Trustee appointed G. Grant Lyon as Chapter 11 trustee. By Order dated June 21, 2018, the Court approved the UST's appointment of Mr. Lyon as Trustee. In the Motion, the Committee asks "that the UST convene a meeting of creditors on July 26, 2018 at 1:30 p.m. for the purpose of electing a new trustee in this case pursuant to 11 U.S.C. Section 1104(b) and in accordance with 11 U.S.C. Section 702." The Court notes that the Committee, apparently seeking approval of the Motion on an ex parte basis, has lodged a form of order that would (i) approve the Motion for Election of Trustee and (ii) order the United State Trustee to hold a trustee election at the upcoming continued first meeting of creditors scheduled on June 26, 2018 at 1:30 p.m. The Court finds that the Motion fails to identify a justiciable issue on which the Court can rule. As the Committee points out in the Motion, the Bankruptcy Code provides that "on the request of a party in interest made not later than 30 days after the court orders the appointment of a trustee under subsection (a), the United States trustee shall convene a meeting of creditors for the purpose of electing one disinterested person to serve as trustee in the case." Thus, upon a timely request, the United States trustee is required to hold a trustee election. In the Motion, the Committee asserts that it has made a timely request for a trustee election. The Committee does not assert that the United States trustee has refused to "convene a meeting of creditors for the purpose of electing one disinterested person to serve as trustee in the case," the Court noted. In fact, the Motion is devoid of any discussion of the Committee’s communications, or lack thereof, with the United States trustee, the Court pointed out. Having every reason to expect that the United State trustee will fulfill the duties imposed upon her by the Bankruptcy Code, and the Committee having made no allegation to the contrary, the Motion is denied. The Committee is represented by: Scott B. Cohen, Esq. Patrick A. Clisham, Esq. ENGELMAN BERGER, P.C. 3636 North Central Avenue, Suite 700 Phoenix, AZ 85012 Tel: (602) 271-9090 Email: sbc@eblawyers.com pac@eblawyers.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. Ilene J. Lashinsky, U.S. Trustee for the District of Arizona, on June 22, 2018, appointed five creditors to serve on the official committee of unsecured creditors in the Chapter 11 case. AUTO SUPPLY: Debtor Has Until July 26 to Exclusively File Plan -------------------------------------------------------------- The Hon. Lena Mansori James of the U.S. Bankruptcy Court for the Middle District of North Carolina has extended for the second time ASCO Liquidating Company's exclusive periods during which only the Debtor can file a plan of liquidation and disclosure statement and solicit acceptance of the plan through and including July 26, 2018, and Sept. 27, 2018, respectively. No response or opposition to the extension was filed by any party in interest. About Auto Supply Company Founded in 1954, Auto Supply Co., Inc. -- http://www.ascodc.com/-- is a family-owned supplier of OEM and aftermarket automotive parts, serving the automotive repair professional from three distribution centers, 15 store locations and seven battery trucks throughout North Carolina and Western Virginia. The Company is based in Winston Salem, North Carolina. About Auto Supply Co. sought Chapter 11 protection (Bankr. M.D.N.C. Case No. 18-50018) on Jan. 8, 2018. In the petition signed by President Charles A. Key, Jr., the Debtor disclosed total assets of $13.17 million and total debt of $22.04 million. The case is assigned to Judge Lena M. James. The Debtor tapped Ashley S. Rusher, Esq., at Blanco Tackabery & Matamoros, P.A., as its bankruptcy counsel, and The Finley Group as its financial advisor. The official committee of unsecured creditors formed in the case retained Kane Russell Coleman Logan PC as its bankruptcy counsel, and Waldrep LLP as its local counsel. * * * On Jan. 10, 2018, the Debtor filed a motion to sell substantially all of its assets to a stalking horse bidder, or other successful bidder, at an auction sale. The Court entered a final order on March 1, 2018, approving the sale of the assets to Elliott Auto Supply Co., Inc. d/b/a Factory Motor Parts, for $17.5 million. The Debtor and FMP closed the sale of the assets on March 12, 2018. The Debtor changed its name to ASCO Liquidating Company following the sale. The Debtor and the Official Committee of Unsecured Creditors have been working in concert since mid-March to resolve certain claims issues and to formulate what it hopes will be a joint plan of liquidation to submit to the Court. B52 MEDIA: Unsecured Creditors to be Paid 60% Over 5 Years ---------------------------------------------------------- Unsecured creditors of B52 Media, LLC, will be paid approximately 60% of their claims over five years under the company's proposed Chapter 11 plan of liquidation. Under the liquidating plan, creditors holding Class 2 general unsecured claims will receive payments, in cash, beginning on the effective date of the plan (to the extent funds are available), followed by semi-annual payments on January 1 and June 1 of each year for a period not to exceed five years. General unsecured creditors will receive their pro-rata share of the proceeds from the sale of B52 Media's assets after all administrative claims and Class 1 priority tax claims are paid. The total amount of general unsecured claims is estimated at $1,643,944. Class 2 is impaired. The plan will be funded from the sale of B52 Media's assets and, to the extent available, from recoveries of avoidance actions and causes of action. B52 Media's principal assets consist of approximately 4,300 domain names. With appropriate time and exposure to the market, the domain name portfolio is estimated to be worth as much as $1.7 million but for purposes of estimating recovery to creditors under the plan, the company estimated the value of its assets more conservatively at $1.4 million. As of July 5, the company is holding as much as $125,000 in cash, according to its disclosure statement filed on July 5 with the U.S. Bankruptcy Court for the District of Maryland. About B52 Media LLC Headquartered in Pikesville, Maryland, B52 Media, LLC -- http://www.b52.com/-- is in the online services technology consulting business. It helps small and large corporations find the right domain names for their businesses. B52 Media also designs and builds professional powered Web sites and offers marketing strategies. B52 Media sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 18-12045) on Feb. 16, 2018. In the petition signed by Jonathan Bierer, authorized representative, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. Judge Michelle M. Harner presides over the case. McNamee, Hosea, Jernigan, Kim, Greenan & Lynch, P.A., is the Debtor's legal counsel. BIG E AUTOMOBILE: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Big E Automobile Rebuild Inc. 912 SW 146th Street Burien, WA 98166 Business Description: Based in Burien, Washington, Big E Auto Rebuild, Inc. -- http://www.bigeautorebuild.com/-- offers complete auto body shop and auto paint shop services. It has been family owned and operated since 1970 and provides service to Seattle, West Seattle, Bellevue, Renton, SeaTac, Kent and Federal Way areas from the Burien facility. The Company previously sought bankruptcy protection on Jan. 23, 2018 (Bankr. W.D. Wash. Case No. 18-10264). Chapter 11 Petition Date: July 12, 2018 Case No.: 18-12732 Court: United States Bankruptcy Court Western District of Washington (Seattle) Judge: Hon. Christopher M. Alston Debtor's Counsel: Donald A. Bailey, Esq. DONALD A. BAILEY ATTORNEY AT LAW 720 Olive Way, Suite 1000 Seattle, WA 98101 Tel: 206-682-4802 Email: donald.bailey@shaferbailey.com Total Assets: $287,786 Total Liabilities: $2,633,442 The petition was signed by John Willard, 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/wawb18-12732.pdf BRADLEY DISTRIBUTING: Unsecureds to be Paid 5% Under Exit Plan -------------------------------------------------------------- General unsecured creditors of Bradley Distributing, Inc. will be paid 5% of their allowed claims under the company's proposed plan to exit Chapter 11 protection. Under the plan of reorganization, creditors holding allowed Class 6 general unsecured claims will receive a quarterly payment of $807, with the first payment to be made three months after the effective date of the plan. General unsecured creditors assert claims in the total amount of $300,494.48. Class 6 is impaired. Payments under the plan will be made from the ongoing revenue of Bradley Distributing's business, according to its disclosure statement filed on July 5 with the U.S. Bankruptcy Court for the Western District of Pennsylvania. About Bradley Distributing Bradley Distributing, Inc., doing business as Community Beverage Debtor, filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 16-24513) on Nov. 8, 2017. In the petition signed by Thomas C. Bradley, Jr., president, the Debtor estimated $50,000 to $100,000 in assets and $100,000 to $500,000 in liabilities. Steidl & Steinberg is the Debtor's counsel. BRIGHTVIEW LANDSCAPES: Moody's Hikes CFR to B1, Outlook Stable -------------------------------------------------------------- Moody's upgraded BrightView Landscapes, LLC's Corporate Family Rating to B1 from B2, the Probability of Default Rating to B1-PD from B2-PD, and the senior secured bank credit facility to B1 from B2. Moody's assigned a Speculative Grade Liquidity Rating of SGL-2. The rating outlook is stable. The following actions were taken: Upgrades: Issuer: BrightView Landscapes, LLC Probability of Default Rating, Upgraded to B1-PD from B2-PD Corporate Family Rating, Upgraded to B1 from B2 Senior Secured Bank Credit Facility, Upgraded to B1 (LGD4) from B2 (LGD3) Assignments: Issuer: BrightView Landscapes, LLC Speculative Grade Liquidity Rating, Assigned SGL-2 Outlook Actions: Issuer: BrightView Landscapes, LLC Outlook, Remains Stable RATINGS RATIONALE The rating upgrade reflects recent debt repayment which reduces pro forma adjusted debt-to-EBITDA below 4.0x. On June 29, 2018, BrightView launched a common stock offering raising net proceeds of approximately $500 million, all of which was used to reduce balance sheet debt. The company repaid its 2nd lien term loan, revolver borrowings and a portion of its 1st lien term loan. The B1 CFR anticipates that BrightView's financial leverage metrics will remain below 4.0x even as the company pursues growth. Moody's expects the company to use free cash flow to pursue acquisitions as well as reduce debt. At this time, the company does not intend to pay any dividends on its common stock. BrightView's credit profile is supported by its leading position in commercial landscape maintenance, recurring and somewhat recession-resistant revenue stream, relatively stable operating profits and margins, and consistent free cash flow generation. The credit profile also reflects high adjusted debt-to-EBITDA leverage and low adjusted EBITA margin, offset by a broad platform of landscape services, national footprint, strong market position in markets served and diversified client base. The company's liquidity is supported by $9.5 million cash balance as of March 31, 2018, its $235.4 million first lien senior secured revolving credit facility, $150 million in receivables financing (with borrowing capacity up to $175 million), demonstrated cash flow generation through various economic cycles, and lack of material debt maturities until 2020. The company needs to maintain compliance with its credit agreement springing first lien leverage financial covenant, which applies if more than 30% of the facility is utilized. In Moody's view, the company should be able to maintain compliance with this covenant over the next 12 to 18 months. The stable outlook presumes that BrightView will continue to demonstrate stability and modest improvement in its operating performance, apply free cash flow to debt reduction, and maintain good liquidity. The stable outlook also presumes that adjusted debt-to-EBITDA will be consistently below 4.0x. Moody's indicated the following factors could result in an upgrade: Adjusted debt-to-EBITDA leverage approaching 3.0x. Adjusted EBITA-to-interest above 3.0x. Retained cash flow to net debt approaching 20% Net income is consistently positive. Financial policies support maintaining the upgrade metrics noted. The following factors could result in a downgrade: Adjusted debt-to-EBITDA sustained above 4.5x Decline in profitability Retained cash flow to net debt at 10% or below Deterioration in liquidity The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. BrightView Landscapes, LLC, a subsidiary of BrightView Holdings, Inc., is a leading provider of landscape maintenance, enhancements, development, and snow removal services. BrightView is headquartered in Plymouth Meeting, Pennsylvania. The company serves national and regional commercial customers, including commercial real estate companies, Fortune 500 corporations, professionally-managed residential communities, and public and private institutions. For the 12 months ended March 31, 2018, the company generated $2.3 billion in revenue. BUX DUE: Proposes Ciardi Ciardi as Legal Counsel ------------------------------------------------ Bux Due, Inc., seeks approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to hire Ciardi Ciardi & Astin as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. The firm will charge the Debtor at these hourly rates: Albert Ciardi, III $515 Jennifer McEntee $350 Daniel Siedman $300 Stephanie Frizlen $120 Albert Ciardi, III, Esq., a partner at Ciardi Ciardi, 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: Albert Ciardi, III, Esq. Ciardi Ciardi & Astin One Commerce Square 2005 Market Street, Suite 3500 Philadelphia, PA 19103 Phone: 215.557.3550 Fax: 215.557.3551 E-mail: aciardi@ciardilaw.com About Bux Due Inc. Bux Due, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 18-14416) on July 2, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of $1 million to $10 million. Judge Ashely M. Chan presides over the case. CARRIZO OIL: S&P Affirms 'B+' Corp. Credit Rating, Outlook Stable ----------------------------------------------------------------- S&P Global Ratings affirmed its 'B+' corporate credit rating on Carrizo Oil & Gas Inc. The outlook is stable. S&P said, "We also affirmed our 'B+' issue-level ratings on the company's senior unsecured debt. The recovery rating on the debt remains '3', indicating meaningful (50%-70%; rounded estimate: 65%, capped) recovery in the event of a default. "The rating affirmation reflects our assessment that Carrizo's credit measures will remain consistent with our expectations over the next two years as the company increases oil production while maintaining credit measures consistent with the rating. Our forecast includes financial leverage metrics of FFO to debt in the mid-to-low-20% area and debt to EBITDA in the mid-3x area. We expect Carrizo's production to increase by about 10% per year as it focuses on developing its Delaware basin and Eagle Ford properties. We expect committed pipeline transportation capacity to mitigate the effects of Permian infrastructure constraints on Carrizo's oil and gas price realizations and profitability. The stable outlook reflects our expectation that Carrizo will maintain FFO in the 20%-25% range over the next two years while spending aggressively to develop its Delaware Basin and Eagle Ford properties. "We could lower the ratings if we expected FFO to debt to approach 12% for a prolonged period. This would most likely be due to a further weakening in commodity prices, lower-than-expected production, or higher-than-expected capital spending. "We could consider an upgrade if Carrizo increased reserves and production to a scale commensurate with higher-rated peers. An upgrade would also depend on our forecast FFO to debt remaining well above 20% on a sustained basis. This would depend on successful execution of Carrizo's development plan and management of Permian basin logistical challenges that can negatively affect profitability." CCS ONCOLOGY: Twelfth Emergency Cash Collateral Order Entered ------------------------------------------------------------- The Hon. Michael J. Kaplan of the U.S. Bankruptcy Court for the Western District of New York authorized Comprehensive Cancer Services Oncology, P.C., and its affiliated-debtors to use cash collateral. Pursuant to a Twelfth Emergency Order, the Debtors are authorized to use cash collateral limited to the following purposes and amounts, to the extent that, in the judgment of the Chapter 11 Trustee, they are necessary and appropriate for the protection of the interests of the estates and/or property of the estates -- particularly, payroll for employees of the Debtors Comprehensive Cancer Services Oncology, P.C. and CCS Medical PLLC for the week beginning June 25, 2018, to Risa Horst, Debbe Paolini, and Melanie Stein, with total payments for those employees not to exceed $4,400 for that week. Sufficient funds to cover all employment taxes will also be reserved and adequate deposits to cover the taxes will be made within two business days of the issuance of wages. Bank of America, N.A., the United States and all Creditors holding liens on or claims against the cash collateral, are granted roll-over replacement liens or rights of setoffs as security, to the same extent, in the same priority, and with respect to the same assets, which served as collateral for said creditors' prepetition indebtedness, to the extent of cash collateral actually used during the pendency of Debtor's Chapter 11 case. Such replacement liens will attach pro rata to the extent that cash collateral used was subject to each creditor's respective first priority lien, without the need of any further public filing or other recordation to perfect such roll-over or replacement liens or security interests. To the extent that the replacement liens fail to compensate the Secured Creditors for the cash collateral use, each of the Secured Creditors will have, respectively, an administrative claim under 11 U.S.C. Section 507(b) with priority over other expenses of administration under Section 507(a)(2). In order for the parties to be able to ascertain which creditor's collateral has been used for the purposes authorized in the Twelfth Emergency Order, the Debtors will keep and preserve records, currently in their possession or hereafter received or created, that may enable the secured parties to ascertain the source of all receipts used pursuant to the Twelfth Emergency Order including the amounts received from particular payors and the invoices to which those receipts pertain. A full-text copy of the Twelfth Emergency Order is available at http://bankrupt.com/misc/nywb18-10598-277.pdf About CCS Oncology CCS Oncology and CCS Medical are professional medical practices. CCS Oncology is the sole member of CCS Medical. CCS Equipment is the owner of certain medical equipment used in the medical practices and CCS Oncology is its sole member. CCS Billing was intended to be developed into a separate billing entity for the medical practices, but was never funded or operational. CCS Billing has no assets and has had no activity other than showing a couple of minimal historical accounting entries. WSEJ is the owner of certain real property used by the medical practices. The Debtors are headquartered in Orchard Park, New York. Comprehensive Cancer Services Oncology, P.C., doing business as CCS Oncology, doing business as CCS Healthcare, along with its affiliates, sought Chapter 11 protection (Bankr. W.D.N.Y. Lead Case No. 18-10598) on April 2, 2018. In the petitions signed by Won Sam Yi, president/CEO, CCS estimated at least $50,000 in assets and $10 million to $50 million in liabilities. Judge Michael J. Kaplan is the case judge. Arthur G. Baumeister, Jr., Esq., of Baumeister Denz LLP, serves as the Debtors' counsel. CHL LLC: Court Denies Approval of Disclosure Statement ------------------------------------------------------ Bankruptcy Judge David M. Warren entered an order denying approval of CHL, LLC's disclosure statement. Private Capital Group, Inc. objected to the disclosure statement and the amended plan of reorganization and asserted that the court should withdraw the conditional approval of the Disclosure Statement because the Disclosure Statement does not contain adequate information, and the Debtor has not proposed a confirmable plan of reorganization. Upon review, the Court finds that the Disclosure Statement should have provided information about Level Carolina Homes, LLC in the following areas: its history as a residential builder; other similar projects; its ownership; its licensing; any pending legal action; its prior relationship with the Debtor and its principals; and its capitalization. The Disclosure Statement explains that before the Debtor filed its petition, PCG initiated foreclosure proceedings on the Property and submitted the high bid in the amount of $8,000,000. The Debtor filed its petition during the ten-day upset bid period. The Debtor values the Property at $8,000,000 in the Disclosure Statement for purposes of its liquidation analysis, presumably based on PCG's bid at the foreclosure sale. PCG asserts a total claim against the Debtor in the amount of $19,100,331.18. Although the Debtor conveniently used the foreclosure bid as the Property valuation, the Debtor has failed to provide any other estimate of value from any other source. Under the circumstances of this case, the Disclosure Statement must provide a clearer explanation of why the Debtor asserts the Property is worth $8,000,000 in its current condition. The court also is restricted from approving a disclosure statement if the associated plan of reorganization cannot be confirmed. As stated by the United States Bankruptcy Court for the Eastern District of Virginia, "[i]f the Court can determine from a reading of the plan that it does not comply with section 1129 of the Bankruptcy Code, then it is incumbent upon the Court to decline approval of the disclosure statement and prevent diminution of the estate." This determination prevents the parties from undergoing a costly confirmation process that will not be successful based on the proposed terms of a plan. The Disclosure Statement contains inadequate information to comply with 11 U.S.C. section 1125, and the Second Amended Plan, on its face, is not confirmable in light of its proposal that Mr. Davis retain his equity interest in the Debtor without adding "new value" to the Debtor. The Debtor should be permitted to file an amended disclosure statement which contains adequate information for parties to make an informed judgment about the plan and which addresses the deficiencies of the Second Amended Plan identified. The bankruptcy case is in re: CHL, LLC, Chapter 11, Debtor, Case No. 18-00630-5-DMW (Bankr. E.D.N.C.). A full-text copy of the Court's Order dated June 14, 2018 is available at https://bit.ly/2NE6YsE from Leagle.com. CHL, LLC, Debtor, represented by Laurie B. Biggs , Stubbs & Perdue, PA & Trawick H. Stubbs, Jr. , Stubbs & Perdue, P.A.. About CHL LLC CHL, LLC, dba Scott's Hill Village Developers -- http://www.scottshillvillage.com/-- is the fee simple owner of a real property located at Scotts Hill Village, Wilmington, NC 28411 consisting of 57+ acres of undeveloped land ($5,025,000) and 52developed residential lots ($3,920,000) located in New Hanover and Pender Counties. CHL, LLC, filed a voluntary Chapter 11 Petition (Bankr. E.D.N.C. Case No. 18-00630) on February 9, 2018. The case is assigned to Judge David M. Warren. The Debtor is represented by Trawick H Stubbs, Jr., Esq., and Laurie B. Biggs, Esq., at Stubbs & Perdue, P.A., in New Bern, North Carolina. At the Petition Date, the Debtor disclosed total assets of $8.94 million and total liabilities of $19.39 million. The petition was signed by Ernest Woodrow Davis, Jr., member-manager. COLORADO LONESOME: R. Hartog Named Chapter 11 Trustee ----------------------------------------------------- Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern District of Florida has approved the appointment of Ross R. Hartog as Chapter 11 trustee in the Chapter 11 case of Colorado Lonesome Dove, LLC. The U.S. Trustee for Region 21 filed an application for an order approving the appointment of Mr. Hartog as Chapter 11 trustee following Judge Kimball's order directing the appointment of a Chapter 11 trustee. Counsel for the U.S. Trustee has consulted with the following parties-in-interest regarding the appointment of the Trustee: a. Andrew Layden, Esq., counsel for Del Norte Bank; and b. Thomas M. Messana, Esq., counsel for Ilya Palinsky and Shimon Wolkowicki, The Jacob Fishman Trust and Jacob Fishman. About Colorado Lonesome Dove Goodnight's Lonesome Dove RV Campground & Cabins is a recreational camp located at 180065 US Hwy 160 South Fork, CO 81154. Goodnight's Lonesome Dove RV Campground & Cabins has year-round family activities for the sports enthusiast and nature lover alike. The Camp is convenient to skiing, hiking, fishing, horseback riding, rafting, biking, or just relaxing. It has 10 log cabins open year-round, each with private bathrooms and fully equipped kitchens. It also has 37 Large, full-hookup, RV sites that are all grassy and are available May through Mid-November with a full laundry and shower facility. Colorado Lonesome Dove, LLC, d/b/a Goodnight's Lonesome Dove RV Campground & Cabins, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-13283) on March 22, 2018. In the petition signed by Brian G. West, manager/member, the Debtor estimated $1 million to $10 million in assets and $1 million to $10 million in liabilities. The case is assigned to Judge Erik P. Kimball. Latham, Shuker, Eden & Beaudine, LLP, is the Debtor's counsel. COMSTOCK RESOURCES: Fitch Assigns 'B-' LT IDR, Outlook Positive --------------------------------------------------------------- Fitch Ratings has