/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/180726.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, July 26, 2018, Vol. 22, No. 206 Headlines ABE'S BOAT: Committee Taps Heller Draper as Legal Counsel ACE MOTOR ACCEPTANCE: Committee Taps Grier Furr as Legal Counsel AMERICAN AIRLINES: S&P Affirms 'BB-' ICR, Outlook Stable ANNALY CAPITAL: Egan-Jones Hikes Sr. Unsecured Ratings to BB APB IMPORTS: Taps Nilsa Santiago as Accountant APPLESPRINGS HOLDING: U.S. Trustee Unable to Appoint Committee BALGRANT PARTNERS: Hires CAC Partners as Accountant BALGRANT PARTNERS: Hires David A. Bowen as Counsel BEDFORD PROPERTIES: Proposes to Hire Property Manager BEDFORD PROPERTIES: Taps Greene Law as Legal Counsel BROWARD COLLISION: Hires Cohen Legal Services PA as Counsel CHF-COOK LLC: S&P Cuts 2015A-B Bond Rating to 'B-', Outlook Stable CHICAGO, IL: Moody's Affirms Ba1 on $250MM Motor Fuel Tax Bonds CM LAB: Taps Leiderman Shelomith as Legal Counsel CM LAB: Taps Rodriguez Law as Co-Counsel CONTAINER STORE: Moody's Alters Outlook to Pos. & Affirms B2 CFR COPSYNC INC: Taps Fishman Haygood as Litigation Counsel CORPORATE CAPITAL: Fitch Puts 'BB+' IDR on Watch Positive CRANBERRY GROWERS: Maxwell Foods Not Entitled to Setoff of Claim DRAGONFLY GRAPHICS: Seeks Permission to Use CACH Cash Collateral EAGLEVIEW TECHNOLOGY: Moody's Rates 1st Lien Loans 'B2' EAGLEVIEW TECHNOLOGY: S&P Affirms 'B' ICR & Alters Outlook to Neg. ECS REFINING: Trustee Files Fifth Emergency Cash Collateral Motion ELEMENTS BEHAVIORAL: Committee Taps Arent Fox as Co-Counsel ELEMENTS BEHAVIORAL: Committee Taps Bayard as Legal Counsel ELEMENTS BEHAVIORAL: Committee Taps Zolfo as Financial Advisor EXCO RESOURCES: Committee Taps Jefferies as Co-Investment Banker FOOD FOR HEALTH: Taps Rocky Mountain as Accountant & Fin'l Advisor FOODSERVICEWAREHOUSE.COM: RSL Bid for Summary Judgment vs PMP Nixed GARDEN STREET: Taps Wheeler Commercial as Realtor GREAT ATLANTIC: Hires Ciardi Ciardi & Astin as Legal Counsel HAMILTON CENTER: Taps Frenkel Hershkowitz as Special Counsel HECLA MINING: S&P Ups Issuer Credit Rating to 'B+', Outlook Stable HGIM CORP: Moody's Rates $350MM Exit Facility Term Loan 'B3' HOG SNAPPERS: Taps James Traina and Richard L. Lackey as Realtor IGLESIA CASA DE ADORACION: Taps Nilda Cordero as Attorney ILLINI KIDS: Judge Signs Final Cash Collateral Order INDUSTRIAL STEEL: Hires Knox McLaughlin Gornall as Counsel INTREPID AVIATION: Fitch to Rates 3-Year Unsecured Notes 'B+' INTREPID AVIATION: S&P Assigns B+ ICR, Outlook Stable JOURNAL-CHRONICLE: Cash Collateral Use Extended Through Dec. 31 KEITH BLACK: Hires Haberbush & Associates as Bankruptcy Counsel KINGS AUTO SERVICES: Taps Dvorak Law as Legal Counsel LBJ HEALTHCARE: PCO Files 13th Interim Report LIFEPOINT HEALTH: Fitch Places 'BB' LT IDR on Watch Negative LIFEPOINT HEALTH: Moody's Places Ba2 CFR on Review for Downgrade LIFEPOINT HEALTH: S&P Puts 'BB-' ICR on CreditWatch Negative LITTLE RIVER: Case Summary & 20 Largest Unsecured Creditors LUXURY LIMOUSINE: Taps Mankowski as Tax Advisor & Accountant MAC CHURCHILL: Taps Bonds Ellis as Legal Counsel MARBLE MASTERS: Taps Spivey Pope as Special Counsel MARKPOL DISTRIBUTORS: Ninth Interim Cash Collateral Order Entered MIRAGE DENTAL: Authorized to Use Cash Collateral on Interim Basis MUNN WORKS: Hires DelBello Donnellan Weingarten Wise as Attorney NEWPARK RESOURCES: Egan-Jones Hikes Sr. Unsecured Ratings to B+ NORTHFIELD 30: Hires Vogel Bach & Horn LLP as Counsel OCOEE RIVER: Hires Scarborough & Fulton as Counsel OFFSHORE SPECIALTY: Seeks to Expand Scope of Phelps Services ONEMAIN HOLDINGS: Fitch Hikes LT IDR to B+, Then Withdraws Ratings PARDUE HOLDINGS: Case Summary & 17 Unsecured Creditors PARK TEN INVESTMENTS: Hires Margaret Maxwell McClure as Attorney PARTY CITY: Moody's Affirms Ba3 CFR & Rates $500MM Notes B1 PDV INSURANCE: Chapter 15 Case Summary PLATFORM SPECIALTY: Moody's Puts B2 CFR on Review for Upgrade POST HOLDINGS: Egan-Jones Hikes Sr. Unsecured Ratings to B- PRO LOGGING INC: CCG Wants to Prohibit Use of Cash Collateral PRO TRUCKING INC: CCG Wants to Prohibit Cash Collateral Use PROPULSION ACQUISITION: Moody's Cuts CFR to B3, Outlook Stable PUGLIA ENGINEERING: Taps Orse & Company as Financial Advisor R. HASSELL & CO.: U.S. Trustee Unable to Appoint Committee R44 LENDING: Gets Nod to Use Cash Collateral on Interim Basis REGIONALCARE HOSP: Moody's Puts B2 CFR Under Review RELIGIOUS AND CELESTE: Court Affirms Dismissal of Armbrusters' Suit RIO MALL: Hires Shraiberg, Landau & Page as Bankruptcy Counsel SBSH WINDDOWN: BDO Puerto Rico as Audit & Tax Services Provider SITEL WORLDWIDE: S&P Raises ICR to 'B', Outlook Stable SOJOURNER DOUGLAS: Trustee May Use Cash Collateral Until Sept. 21 SPECTRUM BRANDS: S&P Raises ICR to 'B+', Off CreditWatch SPINLABEL TECHNOLOGIES: Taps Marcum LLP as Tax Accountant STAR READY MIX: Case Summary & 20 Largest Unsecured Creditors STRUSS FARMS: Seeks Authority for Further Cash Collateral Use SUGAR HILLS: Seeks Approval to Use Cash Collateral SUNPRO SOLAR: On Deck Cash Collateral Stipulation Okayed TEMPLE 2358: Hires Antoinette Clarke Forbes as Attorney TK RESTAURANT: Appointment of Ch. 11 Trustee Warranted, Ct. Rules TOYS R US: Taps Benesch Friedlander as Special Real Estate Counsel TURN-KEY SPECIALISTS: U.S. Trustee Unable to Appoint Committee TWEDDLE GROUP: Moody's Withdraws Caa1 CFR for Business Reasons UNIT CORPORATION: Fitch Affirms 'B+' LT IDR, Outlook Stable VERIFONE SYSTEMS: Moody's Assigns B2 CFR, Outlook Stable VERITAS BERMUDA: S&P Lowers ICR to 'B-', Outlook Stable WALKER INNOVATION: September 5 Meeting Set to Approve Liquidation WEST G 410: Hires Lionel E. Giron as General Insolvency Counsel WTE S&S AG: Gets Approval to Use Cash Collateral for July ZUCKER GOLDBERG: Lin Bid to Amend Complaint vs SKL&H, et al., Nixed ********* ABE'S BOAT: Committee Taps Heller Draper as Legal Counsel --------------------------------------------------------- The official committee of unsecured creditors of Abe's Boat Rentals, Inc., received approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to hire Heller, Draper, Patrick, Horn & Manthey, LLC as its legal counsel. The firm will advise the committee regarding its duties under the Bankruptcy Code; assist in its consultation with the Debtor; negotiate with creditors; assist in any potential sale of the Debtor's assets; review any proposed bankruptcy plan; and provide other legal services related to the Debtor's Chapter 11 case. The firm will charge these hourly rates: Members $350 to $475 Associates $225 Paralegal $120 Heller Draper is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Tristan E. Manthey, Esq. Heller, Draper, Patrick, Horn & Manthey, LLC 650 Poydras Street, Suite 2500 New Orleans, LA 70130 Phone: (504) 299-3314 Email: tmanthey@hellerdraper.com About Abe's Boat Rentals Abe's Boat Rentals, Inc. -- https://www.abesboatrental.com/ -- is a privately-owned vessel operator located in Belle Chasse, Louisiana with a fleet of 19 vessels. The Company's business segments have expanded to also provide crews and vessels for environmental construction, restoration projects and cleanup, plugging and abandonment, rig decommissioning and other new markets. Abe's Boat Rentals was founded in 1979 by Abraham Ton. Abe's Boat Rentals, Inc., filed a Chapter 11 petition (Bankr. E.D. La. Case No. 18-11102) on April 27, 2018. In the petition signed by Hank Ton, president, the Debtor estimated $1 million to $10 million in assets and liabilities. Marc Hoerner, Jr., Esq., at The Lott Firm, is the Debtor's counsel. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on May 31, 2018. ACE MOTOR ACCEPTANCE: Committee Taps Grier Furr as Legal Counsel ---------------------------------------------------------------- The official committee of unsecured creditors of Ace Motor Acceptance Corporation received approval from the U.S. Bankruptcy Court for the Western District of North Carolina to hire Grier Furr & Crisp, PA as its legal counsel. The firm will advise the committee regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. The hourly rates range from $295 to $550 per hour for partners and $225 to $360 for associates. Paraprofessionals charge an hourly fee of $165. The attorneys who are likely to handle the case are: Joseph Grier, III Partner $550 A. Cotten Wright Partner $380 Anna Gorman Associate $360 Michael Martinez Partner $295 Michael Martinez, Esq., at Grier Furr, 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: Michael L. Martinez, Esq. Grier Furr & Crisp, PA 101 N. Tryon St., Suite 1240 Charlotte, NC 28246 Direct Dial: (704) 332-0209 Email: mmartinez@grierlaw.com About Ace Motor Acceptance Corp Ace Motor Acceptance Corporation, founded in 1998 -- https://www.acemotoracceptance.com/ -- is a North Carolina corporation that provides automobile loans. Formerly known as Ace Financial Services Inc., AMAC focused on a point of sale special finance program. In 2010 the Company added a program offering financing to Buy Here Pay Here (BHPH) dealers. In 2011, the Company developed and trademarked its BHPH in a Box program. BHPH in a Box provides a wide array of benefits to BHPH dealers including capital to fund receivables and floorplan lines to fund inventory. Additional benefits include training, insurance tracking and a reports package to assist dealers in many aspects of running a BHPH dealership. Ace Motor Acceptance, based in Matthews, NC, filed a Chapter 11 petition (Bankr. W.D.N.C. Case No. 18-30426) on March 15, 2018. In the petition signed by CEO Russell E. Algood, the Debtor estimated $10 million to $50 million in both assets and liabilities. The Hon. Laura T. Beyer presides over the case. James H. Henderson, Esq., at The Henderson Law Firm PLLC, serves as bankruptcy counsel. An official committee of unsecured creditors was appointed in the Debtor's case on May 10, 2018. The Committee tapped Grier Furr & Crisp, PA as its legal counsel. AMERICAN AIRLINES: S&P Affirms 'BB-' ICR, Outlook Stable -------------------------------------------------------- S&P Global Ratings affirmed its 'BB-' issuer credit rating on American Airlines Group Inc. and subsidiary American Airlines Inc. The outlook remains stable. S&P also affirmed most of its issue-level ratings on the entities. S&P raised its ratings to 'A+' from 'A' on the 1999-1G EETCs originally issued by America West Airlines Inc. and on the 2001-1G EETCs issued originally issued by US Airways Inc. (both since merged into American Airlines Inc.) because of improved collateral protection as debt amortization more than offsets aircraft value depreciation. AAG is the parent of American Airlines Inc., the world's largest airline measured by traffic (revenue passenger miles). It has a strong competitive position as one of three large U.S. airlines (Delta Air Lines Inc. and United Continental Holdings Inc. are the other two) that, with low-cost Southwest Airlines Co., account for more than 80% of U.S. air traffic. Since emerging from Chapter 11 bankruptcy and merging with US Airways Group Inc. in December 2013, the company has generated solid operating results and improved its financial profile. However, it remains more highly leveraged than peers Delta Air Lines Inc. and United Continental Holdings Inc. and has pursued a somewhat more aggressive financial policy, including initiating share buybacks less than a year out of bankruptcy. The outlook is stable. S&P said, "We expect AAG's 2018 earnings and cash flow to be moderately lower than 2017, as materially higher fuel expenses are not fully offset by improved ticket pricing and thus revenues. The company's credit ratios still likely to deteriorate somewhat, as management continues to spend heavily on new aircraft and, to a lesser extent, share repurchases, pushing AAG's funds from operations (FFO) to debt ratio to the mid- to high-teens percent area. We expect modest improvement in 2019, as fuel prices moderate and the delayed impact of higher fares flows through to revenues. However, we expect FFO to debt to remain below 20%. "We could lower our ratings on AAG over the next 12 months if the company's revenue and earnings deteriorate and reductions in its share repurchases or capital spending do not offset the decline, leading AAG's FFO to debt to fall below 12% for a sustained period. We think the most likely reason for such a scenario would be higher fuel prices that the company cannot recover in improved pricing, due to a slowdown in economic growth in the U.S. and elsewhere. The negative credit effects would be magnified if AAG choses to continue substantial share buybacks to support its share price, sacrificing some balance sheet strength. "Although unlikely, we could raise our ratings on AAG over the next 12 months if stronger-than-expected earnings and cash flow or reduced levels of capital spending and share repurchases cause its FFO to debt to rise to more than 25% on a sustained basis. The most likely reason for such a scenario would be a combination of strong demand for air travel (supported by continued healthy global economic growth), combined with lower fuel prices, gradually declining capital spending, and moderate share repurchases." ANNALY CAPITAL: Egan-Jones Hikes Sr. Unsecured Ratings to BB ------------------------------------------------------------ Egan-Jones Ratings Company, on July 18, 2018, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Annaly Capital Management Inc. to BB from BB-. Annaly Capital Management is one of the largest mortgage real estate investment trusts. It is organized in Maryland with its principal office in New York City. APB IMPORTS: Taps Nilsa Santiago as Accountant ---------------------------------------------- APB Imports, Inc., received approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire Nilsa Santiago as its accountant. The services to be provided by the accountant include the reconciliation of financial information to assist the Debtor in the preparation of monthly operating reports; the reconciliation of proof of claims filed and amount due to creditors; and assistance with the preparation of the supporting documents for its Chapter 11 reorganization plan. Ms. Santiago will be paid a fixed monthly rate of $650 for the reconciliation of monthly financial information, and a fixed rate of $1,000 per year to complete all the financial returns. The Debtor has agreed to provide a retainer in the sum of $3,000. In a court filing, Ms. Santiago disclosed that she neither holds nor represents any interest adverse to the Debtor's estate. Ms. Santiago can be reached through: Nilsa Santiago P.O. Box 363443 San Juan, PR 00936 Phone: 212.961.6166 Email: nsantiago@rayae.com APB Imports Inc. APB Imports, Inc. and its affiliate Condado Realty Co. are lessors of real estate based in San Juan, Puerto Rico. APB Imports and Condado Realty sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case Nos. 18-03273 and 18-03274) on June 10, 2018. In the petitions signed by Aurora M. Ray Chacon, secretary, APB Imports estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Condado Realty estimated $1 million to $10 million in assets and liabilities. The Debtor hired Fuentes Law Offices, LLC, as its legal counsel. APPLESPRINGS HOLDING: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of AppleSprings Holding Company Inc. About AppleSprings Holding Company Inc. AppleSprings Holding Company, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-22313) on June 7, 2018. In the petition signed by Douglas J. Zappi, president, the Debtor disclosed that it had estimated assets of less than $500,000 and liabilities of less than $500,000. Judge Carlota M. Bohm presides over the case. The Debtor tapped Robert O. Lampl Law Office as its legal counsel. BALGRANT PARTNERS: Hires CAC Partners as Accountant --------------------------------------------------- Balgrant Partners, Inc., d/b/a Golden Krust, seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to hire CAC Partners, Inc. as its accountant, effective as of June 5, 2018. Professional services that CAC Partners will render are: a. advise the Debtor with respect to its financial affairs during the pendency of the Chapter 11; b. monitor and report cash flow; c. prepare monthly operating reports; d. assist with the development of various aspects of the plan of reorganization and disclosure statement; e. act as a liaison with creditor groups; f. perform all other accounting services for the Debtor that may be necessary and proper for an effective reorganization. Warren Rattray, partner in the accounting offices of CAC Partners, attests that his firm does not have a connection with or interest in the Debtor, hold or represent an interest adverse to the estate and is a disinterest person within the meaning of Sec. 101(14) and 327 of the Bankruptcy Code. Warren Rattray will charge $150 per hour for his services. The accountant can be reached through: Warren Rattray CAC Partners, Inc. 2 Federal Square Newark, NJ 07101 About Balgrant Partners d/b/a Golden Krust Balgrant Partners, Inc., operates a restaurant and bakery located at 1655 Pitkin Avenue, Brooklyn, New York 11212 under the name "Golden Krust." It is a franchisee of the "Golden Krust" franchise. Balgrant Partners, Inc., d/b/a Golden Krust, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-42393) on April 26, 2018, estimating under $1 million in assets and liabilities. Bowen Law Offices, led by David A. Bowen, Esq., is the Debtor's counsel. BALGRANT PARTNERS: Hires David A. Bowen as Counsel -------------------------------------------------- Balgrant Partners, Inc., d/b/a Golden Krust, seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to hire David A. Bowen, Esq. as its counsel, nunc pro tunc to April 26, 2018. Professional services that Attorney Bowen will render are: a. advise the Debtor with respect to its powers and duties as debtor-in-possession in the management of its estate; b. assist in any amendments of Schedules and other financial disclosures and in the preparation/review/amendment of a disclosure statement and plan of reorganization; c. negotiate with the Debtor's creditors and taking the necessary legal steps to confirm and consummate a plan of reorganization; d. prepare on behalf of the Debtor all necessary motions, applications, answers, proposed orders, reports and other papers to be filed by the Debtor in this case; e. appear before the Bankruptcy Court to represent and protect the interests of the Debtor and its estate; and f. perform all other legal services for the Debtor that may be necessary and proper for an effective reorganization. David A. Bowen, Esq., attests that he is a "disinterested person" within the meaning of Sec. 101(14) of Title 11, United States Code (the Bankruptcy Code). Attorney Bowen will charge $250.00 per hour for his services. The counsel can be reached through: David A. Bowen, Esq. 241-06 Caney Road Rosedale, NY 11422 Phone: (347) 442-9696 Email: mail@attorneydab.com About Balgrant Partners d/b/a Golden Krust Balgrant Partners, Inc., operates a restaurant and bakery located at 1655 Pitkin Avenue, Brooklyn, New York 11212 under the name "Golden Krust." It is a franchisee of the "Golden Krust" franchise. Balgrant Partners, Inc., d/b/a Golden Krust, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-42393) on April 26, 2018, estimating under $1 million in assets and liabilities. Bowen Law Offices, led by David A. Bowen, Esq., is the Debtor's counsel. BEDFORD PROPERTIES: Proposes to Hire Property Manager ----------------------------------------------------- Bedford Properties BEH Y, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Connecticut to hire Bedford Management BSD, LLC. The firm will assist in managing the properties of the company and its affiliates, which own residential apartment buildings located in Hartford, Connecticut. The firm will be paid a management fee equal to 5% of the rents collected. Yakov Stiel, member of Bedford Management, disclosed in a court filing that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. About Bedford Properties BEH Y LLC Bedford Properties BEH Y, LLC, 1080-1088 Broad St BEH Y, LLC and Green Fairmount Williams BEH Y, LLC own and manage residential apartment buildings located in Hartford, Connecticut. The Debtors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case No. 18-21009) on June 19, 2018. In the petitions signed by Yakov Stiel, member, Bedford Properties disclosed $1.07 million in assets and $4.61 million in liabilities. 1080-1088 Broad disclosed $424,400 in assets and $3.8 million in liabilities. Judge James J. Tancredi presides over the cases. BEDFORD PROPERTIES: Taps Greene Law as Legal Counsel ---------------------------------------------------- Bedford Properties BEH Y, LLC, filed an application seeking approval from the U.S. Bankruptcy Court for the District of Connecticut to hire Greene Law, P.C. as its legal counsel. The firm will advise the company and its affiliates regarding their duties under the Bankruptcy Code; represent them in real estate tax appeal proceedings; and provide other legal services related to their Chapter 11 cases. Gary Greene, Esq., principal of Greene Law, disclosed in a court filing that he is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. A hearing to consider approval of the application is scheduled for July 25. The firm can be reached through: Gary J. Greene, Esq. Greene Law, P.C. 11 Talcott Notch Road Farmington, CT 06032 Tel: 860.676.1336 Fax: 860.676.2250 Email: bankruptcy@greenelawpc.com About Bedford Properties Bedford Properties BEH Y, LLC, 1080-1088 Broad St BEH Y, LLC, and Green Fairmount Williams BEH Y, LLC own and manage residential apartment buildings located in Hartford, Connecticut. The Debtors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case No. 18-21009) on June 19, 2018. In the petitions signed by Yakov Stiel, member, Bedford Properties disclosed $1.07 million in assets and $4.61 million in liabilities. 1080-1088 Broad disclosed $424,400 in assets and $3.8 million in liabilities. Judge James J. Tancredi presides over the cases. BROWARD COLLISION: Hires Cohen Legal Services PA as Counsel ----------------------------------------------------------- Broward Collision, Inc., seeks authority from the U.S. Bankruptcy Court for the Southern District of Florida to employ Rachamin Cohen of the law firm of Cohen Legal Services, P.A., to represent the Debtor in this case, nunc pro tunc to June 27, 2018. The professional services the attorney will render are: (a) give advice to the debtor with respect to its powers and duties as a debtor in possession and the continued management of its business operations; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) prepare motions, pleadings, orders, applications, adversary proceedings, and other legal documents necessary in the administration of the case; (d) protect the interest of the debtor in all matters pending before the court; (e) represent the debtor in negotiation with its creditors in the preparation of a plan. Rachamin (Rocky) Cohen, member of the law firm of Cohen Legal Services, P.A., attests that Neither he nor the Firm hold or represent any interest adverse to the estate, and they are disinterested persons as required by 11 U.S.C. Sec. 327(a). The Debtor agrees to pay a $5,500 fee advance. The Debtor agrees that the fee advance will be credited against an hourly rate of $375 per hour for attorney time and $115 per hour for paraprofessional time. The counsel can be reached through: Rachamin "Rocky" Cohen, Esq. Cohen Legal Services, PA 12 SE 7th Street, Suite 805 Fort Lauderdale, FL 33301 Tel: 305-570-2326 Email:rocky@cohenlegalservicesfl.com About Broward Collision Broward Collision, Inc., is one of the largest established independent facilities located in Sunrise serving West Broward. Broward Collision, Inc., is a strong, solid name in the industry offering one of the largest licensed and certified collision repair facilities in West Sunrise. Broward Collision filed pro se a voluntary petition under chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-17492) on June 22, 2018, estimating under $1 million in assets and liabilities. The Debtor has hired Rachamin "Rocky" Cohen, Esq., at Cohen Legal Services, PA, is the Debtor's counsel. CHF-COOK LLC: S&P Cuts 2015A-B Bond Rating to 'B-', Outlook Stable ------------------------------------------------------------------ S&P Global Ratings lowered its long-term rating on Illinois Finance Authority's series 2015A and 2015B student housing revenue bonds, issued on behalf of CHF-Cook L.L.C., Ala., to 'B-' from 'B'. The outlook is stable. CHF-Cook LLC is a not-for-profit corporation organized for the sole purpose of constructing student housing for Northeastern Illinois University (NEIU or the university) on its campus. "The downgrade reflects our view of the project's projected failure to meet its 1.2x debt service coverage covenant in fiscal 2018 due to diminished occupancy levels," said S&P Global Ratings credit analyst Ashley Ramchandani. S&P said, "It is our opinion that continued enrollment pressure at NEIU could continue to limit CHF Cook's ability to meet its debt service coverage covenant requirement. The downgrade further reflects our view that the university has limited capacity to provide legally available nonappropriated funds to support the housing project in the event that it fails to meet break-even occupancy and continues to violate its debt service coverage covenant of 1.2x coverage. In our view, this credit risk is mitigated by management's commitment to hire a financial consultant as required by bond documents should the fiscal 2018 audit results reflect a failure to meet the 1.2x coverage covenant. We understand that failure to meet 1x coverage constitutes a default and could result in immediate acceleration of all debt. We understand that CHF Cook projected debt service coverage is 1.04x for fiscal 2018. It is our opinion that should coverage fall below 1x the rating could be lowered multiple notches." S&P said, "The stable outlook reflects our expectation that during the next year the project may fail to reach its debt service coverage covenant, requiring the hiring of a financial consultant. The stable outlook also reflects our expectation that the project may continue to face weak occupancy levels but will produce operating results such that coverage is 1x at minimum. We do not anticipate additional debt issuance during this period." CHICAGO, IL: Moody's Affirms Ba1 on $250MM Motor Fuel Tax Bonds --------------------------------------------------------------- Moody's Investors Service has affirmed the Ba1 rating on the City of Chicago, IL's outstanding motor fuel tax bonds. Concurrently, the outlook has been revised to stable from negative. The rating applies to $250 million of motor fuel tax debt. RATINGS RATIONALE Moody's affirmed the Ba1 rating and changed the outlook to stable from negative based on the recent improvement in the rating outlooks for the City of Chicago (Ba1 stable) and the State of Illinois (Baa3 stable). The Ba1 rating on Chicago's motor fuel tax debt is capped at the city's GO rating because of a lack of legal separation of the pledged revenues from the city's general operations. The rating is also capped at one notch below the State of Illinois' rating because the pledged revenues are subject to state appropriation. These factors constrain the rating at Ba1 despite otherwise strong fundamentals including sound coverage. RATING OUTLOOK The stable outlook considers the City of Chicago's stable outlook and the State of Illinois' stable outlook. The outlook also assumes that coverage will remain sound. FACTORS THAT COULD LEAD TO AN UPGRADE - Improvement in the City of Chicago and the State of Illinois GO ratings - Legal segregation of pledged revenue from the city's general operations - Reduced risk of non-appropriation by the State of Illinois FACTORS THAT COULD LEAD TO A DOWNGRADE - Weakening of the City of Chicago's or State of Illinois' GO rating - Substantial declines in motor fuel tax collections and reduced coverage - Extended delays in distributions from the state LEGAL SECURITY Chicago's motor fuel tax revenue bonds are secured by a senior lien on 75% of the city's annual allocation of state motor fuel taxes plus other pledged revenue primarily consisting of licensing fees collected from tour boats operating on the Chicago River. The city's general bond ordinance stipulates that pledged revenue be deposited directly by the state with the trustee on a monthly basis. The trustee sets aside 1/5th of upcoming interest payments and 1/11th of upcoming principal payments in the debt service account, such that sufficient funds are available one month in advance of debt service payments. The trustee first sets aside the city's additional pledged revenues before setting aside motor fuel tax revenue. Revenue in excess of the monthly set-aside requirements is remitted to the city for any purpose permitted in state statute. The State of Illinois collects and disburses motor fuel tax revenue pursuant to the state's Motor Fuel Tax Law and Use of Motor Fuel Tax Funds Act. The state deposits tax receipts on a monthly basis into its Motor Fuel Tax Fund, from which it first makes "priority allocations" for various purposes outlined in statute including administrative costs. Following priority allocations, the state distributes the remaining tax revenue to various units of state and local government according to formulas defined in state law with 45.6% of remaining tax revenue deposited into the state's construction and road funds and 54.4% distributed to local units of government. Of the 54.4% local unit allocation, the state distributes 49.1% to municipalities, including Chicago, 35% to counties, and 15.9% to road districts. The state distributes the municipal portion based on a municipality's population relative to that of all incorporated municipalities in the state. PROFILE The City Chicago, with a current estimated population of 2.7 million, is the largest city in the State of Illinois and third most populous in the US. CM LAB: Taps Leiderman Shelomith as Legal Counsel ------------------------------------------------- CM Lab, Inc., is seeking approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Leiderman Shelomith Alexander + Somodevilla, PLLC, as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; negotiate with its creditors in the preparation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The hourly rates for the firm's attorneys range from $250 to $425. Legal assistants and paralegals charge $150 per hour. Zach Shelomith, Esq., the attorney who will be handling the case, charges an hourly fee of $425. Mr. Shelomith disclosed in its application that his firm does not represent any entity in any matter which would constitute a conflict of interest or otherwise impair the disinterestedness of the firm. A court hearing to consider approval of the application is scheduled for July 25. Leiderman can be reached through: Zach B Shelomith, Esq. Leiderman Shelomith Alexander + Somodevilla, PLLC 2699 Stirling Road, Suite C401 Ft. Lauderdale, FL 33312 Tel: (954) 920-5355 Fax: (954) 920-5371 Email: zbs@lsaslaw.com About CM Lab Inc. CM Lab, Inc. owns a clinical laboratory in Pembroke Pines, Florida. CM Lab sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-16804) on June 5, 2018. In the petition signed by Michael Bogdan, manager, the Debtor disclosed $952,058 in assets and liabilities of $3.75 million. Judge Raymond B. Ray presides over the case. CM LAB: Taps Rodriguez Law as Co-Counsel ---------------------------------------- CM Lab, Inc., is seeking approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Rodriguez Law, P.L. Rodriguez Law will serve as co-counsel with Leiderman Shelomith Alexander + Somodevilla, PLLC, another firm tapped by the Debtor to be its legal counsel in connection with its Chapter 11 case. Ricardo Rodriguez, Esq., the attorney at Rodriguez Law who will be handling the case, charges an hourly fee of $350. Legal assistants and paralegals charge $150 per hour. Mr. Rodriguez disclosed in an application that his firm does not represent any entity in any matter which would constitute a conflict of interest or otherwise impair the disinterestedness of the firm. A court hearing to consider approval of the application is scheduled for July 25. Rodriguez Law can be reached through: Ricardo A. Rodriguez, Esq. Rodriguez Law, P.L. 6600 Cow Pen Road, Suite 220 Miami Lakes, FL 33014 Telephone: (305) 262-8226 Facsimile: (305) 262-8229 Email: ricardo@rdgzlaw.com About CM Lab Inc. CM Lab, Inc., owns a clinical laboratory in Pembroke Pines, Florida. CM Lab sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-16804) on June 5, 2018. In the petition signed by Michael Bogdan, manager, the Debtor disclosed $952,058 in assets and liabilities of $3.75 million. Judge Raymond B. Ray presides over the case. CONTAINER STORE: Moody's Alters Outlook to Pos. & Affirms B2 CFR ---------------------------------------------------------------- Moody's Investors Service changed The Container Store, Inc.'s ratings outlook to positive from stable and upgraded the Speculative Grade Liquidity Rating to SGL-2 from SGL-3. Additionally, Moody's affirmed the B2 Corporate Family Rating, B2-PD Probability of Default Rating and B2 senior secured credit facility rating. The change in outlook to positive from stable reflects Moody's expectation for improved credit metrics and cash flow generation over the next 12-18 months as a result of earnings growth driven by run rate savings realization from the 2017 optimization program. The upgrade of the Speculative Grade Liquidity Rating to SGL-2 from SGL-3 incorporates Moody's projections for positive free cash flow, good revolver availability and covenant cushion, and lack of near term maturities. Moody's took the following ratings actions for The Container Store, Inc.: Corporate Family Rating, affirmed B2 Probability of Default Rating, affirmed B2-PD Senior Secured Bank Credit Facility, affirmed B2 (LGD3) Speculative Grade Liquidity Rating, upgraded to SGL-2 from SGL-3 Outlook, changed to Positive from Stable RATINGS RATIONALE Container Store's B2 CFR is constrained by the company's small scale and narrow focus on the cyclical home storage and organization sector. Container Store faces intense competition in the category from both larger and better capitalized companies such as Home Depot, Ikea and Bed, Bath and Beyond and smaller players with well-recognized brand names such as California Closets. The rating also reflects uncertainty around the company's top line recovery given that comparable sales have only recently turned positive. In addition, the rating incorporates Container Store's modest interest coverage of 1.4 times lease-adjusted EBIT/interest expense. At the same time, the rating benefits from Container Store's recognized brand name and differentiated value proposition due to a sizeable offering of exclusive and proprietary products with good customer service from a highly trained sales force. The rating also incorporates the company's good liquidity, moderate lease-adjusted debt/EBITDA of 4.3 times and relatively low funded leverage of 3.6 times (as of March 31, 2018). A ratings upgrade would require the company to demonstrate consistent revenue and earnings growth, while maintaining good liquidity and balanced financial policies. Quantitatively, the ratings could be upgraded if debt/EBITDA is sustained below 5.0 times and EBIT/interest increases towards 1.75 times. The ratings could be downgraded in the event of a deterioration in credit metrics, either through weaker operating performance or more aggressive financial policies. Specific metrics include debt/EBITDA rising above 6.0 times or interest coverage sustained below 1.25 times. A deterioration in liquidity could also lead to a ratings downgrade. The principal methodology used in these ratings was Retail Industry published in May 2018. The Container Store, Inc., is a retailer of storage and organization products in the United States and Europe. The company operated 90 specialty retail stores in the United States as of March 31, 2018, and operates in Europe through its wholly owned Swedish subsidiary, Elfa International AB (Elfa). Net revenue for the latest twelve month period ended March 31, 2018 was approximately $857 million. The company is publicly traded but majority owned by funds affiliated with Leonard Green & Partners, L.P. COPSYNC INC: Taps Fishman Haygood as Litigation Counsel ------------------------------------------------------- COPsync, Inc. has tapped the firm of Fishman Haygood, LLP, to serve as its special litigation counsel. The firm will investigate whether the Debtor has viable causes of action to enforce certain of the claims and, if so, will file and prosecute these causes of action. Fishman Haygood will receive (i) a contingency fee in the amount of 33% of the recovery from litigation that solely asserts causes of action to avoid transfer of property by the Debtor; (ii) a contingency fee in the amount of 40% of any recovery from any other litigation; and (iii) reimbursement by the Debtor of all work-related expenses incurred by the firm, according to filings with the U.S. Bankruptcy Court for the Eastern District of Louisiana. Brent Barriere, Esq., disclosed in the filing that he and his firm do not represent any interest adverse to the Debtor. Fishman Haygood can be reached through: Brent Barriere, Esq. Fishman Haygood, LLP 201 St. Charles Avenue, Suite 4600 New Orleans, LA 70170-4600 Telephone: (504) 556-5525 Mobile: (504) 556-5525 Fax: (504) 586-5250 Email: bbarriere@fishmanhaygood.com About COPsync COPsync, Inc., was created in 2005 as a "software for a service or platform for law enforcement to share real-time information amongst counties, agencies, and departments. It was created in response to the 2000 death of one of COPsync's co-founders' colleagues and friends, Texas Department of Public Safety Trooper Randy Vetter, who was killed making what he believed to be a routine traffic stop for a seatbelt violation. The Company's products include nationally shared network of law enforcement information COPsync Network, software-driven in-car HD video system Vidtac, real-time threat alert system COPsync911, and court buildings security provider COURTsync. COPsync completed a $10.6 million equity financing capital raise in November 2015 and became listed on the Nasdaq Capital Market exchange (COYN). COPsync, Inc., filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 17-12625) on Sept. 29, 2017. The Debtor estimated $1 million to $10 million in both assets and liabilities. The Debtor tapped John M. Duck, Esq., Robin B. Cheatham, Esq., Victoria P. White, Esq., and Scott R. Cheatham, Esq., at Adams and Reese LLP, as counsel. Jones Walker, LLP, serves as special counsel. Alliance Overnight Document Service, LLC, is the Debtor's noticing agent. CORPORATE CAPITAL: Fitch Puts 'BB+' IDR on Watch Positive --------------------------------------------------------- Fitch Ratings has placed Corporate Capital Trust's (CCT) long-term Issuer Default Rating (IDR) and secured debt rating of 'BB+' on Rating Watch Positive following the announcement that it is expected to be merged into FS Investment Corporation (FSIC). Concurrently, Fitch has affirmed the Long-Term IDR, secured debt rating and unsecured debt rating of FSIC at 'BBB-' with a Stable Rating Outlook. On July 23, 2018, FSIC announced its intention to merge with CCT, with FSIC being the surviving entity. This transaction was largely anticipated by Fitch, given the formation of a joint investment adviser, operated by an affiliate of Franklin Square Holdings, L.P. (FS Investments, the former sole adviser of FSIC) and KKR Credit Advisors (US), LLC (KKR Credit, the former sole adviser of CCT) on April 9, 2018 to manage six business development companies (BDCs) across the FS Investments and KKR Credit platforms. The merger transaction is expected to close by year-end 2018, subject to customary closing conditions. KEY RATING DRIVERS IDRs AND SENIOR DEBT The Rating Watch Positive for CCT reflects Fitch's expectation that the ratings will be upgraded by one-notch, to 'BBB-', following the close of the merger. The affirmation of FSIC's ratings reflect the appropriateness of the combined portfolio and funding profile relative to the assigned ratings, the strength of FSIC's relationship with FS Investments and KKR Credit, as well as a solid credit track record, relatively stable operating performance, diversified funding sources and acceptable leverage levels. Fitch believes the merger of the two BDCs will improve the scale and competitive positioning of the overall platform, as it will allow FSIC to participate in larger deals and speak for larger hold sizes in a given transaction, thus allowing for enhanced certainty of close. The merger should also allow for the realization of certain operating synergies and improved cost efficiencies. Relative to FSIC's credit profile at March 31, 2018, the merger with CCT will improve investment portfolio diversification, modestly reduce the firm's exposure to equity investments, reduce the proportion of non-cash income, and modestly benefit leverage (although the firm's target debt/equity is expected to remain 0.75x longer term). However, on a combined basis, the pro forma exposure to first lien investments will decline in favor of second lien investments and the proportion of unsecured funding will decline to 39.6% on a pro forma basis at March 31, 2018, from 62.7% for FSIC on a stand-alone basis. The pro forma unsecured funding proportion is within Fitch's 'bbb' quantitative benchmark range for BDCs of 35%-50%, but it is modestly below the peer average. Fitch believes FSIC will continue to opportunistically access the unsecured market for funding over time to retain flexibility. Current ratings for CCT reflect the strength of its relationship with FS Investments and KKR Credit, low leverage, relatively low portfolio concentrations, and improved funding diversity. KKR Credit has a strong and established track record underwriting credit and has strong access to deal flow, given its affiliation with KKR & Co. L.P. (Long-Term IDR A). Prior to the merger announcement, rating constraints specific to CCT included its short underwriting track record, having been established post-financial crisis, weaker-than-peer earnings yields, a lower proportion of unsecured debt in its funding profile, and weaker relative cash earnings coverage of the dividend. Still, CCT's Rating Outlook was Positive reflecting expectations for continued improvement in funding flexibility, through additional unsecured debt issuances, and increases in cash income dividend coverage. Rating constraints specific to FSIC include its short underwriting track record, having been established post-financial crisis, although this is mitigated, in part, by the relatively stable performance of the BDC since its inception, as well as its historical relationship with GSO Capital Partners and the current relationship with KKR Credit, both of which have strong and established track records in credit. Other constrains include unproven access to the equity markets and outsized exposure to equity investments, in part driven by the restructuring of certain debt investments. Rating constraints for the BDC sector include the capital markets impact on leverage, given the need to fair value the portfolio each quarter, dependence on access to the capital markets to fund portfolio growth, and a limited ability to retain capital due to dividend distribution requirements. Additionally, the competitive underwriting environment has seen deterioration of terms in the middle market, including fewer/looser covenants, higher underlying leverage and tighter spreads. The recent increase in maximum regulatory-permitted leverage to 2.0x from 1.0x, could also adversely affect industry competitive dynamics and increase the risk profile of certain BDCs, but may also afford BDCs with additional covenant cushion. Fitch believes this backdrop could contribute to asset quality deterioration with the cycle turns, and BDCs with more limited access to deal flow and looser underwriting standards are likely to experience weaker performance. The Stable Rating Outlook for FSIC reflects Fitch's expectations for stable operating performance, maintenance of acceptable asset quality, the management of leverage at or below the targeted range, and stronger dividend coverage. RATING SENSITIVITIES IDRs AND SENIOR DEBT The ratings of CCT are expected to be upgraded by one notch, to 'BBB-', upon the closing of the merger. An inability to effectuate the transaction would likely result in CCT's ratings being affirmed at 'BB+' with a Positive Rating Outlook, consistent with its standalone credit risk profile prior to the merger announcement. Positive rating momentum for FSIC, either on a standalone or combined basis, is limited over the Rating Outlook horizon, particularly given the challenging market backdrop, but could develop over time with increased funding flexibility, including continued extension of the debt maturity profile and the ability to opportunistically issue public equity for growth capital. Other positive rating factors include strong and differentiated asset quality performance of recent vintages, a reduction in exposure to equity investments, enhanced earnings consistency, the maintenance of a leverage profile that is commensurate with portfolio risk, and enhanced competitive positioning, as demonstrated by strong access to deal flow and expansion of sponsor relationships. Negative rating action for FSIC, either on a standalone or combined basis, could be driven by an extended increase in leverage levels above the targeted range, resulting from increased borrowings or material realized or unrealized depreciation, a meaningful increase in the proportion of equity holdings without a commensurate decline in leverage, failure to reduce non-cash income over time and/or material asset quality deterioration. FSIC's ratings could also be affected by an inability to execute the investment advisor transition from GSO Capital Partners to KKR Credit resulting in negative impacts on asset quality, deal flow, underwriting standards and/or risk controls. CCT is an externally managed BDC, organized in June 2010, which began investment operations in July 2011. As of March 31, 2018, the company had investments in 128 portfolio companies amounting to approximately $4.3 billion. FSIC is an externally managed BDC, organized in December 2007, which began investment operations in January 2009. As of March 31, 2018, the company had investments in 94 portfolio companies amounting to approximately $4.1 billion. Fitch has taken the following rating actions: Corporate Capital Trust -- Long-term IDR 'BB+' placed on Rating Watch Positive; -- Secured debt rating 'BB+' placed on Rating Watch Positive. FS Investment Corporation -- Long-term IDR affirmed at 'BBB-'; -- Secured debt rating affirmed at 'BBB-'; -- Unsecured debt rating affirmed 'BBB-'. The Rating Outlook is Stable. CRANBERRY GROWERS: Maxwell Foods Not Entitled to Setoff of Claim ---------------------------------------------------------------- Bankruptcy Judge Catherine J. Furay granted Debtor Cranberry Growers Cooperative's motion for a summary judgment on Maxwell Foods' motion to approve recoupment or to exercise right of setoff. On Feb. 24, 2017, CranGrow and Maxwell Foods entered into an agreement for the sale of sweetened and dried cranberries. Maxwell contends the parties hold competing claims against one another that arose from the Agreement. The parties agree Maxwell owes CranGrow $128,475 for Loads 5-7. CranGrow disputes that it owes $110,100 for breach of Purchase Order 93. It argues if Maxwell has a claim for that amount, it is not part of the same transaction. The Court finds that on its face, the Agreement defines the terms for the original seven loads and established an agreement that prohibited CranGrow from selling cranberries to other Australian distributors for 2017 and possibly 2018. There is nothing in the Agreement that directly bears on Purchase Order 93: it did not establish price or payment terms, and it did not require Maxwell to buy any determined number of loads past the seven uncontested loads. This conclusion is also supported by the negotiations the parties conducted to arrive at Blanket Order 93, seven months after the Agreement. Purchase Order 93 was simply a later order for the purchase of cranberries that the parties negotiated anew, separate and unbound by the terms of the Agreement. Thus, Purchase Order 93 could not have formed a single integrated transaction with the Agreement. Maxwell may still have a claim against CranGrow for breach of Purchase Order 93. But that claim does not stem from the Agreement and so is not eligible for recoupment against CranGrow's claim for Loads 5-7. Also, setoff is much like recoupment, but it differs in subtle and important ways. Unlike recoupment, setoff is a "form of cross-action that depends in its application upon the existence of two separate, mutual obligations. Absent a right of setoff, each obligation would be independently enforceable." The right of setoff does not require the obligations to arise out of a single transaction, but it does require they both arise prepetition. CranGrow's claim against Maxwell stems from the unpaid orders under the Agreement. Two of the three unpaid loads were shipped prepetition. While the third was shipped post-petition, it was ordered and reserved prepetition. On the other hand, Purchase Order 93 was placed post-petition. In sum, Maxwell is not entitled to setoff of its claim. Purchase Order 93 is a stand-alone contract that did not relate back to the Agreement. Again, the parties executed Purchase Order 93 and its related purchase order two days after the Petition Date. As a result, if Maxwell has a claim for breach of Purchase Order 93, it arose post-petition and is not eligible for setoff. The bankruptcy case is in re: CRANBERRY GROWERS COOPERATIVE, Debtor, Case No. 17-13318-11 (Bankr. W.D. Wis.). A full-text copy of the Court's Memorandum Decision dated June 27, 2018 is available at https://bit.ly/2LAIijn from Leagle.com. Cranberry Growers Cooperative, Debtor, represented by Peggy Hunt -- hunt.peggy@dorsey.com -- Dorsey & Whitney, LLP, Annette Jarvis -- Jarvis.annette@dorsey.com -- Dorsey & Whitney, LLP, Justin M. Mertz -- jmmertz@michaelbest.com -- Michael Best & Friedrich LLP & Ann Ustad Smith, One South Pinckney Street. U.S. Trustee's Office, U.S. Trustee, represented by Tiffany E. Rodriguez, U.S. Trustee Office. About Cranberry Growers Cranberry Growers Cooperative (CranGrow) -- https://www.crangrow.com/ -- is a group of cranberry growers based in Warrens, Wisconsin, USA. CranGrow currently has 40 grower members, and it is these members that own the co-op. The co-op's growers range in size from small to very large cranberry marshes, most of which have been family owned and operated for generations. Some have been in operation for over 100 years. CranGrow produces sliced sweetened dried cranberries, whole sweetened dried cranberries, single strength juice (not from concentrate), 50 and 65 brix concentrate, and cranberry seed pomace. Unlike many cranberry processors, CranGrow actually grows the fruit and process it themselves. Cranberry Growers Cooperative filed a Chapter 11 petition (Bankr. W.D. Wis. Case No. 17-13318) on Sept. 25, 2017. The petition was signed by James Reed, chief executive officer. At the time of filing, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Debtor's counsel is Justin M. Mertz, Esq., at Michael Best & Friedrich LLP. The Debtor's financial and restructuring advisor is Sierra Constellation Partners LLC; and the firm's Winston Mar serves as the Debtor's chief restructuring officer. The Office of the U.S. Trustee on Oct. 11 appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of Cranberry Growers Cooperative. The committee members are North Star Container, LLC, Tournant Inc., and Brickl Bros., Inc. DRAGONFLY GRAPHICS: Seeks Permission to Use CACH Cash Collateral ---------------------------------------------------------------- Dragonfly Graphics, Inc., seeks an interim order from the U.S. Bankruptcy Court for the Northern District of Florida allowing it to use that portion of cash collateral necessary to cover its anticipated operating costs through July 31, 2018, as shown on the budget. At the time of the filing, the Debtor owed $92,625 to CACH, LLC, as the successor in interest to OnDeck. Pursuant to certain business loan documents, the Debtor pledged receivables and inventory to CACH to secure the loan. In order to provide CACH with adequate protection, the Debtor requests that CACH be granted a postpetition lien in inventory and receivables to the extent of its prepetition lien. The Debtor believes that it can successfully reorganize and make payment to unsecured creditors if allowed to proceed with its business operations. A full-text copy of the Debtor's Emergency Motion is available at http://bankrupt.com/misc/flnb18-10155-30.pdf About Dragonfly Graphics Dragonfly Graphics, Inc., filed a Chapter 11 bankruptcy petition (Bankr. N.D. Fla. Case No. 18-10155) on June 12, 2018. In the petition signed by its president, Joy Revels, the Debtor estimated under $100,00 in assets and under $1 million in liabilities. The Debtor tapped Ruff & Cohen, P.A., as counsel. EAGLEVIEW TECHNOLOGY: Moody's Rates 1st Lien Loans 'B2' ------------------------------------------------------- Moody's Investors Service assigned a B2 rating to EagleView Technology Corporation's proposed first-lien credit facilities, consisting of a $535 million senior secured term loan and $85 million senior secured revolving credit facility, and Caa2 rating to the new $230 million second-lien term loan facility. In connection with this rating action, Moody's affirmed EagleView's B3 Corporate Family Rating and upgraded the Probability of Default Rating to B3-PD from Caa1-PD to reflect its use of a 50% mean family recovery rate for issuers with a dual-class bank debt capital structure. The rating outlook is stable. Proceeds from the new credit facilities plus capital raises from a new $200 million PIK preferred equity offering and significant cash equity investment from Clearlake Capital Group, L.P. will be used to retire EagleView's existing credit facilities (consisting of a $332 million outstanding first-lien term loan and $20 million revolver), fund a cash distribution totaling more than $1 billion to Vista and other shareholders, and pay transaction fees. Following is a summary of the rating actions: Issuer: EagleView Technology Corporation Ratings Assigned: $85 Million Senior Secured First-Lien Revolving Credit Facility due 2023, B2 (LGD3) $535 Million Senior Secured First-Lien Term Loan due 2025, B2 (LGD3) $230 Million Senior Secured Second-Lien Term Loan 2026, Caa2 (LGD5) Rating Upgraded: Probability of Default Rating, to B3-PD from Caa1-PD Rating Affirmed: Corporate Family Rating, B3 Outlook Actions: Outlook, Stable The assigned ratings are subject to review of final documentation and no material change to the terms and conditions of the transaction as advised to Moody's. Moody's will withdraw all ratings and LGD assessments on the existing revolving credit facility and first-lien term loan at transaction close. RATINGS RATIONALE EagleView's B3 CFR reflects its small revenue base and high pro forma financial leverage of 7.7x total debt to EBITDA (including Moody's standard adjustments and its estimates for add-backs for certain non-recurring expenses and run rate cost savings), significantly higher than the current 3.9x (Moody's adjusted) as of March 31, 2018. Although the contemplated transaction will more than double EagleView's gross debt, there is sufficient capacity at the B3 level to absorb the higher debt load given the company's rapidly expanding EBITDA, which more than doubled over the past three years. Though pro forma leverage is high and currently above the 6.6x median for B3-rated issuers, Moody's believes EagleView's business model can accommodate a more leveraged capital structure due to the strong growth trajectory and history of increasing positive free cash flow generation on an annual basis. The B3 rating also embeds EagleView's lack of meaningful international diversification and exposure to the cyclical housing market. The potential for deep-pocketed competitors that could enter EagleView's markets with emerging imagery technologies, analytics and/or integrated offerings is a longer-term concern. Given the attractive high margin services-based revenue and strong EBITDA growth prospects, Moody's views EagleView's private equity ownership as a latent risk that could lead to more liberal financial policies such as additional sizable debt-funded cash distributions to the sponsors (analogous to the contemplated dividend recapitalization) or M&A that could produce volatile credit metrics. Despite its small size, EagleView is the leading provider of high resolution aerial imagery and 3D measurement software solutions to governments, property & casualty (P&C) insurance carriers and residential contractors with very little direct competition, which buttresses the B3 rating. The rating also benefits from EagleView's long-standing customer relationships characterized by its preferred vendor status, high retention rates, increasing penetration in customer accounts and highly visible reoccurring revenue streams supported by multi-year contracts in the government business. Low production costs for image capture combined with its patented technology and extensive image library create barriers to entry and help establish a scalable business model with operating leverage. The B3 CFR also takes into account its expectation for continued strong revenue and EBITDA growth as well as positive annual free cash flow generation as new products with higher price points are introduced to meet client demand. Rating Outlook The stable rating outlook reflects its view that the US economy will continue to grow modestly, which should support organic revenue growth in the 10-20% range and strong EBITDA expansion, enabling EagleView to rapidly de-lever to around 6x total debt to EBITDA (Moody's adjusted) over the next 12-18 months, barring further leveraging events. What Could Change the Rating -- Up - Revenue growth and EBITDA margin expansion leading to consistent and increasing positive free cash flow generation and sustained reduction in total debt/EBITDA below 6.0x (Moody's adjusted). - Free cash flow to adjusted debt of at least 5% (1% pro forma as of LTM March 31, 2018). - EagleView would also need to increase scale, maintain a good liquidity position and exhibit prudent financial policies. What Could Change the Rating -- Down - Financial leverage as measured by total debt to EBITDA (Moody's adjusted) sustained above 8.5x (7.7x pro forma as of LTM March 31, 2018). - EBITDA growth is insufficient to maintain positive free cash flow generation. - Market share erosion, services revenue deterioration, weakened liquidity or if EagleView engages in leveraging acquisitions or significant shareholder distributions. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Headquartered in Bothell, Washington, EagleView Technology Corporation is a leading provider of 3D aerial measurement services to the government, property & casualty insurance and residential construction markets. The company has over 550 employees and operates primarily in the US. Revenue totaled $237 million for the twelve months ended March 31, 2018. EAGLEVIEW TECHNOLOGY: S&P Affirms 'B' ICR & Alters Outlook to Neg. ------------------------------------------------------------------ S&P Global Ratings affirmed its 'B' issuer credit rating on EagleView Technology Corp. and revised the outlook to negative from stable. S&P said, "At the same time, we assigned our 'B+' issue-level rating and '2' recovery rating on the company's proposed $85 million revolving credit facility and its $535 million first-lien term loan. The '2' recovery rating indicates our expectation for substantial recovery (70% to 90%, rounded estimate: 70%) in the event of a payment default." S&P said, "In addition, we assigned our 'CCC+' issue-level rating and '6' recovery rating to the company's proposed second-lien term loan. The '6' recovery rating reflects our expectation for negligible recovery (0% to 10%, rounded estimate: 0%) in the event of a payment default. "The company intends to use the proceeds of the proposed term loans to repay its existing first-lien term loan and pay a dividend to one of its financial sponsors. We will withdraw our ratings on the term loan when the transaction is complete. "The negative outlook on EagleView reflects our expectation that leverage will rise significantly, with adjusted debt to EBITDA in the mid-10x area at the time of the transaction, up from around 4.4x in fiscal 2017. While this high leverage would likely merit a downgrade if sustained at these levels, we think EagleView has a credible plan in place to bring leverage back down to the low to mid-7x area by the end of 2019, as the company realizes cost savings and strong growth of both its new and existing products. "The negative outlook reflects our view that, while temporarily elevated, EagleView will successfully reduce leverage to the mid- to low-7x area by year-end 2019 through EBITDA growth, while maintaining its leadership position in the aerial imagery software market. We expect significant revenue growth and margin expansion over the next 12 months, driven by the cross-selling of new and existing products, along with the leveraging of fixed costs over the rapidly-growing revenue base. "We could lower our ratings if the company fails to achieve the revenue growth or margin improvement that we are projecting, such that debt to EBITDA is sustained at more than 8x. We could also lower the rating if the company pursues any debt-financed acquisitions that result in increased leverage, or if the company distributes additional dividends to shareholders. "We could revise the outlook back to stable if the company achieves revenue growth and margin expansion that approximate or exceed our projections, such that adjusted debt to EBITDA is on track to decline below 8x by the end of 2019." ECS REFINING: Trustee Files Fifth Emergency Cash Collateral Motion ------------------------------------------------------------------ W. Donald Gieseke, the duly-appointed and acting Chapter 11 Trustee in the ECS Refining, Inc. case, files with the U.S. Bankruptcy Court for the Eastern District of California a fifth emergency motion for an interim order authorizing use of the cash collateral of SummitBridge National Investments V LLC. On June 15, 2018, the Trustee filed an Emergency Motion seeking for, inter alia, an interim order authorizing use of cash collateral and authorizing post-petition financing. At a hearing on June 20, 2018, the Court denied the proposed post-petition financing without prejudice. Thereafter, on June 21, 2018, the Court entered the Interim Order on the Fourth Emergency Motion and set a final hearing on July 11, 2018. As reported at the last cash collateral hearing, the Trustee and his professionals have been working very hard to implement a process for a reasonably soft landing of this case through a potential sale of assets. Income from the Debtor's operations has been barely sufficient to fund payroll during the past weeks of operation. The Trustee and his professionals have been examining all potential solutions for how to proceed. At the last hearing in this matter, the Trustee obtained the use of cash collateral to operate for two weeks for the purpose of obtaining a stalking horse bid acceptable to the Trustee and SummitBridge National Investments V LLC on or before June 26, 2018. At that time, there were several interested parties performing due diligence. As of June 27, however, no bid has been made by the primary interested party, although the Trustee believes such a bid will be made very soon. SummitBridge asserts that as of the Petition Date, the Debtor was indebted to it in excess of $25,000,000 and additional fees and expenses owed pursuant to applicable loan documents. SummitBridge claims that the Pre-Petition Secured Debt is secured by a valid and perfected first priority lien and security interest in substantially all of the Debtor's property and all proceeds (including insurance) thereof, including but not limited to all of Debtor's accounts, equipment, inventory, goods, work in process, general intangibles, fixtures, trademarks, patents, other personal property assets and all proceeds thereof. In order to avoid immediate and irreparable harm, the Trustee has requested that SummitBridge consent to the limited use of SummitBridge's cash collateral for the expenses and payments and in the order and priority set forth on the Budget 1 in the case of continuing operation and as set forth on the other Budget 2 in the case of a shutdown, each of which the Trustee believes are necessary to avoid immediate and irreparable harm. As part of the Cash Collateral agreement, the Trustee has requested that SummitBridge agree to an additional carve out from its collateral and the proceeds thereof in the amount of $100,000 bringing the total carve out to $425,000 to be available for payment of approved fees and costs of the Trustee and his professionals incurred in the chapter 11 case. The Carve Out would be binding in any subsequent chapter 7 case. The Trustee has provided SummitBridge's financial advisor access to information as it is obtained by the Trustee and his financial advisors. SummitBridge is still reviewing the cash collateral information, but the Trustee is informed and believes that SummitBridge likely will stipulate to the emergency use of Cash Collateral for the Approved Expenses as set forth on either Budget 1 or Budget 2 in return for a replacement lien on post-petition assets and a limited adequate protection order substantially on the same terms and conditions as the existing Interim Order on Fourth Emergency Motion. A full-text copy of the Fifth Cash Collateral Motion is available at http://bankrupt.com/misc/caeb18-22453-232.pdf About ECS Refining Inc. ECS Refining, Inc. -- https://www.ecsrefining.com/ -- offers a full suite of IT asset management and disposition solutions. It provides national brand protection solutions for environmental services, IT asset management, data protection and end-of-life electronic recycling services. ECS was founded in 1980 by Jim and Ken Taggart as a processor of post-manufacturing scrap and residues for OEMs in the Silicon Valley. As the electronics industry enjoyed rapid growth and manufacturing operations were outsourced to other parts of the world, ECS adapted by shifting its focus to processing post-consumer electronics. The company has locations in Rogers, Arizona; Santa Clara, California; Santa Fe Springs, California; Stockton, California; Columbus, Ohio; Medford, Oregon; Portland, Oregon; and Mesquite, Texas. ECS Refining sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 18-22453) on April 24, 2018. In the petition signed by Jack Rockwood, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million. Judge Robert S. Bardwil presides over the case. The Debtor tapped Snell & Wilmer LLP as its legal counsel; Ringstad & Sanders LLP as special counsel; and MCA Financial Group, Ltd., as its financial advisor. W. Donald Gieseke was appointed as the Chapter 11 Trustee. The Trustee hired Felderstein Fitzgerald Willoughby & Pascuzzi LLP as his legal counsel. ELEMENTS BEHAVIORAL: Committee Taps Arent Fox as Co-Counsel ----------------------------------------------------------- The official committee of unsecured creditors of EBH Topco, LLC, received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Arent Fox LLP. Arent Fox will serve as co-counsel with Bayard, P.A., another firm tapped by the committee to be its legal counsel in connection with the Chapter 11 cases of EBH Topco and its affiliates. Robert Hirsh, Esq., a partner at Arent Fox, disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. Arent Fox can be reached through: Robert M. Hirsh, Esq. Arent Fox LLP 1301 Avenue of the Americas, 42nd Floor New York, NY 10019 Phone: 212.484.3900 / 212.457.5430 Fax: 212.484.3990 Email: robert.hirsh@arentfox.com About Elements Behavioral Health Long Beach, California-based EBH Topco, LLC along with its subsidiaries -- http://www.elementsbehavioralhealth.com/-- are providers of behavioral health services and residential drug and alcohol addiction treatment. The Elements Behavioral Health(R) family of programs offers comprehensive, innovative treatment for substance abuse, sexual addiction, trauma, eating disorders, and other mental health disorders. EBH Topco, LLC (Lead Case), Elements Behavioral Health, Inc., and certain of its affiliates sought Chapter 11 bankruptcy protection on May 23, 2018 (Bankr. D. Del. Case No. 18-11214). In the petition signed by CRO Martin McGahan, the Debtors estimated $50 million to $100 million in assets and under $100 million to $500 million in liabilities. Hon. Brendan Linehan Shannon presides over the Debtors' cases. Christopher A. Ward, Esq., Shanti M. Katona, Esq., Stephen J. Astringer, Esq., and Jeremy R. Johnson, at Polsinelli PC, serve as counsel to the Debtors. Alvarez & Marsal LLC acts as restructuring advisor to the Debtors; Houlihan Lokey Capital, Inc., is the investment banker; and Donlin, Recano & Company, Inc., is the notice and claims agent. The Debtors have requested procedural consolidation and joint administration of the Chapter 11 cases. Andrew Vara, acting U.S. trustee for Region 3, on June 11, 2018, appointed five creditors to serve on an official committee of unsecured creditors in the Chapter 11 cases. ELEMENTS BEHAVIORAL: Committee Taps Bayard as Legal Counsel ----------------------------------------------------------- The official committee of unsecured creditors of EBH Topco, LLC, received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Bayard, P.A., as legal counsel. The firm will advise the committee regarding its duties under the Bankruptcy Code and will provide other legal services related to the Chapter 11 cases of EBH Topco and its affiliates. Justin Alberto, Esq., director of Bayard, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Alberto disclosed that his firm has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements; and that no Bayard professional has varied his rate based on the geographic location of the Debtors' cases. Bayard can be reached through: Justin R. Alberto, Esq. Bayard, P.A. 600 N. King Street, Suite 400 Wilmington, DE 19801 Tel: +1 302-429-4226 Fax: +1 302-658-6395 Email: jalberto@bayardlaw.com About Elements Behavioral Health Long Beach, California-based EBH Topco, LLC along with its subsidiaries -- http://www.elementsbehavioralhealth.com/-- are providers of behavioral health services and residential drug and alcohol addiction treatment. The Elements Behavioral Health(R) family of programs offers comprehensive, innovative treatment for substance abuse, sexual addiction, trauma, eating disorders, and other mental health disorders. EBH Topco, LLC (Lead Case), Elements Behavioral Health, Inc., and certain of its affiliates sought Chapter 11 bankruptcy protection on May 23, 2018 (Bankr. D. Del. Case No. 18-11214). In the petition signed by CRO Martin McGahan, the Debtors estimated $50 million to $100 million in assets and under $100 million to $500 million in liabilities. Hon. Brendan Linehan Shannon presides over the Debtors' cases. Christopher A. Ward, Esq., Shanti M. Katona, Esq., Stephen J. Astringer, Esq., and Jeremy R. Johnson, at Polsinelli PC, serve as counsel to the Debtors. Alvarez & Marsal LLC acts as restructuring advisor to the Debtors; Houlihan Lokey Capital, Inc., is the investment banker; and Donlin, Recano & Company, Inc., is the notice and claims agent. The Debtors have requested procedural consolidation and joint administration of the Chapter 11 cases. Andrew Vara, acting U.S. trustee for Region 3, on June 11, 2018, appointed five creditors to serve on an official committee of unsecured creditors in the Chapter 11 cases. ELEMENTS BEHAVIORAL: Committee Taps Zolfo as Financial Advisor -------------------------------------------------------------- The official committee of unsecured creditors Of EBH Topco, LLC, received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Zolfo Cooper, LLC as its bankruptcy consultant and financial advisor. The firm will advise the committee regarding the sale of the business or assets of EBH Topco and its affiliates; monitor the Debtors' cash flow and operating performance; analyze claims and investigate potential preferential transfers and fraudulent conveyances; assist in the preparation of a plan of reorganization; and provide other services related to the Debtors' Chapter 11 cases. The hourly rates for professionals who will be providing the services are: Managing Directors $850 - $1,035 Professional Staff $320 - $850 Support Personnel $70 - $300 Zolfo Cooper is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: David MacGreevey Zolfo Cooper, LLC Grace Building 1114 Avenue of the Americas, 41st Floor New York, 10036 Tel: +1 212 561 4000 / +1 212 561 4187 Fax: +1 212 213 1749 Email: dmacgreevey@zolfocooper.com About Elements Behavioral Health Long Beach, California-based EBH Topco, LLC along with its subsidiaries -- http://www.elementsbehavioralhealth.com/-- are providers of behavioral health services and residential drug and alcohol addiction treatment. The Elements Behavioral Health(R) family of programs offers comprehensive, innovative treatment for substance abuse, sexual addiction, trauma, eating disorders, and other mental health disorders. EBH Topco, LLC (Lead Case), Elements Behavioral Health, Inc., and certain of its affiliates sought Chapter 11 bankruptcy protection on May 23, 2018 (Bankr. D. Del. Case No. 18-11214). In the petition signed by CRO Martin McGahan, the Debtors estimated $50 million to $100 million in assets and under $100 million to $500 million in liabilities. Hon. Brendan Linehan Shannon presides over the Debtors' cases. Christopher A. Ward, Esq., Shanti M. Katona, Esq., Stephen J. Astringer, Esq., and Jeremy R. Johnson, at Polsinelli PC, serve as counsel to the Debtors. Alvarez & Marsal LLC acts as restructuring advisor to the Debtors; Houlihan Lokey Capital, Inc., is the investment banker; and Donlin, Recano & Company, Inc., is the notice and claims agent. The Debtors have requested procedural consolidation and joint administration of the Chapter 11 cases. Andrew Vara, acting U.S. trustee for Region 3, on June 11, 2018, appointed five creditors to serve on an official committee of unsecured creditors in the Chapter 11 cases. EXCO RESOURCES: Committee Taps Jefferies as Co-Investment Banker ---------------------------------------------------------------- The Official Committee of Unsecured Creditors of EXCO Resources, Inc. and its affiliated debtors and debtors in possession seeks authority from the US Bankruptcy Court for the Southern District of Texas, Houston Division, to retain Jefferies LLC as its co-investment banker, nunc pro tunc to June 29, 2018. Services Jefferies will render are: (a) assist the Committee in reviewing and analyzing proposals for proposed DIP financing or use of cash collateral; (b) analyze various restructuring scenarios and the potential impact of these scenarios on the recoveries of creditors by a Restructuring; (c) value securities or other consideration offered by the Company to its creditors in connection with a Restructuring; (d) assist the Committee in valuing the enterprise, the Company's assets and recoveries under proposed plans of reorganization; (e) provide the Committee and the Committee's counsel with industry expertise and capital markets perspectives, to assist in evaluating the Debtors' business plan and any proposed plans of reorganization; (f) assist the Committee in evaluating the Company's debt capacity in the determination of an appropriate capital structure for the Company, and providing the Committee with analysis and advice with respect to any proposed capital structure for the Company; (g) advise and assist the Committee and, at the Committee's direction, participate in negotiations of any Restructuring; (h) meet with the Committee, the Company's management, the Company's board of directors and other creditor groups, equity holders or other parties in interest (in each case who are institutional parties or represented by an advisor) to discuss any Restructuring alternatives or proposals; (i) assess and advise the Committee with respect to the post-petition marketing process and identify strategic or financial parties that may not have been identified or pursued by the Company; (j) provide expert witness testimony concerning any of the subjects encompassed by the investment banking services; (k) assist the Committee in valuing any unencumbered assets of the Debtors' estates; (l) participate in hearings before the Bankruptcy Court; provide testimony as required by the Committee; and (m) such other investment banking services in connection with a Restructuring as Jefferies and the Committee may agree. The Debtors will pay Jefferies an amount equal to 50% of: (a) A nonrefundable monthly advisory fee in the amount of $150,000 per month, payable in cash, with the first Monthly Fee payable as of the first monthly anniversary of Jan. 30, 2018 that follows the Effective Date, and additional installments of such Monthly Fee payable in advance on each monthly anniversary thereafter. After the first Monthly Fee has been received in full by Jefferies, 50% of all monthly fees received by Jefferies will be credited once against the Deferred Fee, provided, however, that in no event shall the Deferred Fee be reduced below zero; and (b) An additional fee of $2,500,000, which can only be earned one time under the Agreement. The Deferred Fee shall be earned on consummation of a Restructuring and shall be payable, in cash, on the consummation of a Restructuring. Matthew J. Hart, Managing Director at Jefferies, attests that Jefferies is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Matthew J. Hart Jefferies LLC 3 Allen Center 333 Clay Street, Suite 1000 Houston, TX 77002 Phone: +1 281 774 2000 About EXCO Resources EXCO Resources, Inc. (otc pink:XCOO) -- http://www.excoresources.com/-- is an oil and natural gas exploration, exploitation, acquisition, development and production company headquartered in Dallas, Texas, with principal operations in Texas, North Louisiana and the Appalachia region. EXCO's headquarters are located at 12377 Merit Drive, Suite 1700, Dallas, TX 75251. EXCO Resources, Inc., and 14 of its affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 18-30155) on Jan. 15, 2018. EXCO disclosed total assets of $829.1 million and total debt of $1.355 billion as of Sept. 30, 2017. The Debtors' cases have been assigned to the Honorable Marvin Isgur. The Debtors tapped Gardere Wynee Sewell LLP, and Kirkland & Ellis LLP, as bankruptcy counsel; PJT Partners LP as financial advisor; Alvarez & Marsal North America, LLC, as restructuring advisor; and Epiq Bankruptcy Solutions, LLC, as claims agent. An official committee of unsecured creditors has been appointed in the case. The Committee is represented by lawyers at Jackson Walker and Brown Rudnick. FOOD FOR HEALTH: Taps Rocky Mountain as Accountant & Fin'l Advisor ------------------------------------------------------------------ Food For Health International, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Utah to hire Rocky Mountain Advisory LLC. The firm will serve as Food For Health's accountant and financial advisor in connection with its Chapter 11 case. Rocky Mountain received a $10,000 retainer from Exemplar Designs, which is being proposed as a debtor-in-possession lender to the company. It is anticipated that the firm will receive additional retainer of $15,000. The firm neither holds nor represents any interest adverse to Food For Health's estate, according to court filings. Rocky Mountain can be reached through: John Curtis Rocky Mountain Advisory LLC 215 South State Street, Suite 550 Salt Lake City, UT 84111 Phone: 801.428.1604 Fax: 801.428.1612 Email: jcurtis@rockymountainadvisory.com About Food For Health International Food For Health International, LLC — http://foodforhealthinternational.com/— is a manufacturing, sales and distribution company specializing in whole-food nutrition and emergency preparedness. The company’s brands include Activz LLC, Food Supply Depot, FireRocks and Lion Energy. Using proprietary processes, Food for Health offers pure, nutrient-rich and living ingredients that can be used on their own or privately-labeled for accelerated speed-to-market, reduced cost of goods and business confidentiality. From product concept to distribution, the Company offers full turnkey manufacturing solutions and a myriad of co-packing options in between. The company is headquartered in Salt Lake City, Utah. Food For Health International filed a Chapter 11 petition (Bankr. D. Utah Case No. 18-23404) on May 11, 2018. In the petition signed by John Rallo, FFHI, LLC/CEO and sole manager, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. The case is assigned to Judge Kimball R. Mosier. Jeremy C. Sink, Esq. and Gregory J. Adams, Esq. at McKay, Burton & Thurman, PC, serve as the Debtor’s counsel. The Office of the U.S. Trustee on June 15, 2018, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 case. The Committee retained Holland & Hart LLP, as counsel. FOODSERVICEWAREHOUSE.COM: RSL Bid for Summary Judgment vs PMP Nixed ------------------------------------------------------------------- District Judge Martin L.C. Feldman denied plaintiff Restaurant Supply, LLC's motion for partial summary judgment in the case captioned RESTAURANT SUPPLY, LLC, v. PRIDE MARKETING AND PROCUREMENT, INC., SECTION "F," Civil Action No. 17-8793 (E.D. La.). Restaurant Supply initially sued Pride Marketing and Procurement in Connecticut state court on June 28, 2016, seeking to recover the $2 million in rebates Pride refused to remit. It was removed to the United State District Court for the District of Connecticut then transferred to this Court on August 31, 2017. Restaurant Supply alleged several causes of action, including breach of contract. On May 15, 2018, Restaurant Supply moved for partial summary judgment on its breach of contract claim. Pride opposed the motion on May 22, 2018. Because Louisiana law controls ownership interests, not federal tax law, the Court's consideration of whether Section 10.2 of the Pride By-laws vests in Restaurant Supply an ownership interest in the rebates is guided by Louisiana contract principles. The Louisiana Civil Code mandates that the "[i]nterpretation of a contract is the determination of the common intent of the parties." But the Court may not look outside the terms of the contract to determine the parties intent if the contract itself is "clear and explicit and lead[s] to no absurd consequences." Moreover, the Court must interpret each provision in a contract "in light of the other provisions so that each is given the meaning suggested by the contract as a whole." Pride does not dispute that it owes Restaurant Supply patronage dividends based on "net savings." But it does dispute that net savings unequivocally includes all rebates. The Court agrees. First, the language of Section 10.2 makes clear that only amounts "which remain after paying all operating and administrative expenses" are available for distribution. Second, the word "net" used as an adjective to modify any amount or value unilaterally refers to the amount remaining after deductions for expenses or contributions have been made.5 Additionally, one should note that "net earnings" means revenues less expenses. Common sense, and the Treasury Regulations, dictate this result. Restaurant Supply offers no reasoning as to why "net savings" includes all rebates received without reduction. It is clear that Louisiana law and the context in which Section 10.2 was drafted (and lastly, the relevant Regulations about patronage dividends), that Pride is only obligated to distribute revenues less expenses on a patronage basis. Because Restaurant Supply has not shown that Pride was contractually obligated to remit the rebates after "net savings," the Court cannot grant summary judgment on its breach of contract claims because the plaintiff failed to establish an essential element of its claim. However, the Court stops short of holding the Section 10.2 does not require Pride to remit rebates. It is not clear on the record, and the plaintiff failed to adequately brief, whether Section 10.2 permits Pride to offset the losses it sustained from guaranteeing one of its shareholder's debt against all of its vendor accounts. A full-text copy of the Court's June 27, 2018 Order is available at https://bit.ly/2LcGvou from Leagle.com. Restaurant Supply, LLC, Plaintiff, represented by John Y. Pearce -- jpearce@gamb.law -- Gordon, Arata, Montgomery & Barnett, Michael Edward Landis -- mlandis@gamb.law.com -- Gordon, Arata, Montgomery & Barnett,Richard E. Zubic -- rzubic@gamblaw.com -- Gordon, Arata, Montgomery & Barnett & Stephen Lynn Williamson -- swilliamson@gamblaw.com -- Gordon, Arata, Montgomery & Barnett. Pride Marketing and Procurement, Inc. & Pride Centric Resources, Inc., formerly known as Pride Marketing and Procurement, Inc., Defendants, represented by Melissa M. Lessell -- mlessell@deutschkerrigan.com -- Deutsch Kerrigan LLP, William Everard Wright, Jr. -- wwright@deutschjerrigan.com -- Deutsch Kerrigan LLP & Karuna Dave -- kdaver@deutschkerrigan.com -- Deutsch Kerrigan LLP. About FoodServiceWarehouse.com FoodServiceWarehouse.com, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 16-11179) on May 20, 2016. The petition was signed by Thomas Kim, chief restructuring officer. The case is assigned to Judge Elizabeth Magner. The Debtor tapped Barry W. Miller, Esq., at Heller, Draper, Patrick, Horn & Dabney, L.L.C., as counsel; r2 Advisors, LLC as financial advisor; HyperAMS, LLC, as liquidation consultant; and Donlin, Recano & Company, Inc. as its claims, noticing and solicitation agent. The Debtor estimated its assets and liabilities in the range of $10 million to $50 million at the time of the filing. GARDEN STREET: Taps Wheeler Commercial as Realtor ------------------------------------------------- Garden Street Holdings LLC has tapped Wheeler Commercial to sell its property located at 625 Orleans Street, Beaumont, Texas. The Debtor will pay the firm a commission of 6% for the first $1 million and 3% of anything over $1 million. The listing price of the property will be $3.3 million, according to filings with the U.S. Bankruptcy Court for the District of Nevada. Wheeler Commercial is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Erica C. Goss Wheeler Commercial 450 Bowie Street Beaumont, TX 77701 Phone: (409) 899-3300 Fax: (409) 899-3301 Email: egoss@wheeler-commercial.com About Garden Street Holdings Garden Street Holdings LLC has equitable interest in a real property located at 625 Orleans Street, Beaumont, TX 77701 having a current value of $3.30 million. Garden Street Holdings filed a Chapter 11 petition (Bankr. D. Nev. Case No. 18-11169) on March 5, 2018. In the petition signed by Seth McCormick, managing member, the Debtor disclosed $3.3 million in total assets and $1.9 million in total liabilities. Judge Laurel E. Davis presides over the case. David J. Winterton & Associates, Inc., is the Debtor's counsel. GREAT ATLANTIC: Hires Ciardi Ciardi & Astin as Legal Counsel ------------------------------------------------------------ Great Atlantic Graphics, Inc., seeks authority from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ the law firm of Ciardi Ciardi & Astin as legal counsel. Services Ciardi Ciardi will render are: a. give the Debtor legal advice with respect to its powers and duties as a Debtor-in-possession; b. prepare on behalf of the Debtor any necessary applications, answers, orders, reports, and other legal papers; and c. perform all other legal services for the Debtor which may be necessary. Ciardi Ciardi & Astin's hourly rates are: Albert A. Ciardi, III $515 Jennifer C. McEntee $350 Daniel S. Siedman $300 Stephanie Frizlen $120 Albert A. Ciardi, III, Esq., managing partner at Ciardi Ciardi & Astin, attests that his firm is a disinterested person as that term is defined in 11 U.S.C. Sec. 101(1). The counsel can be reached through: Albert A. Ciardi, III Jennifer C. McEntee Ciardi Ciardi & Astin, P.C. One Commerce Square 2005 Market Street, Suite 3500 Philadelphia, PA 19103 Phone: (215) 557-3550 Fax : 215-557-3551 E-mail: aciardi@ciardilaw.com jcranston@ciardilaw.com About Great Atlantic Graphics Great Atlantic Graphics, Inc., is a graphic communications company offering design, prepress, offset printing, digital printing, finishing, mailing, fulfillment, DAM, and web solutions. Headquartered in Lansdale, Pennsylvania, Great Atlantic serves the pharmaceutical, manufacturing, healthcare, and education industries. Great Atlantic Graphics filed a voluntary petition for relief under the Bankruptcy Code (Bankr. E.D. Pa. Case No. 18-14384) on June 29, 2018. In the petition signed by Frederick Duffy, president, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Ashley M. Chan is the case judge. Ciardi Ciardi & Astin, P.C., led by Albert A. Ciardi, III, and Jennifer C. McEntee, is the Debtor's counsel. HAMILTON CENTER: Taps Frenkel Hershkowitz as Special Counsel ------------------------------------------------------------ Hamilton Center LLC received approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Frenkel, Hershkowitz & Shafran LLP as special counsel. The firm will represent the Debtor in any proposed transactions pursuant to its sale agreement dated September 15, 2017 with SunCap Trenton LLC. Bernard Shafran, Esq., the attorney who will primarily be responsible for performing the services, charges an hourly fee of $650. Other attorneys who may assist him charge $550 per hour. Paraprofessionals charge $150 per hour. Frenkel neither holds nor represents any interest adverse to the Debtor, according to court filings. The firm can be reached through: Bernard Shafran, Esq. Frenkel, Hershkowitz & Shafran LLP 49 W. 37th Street, 9th Floor New York, NY 10018 Phone: (212) 679-4666 Email: contact@fhsllp.com About Hamilton Center New York-based Hamilton Center LLC is a limited liability company currently under contract to purchase a real property located in Hamilton, New Jersey. The property is currently owned by SunCap Trenton LLC. Hamilton Center sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 18-22769) on May 22, 2018. In the petition signed by David Goldwasser, authorized signatory of GC Realty Advisors LLC, manager, the Debtor disclosed $8.04 million in assets and $8.83 million in liabilities. Judge Robert D. Drain presides over the case. The Debtor tapped Robinson Brog Leinwand Greene Genovese & Gluck P.C. as its legal counsel. HECLA MINING: S&P Ups Issuer Credit Rating to 'B+', Outlook Stable ------------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on Coeur D'Alene Idaho-based Hecla Mining Co. to 'B+' from 'B'. The outlook is stable. S&P said, "At the same time, we raised our issue-level rating on the company's $500 million senior unsecured notes due 2021 to 'B+' from 'B'. The '3' recovery rating is unchanged, indicating our expectation for meaningful (50%-70%; rounded estimate: 50%) recovery in a payment default. "We also removed both the issuer credit and issue-level ratings from CreditWatch with positive implications, where we placed them on March 19, 2018. "The upgrade reflects our view that Hecla's acquisition of Klondex Mines Ltd. will significantly enhance the company's scale, adding three high-grade Nevada mines to total seven all together. As a result, we expect 2018 pro forma production to increase by 15%-16% to 579,000 gold equivalent (AuEq) oz. relative to 2017 production levels, which we believe should help the company achieve a 40%-45% revenue increase to $824 million for 2018. We believe the addition of more mines and their related revenues, earnings, and cash flow lessens the impact of potential disruptions at any one mine. The acquisition is being financed by $153 million of balance sheet cash, 75 million shares of Hecla stock, and additional shares of Havilah Mining Corp., a newly formed entity that will retain Klondex's Canadian operations, totaling $396 million of consideration when the deal was announced in March. We believe this financing structure combined with additional earnings will lower adjusted debt-to-EBITDA to 2-2.5x by the end of 2018 compared to 3.0x for the trailing 12 months ended March 2018. "The stable outlook reflects our expectation that Hecla Mining will maintain leverage in the 2.0x–2.5x range and funds from operations-to-debt in the 30%-35% range over the next 12 months. We are forecasting the combined entity will generate EBITDA of $275 million-$290 million over the next two years, with margins in the 30%-35% range based on our commodity price assumptions, including gold priced at $1,250/oz. for 2018 and 2019. "We could lower the rating if we expected adjusted leverage to remain above 3x. This could occur if gold prices decreased below $1,150/oz. and if Hecla cannot achieve the cost synergies that we expect from the acquisition, causing cash costs to increase by 15% or more than we expect and the company generating less than $225 million of EBITDA. "It is unlikely we would consider an upgrade in the next 12 months given Hecla's smaller scale, scope, and diversity compared to its higher-rated peers. We could consider an upgrade if the company increases its reserve and production volumes or further diversifies its mines, while at the same time achieves adjusted leverage below 2x and FOCF of above 15% on a sustained basis." HGIM CORP: Moody's Rates $350MM Exit Facility Term Loan 'B3' ------------------------------------------------------------ Moody's Investors Service assigned a B3 rating to HGIM Corp.'s $350 million 5-year Exit Facility Term Loan. Concurrently Moody's assigned a B3 Corporate Family Rating and a B3-PD Probability of Default Rating to HGIM. The rating outlook is stable. In March 2018, HGIM and certain of its affiliates filed voluntary petitions for relief under chapter 11 of the Bankruptcy Code in the Bankruptcy Court for the Southern District of Texas. In July 2018 HGIM completed its financial restructuring and emerged from Chapter 11 Bankruptcy proceedings. Under the reorganization the company exchanged approximately $1.2 billion of pre-petition secured debt for the $350 million Exit Facility. Debt List: Assignments: Issuer: HGIM Corp Corporate Family Rating, Assigned B3 Probability of Default Rating, Assigned B3-PD Senior secured Term Loan Exit Facility, Assigned B3 (LGD3) Outlook Actions: Issuer: HGIM Corp. Outlook, Stable "Notwithstanding the offshore sector's persistent weakness with limited signs of imminent recovery, HGIM's balance sheet restructuring substantially reduced its debt burden and significantly improved its credit metrics," commented Sreedhar Kona, Moody's Senior Analyst. "The company's balance sheet cash, modest contracted backlog and ability to place boats in the spot market contribute to the stable outlook" HGIM's B3 CFR reflects offshore sector's extremely low activity and the oversupply of Offshore Supply Vessels (OSV) resulting in a persistence of very low dayrates and utilization of the OSVs. Although HGIM benefits from a modest firm-contract backlog, the market fundamentals make it unlikely for the company to supplement the declining backlog with new contracts. The contribution of revenues from spot market continues to increase significantly exposing the company's cash flows to the volatility of the offshore sector. HGIM is also constrained by its small scale, concentration in Gulf of Mexico and a moderate concentration in a single customer. HGIM benefits mainly from its significantly reduced debt burden and also its relatively young and high quality fleet. The company also owns a shipyard capable of new construction and maintenance of its vessels, store its stacked vessels and also to reactivate vessels efficiently should its fleet utilization improve rapidly. The $350 million Exit Facility term loan is the only class of debt in HGIM's capital structure and is rated B3 (the same as the CFR) under the Moody's Loss Given Default Methodology. The Exit Facility loan has a first priority senior lien on substantially all the assets of the borrower and guarantor subsidiaries, excluding Harvey Stone Holdings LLC (Harvey Stone). Harvey Stone's 10 year $45 million Secured Notes (unrated, $42.3 million outstanding as of December 31, 2017) are secured by a First Preferred Ship Mortgage on the Vessel. HGIM will maintain adequate liquidity through the end of 2019. At the end of first quarter 2018, HGIM had a cash balance of $85 million and this cash balance is the only source of liquidity for the company. Moody's expects HGIM's cash balance to increase to approximately $100 million by year-end 2018. HGIM will be able to generate positive free cash flow to meet its debt service needs and its maintenance capital expenditures. The Exit Facility does not require HGIM to pay the principal amortization until the first quarter after the two year anniversary of the closing date. HGIM will be required to maintain compliance with three covenants under the Exit Facility credit agreement. The covenants will include a minimum consolidated interest coverage ratio of 1.1x, asset coverage ratio of 1.75x and minimum liquidity of $10 million. Moody's expects the company to be able to maintain compliance under its financial covenants. The stable rating outlook reflects Moody's expectation of HGIM's ability to generate modest revenue in the spot market, in addition to the contracted backlog. The company's adequate liquidity also contributes to the stable outlook. An upgrade will be considered if offshore drilling environment improves significantly to result in much improved utilization and dayrates for HGIM. The company must lower its debt to EBITDA to below 3x and increase its interest coverage to above 3x. The company must also maintain adequate liquidity. HGIM's ratings could be downgraded if the utilization of the company's fleet weakens significantly or EBITDA to interest drops below 1.5x on a sustained basis. The principal methodology used in these ratings was Global Oilfield Services Industry Rating Methodology published in May 2017. HGIM Corp. (Harvey Gulf International Marine, or Harvey Gulf) provides service vessels to support offshore drilling and production operations predominantly in the US Gulf of Mexico. HOG SNAPPERS: Taps James Traina and Richard L. Lackey as Realtor ---------------------------------------------------------------- Hog Snappers Holdings, LLC, seeks authority from the U.S. Bankruptcy Court for the Southern District of Florida (West Palm Beach) to hire James Traina and Richard L. Lackey as realtor estate brokers for the purpose of selling an assignment of the lease of the North Palm Beach Property, including some equipment belonging to the Debtor. The Brokers have agreed to split a 10% commission on the purchase price, with a reduction for the amount of the security deposit to be transferred to the buyer. James Traina and Richard L. Lackey attest that they hold no claims against the estate and are disinterested parties. The brokers can be reached through: James Traina Americas Realty Inc. 6046 SE Grand Cay Ct. Stuart, FL 34997 Phone: (772) 223-7003 Email: JimTraina@comcast.net --- and --- Richard L. Lackey Richard L. Lackey Real Estate Broker 2812 Grande Parkway, Suite 114 Palm Beach Gardens, FL 33410 Cell: (561) 312-2220 Office: (561) 694-7871 Fax: (561) 420-0219 E-mail: rlackeyco@msn.com About Hog Snappers Holdings Hog Snappers Holdings, LLC, is a privately-held company in the restaurants industry. Its principal assets are located at 713 US Highway 1 North Palm Beach, Florida. Hog Snappers Holdings sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-13646) on March 28, 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 Paul G. Hyman, Jr., presides over the case. Malinda L. Hayes, Esq., at Markarian & Hayes, serves as the Debtor's bankruptcy counsel. IGLESIA CASA DE ADORACION: Taps Nilda Cordero as Attorney --------------------------------------------------------- Iglesia Casa de Adoracion Jabes International, Inc., seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire Nilda Gonzalez Cordero, Esq., as its legal counsel. Ms. Cordero will advise the Debtor regarding its duties under the Bankruptcy Code; assist in negotiations with creditors to formulate a plan of reorganization or arrange an orderly liquidation of its assets; and provide other legal services related to its Chapter 11 case. The Debtor proposes to pay the attorney an hourly fee of $200. The rate for paralegal services is $75 per hour. Ms. Cordero disclosed in a court filing that she is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Ms. Cordero maintains an office at: Nilda M. Gonzalez-Cordero, Esq. P.O. Box 3389 Guaynabo, PR 00970 Tel: (787) 721-3437 / (787) 724-2480 Email: ngonzalezc@ngclawpr.com About Iglesia Casa de Adoracion Jabes International Inc. Iglesia Casa de Adoracion Jabes International, Inc., is a religious organization based in Bayamon, Puerto Rico. Iglesia Casa de Adoracion Jabes International sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. P.R. Case No. 18-03374) on June 15, 2018. In the petition signed by Nixon Cruz Rivera, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Mildred Caban Flores presides over the case. ILLINI KIDS: Judge Signs Final Cash Collateral Order ---------------------------------------------------- The Hon. Christopher D. Jaime of the U.S. Bankruptcy Court for the Eastern District of California has entered a final order authorizing Illini Kids Development Company, LLC, to retroactively use cash collateral, including without limitation rents, issues and profits from the Real Property described in the Motion. The Debtor will use the cash collateral in which Private Mortgage Fund, LLC and/or Red Tower Capital, as servicer to Wilson Chen and Sherene Chen, Trustees of the Chen Trust dated Dec. 14, 2016 and Scott Weiss, have or assert an interest. The Debtor is authorized to use cash collateral in the amount of $721.66 for payment of insurance premiums. In addition, the Debtor may use the cash collateral of Secured Creditors during June 2018 and July 2018 for the following purposes and amounts: SMUD/Electricity $679 Atlas/Garbage $139 Sacramento County/Sewer $1,610 Fair Oaks Water Co./Water $973 Farmers or Agency/Insurance $1,151 Todd Ray Landscaping $1,000 In regard to SMUD/Electricity and Fair Oaks Water Co./Water, the Debtor may use those amounts of cash collateral, plus a maximum of 10% in each category of expense, and in the case of such increase, the Debtor will provide Secured Creditors' counsel with copies of invoices for same within 10 days of receipt. Secured Creditors are each granted a replacement lien and security interest in and to all assets to which their respective prepetition liens would have attached but for the filing of the Debtor's bankruptcy case. The priority of the postpetition liens will be in the same priority, nature, extent, and subject to the same infirmities, if any, as existed prepetition. A full-text copy of the Final