assigned a first-time Long-Term Issuer Default Rating (IDR) of 'B-' to Comstock Resources, Inc. (NYSE: CRK). Fitch has also assigned a 'BB-'/'RR1' rating to the company's new senior secured credit facility and a 'B'/'RR3' rating to its senior unsecured notes. The Rating Outlook is Positive. Proceeds from the senior unsecured notes issuance, in conjunction with borrowings under the new senior secured credit facility and cash on hand, will be used to fund tender offers on or the redemption of all outstanding senior notes. Upon consummation of the senior unsecured notes offering, the proceeds will be deposited into escrow and subject to special mandatory redemption until execution of the contribution of working interests in the Bakken shale properties of Arkoma Drilling, L.P. and Williston Drilling, L.P. for equity on or prior to Oct. 31, 2018. The new senior secured credit facility will also become effective upon closing of the contribution of working interests in the Bakken shale properties. Comstock's rating reflects the rapidly growing, full-cycle cost competitive Haynesville assets, the cash expected to be generated from the Bakken assets' proved developed producing (PDP) reserves, sound hedging policy, strong liquidity profile with no near-term debt maturities and stated financial policy of achieving a low leverage profile. These considerations are offset by the execution risk of developing the relatively lower margin Haynesville assets to replace the declining EBITDA contribution from the higher margin, oil-weighted Bakken over time, and the current scale and capital constraints that may constrain Comstock from maximizing operational efficiencies. Fitch estimates that the company will be slightly FCF negative at a natural gas price of $3/mcf. The Positive Rating Outlook reflects the rapidly growing Haynesville production profile, the ability to fund development with primarily internally generated funds, the simplified capital structure, and the expectation of lower leverage ratios. Fitch expects to resolve the Outlook over the next 12 months-18 months following establishment of operational momentum in the Haynesville and demonstrated ability to manage to a near-neutral FCF profile. KEY RATING DRIVERS Growing Haynesville Production: Comstock assets in the Haynesville include approximately 68,000 net acres that are primarily prospective for natural gas. The company has increased its reserves through enhanced drilling and completion technology, such as longer horizontal lateral length and substantially larger well stimulations. In addition, its close proximity to Henry Hub and competitive marketing arrangements allow for lower differentials than peers in other gas-oriented basins. Combined with a relatively low-cost structure, Fitch believes that well economics are relatively strong when natural gas is at $3/mcf. The inventory is healthy with over 800 drilling opportunities (82% operated) and 175 re-frac opportunities. Bakken Contribution: Arkoma Drilling, L.P. and Williston Drilling, L.P. entered into a contribution agreement for working interests in the Bakken Shale properties, valued at $620 million based on an effective date of April 1, 2018, to Comstock in exchange for up to nearly 88.6 million shares, or approximately 84% of the pro forma outstanding shares. The properties include approximately 55 net producing wells, 12 net drilled uncompleted wells and three net undrilled locations that produced nearly 14 boepd (79% oil) in March 2018. The Bakken Shale properties have proved reserves estimated at 31 mmboe (74% oil) with an estimated PV-10 of approximately $435 million as of April 1, 2018. Comstock intends to use the FCF from the Bakken properties to fund development in the Haynesville Shale. The contribution of the Bakken assets materially improves the credit profile of Comstock through the addition of non-debt financed, FCF positive assets and the potential for simplifying and strengthening its capital structure. Increasing production volumes: Production volumes are estimated to be significantly higher in 2018 through development in the Haynesville shale as well as the addition of the Bakken assets. Going forward, the FCF from the Bakken assets is expected to be used to increase development capital towards the Haynesville shale, which should lead to even further production growth in 2019. Fitch estimates production to grow over 35% in 2018 and approximately 50% in 2019. The inventory of drilling opportunities should help maintain future production growth. In the Haynesville, Comstock is planning to drill 45 gross wells in 2018 compared with over 800 drilling opportunities as well as 175 re-frac opportunities. Simplified Capital Structure: The refinancing will result in a capital structure of only a new senior reserve-based credit facility and senior unsecured notes. The simplified structure is anticipated to have the effect of reducing interest expense, extending maturities and providing for increased financial flexibility. Management's goal is net debt/EBITDAX of less than 2.0x by YE19. Slightly FCF Negative: Fitch forecasts that Comstock will be slightly FCF negative over the next two years assuming $2.75/mcf and $3/mcf natural gas prices in 2018 and 2019, respectively. This is mainly due to a combination of the relatively low Haynesville basis differential and cost structure, measured capital deployment plan, limited reinvestment needs in the Bakken and prudent use of joint ventures to build out development in the Haynesville and Eagle Ford. Fitch assumes that any FCF deficit will likely be funded through the revolving credit facility. Solid Hedging Program. Comstock aims to hedge approximately 60% of its forward 12-month gas production. Currently, the company is slightly below that target due to rapid production growth and the pending addition of the Bakken assets. Use of Joint Ventures: Comstock has entered into several joint ventures with USG Energy Producer Holdings, LLC in the Haynesville and Eagle Ford. The joint ventures allow the company to minimize capital when developing these leaseholds, while increasing production, maintaining operational momentum and developing less de-risked acreage. DERIVATION SUMMARY The contribution of the Bakken assets and the refinancing materially improves Comstock's credit position by adding a greater mix of higher margin oil and providing PDP cash flows to help fund for the company's Haynesville development program. On a pro forma basis, Comstock will have a production profile of about 40 mboepd of which around 80% is natural gas. This is slightly lower than Carrizo (NR), but more than Matador (NR). However, both Carrizo and Matador are more oriented to higher margin oil, which results in higher netbacks compared with Comstock. Pro forma proved reserves for Comstock are significantly higher than Carrizo and Matador. However, Comstock has a materially lower percentage of proved developed reserves and the reserve base has a greater proportion of natural gas. Pro forma gross leverage of 3.4x is higher than Matador and more in line with Resolute Energy Corporation (B-/Stable). KEY ASSUMPTIONS Fitch's Key Assumptions Within Its Rating Case for the Issuer -- Base case WTI oil prices of $65 in 2018, $60 in 2019, and $55 in 2020 and a long-term price of $55. -- Base case Henry Hub natural gas price of $2.75 in 2018 and $3.00 in 2019, 2020 and a long-term price of $3.00. -- Production growth of over 35% in 2018 and approximately 50% in 2019 from the addition of the Bakken assets and accelerated development in the Haynesville. -- Capex of $237 million in 2018 and increasing to $400 million in 2019 consistent with Fitch's production growth estimates. -- Full-year expenses of $0.96/mcfe and increasing to $1.01/mcfe in 2019 due to the addition of the higher cost Bakken production. -- Other than the Bakken contribution that will be funded by equity issuance, no incremental acquisitions, divestitures or equity issuance. Any FCF is assumed to be used to reduce debt. Fitch's recovery analysis for Comstock Resources used both an asset value based approach on observed transactions of like assets and a going-concern (GC) approach, with the following assumptions: Transactional and asset based valuation such as recent transactions for the Haynesville, Eagle Ford and Bakken basins on a $/acre as well as SEC PV-10 estimates were used to determine a reasonable sales price for the company's assets. The total acreage value comes out to approximately $1.1 billion, slightly below the SEC PV-10 estimate of about $1.3 billion. Fitch expects the value of the Bakken asset to continue to drop due to the lack of new inventory, causing existing production to run off. The company also has about 8,700 net acres in the Eagle Ford that are largely undeveloped, which causes valuations to be lower. The company's main driver of value is their acreage in the Haynvesville, which Fitch valued at $8,500/acre. Assumptions for the going-concern approach include: -- Fitch assumed a bankruptcy scenario exit EBITDA of approximately $280 million. The EBITDA estimate takes into account a prolonged commodity price downturn ($52.5/WTI and $2.25/mcf gas in 2018 moving towards $42.5/WTI and $2.0/mcf gas in 2019 and $45.0/WTI and 2.5/mcf gas in 2020) causing lower than expected production and potential liquidity constraints. -- GC enterprise value (EV) multiple of 4.0x versus a historical energy sector multiple of 6.7x. The multiple reflects the gas weighted production and the lack of growth opportunities at Fitch's stress case price deck. The recovery is based on the enterprise value of the company at over $1.1 billion. After administrative claims of 10%, there is approximately $1 billion available to creditors. The senior secured revolver is expected to be drawn at 75%, with the banks likely reducing the borrowing base in a price downturn, and is expected to recover fully for a Recovery Rating of 'RR1'. The senior unsecured notes receive the remaining value and recovery at an 'RR3' level. RATING SENSITIVITIES Developments That May, Individually or Collectively, Lead to Positive Rating Action -- Increasing production trends (greater than 300 mcfe/d). -- Gross leverage less than 3.0x. -- Executing on a FCF neutral strategy. Developments That May, Individually or Collectively, Lead to Negative Rating Action -- Midcycle interest coverage approaching 1.5x. -- Inability to execute on production growth targets. -- Funding growth through debt that leads leverage increasing beyond above stated tolerances. LIQUIDITY Significantly Improved Liquidity and Maturity Schedule: The proposed transaction, including the successful closing of cash tenders for the entire principal outstanding, improves both the maturity profile and liquidity position substantially. Before the transaction, Comstock had $1.2 billion due in 2019 and 2020. The new debt (used to tender the existing capital structure) consists of a senior secured revolver due in 2023 and unsecured bonds due in 2026, eliminating all near-term maturities. In addition to eliminating all near-term maturities, the transaction improved overall liquidity even after using $104 million to fund the acquisition due to the new revolver terms. The credit facility's capacity will increase from $50 million to $700 million based on the initial borrowing base (total commitments of $1.25 billion). Comstock expects to use approximately $300 million to fund the transaction, leaving total pro forma liquidity at the close of the transaction to be estimated at approximately $440 million. FULL LIST OF RATING ACTIONS Fitch has assigned the following ratings: Comstock Resources, Inc. -- Long-Term IDR 'B-'; -- Senior Secured Revolver 'BB-'/'RR1'; -- Senior Unsecured Debt 'B/RR3'; The Rating Outlook is Positive. COMSTOCK RESOURCES: S&P Assigns Prelim. 'B' Rating on $850MM Notes ------------------------------------------------------------------ S&P Global Ratings assigned its 'B' preliminary issue-level rating to Comstock Resources Inc.'s proposed issue of $850 million of senior unsecured notes. The preliminary recovery rating is '4', reflecting S&P's expectation for average recovery (30%-50%; rounded estimate: 40%) in the event of a payment default. The 'CCC+' corporate credit rating on the U.S.-based exploration and production (E&P) company remains on CreditWatch with positive implications, as do issue-level ratings on the company's outstanding debt. The CreditWatch placement reflects the likelihood for an upgrade following the close of Comstock's transaction with Arkoma Drilling, LP and Williston Drilling, LP (the Partnerships). As part of the transaction, the Partnerships will contribute certain oil and gas assets located in the Bakken Shale Formation of North Dakota in exchange for Comstock common stock. Comstock has valued the assets to be acquired at about $620 million. Upon completion of the deal, the Partnerships will own approximately 84% of the company's pro forma outstanding shares. S&P said, "We expect to resolve the CreditWatch listing and finalize the preliminary issue-level ratings at close of the company's transaction with the Partnerships, which we expect by the end of August, 2018. We would likely raise the corporate credit rating on Comstock to 'B' if it successfully issues the new $850 million of unsecured notes, retires all outstanding debt, and implements a new $700 million RBL. "We expect the transaction to immediately lower leverage and increase EBITDA. We anticipate the company will use cash flows from the newly acquired oil-based Bakken assets to fund development of its more gas-based Haynesville acreage while it reduces leverage and simplifies its capital structure with the new unsecured debt and RBL. "We could return to a negative outlook if the company is unable to achieve any of the steps described above." CONSOLIDATED AEROSPACE: S&P Affirms 'B+' CCR, Outlook Stable ------------------------------------------------------------ S&P Global Ratings affirmed its 'B+' corporate credit rating on Fullerton, Calif.-based Consolidated Aerospace Manufacturing LLC. The outlook remains stable. S&P said, "At the same time, we affirmed our 'B+' issue-level rating on the company's secured term loan, which is being increased by $125 million to partially fund the acquisition, and revolving credit facility. The '3' recovery rating remains unchanged, indicating our expectation for meaningful recovery (50%-70%; rounded estimate: 50%) in the event of a default." The affirmation reflects that while Consolidated Aerospace Manufacturing LLC's (CAM) credit metrics will weaken somewhat due to the acquisition, we believe they will remain appropriate for the current rating. The company will fund the proposed $160.9 million acquisition with a combination of the proceeds from a $125 million incremental term loan, a $33.1 million equity contribution from its financial sponsor Tinicum L.P., and $2.8 million of cash. We expect the transaction to cause CAM's debt-to-EBITDA (pro forma for this acquisition and the recent Moeller acquisition, which it completed earlier in 2018) to increase to around 5x from our previous forecast of the mid-4x area. S&P anticipates that this metric will improve in 2019 as the company's profitability increases and it uses some of its free cash flow to pay down debt, which should cause its debt-to-EBITDA to decline to the low- to mid-4x area. The stable outlook on Consolidated Aerospace Manufacturing LLC reflects that the company's credit metrics will weaken somewhat due to the incremental term loan it is issuing to fund the acquisition, which will cause its pro forma debt-to-EBITDA to increase to around 5x in 2018. However, S&P expects CAM's operating performance to improve, which will reduce its debt-to-EBITDA metric in 2019. S&P said, "We could lower our ratings on CAM in the next 12 months if the company's debt-to-EBITDA remains above 5x and we don't expect it to improve. This could occur if the company is unable to profitably increase its production, if there are integration issues with the acquisition, or if the company undertakes additional large, debt-financed acquisitions. "It is unlikely that we would raise our rating on CAM during the next year due to the company's ownership by a private-equity firm and the small scale of its operations. However, we could raise our ratings on CAM if its revenue and earnings improve faster than we anticipate due to product introductions or productivity improvements and the company uses its excess cash to reduce its debt while committing to maintain a debt-to-EBITDA metric of less than 3.5x regardless of future acquisitions or dividends." CUSTOM BLINDS: Genes Industry Seeks Appointment of Ch. 11 Trustee ----------------------------------------------------------------- Genes Industry, Inc., filed a motion asking the U.S. Bankruptcy Court to direct the appointment of a Chapter 11 trustee in the bankruptcy case of Custom Blinds and Components, Inc. According to Genes, evidence establishes that the individuals controlling the Debtor have substantial conflicts of interest with the Debtor. Due to these numerous conflicts of interest, the Debtor is unlikely to investigate or pursue: (1) avoidance actions against insiders; or (2) object to the proof of claim held by Fresh Spring, the Debtor's primary supplier of goods. Genes relates that Fresh Spring's relationship with the Debtor is far more than disclosed. Wei Liu (the Debtor's chief executive officer) is the former listed representative of Fresh Spring, served as the person responsible for its manufacturing plant, and is listed as the inventor on numerous patents applied for or held by Fresh Spring. Above and beyond the incurable conflicts of interest, a Chapter 11 trustee should be appointed due to the fraud and dishonesty permeating this case and the Debtor's gross management of its business operations. Genes Industry is represented by: Leonard M. Shulman, Esq. Ryan O'Dea, Esq. SHULMAN HODGES & BASTIAN LLP 100 Spectrum Center Drive, Suite 600 Irvine, CA 92618 Tel: (949) 340-3400 Fax: (949) 340-3000 E-mail: lshulman@shbllp.com rodea@shbllp.com About Custom Blinds and Components Custom Blinds and Components, Inc. -- https://www.cbc-contract.com/ -- is a distributor of window covering components including faux wood blinds, vertical blinds, and roller shade. The company has been supplying window covering to the multi-family market since 2010. Custom Blinds currently operates out of a 32,000-square-foot facility in Chino, California. Custom Blinds and Components sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-10621) on Jan. 26, 2018. In the petition signed by Wei Liu, CEO, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Scott H. Yun presides over the case. The Debtor tapped Arent Fox LLP as its legal counsel, and Grobstein Teeple LLP, as financial advisor. D & N ELECTRIC: T. Ogier Named Chapter 11 Trustee ------------------------------------------------- Judge Jeffrey W. Cavender of the U.S. Bankruptcy Court for the Northern District of Georgia approved the selection of the U.S. Trustee of Tamara Miles Ogier as Chapter 11 trustee in the bankruptcy case of D & N Electric, A Carter Brothers Company. The Chapter 11 Trustee can be reached at: Tamara Miles Ogier, Esq. Ogier, Rothschild & Rosenfeld, PC P.O. Box 1547 Decatur, GA 30031 Tel: 404-525-4000 Fax: 678-381-1175 Bond is fixed in the amount of $315,000.00. The trustee will have all the powers of a trustee under 11 U.S.C. section 1106 and the authority to operate the debtor's business pursuant to 11 U.S.C. section 1108. Prior to making the appointment, the United States Trustee, and/or his designee, consulted with the Debtor's Counsel Henry F. Sewell, Jr., Esq. The United States Trustee assures the Court that Ms. Ogier remains a disinterested person as defined by 11 U.S.C. Section 101(14). Ms. Ogier is not a creditor, an equity security holder, or an insider of the debtor and is is not and was not, within two years before the date of the filing of the petition, a director, officer, or employee of the debtor. Ms. Ogier does not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, or connection with, or interest in, the debtor, or for any other reason. About D & N Electric D & N Electric, A Carter Brothers Company, is an Atlanta-based electrical contractor serving owners, developers and general contractors in the Southeast with its principal place of business located at 3015 RN Martin Street, East Point, Georgia 30344. At present, the company has 170 employees. D & N Electric filed a chapter 11 petition (Bankr. N.D. Ga. Case No. 16-72113) on Dec. 11, 2016. In the petition signed by John F. Carter, CEO, the Debtor estimated assets and liabilities at $1 million to $10 million at the time of the filing. DEE'S FOODSERVICE: Trustee's Objection on Unclaimed Funds Overruled ------------------------------------------------------------------- Bankruptcy Judge Robert H. Jacobvitz entered an order overruling the U.S. Trustee's objection regarding unclaimed funds in the bankruptcy case captioned In re: DEE'S FOODSERVICE ABQ INC. AND DEE'S FOODSERVICE EL PASO, LLC, Debtors, Case No. 16-11560-j11 (Bankr. D.N.M.). The Court overrules the objection of the United States Trustee because the Court does not have jurisdiction over claims to unclaimed funds where the claim arises after dismissal of a chapter 11 case in which no plan has been confirmed. After a bankruptcy case is dismissed, the Court retains jurisdiction over certain core proceedings. Core proceedings are matters "arising under title 11, or arising in a case under title 11." "Core proceedings are proceedings which have no existence outside of bankruptcy." Actions which do not depend on the bankruptcy laws for their existence and which could proceed in another court are not core proceedings." A bankruptcy court can retain jurisdiction following dismissal of the underlying bankruptcy case over noncore, related proceedings commenced before bankruptcy case dismissal, although ordinarily noncore, related proceedings are also dismissed upon dismissal of the underlying bankruptcy case. Even so, a bankruptcy court does not have jurisdiction over noncore proceedings first commenced after dismissal of the underlying bankruptcy case. In a structured dismissal where a plan is not confirmed, claims to unclaimed funds only arise after the case is dismissed and are not governed by any provision of the Bankruptcy Code. As such, claims to unclaimed funds do not arise in a case under Title 11 or arise under Title 11 and are therefore noncore. Because any claims to unclaimed funds following a structured dismissal of this chapter 11 case necessarily first arise only after the case is dismissed and therefore will not arise in a case under Tittle 11, and will not arise under Title 11, the Court does not have jurisdiction over claims. A copy of the Court's Memorandum and Opinion dated June 15, 2018 is available at https://bit.ly/2NFvbPm from Leagle.com. Dee's FoodService - ABQ Inc., A New Mexico Corporation, Debtor, represented by William J. Arland, III . Dee's FoodService - El Paso, LLC, a Texas Limited Liability Company, Joint Debtor, represented by William J. Arland, III. Arland & Associates, LLC, Debtor's Attorney, represented by William J. Arland, III. United States Trustee, U.S. Trustee, represented by Alice Nystel Page, Office of the U.S. Trustee. About Dee's Foodservice Dee's FoodService - ABQ Inc., dba Dee's FoodService, fdba Dee's Cheesecake Factory, fdba Cheesecake Factory, and Dee's FoodService - El Paso, LLC, filed voluntary Chapter 11 petitions (Bankr. D.N.M., Case Nos. 16-11560 and 16-11563) on June 24, 2016. The case is assigned to Judge Robert H. Jacobvitz. The Debtors are represented by William J Arland, III, Esq., at Arland & Associates, LLC, in Santa Fe, New Mexico. At the time of filing, the Debtors had estimated assets of $1 million to $10 million and estimated liabilities of $1 million to $10 million The petitions were signed by Steven C. Mager, president/CEO. EPIC CHURCH: Plan Outline Okayed, Plan Hearing on Aug. 22 --------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida on July 5 conditionally approved the disclosure statement filed by Epic Church of Lakeland Inc., allowing it to start soliciting votes from creditors. The order, signed by Judge Caryl Delano, required creditors to submit ballots of acceptance or rejection of the company's proposed Chapter 11 plan no later than eight days before the hearing on confirmation of the plan, which is scheduled for August 22. Objections to the disclosure statement must be filed no later than seven days prior to the hearing. If no objections are filed, the conditional approval of the disclosure statement will become final. About Epic Church of Lakeland Epic Church of Lakeland, Inc. -- f/k/a TLC Family Church -- is a religious organization in Lakeland, Florida. It is the fee simple owner of real properties located at 1115 E Memorial Blvd., Lakeland, FL 33801 and 2720/2728 S Crystal Lake Drive Lakeland, FL 33801 having an aggregate current value of $1.97 million. The Company posted gross revenue of $515,885 in 2017 and gross revenue of $576,108 in 2016. Epic Church of Lakeland is affiliated with Treehouse Preschool Academy, Inc., which sought bankruptcy protection on March 2, 2018 (Bankr. M.D. Fla. Case No. 18-01630). Epic Church filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 18-01629) on March 5, 2018. In the petition signed by Kimberley Bedient, secretary/treasurer, the Debtor disclosed $2.30 million in assets and $1.34 million in liabilities. Pierce J Guard, Jr., Esq., at the Guard Law Group, PLLC, is the Debtor's counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case of Epic Church of Lakeland, Inc. as of April 9, according to a court docket. EVERGREEN INFORMATION: Has Interim Authority to Use Cash Collateral ------------------------------------------------------------------- The Hon. Thomas J. Catliota of the U.S. Bankruptcy Court for the District of Maryland has entered an interim order granting Evergreen Information Technology Services, Inc. authority to use cash