Order is available at http://bankrupt.com/misc/caeb18-22027-127.pdf About Illini Kids Development Company Illini Kids Development Company, LLC, filed as a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). Illini Kids Development sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 18-22027) on April 4, 2018. In the petition signed by Kenneth Cruz, managing member, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. Judge Christopher D. Jaime presides over the case. INDUSTRIAL STEEL: Hires Knox McLaughlin Gornall as Counsel ---------------------------------------------------------- Industrial Steel & Pipe Supply Company seeks authority from the U.S. Bankruptcy Court for the Western District of Pennsylvania (Erie) to hire Knox McLaughlin Gornall & Sennett, P.C., and Guy C. Fustine as counsel. Professional services to be rendered by the Knox Firm are: (a) provide legal advice regarding the Debtor's powers and duties under Chapter 11, including legal matters related to the operation of the Debtor's business; (b) prepare the Debtor's schedule of assets, schedule of liabilities and statement of financial affairs; (c) prepare and confirm a Chapter 11 plan of reorganization and disclosure statement; (d) provide other legal actions, as necessary, to avoid liens, object to claims, enforce the automatic stay, recover preferences and defend motions and/or complaints against the Debtor; (e) prepare and file complaints, applications, motions, reports, etc. on behalf of the Debtor, including but not limited to motions for sale as necessary and appropriate; and, (f) perform other legal services for the Debtor as may be necessary and appropriate in connection with the case. Guy C. Fustine, practice group leader for Bankruptcy & Creditors' Rights at Knox McLaughlin Gornall & Sennett, attests that his firm holds no interest adverse to the Debtor or to the above-captioned Chapter 11 estate in the matters upon which it would be engaged, and that it has no other connection with the Debtor or any other party in interest. The firm can be reached through: Guy C. Fustine Knox McLaughlin Gornall & Sennett, P.C. 120 West Tenth Street Erie, PA 16501 Phone: 814-459-2800 Email: mwernick@kmgslaw.com About Industrial Steel Industrial Steel & Pipe Supply Company is a wholesaler of industrial equipment and supplies in Saint Marys, Pennsylvania. Industrial Steel & Pipe Supply Co. filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-10578) on June 8, 2018. In the petition signed by Howard S. Lepovetsky, president, the Debtor estimated $1 million to $10 million in both assets and liabilities. The case is assigned to Judge Thomas P. Agresti. Knox McLaughlin Gornall & Sennett, P.C., led by Guy C. Fustine, is the Debtor's counsel. INTREPID AVIATION: Fitch to Rates 3-Year Unsecured Notes 'B+' ------------------------------------------------------------- Fitch Ratings has assigned an expected rating of 'B+' to the three-year unsecured notes of Intrepid Aviation Group Holdings, LLC and its subsidiary, Intrepid Finance Co. Intrepid expects to use the net proceeds from the offering, together with cash on hand, to fully redeem its $515 million, 6.875% senior unsecured notes due February 2019. KEY RATING DRIVERS - IDRs and Senior Debt The expected senior unsecured debt rating is one notch below Intrepid's Long-Term Issuer Default Rating (IDR) of 'BB-', given the subordination of these obligations, the current lack of an unencumbered asset pool, and below average recovery prospects under a stress scenario. Intrepid's ratings were last reviewed in conjunction with a broader aircraft leasing peer review conducted by Fitch on July 17, 2018, which included 10 publicly rated firms. Intrepid's 'BB-' IDR reflects its solid cash flows, as evidenced by strong contractual lease revenue; well-defined business model of owning and leasing predominantly young, widebody aircraft; and access to multiple sources of capital. Rating constraints include Intrepid's largely secured funding profile; relatively short track record; smaller and less liquid fleet when compared with other aircraft lessors focused on more broadly utilized/traded narrowbody aircraft; and private equity ownership, which results in elevated balance sheet leverage and weaker corporate governance when compared to public peers. Rating constraints applicable to the aircraft leasing industry more broadly include the monoline nature of the business, vulnerability to exogenous shocks, reliance on wholesale funding sources, and increased competition. Intrepid's leverage, measured as debt to tangible equity, was 4.4x as of March 31, 2018, down from 4.7x as of Dec. 31, 2017 and 4.9x as of Dec. 31, 2016. Its unsecured debt to total debt ratio was 19.7% at March 31, 2018, unchanged from Dec. 31, 2017 and down from 24.8% at Dec. 31, 2016. The unsecured notes offering is not expected to change Intrepid's leverage or funding profile on a pro forma basis, since the proceeds from the offering will be used to repay existing unsecured debt. Intrepid's Stable Outlook reflects stabilization in the widebody aircraft market, as declines in market values and lease rates have moderated and Intrepid has recently sold widebodies at gains. Additionally, Fitch's concerns about the credit profiles of certain Intrepid lessees have diminished, as the company maintained a 100% utilization rate as of March 31, 2018. Alitalia (5.5% of 1Q18 lease revenue) continues to operate two Airbus A330-200 aircraft on lease from Intrepid and remains current on all lease payments. Alitalia is an Italian airline that filed a petition for admission to Extraordinary Administration proceedings in the Italian Bankruptcy Court in May 2017. RATING SENSITIVITIES - IDRs and Senior Debt The ratings of the unsecured debt are primarily sensitive to changes in Intrepid's IDR. A meaningful increase in the proportion of unsecured funding and execution on the creation of an unencumbered asset pool, which results in a meaningful improvement in recovery prospects for unsecured creditors, could result in an upgrade of the unsecured debt rating. Intrepid's ratings could be positively influenced by an ability to execute on enhanced scale and lessee diversification, provided such actions are undertaken at a moderate pace and do not adversely affect underwriting or pricing terms. Increased unsecured debt levels, reduced leverage, with debt to tangible equity sustaining at or below 3.0x, sustained improvements in profitability, and continued demonstration of fleet management would also be viewed favorably. Intrepid's ratings could be negatively affected by credit deterioration of underlying lessees, particularly those which represent a meaningful portion of Intrepid's portfolio; an increase in debt to tangible equity above 5.0x; a rapid expansion that is not accompanied by consistent underwriting standards and commensurate growth in capital levels and staffing; outsized impairment charges or an inability to successfully navigate market downturns. The ratings of the senior secured debt are primarily sensitive to changes in Intrepid's IDR and secondarily to the relative recovery prospects of the instruments. Fitch has assigned the following expected ratings: Intrepid Aviation Group Holdings, LLC -- Senior unsecured notes due 2021 'B+(EXP)'. Intrepid Finance Co. -- Senior unsecured notes due 2021 'B+(EXP)'. Fitch currently rates Intrepid as follows: Intrepid Aviation Group Holdings, LLC -- Long-term IDR 'BB-'; -- Senior unsecured notes 'B+'. Intrepid Finance Co. -- Long-term IDR 'BB-'; -- Senior unsecured notes 'B+'. A330 MSN 1451 Limited A330 MSN 1466 Limited A330 MSN 1483 Limited A330 MSN 1542 Limited A330 MSN 1552 Limited A330 MSN 1579 Limited A330 MSN 1602 Limited Aircraft MSN 41520 Limited Cayenne Aviation MSN 1123 Limited Cayenne Aviation MSN 1135 Limited Intrepid Aviation Blue Limited Intrepid Aviation Luxembourg Borrower 1 S.A.R.L. Intrepid Aviation Luxembourg Borrower II S.A.R.L. Macan Aviation 1 Limited Macan Aviation 2 Limited Pajun Aviation Leasing 3 Limited Panamera Aviation Leasing Limited Panamera Aviation Leasing IV Limited Panamera Aviation Leasing V Limited Panamera Aviation Leasing VI Limited Panamera Aviation Leasing VII Limited Panamera Aviation Leasing XII DAC Panamera Aviation Leasing XIII DAC -- Senior secured debt 'BB-'. The Rating Outlook is Stable. INTREPID AVIATION: S&P Assigns B+ ICR, Outlook Stable ----------------------------------------------------- S&P Global Ratings assigned its 'B+' issuer credit rating to Intrepid Aviation Group Holdings, LLC. The outlook is stable. S&P said, "At the same time, we assigned our 'B' issue-level and '5' recovery rating to the company's proposed $515 million senior unsecured notes due 2021. The '5' recovery rating indicates our expectation for modest recovery (10%-30%; rounded estimate: 10%) in the event of a default." The rating on Intrepid reflects the company's small scale and concentrated fleet. Intrepid has a predominantly widebody fleet that consists of 14 Airbus A330-300s, four A330-200s, eight Boeing 777-300ERs, two 747-8F freighters, one 787-8, and one A321-200 narrowbody. Although the fleet is young, with an average age of 3.8 years, it is fairly concentrated based on aircraft type and lessee exposures. The largest lessees are Turkish Airlines, with 22% of net book value; Philippine Airlines, with 18% of net book value; and AirBridgeCargo, with 11% of net book value. All of the aircraft in Intrepid's fleet are currently encumbered, which provides less financial flexibility if there were an aviation industry downturn. These weaknesses are somewhat tempered by good cash flow visibility resulting from Intrepid's long-term leases that averaged 7.9 years of remaining lease term, as of March 31, 2018. That is among the longest remaining lease terms of our rated aircraft lessors. S&P said, "The stable outlook on Intrepid Aviation reflects our expectation for a generally favorable environment for aircraft leasing based on continued passenger traffic growth and the long-term leases that are present in Intrepid's portfolio. We anticipate an EBIT interest coverage metric of 1.3-1.4x and an FFO-to-debt ratio around 6%-8% through 2019. "We could lower our ratings on Intrepid over the next year if aircraft lease rates deteriorate or if some of Intrepid's largest customers have financial difficulties, causing the company's EBIT interest coverage to fall below 1.3x and its FFO-to-debt ratio to decline below 6% for a sustained period. "Although unlikely, we could raise our ratings on Intrepid over the next year if lease rates for widebody aircraft improve significantly from current levels due to increased demand or if the company pays down debt, causing the company's EBIT interest coverage to rise to at least 1.7x and its FFO-to-debt ratio to improve to at least 9% for a sustained period. Furthermore, we would need to believe that the financial sponsor was committed to maintaining these ratios." JOURNAL-CHRONICLE: Cash Collateral Use Extended Through Dec. 31 --------------------------------------------------------------- The Hon. William J. Fisher of the U.S. Bankruptcy Court for the District of Minnesota authorized Journal-Chronicle Company to use cash collateral. The Court previously approved the Stipulation between the Debtor and Profinium, Inc., permitting the Debtor to use cash collateral by and through June 30, 2018. The terms of the Stipulation remain approved and the Debtor's right to use cash collateral is extended to Dec. 31, 2018. The replacement liens of Profinium are deemed properly perfected without any further act or deed on the part of the Debtor or the creditor. For all others claiming an interest in cash collateral, Paragraph 3 through 7 of the Nov. 16th Order remain in full force and effect. A copy of the Order is available at http://bankrupt.com/misc/mnb17-33322-90.pdf About Journal-Chronicle Co. Journal-Chronicle Company, a Minnesota corporation -- http://www.j-cpress.com/services-- provides offset, digital and wide-format printing services. The Company also offers mailing, fulfillment and marketing support to its clients. J-C Press works with UPS, FedEx, USPS and a variety of other carriers to make sure customers get the products on time. The company ships to all 50 states and across the globe. Journal-Chronicle Company, doing business as J-C Press, filed a Chapter 11 petition (Bankr. D. Minn. Case No. 17-33322) on Oct. 23, 2017. In the petition signed by Patrick J. McDermott, president, the Debtor estimated assets and liabilities at $1 million to $10 million. The case is assigned to Judge William J. Fisher. Larkin Hoffman Daly & Lindgren Ltd., led by Thomas Flynn, Esq., is the Debtor's counsel. KEITH BLACK: Hires Haberbush & Associates as Bankruptcy Counsel --------------------------------------------------------------- Keith Black Racing Engines, Inc., seeks authority from the U.S. Bankruptcy Court for the Central District of California (Los Angeles) to hire Haberbush & Associates, LLP, as general bankruptcy counsel. (a) advise, consult, prosecute for and defend Applicant concerning issues arising in regard to the conduct of the estate, Applicant's rights and remedies with regard to the estate's assets, and the claims of secured, priority and unsecured creditors; (b) appear for and represent Applicant's interest in obtaining Court approvals for the hiring of professionals, and to assist and advise Applicant regarding the liquidation of the property of the estate; (c) investigate and prosecute, if appropriate, preference, fraudulent transfer, and other actions arising under Applicant's avoiding powers, should such causes of action exist; (d) assist in the preparation of such pleadings, applications and orders as are 10 required for the orderly administration of this estate; (e) advise, consult and represent Applicant in such legal actions as are necessary concerning the use and disposition of property of the estate including use of cash collateral, defense of motions to lift or modify the automatic stay, and the assumption or rejection of unexpired leases and executory contracts; (f) advise and consult with Applicant, prosecute for Applicant, and defend Applicant concerning claims made against the estate or claims made by the estate, including any adversary proceedings related thereto; (g) advise, consult and prosecute the approval of a plan of reorganization, including necessary disclosure statements; and (h) advise, consult and assist Applicant with the Guidelines of the United States Trustee, the Local Bankruptcy Rules of this Court, Title 11 of the United States Code, and the Federal Rules of Bankruptcy Procedure. Haberbush & Associates' hourly rates are: David R. Haberbush, Esq. $450 Louis H. Altman, Esq. $400 Vanessa M.Haberbush, Esq. $250 Lane K. Bogard, Esq. $210 Danielle Greenstein, Esq. $175 Alexander H. Haberbush $70 David R. Haberbush, Esq., a partner at Haberbush & Associates, attests that his firm's members and associates have no interest adverse to the estate and are disinterested persons as defined in Sec. 101 of the Bankruptcy Code. The firm can be reached through: David R. Haberbush, Esq. Vanessa M.Haberbush, Esq. Lane K. Bogard, Esq. HABERBUSH & ASSOCIATES, LLP 444 West Ocean Boulevard, Suite 1400 Long Beach, CA 90802 Tel: (562) 435-3456 Fax: (562) 435-6335 E-mail: dhaberbush@lbinsolvency.com About Black Racing Engines Keith Black Racing Engines, Inc., based in South Gate, California, is a manufacturer of engines supplies equipment and parts. Black Racing Engines filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-17000) on June 18, 2018. In the petition signed by Kenneth Black, president, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The case is assigned to the Hon. Ernest M. Robles. Vanessa M.Haberbush, Esq., at HABERBUSH & ASSOCIATES, LLP, is the Debtor's counsel. KINGS AUTO SERVICES: Taps Dvorak Law as Legal Counsel ----------------------------------------------------- Kings Auto Services, Inc., received approval from the U.S. Bankruptcy Court for the District of Kansas to hire Dvorak Law, Chartered 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: Richard Dvorak, Esq. $250 Paralegal/Assistant $75 Dvorak Law and its members do not represent any interest adverse to the Debtor and its estate, according to court filings. The firm can be reached through: Richard D. Dvorak, Esq. Dvorak Law, Chartered 7111 W. 98 Terrace, Suite 140 Overland Park, KS 66212 Email: richard@dvoraklaw.com About Kings Auto Services Inc. Kings Auto Services, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 18-21136) on June 4, 2018. In the petition signed by Timothy S. King, president, the Debtor estimated assets of less than $50,000 and liabilities of less than $50,000. LBJ HEALTHCARE: PCO Files 13th Interim Report --------------------------------------------- Tamar Terzian, Patient Care Ombudsman (PCO) for LBJ Healthcare Partners, Inc., filed a thirteenth interim report saying there are no vacancies and no issues to report. Facility is clean and two full time employees are no longer working as caregiver and housekeeper. The Debtor has replaced the two full time employees with three part time again in the department of caregiver and housekeeping. No changes as to the physicians that regularly evaluate the residents and all medical records are complete. May 2018 through June 15, 2018 Observation The PCO stated that, as always, the facility remains clean and well-tended with regularly having two staff members clean the facility. There are some known areas needing improvement. Clients observed outside socializing or sitting in sun in chairs and at patio table or smoking area. Discussion with the Debtor re the schedules of the medical professionals: 2 Medical physicians come each month as does the Psychiatrist. The Psychologist visits weekly. Podiatry visits every 3 months, unless called, as does all the mentioned professionals. Optometry and Dental services are off campus. Some residents/clients require nursing services for such things as Blood Pressure and/or Glucose checking and this is provided to those requiring such, even having nurses come twice/day for some clients. Such services meet the standard of care due to the treatment options based on those results -- thus a medical or nursing professional is required to perform the task and set or follow medial orders. The court has no specific to recommendation. There are maintenance issues and the building is in need of a face lift. The roof remains at issue, but the Debtor is aware and works to keep it dry until there are more funds available for replacement. The Patient Care Ombudsman (PCO) finds that all care provided to the patients by LBJ Healthcare Partners, Inc. at the Villa Luren Resident Home is within the standard of care. The PCO will continue to monitor and is available to respond to any concerns or questions of the Court or interested party. A full-text copy of the PCO's 13th Interim Report is available for free at: http://bankrupt.com/misc/cacb16-15197-317.pdf About LBJ Healthcare Partners Headquartered in Whittier, Calif., LBJ Healthcare Partners Inc., formerly doing business as Bayshore Villa Healthcare Partners, Inc., filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 16-15197) on April 21, 2016, disclosing $49,370 in assets and $1.27 million in liabilities. The petition was signed by Brian Buenviaje, president and CEO. Judge Vincent P. Zurzolo presides over the case. Robert M. Aronson, Esq., at the Law Office of Robert M. Aronson, serves as the Debtor's bankruptcy counsel. Constance Doyle was appointed patient care ombudsman for the Debtor. Subsequently, Tamar Terzian was appointed as the PCO on February 21, 2018. LIFEPOINT HEALTH: Fitch Places 'BB' LT IDR on Watch Negative ------------------------------------------------------------ Fitch Ratings has placed the ratings of LifePoint Health, Inc. (NYSE: LPNT) on Rating Watch Negative following the announcement that the company will be acquired by and merged with RCCH HealthCare Partners, which is held by certain funds managed by Apollo Global Management. The Rating Watch Negative is based on Fitch's assumption that this will be a leveraging transaction, though the issuer has not yet disclosed details on the transaction's financing nor the combined entity's post-closing capitalization. KEY RATING DRIVERS Assumed Leveraging Transaction: Fitch has assumed that the combination will be a leveraging transaction relative to the approximately 4x leverage that supports the existing 'BB' Issuer Default Rating (IDR). However, LPNT has not disclosed details surrounding the transaction's financing nor the combined company's post-close capitalization. LPNT's current stand-alone leverage is among the lowest in the for-profit hospital industry, providing it the financial flexibility to manage through operating headwinds and to pursue its growth-through-acquisition strategy that helps it pivot away from secular challenges in the core portfolio. The extent to which there is downward momentum in LPNT's ratings depends on the pro forma capitalization including the amount of free cash flow after debt service costs. The company's FCF profile has differentiated it against lower-rated hospital peers as it has allowed the company to reinvest into its business and build out its portfolio of community access points outside of the hospital. Potential for Efficiencies from Combination: The combined entity may be better positioned to weather industry operating headwinds relative to their stand-alone profiles depending on the portfolio overlap and opportunity to realize operating efficiencies. LPNT's operating headwinds are principally industry-wide concerns, including volume erosion due to increasing competitiveness of alternative and lower cost settings, and the reduction in cash incentives for demonstrating meaningful use of electronic health records. With respect to LifePoint specifically, volume erosion has been more pronounced in smaller markets than urban centers and the integration of a rapid succession of lower margin acquisitions has also been a headwind to profitability. A key assumption underlying LPNT's 'BB' IDR is that the issuer can and would curtail acquisitions and share repurchases to keep leverage around current levels should operating headwinds necessitate that. DERIVATION SUMMARY LifePoint's 'BB' IDR reflects the company's relatively strong financial profile, with moderate leverage and consistent FCF generation. The operating profile is similar to 'CCC' rated hospital industry peer Community Health Systems, Inc. (CHS) as both companies are focused on smaller and rural markets that are facing secular headwinds to admissions growth. LifePoint has a stronger financial profile than CHS, with significantly lower leverage and higher and consistently positive FCF which allows it to invest into higher-growth markets. LifePoint is rated in-line with HCA, which Fitch views as having a stronger operating position and financial flexibility. The rating parity reflects the width of the rating and that LifePoint is operating towards the negative leverage sensitivity of 4x. Fitch would not envision negative momentum in HCA's ratings if leverage were to persist at 4.0x but would at 4.5x. Fitch has applied its Parent Subsidiary Linkage criteria by assuming the operating subsidiaries that own the assets and generate the net operating income are stronger than the parent debt issuer given distance to assets. The linkage of the ratings is based on strong legal and operational ties. KEY ASSUMPTIONS Fitch's Key Assumptions Within Its Rating Case for the Issuer -- LPNT will be taken private in a leveraging transaction; -- LPNT's debt will be repaid or refinanced; -- On a stand-alone basis, Fitch expects operating EBITDA to sustain below $750 million through 2019 assuming continued volume headwinds, some rate growth and margin expansion at previously acquired hospitals. RATING SENSITIVITIES Fitch expects to publish updated rating sensitivities around the time of the close of the transaction. The Rating Watch will be resolved upon resolution of the transaction, which may be beyond six months. At that time, LPNT could be affirmed and removed from Rating Watch if the acquisition fails to materialize, or the ratings could be withdrawn depending upon the sufficiency of disclosures. The Rating Sensitivities below are based on LPNT's stand-alone 'BB' IDR. Developments That May, Individually or Collectively, Lead to Positive Rating Action -- An upgrade to 'BB+' would be supported by the company operating with leverage below 3.0x. Fitch does not believe LifePoint currently has a financial incentivize to operate with leverage at such a low level, and it is inconsistent with the company's stance toward capital deployment for M&A and share repurchases. Developments That May, Individually or Collectively, Lead to Negative Rating Action -- A downgrade could result from gross debt / EBITDA being maintained above 4x and a FCF margin sustained below 2%. -- The most likely driver of a negative rating action is debt funding of capital deployment, including acquisitions and share repurchases, leading to leverage sustained above 4.0x. -- Difficulty with the integration of recent acquisitions and the timing and level of funding of capital projects in new markets could weigh on FCF and the credit profile. LIQUIDITY Supportive Liquidity Profile: LifePoint's liquidity profile is supportive of the 'BB' credit profile. At March 31, 2018, LifePoint's liquidity included $140 million of cash on hand, $555 million of available capacity on its revolving credit facility due 2021 and $16 million of FCF. Fitch assumes that all of LifePoint's cash is available for general operational purposes. The hospital industry does not exhibit a great deal of seasonality, or have high cash needs for working capital purposes, although there can occasionally be A/R build up if there is a delay in state Medicaid payments due to fiscal stress, or if there is a bureaucratic delay in receiving a Medicare provider number for a recently acquired hospital. Debt Maturities Manageable: LPNT's liquidity profile is strong through 2020, but debt maturities are concentrated in 2021 when the balance on the term loan, revolving credit facility and $1.1 billion of senior notes mature. Fitch expects the issuer will refinance or replace the bank credit facility ahead of the note maturity. Flexibility in Additional Issuance: The terms of the bank agreement give LifePoint significant flexibility to issue additional debt, including debt secured on a basis pari passu with the bank agreement. The company is permitted to issue incremental term loans or secured notes up to a senior secured leverage ratio of 3.5x, with an $800 million carveout permitted regardless of the senior leverage ratio. The indentures for the three outstanding series of senior unsecured notes due 2021, 2023 and 2024 allow additional secured debt up to a secured leverage ratio of 3.5x, plus a carveout of the greater of $300 million or 6% of total assets. Above this level, there is a springing lien provision that would result in the senior notes becoming equally and ratably secured. With a secured leverage ratio of 1.2x at March 31, 2018, LifePoint has significant capacity for secured debt under all of the debt agreements. FULL LIST OF RATING ACTIONS Fitch has placed the following ratings on Rating Watch Negative: LifePoint Health, Inc. -- Long-Term Issuer Default Rating (IDR) 'BB'; -- Secured bank facility 'BB+'/'RR1'; -- Senior unsecured notes 'BB'/'RR4'; For ratings at the higher end of the speculative-grade scale, notching of debt issue ratings from the IDR is determined by a broad consideration of relative recoveries. The specific notching in either direction from the IDR depends upon an assessment of the adequacy of secured debt collateral, total leverage, and the proportion of secured, unsecured and subordinated debt in the capital structure. LPNT's secured debt rating is rated 'BB+'/'RR1', one notch above the IDR, illustrating Fitch's expectation of superior recovery prospects in the event of default. The first-lien obligations include the bank term loan and revolving credit facility. The company's bank debt and senior notes rank pari passu with respect to priority of payment, and the security for the bank debt is limited to equity in the company's operating subsidiaries. Despite the relatively weak security package on the bank debt, Fitch rates this debt one-notch above the IDR and the senior unsecured notes rating due to the more favorable recovery prospects for the bank lenders in a workout scenario. The bank debt is not secured by all the company's operating subsidiaries, but Fitch estimates that the value of the guarantors is well in excess of the outstanding secured debt. At March 31, 2018, the guarantors of the senior debt comprised about 65% of consolidated total assets and 57% of total revenues, representing about $6.3 billion in book value of assets versus $695 million in outstanding secured debt. LIFEPOINT HEALTH: Moody's Places Ba2 CFR on Review for Downgrade ---------------------------------------------------------------- Moody's Investors Service placed the ratings of LifePoint Health, Inc., including the Ba2 Corporate Family Rating, under review for downgrade. This follows the announcement that LifePoint will be acquired by funds managed by affiliates of Apollo Global Management, LLC and merged with RegionalCare Hospital Partners Holdings, Inc. (d/b/a RCCH Healthcare Partners; B2 CFR). The transaction is valued at $5.6 billion, including the assumption or repayment of $2.9 billion of net debt and minority interest. The rating review will focus on the financial leverage and capital structure resulting from the leveraged buy-out and merger. The review will also focus on the merged companies' scale, diversity, opportunities for synergies and potential for operating disruption from the merger and integration. The review for downgrade is based on the expectation that the company will have higher financial leverage following the merger given private equity ownership and the fact that RegionalCare currently operates with significantly higher leverage than LifePoint. The transaction is expected to close over the next several months subject to customary closing conditions, regulatory and shareholder approvals. The following ratings were placed under review for downgrade: Corporate Family Rating at Ba2 Probability of Default Rating at Ba2-PD Senior secured revolving credit facility at Ba2 (LGD4) Senior secured term loan at Ba2 (LGD4) Senior unsecured notes at Ba2 (LGD4) Ratings affirmed: Speculative Grade Liquidity rating at SGL-2 RATINGS RATIONALE Notwithstanding the rating review, LifePoint's Ba2 rating is supported by its solid scale and competitive presence in the non-urban markets in which it operates. The ratings are also supported by the company's track record of stable operating performance and moderate financial policies including adjusted debt/EBITDA around 4.0x. The rating is constrained by industry headwinds, including weak admission trends, pressures on Medicaid funding and more aggressive actions by private insurers to reduce healthcare costs. Further, hospital operating costs are typically rising faster than reimbursement rate increases. LifePoint is experiencing these headwinds, resulting in relatively flat earnings. Further, LifePoint has a high level of committed capital expenditures which will weaken free cash flow and interest coverage metrics over the next 12-18 months. The Speculative Grade Liquidity Rating of SGL-2 reflects Moody's expectation that LifePoint will maintain good liquidity over the next 12-15 months. This is supported by sufficient internal sources of liquidity to cover all working capital and routine capex needs. The company may need to draw on its $600 million committed line of credit to fund some extraordinary capex in 2018 and 2019. Moody's anticipates compliance with financial maintenance covenants. However, Moody's notes that the covenant steps down in September 2018, thereby reducing the company's headroom under the covenant. There are no near-term debt maturities. LifePoint's senior secured debt is rated at the same level as the company's unsecured notes because the credit facilities are secured solely by a pledge of stock and not by any hard assets. Moody's views this as a weak collateral package and as a result, views the credit facilities as being effectively unsecured with respect to Moody's loss given default methodology. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. LIFEPOINT HEALTH: S&P Puts 'BB-' ICR on CreditWatch Negative ------------------------------------------------------------ S&P Global Ratings placed its ratings on LifePoint Health Inc., including the 'BB-' issuer credit rating, on CreditWatch with negative implications. The issue-level ratings are not affected as S&P expects them to be repaid. S&P said, "The CreditWatch reflects the potential for a lower rating upon close of the transaction given our belief that leverage could increase substantially as a result of going private. While we previously expected that Lifepoint's leverage would decline from about 4.5x (a level that we view as high for the rating) to below 4x this year, we now think leverage is likely to increase substantially and financial policies are likely to become more aggressive under financial sponsor ownership. Although the merger with RegionalCare adds scale, the combined entity will still face the same industry pressures, including weak admission trends, pressures on Medicaid funding, and more aggressive actions by private insurers to reduce health care costs. "We intend to resolve our CreditWatch listing after we receive final details of the merger plan, including the final proposed capital structure, business strategy, and financial policies of the combined company. We could lower the ratings in the intermediate term if LifePoint's operating performance deteriorates further, as our current ratings incorporate an improvement in leverage this year from levels that we view as stretched for the current rating. Depending on financial metrics following the transaction, we could lower the rating by multiple notches." LITTLE RIVER: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Affiliated companies that have filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Little River Healthcare Holdings, LLC 18-60526 1700 Brazos Avenue Rockdale, TX 76567 Compass Pointe Holdings, LLC 18-60525 Timberlands Healthcare, LLC 18-60527 Rockdale Blackhawk, LLC 18-60528 Cantera Way Ventures, LLC 18-60529 Little River Healthcare Management, LLC 18-60530 Little River Healthcare - Physicians of King's 18-60531 Daughters, LLC King's Daughters Pharmacy, LLC 18-60532 Business Description: Little River Healthcare and its subsidiaries operate two rural hospitals -- one in Rockdale, Texas and the other in Cameron, Texas. The Debtors also currently operate imaging centers, surgery centers, physical rehabilitation centers, and physician practices, most of which operate in the Central Texas market. Visit http://lrhealthcare.comfor more information. Chapter 11 Petition Date: July 24, 2018 Court: United States Bankruptcy Court Western District of Texas (Waco) Case No.: 18-60525 Judge: Hon. Ronald B. King Debtors' Counsel: Morris D. Weiss, Esq. WALLER LANSDEN DORTCH & DAVIS, LLP 100 Congress Ave., Suite 1800 Austin, Texas 78701 Tel: (512) 685-6400 Fax: (512) 685-6417 Email: morris.weiss@wallerlaw.com - and - Tyler N. Layne, Esq. Courtney K. Stone, Esq. WALLER LANSDEN DORTCH & DAVIS, LLP 511 Union Street, Suite 2700 Nashville, TN 37219 Tel: (615) 244-6380 Fax: (615) 244-6804 Email: tyler.layne@wallerlaw.com courtney.stone@wallerlaw.com Debtors' Claims, Noticing & Balloting Agent: EPIQ BANKRUPTCY SOLUTIONS, LLC Web site: http://dm.epiq11.com/#/case/LRH/dockets Little River's Estimated Assets: $0 to $50,000 Little River's Estimated Liabilities: $10 million to $50 million The petition was signed by Ronald Winters, chief restructuring officer. A full-text copy of Little River's petition is available for free at: http://bankrupt.com/misc/txwb18-60526.pdf Consolidated List of Debtors' 20 Largest Unsecured Creditors: Total Claim, Partially Entity Nature of Claim Secured ------ --------------- ------------ American Express 1017 Trade Debts $3,526,254 1105 Laurel Oak Rd. Suite 136 Voorhees, NJ 08043 Contact: Shraddha Bharatia, Claims Admin. Fax: 9787386942 Email: proofofclaim@becket-lee.com Outreach Management Solutions, LLC Trade Debts $3,402,221 dba True Health Outreach 6710 Research Rd, Suite 211 Frisco, TX 75033 Tel: 8774435227 Fax: 8043432704 Email: info@truehealthdiag.com Cerner Corporation Trade Debts $1,401,434 2800 Rockcreek Parkway Kansas City, MO 64117 Contact: Mark C Elkins Tel: 8162010550 Fax: 8162017057 Email: melkins@cerner.com Pharmerica Hospital Pharmacy Trade Debts $1,362,923 Services, LLC dba Luker Pharmacy 1901 Campus Place Louisville, KY 40299 Contact: Bernard Richardson Tel: 8308334499 Fax: 8308335960 Email: dluker@lukerrx.com; Bernard.Richardson@pharmerica.com Jacobs Marketing, Inc. Settlement $1,329,340 17484 NW Freeway, Suite 276 Houston, TX 77040 Next Level Healthcare Settlement $761,286 Consultants 47 South Wind Drive Montgomery, TX 77356 Contact: Tina Barksdale Tel: 8448079734 Email: Tina.Barksdale@nlhpartners.com Hing-Sheung Eugene Fung, M.D., P.A. Settlement $629,153 611 W. Highway 6, Ste. 101 Waco, TX 76710 Contact: Eugene Fung, MD and Alison Fung Tel: 2547554582 Fax: 2547554585 Rev MD Partners, LLC Trade Debts $601,030 1111 Pasquinelli Dr, Suite 400 Westmont, IL 60559 Tel: 8558969990 Fax: 6307494292 Email: sales@revmdpartners.com Ascend Professional Trade Debts $600,611 Consulting Inc. 1391 Calder Avenue Suite A Beaumont, TX 77701 Contact: Mark Swartz Email: mswartz@ascendplanning.com GE Healthcare #14456 Trade Debts $464,883 500 W. Monroe Street Chicago, IL 60661 Tel: 8005263593 Fax: 8772958102 Email: GEHCWire@ge.com; cs-us@ge.com DML Sleep Diagnostics, LLC Trade Debts $362,436 14603 Heubner Road Building 2 San Antonio, TX 78230 Alcon Laboratories, Inc. Trade Debts $349,790 Alcon Laboratories Inc. PNC Bank\LockBox 3714 Solutions Center Chicago, IL 60677 Contact: Jason Chavez Tel: 8175686580 Fax: 8175687153 Email: Jason.chavez@alconlabs.com GE Healthcare Fin Service Equipment Lease $329,075 P.O. Box 641419 Pittsburgh, PA 15264-1419 Contact: Lisa M. Peters Tel: (402) 661-8609 Fax: (402) 346-1148 Email: Lisa.Peters@KutakRock.com Shi International Corp Trade Debts $319,048 290 Davison Avenue Somerset, NJ 08873 Contact: Greg Rohleder & Jenny Francis Tel: 8882353871 Email: Greg_Rohleder@shi.com jenny_francis@shi.com Aramark Uniform Service Inc. Trade Debts $290,527 115 N First St. Burbank, CDA 91502 Contact: Mike Fadden, President Tel: 8889996780 Fax: 8594221760 Email: m.fadden@uniform.aramark.com BBL, LLC Trade Debts $252,142 dba BBL Construction Services LLC 302 Washington Ave Extension Albany, NY 12203 Contact: Jim Church & Kevin Moore Email: jchurch@bblinc.com; kmoore@bblinc.com Grant Thornton LLP Trade Debts $246,257 33562 Treasury Center Chicago, IL 60694-3500 Contact: Tiffany Harper Tel: 3126028948 Fax: 3126028099 Email: tiffany.harper@us.gt.com GA HC REIT II Temple Mob, LLC Trade Debts $231,143 62781 Collection Center Drive Chicago, IL 60693-0627 Tel: 2149165670 SCI Solutions Trade Debts $214,872 720 Third Avenue Suite 1000 Seattle, WA 98104 Fax: 4083780347 Email: ar@scisolutions.com Computer Programs ANS Systems, Inc. Trade Debts $202,503 Evident LLC 6600 Wall Street Mobile, AL 36695 Tel: 8007112774 Fax: 2516398214 Email: sales@evident.com LUXURY LIMOUSINE: Taps Mankowski as Tax Advisor & Accountant ------------------------------------------------------------ Luxury Limousine Service, Inc., received approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to hire Mankowski Associates CPA, LLC as its tax advisor and accountant. The firm will assist the Debtor in preparing its income tax returns; provide bookkeeping services necessary to prepare the tax returns; prepare monthly filings as required by the bankruptcy court; and provide other services in connection with the Debtor's Chapter 11 case. The firm will charge an hourly fee of $250 for its services. Stephen Mankowski, a certified public accountant employed with Mankowski Associates, disclosed in a court filing that he and other accountants and consultants of the firm neither hold nor represent any interest adverse to the Debtor and its estate. The firm can be reached through: Stephen Mankowski Mankowski Associates CPA, LLC 3425 Limekiln Pike, Suite 10 Chalfont, PA 18914 Telephone: 215-682-7366 Fax: 888-662-5040 About Luxury Limousine Service Luxury Limousine Service, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 18-13574) on May 31, 2018. In the petition signed by Perry Camerlengo, president, the Debtor estimated assets of less than $1 million and liabilities of less than $1 million. The Debtor tapped Bottiglieri Law, LLC as its legal counsel. MAC CHURCHILL: Taps Bonds Ellis as Legal Counsel ------------------------------------------------ Mac Churchill, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Bonds Ellis Eppich Schafer Jones LLP as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; negotiate with creditors; assist in the preparation of a plan of reorganization; advise the Debtor in connection with the sale of its assets; and provide other legal services related to its Chapter 11 case. The hourly rates charged by the firm range from $200 to $350 for associates and from $400 to $650 for partners. Bonds Ellis received a post-petition retainer of $250,000. Bonds Ellis is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: John Y. Bonds, III, Esq. Joshua N. Eppich, Esq. H. Brandon Jones, Esq. Brandon J. Tittle, Esq. Bonds Ellis Eppich Schafer Jones LLP 420 Throckmorton Street, Suite 1000 Fort Worth, TX 76102 Phone: (817) 405-6900 Fax: (817) 405-6902 About Mac Churchill Mac Churchill, Inc., doing business as Mac Churchill Acura -- https://www.macchurchill.com/ -- is a family-owned and operated dealership offering new and pre-owned vehicles. The company serves Denton, Arlington, Dallas, Irving, and Grapevine drivers from its Fort Worth, Texas location. Mac Churchill also provides a number of complimentary services, including a first-time oil change for new car buyers, shuttle transportation within five miles, and a loaner vehicle for repairs over two hours. Mac Churchill, Inc., sought Chapter 11 protection (Bankr. N.D. Tex. Case No. 18-41988) on May 21, 2018. In the petition signed by Mac N. Churchill, president, the Debtor estimated assets and liabilities in the range of $10 million to $50 million. Judge Mark X. Mullin is assigned to the case. The Debtor tapped John Y. Bonds, III, Esq., Joshua N. Eppich, Esq., and Brandon J. Tittle, Esq., at Bonds Ellis Eppich Schafer Jones LLP, as counsel. Kelley Hart & Hallman, LLP as the Debtor's special litigation counsel. MARBLE MASTERS: Taps Spivey Pope as Special Counsel --------------------------------------------------- Marble Masters of Middle Georgia, Inc. received approval from the U.S. Bankruptcy Court for the Middle District of Georgia to retain Spivey, Pope, Green & Greer LLC as special counsel. The firm will continue to represent the Debtor in a case it filed against Sun Granite and Marble. The case is pending in the Superior Court of Coweta County, Georgia. Thomas Green, Esq., and John Wilkerson, Esq., the attorneys handling the case, charge $260 per hour and $150 per hour, respectively. The attorneys disclosed in a court filing that the firm neither holds nor represents any interest adverse to the Debtor’s estate. Spivey Pope can be reached through: Thomas M. Green, Esq. John A. Wilkerson, Esq. Spivey, Pope, Green & Greer LLC P.O. Box 899 Macon, GA 31202 Phone: 478-254-7983 / 478-845-2357 Email: tgreen@spgglaw.com Email: mailto:jwilkerson@spgglaw.com About Marble Masters of Middle Georgia Marble Masters of Middle Georgia, Inc., d/b/a ISD Cabinets & Supply -- https://www.marblemasters.com/ -- specializes in the installation, restoration and maintenance of marble, granite, and quartz surfaces for residential and commercial clients. Headquartered in Warner Robins, Georgia, the Company handles new construction or makeover projects. Marble Masters sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 18-50891) on May 11, 2018. In the petition signed by Neil D. Suggs, managing member, the Debtor estimated $50,000 to $100,000 in assets and $1 million to $10 million in debt. The Hon. Austin E. Carter is the case judge. Wesley J. Boyer, Esq., at Boyer Law Firm, L.L.C., is the Debtor's counsel; and William A. Amos, PC, is the accountant. MARKPOL DISTRIBUTORS: Ninth Interim Cash Collateral Order Entered ----------------------------------------------------------------- The Hon. A. Benjamin Goldgar of the U.S. Bankruptcy Court for the Northern District of Illinois entered a ninth interim order authorizing Markpol Distributors, Inc., and its debtor-affiliates to use cash collateral through Aug. 25, 2018 solely in accordance with the Budgets and the other terms and conditions set forth in the Ninth Interim Order. In return for the Debtors' continued interim use of cash collateral, MB Financial Bank, N.A., is granted the following adequate protection for its asserted secured interests in substantially all of the Debtors' assets to the extent and validity held prepetition: (1) The Debtors must permit the MB Financial to inspect, upon reasonable notice, within reasonable hours, the Debtor's books and records; (2) The Debtors must maintain and pay premiums for insurance to cover the collateral from fire, theft and water damage and MB Financial consents to the payment of such premiums from its cash collateral; (3) The Debtors must make available to MB Financial evidence of that which constitutes their collateral or proceeds; (4) The Debtors must properly maintain the collateral in good repair and properly manage the collateral; (5) MB Financial is granted replacement liens, attaching to the collateral, but only to the extent of MB Financial's prepetition liens; (6) Vistula and 955 Lively are directed to open debtor-in-possession accounts at the bank of MB Financial; and (7) Markpool will permit MB Financial to perform a field audit in similar fashion as has been done previously no lateral than July 14, 2018. The Debtor must provide MB Financial, each Wednesday: (i) a detailed accounts receivable aging report; (ii) a weekly accounts receivable billing log; (iii) a weekly budget variance report; (iv) a weekly inventory purchase log; and (v) CVS system screen shots representing the next 4 weeks payment to the reporting. The Debtor must also provide MB Financial: (i) monthly financials statements (income statement and balance sheet) by the 20th of each following month; and (ii) rolling four quarter financial statement forecasts due five days prior to the start of each respective quarter, e.g., March 31, June 30, September 30 and December 31; and (iii) a monthly inventory report. A full-text copy of the Ninth Interim Order is available at: http://bankrupt.com/misc/ilnb18-06105-93.pdf About Markpol Distributors Markpol Distributors, Inc. -- http://markpoldistributors.com/-- is a food distributor specializing in European grocery merchandise imported from European exporters. The Company's customers may select an offering of 4 to 24 feet selection of assorted grocery merchandise appealing to the American and European consumer. Markpol is headquartered in Wood Dale, Illinois. Markpol Distributors filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 18-06105) on March 2, 2018. In the petition signed by CEO Mark Kozyra, the Debtor estimated assets and liabilities at $1 million to $10 million. Judge Benjamin A. Goldgar is the case judge. Shelly A. DeRousse, Esq., at Freeborn & Peters LLP, is the Debtor's counsel. Rally Capital Services, LLC, is the financial advisor. Patrick S. Layng, U.S. Trustee for the Northern District of Illinois, on March 15, 2018, appointed five creditors to serve on an official committee of unsecured creditors. The Committee retained Goldstein & McClintock LLLP as counsel. MIRAGE DENTAL: Authorized to Use Cash Collateral on Interim Basis ----------------------------------------------------------------- The Hon. Joseph G. Rosania, Jr. of the U.S. Bankruptcy Court for the District of Colorado authorized Mirage Dental Associates, Professional LLC, to use cash collateral on an interim basis in accordance with the Cash Flow Projections filed with the Court on June 18, 2018 through the conclusion of a final hearing on the matter. A final evidentiary hearing will be held on Aug. 28, 2018, commencing at 10:00 a.m., continuing, if necessary, on Aug. 29 at a time to be determine by the Court. If hearing is necessary, the parties must adhere to these deadlines: A. Disclosures and written reports required by Fed.R.Civ.P.26(a)(2) must be made and exchanged on or before July 30. B. Fact discovery must be completed by August 13, 2018. C. Expert discovery must be completed by August 13, 2018. D. The Disclosures required by Fed.R.Civ.P.26(a)(3) and (a)(4) must be made and exchanged on or before August 20, 2018. Written objections directed to the exhibits must be filed and served on opposing counsel or party on or before August 24. E. On or before Aug. 20, 2018, the parties must confer and must prepare and submit to the Court on or before Aug. 24, a pretrial statement setting forth the following: (i) a brief summary of the claims and defenses of each party; (ii) concise and complete statement of stipulated and uncontested facts; (iii) concise statement of the issues that are in dispute; and (iv) a brief statement of all points of law reline upon, citing pertinent statutes, standards, cases and other authority. A full-text copy of the Order is available at http://bankrupt.com/misc/cob18-12496-93.pdf About Mirage Dental Associates Professional LLC Mirage Dental Associates, Professional, LLC, is a privately-held company in Castle Rock, Colorado, that owns a dental clinic. Mirage Dental Associates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 18-12496) on March 30, 2018. In the petition signed by Michael J. Moroni, Jr., managing member, the Debtor disclosed $5.41 million in assets and $8.72 million in liabilities. Judge Joseph G. Rosania Jr. presides over the case. The Debtor tapped Buechler & Garber, LLC, as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. MUNN WORKS: Hires DelBello Donnellan Weingarten Wise as Attorney ---------------------------------------------------------------- Munn Works, LLC, seeks authority from the U.S. Bankruptcy Court for the Southern District of New York (White Plains) to hire DelBello Donnellan Weingarten Wise & Wiederkehr, LLP, as its attorneys. Professional services the DelBello Firm will render are: a. give advice to the Debtor with respect to its powers and duties as a Debtor-in-Possession and the continued management of its property and affairs; b. negotiate with creditors of the Debtor and work out a plan of reorganization and take the necessary legal steps in order to effectuate such a plan including, if need be, negotiations with the creditors and other parties in interest; c. prepare the necessary answers, orders, reports and other legal papers required for the Debtor's protection from its creditors under Chapter 11 of the Bankruptcy Code; d. appear before the Bankruptcy Court to protect the interest of the Debtor and to represent the Debtor in all matters pending before the Court; e. attend meetings and negotiate with representatives of creditors and other parties in interest; f. advise the Debtor in connection with any potential sale of assets; g. represent the Debtor in connection with obtaining financing; h. take any necessary action to obtain approval of a disclosure statement and confirmation of a plan of reorganization; i. represent the Debtor in an appeal of the denial of the Debtor's motion for reconsideration and set aside jury verdict in the New York Supreme Court, Westchester County encaptioned APF Management Company, LLC d/b/a APF Master Framemakers, et al v. Max Munn, Molly Munn, Munn Works, LLC, et al., and any other related appeals in the State Court Action; j. perform all other legal services for the Debtor which may be necessary for the preservation of the Debtor, its estate and to promote the best interests of the Debtor, its creditors and its estate. The DelBello Firm's 2018 hourly rates are: Partners $410 to $620 Associates $250 to $375 Paraprofessionals $150 to $175 Jonathan S. Pasternak, Esq., a partner of the firm DelBello Donnellan Weingarten Wise & Wiederkehr, attests that the DelBello Firm does not hold or represent any interest adverse to the Debtor's estate, the DelBello Firm is a "disinterested person" as defined in Sec. 101(14) of the Bankruptcy Code. The counsel can be reached through: Jonathan S. Pasternak, Esq. Julie Cvek Curley, Esq. DelBello Donnellan Weingarten Wise & Wiederkehr, LLP One North Lexington Avenue White Plains, NY 10601 Tel: (914) 681-0200 Fax : (914) 684-0288 E-mail: jpasternak@ddw-law.com About Munn Works Based in Mount Vernon, New York, Munn Works, LLC -- https://munnworks.com/ -- manufactures fine mirrors and framed artwork specifically for the hospitality industry. In addition to its domestic partners, Munn Works maintains overseas production capability with on-site MunnWorks employees. Munn Works filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 18-22972) on June 28, 2018. In the petition signed by Max Munn, manager, the Debtor estimated $1 million to $10 million in assets and liabilities. Judge Robert D. Drain presides over the case. DelBello Donnellan Weingarten Wise & Wiederkehr, LLP, led by Jonathan S. Pasternak, Esq., is the Debtor's counsel. NEWPARK RESOURCES: Egan-Jones Hikes Sr. Unsecured Ratings to B+ --------------------------------------------------------------- Egan-Jones Ratings Company, on July 17, 2018, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Newpark Resources Inc. to B+ from B. Headquartered in The Woodlands, Texas, Newpark Resources, Inc. is a worldwide provider of value-added drilling fluids systems and composite matting systems used in oilfield and other commercial markets. NORTHFIELD 30: Hires Vogel Bach & Horn LLP as Counsel ----------------------------------------------------- Northfield 30 Corp. seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York (Brooklyn) to hire Vogel Bach & Horn, LLP, as counsel for the Debtor. (a) provide the Debtor with advice and preparing all necessary documents regarding debt restructuring, bankruptcy and asset dispositions; (b) take all necessary actions to protect and preserve the Debtor's estate during the pendency of this Chapter 11 Case; (c) prepare on behalf of the Debtor, as debtor-in-possession, all necessary motions, applications, answers, orders, reports and papers in connection with the administration of this Chapter 11 Case; (d) counsel the Debtor with regard to its rights and obligations as debtor-in-possession; (e) appear in Court to protect the interests of the Debtor; and (f) perform all other legal services for the Debtor which may be necessary and proper in these proceedings and in furtherance of the Debtor's operations. Vogel Bach will charge $275 per hour for its services. Eric H. Horn, member of Vogel Bach & Horn, LLP, attests that his firm is a "disinterested person," as that term is defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Eric H. Horn, Esq. VOGEL BACH & HORN, LLP 30 Broad Street, 14th Floor New York, NY 10004 Tel.: (212) 242-8350 Fax: (646) 607-2075 E-mail: ehorn@vogelbachpc.com About Northfield 30 Corp Northfield 30 Corp. is in the business of owning a single unit rental property located at 230 Tompkins Avenue, Brooklyn, NY 11216. The Property, valued by the Company at $800,000, is currently vacant and has been vandalized and damaged. Northfield 30 Corp. filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 18-42802) on May 15, 2018. In the petition signed by Ilan Avitsedek, owner, the Debtor disclosed $800,000 in total assets and $743,117 in total liabilities. The case is assigned to Judge Nancy Hershey Lord. Eric H. Horn, Esq., at VOGEL BACH & HORN, LLP, is the Debtor's counsel. OCOEE RIVER: Hires Scarborough & Fulton as Counsel -------------------------------------------------- Ocoee River Whitewater Rafting, LLC, seeks authority from the United States Bankruptcy Court for the Eastern District of Tennessee (Chattanooga) to hire David J. Fulton, Esq., and Scarborough & Fulton as counsel. S & F's standard hourly rates are: David J. Fulton $395.00 Legal Assistants $125.00 Legal services to be rendered by S&F to the Debtor are: a. assist Debtor in the preparation of its schedules, statement of affairs and the periodic financial reports required by the Bankruptcy Code, the Bankruptcy Rules and any other order of this Court; b. assist Debtor in consultation and negotiation and all other dealings with creditors, equity, security holders and other parties in interest concerning the administration of this case; c. prepare pleadings, conducting investigations and making court appearances incidental to the administration of the Debtor's estate; d. advise the Debtor of its rights, duties and obligations under the Bankruptcy Code, Bankruptcy Rules, Local Rules and orders of this Court; e. assist the Debtor in the development and formulation of a plan of reorganization including the preparation of a plan, disclosure statement and any other related documents for submission to this Court and to Debtor's creditors, equity holders and other parties in interest; f. advise and assist the Debtor with respect to litigation related to the administration of Debtor's case; g. render corporate and other legal advise and performing all those legal services necessary and proper to the functioning of the Debtor during the pendency of this case; and h. take any and all necessary actions in the interest of the Debtor and its estate incident to the proper representation of the Debtor and the administration of this case. David J. Fulton, Esq., sole member of Scarborough & Fulton, attests that S&F satisfies the "disinterested person" standard as defined in Sections 101(14) of the Bankruptcy Code. The counsel can be reached through: David J. Fulton, Esq. SCARBOROUGH & FULTON 620 Lindsay St. Ste 240 Chattanooga, TN 37403 Tel: 423-648-1880 Fax: 423-648-1881 E-mail: djf@sfglegal.com Ocoee River Whitewater Rafting d/b/a Sunburst Adventures Ocoee River Whitewater Rafting, LLC, d/b/a Sunburst Adventures, offers whitewater rafting trips on the Ocoee River in Southeast Tennessee. The company previously sought protection from creditors (Bankr. E.D. Tenn. Case No. 13-14188) on Aug. 23, 2013. Ocoee River Whitewater Rafting filed a Chapter 11 Petition (Bankr. E.D. Tenn. Case No. 18-128490) on June 28, 2018. In the petition signed by Gary Scott Mantooth, chief manager, the Debtor estimated $500,000 to $1 million in total assets and $1 million to $10 million in liabilities. David J. Fulton, Esq., at SCARBOROUGH & FULTON, is the Debtor's counsel. OFFSHORE SPECIALTY: Seeks to Expand Scope of Phelps Services ------------------------------------------------------------ Offshore Specialty Fabricators, LLC, filed a supplemental application seeking court approval to expand the scope of services of Phelps Dunbar LLP. In its supplemental application, Offshore Specialty asked the U.S. Bankruptcy Court for the Southern District of Texas to allow the firm to represent the company in a case styled Ronald Havard v. Offshore Specialty Fabricators, LLC (Cause No. 2:14-cv-00824-MLCF-SS) in the U.S. District Court for the Eastern District of Louisiana. Offshore Specialty's initial application filed on March 19 sought to employ Phelps Dunbar as special counsel to represent the company in personal injury cases. About Offshore Specialty Fabricators Offshore Specialty Fabricators, LLC -- http://www.osf-llc.com/-- provides decommissioning project management utilizing its heavy lift derrick barges for the installation and removal of oil and gas facilities in the Gulf of Mexico. Its facility is located at 115 Menard Rd. in Houma, Louisiana. Offshore Specialty has been providing offshore construction solutions to the international and domestic oil and gas industry for more than 20 years. Offshore Specialty sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 17-35623) on Oct. 1, 2017. In the petition signed by CEO Tammy Naron, the Debtor estimated assets of $50 million to $100 million and estimated liabilities of $10 million to $50 million. The Debtor hired Diamond McCarthy LLP as counsel, and Koch & Schmidt Law Firm, as special counsel. Judge Marvin Isgur presides over the case. On Oct. 25, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. ONEMAIN HOLDINGS: Fitch Hikes LT IDR to B+, Then Withdraws Ratings ------------------------------------------------------------------ Fitch Ratings has upgraded the Long-Term Issuer Default Ratings (IDRs) of OneMain Holdings, Inc. (OneMain), OneMain Financial Holdings, LLC (OneMain Financial) and Springleaf Finance Corp. (Springleaf) to 'B+' from 'B'. Fitch has also upgraded the senior unsecured debt ratings of Springleaf to 'B+'/'RR4' from 'B'/'RR4'. The AGFC Capital Trust I trust preferred securities have been upgraded to 'B-'/'RR6' from 'CCC+'/'RR6'. Concurrently, Fitch has withdrawn the ratings with a Stable Outlook. Fitch is withdrawing the ratings for commercial reasons. KEY RATING DRIVERS IDRs, SENIOR UNSECURED DEBT, TRUST PREFERRED SECURITIES The ratings upgrade reflects the simplification of OneMain's organizational structure and removal of intercompany capital flow constraints following the redemption of the remaining OneMain Financial senior unsecured debt. The upgrade also reflects further declines in the company's leverage, an increase in the proportion of unsecured funding relative to secured debt, and the stable credit performance of its portfolio since Fitch's last review in November 2017. The ratings continue to reflect OneMain's leading market position in the personal installment lending segment, above average profitability, proven underwriting history, and seasoned management team. The ratings are constrained by below average capitalization and reserve coverage levels that are further weakened by the potential for regulatory restrictions on capital being upstreamed from OneMain's insurance subsidiaries. Additional constraints include the company's reliance on wholesale funding; the higher credit risk profiles of its lending businesses, which primarily target non-prime borrowers; uncertainties related to new private equity ownership, particularly as it relates to strategic direction and long-term leverage targets; and elevated regulatory and legislative risk. OneMain also recently announced the hiring of a new CEO, with former CEO Jay Levine taking over as Chairman of the Board. While the newly hired CEO is a seasoned executive with a strong background in financial services and regulation, the change creates additional uncertainty with respect to his strategic priorities for the company. The Stable Outlook reflects Fitch's expectation for further declines in OneMain's leverage toward management's 7x debt to tangible equity target, stable credit performance and liquidity levels over the Outlook horizon. Purchase accounting impacts on GAAP earnings are likely to diminish through the remainder of 2018 and 2019, which Fitch believes will allow the company to grow its capital levels and drive leverage down to around 7x by the end of 2018 and below 7x over the course of 2019. Fitch also expects loan growth to remain moderate compared to the mid-teen growth rates that Springleaf was posting prior to the merger, which should also help reduce leverage. However, it is unclear whether the company's previously stated target leverage of 5x-7x will remain under the new private equity ownership of Apollo Global Management, LLC and Varde Partners, which together acquired a controlling 40.5% stake in the company in June 2018. Stated leverage targets could also change following the adoption of the current expected credit loss (CECL) accounting standard, which will require life of loan loss reserving practices, and are slated to go into effect in 2020. At March 31, 2018, OneMain's stated leverage ratio was 9.2x, down from 18.5x at the end of 2015. On an adjusted basis, which attempts to strip out the positive impact of purchase accounting adjustments, Fitch estimates OneMain's leverage was 9.5x at 1Q18. Barring a significant shift in the credit cycle, Fitch expects OneMain's credit performance to show further improvement over the Outlook horizon as its loan mix continues to shift toward direct auto loans relative to unsecured installment loans. Given the secured nature of direct auto loans and likely higher priority of payment in the consumer debt hierarchy, Fitch expects OneMain's credit performance to improve (all else equal). The company's credit performance has stabilized over the past year following an increase in delinquencies in the second half of 2016, which was driven, in part, by integration-related challenges. OneMain's 30+ day delinquency rate for its core Consumer & Insurance (C&I) segment declined to 4.4% in 1Q18 from 4.5% a year ago. Likewise, the net charge-off rate declined to 7.2% in 1Q18 after peaking at 8.5% in 1Q17. Management is projecting a net charge-off rate for full year 2018 of below 7%, and a net charge-off rate averaging 6%-7% through the cycle. OneMain's credit performance is being aided to some degree by the mix shift of its portfolio toward its direct auto loan product. Direct loans represented 21% of OneMain's loan portfolio at the end 1Q18, up from 16% a year ago. While OneMain's direct auto loans, which are primarily a cash-out product, have not been through a full credit cycle yet, credit performance thus far has been solid, and Fitch expects direct auto loans to produce lower credit losses than OneMain's traditional personal loan product through the cycle. The loan portfolio mix shift has had a negative impact on the company's gross yield on loans, which averaged 23.8% in 2017 and 1Q18 compared to 24.8% for the full year 2016. Management began implementing pricing increases on certain segments of its portfolio in 3Q17, which has helped to stabilize the yield. However, the loan mix shift and cost reduction initiatives, undertaken as part of the merger integration, has also resulted in improved operating expense efficiency, with operating expenses as a percentage of loans declining to 8% in 1Q18 compared to 9.1% in 1Q17. Although OneMain's GAAP financial results in 2017 continued to be significantly impacted by the effects of purchase accounting adjustments, the impact on 2018 GAAP results are expected to be more muted. The company reported GAAP net income of $183 million for FY17, down from $215 million in FY16. The company's GAAP results included a negative pre-tax impact of $329 million from acquisition related accounting effects. The company also incurred a negative $27 million pre-tax impact from the hurricanes in Texas and Florida in 3Q17. By contrast OneMain's 1Q18 GAAP net income of $124 million was up substantially from $33 million in 1Q17 given declines in purchase accounting adjustments as well as a lower tax rate stemming from the tax reform legislation passed in December. Adjusted pre-tax income for the C&I segment declined 3% on a year-over-year basis in 2017, coming in at $760 million, compared to $784 million in 2016. The decline was driven by yield compression from the loan mix shift, a higher loan loss provision, as well as the aforementioned impact from the hurricanes. Adjusted pre-tax return on average receivables for the C&I segment was a solid 5.5% in 2017 and 5.7% in 1Q18 (annualized) as first quarter results reflected strong loan growth, stable yields, and improving operating efficiency. In 1Q18, the company's net loan portfolio was up 13% versus the prior year, ending the quarter at $14.9 billion. This level of growth was above Fitch's expectations, although management expects loan growth to moderate through the remainder of the year and maintained its 5%-10% loan growth guidance for the year. OneMain has improved its funding and liquidity profile in 2018 by completing two senior unsecured debt issuances; a $1.25 billion seven year bond issued in March and a $900 million eight year bond issued in May. In addition to increasing its funding mix from unsecured debt toward the 50% level from 42% at YE17, the company used a portion of the debt issuance proceeds to redeem its remaining OneMain Financial senior unsecured debt in 2Q18. The redemption of this debt is viewed favorably by Fitch as it contained covenants that limited the flow of capital out of the subsidiary. The redemption also enabled management to simplify OneMain's corporate structure, creating additional operational flexibility. OneMain has a fairly modest near-term unsecured debt maturity schedule with no debt maturing for the remainder of 2018 and $700 million maturing in 2019. This compares to available cash of