collateral. The Debtor is allowed to use cash collateral solely for the payment of necessary expenses, which are limited to: (a) Employee Wages -- $22,143.70 (b) Withholding Taxes -- $12,619.78 (c) Brilym Technologies -- $12,619.78 (d) Hartford Insurance Business/Liability -- $3,015 (e) Carefirst Health Insurance -- $4,577.50 (f) Dental/Life Insurance -- $1,328 (g) Deposit for Verizon -- $600 (or 1/2 of actual monthly average if higher than $1,200) (h) Deposit for Comcast -- $500 (or 1/2 of actual monthly average if higher than $1,000). The Debtor believes there are several secured creditors as to its deposit accounts and accounts receivable, including M & T Bank, Sonabank. Zones, Inc., and On Deck Captial, some of which the Debtor disputes. A full-text copy of the Interim Order is available at http://bankrupt.com/misc/mdb18-17749-45.pdf About Evergreen Information Technology Services Evergreen Information Technology Services, Inc., based in Laurel, Maryland, offers an array of IT services and solutions including Continuity of operations Planning (COOP), Risk Assessment, Disaster Recovery, Network Operations Support, Migration from Legacy Systems, Service Desk and End-User Support, IT Service Management, IT Program Management, E Governance, Cabling Inside/Outside Plant, VoiP, and A/V VTC Systems. Evergreen Information Technology Services, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 18-17749) on June 7, 2018. In the petition signed by its president Terrance Martin, the Debtor disclosed total assets of $231,861 and $1.84 million in debt. The Debtor is represented by Justin M. Reiner, Esq. at Axelson, Williamowsky, Bender & Fishman, P.C. EZRA HOLDINGS: Taps OrangeTee as Real Estate Agent -------------------------------------------------- Ezra Holdings Limited seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire a real estate agent. The Debtor proposes to employ OrangeTee and Tie Pte Ltd in connection with the sale of Ezra Marine Services Pte Ltd's interests in a marine base located at 51 Shipyard Road, Singapore. OrangeTee will be paid an incentive-based commission of (i) 1% of the purchase price if it is less than SGD$65 million; (ii) 1.5% of the purchase price if between SGD$65 million and SGD$70 million; or (iii) 2% of the purchase price if more than SGD$70 million, plus applicable goods and services tax. Simon Yio, executive director of OrangeTee, 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: Simon Yio OrangeTee and Tie Pte Ltd 430 Lorong 6 Toa Payoh 01-01 OrangeTee Building, Singapore 319402 About Ezra Holdings Founded in 1992, Ezra Holdings Limited -- http://www.ezraholdings.com/-- is an offshore contractor and provider of integrated offshore solutions to the global oil and gas industry. Ezra is incorporated in Singapore with its registered office at 15 Hoe Chiang Road #28-01 Tower Fifteen Singapore 089316. Its shares were listed on the SGX Sesdaq on Aug. 8, 2003, and moved to the Mainboard of the Singapore Exchange since Dec. 8, 2005. It also issued certain notes (S$150,000,000 4.875% Notes due 2018 comprised in Series 003) which have been listed on the Singapore Exchange since 2013. Ezra established and maintains an office in the United States located at 75 South Broadway, Fourth Floor, Office Number 489, White Plains, New York 10601. Ezra also has a wholly owned New York subsidiary, Ezra Holdings (NY) Inc., which was incorporated in the United States of America with 200 shares at a nominal issue price per share. EMITS, a wholly owned subsidiary of Ezra, provides supporting information technology services to each of the Ezra Group's business divisions. Ezra Marine, another wholly owned subsidiary of Ezra, has a leasehold interest in the marine base in Singapore located at 51 Shipyard Road, Singapore 628139 and leases out the base's facilities and provides various support services in connection with the marine base to the Ezra Group's operating entities. Ezra Holdings and two affiliates -- Ezra Marine Services Pte. Ltd. and EMAS IT Solutions Pte Ltd -- filed voluntary Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 17-22405) on March 18, 2017, before the Honorable Robert D. Drain. In the petition signed by Tan Cher Liang, director, Ezra Holdings estimated $500 million to $1 billion in assets and $100 million to $500 million in liabilities. The Debtors' Chapter 11 Cases are being jointly administered for procedural purposes only. Lawyers at Saul Ewing, led by Sharon L. Levine, Esq., serve as the Debtors' Chapter 11 counsel. The Debtors tapped as general Singapore counsel Drew & Napier LLC; and claims and noticing agent, Prime Clerk LLC. Foxwood LLC also serves as special counsel. The Ezra Group's joint venture, EMAS CHIYODA Subsea Limited, and certain of its affiliate companies filed voluntary Chapter 11 petitions (Bankr. S.D. Tex. Lead Case No. 17-31146) on Feb. 27, 2017. ECS' wholly-owned subsidiary, EMAS-AMC AS, has also been placed under members' voluntary liquidation in Norway. Ezra guaranteed substantial charter hire liabilities of the ECS Group, as well as certain loans owed by the ECS Group to financial institutions, Ezra faces potentially significant contingent liability if the creditors call on the guarantees. Ezra received statutory demands from Svenska Handelsbanken AB (Publ), Singapore Branch and Forland Subsea AS on Jan. 24, 2017, and Feb. 6, 2017, respectively. These statutory demands have since expired under Singapore law and these two creditors may commence winding up applications against Ezra. Ezra also received a statutory demand from VT Halter Marine, Inc. on March 9, 2017. On March 1, 2018, the Debtors filed the Chapter 11 Plan and Ezra Holdings Singapore Scheme of Arrangement and the Disclosure Statement related to the Plan. In conjunction with filing the Plan and Disclosure Statement, on March 1, 2018, Ezra Holdings Limited also commenced a restructuring proceeding before the High Court of the Republic of Singapore requesting leave to convene a meeting of creditors to solicit votes to obtain sanction of that component of the Plan which constitutes Ezra Holdings' scheme of arrangement pursuant to Singapore law. FACTORY SALES: Sureties Entitled to Keep $2.35MM in Collateral -------------------------------------------------------------- Bankruptcy Judge Jerry A. Brown rules in favor of the defendants in the adversary proceeding captioned FACTORY SALES &ENGINEERING, INC., Plaintiff, v. ACE EUROPEAN GROUP, LTD, WESTCHESTER FIRE INSURANCE CO., AND CHUBB EUROPEAN GROUP LIMITED, Defendants. Section "B," Adv. P. No. 17-1049 (Bankr. E.D. La.). This matter came before the court on Jan. 16 and 17, 2018 as a trial on the complaint, removed from state court, of the debtor, Factory Sales & Engineering, Inc., against ACE European Group, Ltd., Westchester Fire Insurance Company, and Chubb European Group Ltd. (the "Sureties"). FSE seeks the return of funds it deposited with the Sureties as collateral security for bonds the Sureties issued pursuant to an Agreement of Indemnity between the two parties for construction projects FSE undertook for various clients. The crux of the argument between the parties is whether the collateral security was bond specific or whether the collateral security was cross-collateralized among several bonds. The court finds that the collateral security under this Agreement of Indemnity is not bond specific, and the Sureties may retain the collateral security that they are holding and apply it towards any obligations on outstanding bonds issued on projects that FSE failed to complete for which the Sureties may be liable. The court finds it highly significant that the Sureties and FSE seldom, if ever, communicated directly with each other. Thus, each party could continue in its own interpretation of the Agreement of Indemnity and each interpretation made sense from that party's standpoint. The court finds, however, that the contract is not ambiguous, and the Sureties' interpretation of the contract is the correct one. Additionally, even if the contract were ambiguous, the extrinsic evidence would still favor the Sureties. FSE's arguments that it had no knowledge that the Sureties held the collateral on an account basis rather than on a bond by bond basis is contradicted by the emails showing FSE did have knowledge prior to 2016. Additionally, FSE asked the Sureties to use collateral from one project to fund potential settlements on two other projects. The Sureties also issued bonds for which no collateral was put up by FSE, which further supports the account as a whole theory. Finally, the best argument FSE had, which was that the Sureties requested that it sign the second Agreement of Indemnity because the executed Agreement of Indemnity did not provide for cross-collateralization just doesn't stand up. The argument is undercut both by the language in the executed agreement itself, which although not as explicit as the unexecuted agreement, can reasonably be read to allow cross-collateralization, and by the evidence showing that the reason the Sureties requested FSE sign the second agreement was not for the purpose of providing specific cross-collateralization language. Taken as a whole, if the court were to evaluate the extrinsic evidence surrounding the Agreement of Indemnity, the court would conclude that FSE has failed to carry its burden of persuading the court that the contract does not allow for cross-collateralization. As already stated, however, the court finds, based on the contract language alone, that the Sureties are entitled to keep the $2.35 million in collateral that is the subject of this suit and apply it to any outstanding claims on projects that were not completed by FSE. The bankruptcy case is in re: FACTORY SALES & ENGINEERING, INC., Chapter 11, Debtor, Case No. 17-11446 (Bankr. E.D. La.). A full-text copy of the Court's Memorandum Opinion dated June 14, 2018 is available at https://bit.ly/2zsv4na from Leagle.com. Factory Sales and Engineering, Inc., Plaintiff, represented by John M. Landis -- jlandis@stonepigman.com -- & Andrew D. Mendez -- amendez@stonepigman.com -- Stone Pigman Walther Wittmann LLC. ACE European Group Ltd, Defendant, represented by Amy M. Bernadas -- abernadas@kfplaw.com -- Krebs Farley, PLLC. Westchester Fire Insurance Company & Chubb European Group Limited, Defendants, represented by Amy M. Bernadas , Krebs Farley, PLLC & Matthew Joseph Farley – mfarley@kpflaw.com -- Krebs Farley, P.L.L.C. About Factory Sales and Engineering An involuntary Chapter 7 petition was filed against Factory Sales and Engineering, Inc. (Bankr. E.D. La. Case No. 17-11446) on June 6, 2017. The involuntary petition was served on the Debtor on Sunday, June 18. The creditors who signed the petition are Iberdrola Energy Projects Canada Corporation, represented by Richard A. Aguilar, Esq., at Mcglinchey Stafford; Maxim Crane Works, L.P., represented by John T. Andrishok, Esq., at Breazeale, Sachse & Wilson; and Precision Bearing & Machine, Inc., represented by A. Todd Darwin, Esq. On July 10, 2017, the Debtor filed its ex parte motion to convert the involuntary case to Chapter 11, in which it sought to exercise its right, pursuant to Bankruptcy Code section 706(a), to convert this case to a Chapter 11 reorganization. On July 17, the Court entered an order granting the Debtor's motion to convert, and the Debtor became a debtor-in-possession. The Debtor's ongoing operations are limited to a project in Chile that is in the commissioning stage. Judge Jerry A. Brown presides over the case. The Debtor tapped Stone Pigman Walther Wittman LLC as bankruptcy counsel, and Levesque Law Firm, LLC, as special counsel. FTTE LLC: Plan Outline Okayed, Plan Hearing on Aug. 29 ------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Florida on July 5 conditionally approved FTTE, LLC's disclosure statement, allowing the company to start soliciting votes from creditors. The order, signed by Judge Caryl Delano, required creditors to submit ballots of acceptance or rejection of the company's proposed Chapter 11 plan no later than eight days before the hearing on confirmation of the plan, which is scheduled for August 29. Objections to the disclosure statement must be filed no later than seven days prior to the hearing. If no objections are filed, the conditional approval of the disclosure statement will become final. About FTTE, LLC FTTE, LLC, is a limited liability company based in Punta Gorda, Florida. FTTE filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 18-00841) on Feb. 2, 2018, estimating $50,000 in total assets and $1 million to $10 million in total liabilities. The petition was signed by Terry J. Cooke, manager of Taurus Adventure Mgt LLC, as manager of the Debtor. Richard Johnston, Jr., of Johnston Law, PLLC, is the Debtor's counsel. FURNITURE FACTORY: Cash Collateral Use Extended Until July 31 ------------------------------------------------------------- The Hon. Mary Jo Heston of the U.S. Bankruptcy Court for the Western District of Washington has entered an order modifying and extending Furniture Factory Direct, Inc.'s authority to use cash collateral until July 31, 2018, in accordance with the Budget. The Debtor is authorized to make expenditures in excess of the stated budget up to a cumulative variance of 15% to allow for normal variations in income and expenses. No expenses in excess of such cumulative variation will be paid without the consent of Bank of America or further Court Order. The Debtor will note a hearing on extension of the Cash Collateral Order, if necessary, to be conducted on July 19, 2018 at 9:00 a.m. The Debtor will make rent payments to the Landlords for these leasehold by the 10th of each month: (a) Bellevue Store at 2209 Bel-Red Rd. Redmond, WA 98052, $26,302; (b) Tukwila Store at 16705 Southcenter Parkway, WA 98188 (for April and May), $27,763; (c) Lakewood Store at 2402 84th St. S. Tacoma, WA 98444, $52,008.43; and (d) Lacy Store at 5420 Martin Way E. Lacey WA 98516, $45,398.59. The Debtor will make payments to Bank of America in the amount of $3,500 as adequate protection of Bank of America's interest in estate assets. In addition, Bank of America is granted a replacement lien in the Debtor's postpetition assets (including the cash collateral) of the same kind, type, and nature as the prepetition collateral that are acquired after the Petition Date and in the same priority, relative to other liens (if any), Bank of America held on a prepetition basis. The replacement lien will be in the same priority, validity and enforceability as any prepetition lien securing the claim of Bank of America in the same type of assets. As additional adequate protection to Bank of America, the Debtor will: (a) continue to maintain adequate insurance on its assets; (b) provide weekly reports to Bank of America of activity and balances of the Debtor's operating accounts no longer maintained at Bank of America, including weekly deposits, weekly disbursements, and weekly cash balances, which weekly reports will be provided on Friday of each week for the week ending on Tuesday of the same week; and (c) timely provide monthly reports as required by the U.S. Trustee. A full-text copy of the Order is available at http://bankrupt.com/misc/wawb18-40718-278.pdf About Furniture Factory Direct Furniture Factory Direct, Inc. -- https://www.furniturefd.com/ -- manufactures and retails furniture. The Company offers bedrooms, mattresses, accessories, dining rooms, and living room furniture. Furniture Factory has five store locations serving customers in Washington and Alaska. Furniture Factory Direct filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 18-40718) on March 5, 2018. In the petition was signed by its president, Svetlozar Ganev Todorov, the Debtor disclosed total assets of $3.03 million and total liabilities of $2.86 million. The Debtor is represented by Masafumi Iwama, Esq., S. Lamont Bossard, Jr., Esq., and Mark C. McClure, Esq., at Iwama Law Firm, in Kent, Washington. FUTURE DIE CAST: Taps Rehmann Robson as Financial Consultant ------------------------------------------------------------ Future Die Cast Acquisitions, Inc., seeks approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire Rehmann Robson LLC as financial consultant. The firm will provide financial services required in the Debtor's Chapter 11 case, which include preparing budget and forecasts, advisory support, and cash flow monitoring. Rehmann's hourly rates range from $200 to $300. The firm has requested a retainer in the sum of $17,500. Thomas Shemanski, principal of Rehmann Robson, disclosed in a court filing that the firm and its members are "disinterested persons" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Thomas J. Shemanski Rehmann Robson LLC 675 Robinson Road Jackson, MI 49203 Phone: 517-787-6503 E-mail: info@rehmann.com About Future Die Cast Acquisitions Future Die Cast & Engineering, Inc., owns an automotive shop in Shelby Township, Michigan. The Company manufactures tooling and machined castings for high pressure die cast prototypes. The company also engages in producing tooling and machined castings for low to medium volume production and service parts manufacturing. Future Die Cast & Engineering, based in Shelby Twp., MI, filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 18-46210) on April 27, 2018. In the petition signed by Mason Richardson, president, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. Mark A. Randon presides over the case. Geoffrey T. Pavlic, Esq., at Steinberg Shapiro & Clark, serves as bankruptcy counsel. GARCES RESTAURANT: Court Denies Bid for CPO Appointment ------------------------------------------------------- Judge Jerrold N. Poslusny, Jr., of the U.S. Bankruptcy Court for the District of New Jersey denied the U.S. Trustee's request for the appointment of a consumer privacy ombudsman pursuant to Sections 363(b)(1) and 332 of the Bankruptcy Code in the Chapter 11 case of Garces Restaurant Group, Inc., d/b/a Garces Group, and its debtor affiliates. On May 9, 2018, the Debtors filed a motion seeking to sell substantially all of their assets free and clear of all liens, claims and encumbrances to 3BM1, LLC, for cash in the amount of $2 million less the amount of all outstanding principal plus accrued and unpaid interest under any DIP Facility as of the Closing, plus the assumption of certain liabilities. The U.S. Trustee pointed out that it appears that the Amended and Restated Asset and Purchase Agreement includes a provision that requires Ballard Brands to observe any written policies in effect on the Petition Date that prohibit the transfer of personally identifiable information provided that true and correct copies are provided at least 10 business days prior to the closing, and "shall otherwise comply with the requirements of Bankruptcy Code section 363(b)(1)(A)." The Debtors have provided their privacy policy purportedly effective as of the Petition Date, which sets forth the following: "Under no circumstances do we transfer your email address to any other company. . . ." In addition, if a consumer purchases a product or a gift card they are advised that "[b]y placing an order you agree to the collection and storage of this information for the sole use of Garces Restaurant Group and its management partnerships." The U.S. Trustee said it is unclear whether or not such information is being transferred. However, pursuant to the Amended and Restated APA, "Acquired Assets" includes “all files, documents, instruments, papers, computer files, information and records and all other books and records of Sellers in any media directly or indirectly relating to the Acquired Assets." It appears that the Sale Motion may include the sale of consumers' personally identifiable information, the U.S. Trustee told the Court. The Debtors have a published privacy policy that expressly prohibits such sale, and the Sale Motion does not address the requirement in the Bankruptcy Code that a consumer privacy ombudsman be appointed. In an effort to fill this void, the U.S. Trustee asked the Court to direct the appointment of a consumer privacy ombudsman pursuant to Sections 363(b)(1) and 332 of the Bankruptcy Code. About Garces Restaurant Group Garces Restaurant Group, Inc., which conducts business under the name Garces Group, is a Philadelphia-based hospitality group operating more than a dozen restaurants from Philadelphia to New York City, including Amada, Distrito, Tinto, Village Whiskey, Garces Trading Company, JG Domestic, Volver, The Olde Bar, Buena Onda, Ortzi, a Spanish Basque-inspired restaurant, at the new LUMA Hotel Times Square and three restaurants, Okatshe, Olon and Bar Olon at Tropicana Atlantic City. Garces Events is a full-service catering and event division with exclusive venues such as Kimmel Center for the Performing Arts, Cira Centre and CHUBB Hotel & Conference Center, among others. The group also offers additional services through the Garces Foundation, a philanthropic organization dedicated to Philadelphia's underserved immigrant community; and Luna Farm, Chef Garces' 40-acre farm in Bucks County, Pennsylvania. Garces Restaurant Group and 18 affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 18-19054) on May 2, 2018. In the petitions signed by John Fioretti, interim CEO, Garces Restaurant estimated assets of $100,000 to $500,000 and liabilities of $1 million to $10 million. Judge Jerrold N. Poslusny Jr. presides over the cases. The Debtors tapped Porzio, Bromberg & Newman, P.C., as their legal counsel; Eisneramper LLP as financial advisor; and Cohnreznick Capital Market Securities, LLC, as investment banker and placement agent. Omni Management is the claims agent. GILDED AGE: Seeks Permission to Use Webster Bank's Cash Collateral ------------------------------------------------------------------ Gilded Age Properties, LLC seeks authorization from the U.S. Bankruptcy Court for the District of Rhode Island to continue using the cash collateral of Webster Bank, N.A. from July 1, 2018 through July 31, 2018. The proposed budget for the month of July 2018 shows expenses in the aggregate sum of $16,260. Webster Bank extended a $712,500 mortgage loan to the Debtor on the Bellevue Property and a $712,500 mortgage loan to the Debtor on the Freebody Property, secured by a certain Promissory Note, Mortgage Deed, Security Agreement and Assignment of Leases and Rents and Loan Agreement. As of May 22, 2017, the balance due under the Loan Documents was $1,370,716. The cash currently held and yet to be generated by the operation of the Debtor's business through the Rents is the sole source of funding for the continued operation of its business leading to its plan of reorganization under Chapter 11 of the Code. Therefore, the Debtor seeks to continue to use its post-petition cash generated by rents from tenants of the Properties in order to pay its post-petition operating expenses, U.S. Trustee quarterly fees, professional fees and any and all other expenses deemed necessary by the Debtor for the operation of the Debtor and to finance its operation under Sections 1107 and 1108 of the Bankruptcy Code and its anticipated plan of reorganization. The Debtor is offering Webster Bank adequate protection in the form of a continuing replacement lien for any diminution in value which results from Debtor's post-petition use of the prepetition collateral. In addition, the Debtor is seeking the use of cash collateral conditioned upon Debtor's continuing payment of, among other things, post-petition mortgage payments, real estate taxes and municipal charges for the Properties. A full-text copy of the Cash Collateral Motion is available at http://bankrupt.com/misc/rib17-10738-236.pdf About Gilded Age Properties Gilded Age Properties, LLC, owns and operates two properties: a commercial rental property located at 117 Bellevue Avenue in Newport, Rhode Island and a residential apartment building located at 38-40 Freebody Street in Newport, Rhode Island. Gilded Age Properties filed a Chapter 11 petition (Bankr. D.R.I. Case No. 17-10738) on May 4, 2017. In the petition signed by member Peter M. Iascone, the Debtor estimated assets and liabilities between $1 million and $10 million. The case is assigned to Judge Diane Finkle. The Delaney Law Firm LLC is the Debtor's bankruptcy counsel. Kirby Commercial, LLC, is the Debtor's real estate agent. GRAND VIEW FINANCIAL: Bid for Property Turnover Defective, Ct. Says ------------------------------------------------------------------- Bankruptcy Judge Robert Kwan entered an order denying Debtor Grand View Financial LLC's Motion for an Order Compelling Turnover of Property of the Estate. By its motion to recover rents and real property from Respondents Shirley Hanes and Stephen Ho, Debtor seeks that Respondents turn over the real property in which they are living in and pay over rents that they allegedly owe the Debtor, which property Debtor has scheduled as property of the bankruptcy estate. According to the Motion, Respondents as owners and occupiers of distressed residential real property entered into sale and leaseback arrangements with Debtor which invests in such property to contest the existing secured liens of mortgage lenders based on alleged lien defects. Debtor now wants Respondents as former owners but current occupiers of two distressed real properties to turn over, and presumably evict, them for alleged non-payment of rent under the sale and leaseback agreements. Citing Collier on Bankruptcy discussing Federal Rule of Bankruptcy Procedure 9014 governing contested matters in bankruptcy, Debtor argues that an adversary proceeding under Federal Rule of Bankruptcy Procedure 7001 is not required and that a motion under Rule 9014 as a contested matter is sufficient to recover property and rent from these nondebtor third parties. The court disagrees because the plain language of Rule 7001 requires an adversary proceeding to recover money or property from third parties who are not the debtor. Federal Rule of Bankruptcy Procedure 7001(1). Rule 7001(1) provides in pertinent part: ". . . The following are adversary proceedings: (1) a proceeding to recover money or property, other than a proceeding to compel the debtor to deliver property to the trustee, or a proceeding under section 554(b) or section 725 of the Code, Rule 2017, or Rule 6002." The Motion is a proceeding to recover property from third parties, not the debtor, and does not involve abandonment of property under Bankruptcy Code section 554(b), disposition of property under Bankruptcy Code § 725, a debtor's transactions with an attorney under Bankruptcy Rule 2017, or an accounting by a prior custodian of estate property under Bankruptcy Rule 6002, and thus, the Motion falls within the general rule of an adversary proceeding for turnover of money or property. Because Debtor failed to file adversary proceedings for turnover of property and money as required by Rule 7001(1), the Motion is procedurally defective. Therefore, the Motion is denied without prejudice to the filing of adversary proceedings to seek the relief sought by the Motion. The bankruptcy case is in re: GRAND VIEW FINANCIAL LLC, Chapter 11, Debtor, Case No. 2:17-bk-20125-RK (Bankr. C.D. Cal.). A full-text copy of the Court’s Order dated June 15, 2018 is available at https://bit.ly/2u8LJHl from Leagle.com. Grand View Financial LLC, Debtor, represented by Todd M. Arnold -- tma@lnbyb.com -- Levene, Neale, Bender, Yoo & Brill L.L.P, Ian Landsberg , Landsberg Law, APC & Lindsey L. Smith -- lls@lnbyb.com -- Levene, Neale, Bender, Rankin & Bri. United States Trustee, U.S. Trustee, represented by Hatty K. Yip , Office of the UST. About Grand View Financial Grand View Financial LLC is a Wyoming limited liability company, which is in the business of acquiring distressed real property. Grand View Financial was formed in 2015. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 17-20125) on Aug. 17, 2017. In the petition signed by Steve Rogers, its managing member, the Debtor disclosed $29.88 million in assets and $39.71 million in liabilities. Judge Julia W. Brand presides over the case. Levene, Neale, Bender, Yoo & Brill LLP serves as the Debtor’s legal counsel. GULF FINANCE: S&P Lowers Corp. Credit Rating to 'B-', Outlook Neg. ------------------------------------------------------------------ S&P Global Ratings lowered its corporate credit rating on Gulf Finance LLC to 'B-' from 'B'. The outlook is negative. S&P said, "We also lowered our issue-level rating on the company's term loan B to 'B' from 'B+'. The '2' recovery rating on term loan is unchanged, indicating our expectation for substantial (70%-90%; rounded estimate: 70%) recovery in a default scenario." S&P said, "Our negative rating action reflects persistent underperformance in Gulf Finance's core markets and lower than expected cash flow due to deteriorating market conditions. The company's 2017 financial performance was significantly below expectations, with adjusted EBITDA below $100 million for the full year, largely driven by lower gasoline and distillate wholesale unit margins. Although Hurricane Harvey partially affected the commodity price environment in 2017, Gulf continues to face challenging market conditions that we believe could likely persist. The company's exposure to weather events, gasoline and distillate pricing, and demand volatility in key markets leaves it vulnerable to changing market conditions. In addition to a decrease in product margin per gallon, Gulf has experienced periodic negative basis pricing due to supply disruptions along the Colonial Pipeline. Although terminaling and throughput volumes were in line with expectations, the aforementioned market challenges in the wholesale supply and distribution business offset any benefit from volumes in this segment. "The negative outlook reflects our view that although Gulf Finance is likely to meet its debt obligations with existing free cash flow, leverage above 11x could lead to difficulty refinancing. Any further under performance and deterioration in financial metrics could be unsustainable at the current rating. "We could lower the rating if we believe the company's capital structure may be unsustainable in the long term. This could occur if EBITDA fails to meaningfully improve from previous years, 2018 margins repeat recent performance, or if volumes weaken below our expectations. "While very unlikely at this time, we could raise the rating if debt to EBITDA drops below 6x consistently and if ownership demonstrates a financial policy that lends itself to deleveraging. This could stem from improvements in gasoline and distillate pricing that improve EBITDA margin or leaner than expected operations." HANGING HOOK: Disclosure Statement Hearing Set for Aug. 14 ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of Massachusetts is set to hold a hearing on August 14 to consider approval of the disclosure statement, which explains the proposed Chapter 11 plan of reorganization for Hanging Hook, Inc. The hearing will be held at 12:30 p.m., at Courtroom 4. Under the latest plan, Hanging Hook will make 10 semi-annual payments in the amount of $357.50 each to holders of Class 2 general unsecured claims to be distributed pro rata. This sum amounts to a total payout to general unsecured creditors of $3,575 for a 100% dividend. Hanging Hook is expected to have sufficient cash on hand to make the payments required on the effective date of the plan from its rental income and contributions from its owner, according to the company's first amended disclosure statement filed on July 5. About Hanging Hook Inc. Hanging Hook Inc., filed a Chapter 11 bankruptcy petition (Bankr. D. Mass. Case No. 41271) on July 12, 2017, disclosing under $1 million in both assets and liabilities. The Debtor hired James P. Ehrhard, Esq., at Ehrhard & Associates, P.C. HARVARD ILLINOIS: Reports Statement of Net Assets in Liquidation ---------------------------------------------------------------- Harvard Illinois Bancorp, Inc., on July 12, 2018, announced its unaudited statement of net assets in liquidation, as of June 30, 2018, and its unaudited statement of changes in net assets in liquidation for the six months then ended. Unaudited Statements of Net Assets in Liquidation and Changes in Net Assets in Liquidation. At June 30, 2018, the Company reported unaudited total assets in liquidation, total liabilities in liquidation, and net assets in liquidation of $15.3 million, $1.2 million and $14.1 million, respectively. Assets in liquidation at June 30, 2018 included the $8.1 million related to the investment in the defaulted repurchase agreement purchased through Pennant Management, Inc., cash and cash equivalents of $7.1 million, and other assets of $104 thousand. Liabilities in liquidation at June 30, 2018 included $1.2 million for accrued liquidation costs not yet incurred but to be incurred through the completion of the liquidation process. The Company reported an unaudited increase of $1.5 million in net assets in liquidation for the six months ended June 30, 2018, primarily due to the realization of $1.5 million on litigation and other claims activities. At June 30, 2018, the Company had outstanding 815,449 shares of common stock and 11,537 vested unexercised stock options. Plan of Dissolution The Company at this time cannot predict with certainty the amount or timing of any liquidating distributions to its shareholders or the completion of the liquidation process, primarily due to the Company's inability to predict with certainty the timing of the receipt of cash with respect to its $8.1 million recorded receivable related to the investment in the defaulted repurchase agreement purchased through Pennant Management, Inc. In addition, the Company is pursuing litigation and other claims which may result in cash recoveries. However, the Company at this time cannot predict with certainty the probability of success, nor the amount or timing of a cash recovery, if successful. A copy of the Company's 2017 annual audit report is available at its website, www.harvardillinoisbancorpinc.com. The financial information as of and for the six months ended June 30, 2018 was derived in part from the financial statements of the Company and are unaudited. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the results of operations for the unaudited period have been made. The selected financial information presented above is not necessarily indicative of the results that may be expected for future periods. HOUSE MOSAIC: Taps Nelson M. Jones as Legal Counsel --------------------------------------------------- House Mosaic Holdings, LLC, seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire the Law Office of Nelson M. Jones, III, as its legal counsel. The firm will assist the Debtor in the preparation of a plan of reorganization; help resolve disputed claims; advise the Debtor on litigation matters; and provide other legal services related to its Chapter 11 case. The firm will charge these hourly rates: Nelson Jones, III, Esq. $400 Associate $300 Paralegal $75 Jones has requested a postpetition retainer in the sum of $7,500. The firm has no connection with the Debtor or any of its creditors, according to court filings. Jones can be reached through: Nelson M. Jones, III, Esq. Law Office of Nelson M. Jones, III 440 Louisiana Street, Suite 1575 Houston, TX 77002 Phone: (713) 236-8736 Fax: (713) 236-8990 E-mail: njoneslawfirm@aol.com About House Mosaic Holdings House Mosaic Holdings, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-30473) on Feb. 5, 2018. At the time of the filing, the Debtor estimated assets and debt of $1 million to $10 million. Judge Jeff Bohm presides over the case. HUMAN CONDITION SAFETY: Taps M. McArdle as Consultant ----------------------------------------------------- Human Condition Safety Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire a consultant. The Debtor proposes to employ Magdalena McArdle to provide non-legal professional services required to transition assets and service providers to AIG PC Global Services, Inc., the buyer of its assets, and for the administration and wind-down of its estate. The proposed compensation includes $20,840.00 in fees and $71.60 in expense reimbursement. Ms. McArdle disclosed in a court filing that her firm does not hold any interest adverse to the Debtor's estate. Ms. McArdle maintains an office at: Magdalena McArdle 641 West 207th Street, Suite 5B New York, NY 10034 About Human Condition Safety Headquartered in New York, New York, Human Condition Safety Inc. -- http://www.hcsafety.com/-- develops wearable devices, artificial intelligence, building information modeling, and cloud computing solutions that assists workers and their managers prevent injuries before they happen at their workplace. Human Condition Safety was incorporated in 2014. Human Condition Safety filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 17-10585) on March 10, 2017. In the petition signed by Greg Wolyniec, president, director and chief executive officer, the Debtor estimated its assets at between $500,000 and $1 million and its liabilities at between $1 million and $10 million. Judge Sean H. Lane presides over the case. John D. Giampolo, Esq., at Wollmuth Maher & Deutsch LLP, is serving as the Debtor's bankruptcy counsel. IGLESIA DE DIOS PENTECOSTAL: Taps Dennis Haase as Special Counsel ----------------------------------------------------------------- Iglesia De Dios Pentecostal Valle de Cedron, Inc., seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Dennis Haase, Esq., as special counsel. Mr. Haase will represent the Debtor in a case against the City of Newark in New Jersey Tax Court. He will charge an hourly fee of $365 for his services. In a court filing, Mr. Haase disclosed that he is "disinterested" as defined in Section 101(14) of the Bankruptcy Code. Mr. Haase maintains an office at: Dennis M. Haase, Esq. 41 Watchung Plaza, Suite 511 Montclair, NJ 07042 Tel: (973) 744 0073 Fax: (973) 966-6185 E-mail: dhaase@dmhaaselaw.com About Iglesia De Dios Pentecostal Valle de Cedron Inc. Iglesia De Dios Pentecostal Valle de Cedron, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 18-20414) on May 23, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $500,000. Judge Stacey L. Meisel presides over the case. John M. Esposito, Esq., is the Debtor's counsel. IGLESIA DE DIOS PENTECOSTAL: Taps John M. Esposito as Counsel ------------------------------------------------------------- Iglesia De Dios Pentecostal Valle de Cedron, Inc. seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire the Law Offices of John M. Esposito, Esquire as its legal counsel. The firm will assist the Debtor in the preparation of a bankruptcy plan and will provide other legal services related to its Chapter 11 case. Esposito will charge an hourly fee of $325. The firm received an initial retainer in the sum of $2,750. John Esposito, Esq., disclosed in a court filing that he and his firm are "disinterested" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: John M. Esposito, Esq. 870 Pompton Avenue, Unit A2 Canfield Office Park Cedar Grove, NJ 07009 Phone: 973-857-7100 Email: john@lawjme.com About Iglesia De Dios Pentecostal Valle de Cedron Inc. Iglesia De Dios Pentecostal Valle de Cedron, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 18-20414) on May 23, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $500,000. Judge Stacey L. Meisel presides over the case. John M. Esposito, Esq., is the Debtor's counsel. IRASEL SAND: Court Junks as Moot Select Sand's Ch. 11 Trustee Bid ----------------------------------------------------------------- Judge Ronald B. King of the U.S. Bankruptcy Court for the Western District of Texas dismissed as moot Select Sand, LLC's motion for appointment of a Chapter 11 trustee in the bankruptcy case of Irasel Sand, LLC. About Irasel Sand LLC Based in Dilley, Texas, Irasel Sand, LLC, is a company that was organized in 2014 as a joint venture between Irabel, Inc., and Select Sand LLC. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 17-51420) on June 19, 2017. It previously filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 17-31148) on Feb. 27, 2017. In the petition signed by Louis R. Butler, CEO of managing member, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Ronald B. King presides over the case. The Law Offices of Dean W. Greer, led by Dean William Greer, Esq., serves as the Debtor's bankruptcy counsel. JEFFERSON REALTY: Case Summary & 10 Unsecured Creditors ------------------------------------------------------- Debtor: Jefferson Realty Partners LLC c/o Orazio Petito 5 Brewster St. Unit 2, #314 Glen Cove, NY 11542 Business Description: Jefferson Realty Partners LLC is a privately held company engaged in activities related to real estate. It is the fee simple owner of a real property located at 1308 Jefferson Ave Brooklyn NY valued by the company at $2.50 million. Chapter 11 Petition Date: July 15, 2018 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Case No.: 18-44060 Judge: Hon. Elizabeth S. Stong Debtor's Counsel: Mark A. Frankel, Esq. BACKENROTH FRANKEL & KRINSKY, LLP 800 Third Avenue, 11th Floor New York, NY 10022 Tel: (212) 593-1100 Fax: (212) 644-0544 E-mail: mfrankel@bfklaw.com Total Assets: $2.50 million Total Liabilities: $732,000 The petition was signed by Orazio Petito, member. 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/nyeb18-44060.pdf JULIAN DEPOT: Has Until Sept. 7 to Solicit Acceptances of Plan -------------------------------------------------------------- The Hon. Sean H. Lane of the U.S. Bankruptcy Court for the Southern District of New York has entered a consent order further extending Julian Depot Miami LLC's exclusive period during which the Debtor can solicit acceptances of its plan of reorganization through and including Sept. 7, 2018. The Court also extended the exclusive period during which only the Debtor can file a plan through and including July 3, 2018. The Debtor previously had until May 4, 2018, to exclusively file a plan and until July 7, 2018, to exclusively solicit acceptances of the plan. The Debtor and U.S. Bank, N.A. -- as trustee, which previously objected to an extension of the Exclusive Periods -- have consensually agreed to a resolution. U.S. Bank is permitted to procedurally seek to intervene in that certain litigation pending in the United States District Court for the Southern District of Florida without prejudice to the Debtor's right to object to the intervention or otherwise take another position. About Julian Depot Miami Julian Depot Miami LLC is a New York-based Florida limited liability company, with its business offices located in Queens, New York. It is a real estate company which owns a commercial property located at 13895 SW 28th Street, Homestead, Florida. The property, which Julian Depot Miami purchased in 2012, is subject to a ground lease dated Dec. 20, 2016, with Home Depot USA, Inc., as tenant. Its principals are affiliated with the prior Chapter 11 case of HS 45 John LLC (Bankr. S.D.N.Y. Case No. 15-10368). Julian Depot Miami has only one secured creditor, U.S. Bank, which holds a first mortgage in the principal amount of $13.2 million. Julian Depot Miami sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-12973) on Oct. 23, 2017. David L. Smith, manager, signed the petition. At the time of the filing, the Debtor disclosed $17.55 million in assets and $13.22 million in liabilities. Judge Sean H. Lane presides over the case. Goldberg Weprin Finkel Goldstein LLP is the Debtor's counsel. KODY BRANCH: SecGen Seeks Appointment of Chapter 11 Trustee ----------------------------------------------------------- Second Generation, Inc., a creditor of Kody Branch of California, Inc., filed a motion asking the U.S. Bankruptcy Court for the Central District of California for an order: (1) pursuant to section 1112(b) of the United States Code, 11 U.S.C. Sections 101, et seq., converting the Debtor's bankruptcy case from chapter 11 to chapter 7; or (2) alternatively, pursuant to sections 1104(a)(1) and (a)(2) of the Bankruptcy Code, appointing a trustee in the Debtor's chapter 11 case. According to SecGen, the Debtor's case is ripe for conversion: there are readily avoidable transfers which will lead to significant recoverable assets which could be used to pay creditors. While the Court has expressed concern that there is little cash currently in the estate, this fact is, indeed, the justification for conversion, not the opposite. A chapter 7 trustee can review the transactions and evidence assembled both by the Office of the United States Trustee and SecGen, then determine whether to pursue recoverable assets for the benefit of creditors. Trustees throughout the United States routinely take on cases where there are no current assets then issue an "asset notice" later once they succeed in recovering cash for creditors. Ultimately, if a debtor can avoid conversion of a case simply by depleting all of its assets, this would lead to an incredibly unjust result for creditors, by rewarding those debtors that succeed in transferring all assets out of the estate when compared to those debtors that transfer less than all. This simply makes no sense, SecGen asserts. Rather, the test for conversion focuses on what is in the best interest of creditors. Here, where the Court has already found cause to convert or dismiss on a prior occasion and where there is no ongoing business, there are no employees, the Debtor has no counsel and has not paid two sets of attorneys, conversion should be ordered, SecGen further asserts. SecGen is represented by: Jeffrey W. Dulberg, Esq. PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Blvd., 13th Floor Los Angeles, CA 90067 Tel: 310.277.6910 Fax: 310.201.0760 Email: jdulberg@pszjlaw.com About Kody Branch of California Kody Branch of California, Inc., is a clothing and apparel manufacturer and wholesaler based in Baldwin Park, California. Kody Branch of California sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 17-23722) on Nov. 6, 2017. In the petition signed by Tony Trinh, its president, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Robert N. Kwan presides over the case. Kody Branch of California tapped Levene, Neale, Bender, Yoo & Brill LLP as its legal counsel. KOLSY HOMES: Gets Initial Order Under CCAA ------------------------------------------ Kolsy Homes Ltd. and Rivairo Capital Corporation applied for and received an initial order for protection pursuant to the Companies' Creditors Arrangement Act, as amended, from the Court of Queens Bench for Saskatchewan. The Initial Order includes among other things, a stay of proceedings against the Companies, and the appointment of The Bowra Group Inc. as monitor of the Companies. The Initial Order, among other things: 1. Approved a stay of proceedings up to and including Aug. 8, 2018; 2. With respect to the property of Rivairo Capital Corporation: i. Granted a first ranking charge over 2.5% of the proceeds (after closing costs but before any payment to KV Capital Corporation) arising from the completion of milestone #1; ii. Authorized Rivairo to obtain and borrow funds under a commitment letter from KV Capital Corporation, in the maximum amount of $600,000; iii. Approved a second ranking charge to secure the Interim Financing in favour of the Interim Financing Lender; iv. Granted a third ranking charge for pre-existing security interests held by the Interim Financing Lender; v. Granted a fourth ranking administration charge, in the amount of $250,000 and, 3. With respect to the property of Kolsy Homes Ltd.: i. Granted a first ranking administration charge, in the amount of $250,000. In accordance with section 23 (1)(ii)(b) of the CCAA and the Initial Order, a notice will be sent within 5 days of the Filing Date to all of the Companies' creditors who are owed $1,000 or more, excluding any individual employees, former employees with pension and retirement savings or benefits plan entitlements, and retirees and other beneficiaries who have entitlements under any pension or retirement savings plan. The Monitor can be reached at: Doug Chivers Monitor's Representative The Bowra Group Inc. 1411 TD Tower 10088, 102 Avenue Edmonton, AB T5J 2Z1 Tel: 780-809-1224 Email: dchivers@bowragroup.com The Monitor retained as counsel: Jeff Lee, Q.C. MLT Aikins LLP 1500 - 410 22nd Street East Saskatoon, SK S7K 5T6 Tel: (306) 975-7136 Email: jmlee@mltaikins.com The Companies retained as counsel: Michelle M. Tobin, Esq. The W Law Group LLP Suite 300, 110 - 21st Street East Saskatoon, SK S7K 0B6 Tel: (306) 665-9509 Email: mtobin@wlawgroup.com Mike J. Russell, Esq. The W Law Group LLP Suite 300, 110 - 21st Street East Saskatoon, SK S7K 0B6 Tel: (306) 665-9507 Email: mrussell@wlawgroup.com Kolsy Homes Ltd. -- https://www.rivairo.ca -- develops condominium and townhouse projects. KOONTZ-WAGNER: Commences Chapter 7 Bankruptcy --------------------------------------------- Koontz-Wagner Custom Controls Holdings LLC, a discontinued operation and wholly-owned subsidiary of Williams Industrial Services Group Inc., filed a voluntary petition for liquidation under Chapter 7 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-33815) on July 11, 2018. Koontz-Wagner estimated $10 million to $50 million in assets and liabilities as of the bankruptcy filing. The Debtor's attorneys: Mark Edward Andrews Dykema Cox Smith 1717 Main Street, Suite 4200 Dallas, TX 75201 214-462-6400 Fax: 214-462-6401 E-mail: mandrews@dykema.com The Chapter 7 Trustee: Rodney D Tow Rodney Tow, PLLC 1122 Highborne Cay Court Texas City, TX 77590-1403 281-429-8300 The Chapter 7 Trustee's attorneys: Julie Mitchell Koenig Cooper & Scully, PC 815 Walker, Suite 1040 Houston, TX 77002 Tel: 713-236-6800 Fax: 713-236-6880 E-mail: julie.koenig@cooperscully.com Tracy Pagliara, President and CEO of Williams, stated, "It has been a slow and difficult process to complete the strategic alternatives review for Koontz-Wagner. After their second sales effort did not go as planned, Koontz-Wagner assessed a number of other options and, in consultation with its professional advisors, came to an informed conclusion that a Chapter 7 bankruptcy filing was most appropriate under the circumstances." Based in South Bend, Indiana, Koontz-Wagner engaged in manufacturing and integration of engineered packaged control house solutions for the energy, oil and gas, and electrical industries. Koontz-Wagner is a unit of Global Power Equipment Group Inc. LANDAMERICA FINANCIAL: Summary Judgment Against Germinaros Upheld ----------------------------------------------------------------- In the appeals case captioned JOSEPH J. GERMINARO; GABRIELLA P. GERMINARO, Appellants, v. FIDELITY NATIONAL TITLE INSURANCE COMPANY; COMMONWEALTH LAND TITLE INSURANCE COMPANY, No. 17-1640 (3rd Cir.), Joseph and Gabriella Germinaro appeal from the grant of summary judgment against them on their claim that Fidelity National Title Insurance Company and Commonwealth Land Title Insurance Company violated the Racketeer Influenced and Corrupt Organizations Act ("RICO"). The United States Court of Appeals, Third Circuit, affirms. The Third Circuit agrees with the District Court's conclusion that the Germinaros' RICO claims under section 1962(c) and section 1962(d) fail because their allegations of a closed-ended Ponzi scheme do not cover a substantial enough period of time to establish continuity. To establish a RICO claim under section 1962(c), a plaintiff must demonstrate a pattern of racketeering activity. Proving a pattern of racketeering activity requires plaintiffs to show "that the racketeering predicates are related, and that they amount to or pose a threat of continued criminal activity." Predicate acts are related if evidence demonstrates "that the criminal activities 'have the same or similar purposes, results, participants, victims, or methods of commission, or otherwise are interrelated by distinguishing characteristics and are not isolated events.'" The requirement that the predicate acts "amount to or pose a threat of continued criminal activity" is commonly known as the "continuity" requirement. Continuity comes in two forms: closed-ended and open-ended. Closed-ended continuity refers "to a closed period of repeated conduct," and it "can be established by 'proving a series of related predicates extending over a substantial period of time.'" Open-ended continuity, on the other hand, refers "to past conduct that by its nature projects into the future with a threat of repetition," and it can "be established by proving a threat of continuity, which exists where the predicate acts themselves involve threats of long-term racketeering activity, or where the predicate acts are part of an entity's regular way of doing business." The Germinaros have not satisfied the continuity requirement. First, their second amended complaint alleges a closed-ended rather than an open-ended RICO scheme. Second, the alleged nine-and-a-half-month period of alleged racketeering activity is insufficient as a matter of law to establish closed-ended continuity because activity covering less than twelve months does not constitute a substantial period of time. Finally, even if the SAC were read more broadly to have alleged years of deception leading up to the alleged 2008 Ponzi scheme, there is no evidence suggesting that the pre-2008 behavior constituted predicate acts under RICO. Therefore, the District Court rightly held that the Germinaros' RICO claims fail as a matter of law. In sum, while the Court recognizes that LandAmerica 1031 Exchange Services, Inc. and LandAmerica Financial Group, Inc.'s bankruptcies exposed the Germinaros to an unexpected financial problem, they cannot prove a substantive RICO violation because the continuity requirement cannot be satisfied. Because the Germinaros' RICO claim under section 1962(c) fails, their RICO conspiracy claim under section 1962(d) also fails as a matter of law. For the foregoing reasons, the Third Circuit affirms the grant of summary judgment in favor of FNTIC and CLTIC. A full-text copy of the Court's Opinion dated June 14, 2018 is available at https://bit.ly/2KJUBxt from Leagle.com. Michael P. Denver [ARGUED] Hollister & Brace, Santa Barbara, CA, Counsel for Appellants. Erica L. Calderas -- elcalderas@hahnlaw.com -- [ARGUED] Dennis R. Rose -- drrose@hahnlaw.com -- Hahn Loeser & Parks, Cleveland, OH, Counsel for Appellees About LandAmerica Financial LandAmerica Financial Group, Inc., provided real estate transaction services with offices nationwide and a vast network of active agents. LandAmerica Financial Group and its affiliate LandAmerica 1031 Exchange Services Inc. filed for Chapter 11 protection (Bankr. E.D. Va. Lead Case No. 08-35994) on Nov. 26, 2008. Attorneys at Willkie Farr & Gallagher LLP and McGuireWoods LLP served as co-counsel. Zolfo Cooper served as restructuring advisor. Epiq Bankruptcy Solutions served as claims and notice agent. Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner & Beran PLC served as counsel to the Creditors Committee of 1031 Exchange. Bingham McCutchen LLP and LeClair Ryan served as counsel to the Creditors Committee of LFG. In its bankruptcy petition, LFG reported total assets of $3.325 billion and total debts of $2.839 billion as of Sept. 30, 2008. On March 6, 2009, March 27, 2009, March 31, 2009, July 17, 2009, Oct. 12, 2009, and Nov. 4, 2009, various LFG affiliates -- LandAmerica Assessment Corporation, LandAmerica Title Company, Southland Title Corporation, Southland Title of Orange County, Southland Title of San Diego, LandAmerica Credit Services, Inc., Capital Title Group, Inc., and LandAmerica OneStop Inc. -- also commenced voluntary Chapter 11 cases. The Chapter 11 cases of LFG, LES, and the LFG Affiliates are jointly administered under case number 08-35994. LandAmerica filed a Joint Plan of Liquidation on Sept. 9, 2009. The Court on Nov. 23, 2009, entered an order confirming the Joint Chapter 11 Plan of LFG and its Affiliated Debtors, dated Nov. 16, 2009, as to all Debtors other than OneStop. The effective date with respect to the Plan was Dec. 7, 2009. Plan trustees were appointed for LFG and LES. LV GAUCHO: Taps Ciardi Ciardi as Legal Counsel ---------------------------------------------- LV Gaucho, Inc., seeks approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to hire Ciardi Ciardi & Astin as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. The firm will charge these hourly rates: Albert Ciardi, III $515 Jennifer McEntee $350 Daniel Siedman $300 Stephanie Frizlen $120 Albert Ciardi, III, Esq., a partner at Ciardi Ciardi, 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: Albert Ciardi, III, Esq. Ciardi Ciardi & Astin One Commerce Square 2005 Market Street, Suite 3500 Philadelphia, PA 19103 Phone: 215.557.3550 Fax: 215.557.3551 E-mail: aciardi@ciardilaw.com About LV Gaucho Inc. LV Gaucho, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 18-14417) on July 2, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of $1 million to $10 million. Judge Richard E. Fehling presides over the case. MC/VC INC: Needs More Time to File Plan of Reorganization --------------------------------------------------------- MC/VC Inc. asks the U.S. Bankruptcy Court for the Southern District of Texas to extend until Aug. 20, 2018, the exclusivity period during which only the Debtor can file a plan of reorganization. The Debtor said in court filings that it is making progress internally towards developing the terms of a plan and the Debtor has or will reach out to particular creditors regarding such terms. A hearing on the Debtor's request is scheduled for July 20, 2018, at 10:30 a.m. The Debtor is seeking an extension of the Exclusive Filing Period in order to preserve their exclusive right to modify the Plan as a result of Debtor's filing of its request for the Court to establish the deadline for filing proofs of claim. Without the extension, the Debtor would face the prospect of a plan process involving multiple competing plans. Without the ability of the Debtor to maintain the exclusive right to file and obtain acceptance of their plan, another party may file a plan solely to disturb the progress of the Debtor in attempting to formulate and negotiate a plan that can appeal to a broad consensus of the major creditor groups in this case. The filing of competing plans at this key stage of the Debtor's Chapter 11 case would delay and disrupt the plan process and be an inefficient use of estate resources. The Debtor assures the Court that no creditor will be prejudiced by the requested extensions. The Debtor has continued to operate its business as Debtor in Possession and is paying its debts as they come due. The Debtor is making progress internally towards developing the terms of a plan and the Debtor has or will reach out to particular creditors regarding such terms. The Debtor says it is not seeking the extension of the Exclusivity Period as a negotiation tactic, to artificially delay the conclusion of these Chapter 11 case, or to hold creditors hostage to an unsatisfactory plan proposal. To the contrary, this request is intended to maintain a framework conducive to an orderly, efficient, and cost-effective confirmation process. The Debtor seeks this extension as a means of relief, such that the Debtor can have adequate time to devote resources to developing a plan of reorganization that will benefit all creditors and interest holders. MC/VC Inc., a closely held corporation operating gentlemen's clubs, filed for Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case No. 17-20523) on Dec. 29, 2017. Ricardo Guerra, Esq., at Guerra & Smeberg, PLLC , serves as the Debtor's bankruptcy counsel. MENSONIDES DAIRY: Authorized to Use Northwest FCS Cash Collateral ----------------------------------------------------------------- The Hon. Frank L. Kurtz of the U.S. Bankruptcy Court for the Eastern District of Washington authorized Mensonides Dairy LLC to use the cash collateral of Northwest Farm Credit Services, PCA and FLCA to pay expenses of operations within the categories and limits set forth in the Interim Budget. The Court also approved an Interim Budget that provides for total operational cash outflow of $2,059,898. The payment of wages as set forth in Interim Budget will be solely for the current pay period ending June 15, 2018, and thereafter and not for any other pre-petition amounts owing. In addition, the inclusion of professional fees as a budget item on Interim Budget does not authorize the payment of those fees until the professional has fulfilled all requirements for payment of professional fees under the Bankruptcy Code and Rules, including approval of the professional's employment and the filing and approval of professional fee requests. Until those requirements have been met, any budgeted monies for professional fees will remain in the Debtor's Debtor-in-Possession bank account. As a condition of use of cash collateral, the Debtor will comply with all loan covenants and all information reporting requirements set forth in Northwest's loan documents, and the Debtor will make such required reports available to the U.S. Trustee and any creditor who requests the information. Cattle sales will not exceed the amounts in set forth in the Interim Budget. The Debtor will provide Northwest with verified receipts for any private sales of cattle and auction sale settlement sheets for auction cattle sales. All cattle sale proceeds will be paid to the Debtor and will be used to fund the Interim Budget. Any party with a security interest or lien in the pre-petition assets of the Debtor or the cash collateral will retain said security interests or liens in the same priority and to the same extent in said assets and cash collateral or in the proceeds of such cash collateral, subject to Debtor's ability to use the cash collateral as provided in the Order. The final hearing on the Debtor's Cash Collateral Motion is set for July 18, 2018 at 9:30 a.m. At a status conference held July 16, Counsel for the Debtor advised the Court they are working on terms of an agreed cash collateral order and request the Court to turn the in-court final hearing set on July 18 to a telephonic hearing. They will be requesting a final hearing sometime near the end of August. The hearing on July 18 will be telephonic at 10:00 a.m. (509) 353-3192. The Court will await the agreed order. Appearances: Steven H. Sackmann, Attorney for Debtor; Toni Meacham, Attorney for Debtor; James D. Perkins, Attorney for U.S. Trustee; John R. Rizzardi, Attorney for Northwest Farm Credit Services, FLCA/PCA; Binah B. Young, Attorney for Northwest Farm Credit Services, PCA; Robert McMillen, Attorney for Whitby Farms, Inc.; William L. Hames, Attorney for Calaway Company, Inc.; Ford Elsaesser, (proposed Attorney for Unsecured Creditors Committee; Also Present: Art Mensonides, on behalf of Debtor; Amy Mensonides, on behalf of Debtor; Kristyn Mensonides, on behalf of Debtor; Brian Newhouse, Accountant on behalf of Debtor; Beth Coonts, In house counsel for Simplot; Justin Tracy, on behalf of Unsecured Creditors Committee; David Drabea, on behalf of Unsecured Creditors Committee. A full-text copy of the Order is available at: http://bankrupt.com/misc/waeb18-01681-43.pdf About Mensonides Dairy LLC Mensonides Dairy LLC operates a farm that produces milk and other dairy products. The company was founded in 1993 and is based in Mabton, Washington. Mensonides Dairy LLC filed a Chapter 11 petition (Bankr. E.D. Wash. Case No. 18-01681), on June 14, 2018. The Petition was signed by Art Mensonides, owner/member. The case is assigned to Judge Frank L. Kurtz. The Debtor is represented by Steven H. Sackmann, Esq. at Sackmann Law, PLLC as counsel, and Toni Meacham, Esq. as co-counsel. At the time of filing, the Debtor had estimated both assets and liabilities at $10 million to $50 million each. MICHAEL SORIANO: Mortgagee Bid for Summary Judgment Partly Granted ------------------------------------------------------------------ Bankruptcy Judge Janice D. Loyd partly granted the defendant's motion for summary judgment in the adversary proceeding captioned Michael Angelo Soriano, Plaintiff, v. Wells Fargo Bank, N.A., Defendant, No. ADV 17-01018-JDL (Bankr. W.D. Okla.). Arising out of litigation history extending back nearly a decade, in this multi-pronged adversary brought by the Debtor against his residence mortgagee, he seeks the judgment of this Court (1) disallowing the mortgagee's proof of claim on the basis that the mortgagee does not have standing to assert the same, (2) disallowing the mortgagee's proof of claim by virtue of the mortgagee's proof of claim having been denied in one of Debtor's previous bankruptcies, (3) the state court foreclosure judgment is unenforceable and the mortgagee has no interest in the Debtor's property, the mortgage or the state mortgage foreclosure judgment, and (4) recovering actual and punitive damages for the mortgagee's alleged violation of the automatic stay. Mortgagee has moved for summary judgment on the basis that (1) its failure to respond to the Debtor's objection to its claim in the prior bankruptcy only barred its right to be paid in accordance with the Chapter 13 plan but had no effect upon its in rem claim on the mortgage, (2) it is the holder of the Note and Mortgage and is entitled to enforce the same, (3) the state court foreclosure judgment in mortgagee's favor precludes the bankruptcy court from reconsidering mortgagee's standing to enforce the judgment under the Rooker-Feldman Doctrine, (4) if there was a technical violation of the stay in attempting to collect amounts awarded by the plan, the mortgagee reversed such charges before any funds were actually collected, and (5) even if the stay was violated, the Debtor is barred by the doctrine of laches from asserting the same. What all of Soriano's machinations demonstrate to the Court is that despite his present position that he owes Wells Fargo nothing because of the denial of its claim, he continued to propose and/or make payments to Wells Fargo in all three of his bankruptcies, including the continued adequate protection payments in the converted Chapter 11, and continued attempts at loan modification. The Agreed Order Resolving Wells Fargo's Motion for Relief from Order modified the Order Denying Wells Fargo's claim in language inconsistent with the total extinguishment of the claim. It appears to the Court that Soriano was recognizing a continued obligation to make his mortgage payments, but he was financially unable or unwilling to make both the current monthly payment as well as the mushrooming arrearage. The Court agrees with Wells Fargo which states in its Motion for Summary Judgment that the adversary "primarily involves a dispute over the arrearage" which Soriano owes on his mortgage loan. Wells Fargo has also moved for summary judgment on Soriano's assertions that Wells Fargo committed violations of the Federal Housing Finance Agency Making Home Affordable Program ("HAMP"), the Fair Debt Collections Practices Act ("FDCPA") and the Real Estate Settlement Procedures Act ("RESPA"). As Wells Fargo points out, Soriano alleges in his Amended Complaint that these violations occurred, but he does not include them in any separate Count nor does he seek separate relief for these alleged violations. Lest there be any misunderstanding that Soriano is seeking relief under any of these acronym statutes, the Court can summarily dispose of any attempt to assert a cause of action based upon them. Recognizing the overwhelming weight of authority, this Court has previously held that, "It is well settled that HAMP does not create a private right of action." Any potential claim under HAMP would fail as a matter of law. Likewise, any potential claim by Soriano that Wells Fargo may have violated the FDCPA because in 2008 its foreclosure counsel did not disclose it was a "debt collector" is barred by the one-year statute of limitations. Furthermore, Wells Fargo as a servicer of mortgage debt is not a "debt collector" subject to the FDCPA. Nor can a claim be stated that Wells Fargo violated RESPA by not properly responding to a "Qualified Written Request(s)" in 2008 and 2009, as any such claim would barred by the three-year statute of limitations applicable to RESPA. Based upon the findings of fact and conclusions of law, the Court grants Defendant's Motion for Summary Judgment as to Count I of Soriano's Amended Complaint objecting to Wells Fargo's Proof of Claim #2 but denies Defendant's Motion for Summary Judgment as to Count I of the Amended Complaint insofar as Plaintiff is asserting an Objection to Wells Fargo's Proof of Claim #2 on the basis that such Proof of Claim includes inaccurate escrow shortages, inaccurate amounts of interest, inaccurate principal balance and inaccurate legal costs and fees. The bankruptcy case is in re: Michael Angelo Soriano, Chapter 11, Debtor, Case No. 15-14341-JDL (Bankr. W.D. Okla.). A full-text copy of the Court's Opinion and Order dated June 18, 2018 is available at https://bit.ly/2zsx5Qi from Leagle.com. Michael Angelo Soriano, Plaintiff, represented by B. David Sisson . Wells Fargo Bank NA, Defendant, represented by Mark E. Hardin , Pierce Couch Hendrickson Baysinger & April D. Kelso , Pierce Couch Hendrickson Baysinger & Gre. MOONEY DEKALB: Disclosure Statement Hearing Set for Aug. 8 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois is set to hold a hearing on August 8 to consider approval of the disclosure statement, which explains the Chapter 11 plan of reorganization for Mooney DeKalb, Inc. The hearing will be held at 11:00 a.m., at Room 3100. Under the proposed plan, creditors holding Class 3 general unsecured claims will be paid pro rata from available funds after the payment of Heartland Bank's Class 1 secured claim and National Bank & Trust Company's Class 2 bifurcated claim. General unsecured creditors will receive annual payments for five years from the effective date of the plan, with the first four annual payments to be made on or before December 31 of such year, and the final annual payment to be made no later than the first day of the 60th month of the plan. Cash flow generated through the operation of Mooney DeKalb's business and by personal financial contributions from its president Michael Mooney, according to the disclosure statement filed on July 5. About Mooney DeKalb Mooney DeKalb, Inc., fdba Mike Mooney Chevrolet,-Pontiac-GMC-Cadillac, Inc., fdba Mike Mooney Chevrolet-Oldsmobile-Cadillac-Geo, Inc., fdba Mike Mooney Chevrolet, GMC, Cadillac, Inc., fdba Mike Mooney, Inc., filed a voluntary Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-82260) on September 27, 2017. The case is assigned to Judge Thomas M. Lynch. The Debtor is represented by Darron M Burke, Esq., at Barrick, Switzer, Long, Balsley & Van Evera, LLP, in Rockford, Illinois. At the time of filing, the Debtor had estimated assets of $0 to $50,000 and estimated liabilities of $1 million to $10 million. The petition was signed by Michael Mooney, president. MOUNTAIN DUE: Taps Ciardi Ciardi as Legal Counsel ------------------------------------------------- Mountain Due, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to hire Ciardi Ciardi & Astin as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. The firm will charge these hourly rates: Albert Ciardi, III $515 Jennifer McEntee $350 Daniel Siedman $300 Stephanie Frizlen $120 Albert Ciardi, III, Esq., a partner at Ciardi Ciardi, 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: Albert Ciardi, III, Esq. Ciardi Ciardi & Astin One Commerce Square 2005 Market Street, Suite 3500 Philadelphia, PA 19103 Tel: 215.557.3550 Fax: 215.557.3551 E-mail: aciardi@ciardilaw.com About Mountain Due Mountain Due, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 18-14420) on July 2, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of $1 million to $10 million. Judge Richard E. Fehling presides over the case. NOMAD JV: S&P Assigns 'B-' Issuer Credit Rating, Outlook Pos. ------------------------------------------------------------- S&P Global Ratings said it assigned its 'B-' long-term issuer credit rating to Tennessee-based health insurance services company Nomad JV L.P. and Nomad Buyer Inc. (together, naviHealth). The outlook is positive. S&P said, "At the same time, we assigned our 'B-' debt rating to the company's $100 million revolving credit facility due 2023 and $425 million first-lien term loan due 2025. The recovery rating is '3', indicating our expectation for meaningful recovery (50%-70%; rounded estimate: 50%) in the event of a payment default." S&P said, "The rating on naviHealth reflects our assessment of the company's weak business risk profile (BRP) and highly leveraged financial risk profile (FRP). The company was formed in 2011 and is the largest manager of PAC benefits for health plans, as well as a leading value-based care partner for health systems and providers. In 2015, Cardinal Health acquired a majority stake in the company. Following this transaction, financial sponsor CD&R will hold 55% ownership and about half of the company's board. Cardinal Health and management will collectively own the remaining 45% and will retain certain call rights to buy back CD&R's stake. "We assess naviHealth's BRP as weak, incorporating our view of its participation in the niche PAC management industry, its limited track record, and relatively small market. EBITDA of $48 million in the 12 months ended March 31, 2018 is among the lowest in our rated health insurance services universe. Earnings come from three segments; Health Plan, BPCI, and SaaS, all of which result in naviHealth being a full-service PAC management provider. "Although currently the market leader, we consider the PAC management industry to be a niche market, with outsourcing to be a relatively recent phenomenon. NaviHealth lacks a significant track record and may face risks associated with new entrants as the industry matures, and there is also potential for providers of post-acute care to improve internal controls in order to reduce excess waste, which could affect the company's ability to generate earnings in the longer term. Although naviHealth's business is unregulated, the company is exposed to insurance capitation risk, with profit levels depending on its ability to generate savings for the health plan or provider client. However, we believe underwriting risk is relatively mild since PAC is a short-tailed defined medical benefit and the company has put in place cost overrun protections into their contracts to prevent cash flows from being significantly affected." Despite the outlined weaknesses, naviHealth has a sustainable, unique value proposition and faces favorable tailwinds as the leader in PAC management and care transitions. The BRP incorporates our view that earnings fundamentals are generally stable and the company has high revenue and EBITDA potential in the next several years. S&P also views the company's diligence in pricing contracts and high customer retention favorably. The company benefits favorably from the excess medical waste that accumulates from plan and provider mismanagement of resources, poor patient outcomes, and egregious PAC medical expenses in this space, which is increasingly leading plans toward outsourcing. To efficiently manage spend, naviHealth has an extensive data platform and its operating model features clinician teams providing high-touch services and ensuring provider adherence to treatment plans that improve patient outcomes and reduce readmission rates. S&P said, "We also believe there is significant opportunity in cross-selling naviHealth's products and services. The SaaS segment bolsters both the Health Plan and BPCI segments by making naviHealth the key stakeholder in care transitions. Most participants in the PAC market are individuals over 65 in Medicare Advantage (MA) plans, so the continued aging in of baby boomers into MA is another factor supporting the company's growth. Additionally, the company recently entered into a large-scale contracted expansion, which it expects will add significant scale to revenue and EBITDA in the next 12 months. We believe naviHealth will focus its 2019 fiscal year on managing this contracted expansion and on BPCI segment growth." S&P said, "We assess naviHealth's FRP as highly leveraged because of its weak credit protection metrics and financial sponsor ownership. Following the transaction, the company's debt structure will include a five-year $100 million cash flow revolver (unfunded at transaction close) and a seven-year $425 million first-lien term loan. Pro-forma for the new capital structure, we expect S&PGR adjusted debt to EBITDA (including operating lease) to be elevated and weak at about 8.2x as of the 12 months ended March 31, 2018. Of note, our leverage calculations are based on management financials and a quality of earnings (QofE) as the company does not yet have a full year audit given its recent spinout from Cardinal Health. In our base case, we expect credit metrics to improve significantly in the next 12 months due to EBITDA growth, both organic and from incremental earnings flowing from the contracted expansion and BPCI segment growth. We forecast leverage to be between 5.5-6.5x and coverage of 2.0-2.5x during fiscal year 2019 (the 12 month period ending June 30, 2019) as these earnings accrue. We also expect the company to repay debt voluntarily beginning in 2020 with no forecasted dividends or major acquisitions. "Based on our criteria, the combination of a weak BRP and highly leveraged FRP results in a split anchor of 'b/b-'. We chose the lower anchor based on naviHealth's weaker cash flow/leverage ratios relative to 'B' rated peers, as well as the limited standalone financial history. However, we believe naviHealth and its private equity sponsor will display a more-favorable debt to EBITDA ratio in the near term with leverage improving to between 5.5-6.5x in 2019 and EBITDA interest coverage of 2.0-2.5x. Our positive outlook reflects our belief that, if naviHealth can deliver more-conservative metrics in the next 12 months along with a favorable initial audit of financial reporting, it will be more in line with 'B' rated peers." S&P's base case for 2018-2019 assumes the following: -- Improving, but still relatively weak, real global GDP growth of about 3.0% in 2018 and 2.5% in 2019; -- Reported revenue growth in the mid- to upper-single digits for fiscal-year 2018 (ended June 30) and 25%-30% in 2019 supported by contracted expansion and BPCI segment growth; -- Adjusted EBITDA margins in line with historical levels over the next two years; and -- Capital expenditures as a percentage of revenue in line with historical levels. Based on these assumptions, S&P arrives at the following credit metrics: -- S&PGR adjusted leverage of about 7.3-7.8x in 2018 and between 5.5-6.5x in 2019 (as of fiscal year-end June 30); -- EBITDA interest coverage between 2.0-2.5x; and -- Funds from operations (FFO) to debt of 7%-10%. S&P said, "We assess naviHealth's liquidity as adequate based on our expectation that sources will exceed uses of cash by at least 1.2x over the next 12 months and for this ratio to be sustained even with a 15% decline in EBITDA. We also base our assessment on qualitative factors including satisfactory standing in the credit markets, sound relationships with banks, and likeliness to absorb a high-impact, low-probability event with limited need for refinancing." The company's credit agreement includes a springing revolver covenant (when the revolver is drawn at 35% or more). The revolver is currently undrawn. Principal liquidity sources include: -- $100 million of revolver availability (undrawn); -- Cash balance of about $25 million as of March 31, 2018; and -- Cash FFO of $30-$70 million. Principal liquidity uses include: -- Required mandatory amortization of debt (about $4.3 million annually); and -- Capital expenditures of $15-$20 million annually (including growth and maintenance costs). S&P said, "The positive outlook reflects our view that naviHealth's credit metrics will significantly improve over the next 12 months due to contracted national client expansion in its health plan segment, as well as higher volumes from its health systems segment. We expect adjusted debt to EBITDA to be between 5.5-6.5x and EBITDA interest coverage of 2.0-2.5x by fiscal-year end, June 30, 2019. "We could raise the ratings in the next 12 months if the company successfully realizes its expansion opportunities and generates earnings that significantly improve leverage with sustained adjusted debt to EBITDA less than 6.5x and EBITDA interest coverage of 2.0-2.5x. "While a downgrade is unlikely, we could revise the outlook to stable over the next 12 months if the company does not de-lever to less than 6.5x per our base case forecasts. This could occur if naviHealth is unable to realize its growth and expansion opportunities due to execution and/or implementation headwinds or underinvestment in IT or infrastructure. We could also lower the rating if these factors result in lost market share and put added pressure on profitability and earnings such that we view the company's competitive position as vulnerable, or the company's capital structure as unsustainable." PHILLY DUE: Taps Ciardi Ciardi as Legal Counsel ----------------------------------------------- Philly Due, Inc., seeks approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to hire Ciardi Ciardi & Astin as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. The firm will charge these hourly rates: Albert Ciardi, III $515 Jennifer McEntee $350 Daniel Siedman $300 Stephanie Frizlen $120 Albert Ciardi, III, Esq., a partner at Ciardi Ciardi, 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: Albert Ciardi, III, Esq. Ciardi Ciardi & Astin One Commerce Square 2005 Market Street, Suite 3500 Philadelphia, PA 19103 Phone: 215.557.3550 Fax: 215.557.3551 Email: aciardi@ciardilaw.com About Philly Due Inc. Philly Due, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 18-14426) on July 2, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of $1 million to $10 million. Judge Ashely M. Chan presides over the case. PRO-CARE INJURY: July 20 Hearing on Appointment of PCO ------------------------------------------------------ Pursuant to Section 333(a)(1) of the Bankruptcy Code, the U.S. Bankruptcy Court for the Northern District of Texas will order the appointment of a patient care ombudsman for Pro-Care Injury & Rehab Centers, Inc., unless the Court finds that the appointment of an ombudsman is not necessary for the protection of patients under the specific facts of the case. The Court, accordingly, sets a hearing on July 20, 2018, at 9:00 a.m., to determine the issue of whether or not a patient care ombudsman must be appointed in this case. About Pro-Care Injury & Rehab Centers Pro-Care Injury & Rehab Centers, Inc., is a medical clinic in Dallas, Texas. Pro-Care Injury & Rehab Centers filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 18-31984) on June 12, 2018, estimating under $1 million in assets and liabilities. Gregory Wayne Mitchell, Esq., at The Mitchell Law Firm, L.P., serves as the Debtor's counsel. PRODUCTION PATTERN: Seeks to Hire KBCA as Accountant ---------------------------------------------------- Production Pattern and Foundry Co., Inc., seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire KBCA, LLC, as its accountant. The firm will prepare a review of the financial statements for 2017 prepared by VT Accounting Associates, another accounting firm hired by the Debtor. The firm will charge at these hourly rates: Partners $285 - $360 Managers $210 - $230 Staff Accountants $160 - $180 Support Staff $75 - $125 KBCA has requested an advance retainer in the sum of $2,500. The firm does not represent any interest adverse to the Debtor's estate, according to court filings. KBCA can be reached through: Randy Kuckenmeister KBCA LLC 3860 GS Richards Blvd. Carson City, NV 89703 Tel: 775.885.8847 Fax: 775.885.9006 E-mail: rkuckenmeister@kbcallc.com About Production Pattern and Foundry Production Pattern and Foundry Co., Inc. -- http://www.ppfco.com/ -- is a TS-16949 Certified, casting foundry, producing aluminum castings for a wide variety of industries. PPF produces parts and equipment components for a broad spectrum of markets -- from chip-making equipment to drinking fountains. Typical PPF customer applications have included: housings mounting bases, manifolds, valve bodies, door hinges and brackets. The company also has experience in heavy truck manufacturing, semiconductor chip manufacturing equipment, medical and dental equipment manufacturing, construction, utility, packaging machinery and sports equipment industries. Production Pattern filed a Chapter 11 petition (Bankr. D. Nev. Case No. 17-51106) on Sept. 20, 2017. In the petition signed by Arlene Cochran, president, the Debtor estimated assets and liabilities of $10 million to $50 million. The case is assigned to Judge Bruce T. Beesley. The Debtor hired Minden Lawyers, LLC, as its bankruptcy counsel and Harris Law Practice LLC as co-counsel. RANDAL D. HAWORTH: U.S. Trustee Directed to Appoint Ombudsman ------------------------------------------------------------- Judge Julia W. Brand of the U.S. Bankruptcy Court for the Central District of California approved the stipulation directing the appointment of a patient care ombudsman pursuant to Section 333(a) of the Bankruptcy Code for Randal D. Haworth, M.D., Inc. Accordingly, the Court directs the United States Trustee to appoint a disinterested ombudsman. About Randal D. Haworth Randal D. Haworth M.D. Inc. filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 18-16306) on May 31, 2018, estimating under $1 million in both assets and liabilities. The Debtor tapped Havkin & Shrago, Attorneys At Law, as counsel. RENATO'S GRILL: Wants Plan Filing Extended After Claims Deadline ---------------------------------------------------------------- Renato's Grill, Inc., asks the U.S. Bankruptcy Court for the Southern District of Florida to extend the Debtor's exclusive periods during which only the Debtor can file a plan of reorganization and solicit acceptance of the plan through and including Oct. 5, 2018, and Dec. 4, 2018, respectively. The Debtor's exclusivity period, under 11 U.S.C. Section 1121(b), and the Plan deadline expires on or about Aug. 7, 2018. The deadline for creditors in this case to file proofs of claims is Aug. 21, 2018 and the deadline for governmental claims to be filed Oct. 9, 2018. Accordingly, the Debtor requests that the exclusivity deadline be extended so all claims be filed prior to the Debtor being required to propose a Plan of Reorganization. The Debtor's request for extension of the Exclusive Periods is reasonable given the Debtor's progress to date. Extending the Exclusive Periods will give the Debtor the opportunity to have the Debtor's Plan of Reorganization confirmed. The Debtor is not seeking this extension to delay the administration of the case or to pressure creditors to accept an unsatisfactory plan. To the contrary, the requested extension to the Exclusive Periods will permit the Debtor to move forward in an orderly, efficient and cost-effective manner to maximize the value of the Debtor's assets. Accordingly, the Debtor requests that the Court enter an order extending the Exclusive Filing Period through and including Oct. 5, 2018, and with a reciprocal 60-day extension of the exclusive right to obtain acceptances of any Plan to Dec. 4, 2018, and rule on a nunc pro tunc basis. The Debtor does not believe that any creditors or parties in interest will be prejudiced by this extension. About Renato's Grill Renato's Grill, Inc., filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-14119) on April 9, 2018. In the petition signed by Giuseppina Maira, vice-president, the Debtor estimated assets of less than $50,000 and liabilities of less than $1 million. Craig I. Kelley, Esq., at Kelley & Fulton, PL, serves as counsel to the Debtor. ROCKPORT COMPANY: A. Chapell Named Consumer Privacy Ombudsman ------------------------------------------------------------- Andrew R. Vara, Acting United States Trustee for Region 3, pursuant to section 332 of title 11 of the United States Code and the Bankruptcy Court's order, appoints Alan Chapell as the Consumer Privacy Ombudsman in the Chapter 11 cases of The Rockport Company, LLC, and its debtor affiliates. In connection with the sale of substantially all of the Debtors' assets, the Office of the United States Trustee for the District of Delaware and the Debtors discussed the appointment of a consumer privacy ombudsman and agreed on the appointment of an ombudsman. The Ombudsman has prepared a report in accordance with Section 363(b)(1)(B) of the Bankruptcy Code to assist the Court in its consideration of the facts, circumstances, and conditions of the sale by Debtors of its customers' Personally Identifiable Information ("PII"). A full-text copy of the Report is available at: http://bankrupt.com/misc/deb18-11145-371.pdf The Ombudsman may be reached at: Alan Chapell 692 Greenwich Street; #5 New York, NY 10014 About The 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, et al., sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 18-11145) on May 14, 2018, estimating under $100 million to $500 million in assets and 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. Deloitte Tax LLP, as tax service provider. 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, 2018, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of The Rockport Company LLC. The Committee taps 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. ROLLING MEADOWS: Fitch Affirms BB+ on 2012 $16.7MM Revenue Bonds ---------------------------------------------------------------- Fitch Rating has affirmed the 'BB+' rating on the following bonds issued on behalf of Wichita Falls Retirement Foundation Project, d/b/a Rolling Meadows (RM): -- $16.78 million Red River Health Facilities Development Corporation TX first mortgage revenue bonds (Wichita Falls Retirement Foundation Project) series 2012. The Rating Outlook is Stable. SECURITY The bonds are secured by a gross revenue pledge, a mortgage, and a debt service reserve fund. KEY RATING DRIVERS CHALLENGING OPERATING ENVIRONMENT: Fitch attributes Rolling Meadows' declining independent living unit (ILU) occupancy over the past several years to low service area population growth, moderate competition, and the trend of seniors aging in place within their residences. Rolling Meadows' strong payor mix and its ability to increase fees provide some level of mitigation to its census decline. SOUND FINANCIAL PROFILE: Adept cost management has allowed Rolling Meadows to maintain sound profitability throughout census fluctuations, to which they are more sensitive given their relatively small revenue base. Consistent profitability and ample liquidity represent key credit strengths, providing flexibility for rental agreement facilities like Rolling Meadows. Although filling up slower than initially expected, additional revenue from the Rolling Meadows Pines memory care addition should prove accretive to its finances. LONG-TERM LABILITIES CONSISTENT WITH RATING CATEGORY: Leverage (8.9x Debt-to-Net Available) and debt burden (1.5x maximum annual debt service (MADs) coverage) approximate the respective below investment grade (BIG) category medians of 8.8x and 1.5x. Fitch expects theses capital metrics to remain stable or improve based on the lack of new debt issuance plans and assuming Rolling Meadows is able to maintain profitability consistent with recent history. RATING SENSITIVITIES OPERATING PERFORMANCE; MODERATING DEBT: Weakening of operating performance leading to a decline in coverage could pressure the current rating. Alternatively, consistent operating performance and ample liquidity through the Pines fill-up, coupled with a moderation of leverage could support positive rating action. CREDIT PROFILE Rolling Meadows is a type D (rental) continuing care retirement community located in Wichita Falls, TX (2017 population 104,747), approximately 130 miles northwest of the Dallas-Fort Worth (DFW) metroplex. Wichita Falls is the primary population center between DFW and Oklahoma City (OK) and is home to the Sheppard Air Force Base. The Rolling Meadows 25.2-acre gated community includes 169 ILUs (cottages and apartments), 82 SNF beds, and 22 memory care units, which went into operation in September 2017. Rolling Meadows provides home health agency services for its residents on a fee for service basis. CHALLENGING SERVICE AREA AND COMPETITIVE MARKET ILU occupancy has weakened to an average 79% and 76% respectively during fiscal 2017 (ending Dec.) and the first quarter of 2018 (ending Mar.) from a five-year peak of 92% (2013). The decline in census is coincident with the opening of senior housing complexes within proximity to the Rolling Meadows campus. Skilled nursing facility (SNF) occupancy averaged 86% in fiscal 2018, only moderately below the 89% average occupancy during fiscal 2013 through 2016. Rolling Meadows operates with a moderate amount of competition in its 50-mile service area, and has distinguished itself with a solid reputation in the community, strong hospital affiliations and a five-star CMS rating. Fitch expects the competitive market conditions to endure based on a recent 40-bed SN expansion and a planned ILU expansion within Rolling Meadows' service area. An aggressive marketing and availability of Rolling Meadows' new Pines memory care unit offer the potential to improve occupancy over the next couple of years. PROFITABILITY SUPPORTS AMPLE LIQUIDITY Rolling Meadows continued its history of strong operating performance in fiscal 2017 as reflected in a net operating margin of 22.5% and operating ratio of 87.7%, very strong in relation to the respective BIG medians of 9.5% and 101.5%. SNF service fees contribute a high proportion of the community's net revenues. This is likely attributable to Rolling Meadows strong payor mix, weighted heavily toward private payors (at 90.2% in fiscal 2017). Limited exposure to Medicare and Medicaid payors reduces Rolling Meadows exposure to the risks associated with changes in governmental reimbursement and performance-based payment trends. A history of consistent profitability supports healthy liquidity as measured by 630 days-cash-on-hand (DCOH) as of Mar. 31, 2018, very strong in relation to the 283 day BIG median. Cash-to-debt of 67.1% at March 31, 2018 is similarly strong in relation to the 34.2% BIG median. LONG-TERM LIABILITY PROFILE CONSISTENT WITH RATING CATEGORY Rolling Meadows debt consists of $16.78 million in outstanding fixed-rate debt and the recently acquired fixed-rate bank debt ($3.2 million outstanding). There is no exposure to swap or derivative instruments. The addition of bank debt firmly places Rolling Meadow's debt profile within BIG category medians. Debt-to-net available at March 31, 2018 of 8.9x approximates the 8.8x BIG median. Cash funding of future renovations or expansions would support an improvement in leverage over the medium term as existing debt is amortized. Rolling Meadows MADS consumes 16.1% of fiscal year-to-date March 31, 2018 revenue, adequate in relation to the 17.1% BIG category median. Rolling Meadows completed The Pines 22-unit memory care expansion at a cost of $6.1 million. The Pines is located on the northern section of the campus and connects to the community's health care center. Total average age of plant as of Mar. 31, 2018 of 24 years is high in relation to the 12.0 year BIG median, although five year capital expenditures averaged 234% of depreciation through fiscal 2017. Rolling Meadows' projections reflect proforma capital spending at a level approximating depreciation. SLANE MARINE: J. Lanik Appointed Chapter 11 Trustee --------------------------------------------------- Judge Benjamin A. Kahn of the U.S. Bankruptcy Court for the Middle District of North Carolina approved the appointment of James C. Lanik as Chapter 11 trustee in the bankruptcy case of Slane Marine, Inc. The case bond is set at $20,000. About Slane Marine Slane Marine, Inc., sought protection under Chapter 7 of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 17-10124) on Feb. 1, 2017, estimating $1 million to $10 million in assets and debt. The Debtor tapped Bryant T. Aldridge, Jr., as counsel. The Hon. Benjamin A. Kahn, the case judge, in May 2018, ordered the conversion of the case to a Chapter 11 case. SOUTHERN GENERAL: A.M. Best Alters Outlook to Stable & Affirms FSR ------------------------------------------------------------------ A.M. Best has revised the outlooks to stable from negative and affirmed the Financial Strength Rating of B- (Fair) and the Long-Term Issuer Credit Rating of "bb-" of Southern General Insurance Company (SGIC) (Marietta, GA). The Credit Ratings (ratings) reflect SGIC's balance sheet strength, which A.M. Best categorizes as adequate, as well as its weak operating performance, limited business profile and marginal enterprise risk management. The stable outlooks reflect the improvement in operating performance resulting from underwriting initiatives implemented to improve rate adequacy. Risk-adjusted capitalization is assessed as adequate; however, leverage measures have improved in recent periods, as policyholder surplus has increased at a faster pace relative to premiums. Partially offsetting rating factors include unfavorable reserve development and SGIC's limited scale of operations. The company's business profile is limited due to its product offering and geographic concentration. SPECTRUM HEALTHCARE: Spectrum Derby Residents Transferred --------------------------------------------------------- Nancy Shaffer, M.A., the Connecticut State Long Term Care Ombudsman and Patient Care Ombudsman for Spectrum Healthcare, LLC, filed a report stating that pursuant to the Bankruptcy Court's order, the administration has actively transferred residents of Spectrum Derby to other area homes or to their personal homes or to community settings with services through the Money Follows the Person Program. A full-text copy of the PCO Report dated July 2, 2018, is available at: http://bankrupt.com/ctb16-21635-798.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. In the petitions signed by CFO Sean Murphy, 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. Pullman & Comley, LLC, led by Elizabeth J. Austin, Esq., Irve J. Goldman, Esq., and Jessica Grossarth, Esq., serves as counsel to the Debtors, and Blum, Shapiro & Co., P.C., is the 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. STAR MOUNTAIN: Committee Seeks Appointment of Ch. 11 Trustee ------------------------------------------------------------ The Official Committee of Unsecured Creditors appointed in the Chapter 11 case of Star Mountain Resources, Inc., filed a motion asking the U.S. Bankruptcy Court for the District of Arizona to direct the appointment of a Chapter 11 trustee in the Debtor's bankruptcy case. The Committee tells the Court that the undisputed facts warrant the appointment of an independent party who can adequately direct the case for the benefit of creditors and shareholders. The Committee points out that despite the Debtor's recent plan labeled a "reorganization," this case is a pure liquidation. Because the estate's most valuable asset consists of causes of action regarding Debtor's current and former principals, the Debtor is incapable of making appropriate decisions, the Committee asserts. The purpose of this Motion is not to litigate the merits of the claims, but rather to ensure that a disinterested person evaluates them and is then is a position to move them forward as appropriate, the Committee tells the Court. The Debtor filed its Chapter 11 petition on February 21, 2018, a curious 14 months after selling to Titan Mining Corporation, its sole significant asset, a valuable zinc mine located in upstate New York known as the Balmat Zinc Mine. The Committee points out that in its Plan, the Debtor has ignored its most significant assets: the causes of action against Titan for recovery under Code Sections 544, 548 and 550 and against the current officers and directors (among others) for breaches of fiduciary duty and fraudulent transfer relating to the sale and transfer of the Balmat Zinc Mine. The stated consideration for the purchase of the Balmat Zinc Mine was $3,000,000 in cash, approximately $36,800,000 in assumed debt and 2,968,900 shares of Titan common stock. At the time of the Sale, the shares of common stock represented only 5 percent (5%) of the then outstanding stock. The value received by the Debtor was nowhere close to the value of the Balmat Assets transferred, the Committee points out. As of the date of the LOI, a reasonable valuation of the Balmat Assets was at least $117,500,000 based on the Debtor's own records. As of May 29, 2018, Titan is trading at CAD $1.21 per share with a market cap of CAD $123,384,912.00. About Star Mountain Resources Star Mountain Resources Inc. -- http://www.starmountainresources.com/-- is a small cap mining company focused on the acquisition of mineral properties and their development into producing mines. It is headquartered in Tempe, Arizona. Star Mountain Resources sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 18-01594) on Feb. 21, 2018. In the petition signed by Mark Osterberg, president and chief operating officer, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Daniel P. Collins presides over the case. Fennemore Craig, P.C., is the Debtor's bankruptcy counsel. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on April 18, 2018. The Committee retained Dickinson Wright, PLLC as its legal counsel. SUNSHINE SEATTLE: Plan Outline Okayed, Plan Hearing on Aug. 3 ------------------------------------------------------------- Sunshine Seattle Enterprises LLC is now a step closer to emerging from Chapter 11 protection after a bankruptcy judge approved the outline of its plan of reorganization. Judge Timothy Dore of the U.S. Bankruptcy Court for the Western District of Washington on July 6 gave the thumbs-up to the disclosure statement, allowing the company to start soliciting votes from creditors. The order set a July 27 deadline for creditors to file their objections and submit ballots of acceptance or rejection of the plan. A court hearing to consider confirmation of the plan is scheduled for August 3, at 9:30 a.m. The hearing will take place at the U.S. Courthouse, Room 8106. Under the company's latest plan, the holder of Class 3(a) general unsecured claim will be paid in full, with interest rate at 2.25% per annum from the effective date of the plan. This unsecured creditor will receive $2,368 per month, with payments to begin after approved attorney fees and allowed priority tax claims are paid in full. Meanwhile, the holder of Class 3(b) will recover 30% of his claim and will also receive a monthly payment of $2,368, with interest rate at 2.25% per annum from the effective date. The monthly payments will begin after Class 3(a) claim is paid. Sunshine Seattle will fund its proposed plan from the sale of its restaurant business. The initial down payment of approximately $75,000 will be used to pay administrative claims including the vendor bills and payroll taxes, plus $10,000 for attorney fees. The subsequent monthly payments for the remaining portion of the purchase price (currently proposed at $2,368 for 36 months) will be used to fund the plan payments, according to the company's first amended disclosure statement filed on July 5. About Sunshine Seattle Enterprises Sunshine Seattle Enterprises, LLC, operates a Taiwanese restaurant in Seattle's University District called Henry's Taiwan Kitchen. It leases the space in which it operates. Henry Kuo-Chiang Ku, 100% owner and managing member of 15W Kitchen, LLC, manages the restaurant. An involuntary Chapter 11 petition (Bankr. W.D. Wash. Case No. 17-14983) was filed against Sunshine Seattle Enterprises on Nov. 14, 2017, by its creditor Henry Kuo-Chiang Ku. Larry B. Feinstein, Esq., at Vortman & Feinstein, is the creditor's bankruptcy counsel. The Hon. Timothy W. Dore, the case judge, on Dec. 13, 2017, entered for relief against Sunshine Seattle under Chapter 11 of the U.S. Bankruptcy Code. The order for relief was entered after no responses to the involuntary petition were filed. Jeffrey B. Wells, Esq. and Emily Jarvis, Esq., at Wells and Jarvis, P.S., serve as the Debtor's bankruptcy counsel. TEMPUS AIRCRAFT: Secured Creditor Seeks Ch. 11 Trustee Appointment ------------------------------------------------------------------ Bank of the West, the largest secured creditor of Tempus Aircraft Sales and Service, LLC, filed a motion asking the U.S. Bankruptcy Court for the District of Colorado to direct the appointment of a Chapter 11 trustee for the bankruptcy estate of the Debtor. The Secured Creditor asserts that a Chapter 11 trustee must be appointed in this case to untangle the accounts and property interests of the Debtor versus the multitude of related entities that are all owned and/or controlled either by Mr. Gulbin, the current manager of the Debtor, or by Firefly Financial Ltd., the entity that controls one of the Debtors' 50% owners, Santiago Business Co International Ltd. or their related entities. The Secured Creditor further asserts that the Debtor's affairs are rife with similar intercompany, related transactions. According to the Debtor's audited financial statements, as of December 31, 2016, the Debtor has accounts receivable from related entities totaling $873,404 or over half of the total receivables. As of the Petition Date, the Debtor's books and records show it is owed $821,738.77 from intercompany businesses, approximately half of all receivables owed. Additionally, the Receiver has uncovered evidence that the Debtor and its related entities transferred millions of dollars of assets between related companies in order to manipulate its books and that the Debtor routinely used the Debtor's assets for the benefit of related companies without obtaining any benefit in return. Furthermore, in the past year the Debtor has consistently attempted to "restructure" its operations in such a manner that the Debtor's management retains an equity position to the detriment of its creditors. Section 1104 of the Bankruptcy Code allows a bankruptcy court to order the appointment of a trustee for cause, including fraud, dishonesty, incompetence, or gross mismanagement of the debtor's affairs, or where the appointment is in the best interest of the debtor's creditors and others with interests in this estate. In this case, the Court is presented with the precise situation that section 1104(a) was intended to address -- namely, a circumstance in which a debtor's lengthy and sustained history of self-dealing is compelling evidence that it lacks the capacity to serve as a fair and independent fiduciary to its creditors and cannot be entrusted with management of estate assets, the Secured Creditor points out. Given the breadth of the Debtor's mismanagement's conflicts of interest, the unlikelihood that the continued management of estate assets will inure to the benefit of creditors, and the likelihood that its continued management will result in the diminution of estate assets, Bank of the West submits that it is in the best interests of creditors and the estate that a trustee be appointed pursuant to Section 1104. Counsel for Bank of the West: James T. Markus, Esq. Jennifer Salisbury, Esq. MARKUS WILLIAMS YOUNG & ZIMMERMANN LLC 1700 Lincoln Street, Suite 4550 Denver, CO 80203 Telephone: 303-830-0800 Email: jmarkus@markuswilliams.com jsalisbury@markuswilliams.com About Tempus Aircraft Sales and Service Tempus Aircraft Sales and Service, LLC, operates a Pilatus Aircraft dealership in Englewood, Colorado. It also provides aircraft engine servicing and maintenance. Tempus Aircraft sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 18-13507) on April 26, 2018. In the petition signed by John G. Gulbin, III, manager, the Debtor estimated assets of $10 million to $50 million and liabilities of $10 million to $50 million. Judge Elizabeth E. Brown presides over the case. The Debtor tapped Wadsworth Warner Conrardy, P.C., as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. TLC RESIDENTIAL: Labor Secretary Seeks Ch. 11 Trustee Appointment ----------------------------------------------------------------- Because debtor TLC Residential, Inc., and its sole owner and chief executive officer, Francisco Montero, have committed acts constituting fraud, dishonesty, and gross mismanagement of the affairs of the Debtor, the Secretary of Labor filed a motion asking the U.S. Bankruptcy Court for the Northern District of California: (1) to direct the appointment of Chapter 11 Trustee under 11 U.S.C. Section 1104(a)(1) and (2); or , in the alternative (2) direct the appointment of an examiner; or, in the alternative; (3) grant relief from the automatic stay under Section 362 of the Bankruptcy Code so that the Secretary may move in District Court for appointment of a receiver. The Labor Secretary argues that immediate appointment of a Chapter 11 trustee is necessary because Mr. Montero has demonstrated that he will take any and all measures within his power to frustrate the Debtor's creditors including the filing of a bankruptcy petition to escape the appointment of a receiver in district court. In 2015, the Secretary brought suit against Montero and TLC to ensure that the vulnerable house managers received at least the minimum wage, as well as the other protections employees receive, such as social security contributions and workers' compensation. On April 5, 2018, the District Court entered a $2.3 million judgment against Defendants TLC and Montero. The Court previously found that 60 hours a month was a reasonable estimate of the hours worked by house managers and in the Judgment the Court awarded back wages for hours worked. Paragraphs 1(a)-(c) of the Judgment requires Defendants to comply with the Fair Labor Standards Act prospectively, including through paying employees at least the applicable federal minimum wage, keeping records of wages and hours, and prohibiting discrimination and retaliation against employees. Furthermore, the Court's Judgment contains a separate monetary component, ordering the Defendants to pay a total of $2,300,381.50. Finding a strong record for appointment of a receiver after a contempt hearing against Montero, on May 8, 2018 District Court Judge Alsup ordered the Secretary to "file a motion for receivership." However, before the Secretary was able to file his motion for a receivership, Montero filed a bankruptcy petition for the Debtor listing the Secretary as the only creditor with a specific debt which prevented the appointment of a receiver and delayed enforcement of the judgment. TLC has conceded it filed for bankruptcy protection to slow the Secretary's debt collection efforts. Although the Court granted the Secretary's request to proceed with his contempt motion, the Court again stated "the Secretary should file the motion for receivership before the bankruptcy court. The bankruptcy court may prefer to impose a trustee rather than receiver." A trustee is necessary to prevent the continued gross mismanagement of TLC by Montero whose management led to a $2.3 million Judgment against TLC and Montero, the Secretary says. Given Montero's dishonesty and gross mismanagement of TLC, and his unmasked dislike of the Department of Labor, the Secretary has no confidence in Montero's willingness and ability to adequately manage TLC or to work with the Department to formulate a viable plan of reorganization. Montero has violated, and continues to violate, his fiduciary duties to creditors of this estate, has overseen the misappropriation of the Debtor's funds and has engaged in other activities inconsistent with sound management of Debtor. Based on this, an independent fiduciary must be appointed immediately to prevent the further destruction of the estate's value during the pendency of this case and provide the Debtor with an opportunity to restructure, the Secretary asserts. The appointment of a trustee is also necessary to protect the interests of TLC's vulnerable employees because Montero has harmed these employees and is highly likely to continue harming them. Although the Court ordered TLC and Montero to pay back wages and damages of $2.3 million to his employees on April 5, 2018, TLC and Montero have refused to pay any money and their assets appear to be insufficient to satisfy the judgment. In addition to failing to comply with the monetary provisions of the judgment, Montero has continued to intimidate employees, terminated all assistant house managers, charged unlawful rent to house managers, and refused to pay house managers for all hours worked to retaliate against them for speaking to the Department of Labor. As Montero himself has proven that he is unwilling and unable to perform his fiduciary duties, the Secretary respectfully requests the appointment of a trustee. About TLC Residential TLC Residential, Inc., provides sober living homes and transitional housing for people with substance use disorder disabilities. It is headquartered in San Francisco, California. TLC Residential sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 18-30571) on May 23, 2018. In the petition signed by Francisco Montero, president, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. Judge Hannah L. Blumenstiel presides over the case. TURN-KEY SPECIALISTS: Taps Larry Vick as Bankruptcy Attorney ------------------------------------------------------------ Turn-Key Specialists, Inc., seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Larry Vick, Esq., as its legal counsel. Mr. Vick will advise the Debtor regarding its duties under the Bankruptcy Code; take necessary actions to avoid liens against its property; and provide other legal services related to its Chapter 11 case. The attorney charges an hourly fee of $385. Paralegals charge $75 per hour. In a court filing, Mr. Vick disclosed that he is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Mr. Vick maintains an office at: Larry A. Vick, Esq. 10497 Town & Country Way, Suite 700 Houston, TX 77024 Phone: (713) 239-1062 About Turn-Key Specialists Turn-Key Specialists, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-33170) on June 7, 2018. At the time of the filing, the Debtor estimated assets of $1,000,001 to $10 million and liabilities of $1,000,001 to $10 million. Judge Jeff Bohm presides over the case. WACHUSETT VENTURES: PCO Files 1st Report on Connecticut Facilities ------------------------------------------------------------------ Joseph J. Tomaino, Patient Care Ombudsman in the bankruptcy cases of Wachusett Ventures, LLC, et al., filed a first report pursuant to 11 U.S.C. Section 333 (b)(2). The appointment as Patient Care Ombudsman covers the two facilities of the debtor that are located in the State of Connecticut. The first of these is Harbor Village North in New London. (Harbor Village South discontinued care operations prior to the bankruptcy filing and therefore does not require a Patient Care Ombudsman.) The second of these is Parkway Pavilion in Enfield. The PCO noted that both facilities have low publicly reported quality ratings and significant past regulatory findings upon survey reflecting issues with resident rights, resident care, prevention of abuse and mistreatment, resident safety, etc. This history represents a significant risk area for continuation of these issues. However, many of these are legacy issues from the previous operator. The Patient Care Ombudsman observed a well-prepared and engaged management team with active plans addressing these issues. The Patient Care Ombudsman said it will continue to make observations and review facility reports to see progressive improvements in these quality of care areas. Both facilities are at a census level consistent with financial viability. In order for them to thrive financially, they need to attract residents with higher acuity and payor classes, the PCO says. The operator is aware of this and taking measures to address. Both facilities have minimized the impact of the bankruptcy on operations. In fact, the Patient Care Ombudsman consistently heard from administrators and staff that the situation under the current operator is a significant improvement. The nurse staffing at the facilities appears adequate. The facilities use per diem pool and "pick up" bonuses to cover staffing needs. They report no use of external staffing agencies. A full-text copy of the Connecticut PCO's First Report is available at: http://bankrupt.com/mab18-11053-500.pdf The PCO may be reached at: Joseph J. Tomaino Chief Executive Officer Grassi Healthcare Advisors 488 Madison Avenue, 21st floor New York, NY 11768 Tel: (212) 223-5020 Email: jtomaino@grassihealthcareadvisors.com About Wachusett Ventures Founded in 2013, Wachusett Ventures, LLC, operates five skilled nursing facilities in Connecticut and Massachusetts and employ approximately 600 people. For the fiscal year 2017, their gross revenue was approximately $54 million. Wachusett Ventures and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Lead Case No. 18-11053) on March 26, 2018. In the petitions signed by Steven Vera, chief operating officer, Wachusett Ventures estimated assets of $1 million to $10 million and liabilities of less than $1 million. Judge Frank J. Bailey presides over the cases. Joseph J. Tomaino was appointed Patient Care Ombudsman for two of the Debtors' facilities located in the State of Connecticut -- Harbor Village North in New London and Parkway Pavilion in Enfield. The Debtors hired Nixon Peabody LLP as legal counsel; Marcum LLP as accountant; and Donlin, Recano & Company, Inc., as claims and noticing agent. The U.S. Trustee for Region 1 on April 6, 2018, appointed five creditors to serve on an official committee of unsecured creditors in the Chapter 11 cases. The Committee tapped Pepper Hamilton LLP as its legal counsel and CBIZ Accounting, Tax & Advisory of New York, LLC as its financial advisor. WACHUSETTS VENTURES: LTCOP Says Ch. 11 No Impact on Mass. Centers ----------------------------------------------------------------- The Massachusetts State Long Term Care Ombudsman Program ("LTCOP"), a federally mandated resident centered advocacy and problem resolution program for residents and patients of long term care facilities, filed a report on the Debtor's facilities at Brockton Health Center, Den-Mar Health and Rehabilitation Center, and Quincy Health and Rehabilitation. The Ombudsman said all three facilities appear to be managing through the bankruptcy without significant impact on resident care or satisfaction. The Ombudsman Program said it will continue to make regular visits to all facilities and will immediately inform the court if any significant impact on resident safety or satisfaction is noted. A full-text copy of the Massachusetts Ombudsman's Report is available at: http://bankrupt.com/mab18-11053-454.pdf About Wachusett Ventures Founded in 2013, Wachusett Ventures, LLC, operates five skilled nursing facilities in Connecticut and Massachusetts and employ approximately 600 people. For the fiscal year 2017, their gross revenue was approximately $54 million. Wachusett Ventures and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Lead Case No. 18-11053) on March 26, 2018. In the petitions signed by Steven Vera, chief operating officer, Wachusett Ventures estimated assets of $1 million to $10 million and liabilities of less than $1 million. Judge Frank J. Bailey presides over the cases. Joseph J. Tomaino was appointed Patient Care Ombudsman for two of the Debtors' facilities located in the State of Connecticut -- Harbor Village North in New London and Parkway Pavilion in Enfield. The Debtors hired Nixon Peabody LLP as legal counsel; Marcum LLP as accountant; and Donlin, Recano & Company, Inc., as claims and noticing agent. The U.S. Trustee for Region 1 on April 6, 2018, appointed five creditors to serve on an official committee of unsecured creditors in the Chapter 11 cases. The Committee tapped Pepper Hamilton LLP as its legal counsel and CBIZ Accounting, Tax & Advisory of New York, LLC as its financial advisor. WALDRON DEVELOPMENT: Has Until Oct. 11 to Exclusively File Plan --------------------------------------------------------------- The Hon. Jacqueline Cox of the U.S. Bankruptcy Court for the Northern District of Illinois has extended, at the behest of Waldron Development Company, the exclusive periods during which only the Debtor can file a plan of reorganization and obtain acceptances of that plan through and including Oct. 11, 2018, and Dec. 13, 2018, respectively. About Waldron Development Company Waldron Development Company owns a three-flat apartment building at 3838 North Kenmore, Chicago, Illinois. Waldron Development sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 17-37011) on Dec. 14, 2017. The Debtor intends to use Chapter 11 to effectuate a sale of the building under Section 363(b) of the Bankruptcy Code, or to restructure the debt on the building. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $1 million. Judge Jacqueline P. Cox presides over the case. Larry Goldsmith, CPA, at CJBS, LLC, serves as the Debtor's bankruptcy counsel. WALLACE RUSH: Taps Schonekas Evans as Special Counsel ----------------------------------------------------- Wallace, Rush, Schmidt, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to hire Schonekas, Evans, McGoey & McEachin, LLC, as special counsel. The firm will represent the Debtor in a class action suit filed by DeMarcus Thomas (Civil Action No. 16-00572) in the U.S. District Court for the Middle District of Louisiana. Schonekas neither represents nor holds any interest adverse to the Debtor and its estate, according to court filings. The firm can be reached through: Patrick M. McGoey, Esq. Joelle F. Evans, Esq. Andrea V. Timpa, Esq. Teva F. Sempel, Esq. Schonekas, Evans, McGoey & McEachin, LLC 909 Poydras Street, Suite 1600 New Orleans, LA 70112 Telephone: 504-680-6050 Facsimile: 504-680-6051 E-mail: patrick@semmlaw.com E-mail: joelle@semmlaw.com E-mail: andrea@semmlaw.com About Wallace, Rush, Schmidt Wallace, Rush, Schmidt, Inc., doing business as Wallace Resource Systems of Leachville, LLC, and Wallace Staffing and Labor, LLC, is a personnel resource company specializing in Natural Disaster Clean up/Recovery and Man-Made disasters which combined with its many years of experience in disaster clean up and restoration, supervision and administration expanding customer base. The company specializes in job management and labor services for disaster restoration companies. It serves its clients nationwide 24/7. Wallace Rush sought Chapter 11 protection (Bankr. E.D. La. Case No. 17-10698) on March 24, 2017. In the petition signed by Eddie Schmidt, vice president, the Debtor estimated assets and liabilities in the range of $1 million to $10 million. Judge Jerry A. Brown is assigned to the case. The Debtor tapped Phillip K. Wallace, Esq., at Phillip K. Wallace, PLC, as counsel. WESTINGHOUSE ELECTRIC: Fitch to Assign 'B' LT Issuer Default Rating ------------------------------------------------------------------- Fitch Ratings expects to assign Brookfield WEC Holdings, Inc., operating under the name Westinghouse Electric Company (WX), a 'B' Long-Term Issuer Default Rating (IDR). In addition, Fitch expects to assign the following ratings: -- ABL revolving credit facility 'BB'/'RR1'; -- First-lien revolving credit facility (RCF) and term loan credit facility 'BB-'/'RR2'; -- Second-lien term loan facility 'CCC+'/'RR6'. The expected Rating Outlook is Stable. The expected ratings are contingent on the completion of the planned $3.8 billion acquisition of WX out of bankruptcy by Brookfield Asset Management (Brookfield) under the terms outlined by the company. The ratings are also contingent on a review of the final financing documents. KEY RATING DRIVERS Acquisition by Brookfield: The acquisition by Brookfield, along with transaction fees, will be funded with a $2.6 billion of first-lien term loan, $450 million of second-lien term loan and $1 billion of equity from Brookfield. The ratings reflect initially high financial leverage as WX emerges from bankruptcy, which is expected to occur in the third quarter of CY2018, but also the capacity to deleverage with FCF. The ratings further consider the benefits of the restructuring of WX's business during bankruptcy and the elimination of significant liabilities, enabling the company to emerge as a focused engineering and manufacturing firm. High Initial Financial Leverage: WX will emerge from bankruptcy with initial leverage (debt/EBITDA) of around 5.5x. WX's target capital structure and capital deployment priorities have not been enunciated, though Fitch expects the company will deploy its FCF to a combination of debt repayment and dividends. Fitch believes the company could reduce debt/EBITDA to a level at or under 5.0x in the next three years, assuming modest debt repayments in excess of mandatory term loan amortization. Liabilities Extinguished: Through the bankruptcy process the company has shed its construction risks, which were the cause of the bankruptcy, and has been able to renegotiate various onerous contracts effectively allowing the company to be re-established as an engineering and equipment provider. In particular, sizable liabilities related to two large U.S. nuclear plant construction projects - VC Summer and Vogtle - have be extinguished, and WX will have no further participation in fixed price construction contracts. Its remaining business is viewed as stable and profitable, within the context of a nuclear power industry that is in a long-term secular decline. Operational Restructuring Improves Margins: Substantial improvement in WX's EBITDA margin is expected over the next few years as its new plant business rolls off and the company continues to execute on various cost saving actions. The cost savings plan is largely focused on operating model improvements, sourcing and procurement initiatives and structural changes to the nuclear fuel production process. Savings are projected to total $270 million by FY2021 (year ended March 31, 2022), and $113 million of savings have been achieved to-date, supporting meaningful EBITDA margin improvement to around 18% in FY2020, up from 12% in FY2017. Improving margins and an expected reduction in working capital balances will support expected healthy FCF of $200 to 300 million annually in FY2019 and 2020. High Recurring Revenue Base: WX benefits from a solid recurring revenue base supported by multi-year contracts and regular maintenance requirements. It is estimated that 80% to 90% of profitability is driven by regularly recurring refueling and maintenance outages serviced under contracts generally ranging from 10 to 15 years for fuel and 3 to 5 years for outage services. The new plant business that has driven much of the historical income volatility is expected to roll-off over the next few years as the legacy Vogtle project is completed. Leading Market Position and Technology: WX has a leading technology position in the commercial nuclear reactor space, with approximately half of the world's nuclear reactors running on its technology. In the U.S. and Europe the company has a top one or two market position in nuclear plant services, benefitting from intellectual property, technical expertise, intense regulations, high switching costs and an extended fuel licensing process. The company also has a presence in China where much of the world's growth in nuclear energy generation is expected though there is a risk of increased competition from local firms. Long-Term Uncertainty in Nuclear Energy: In the U.S. and Western Europe, there is little demand for new nuclear power plants due to environmental risks, political/regulatory resistance, and lower priced natural gas. Lower natural gas prices have also put pressure on operating nuclear reactors causing some to close down even before operating licenses expire. The U.S. and Western Europe are core markets for WX, and there is a risk that the pace of reactor closings could accelerate if government support falls and fossil fuel prices remain persistently low. WX has some exposure to the APAC region where nuclear power capacity is expected to rise over the long term. DERIVATION SUMMARY Fitch expects WX's profitability will improve and that the company will exhibit a more stable operating profile after it emerges from bankruptcy, offsetting concerns around gradually declining core revenues and higher leverage following the buyout by Brookfield. The company has a strong competitive position which is supported by its proprietary technology, existing installed base and regulatory barriers. WX's most significant direct competitor is Framatome, which also designs and produces components, fuel, control systems and offers a range of reactor services. WX also competes with a GE Hitachi joint venture and a segment of Korea Electric Power Corporation (KEPCO) (AA-). WX is not a direct competitor to the other engineering and construction firms rated by Fitch given its focus on the nuclear power industry and the fact that it offers engineering but not construction services. Another engineering and construction firm, Argan ('b*'), offers a variety of engineering, construction, maintenance and consulting services to public utilities, power plants and plant construction firms. Argan has historically been managed debt free and has margins similar to WX however; it has a high degree of customer concentration and carries risks from its high degree of fixed-price contracts. KEY ASSUMPTIONS Fitch's Key Assumptions Within Its Rating Case for the Issuer: -- WX is purchased by Brookfield Asset Management for $3.8 billion which, along with transaction fees, is funded with $3 billion of debt financing and $1 billion of equity; -- The nuclear energy market is in a slow secular decline in the U.S. and Western Europe, but has some growth potential in the APAC region; -- WX's revenues decline after FY2018 as the new plant business completes legacy projects; -- Cost reduction initiatives and a more favorable revenue mix support EBITDA margins improving to around 18% in FY2020; -- FCF generation becomes consistently positive; -- Capital deployment is split between debt repayments and shareholder distributions; -- Leverage declines through the forecast, potentially dropping below 5.0x, primarily from debt repayment. Recovery Analysis The recovery analysis for a hypothetical future bankruptcy assumes that WX would be considered a going-concern in bankruptcy and that the company would be reorganized rather than liquidated. Fitch has assumed a 10% administrative claim. WX's going concern (GC) EBITDA is based on FY2018 projected EBITDA and includes projected cost savings from the company's restructuring. The going-concern EBITDA estimate reflects Fitch's view of a sustainable, post-reorganization EBITDA level upon which Firch bases the valuation of the company. The GC EBITDA is 20% below projected EBITDA to reflect the secular challenges facing the nuclear industry and some likely business rationalization. The GC EBITDA is in-line with FY2017 EBITDA, which includes only part of the expected cost savings. The overall decline also reflects WX can offset the adverse conditions with additional cost reductions. An EV multiple of 6x is used to calculate a post-reorganization valuation, and the multiple considered the following factors: The current bankruptcy exit multiple for WX, based on the $3.95 billion purchase price by Brookfield (including transaction costs) is 9.3x based on FY2017 EBITDA and 7.3x based on forecasted FY2018 EBITDA. In addition, the recent acquisition of Framatome was completed at approximately 8x EBITDA. The ABL and first lien RCF are assumed to be drawn upon default. The ABL is senior to the first lien RCF/term loans, which are senior to the second lien term loan in the waterfall. The waterfall results in a 100% recovery corresponding to an RR1 recovery for the ABL revolver ($200 million); a 77% recovery corresponding to an RR2 for the first lien revolver ($200 million) and term loan ($2,595 million).The second lien term loan ($450 million) has zero recovery, corresponding to an RR6 RATING SENSITIVITIES Developments that May, Individually or Collectively, Lead to Positive Rating Action -- Expectation that WX adheres to a disciplined financial strategy and Debt/EBITDA maintained below 4.5x; -- Cost reduction initiatives perform better than expected leading to a FCF margin sustainable in the mid-to-high single digits; -- WX is able to diversify its regional exposure and maintains a leading position in Chinese nuclear energy markets; Developments that May, Individually or Collectively, Lead to Negative Rating Action -- An aggressive financial policy leads to debt/EBITDA maintained above 5.5x; -- The U.S. nuclear energy market declines faster than expected and leads to extended revenue losses; -- Realized cost savings are lower than expected leading to break-even to only slightly positive FCF generation; -- The company faces costly liabilities from a nuclear incident. LIQUIDITY WX's liquidity is expected to be supported by a $200 million ABL revolver, a $200 million first lien revolver and a $250 million letter of credit facility. The two revolvers are expected to be undrawn at the close of the transaction. Liquidity will be further supported by expected healthy FCF of $200 million - 300 million in fiscal 2019 and fiscal 2020. The pro-forma debt structure consists of a $2.6 billion first-lien, seven-year term loan and $450 million second-lien, eight-year term loan, as well as any future drawings on the revolvers. The company's nearest maturities are the ABL and first lien revolvers, which mature in 2023. The first-lien term loan amortizes at 1% per year. FULL LIST OF RATING ACTIONS Fitch has assigned the following expected ratings: Brookfield WEC Sub-Aggregator LP -- Long-term IDR 'B(EXP)' Brookfield WEC Holdings, Inc. -- Long-term IDR 'B(EXP)' -- First-lien Secured ABL Credit Facility 'BB/RR1(EXP)'; -- First-lien Secured Revolving Credit Facility 'BB-/RR2(EXP)'; -- First-lien Secured Term Loan 'BB-/RR2(EXP)'; -- Second-lien Secured Term Loan 'CCC+/RR6(EXP)'. The Rating Outlook is Stable. WILLIAMS INDUSTRIAL: Default from Koontz Chapter 7 Waived --------------------------------------------------------- Williams Industrial Services Group Inc., a general and specialty construction services company, said it has received a waiver from its lenders in connection with the filing of Chapter 7 bankruptcy proceeding by its discontinued operation and wholly-owned subsidiary, Koontz-Wagner Custom Controls Holdings LLC. Williams Industrial, a general and specialty construction services company, said that its lender has agreed to waive the event of default that would have occurred under the term loan agreement as a result of Koontz-Wagner's Chapter 7 bankruptcy filing. The lender also extended through April 1, 2020 the mandatory pre-payment date and financial covenant compliance date to June 30, 2020 under the term loan agreement. The Company and its lender have reached an agreement in principle regarding new terms for refinancing the current term loan and will endeavor to finalize a new term loan agreement prior to Aug. 31, 2018. Mr. Pagliara concluded, "We can now focus our efforts on reducing costs, restructuring the organization, closing the Dallas office, obtaining an asset-based revolver and refinancing our debt while expanding Williams' business prospects." As of July 1, 2018, the Company had $11.7 million of cash, of which $6.5 million was restricted for letters of credit, and $26.5 million in borrowings. Backlog from continuing operations at the end of Q2 2018 was approximately $175 million. About Williams Industrial Services Group Formerly known as Global Power Equipment Group, Williams Industrial Services Group -- http://www.wisgrp.com-- has been safely helping plant owners and operators enhance asset value for more than 50 years. The Company provides a broad range of general and specialty construction, maintenance and modification, and plant management support services to the nuclear, hydro and fossil power generation, pulp and paper, refining, petrochemical and other process and manufacturing industries. Williams' mission is to be the preferred provider of construction, maintenance, and specialty services through commitment to superior safety performance, focus on innovation, and dedication to delivering unsurpassed value to its customers. The Company's strategy for growth is to further diversify both the geography and industries served, while also advancing capabilities to meet changing customer needs which includes nuclear decommissioning and conversion of analog control systems to digital in power generation facilities. WIS HOLDING: Taps JND Corporate as Claims and Noticing Agent ------------------------------------------------------------ WIS Holding Company, Inc. 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, chief executive officer of JND, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. 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 WIS Holding WIS Holding Company and its subsidiaries were in the business of providing outsourced inventory verification services and retail merchandising services throughout the United States and internationally. They provided physical inventory verification for retail customers in order to manage and deter inventory shrinkage and to comply with annual GAAP audit requirements necessitating physical verification. They historically provided those services to a diverse customer base, including large retailers such as Walmart. As of Jan. 1, 2017, the Debtors operated out of 189 offices in 42 U.S. States and nine Canadian provinces. The Debtors closed the sale of substantially all of their assets to Retail Services WIS, Corporation on June 8, 2017. On July 2, 2018, WIS Holding Company, Inc. and certain of its affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code. The Debtors' bankruptcy cases are jointly administered under Bankr. D. Del. Case No. 18-11579 and are pending before the Honorable Christopher S. Sontchi. The Debtors tapped POTTER ANDERSON & CORROON LLP as counsel; and JND CORPORATE RESTRUCTURING as claims agent. Z-1 MANAGEMENT: Disclosure Statement Hearing Set for Aug. 7 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Tennessee is set to hold a hearing on August 7 to consider approval of the disclosure statement, which explains the proposed Chapter 11 plan for Z-1 Management, LLC. The hearing will take place at 11:00 a.m., at Room 630. Objections to the disclosure statement are due by July 30. Unsecured claims, classified in Class 5, if any, will be paid in full on the Effective Date of the Plan. Class 5 is unimpaired. The Plan will be implemented through a combination of the sale of the Debtor's real estate and payments made to or behalf of the Debtor by Lawrence Migliara. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/tnwb18-21898-62.pdf About Z-1 Management Z-1 Management, LLC, is a privately held company whose principal assets are located at 3035 Directors Row Memphis, Tennessee. Z-1 Management filed a Chapter 11 petition (Bankr. W.D. Tenn. Case No. 18-21898) on March 2, 2018. In the petition signed by Lawrence Migliara, Jr., member, the Debtor estimated $1 million to $10 million in assets and liabilities. The Hon. Paulette J. Delk is the case judge. Russell W. Savory at Beard & Savory, PLLC, is the Debtor's counsel. Jeff Waddell of Crye-Leike Realtors is the Debtor's real estate agent. No official committee of unsecured creditors has been appointed in the Chapter 11 case. [*] 2018 DI Conference Discount Tickets Available for Early Birds ----------------------------------------------------------------- Early registration discount tickets are currently available for Beard Group's 2018 Distressed Investing (DI) Conference to be held Monday, Nov. 26, 2018. The day-long program, marking the event's 25th year, will be held at The Harmonie Club, 4 East 60th Street, New York, NY 10022. To register for the one-day conference visit: https://www.distressedinvestingconference.com/ Conway MacKenzie, Foley & Lardner, Longford Capital and Development Specialist Inc. (DSI) will again be partnering with Beard Group as it marks the conference's Silver Anniversary. This milestone denotes the event as the oldest, influential DI conference in the U.S. Debtwire will again be a media sponsor of the conference. For a quarter of a century, the DI Conference's focus has been on "Maximizing Profits in the Distressed Debt Market." The event also serves as a forum for leaders in corporate restructuring, lending and debt and equity 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. The conference will also feature the: * Luncheon presentation of the Harvey K Miller Award to Edward I. Altman, Professor of Finance, Emeritus, New York University's Stern School of Business. (The award will be presented by last year's winner billionaire Marc Lasry, Altman's former student.) * Evening awards dinner recognizing the 12 Outstanding Restructuring Lawyers To learn how you can be a sponsor and participate in shaping the day-long program, contact: Bernard Tolliver at bernard@beardgroup.com or Tel: (240) 629-3300 x-149 To learn about media sponsorship opportunities to bring your outlet into the view of leaders in corporate restructuring, lending and debt and equity investments, and to expand your network of news sources, contact: Jeff Baxt at jeff@beardgroup.com or (240) 629-3300, ext 150 [*] KCC Acquires Title XI Software Solutions to Expand Services --------------------------------------------------------------- KCC on July 10, 2018, disclosed that it has acquired the business of Title XI Software Solutions. Founded in 2011, Title XI is a leading provider of software and technology solutions for chapter 11 and chapter 7 bankruptcy administration. This acquisition allows KCC to grow its trusted chapter 11 services, and add respected chapter 7 capabilities, as KCC continues to become a one-stop shop for its restructuring clients. "By bringing Title XI's software and expertise to KCC, we're greatly expanding the bankruptcy support that we can offer," said Gerry Mullins, President of KCC. "In addition to adding these Chapter 7 capabilities, we will now be able to support additional areas of Chapter 11, including funds collateralization and reporting through the UST, as well as provide more robust trustee support." Jason Eder, Title XI's Founder and President added, "It's exciting to be bringing our software and team to KCC. For the last seven years we've built an amazing group of dedicated professionals, and with KCC we have the opportunity to bring our expertise to the most trusted bankruptcy administrator." About KCC KCC -- http://www.kccllc.com/-- provides administrative-support services that help legal professionals realize time and cost efficiencies. With an integrated suite of corporate restructuring, class action, mass tort, and legal document management solutions, KCC alleviates the administrative challenges of today's legal processes and procedures. KCC has gained client and industry recognition for its industry expertise, professional-level client service and proprietary technologies. KCC is a Computershare group company. About Computershare Limited Computershare (ASX: CPU) -- http://www.computershare.com-- is a global market leader in transfer agency and share registration, employee equity plans, mortgage servicing, proxy solicitation and stakeholder communications. It also specializes in corporate trust, bankruptcy, class action and utility administration, and a range of other diversified financial and governance services. Founded in 1978, Computershare is renowned for its expertise in high integrity data management, high volume transaction processing and reconciliations, payments and stakeholder engagement. Computershare is represented in all major financial markets and has over 16,000 employees worldwide. About Title XI Title XI delivers industry leading software that helps Bankruptcy Trustees work more efficiently. Its software allows you to manage case-loads effortlessly, from any mobile or land device. Through state-of-the-art design, its software allows trustees to manage entire case-loads, bank accounts, appointments, emails and even file sharing. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE ABT CN 90.8 (57.6) (34.4) ABSOLUTE SOFTWRE OU1 GR 90.8 (57.6) (34.4) ABSOLUTE SOFTWRE ALSWF US 90.8 (57.6) (34.4) ABSOLUTE SOFTWRE ABT2EUR EU 90.8 (57.6) (34.4) ACELRX PHARMA ACRX US 65.8 (46.9) 40.4 ACELRX PHARMA ACRXUSD EU 65.8 (46.9) 40.4 AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMERICAN AIRLINE AAL US 53,280.0 (1,018.0) (7,335.0) AMERICAN AIRLINE AAL* MM 53,280.0 (1,018.0) (7,335.0) AMERICAN AIRLINE A1G GR 53,280.0 (1,018.0) (7,335.0) AMERICAN AIRLINE AAL1USD EU 53,280.0 (1,018.0) (7,335.0) AMERICAN AIRLINE A1G TH 53,280.0 (1,018.0) (7,335.0) AMERICAN AIRLINE AAL11EUR EU 53,280.0 (1,018.0) (7,335.0) AMERICAN AIRLINE AAL AV 53,280.0 (1,018.0) (7,335.0) AMERICAN AIRLINE AAL TE 53,280.0 (1,018.0) (7,335.0) AMERICAN AIRLINE A1G SW 53,280.0 (1,018.0) (7,335.0) AMERICAN AIRLINE AAL1CHF EU 53,280.0 (1,018.0) (7,335.0) AMERICAN AIRLINE A1G GZ 53,280.0 (1,018.0) (7,335.0) AMERICAN AIRLINE A1G QT 53,280.0 (1,018.0) (7,335.0) AMYRIS INC 3A01 GR 118.2 (286.2) (36.7) AMYRIS INC 3A01 TH 118.2 (286.2) (36.7) AMYRIS INC AMRS US 118.2 (286.2) (36.7) AMYRIS INC AMRSUSD EU 118.2 (286.2) (36.7) AMYRIS INC 3A01 QT 118.2 (286.2) (36.7) AMYRIS INC AMRSEUR EU 118.2 (286.2) (36.7) ASPEN TECHNOLOGY AST GR 246.0 (278.6) (366.6) ASPEN TECHNOLOGY AZPNUSD EU 246.0 (278.6) (366.6) ASPEN TECHNOLOGY AZPN US 246.0 (278.6) (366.6) ASPEN TECHNOLOGY AST TH 246.0 (278.6) (366.6) ASPEN TECHNOLOGY AZPNEUR EU 246.0 (278.6) (366.6) ASPEN TECHNOLOGY AST QT 246.0 (278.6) (366.6) ATLATSA RESOURCE ATL SJ 206.1 (205.9) 6.0 AUTODESK INC ADSK US 3,911.4 (128.6) (154.6) AUTODESK INC AUD TH 3,911.4 (128.6) (154.6) AUTODESK INC AUD GR 3,911.4 (128.6) (154.6) AUTODESK INC ADSK AV 3,911.4 (128.6) (154.6) AUTODESK INC ADSKEUR EU 3,911.4 (128.6) (154.6) AUTODESK INC AUD GZ 3,911.4 (128.6) (154.6) AUTODESK INC ADSK* MM 3,911.4 (128.6) (154.6) AUTODESK INC AUD QT 3,911.4 (128.6) (154.6) AUTODESK INC ADSK TE 3,911.4 (128.6) (154.6) AUTOZONE INC AZ5 GR 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZ5 TH 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZO US 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZOUSD EU 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZOEUR EU 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZ5 QT 9,301.8 (1,361.6) (247.1) AVALARA INC AVLR US 208.9 (36.3) (78.2) AVID TECHNOLOGY AVID US 250.8 (171.6) (19.9) AVID TECHNOLOGY AVD GR 250.8 (171.6) (19.9) B4MC GOLD MINES RKFL US 0.2 (0.1) (0.1) BENEFITFOCUS INC BNFTEUR EU 187.8 (18.0) 8.2 BENEFITFOCUS INC BNFT US 187.8 (18.0) 8.2 BENEFITFOCUS INC BTF GR 187.8 (18.0) 8.2 BIOSCRIP INC BIOSUSD EU 586.9 (15.5) 72.3 BIOSCRIP INC BIOS US 586.9 (15.5) 72.3 BLUE BIRD CORP BLBD US 277.2 (70.0) 2.6 BLUE RIDGE MOUNT BRMR US 1,060.2 (212.5) (62.4) BOMBARDIER INC-A BDRAF US 26,726.0 (4,284.0) 1,212.0 BOMBARDIER INC-A BBD/A CN 26,726.0 (4,284.0) 1,212.0 BOMBARDIER INC-A BBD1 GR 26,726.0 (4,284.0) 1,212.0 BOMBARDIER INC-A BBD/AEUR EU 26,726.0 (4,284.0) 1,212.0 BOMBARDIER INC-B BBDB GR 26,726.0 (4,284.0) 1,212.0 BOMBARDIER INC-B BBD/B CN 26,726.0 (4,284.0) 1,212.0 BOMBARDIER INC-B BBDB TH 26,726.0 (4,284.0) 1,212.0 BOMBARDIER INC-B BDRBF US 26,726.0 (4,284.0) 1,212.0 BOMBARDIER INC-B BBDB GZ 26,726.0 (4,284.0) 1,212.0 BOMBARDIER INC-B BBDBN MM 26,726.0 (4,284.0) 1,212.0 BOMBARDIER INC-B BBD/BEUR EU 26,726.0 (4,284.0) 1,212.0 BOMBARDIER INC-B BBDB QT 26,726.0 (4,284.0) 1,212.0 BRINKER INTL EAT US 1,336.9 (608.5) (305.0) BRINKER INTL BKJ GR 1,336.9 (608.5) (305.0) BRINKER INTL EAT2EUR EU 1,336.9 (608.5) (305.0) BRINKER INTL BKJ QT 1,336.9 (608.5) (305.0) BROOKFIELD REAL BRE CN 100.8 (34.8) 3.4 BRP INC/CA-SUB V DOO CN 2,643.7 (366.1) (166.9) BRP INC/CA-SUB V B15A GR 2,643.7 (366.1) (166.9) BRP INC/CA-SUB V BRPIF US 2,643.7 (366.1) (166.9) BUFFALO COAL COR BUC SJ 36.0 (40.5) (17.2) CACTUS INC- A WHD US 358.3 227.3 109.0 CACTUS INC- A 43C GR 358.3 227.3 109.0 CACTUS INC- A WHDEUR EU 358.3 227.3 109.0 CACTUS INC- A 43C QT 358.3 227.3 109.0 CACTUS INC- A 43C TH 358.3 227.3 109.0 CACTUS INC- A WHDUSD EU 358.3 227.3 109.0 CACTUS INC- A 43C GZ 358.3 227.3 109.0 CADIZ INC CDZI US 62.9 (82.9) 5.6 CADIZ INC 2ZC GR 62.9 (82.9) 5.6 CADIZ INC 0HS4 LN 62.9 (82.9) 5.6 CAMBIUM LEARNING ABCD US 146.9 (11.6) (70.4) CARDLYTICS INC CDLX US 157.8 40.6 55.3 CARDLYTICS INC CYX TH 157.8 40.6 55.3 CARDLYTICS INC CDLXEUR EU 157.8 40.6 55.3 CARDLYTICS INC CYX QT 157.8 40.6 55.3 CARDLYTICS INC CYX GR 157.8 40.6 55.3 CARDLYTICS INC CYX GZ 157.8 40.6 55.3 CASELLA WASTE WA3 GR 631.4 (38.8) 0.3 CASELLA WASTE CWST US 631.4 (38.8) 0.3 CASELLA WASTE WA3 TH 631.4 (38.8) 0.3 CASELLA WASTE CWSTEUR EU 631.4 (38.8) 0.3 CASELLA WASTE CWSTUSD EU 631.4 (38.8) 0.3 CDK GLOBAL INC CDK US 2,697.9 (217.0) 465.1 CDK GLOBAL INC C2G QT 2,697.9 (217.0) 465.1 CDK GLOBAL INC CDKUSD EU 2,697.9 (217.0) 465.1 CDK GLOBAL INC C2G TH 2,697.9 (217.0) 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(10,482.0) 2,905.0 PHILIP MORRIS IN PMI EB 43,070.0 (10,482.0) 2,905.0 PINNACLE ENTERTA 65P GR 3,884.8 (301.5) (30.0) PINNACLE ENTERTA PNK US 3,884.8 (301.5) (30.0) PLANET FITNESS-A PLNT1USD EU 1,115.9 (122.4) 77.1 PLANET FITNESS-A 3PL QT 1,115.9 (122.4) 77.1 PLANET FITNESS-A PLNT1EUR EU 1,115.9 (122.4) 77.1 PLANET FITNESS-A PLNT US 1,115.9 (122.4) 77.1 PLANET FITNESS-A 3PL TH 1,115.9 (122.4) 77.1 PLANET FITNESS-A 3PL GR 1,115.9 (122.4) 77.1 PLURALSIGHT IN-A PS US 234.0 (58.1) (71.1) PROS HOLDINGS IN PH2 GR 280.5 (55.1) 86.0 PROS HOLDINGS IN PRO US 280.5 (55.1) 86.0 PROS HOLDINGS IN PRO1EUR EU 280.5 (55.1) 86.0 REATA PHARMACE-A 2R3 GR 136.8 (142.7) 83.4 REATA PHARMACE-A RETAEUR EU 136.8 (142.7) 83.4 REATA PHARMACE-A RETA US 136.8 (142.7) 83.4 RESOLUTE ENERGY REN US 686.3 (81.6) (129.6) RESOLUTE ENERGY R21 GR 686.3 (81.6) (129.6) RESOLUTE ENERGY RENEUR EU 686.3 (81.6) (129.6) REVLON INC-A REV US 3,042.1 (855.7) 105.3 REVLON INC-A RVL1 GR 3,042.1 (855.7) 105.3 REVLON INC-A REVEUR EU 3,042.1 (855.7) 105.3 REVLON INC-A RVL1 TH 3,042.1 (855.7) 105.3 REVLON INC-A REVUSD EU 3,042.1 (855.7) 105.3 RIMINI STREET IN RMNI US 145.2 (205.8) (117.3) ROSETTA STONE IN RS8 TH 178.8 (1.6) (63.2) ROSETTA STONE IN RS8 GR 178.8 (1.6) (63.2) ROSETTA STONE IN RST US 178.8 (1.6) (63.2) ROSETTA STONE IN RST1EUR EU 178.8 (1.6) (63.2) ROSETTA STONE IN RST1USD EU 178.8 (1.6) (63.2) RR DONNELLEY & S DLLN TH 3,680.6 (188.3) 607.2 RR DONNELLEY & S RRDUSD EU 3,680.6 (188.3) 607.2 RR DONNELLEY & S RRDEUR EU 3,680.6 (188.3) 607.2 RR DONNELLEY & S DLLN GR 3,680.6 (188.3) 607.2 RR DONNELLEY & S RRD US 3,680.6 (188.3) 607.2 SALLY BEAUTY HOL SBH US 2,100.2 (315.0) 608.3 SALLY BEAUTY HOL S7V GR 2,100.2 (315.0) 608.3 SALLY BEAUTY HOL SBHEUR EU 2,100.2 (315.0) 608.3 SANCHEZ ENERGY C SN* MM 2,903.8 (33.4) 212.2 SANCHEZ ENERGY C SN US 2,903.8 (33.4) 212.2 SANCHEZ ENERGY C 13S QT 2,903.8 (33.4) 212.2 SANCHEZ ENERGY C SNEUR EU 2,903.8 (33.4) 212.2 SANCHEZ ENERGY C SNUSD EU 2,903.8 (33.4) 212.2 SANCHEZ ENERGY C 13S TH 2,903.8 (33.4) 212.2 SANCHEZ ENERGY C 13S GR 2,903.8 (33.4) 212.2 SBA COMM CORP 4SB GZ 7,405.1 (2,588.2) 51.9 SBA COMM CORP SBACUSD EU 7,405.1 (2,588.2) 51.9 SBA COMM CORP 0KYZ LN 7,405.1 (2,588.2) 51.9 SBA COMM CORP 4SB GR 7,405.1 (2,588.2) 51.9 SBA COMM CORP SBAC US 7,405.1 (2,588.2) 51.9 SBA COMM CORP SBJ TH 7,405.1 (2,588.2) 51.9 SBA COMM CORP SBACEUR EU 7,405.1 (2,588.2) 51.9 SCIENTIFIC GAMES SGMS US 7,737.2 (2,196.1) 554.9 SCIENTIFIC GAMES SGMSUSD EU 7,737.2 (2,196.1) 554.9 SCIENTIFIC GAMES TJW GR 7,737.2 (2,196.1) 554.9 SCIENTIFIC GAMES TJW TH 7,737.2 (2,196.1) 554.9 SEALED AIR CORP SDA GR 5,041.1 (364.8) 242.4 SEALED AIR CORP SEE US 5,041.1 (364.8) 242.4 SEALED AIR CORP SEE1EUR EU 5,041.1 (364.8) 242.4 SEALED AIR CORP SDA TH 5,041.1 (364.8) 242.4 SEALED AIR CORP SDA QT 5,041.1 (364.8) 242.4 SENSEONICS HLDGS 6L6 GR 77.8 (13.2) 55.3 SENSEONICS HLDGS SENS1EUR EU 77.8 (13.2) 55.3 SENSEONICS HLDGS SENS US 77.8 (13.2) 55.3 SENSEONICS HLDGS SENS1USD EU 77.8 (13.2) 55.3 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BRAND TUP TH 1,444.8 (108.4) (28.0) TUPPERWARE BRAND TUP1EUR EU 1,444.8 (108.4) (28.0) TUPPERWARE BRAND TUP1USD EU 1,444.8 (108.4) (28.0) TUPPERWARE BRAND TUP QT 1,444.8 (108.4) (28.0) TURTLE BEACH COR HEAR US 52.3 (20.4) 24.4 TURTLE BEACH COR PAMTUSD EU 52.3 (20.4) 24.4 TURTLE BEACH COR 0P1A GR 52.3 (20.4) 24.4 TURTLE BEACH COR PAMTEUR EU 52.3 (20.4) 24.4 TURTLE BEACH COR 0P1A TH 52.3 (20.4) 24.4 UNISYS CORP UIS EU 2,513.7 (1,270.8) 438.5 UNISYS CORP USY1 TH 2,513.7 (1,270.8) 438.5 UNISYS CORP USY1 GR 2,513.7 (1,270.8) 438.5 UNISYS CORP UIS US 2,513.7 (1,270.8) 438.5 UNISYS CORP UIS1 SW 2,513.7 (1,270.8) 438.5 UNISYS CORP UISEUR EU 2,513.7 (1,270.8) 438.5 UNISYS CORP UISCHF EU 2,513.7 (1,270.8) 438.5 UNISYS CORP USY1 GZ 2,513.7 (1,270.8) 438.5 UNISYS CORP USY1 QT 2,513.7 (1,270.8) 438.5 UNITI GROUP INC 8XC GR 4,363.5 (1,187.3) - UNITI GROUP INC UNIT US 4,363.5 (1,187.3) - US XPRESS ENTE-A USX US 830.1 (34.8) (49.6) US XPRESS ENTE-A 7S3 GR 830.1 (34.8) (49.6) US XPRESS ENTE-A USXEUR EU 830.1 (34.8) (49.6) US XPRESS ENTE-A 7S3 QT 830.1 (34.8) (49.6) VALVOLINE INC VVVUSD EU 1,869.0 (226.0) 380.0 VALVOLINE INC 0V4 GR 1,869.0 (226.0) 380.0 VALVOLINE INC 0V4 TH 1,869.0 (226.0) 380.0 VALVOLINE INC VVVEUR EU 1,869.0 (226.0) 380.0 VALVOLINE INC 0V4 QT 1,869.0 (226.0) 380.0 VALVOLINE INC VVV US 1,869.0 (226.0) 380.0 VECTOR GROUP LTD VGR US 1,299.1 (394.2) 167.3 VECTOR GROUP LTD VGR GR 1,299.1 (394.2) 167.3 VECTOR GROUP LTD VGREUR EU 1,299.1 (394.2) 167.3 VECTOR GROUP LTD VGR QT 1,299.1 (394.2) 167.3 VERISIGN INC VRS GR 2,905.3 (1,234.7) 859.6 VERISIGN INC VRSN US 2,905.3 (1,234.7) 859.6 VERISIGN INC VRS TH 2,905.3 (1,234.7) 859.6 VERISIGN INC VRSNEUR EU 2,905.3 (1,234.7) 859.6 VERISIGN INC VRS GZ 2,905.3 (1,234.7) 859.6 VERISIGN INC VRSN* MM 2,905.3 (1,234.7) 859.6 VERISIGN INC VRS QT 2,905.3 (1,234.7) 859.6 W&T OFFSHORE INC WTI US 942.2 (544.6) 107.2 W&T OFFSHORE INC UWV GR 942.2 (544.6) 107.2 W&T OFFSHORE INC WTI1EUR EU 942.2 (544.6) 107.2 WAYFAIR INC- A W US 1,226.4 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WIDEOPENWEST INC WOW US 2,165.0 (439.1) (70.1) WIDEOPENWEST INC WU5 TH 2,165.0 (439.1) (70.1) WIDEOPENWEST INC WU5 GR 2,165.0 (439.1) (70.1) WIDEOPENWEST INC WU5 QT 2,165.0 (439.1) (70.1) WIDEOPENWEST INC WOW1EUR EU 2,165.0 (439.1) (70.1) WINDSTREAM HOLDI WIN US 10,981.3 (1,337.2) (344.5) WINDSTREAM HOLDI B4O2 TH 10,981.3 (1,337.2) (344.5) WINDSTREAM HOLDI B4O2 GR 10,981.3 (1,337.2) (344.5) WINDSTREAM HOLDI WIN2USD EU 10,981.3 (1,337.2) (344.5) WINGSTOP INC WING1EUR EU 120.7 (146.5) (5.4) WINGSTOP INC WING US 120.7 (146.5) (5.4) WINGSTOP INC EWG GR 120.7 (146.5) (5.4) WINMARK CORP WINA US 47.7 (28.6) 7.8 WINMARK CORP GBZ GR 47.7 (28.6) 7.8 WINMARK CORP WINAUSD EU 47.7 (28.6) 7.8 WORKIVA INC WKEUR EU 178.6 (9.2) (13.3) WORKIVA INC WK US 178.6 (9.2) (13.3) WORKIVA INC 0WKA GR 178.6 (9.2) (13.3) XERIUM TECHNOLOG TXRN GR 574.2 (128.1) 89.7 XERIUM TECHNOLOG XRM US 574.2 (128.1) 89.7 YELLOW PAGES LTD YEUR EU 581.0 (205.7) 72.7 YELLOW PAGES LTD YMI GR 581.0 (205.7) 72.7 YELLOW PAGES LTD YLWDF US 581.0 (205.7) 72.7 YELLOW PAGES LTD Y CN 581.0 (205.7) 72.7 YRC WORLDWIDE IN YRCW US 1,608.7 (365.9) 160.4 YRC WORLDWIDE IN YEL1 GR 1,608.7 (365.9) 160.4 YRC WORLDWIDE IN YEL1 TH 1,608.7 (365.9) 160.4 YRC WORLDWIDE IN YRCWUSD EU 1,608.7 (365.9) 160.4 YRC WORLDWIDE IN YRCWEUR EU 1,608.7 (365.9) 160.4 YRC WORLDWIDE IN YEL1 QT 1,608.7 (365.9) 160.4 YUM! BRANDS INC TGR TH 4,836.0 (6,754.0) 780.0 YUM! BRANDS INC TGR GR 4,836.0 (6,754.0) 780.0 YUM! BRANDS INC TGR GZ 4,836.0 (6,754.0) 780.0 YUM! BRANDS INC YUMUSD SW 4,836.0 (6,754.0) 780.0 YUM! BRANDS INC YUMUSD EU 4,836.0 (6,754.0) 780.0 YUM! BRANDS INC YUM US 4,836.0 (6,754.0) 780.0 YUM! BRANDS INC YUMEUR EU 4,836.0 (6,754.0) 780.0 YUM! BRANDS INC TGR QT 4,836.0 (6,754.0) 780.0 YUM! BRANDS INC YUM SW 4,836.0 (6,754.0) 780.0 ZYMEWORKS INC ZYME CN 132.0 (108.7) 77.7 ZYMEWORKS INC ZYME US 132.0 (108.7) 77.7 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2018. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***