roughly $1.6 billion and contingent liquidity of $4.9 billion in the form of undrawn committed credit facilities as of March 31, 2018. Fitch expects the company to use some combination of ABS issuance, existing cash, available credit facilities, and/or additional unsecured debt issuance to refinance its 2019 unsecured debt maturities. Fitch also expects OneMain to maintain a roughly even mix of unsecured and secured debt moving forward and to maintain unsecured debt maturities in any one year at less than 20% of the total debt outstanding. The 'B+' rating on Springleaf's senior unsecured debt is equalized with OneMain's IDR and reflects Fitch's expectation of average recovery prospects for the notes as expressed by the Recovery Rating (RR) of 'RR4', which implies a stressed recovery of 31%-50%. AGFC Capital Trust I is a special-purpose entity that was established in 2007 to facilitate the issuance of trust preferred securities on behalf of Springleaf. The 'B-' rating on AGFC's trust preferred securities is two-notches below Springleaf's IDR, reflecting the subordinated nature of the instrument as indicated by the RR of 'RR6', which implies a stressed recovery of 0%-10%. RATING SENSITIVITIES IDRs, SENIOR UNSECURED DEBT, TRUST PREFERRED SECURITIES Rating sensitivities are no longer relevant given the rating withdrawals. Fitch has upgraded and withdrawn the following ratings with a Stable Outlook: OneMain Holdings, Inc. -- Long-Term IDR to 'B+' from 'B'. Springleaf Finance Corp. -- Long-term IDR to 'B+' from 'B'; -- Senior unsecured debt to 'B+'/'RR4' from 'B'/'RR4'. OneMain Financial Holdings, LLC -- Long-Term IDR to 'B+' from 'B'. AGFC Capital Trust I -- Trust preferred securities to 'B-'/'RR6' from 'CCC+'/'RR6'. PARDUE HOLDINGS: Case Summary & 17 Unsecured Creditors ------------------------------------------------------ Debtor: Pardue Holdings LLC dba Pardue Distributing fdba JP Distributing Partners fdba New Horizons Custodial Funding/JB Distributing Partners 157 Space Park S Nashville, TN 37211 Business Description: Pardue Holdings LLC dba Pardue Distributing -- http://www.parduedistributing.com-- is a family-owned company that offers janitorial, paper, restaurant & hotel supplies, linens, apparel and more. The company is headquartered in Nashville, Tennessee. Chapter 11 Petition Date: July 24, 2018 Court: United States Bankruptcy Court Middle District of Tennessee (Nashville) Case No.: 18-04887 Judge: Hon. Randal S. Mashburn Debtor's Counsel: Steven L. Lefkovitz, Esq. LAW OFFICES LEFKOVITZ & LEFKOVITZ 618 Church St Ste 410 Nashville, TN 37219 Tel: 615 256-8300 Fax: 615 255-4516 Email: slefkovitz@lefkovitz.com Total Assets: $251,934 Total Liabilities: $1,180,713 The petition was signed by Dennis L. Pardue, managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's 17 unsecured creditors is available for free at: http://bankrupt.com/misc/tnmb18-04887.pdf PARK TEN INVESTMENTS: Hires Margaret Maxwell McClure as Attorney ---------------------------------------------------------------- Park Ten Investments, LLC, seeks authority from the U.S. Bankruptcy Court for the Southern Texas to hire Margaret M. McClure as attorney under a general retainer to give the debtor legal advice with respect to debtor's powers and duties as debtor-in-possession in the continued operation of the debtor's business and management of the debtor's property and to perform all legal services for the debtor-in-possession which may be necessary. Margaret M. McClure attest that she does not have an interest 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, connection with, or interest in, the Debtor or for any other reason. Miss McClure charges an hourly fee of $400 for attorney time and $150 for paralegal time. The counsel can be reached through: Margaret Maxwell McClure Attorney at Law 909 Fannin, Suite 3810 Houston, TX 77010 Phone: 713-659-1333 Fax : 713-658-0334 E-mail: margaret@mmmcclurelaw.com About Park Ten Investments Based in the The Woodlands, Texas, Park Ten Investments, LLC, filed a Chapter 11 petition (Bankr. S.D. Tex. Case no. 18-33502) on June 29, 2018, estimating $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Margaret Maxwell McClure, Attorney at Law, is the Debtor's counsel. PARTY CITY: Moody's Affirms Ba3 CFR & Rates $500MM Notes B1 ----------------------------------------------------------- Moody's Investors Service affirmed Party City Holdings Inc.'s Ba3 Corporate Family Rating and affirmed its Ba3-PD Probability of Default Rating. Moody's assigned a B1 rating to Party City's proposed $500 million senior notes due 2026. The company's senior secured bank credit facility was upgraded to Ba2 from Ba3 and its existing senior unsecured notes due 2023 were upgraded to B1 from B2 based on the expected completion of the proposed refinancing. Net proceeds will be used to reduce term debt and its revolver. The ratings outlook remains stable. "Party City continues to post solid operating performance and has a strong retail and wholesale presence as it competes in the relatively stable market of party goods and accessories," said Moody's Vice President, Christina Boni. "We anticipate that credit metrics will improve as future free cash flow is utilized for debt repayment as the company continues to enhance its vertically integrated model", Boni further added. The upgrade of the existing bank credit facility and the existing senior unsecured notes reflects the impact of the proposed change in debt mix within the capital structure pursuant to the Loss Given Default Methodology. Ratings are subject to final terms and conditions. Upgrades: Issuer: Party City Holdings Inc. Senior Secured Bank Credit Facility, Upgraded to Ba2 (LGD3) from Ba3 (LGD3) Senior Unsecured Regular Bond/Debenture, Upgraded to B1 (LGD5) from B2 (LGD5) Outlook Actions: Issuer: Party City Holdings Inc. Outlook, Remains Stable Affirmations: Issuer: Party City Holdings Inc. Probability of Default Rating, Affirmed Ba3-PD Speculative Grade Liquidity Rating, Affirmed SGL-2 Corporate Family Rating, Affirmed Ba3 Assignments: Issuer: Party City Holdings Inc. Senior Unsecured Regular Bond/Debenture, Assigned B1 (LGD5) RATINGS RATIONALE Party City's Ba3 Corporate Family Rating reflects the company's solid business performance in the narrow but stable category of party goods and accessories. Debt/EBITDA is 5.0x at March 31, 2018 but is expected decrease to approximately 4.5x by the end of 2018. The rating also reflects that Party City is no longer a 'controlled company'. Private equity ownership has been reduced to Thomas H. Lee Partners, L.P. ("THL"), owning 47% of its outstanding shares. The rating is supported by Party City's strong market presence in both retail and wholesale, growing geographic diversification, and relative demand stability of party goods and accessories. The company also has a strong track record of integrating acquisitions and achieving cost savings, which should also enable continued future steady growth and metrics improvement. Liquidity is good, as cash flow and revolver availability are expected to be more than sufficient to cover cash flow needs over the next 12-18 months. The stable outlook reflects Moody's expectation that demand for the party goods and accessories category will continue to be resilient, and for the company to continue to integrate successfully any future bolt-on acquisitions. Ratings could be upgraded through sustained growth in revenue and profitability leading to improved credit metrics. Clarity around future financial policies and reduced private equity ownership could also support a ratings upgrade. Specific metrics include lease-adjusted debt to EBITDA sustained below 4.25x and EBIT /interest expense sustained above 3.0x. Ratings could be downgraded if the company's operating performance were to substantially weaken due to declines in consumer discretionary spending, heightened competition or integration issues, more aggressive financial policies or a material erosion in liquidity. Metrics include debt/EBITDA sustained above 5.0x or if EBIT/interest remains below 2.25x. Party City Holdings Inc. is a designer, manufacturer, distributor and retailer of party goods and related accessories. The company's retail brands principally include Party City and Halloween City. Total revenue is approximately $2.4 billion for the twelve month period ended March 31, 2018. The principal methodology used in these ratings was Retail Industry published in May 2018. PDV INSURANCE: Chapter 15 Case Summary -------------------------------------- Chapter 15 Debtor: PDV Insurance Company, Ltd. Canon's Court, 22 Victoria Street PO Box 1624 Hamilton HM 12 Bermuda Chapter 15 Petition Date: July 24, 2018 Chapter 15 Case No.: 18-12216 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. Michael E. Wiles Chapter 15 Petitioners: Rachelle Frisby and John Johnston, Joint Provisional Liquidators of the Debtor Deloitte, LTD Corner House 20 Parliament Street Hamilton HM 12 Bermuda Chapter 15 Petitioners' Counsel: Nicholas F. Kajon, Esq. STEVENS & LEE, P.C. 485 Madison Avenue 20th Floor New York, NY 10022 Tel: (212) 319-8500 Fax: (212) 319-8505 Email: nfk@stevenslee.com Estimated Assets: Unknown Estimated Debts: Unknown A full-text copy of the petition is available for free at: http://bankrupt.com/misc/nysb18-12216.pdf PLATFORM SPECIALTY: Moody's Puts B2 CFR on Review for Upgrade ------------------------------------------------------------- Moody's Investors Service has placed all ratings for Platform Specialty Products Corporation (Platform; Corporate Family Rating at B2) and its subsidiaries on review for upgrade following the announcement that it has signed a definitive agreement to sell Arysta LifeScience Inc. to UPL Corporation Ltd. (Baa3 positive) for $4.2 billion in cash. Proceeds from the sale are expected to be used to repay the majority of Platform's debt. The transaction is subject to regulatory review and Platform expects it to close near the end of 2018 or early 2019. After the sale of Arysta, Platform will change its name to Element Solutions Inc. (Element). "Management's decision to sell Arysta will give it more financial flexibility in reducing leverage, and will provide the opportunity to undertake share repurchases sooner in the future," said Anastasija Johnson, Moody's Vice President -- Senior Analyst and lead analyst for Platform Specialty Products Corporation. Affirmations: Issuer: Platform Specialty Products Corporation Speculative Grade Liquidity Rating, Affirmed SGL-2 On Review for Upgrade: Issuer: MacDermid Agricultural Solutions Holdings BV Senior Secured Bank Credit Facility, Placed on Review for Upgrade, currently B2 (LGD3) Issuer: MacDermid European Holdings B.V. Senior Secured Bank Credit Facility, Placed on Review for Upgrade, currently B2 (LGD3) Issuer: MacDermid Inc. Senior Secured Bank Credit Facilities, Placed on Review for Upgrade, currently B2 (LGD3) Issuer: Platform Specialty Products Corporation Probability of Default Rating, Placed on Review for Upgrade, currently B2-PD Corporate Family Rating, Placed on Review for Upgrade, currently B2 Senior Secured Bank Credit Facilities, Placed on Review for Upgrade, currently B2 (LGD3) Senior Unsecured Regular Bond/Debentures, Placed on Review for Upgrade, currently Caa1 (LGD5) Outlook Actions: Issuer: MacDermid Agricultural Solutions Holdings BV Outlook, Changed To Rating Under Review From Stable Issuer: MacDermid European Holdings B.V. Outlook, Changed To Rating Under Review From Stable Issuer: MacDermid Inc. Outlook, Changed To Rating Under Review From Stable Issuer: Platform Specialty Products Corporation Outlook, Changed To Rating Under Review From Stable RATINGS RATIONALE The review will focus on management's appetite for acquisitions and share repurchases over the next several years, along with its willingness to take net leverage above its target range of 3.0x-3.5x, even temporarily, to accelerate growth and meet shareholders expectations. Moody's expects pro forma adjusted leverage closer to 3.8 times (Debt/EBITDA) when the Arysta transaction closes due to the capitalization of pension liabilities and contingent payments. While Moody's expects that the company will utilize the vast majority of proceeds to reduce debt, it will also lose roughly half of its EBITDA with the divestiture. However, the reduced operational and product diversity should be more than offset by the more substantial reduction in debt. Moody's views Platform's current balance sheet as over-levered (Debt/EBITDA of roughly 7x as of March 31, 2018) allowing little financial flexibility to pursue bolt-on acquisition or share repurchases. The divesture and subsequent deleveraging will allow management to focus on its Performance Solutions businesses and undertake additional bolt on acquisitions to add to its portfolio of metal and plastic finishing, electronics, graphic arts, and other niche chemicals and materials. Moody's believes that this is a portfolio of high margin specialty chemicals and materials that should generate organic growth close to GDP. Moody's noted that the 10% increase in first quarter sales was primarily due to exchange rates. Headquartered in West Palm Beach, Florida, Platform Specialty Products Corporation (Platform) is a public company that produces a wide array of specialty chemicals and materials primarily sold into the industrial and agricultural markets. The Performance Solutions segment produces and sells a variety of chemicals and materials for a range of applications including: metal and plastic finishing, electronics, graphic arts, and offshore drilling. The Agricultural Solutions segment produces chemicals that improve agricultural productivity by targeting weeds, pests and fungi that harm crops. Platform's sales were $3.9 billion for the twelve months ended March 31, 2018. Platform was founded by investors Martin Franklin and Nicolas Berggruen in 2013 as an acquisition vehicle focused on the specialty chemical industry. The principal methodology used in these ratings was Chemical Industry published in January 2018. POST HOLDINGS: Egan-Jones Hikes Sr. Unsecured Ratings to B- ----------------------------------------------------------- Egan-Jones Ratings Company, on July 16, 2018, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Post Holdings Inc. to B- from CCC+. EJR also raised the ratings on commercial paper issued by the Company to B from C. Post Holdings is a consumer packaged goods holding company headquartered in the suburban St. Louis community of Brentwood, Missouri. PRO LOGGING INC: CCG Wants to Prohibit Use of Cash Collateral ------------------------------------------------------------- Commercial Credit Group Inc. asks the U.S. Bankruptcy Court for the Northern District of Mississippi to prohibit Pro Logging, Inc. from using the cash collateral, and direct Pro Logging to segregate and place all proceeds from the collection of the accounts receivable in a separate interest-bearing account. CCG asserts that the Collateral currently secures an aggregate unpaid amount of principal and accrued interest under the Notes in the amount of $2,499,603 as of the Petition Date. Pursuant to 11 U.S.C. Section 552(b), CCG maintains its security interest in the proceeds from the sale of its prepetition inventory and collection of its postpetition accounts receivable ("A/R"). Pro Logging is involved in the business of cutting and harvesting timber. In order to carry out its business, Pro Logging owns a significant amount of logging equipment, including, but by no means limited to, skidders, skidsteers, feller-bunchers, crawler tractors, and loaders. Pending the completion of discovery, it is unclear how Pro Logging bills for its services and collects fees for its services. CCG asks the Court to direct Pro Logging to identify and provide an accounting of: (i) cash on hand as of the Petition Date; (ii) A/R, including payments due (or received) from other parties, as of the Petition Date; (iii) all proceeds of A/R that Pro Trucking has collected since the Petition Date; and (iv) all A/R or cash receipts Pro Trucking has generated since the Petition Date. CCG believes that Pro Logging continues to receive substantial revenues upon the provision of logging services, which creates additional postpetition A/R. Pro Logging then collects both the prepetition and post-petition A/R and uses the cash proceeds from the collection of its A/R, or cash collateral, to operate its business. CCG believes that without an Order of the Court, Pro Logging may dissipate, diminish, or waste CCG's interest in Pro Logging’s Inventory, A/R and the Cash Collateral. Thus, to protect CCG's interest in Pro Logging's cash collateral, CCG submits that it is entitled to adequate protection, which includes, but should not be limited to: (a) Declaring that CCG's liens in the Cash Collateral attach to all Inventory and A/R that Pro Logging acquires or generates postpetition, as well as the proceeds therefrom, in the same priority, and to the same extent, that said liens attached to Pro Logging's pre-petition Inventory, A/R and the proceeds thereof, such that CCG will have a replacement liens in all of Pro Logging’s Inventory, A/R and the proceeds thereof post-petition; (b) Sequestration of the Cash Collateral, such that Pro Logging only expends or disburses Cash Collateral in accordance with a budget, or budgets, that have been approved by CCG and filed with the Court; (c) Providing CCG with an administrative superpriority lien pursuant to 11 U.S.C. sectopm 507(b) to the extent of any diminution in CCG's interest in the Cash Collateral post-petition; (d) Deeming CCG's postpetition liens to be properly perfected, and in the same priority as its prepetition liens, as of the entry of any order governing the use of Cash Collateral, such that it is not necessary for CCG to file financing statements or record any other documents to perfect its interests; and (e) Declaring that Pro Logging must file any adversary proceeding or any other motion necessary to challenge the validity, perfection or extent of CCG's prepetition liens within sixty days from the later of: (i) the entry of the Order conditioning the use of Cash Collateral; or (ii) the appointment of any Official Committee of General Unsecured Creditors in this Case. Attorneys for Commercial Credit Group Inc.: Timothy J. Anzenberger, Esq. ADAMS AND REESE LLP 1018 Highland Colony Parkway, Suite 800 Ridgeland, MS 39157 Telephone: 601.353.3234 Facsimile: 601.355.9708 Email: tim.anzenberger@arlaw.com - and - John A. Thomson, Jr., Esq. ADAMS AND REESE LLP 3424 Peachtree Road, NE, Suite 1600 Atlanta, Georgia 30326 Telephone: 470.427.3706 Facsimile: 404.500.5975 E-mail: john.thomson@arlaw.com About Pro Logging Pro Logging, Inc., filed a Chapter 11 petition (Bankr. N.D. Miss. Case No. 18-12388) on June 20, 2018. In the petition signed by Russell Stites, president, the Debtor estimated less than $50,000 in assets and less than $1 million in liabilities. Schneller & Lomenick, P.A., led by name partner Karen B. Schneller, is the Debtor's counsel. PRO TRUCKING INC: CCG Wants to Prohibit Cash Collateral Use ----------------------------------------------------------- Creditor and party in interest, Commercial Credit Group Inc. ("CCG") asks the U.S. Bankruptcy Court for the Northern District of Mississippi to prohibit Pro Trucking, Inc., from using the cash collateral, and direct Pro Trucking to segregate and place all proceeds from the collection of the accounts receivable in a separate interest-bearing account. CCG asserts that the Collateral currently secures an aggregate unpaid amount of principal and accrued interest under the Notes in the amount of $2,499,603 as of the Petition Date. Pursuant to 11 U.S.C. Section 552(b), CCG maintains its security interest in the proceeds from the sale of its prepetition inventory and collection of its postpetition accounts receivable ("A/R"). Pro Trucking is apparently involved in the business of hauling timber. In order to carry out its business, Pro Trucking owns a significant amount of rolling stock. Pending the completion of discovery, it is unclear how Pro Trucking bills for its services and collects fees for its services. CCG asks the Court to direct Pro Trucking to identify and provide an accounting of: (i) cash on hand as of the Petition Date; (ii) A/R, including payments due (or received) from other parties, as of the Petition Date; (iii) all proceeds of A/R that Pro Trucking has collected since the Petition Date; and (iv) all A/R or cash receipts Pro Trucking has generated since the Petition Date. CCG believes that Pro Trucking continues to receive substantial revenues upon the provision of hauling services, which creates additional post-petition A/R. Pro Trucking then collects both the pre-petition and post-petition A/R and uses the cash proceeds from the collection of its A/R, or cash collateral, to operate its business. CCG asserts that without an Order of the Court, Pro Trucking may dissipate, diminish, or waste CCG's interest in Pro Trucking's Inventory, A/R and the Cash Collateral. Thus, to protect CCG's interest in Pro Trucking's cash collateral, CCG submits that it is entitled to adequate protection, which includes, but should not be limited to: (a) Declaring that CCG's liens in the Cash Collateral attach to all Inventory and A/R that Pro Trucking acquires or generates postpetition, as well as the proceeds therefrom, in the same priority, and to the same extent, that said liens attached to Pro Trucking's pre-petition Inventory, A/R and the proceeds thereof, such that CCG will have a replacement liens in all of Pro Trucking’s Inventory, A/R and the proceeds thereof post-petition; (b) Sequestration of the Cash Collateral, such that Pro Trucking only expends or disburses Cash Collateral in accordance with a budget, or budgets, that have been approved by CCG and filed with the Court; (c) Providing CCG with an administrative superpriority lien pursuant to 11 U.S.C. sectopm 507(b) to the extent of any diminution in CCG's interest in the Cash Collateral post-petition; (d) Deeming CCG's post-petition liens to be properly perfected, and in the same priority as its pre-petition liens, as of the entry of any order governing the use of Cash Collateral, such that it is not necessary for CCG to file financing statements or record any other documents to perfect its interests; and (e) Declaring that Pro Trucking must file any adversary proceeding or any other motion necessary to challenge the validity, perfection or extent of CCG’s pre-petition liens within sixty days from the later of: (i) the entry of the Order conditioning the use of Cash Collateral; or (ii) the appointment of any Official Committee of General Unsecured Creditors in this Case. Attorneys for Commercial Credit Group Inc.: Timothy J. Anzenberger, Esq. ADAMS AND REESE LLP 1018 Highland Colony Parkway, Suite 800 Ridgeland, MS 39157 Telephone: 601.353.3234 Facsimile: 601.355.9708 Email: tim.anzenberger@arlaw.com -- and -- John A. Thomson, Jr., Esq. ADAMS AND REESE LLP 3424 Peachtree Road, NE, Suite 1600 Atlanta, Georgia 30326 Telephone: 470.427.3706 Facsimile: 404.500.5975 Email: john.thomson@arlaw.com About Pro Trucking Pro Trucking, Inc. filed a Chapter 11 petition (Bankr. D. Miss. Case No. 18-12428), on June 22, 2018, estimating assets and liabilities of less than $50,000. The petition was signed by Russell Stites, president. The Debtor is represented by Karen B. Schneller, Esq., at Schneller & Lomenick, P.A. PROPULSION ACQUISITION: Moody's Cuts CFR to B3, Outlook Stable -------------------------------------------------------------- Moody's Investors Service downgraded its ratings for Propulsion Acquisition, LLC, including the company's Corporate Family Rating (to B3, from B2) and Probability of Default Rating (to B3-PD, from B2-PD), and the rating for the company's existing Senior Secured Term Loan (to B3 from B2). The ratings outlook is stable. The ratings downgrades acknowledge Belcan's continued increases in debt to fund acquisitions at a time when the company is experiencing both organic revenue and EBITDA declines. Debt has increased to $566 million (including $38 million of revolver borrowings) from $190 million since the initial rating in 2015, with proceeds and balance sheet cash used to support meaningful acquisition activity and to fund a $50 million distribution to shareholders in May 2017. The downgrades also incorporate Moody's expectation of organic EBITDA declines in 2018, which will be partially offset by the recent acquisition of Allegiant in June 2018. Moody's now expects Belcan to maintain adjusted debt-to-EBITDA (pro forma for recent acquisitions, and adjusted for one-time items and operating leases) in the high-5 times range over the next 12-18 months, as opposed to trending towards and then falling below the 5 times range under its prior projections. The stable ratings outlook reflects Moody's expectation that the anticipated decline in revenue and EBITDA on an organic basis in 2018 will be moderate, and that there is a reasonable likelihood that the declines will abate in 2019. Also acknowledged is Belcan's solid EBITA-to-Interest and adequate liquidity. The following ratings for Propulsion Acquisition, LLC have been downgraded by Moody's: Corporate Family Rating, to B3 from B2 Probability of Default Rating, to B3-PD from B2-PD Senior Secured Term Loan due 2021, to B3 (LGD 4) from B2 (LGD4) Outlook Actions: Outlook, changed to Stable from Negative RATINGS RATIONALE Belcan's B3 Corporate Family Rating reflects the company's high leverage and aggressive financial policies, including a history of debt financed acquisitions and dividends. It also reflects the cyclical nature of many of the end markets served by Belcan's customers, and a high degree of customer concentration. The rating also recognizes the highly competitive nature of the outsourced engineering, staffing, and government services industries, and Moody's expectation that the company will continue to complete debt funded acquisitions to bolster organic growth. However, the rating is supported by the company's long-standing customer relationships, its solid market position in the engineering services segment, and the modest diversification of revenue streams afforded by recent acquisitions that will future support earnings growth. Ratings could be upgraded if the company is able to grow revenue and EBITDA organically, with less reliance on acquisitions for growth. An upgrade would require Free Cash Flow-to-Debt in the mid-single digit range, and EBITA-to-Interest sustained above 1.75x, while at least an adequate liquidity profile is maintained. Ratings could be downgraded if recent acquisitions do not perform as expected, or if organic declines in the core business accelerate. Ratings could also be negatively impacted by the loss or reduction of key customer contracts. EBITA-to-Interest of less than 1.25 times, or a deteriorating liquidity profile (including an over reliance on the revolver or negative free cash flow), could result in a downgrade. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Headquartered in Cincinnati, Ohio, Propulsion Acquisition, LLC provides engineering services, technical staffing solutions and information technology services to customers in a wide variety of end-markets including propulsion, avionics, chemical, heavy equipment, automotive, government, and energy. Belcan is owned by AE Industrial Partners. The company generated proforma revenues of $945 million for the twelve months ended June 30, 2018. PUGLIA ENGINEERING: Taps Orse & Company as Financial Advisor ------------------------------------------------------------ Puglia Engineering Inc. received approval from the U.S. Bankruptcy Court for the Western District of Washington to hire Orse & Company, Inc., as its financial advisor. The firm will assist the Debtor with financial reporting, financial management and administration of accounts receivable and account payable for budget purposes, and the preparation of financial statements, budgeting, and profit and loss projections. The firm will charge an hourly fee of $275. Orse & Company is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Eric D. Orse, President Orse & Co., Inc. 200 West Mercer Street, Suite E407 Seattle, WA 98119 Email: orseco@orseco.com About Puglia Engineering Puglia Engineering Inc. -- http://pugliaengineering.com/-- is a ship builder and repairer based in Tacoma, Washington. It is a privately-held company founded in 1991. The company has locations in Tacoma, Washington; Fairhaven, Massachusetts; and Oakland, California. Puglia Engineering sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 18-41324) on April 14, 2018. In the petition signed by Neil Turney, president, the Debtor disclosed $14.26 million in assets and $21.13 million in liabilities. Judge Brian D. Lynch presides over the case. James L. Day, Esq., at Bush Kornfeld LLP, serves as the Debtor's bankruptcy counsel. The Office of the U.S. Trustee for Region 18 appointed an official committee of unsecured creditors on May 3, 2018. The Committee retained CKR Law LLP as its legal counsel; DBS Law, as local counsel; and McKool Smith, P.C., as special litigation counsel. R. HASSELL & CO.: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 cases of R. Hassell & Co Inc. and R. Hassell Builders Inc. About R. Hassell & Co Inc. and R. Hassell Builders Inc. R. Hassell & Co Inc. and R. Hassell Builders Inc. are general contractors in Houston, Texas. R. Hassell Builders offers real estate construction services. Each of the Debtors is a wholly owned subsidiary of R. Hassell Holding Company, Inc. R. Hassell & Co and R. Hassell Builders sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case Nos. 18-33608 and 18-33619) on July 2, 2018. Royce J. Hassell, president, signed the petitions. At the time of the filing, R. Hassell & Co. disclosed that it had estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. R. Hassell Builders estimated $1 million to $10 million in assets and less than $50,000 in liabilities. R44 LENDING: Gets Nod to Use Cash Collateral on Interim Basis ------------------------------------------------------------- The Hon. Neil W. Bason of the U.S. Bankruptcy Court for the Central District of California grants R44 Lending Group, LLC authority to use cash collateral on an interim basis. A final hearing on the Cash Collateral Motion will be held on Aug. 7, 2018, at 1:00 p.m. The Court also approves the budget attached to the Motion. The budget includes a line item for $500 per month for bookkeeping and $250 per month for "meter reading." Those expenses appear to be a very substantial portion of the gross income of only slightly more than $7,000 per month. As such, at the final hearing the Court warns Debtor's counsel to be prepared to address why those expenses are not lower, and what due diligence has been performed to explore alternatives (keeping in mind whether those issues will be mooted by any proposed disposition of the property). In addition to the postpetition security interests that are automatically provided pursuant to 11 U.S.C. 552 (e.g., in traceable proceeds and profits), and subject to any more comprehensive protection that may be included in the motion or related papers, the Debtor will provide at least the following protection to any creditor with a security interest in the subject property: A. The Debtor will maintain insurance in a dollar amount at least equal to the Debtor's good faith estimate of the value of such creditor's interest in the collateral, and such insurance shall name such creditor as an additional insured. The debtor is directed to remain current on payments for such insurance. B. The Debtor will remain current on payments on account of post-petition real estate taxes (to the extent that real estate is part of the collateral). C. The Debtor will provide, upon such creditor's reasonable request, periodic accountings of the foregoing insurance and tax obligations and payments, as well as postpetition proceeds, products, offspring, or profits from the collateral, including gross revenues and expenses and a calculation of net revenues, including any rents and any fees, charges, accounts, or other payments for the use or occupancy of rooms and other public facilities in lodging properties. The Debtor is also directed to provide appropriate documentation of those accountings, and access for purposes of inspection or appraisal. A full-text copy of the Order is available at http://bankrupt.com/misc/cacb18-15559-43.pdf About R44 Lending Group R44 Lending Group, LLC, owns in fee simple a real property located at 218 West Carson Street Carson CA 90746 valued by the company at $650,000. R44 Lending Group filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-15559) on May 15, 2018. In the petition signed by Leo Starflinger, managing member, the Debtor disclosed $663,000 in total assets and $3.02 million in total liabilities. The case is assigned to Judge Neil W. Bason. Jeffrey S. Shinbrot, APLC, is the Debtor's general insolvency counsel. REGIONALCARE HOSP: Moody's Puts B2 CFR Under Review --------------------------------------------------- Moody's Investors Service placed the ratings of RegionalCare Hospital Partners Holdings, Inc., including the B2 Corporate Family Rating, under review -- direction uncertain. This follows the announcement that RegionalCare, owned by Apollo Global Management, LLC, will be merged with LifePoint Health, Inc. The rating review will focus on the financial leverage and capital structure resulting from the merger transaction. The review will also focus on the merged companies' scale, diversity, opportunities for synergies and potential for operating disruption from the merger and integration. The transaction is expected to close over the next several months subject to customary closing conditions, regulatory and shareholder approvals. The following ratings were placed under review --direction uncertain: Corporate Family Rating at B2 Probability of Default Rating at B2-PD Senior secured ABL revolving credit facility at Ba2 (LGD1) Senior secured first lien notes at B1 (LGD3) Senior unsecured notes at Caa1 (LGD5) Outlook changed to under review from stable RATINGS RATIONALE Notwithstanding the rating review, RegionalCare's rating are constrained by its very high financial leverage. Moody's estimates that Regional's adjusted leverage is 7.0x following the April 2018 incremental $150 million term loan used to fund the completion of its new facility in Florence, Alabama. RegionalCare's rating will also be constrained by industry-wide operating headwinds including reimbursement pressure and wage inflation. The rating is supported by RegionalCare's strong competitive presence and limited competition in many of the company's markets. For its size, RegionalCare also has reasonably good diversity by state and facility. RegionalCare Hospital Partners Holdings, Inc. is an operator of general acute care hospitals in non-urban markets in United States. The company has revenue of approximately $1.9 billion. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. RELIGIOUS AND CELESTE: Court Affirms Dismissal of Armbrusters' Suit ------------------------------------------------------------------- Plaintiffs Robert and Nicole Armbruster, a married couple, and two companies controlled by Mr. Armbruster -- F.I.N.S. Construction, LLC; and Celeste Developer, LLC in the case captioned ROBERT ARMBRUSTER, NICOLE ARMBRUSTER, F.I.N.S. CONSTRUCTION, LLC, AND CAMBRIE CELESTE DEVELOPER, LLC, v. STEVEN ANDERSON, CAMBRIE CELESTE, LLC, CAMBRIE PARTNERS I, LLC, CAMBRIE CELESTE COMMERCIAL TENANT, LLC, AVALON RE: PARTNERS, LLC, No. 2018-CA-0055 (La. App.) appeal from the trial court's judgment granting the Defendants' peremptory exception of res judicata and dismissing the suit. The Louisiana Court of Appeal affirms the trial court's judgment. Although the Defendants assert multiple assignments of error, the dispositive issue is whether the trial court erred in granting the Defendants' peremptory exception of res judicata. "A bankruptcy judgment, just as any judgment under federal res judicata law, bars a subsequent suit if all of the following tests are satisfied: 1) both cases involve the same parties; 2) the prior judgment was rendered by a court of competent jurisdiction; 3) the prior decision was a final judgment on the merits; and 4) the same cause of action is at issue in both cases." Contrary to the Plaintiffs' contention, the Court finds all four federal res judicata requirements are satisfied here. The second and third requirements are easily met. The Bankruptcy Court's ruling in the Adversary Proceeding was affirmed by the federal district court; hence, the Bankruptcy Court's Judgment is a final judgment rendered by a court of competent jurisdiction. In summary, all the requirements for res judicata are met; none of the exceptions to the res judicata doctrine apply. The Court, thus, finds no error in the trial court's judgment granting the Defendants' peremptory exception of res judicata and dismissing the Plaintiffs' case. A full-text copy of the Court's Decision dated June 27, 2018 is available at https://bit.ly/2uDaKKZ from Leagle.com. Ryan E. Beasley, Sr., LAW OFFICE OF RYAN BEASLEY, SR., LLC, 400 Poydras Street, Suite 900, New Orleans, LA 70130, COUNSEL FOR PLAINTIFF/APPELLANT. Julie U. Quinn , Justin E. Alsterberg, QUINN ALSTERBERG, LLC, 855 Baronne Street, New Orleans, LA 70113, COUNSEL FOR DEFENDANT/APPELLEE. Based in New Orleans, Louisiana, Religious and Celeste, LLC filed for chapter 11 bankruptcy protection (Bankr. E.D. La. Case No. 10-11958) on June 2, 2010, with estimated assets of $500,001 to $1,000,000 and estimated debts of $1,000,001 to $10,000,000. The petition was signed by Robert L. Armbruster, Jr. managing member of ABNA, LLC. RIO MALL: Hires Shraiberg, Landau & Page as Bankruptcy Counsel -------------------------------------------------------------- Rio Mall, LLC, seeks authority from the U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, to employ Shraiberg, Landau & Page, P.A. as bankruptcy counsel. Professional services SLP will render are: a. advise th eDebtor generally regarding matters of bankruptcy law in connection with this Case; b. advise the Debtor of the requirements of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, applicable bankruptcy rules, including local rules, pertaining to the administration of the Case and U.S. Trustee Guidelines related to the daily operation of its business and administration of the estate; c. represent the Debtor in all proceedings before the Court; d. prepare and review motions, pleadings, orders, applications, adversary proceedings, and other legal documents arising in the Case; e. negotiate with creditors, prepare and seek confirmation of a plan of reorganization and related documents, adn assist the Debtor with implementation of any plan; and f. perform all other legal services for the Debtor. SLP's hourly rates are: Attorneys $250 to $525 Legal Assistants $175 Bradley Shraiberg $525 Eric Pendergraft $325 Bradley Shraiberg, Esq., a partner at SLP, attests that his firm does not hold an interest adverse to the Debtor and its estate. The counsel can be reached through: Eric S Pendergraft, Esq. Bradley S Shraiberg, Esq. Shraiberg, Landau & Page, P.A. 2385 N.W. Executive Center Drive, Suite 300 Boca Raton, FL 33431 Phone: 561-526-8459 Fax: 561-998-0047 E-mail: ependergraft@slp.law About Rio Mall Rio Mall, LLC, is a real asset company whose principal assets are located at 3801 Route 9 South Rio Grande, NJ 08242. Rio Mall, LLC, filed a voluntary petition for relief under chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-17840) on June 28, 2018. In the petition signed by Bruce Frank, manager, the Debtor estimated $1 million to $10 million in both assets and liabilities. The case is assigned to Judge Erik P. Kimball. Shraiberg, Landau & Page, P.A., led by Eric S. Pendergraft, Esq., and Bradley S. Shraiberg, Esq., serves as the Debtor's counsel. SBSH WINDDOWN: BDO Puerto Rico as Audit & Tax Services Provider --------------------------------------------------------------- SBSH Winddown, Inc., f/k/a SeaStar Holdings, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to hire BDO Puerto Rico, P.S.C. as audit and tax services provider. Professional services BDO Puerto Rico will render are: (a) assist the Debtors' in the preparation of their financial statements and related disclosures for the year ended December 31, 2016; (b) complete the audit of the financial statements of the Debtors, which comprise the balance sheet as of Dec. 31, 2016, and the related statements of operations and changes in stockholders' deficit, and cash flows for the year then ended, and the related notes to the financial statements; (c) prepare for SBPR Winddown, LLC PR Corporation lncome Tax Returns for the years ending December 31,2017 and 201 8 and the PR Annual LLC fee for the years 2016, 2017 and 2018; (d) prepare for SBVI Winddown, Inc. US Corporation lncome Tax returns for the years ending December 31, 2016,2017 and 2018 and PR Department of state annual corporate report for the yeat 2015; and (e) prepare for SBSH Winddown, Inc. US Corporation Income Tax returns for the years ending December 31, 2016, 2017 and 2018. Ryan Marin, shareholder of BDO Puerto Rico, P.S.C., attests that BDO is a "disinterested person" within the meaning of Section l0l(14) of the Bankruptcy Code and as required by Section 327(a), and holds no interest materially adverse to the Debtors, their creditors and shareholders for the matters for which BDO is to be employed. Fees BDO will charge for its services are: a) Financial Audit Fee: $53,115 flat fee. b) Tax Service Fees: $37,800 flat fee, which includes the preparation of returns for the entities listed in the Engagement Agreement. The firm can be reached through: Ryan Marin BDO Puerto Rico, P.S.C. 1302 Ponce De Leon Avenue, 1st Floor San Juan, PR 00907 Phone: 787-754-3999 Fax: 787-754-3105 About Seastar Holdings Based in Puerto Rico, SeaStar Holdings, Inc., doing business as Seaborn Airlines, serves local passengers within the Caribbean and connecting traffic to numerous locations within or outside the United States through code share or interline arrangements with multiple airline partners. The Company's fleet consists of seven 34-seat Saab 34088s and one 15-seat Twin Otter Seaplane. The majority of the Company's inter-island flights are via the Saab fleet. The Seaplane serves as the primary air transportation between St. Croix and St. Thomas in the U.S. Virgin Islands. SeaStar Holdings, Inc., along with affiliates Seaborne Virgin Islands, Inc., and Seaborne Puerto Rico, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-10039) on Jan. 8, 2018. SeaStar Holdings estimated assets of $1 million to $10 million and debt of $10 million to $50 million as of the bankruptcy filing. The Hon. Christopher S. Sontchi is the case judge. Adam G. Landis, Esq., Kerri K. Mumford, Esq., and Travis J. Ferguson, Esq., at Landis Rath & Cobb LLP, serve as the Debtors' bankruptcy counsel. Sonoran Capital Advisors LLC is the Debtors' restructuring advisor. Stinson Leonard Street LLP is the special regulatory counsel. Seabury Corporate Advisors LLC is the investment banker. Rust Consulting/Omni Bankruptcy is the claims and noticing agent. Andrew R. Vara, Acting U.S. Trustee for Region 3, on Jan. 23, 2018, appointed two creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases. The Committee retained Bayard, P.A., as counsel; and Gavin/Solmonese LLC, as financial advisor. SITEL WORLDWIDE: S&P Raises ICR to 'B', Outlook Stable ------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on Nashville, Tenn.-based SITEL Worldwide Corp. to 'B' from 'B-'. The outlook is stable. S&P said, "At the same time, we raised the issue-level rating on the company's $60 million first-lien revolver due in 2020 and $365 million first-lien term loan due in 2021 to 'B+' from 'B'. The recovery rating remains '2', indicating our expectation for substantial (70%-90%; rounded estimate: 85%) recovery in the event of a payment default. "In addition, we raised our issue-level rating on the company's $120 million second-lien term loan due in 2022 to 'B-' from 'CCC+'. The recovery rating remains '5', indicating our expectation for modest (10%-30%; rounded estimate: 20%) recovery in the event of a payment default." The upgrade reflects SITEL's increase in earnings and cash flows, which has yielded better-than-expected credit measures. Improved operational performance has enabled the company to reduce leverage and improve liquidity following its cost-cutting initiatives, which entailed restructuring the company's North American operations by off-shoring to the Philippines and the removal of an unprofitable contract. First quarter 2018 performance resulted in EBITDA margin expansion to 12.9% from 10.4% year over year and a reduction in debt-to-EBITDA leverage to 3.6x from 4.0x at fiscal year-end 2017 as the company benefited from a favorable mix of off-shore operations, rationalization in North America, and lower restructuring and exit charges in the quarter ended March 31, 2018. S&P believes that these metrics will modestly improve through 2019 as the company continues to grow EBITDA driven by a lower-cost operational platform and the wind-down of restructuring costs associated with its cost saving initiatives. S&P said, "The stable outlook reflects our expectation for SITEL to delever modestly to the low- to mid-3x area through 2019 driven by continued EBITDA growth and revolver repayment. We expect leverage will remain in the 3x-4x area, our parameters for the rating, over the near term as modest deleveraging is partially offset by the potential for earnings volatility. "We could lower the rating if the pricing environment were to deteriorate due to increased competition or the loss of clients lead to debt to EBITDA leverage above 4.0x on a sustained basis. "Given the inherent volatility in the business, we are unlikely to raise the rating over the next year. However, we could consider an upgrade if SITEL is able to lower leverage to below 3.0x, which most likely would be predicated on the company improving EBITDA margins and top-line growth to industry averages." SOJOURNER DOUGLAS: Trustee May Use Cash Collateral Until Sept. 21 ----------------------------------------------------------------- The Hon. Robert A. Gordon of the U.S. Bankruptcy Court for the District of Maryland, upon consideration of the Consent Motion of Charles R. Goldstein, the Chapter 11 trustee for Sojourner Douglas College, Inc., and 1880 Bank, has permitted the Trustee to use cash collateral from the period ending from the period ending June 29, 2018 through September 21, 2018. The Trustee is allowed to use cash collateral for the purposes of paying the necessary and/or appropriate set forth in the Budget. The approved 13-week Budget shows total cash disbursements of approximately $137,882 during the cash collateral period. After deducting from the Insurance Cash Collateral the commission due to The Goodman-Gable-Gould Company/Adjusters International ("GGG"), GGG is required to remit the balance of the Insurance Cash Collateral, as follows: $125,000 of the Insurance Cash Collateral will be remitted to the Trustee, and the remaining Insurance Cash Collateral will be remitted to 1880 Bank. 1880 Bank is granted a replacement lien upon and security interests in all of the properties and assets of the Debtor: (i) only to the extent 1880 Bank's Cash Collateral is used by the Trustee and such use results in a diminution of the value of its cash collateral; (ii) only to the extent such prepetition liens are valid and only to the extent of such liens; and (iii) with the same priority in the post-petition collateral and proceeds thereof that 1880 Bank held in Debtor's prepetition collateral as of the Petition Date. In the event that any timely objections to the Cash Collateral Motion are filed, the Court will conduct a hearing on the Cash Collateral Motion, the Consent Order, and any such objection on July 25, 2018 at 10:00 a.m. If no objections are timely filed, the Consent Order will become a final order. A full-text copy of the Consent Order is available at http://bankrupt.com/misc/mdb18-12191-80.pdf About Sojourner Douglas College Sojourner Douglas College, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 18-12191) on Feb. 21, 2018. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million. Judge Robert A. Gordon presides over the case. The Debtor tapped Kemet Hunt Law Group, Inc. as its legal counsel. On March 30, 2018, the court approved the appointment of Charles R. Goldstein as Chapter 11 trustee. The Trustee tapped McGuireWoods LLP as his legal counsel. SPECTRUM BRANDS: S&P Raises ICR to 'B+', Off CreditWatch -------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Spectrum Brands Holdings Inc. to 'B+' from 'B' and lowered its issue-level rating on the $890 million senior unsecured notes due in 2022 to 'B-' from 'B'. The recovery rating on the notes is revised to '6' from '3', indicating that creditors can expect negligible (0%-10%; rounded estimate: 0%) recovery in the event of a payment default. The ratings were removed from CreditWatch. S&P said, "At the same time, we affirmed all of our ratings on Spectrum Brands Inc., including our 'B+' issuer credit rating; our 'BB' issue-level rating on the senior secured debt with a '1' recovery rating, indicating our expectation for very high (90%-100%; rounded estimate: 95%) recovery in the event of a payment default; and our 'B+' issue-level rating on the senior unsecured debt with a '4' recovery rating, indicating our expectations for average (30%-50%; rounded estimate: 45%) recovery in the event of a payment default." The rating outlook on both Spectrum Brands Holdings and Spectrum Brands is stable. Pro forma reported gross debt outstanding as of April 1, 2018 is around $5.2 billion. S&P said, "Our overall view of the Spectrum Brands group is unchanged following the merger. Our upgrade of Spectrum Brands Holdings reflects its inclusion as parent in the Spectrum Brands group, the latter of which is rated under our Corporate Methodology criteria. Previously, we rated Spectrum Brands Holdings using our Investment Holding Companies criteria, outside of the Spectrum Brands group. Our downgrade of Spectrum Brands Holdings' senior unsecured notes reflects its inclusion in the group's debt capital structure as a deeply subordinated obligation of the holding company, lacking any guarantees from legacy Spectrum Brands credit parties." The stable outlook assumes Spectrum Brands will sell the battery business for $2 billion in the next few quarters and apply the majority of net proceeds to debt, resulting in about 4x adjusted leverage (including appliances EBITDA). Application of battery sale proceeds to debt should also significantly expand cushion under the bank leverage covenant (probably to above 40%, compared to around 15%-20% currently), and allow sufficient time to fix operational problems. Downside scenario S&P said, "We could lower the rating if we forecast adjusted leverage will remain above 5x, which could occur if Spectrum Brands cannot fix its operational problems, potentially leading to depressed fill rates, customer losses, and higher distribution and manufacturing costs. The company's operations could also face cost pressure from rising freight and commodity expenses, as well as escalating competition. We could also lower the rating if the company does not prudently manage the net proceeds from probable asset sales, or if a combination of factors, including an inability (albeit unlikely) to dispose of the battery assets, leads to forecasted covenant cushion below 10%." Upside scenario S&P said, "While highly unlikely over the next 12 months, we could raise the rating if Spectrum Brands fixes its operational problems, improves cash flow, and prudently manages asset sale proceeds such that we expect adjusted leverage will be sustained at or below 4.5x. For a higher rating, we would need to see clear operational strengthening and organic sales growth. Absent a more favorable view of the business, we would likely not raise the rating." SPINLABEL TECHNOLOGIES: Taps Marcum LLP as Tax Accountant --------------------------------------------------------- SpinLabel Technologies, Inc., has tapped Marcum LLP to provide tax-related services in connection with the Chapter 11 case it filed with the U.S. Bankruptcy Court for the Southern District of Florida. Specifically, the firm will assist the Debtor in tax compliance filings, including the preparation of income tax returns for the years ended September 30, 2016 and 2017 and the year ended December 31, 2017. Marcum will be paid a fixed fee of $18,000 for tax compliance filings and a retainer in the sum of $9,000. John Heller, director of Marcum, 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: John Heller Marcum LLP Suntrust International Center One SE Third Avenue, Suite 1100 Miami, FL 33131 Phone: 954.320.8154 Email: john.heller@marcumllp.com About SpinLabel Technologies SpinLabel Technologies, Inc. -- http://www.spinlabels.com/-- is a Florida-based company dedicated to building and licensing its unique labeling technology that builds brand value by engaging current and prospective customers in the shopping corridor and at home. SpinLabel's proprietary, patented label Technology enables a spinning label (an outer Label over an inner label) to almost double the valuable messaging space on a container. SpinLabel is aligned with top label manufacturers globally to facilitate easy integration into most types of existing consumer product packaging. Based in Miami, Florida, SpinLabel -- which does business as Spinformation, Inc., as Accudial Pharmaceutical, Inc., and as Accudial, Inc. -- filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 17-20123) on Aug. 9, 2017. In the petition signed by Alan Shugarman, its director, the Debtor estimated $1 million to $10 million in both assets and liabilities. Bradley S. Shraiberg, Esq., at Shraiberg Landaue & Page PA, serves as the Debtors' bankruptcy counsel. Genovese Joblove & Battista, P.A., as special counsel. No official committee of unsecured creditors has been appointed in the Debtor's case. STAR READY MIX: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Star Ready Mix, Inc. Bo. Navarro, Carr. 189 Km. 3, Hm. 8 Gurabo, PR 00778 Business Description: Star Ready Mix, Inc. is a fee simple owner of commercial properties located in Cidra and Gurabo, Puerto Rico having a total appraised value of $3.72 million. The Commercial Properties consist of buildings for office, storage, laboratory and operations. The company previously sought bankruptcy protection on May 23, 2011 (Bankr. D. P.R. Case No. 11-04254). Chapter 11 Petition Date: July 24, 2018 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Case No.: 18-04185 Debtor's Counsel: Charles Alfred Cuprill, Esq. CHARLES A. CUPRILL, PSC LAW OFFICES 356 Calle Fortaleza Second Floor San Juan, PR 00901 Tel: 787 977-0515 Email: cacuprill@cuprill.com ccuprill@cuprill.com Total Assets: $4,360,208 Total Liabilities: $6,915,084 The petition was signed by Victor M. Diaz Morales, president of the Board of Directors. 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/prb18-04185.pdf STRUSS FARMS: Seeks Authority for Further Cash Collateral Use ------------------------------------------------------------- Struss Farms LLC and Kevin W. Struss filed with the U.S. Bankruptcy Court for the District of Kansas an amended motion for authority to use cash collateral. The Debtors are in need of the use of funds from the stored grain and of the proceeds for the 2018 wheat crop to be harvested in June and July 2018 for payment of their operating expenses for their farming operation, specifically: (a) seed ($36,000), and fertilizer ($26,220) -- for a total $62,220. The Debtors also propose to use the proceeds from the 2018 wheat crop for operating capital to continue the business operations. Struss Farms LLC has projected 2018 expenses totaling approximately $1,302,950, while Kevin Struss' 2018 expenses totals $258,285. The Debtors have 8,220 bushels of stored grain at Frontier Ag Inc. valued at approximately $3.66 per bushel for a total of $30,085. Frontier also is in possession of two checks for 2018 lease rent: (1) Monty Mlinek, in the amount of $2,997.87, and (2) John Schreiner, in the amount of $1,453.91. These leases have been cancelled by the Estate of Monty Mlinek and Mr. Schreiner and these funds should be released to the Debtors and will be part of the cash collateral. The Debtors believe that Creditor Farm Credit Leasing is in possession of and holding in escrow, funds in the amount of $78,524.67 representing hail damage to buildings located on the property of Struss Farms LLC. Thus, the Debtor is also requesting for the release of these funds for use as cash collateral to repair the buildings. Prior to Petition Date, the Debtors executed security agreements in favor of The Bank of Hays, securing the repayment of certain promissory notes to said bank, and granting said the Bank a lien and security interest in all of Debtor's crops. The Debtors propose to grant bank a substitute security interest and repay the funds utilized, as follows: (a) A first security interest in Debtors' 2019 wheat crop; (b) The Debtors propose to repay said funds at an interest rate of 5% per annum, unless otherwise provided for in a confirmed plan of reorganization herein. A full-text copy of the Debtors' Amended Motion is available at http://bankrupt.com/misc/ksb18-10770-48.pdf About Struss Farms Struss Farms LLC, a corn producer in Wakeeney, Kansas, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 18-10770) on April 26, 2018. In the petition signed by Kevin W. Struss, member/manager, the Debtor disclosed $9.57 million in total assets and $8.78 million total debt. The Debtor is represented by Dan W. Forker, Jr., Esq. at Forker Suter LLC. The Hon. Dale L. Somers presides over the case. SUGAR HILLS: Seeks Approval to Use Cash Collateral -------------------------------------------------- Sugar Hills, Inc., asks the U.S. Bankruptcy Court for the Northern District of Illinois to authorize its use of cash and non-cash in accordance with the budget. The Debtor is seeking authority to utilize cash pursuant to the proposed budget for the period June 27, 2018, through July 4, 2018. The Debtor mentions that has pending immediate sales opportunities and must pay certain expenses so as to capture those sales. The Debtor and Byline Bank have discussed a deferral of payments to Byline Bank on a temporary basis. Thus, the proposed budget does not provide for debt service payments to Byline Bank for the respective periods of time. The Debtor's records reflect that is indebted to Byline Bank, as successor to Ridgestone Bank for no less than $440,000. Byline Bank and the Debtor will continue their dialogue and confirm their respective records on sums owed. The Debtor believes that the value of its assets is less than the indebtedness owed to Byline Bank. At least on a preliminary basis, the Debtor believes that some level of the indebtedness owed to Byline Bank and on federal tax liens is not secured by value of the Debtor's assets. The Debtor proposes to grant Byline Bank a replacement lien in the Debtor's assets that it acquires after having filed its petition and to the extent of any diminution in the value of Byline Bank's interests in the cash and non-cash collateral of the Debtor, with two caveats: pending further order of the Court or agreement of the parties, that lien would be (i) enforceable to the same extent that Byline Bank's lien is enforceable and senior based upon applicable law and the documents and UCC filings that were extant as of the time that the Debtor filed its petition and (ii) subject to any priority granted to the United States of America under applicable law. A full-text copy of the Emergency Motion is available at http://bankrupt.com/misc/ilnb18-81345-10.pdf About Sugar Hills Sugar Hills, Inc., operates a bakery and sells to both retail and commercial customers. Sugar Hills filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 18-81345), on June 25, 2018. In the petition signed by Anna Majewski, president, the Debtor estimated $100,000 to $500,000 in assets and $500,000 to $1 million in liabilities. The Debtor is represented by Bradley Block, Esq., at the Law Offices of Bradley Block. No request for appointment of a trustee or examiner has been made, and no official committees have been appointed or designated. SUNPRO SOLAR: On Deck Cash Collateral Stipulation Okayed -------------------------------------------------------- The Hon. Mark S. Wallace of the U.S. Bankruptcy Court for the Central District of California, at the behest of Sunpro Solar, Inc., has approved Sunpro's Stipulation with On Deck Capital Inc., and authorized Sunpro to use cash collateral retroactive to the petition date of April 17, 2018 as set forth in the Motion. The Motion of Sunpro seeks authorization to use cash collateral and adequate protection regarding (1) JP Morgan Chase Bank, N.A., (2) On Deck Capital, Inc., and (3) other secured creditors holding relatively small auto financing loans on Sunpro's vehicles. A copy of the Order is available at http://bankrupt.com/misc/cacb18-13196-74.pdf About Sunpro Solar Sunpro Solar -- http://www.sunpro-solar.com/-- offers the newest in solar module technology to residential and commercial clients. Headquartered in Wildomar, California, the Company designs and installs solar power system. Sunpro Solar Inc., d/b/a SunPro Solar, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-13196) on April 17, 2018. In the petition signed by Adam Joshua Evans, president, the Debtor disclosed $1.04 million in total assets and $937,475 in total debt. The case is assigned to Judge Mark S. Wallace. The Debtor is represented by Robert B. Rosenstein, Esq., at Rosenstein & Associates. TEMPLE 2358: Hires Antoinette Clarke Forbes as Attorney ------------------------------------------------------- Temple - 2358 North 12th Street, LLC, seeks authority from the U.S. Bankruptcy Court for the District of New Jersey (Trenton) to hire Antoinette Clarke Forbes as attorney. Legal services to be rendered by Ms. Forbes are: a. analyse of the Debtor's financial situation and render advice to the debtor in determining whether to file a petition in bankruptcy; b. prepare and file any petition, schedules, statements of affairs and plan which may be required; c. represent the Debtor at the meeting of creditors and confirm hearing and any adjourned hearings; d. represent the Debtor in adversary proceedings and other contested bankruptcy matters. Ms. Forbes will charge $3,500.00 for her service. Ms. Forbes attests the she does not represent or hold any interest adverse to the debtor or the estate and is a disinterested person under 11 U.S.C. Sec. 101(14). The counsel can be reached through: Antoinette Clarke Forbes, Esq. Law Office of Antoinette Clarke Forbes 3 Van Zandt Rd Skillman, NJ, 08558-2100 Phone: (609) 644-2578 Temple - 2358 North 12th Street Bases in Skillman, New Jersey, Temple - 2358 North 12th Street, LLC, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 18-21977) on June 13, 2018, estimating under $1 million in assets and liabilities. Antoinette Clarke Forbes, Esq., at Law Office of Antoinette Clarke Forbes, is the Debtor's counsel. TK RESTAURANT: Appointment of Ch. 11 Trustee Warranted, Ct. Rules ----------------------------------------------------------------- Bankruptcy Judge S. Martin Teel, Jr., issued a memorandum decision and order directing the appointment of a chapter 11 trustee and addressing matters related to conversion or dismissal of TK Restaurant Management, Inc.'s chapter 11 case. The hearing of June 14, 2018, addressed the District of Columbia's Motion to Dismiss or Convert Debtor's Chapter 11 Proceeding; the United States Trustee's Motion to Convert Case to Chapter 7; and the debtor's Motion for Reconsideration of Memorandum Decision and Order re District of Columbia's Motion for Summary Judgment. The court determined that the latter motion had to be denied: there was no error in granting the District of Columbia's motion for summary judgment. However, in granting that motion, the court ruled that conversion or dismissal was required on the basis that the debtor had not urged that the court should appoint a trustee. At the hearing, the United States Trustee requested the appointment of a Chapter 11 trustee, and the prior ruling on the District of Columbia's motion for summary judgment did not preclude consideration of that request. The Bankruptcy Code, under 11 U.S.C. section 1112(b)(1), contemplates that the case ought not be dismissed or converted when the court determines that appointment of a trustee is in the best interests of creditors and the estate. The court determined that appointment of a Chapter 11 trustee was warranted. Although the Court will not dismiss or convert the case at this juncture, the Court will not dismiss the pending motions regarding conversion or dismissal of the case. Instead, the Court will defer acting on those motions until the Chapter 11 trustee is in a position to be heard on those matters (conversion or dismissal or pursuit of a Chapter 11 plan) that a trustee is required to address under 11 U.S.C. section 1106(a)(5). In light of the foregoing, the Court orders that the United States Trustee must appoint a trustee. Further, the Court orders that the hearing on the District of Columbia's Motion to Dismiss or Convert Debtor's Chapter 11 Proceeding and the United States Trustee's Motion to Convert Case to Chapter 7 is continued to August 22, 2018, at 10:30 a.m., but for cause shown by motion may be re-set for an earlier or later date. The bankruptcy case is in re: TK RESTAURANT MANAGEMENT, INC., Chapter 11, Debtor, Case No. 17-00269 (Bankr. D.D.C.). A full-text copy of the Court's Memorandum Decision and Order dated June 27, 2018 is available at https://bit.ly/2JI46I9 from Leagle.com. TK Restaurant Management, Inc., Debtor In Possession, represented by Richard L. Gilman, Gilman & Edwards, LLC. U. S. Trustee for Region Four, U.S. Trustee, represented by Joseph A. Guzinski, U. S. Trustee's Office. About TK Restaurant Management TK Restaurant Management, Inc., is a corporation duly organized under the laws of the District of Columbia. The Debtor owns and operates the restaurant known as "Catch 15," which has been located in the historic Peyser Building near the White House since 2013, providing seafood dishes as well as fine Italian cuisine. The Restaurant is operated by Karen Kowkabi and her husband, Gholam ("Tony") Kowkabi, an experienced restauranteur for more than thirty years. TK Restaurant Management filed a Chapter 11 petition (Bankr. District of Columbia Case No. 17-00269) on June 11, 2018, and is represented by Richard L. Gilman, Esq., in Landover, Maryland. This is TK Restaurant Management's second Chapter 11 filing. On or about September 23, 2014, to preserve its business and stay collection efforts by the District of Columbia, TK Restaurant Management filed a Chapter 11 bankruptcy case In re TK Management, Inc., Case No. 14-0562 (USBC DC). With improved business and reorganization efforts, TK Restaurant Management was able to confirm its Chapter 11 plan on July 22, 2015. TOYS R US: Taps Benesch Friedlander as Special Real Estate Counsel ------------------------------------------------------------------ Toys R Us Property Company I, LLC, received approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to hire Benesch, Friedlander, Coplan & Aronoff LLP as special counsel. The firm will advise the company and its affiliates (Propco I Debtors) regarding the operation, leasing, management and disposition of their 318 fee and leasehold interests; assist in preparing a business and sales plan and operating budget for each property; and provide other legal services as special counsel. The firm will charge these hourly rates: Jeffrey Wild Partner $545 Robert Ondak Partner $530 Kevin Margolis Partner $660 Jared Oakes Partner $500 Michael Barrie Partner $595 Barry Guttman Associate $335 Kelly Noll Associate $325 Kate Vlasek Associate $350 Sam Mintzer Associate $245 Kevin Capuzzi Associate $370 LouAnne Molinaro Paralegal $285 Michael Barrie, Esq., a partner at Benesch, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Barrie disclosed that his firm has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements, and that no Benesch professional has varied his rate based on the geographic location of the Propco I Debtors' cases. Mr. Barrie also disclosed that his firm has not represented the Propco I Debtors prior to the petition date, and that it has not yet submitted a prospective budget and staffing plan. Benesch can be reached through: Michael J. Barrie, Esq. Benesch, Friedlander, Coplan & Aronoff LLP 222 Delaware Avenue, Suite 801 Wilmington, DE 19801 Phone: 302.442.7010 / 302.442.7068 Fax: 302.442.7012 Email: mbarrie@beneschlaw.com About Toys R Us Inc. Toys "R" Us, Inc., was an American toy and juvenile-products retailer founded in 1948 and headquartered in Wayne, New Jersey, in the New York City metropolitan area. Merchandise was sold in 880 Toys "R" Us and Babies "R" Us stores in the United States, Puerto Rico and Guam, and in more than 780 international stores and more than 245 licensed stores in 37 countries and jurisdictions. Merchandise was also sold at e-commerce sites including Toysrus.com and Babiesrus.com. On July 21, 2005, a consortium of Bain Capital Partners LLC, Kohlberg Kravis Roberts, and Vornado Realty Trust invested $1.3 billion to complete a $6.6 billion leveraged buyout of the company. Toys "R" Us is a privately owned entity but still files with the U.S. Securities and Exchange Commission as required by its debt agreements. The Company's consolidated balance sheet showed $6.572 billion in assets, $7.891 billion in liabilities, and a stockholders' deficit of $1.319 billion as of April 29, 2017. Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its Canadian subsidiary voluntarily filed for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No. 17-34665) on Sept. 19, 2017. In addition, the Company's Canadian subsidiary voluntarily commenced parallel proceedings under the Companies' Creditors Arrangement Act ("CCAA") in Canada in the Ontario Superior Court of Justice. The Company's operations outside of the U.S. and Canada, including its 255 licensed stores and joint venture partnership in Asia, which are separate entities, were not part of the Chapter 11 filing and CCAA proceedings. Grant Thornton is the monitor appointed in the CCAA case. Judge Keith L. Phillips presides over the Chapter 11 cases. In the Chapter 11 cases, Kirkland & Ellis LLP and Kirkland & Ellis International LLP serve as the Debtors' legal counsel. Kutak Rock LLP serves as co-counsel. Toys "R" Us employed Alvarez & Marsal North America, LLC as its restructuring advisor; and Lazard Freres & Co. LLC as its investment banker. It hired Prime Clerk LLC as claims and noticing agent. Consensus Advisory Services LLC and Consensus Securities LLC, serve as sale process investment banker. A&G Realty Partners, LLC, serves as its real estate advisor. On Sept. 26, 2017, the U.S. Trustee for Region 4 appointed an official committee of unsecured creditors. The Committee retained Kramer Levin Naftalis & Frankel LLP as its legal counsel; Wolcott Rivers, P.C., as local counsel; FTI Consulting, Inc. as financial advisor; and Moelis & Company LLC as investment banker. Toys "R" Us UK Toys "R" Us Limited, Toys "R" Us, Inc.'s UK arm with 105 stores and 3,000 employees, was sent into administration in the United Kingdom in February 2018. Arron Kendall and Simon Thomas of Moorfields Advisory Limited, 88 Wood Street, London, EC2V 7QF were appointed Joint Administrators on Feb. 28, 2018. The Administrators now manage the affairs, business and property of the Company. The Administrators act as agents only and without personal liability. The Administrators said they will make every effort to secure a buyer for all or part of the business. Liquidation of U.S. Stores Toys "R" Us, Inc., on March 15, 2018, filed with the U.S. Bankruptcy Court a motion seeking Bankruptcy Court approval to start the process of conducting an orderly wind-down of its U.S. business and liquidation of inventory in all 735 of the Company's U.S. stores, including stores in Puerto Rico. Propco I Debtors Toys "R" Us Property Company I, LLC and its subsidiaries own fee and leasehold interests in more than 300 properties in the United States. The Debtors lease the properties on a triple-net basis under a master lease to Toys-Delaware, the operating entity for all of TRU's North American businesses, which operates the majority of the properties as Toys "R" Us stores, Babies "R" Us stores or side-by-side stores, or subleases them to alternative retailers. Toys "R" Us Property was founded in 2005 and is headquartered in Wayne, New Jersey. Toys 'R' Us Property operates as a subsidiary of Toys "R" Us Inc. Company LLC, MAP Real Estate LLC, TRU 2005 RE I LLC, TRU 2005 RE II Trust, and Wayne Real Estate Company LLC (collectively, "Propco I Debtors") sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. 18-31429) on March 20, 2018. The Propco I Debtors sought and obtained procedural consolidation and joint administration of their Chapter 11 cases, separate from the Toys "R" Us Debtors' Chapter 11 cases. The Propco I Debtors estimated assets of $500 million to $1 billion and liabilities of $500 million to $1 billion. Judge Keith L. Phillips presides over the Propco I Debtors' cases. The Propco I Debtors hired Klehr Harrison Harvey Branzburg, LLP; and Crowley, Liberatore, Ryan & Brogan, P.C., as co-counsel. The Debtors also tapped Kutak Rock LLP. They hired Goldin Associates, LLC, as financial advisors. TURN-KEY SPECIALISTS: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Turn-Key Specialists Inc. 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. The Debtor hired Larry Vick, Esq., as its legal counsel. TWEDDLE GROUP: Moody's Withdraws Caa1 CFR for Business Reasons -------------------------------------------------------------- Moody's Investors Service withdrew its ratings for Tweddle Group, Inc., including the company's Caa1 Corporate Family Rating and Caa1-PD Probability of Default Rating. The following ratings and rating outlook for Tweddle Group, Inc. were withdrawn: Corporate Family Rating, Caa1 Probability of Default Rating, Caa1-PD $225 million senior secured first lien term loan due 2022, Caa1 (LGD4) Outlook, Negative RATINGS RATIONALE Moody's has decided to withdraw the ratings for its own business reasons. Tweddle Group, Inc., based in Clinton Township, Michigan, develops and authors user and service manuals, as well as other technical and data driven content, for automotive OEMs, primarily in North America. The company generated approximately $175 million of revenue for the twelve months ended March 31, 2018. UNIT CORPORATION: Fitch Affirms 'B+' LT IDR, Outlook Stable ----------------------------------------------------------- Fitch Ratings has affirmed Unit Corporation's (Unit; NYSE: UNT) Long-term Issuer Default Rating (IDR) at 'B+'. The Rating Outlook is Stable. The rating reflects the company's regained operational momentum in the exploration and production (E&P) and drilling rig business segments, both of which are expected to grow in 2018. Current and forecasted credit metrics are strong for the rating category while free cash flow is expected to be neutral in 2019 and beyond after an accelerated E&P drilling program is likely to cause negative free cash flow in 2018. Concerns for the credit include the E&P business' scale and relatively small well inventory in the areas Unit is looking to exploit, low number of top tier rigs when compared to peers, and the unique structure where E&P and drilling rig projects compete for capital. KEY RATING DRIVERS Regaining Operational Momentum: Fitch is expecting Unit's E&P business segment to increase production by approximately 8% this year. The year-over-year production increase is the first time since 2015, after which Unit cut spending and drilling plans to preserve liquidity during the commodity price downturn. 2017 was a transitional year for Unit's E&P business, reversing quarter over quarter production declines in the second quarter and returning to growth. Unit also acquired approximately 8,300 acres in the higher margin Hoxbar area in 2017, which has shown to have strong returns at current commodity prices. Fitch expects mid-to-low single digit total production growth throughout the forecast at the current price deck. Similar tailwinds are being exhibited in Unit's drilling segment. Unit recently contracted its 11th and 12th BOSS rigs, with the 11th rig expected to commence work in the Permian basin by July. First quarter 2018 average number of drilling rigs in use increased 24% from 2017, with dayrates increasing 8% over the same period. Unit's older SCR rigs have seen an improvement from the 2016 low of seven rigs operated to 23 rigs operating as of June 2018. Fitch believes heightened obsolesce risk remains with a portion of the company's SCR rigs that are not working. However, the rig replacement cycle and supportive commodity pricing is expected to allow for Unit to incrementally expand their newer BOSS rig fleet, with Fitch modelling two rigs being built and put to work per year throughout the forecast. 50% Divestiture of Midstream: Unit recently divested 50% of their midstream business, Superior Pipeline Company, for $300 million, using the proceeds to repay $148 million of outstanding revolver debt, with the remaining cash earmarked for accelerating development in the E&P business and other rig projects. Fitch views the divesture as neutral to positive for the rating as Unit has some EBITDA loss associated with the divestiture but used the incoming cash to reduce outstanding revolver borrowings and accelerate high return projects in the E&P business. Modest EBITDA Diversification: Unit Corporation has historically benefited from a modestly diversified business mix with approximately 35% of EBITDA coming from non-exploration and production segments. The diversification is expected to continue, albeit at a slightly lower level given 50% divestiture of the midstream segment. The diversification and increased revenue and EBITDA associated with the diversification supports the current rating. Leverage, FCF Support Rating: Unit maintained a conservative balance sheet throughout the commodity downturn and was FCF positive in 2016 and 2017 when the company made the decision to slow drilling activity. Fitch expects the continuation of a conservative balance sheet, with robust forecasted credit metrics for the rating category. Debt/EBITDA in 2018 is forecasted to be 2.1x, while EBITDA/Interest is forecasted to be greater than 6.5x and debt/flowing barrel below $14,500, with all metrics expected to continue to improve beyond 2018. Free cash flow is expected to be adequate for the rating category, with an outflow of cash in 2018 that will be covered by the remaining proceeds from the midstream sale followed by neutral cash flows in the out years. Refinancing Risk Mitigation: The reduction in revolver borrowings and increased liquidity that resulted from the 50% sale of Superior should mitigate upcoming refinancing risks. The 2021 notes are callable at 101.104% now and become callable at par in May 2019, which is prior to the revolver's 2020 maturity. Fitch believes the re-establishment of operational momentum, solid leverage metrics, and improved liquidity position help moderate refinance risks, Further, Fitch believes the company could pursue an extension the notes maturity to facilitate revolver renegotiations. Limited Other Liabilities: Asset retirement obligations (AROs) were $63.8 million as of March 31, 2018, lower than the $70 million reported at March 31, 2017. This is mainly due to revisions of cost estimates associated with plugging wells based on actual costs over the preceding year and the loss of AROs due to asset sales. The company does not have any other material additional liabilities. DERIVATION SUMMARY Unit's unique business profile means it has no direct peers. Operating area peer Jones Energy, Inc. is rated 'CCC-' given the loss of operational momentum and liquidity concerns, and has production that is roughly half the size of Unit's. Extraction Oil & Gas, Inc. (B+/Stable) is a more oil focused company with higher margins, greater production, with sights on averaging 90mboe/d in 2018, expects cash flow neutrality in 2019, and has a large core asset with a deep inventory of wells. Debt/EBITDA is within the rating category at 3.0x at March 31, 2018. Unit's E&P business has a shallower inventory of top tier wells and will likely have to be acquisitive to become a more liquids focused company. Unit's drilling segment also has less top tier rigs than pure drilling companies Nabors Industries Corporation (BB/Negative) and Precision Drilling Corporation (B+/Stable). Compared to Unit, Precision has nearly twice as many drilling rigs in the U.S. running despite having approximately the same fleet size in the U.S. Unit's credit metrics are stronger than Precision's, but Precision is planning on paying down debt through cash flow, and leverage is expected to be within rating category limits. Unit's diversification, combined with strong credit metrics and a neutral free cash flow profile supports the 'B+' rating. KEY ASSUMPTIONS Fitch's Key Assumptions Within Its Rating Case for the Issuer -- Fitch's oil base case price deck assumptions of $65/barrel in 2018, $60/barrel in 2019, and $55/barrel thereafter; -- Fitch's gas base case price deck assumptions of $2.75/mcf in 2018 and $3.0/mcf thereafter; -- Year over year increase in production of 8% in 2019, with mid-to-low single digit production growth thereafter with current production mix; -- Two additional BOSS rigs built and contracted annually throughout the forecast; -- Average daily rig margin near $6,000 in 2018, trending to just under $6,500 in 2019 on the addition of additional BOSS rigs -- Capital expenditures average of around $350 million per year throughout the forecast. Recovery Assumptions: Fitch's recovery analysis, assuming a hypothetical bankruptcy scenario, used both an asset value based approach on observed transactions or reserve estimates and a going-concern (GC) approach, with the following assumptions: Fitch valued the 50% ownership of Superior to be $150 million, which is half of the recent sale Unit made. The value is from an EBITDA of $20 million ($25 million in base case) and a multiple of 7.5x, lower than the over 11x multiple used in the sale. These assumptions consider Superior's small, multi-basin midstream footpritnt and outsized commodity price exposure relative to some peers, as well as the relatively more limited pool of likely acquirers. Fitch also valued 11 BOSS rigs at $10 million per rig, roughly half the cost of a newbuild BOSS rig. The other rigs received nominal value in the recovery. The oil and gas assets are estimated to be valued at $720 million, slightly lower than the $807 million PV-10 at 2017 year end. Transactions data points in Unit operated areas are thin, with the PV-10 being seen as the best approach for the value. Total value, including accounts receivables and inventory with appropriate advanced rates and taking into account the hedges on the balance sheet resulted in a total value of $1,046.8 million. For the going concern approach, Fitch used the 2021 EBITDA from the stress case, which is viewed as an exit year in case of bankruptcy, and a 4.0x multiple, which is consistent for oil and gas companies and reflects Unit's low growth potential and gas oriented production. Total value in the going concern approach is $1.048 million. After adjusting for administrative claims, total value available to creditors is $943.2 million. The $425 million secured credit facility is expected to fully recover. The notes are expected to recover at 80% for an RR2 recovery, but because the notes are subordinated, Fitch capped the recovery to an 'RR3' level. RATING SENSITIVITIES Developments that May, Individually or Collectively, Lead to Positive Rating Action -- Increased size, scale, and diversification of Unit's E&P operations with production over 75 mboepd with significant economic drilling locations and some combination of the following metrics; -- Mid-cycle debt/EBITDA below 3.0x on a sustained basis; -- Mid-cycle debt/flowing barrel below $18,000 on a sustained basis. Future positive rating actions are unlikely without additional accretive business diversification and a material increase to the company's reserve base and production profile. Developments that May, Individually or Collectively, Lead to Negative Rating Action -- Mid-cycle debt/EBITDA above 4.5-5.0x on a sustained basis; -- Mid-cycle debt/flowing barrel approaching $22,500 on a sustained basis; -- A persistently weak oil & gas pricing environment without a corresponding reduction to capex; -- Prolonged period of weak rig dayrates and/or depressed activity levels that suggest an unfavourable oil & gas services outlook and asset quality and mix; -- Acquisitions and/or shareholder-friendly actions inconsistent with the expected cash flow and leverage profile; -- Reduction in business diversification without offsetting increase in size and scale in other business segments. LIQUIDITY Sufficient Liquidity throughout Forecast: Unit Corp had $150 million in cash on hand and $423 million in unused revolver availability ($425 million commitment amount less outstanding letters of credit) at March 31, 2018, pro forma for the sale of 50% of the midstream business. As a result of the midstream sale, Unit Corp had commitments on the revolver reduced from $475 million to $425 million, along with the borrowing base being reduced from $525 million to $425 million. Fitch forecasts a neutral cash flow profile in 2019 and onward, with 2018's forecasted cash outflows covered by cash on hand. Unit previously had an at the market offering program that allowed for the issuance of up to $100 million in aggregate proceeds from common stock offerings. Unit terminated this program on May 2, 2018. The program generated proceeds of approximately $18.6 million through the issuance of shares during the first half of 2017. Maturities Manageable: Unit's $425 million revolving credit facility is scheduled to mature on April 10, 2020, and their 6.25% subordinated notes are due May 15, 2021. Fitch believes the maturity and refinancing risks are manageable given the company's current leverage, free cash flow profile, and business trend. FULL LIST OF RATING ACTIONS Fitch has affirmed the following ratings: Unit Corporation -- Long-Term IDR at 'B+'; -- Senior secured credit facility at 'BB+'/'RR1'; -- Senior subordinated notes at 'BB-'/'RR3'; The Rating Outlook is Stable. VERIFONE SYSTEMS: Moody's Assigns B2 CFR, Outlook Stable -------------------------------------------------------- Moody's Investors Service assigned to Verifone Systems, Inc. a B2 Corporate Family Rating, B2-PD Probability of Default Rating, and B1 and Caa1 ratings to the company's proposed first lien and second lien credit facilities, respectively. The ratings have a stable outlook. The proceeds from the new credit facilities will be used to consummate the acquisition of Verifone by a consortium led by Francisco Partners for approximately $3.4 billion, including net debt. Moody's expects to withdraw Verifone, Inc's existing ratings upon the close of the acquisition. RATINGS RATIONALE The B2 CFR reflects Verifone's high expected leverage and elevated execution risk over the next 12 to 18 months. Execution risk will be elevated as Verifone will implement significant cost and operating expense savings over the approximately 18 months after the close of the acquisition. The targeted efficiencies are substantial relative to Verifone's existing expense base and will affect all core functions of the company. The B2 rating incorporates Moody's expectation that Verifone's leverage will decline from about 7x at the close of the acquisition to below 5x over the following 18 months and strengthen significantly in 2020 when the cost reductions will be fully reflected in the earnings. While the planned savings are substantial, a large portion of the savings will come from headcount reductions and are achievable. The B2 rating is supported by Verifone's good business profile reflecting its large installed base and relationships with merchant acquirers and customers. Verifone has leading market positions in the Point of Sale terminals market in several major economies and good geographic revenue diversity. The company is in the midst of a multi-year transformation from a POS-centric business to higher margin Services, which needs to be proven. Moody's believes that Verifone's new products launched over the last 12 months position the company well to defend its market shares in the POS market and execute its services growth strategy though sales from new products will comprise a small proportion of overall systems sales in the near term. Verifone has high business risks as a result of its limited product diversity and the characteristic volatility in its POS revenues, which account for the majority of its profits and additionally drive its services revenues. In addition, the company faces intense competition and the payment hardware and services market is evolving amid rapid technology changes. Verifone has good liquidity mainly comprising cash balances and an undrawn $250 million revolving credit facility. Verifone free cash flow over the next 12 to 18 months will be highly dependent on the timely realization of cost savings and maintaining stable-to-modestly positive revenue growth. The stable outlook reflects Moody's expectations that Verifone will realize a significant majority of planned cost savings by the end of 2019 and maintain flat-to-low single digit revenue growth over the next 12 to 18 months. Moody's expects leverage to decline to about 5x over this period. Moody's could downgrade Verifone's ratings if revenue declines, execution challenges or increase in debt lead Moody's to believe that leverage is expected to remain above 5x or free cash flow is not expected to exceed the mid-single digit percentages of adjusted debt. Although not expected in the intermediate term, the ratings could be upgraded if Verifone successfully executes on its cost reduction goals, sustains good revenue growth and establishes a track record of balanced financial policies. The ratings could be upgraded if Moody's expects Verifone to maintain leverage below 4x and free cash flow in the high single digits of adjusted debt. Assignments: Issuer: Verifone Systems, Inc. Corporate Family Rating, Assigned B2 Probability of Default Rating, Assigned B2-PD Senior Secured 1st Lien Term Loan, Assigned B1 (LGD3) Senior Secured 1st Lien Revolver, Assigned B1 (LGD3) Senior Secured 2nd Lien Term Loan, Assigned Caa1 (LGD6) Outlook Actions: Issuer: Verifone Systems, Inc. Outlook, Assigned Stable Verifone Systems, Inc is a leading provider of Point-of-Sale electronic payment terminals and also offers security, encryption, product maintenance and other payments services. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. VERITAS BERMUDA: S&P Lowers ICR to 'B-', Outlook Stable ------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Mountain View, Calif.-based information management software provider Veritas Bermuda Ltd. to 'B-' from 'B'. The outlook is stable. S&P said, "At the same time, we lowered our issue-level ratings on the firm's senior secured first-lien debt and unsecured debt to 'B' and 'CCC', respectively. The recovery ratings on the secured and unsecured debt are unchanged at '2' and '6', respectively. The '2' recovery rating indicates our expectation for substantial (70%-90%; rounded estimate: 70%) recovery in the event of a payment default. The '6' recovery rating indicates our expectation for negligible (0%-10%; rounded estimate: 5%) recovery in the event of a payment default." The downgrade reflects Veritas' increased leverage, which reached 9.4x as of March 30, 2018, due to greater than expected spending on severance, facilities relocations, and other expense reduction actions amidst a weak demand environment. S&P said, "Although we expect costs--particularly those related to facility relocations--to decline over coming quarters, we think the demand environment for Veritas' core products will remain challenging and the need for ongoing restructuring spending will sustain leverage over 8x for at least the next 18 months. We continue to view high switching costs for core backup and recovery products, longstanding customer relationships in core enterprise markets, and significant liquidity as strengths and drivers of our stable outlook on the firm." S&P said, "The outlook is stable, reflecting our view that high switching costs for core backup and recovery products and progress reducing headcount will enable the firm to generate positive free cash flow in spite of a significant interest burden. We expect Veritas to reduce leverage to the mid- to high-8x area over the coming 12 months, primarily through margin expansion, and view revenues as likely to stabilize on new product launches, while a modernized NetBackup is able to stop share losses in data backup and recovery markets. "Continuing or accelerating revenue declines, either through sales execution missteps or a failure to launch compelling products in a rapidly evolving data protection market, could lead to a downgrade. We would also consider a downgrade if efforts to reduce headcount and expenses lead to operational disruption at the company, and an uncompetitive cost structure leads to negative cash flow generation. "We would consider an upgrade if Veritas is able to pivot to top-line growth faster than we are currently forecasting, and is able to expand EBITDA margins to a 30% level on a sustained basis. We would also look for leverage returning to at most the high 7x area before considering an upgrade." WALKER INNOVATION: September 5 Meeting Set to Approve Liquidation ----------------------------------------------------------------- Walker Innovation Inc. (OTCQB: WLKR) ("Walker Innovation" or the "Company"), which sought to develop and commercialize its unique portfolio of intellectual property assets through licensing and enforcement operations, on July 23 disclosed that its Board of Directors has scheduled a Special Meeting of Stockholders to be held on September 5, 2018 to approve a plan of liquidation and dissolution of the Company, as previously announced. The record date for the Special Meeting is August 1, 2018. WEST G 410: Hires Lionel E. Giron as General Insolvency Counsel --------------------------------------------------------------- West G 410, Inc., seeks authority from the United States Bankruptcy Court for the Central District of California, Sta Ana Division, to employ the Law Offices of Lionel E. Giron as general insolvency counsel. Services to be rendered by the Counsel are: (a) advise applicant on matters relating to administration of the Estate, and on the applicant's rights and remedies with regard to the Estate's assets and the claims of secured and unsecured creditors; (b) appear for, prosecute, defend, and represent the applicant's interest in suits arising in or related to this case, including any adversary proceedings against the applicant; (c) assist in the preparation of such pleadings, applications, schedules, orders, and other documents as are required for the orderly administration of this Estate. The Firm's hourly rates are: Counsel (Kevin Tang) $350 Associates $350 to $250 Paralegal $125 to $150 Kevin Tang, associate of the law firm Law Office of Lionel E. Giron, attests that that his firm and each member of the office staff are all disinterested persons pursuant to Section 101 (14) of the Bankruptcy Code. The counsel can be reached through: Lionel E. Giron, Esq. Law Offices of Lionel E. Giron 337 N.Vineyard Ave., Suite 100 Ontario, CA 91764 Phone: 909-397-7260 Fax: 909-397-7277 E-mail: notices@lglawoffice.com About West G 410 Inc. Based in Tustin, California, West G 410 Inc., d/b/a Mr. Electric of South Orange County, provides electrical installation and repair services. West G 410 Inc. filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-12054) on June 6, 2018, listing under $1 million in both assets and liabilities. The Law Offices of Lionel E. Giron, led by principal Lionel E. Giron, serves as counsel to the Debtor. WTE S&S AG: Gets Approval to Use Cash Collateral for July --------------------------------------------------------- The Hon. Donald R. Cassling of U.S. Bankruptcy Court for the Northern District of Illinois has entered an interim order authorizing WTE-S&S AG Enterprises LLC continued interim use of cash collateral during the period commencing July 1, 2018 through July 31, 2018, to the extent set forth on the budget. A final hearing on the Cash Collateral Motion is scheduled before the Court on July 24, 2018 at 10:30 a.m. The Debtor is authorized to make the expenditures set forth on the budget plus no more than 10% of the total proposed expense payments. The approved cash collateral budget for the month of July 2018 shows total cash disbursements in the aggregate sum of $40,450. In return for Debtor's continued use of cash collateral, State Bank of Chilton is granted the following adequate protection for its purported secured interests in the Debtor's property: (1) The Debtor will permit State Bank of Chilton to inspect the Debtor's books and records; (2) The Debtor will maintain and pay premiums for insurance to cover all of its assets from fire, theft and water damage; (3) The Debtor will make available to State Bank of Chilton evidence of that which constitutes its collateral or proceeds; (4) The Debtor will properly maintain its assets in good repair and properly manage its business; and (5) State Bank of Chilton will be granted valid, perfected, enforceable security interests in and to Debtor's postpetition assets, including all proceeds and products which are now or hereafter become property of the Debtor's estate to the extent and priority of its alleged prepetition liens, if valid, but only to the extent of any diminution in the value of such assets during the period from the commencement of Debtor's Chapter 11 case through July 31, 2018. A full-text copy of the Interim Order is available at http://bankrupt.com/misc/ilnb16-09913-433.pdf About WTE-S&S AG Enterprises WTE-S&S AG Enterprises, LLC, is a limited liability company formed for the purpose of constructing an anaerobic digester on the largest dairy farm in Door County, Wisconsin, so as to generate electricity from harnessing methane extracted from animal waste. WTE-S&S AG Enterprises filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ill. Case No. 16-09913) on March 23, 2016. In the petition signed by James G. Philip, manager and designated representative, the Debtor estimated assets and liabilities of $1 million to $10 million. The case is assigned to Judge Donald R. Cassling. David K. Welch, Esq., at Crane, Heyrnan, Simon, Welch & Clar, serves as the Debtor's counsel. ZUCKER GOLDBERG: Lin Bid to Amend Complaint vs SKL&H, et al., Nixed ------------------------------------------------------------------- Plaintiff Irene Lin in the case captioned IRENE LIN Plaintiff, v. SCHILLER, KNAPP, LEFKOWITZ & HERTZEL, LLP, HUDSON CITY SAVINGS BANK, M&T BANK, PARKER McCAY PA. JACLYN CLEMMER, KIERA McFADDEN-ROAN, GENE MARIANO, LISA DEVER, KAITLIN RIEGGER, DAWN BECHTOLD, SHAUN WILSON, JOSEPH MORRISON, JOHN DOES, AND JANE DOES, Defendants, Case No. 3:17-CV-05511-BRM-TJB (D.N.J.) filed a Motion for Leave to File an Amended Complaint. Defendants Parker McCay, P.A., Kiera McFadden-Roan, Gene Mariano, Lisa Dever and Kaitlin Riegger's also filed a Cross-Motion seeking injunctive relief and sanctions. Having reviewed the parties' briefs submitted in connection with the motions, District Judge Brian R. Martinotti denied Mrs. Lin's Motion to Amend also denied the Parker Defendants' Cross-Motion. Mrs. Lin filed the Motion for Leave to File an Amended Complaint in order to "correct the this [sic] court has not [sic] subject matter jurisdiction in Plaintiff's original Complaint." Mrs. Lin's motion primarily challenges the Court's ability to "dismiss [her] original Complaint during [the] order to show cause hearing" based on lack of subject matter jurisdiction, even though, "[a]t the hearing, the Court had decided not to hear the arguments of several Defendants' Motion[s] to dismiss" and "[n]o arguments were made by the parties during the hearing for several Defendants' Motion[s] to dismiss." Neither the motion nor the proposed amended complaint addresses how subject matter jurisdiction is resolved; the motion states only that leave should be freely granted pursuant to Foman v. Davis. The proposed amended complaint asserts violations of the FDCPA and adds claims under the New Jersey Consumer Fraud Act ("NJCFA") and the Real Estate Settlement Procedures Act ("RESPA"). All Defendants opposed the motion to amend. Additionally, the Parker Defendants filed a cross-motion requesting: (1) Mrs. Lin's claims be dismissed with prejudice; and (2) sanctions against the Lins for filing meritless and harassing FDCPA claims in bad faith. The Court finds Mrs. Lin's proposed amended complaint does not resolve the Court's lack of subject matter jurisdiction as addressed at the hearing on the motion for injunction relief, and therefore, permitting the amendment would be futile. Mrs. Lin challenges this Court's finding regarding jurisdiction because it was decided at a hearing on a motion for injunctive relief rather than on the motions to dismiss. However, Mrs. Lin overlooks several issues. First, the Court has an independent obligation to sua sponte satisfy itself of jurisdiction. Second, the Court specifically asked the parties to brief any jurisdictional issues in the Order to Show Cause. Accordingly, the Court properly addressed jurisdiction at the show cause hearing. Mrs. Lin's proposed amended complaint does not alter the Court's finding or resolve the deficiencies in her case regarding the application of Rooker-Feldman. Despite the additional causes of action, the proposed amended complaint continues to assert defendants filed a frivolous foreclosure action, which was addressed and rejected in the State Court Action and addressed again and this Court's hearing on the motion for injunctive relief. Not only would amendment be futile, but the amendment would cause undue prejudice to defendants. The Court does not, however, find additional sanctions are warranted at this juncture. Therefore, Mrs. Lin's motion to amend is denied, as is the Parker Defendants' motion to sanction and injunctive relief. A full-text copy of the Court's Opinion dated June 27, 2018 is available at https://bit.ly/2JH4giJ from Leagle.com. IRENE LIN, Plaintiff, represented by JAY J. LIN . SCHILLER, KNAPP, LEFKOWITZ & HERTZEL, LLP & JACLYN CLEMMER, Defendants, represented by RICHARD A. GERBINO -- rgerbino@schillerknapp.com -- SCHILLER, KNAPP, LEFKOWITZ & HERTZEL, LLP. HUDSON CITY SAVINGS BANK, M&T BANK, DAWN BECHTOLD, SHAUN WILSON & JOSEPH MORRISON, Defendants, represented by AARON M. BENDER -- abender@reedsmith.com -- REED SMITH. PARKER MCCAY P.A., GENE MARIANO, KIERA MAFADDEN-ROAN, LISA DEVER & KAITLIN RIEGGER, Defendants, represented by ANDREW CHRISTOPHER SAYLES, CONNELL FOLEY LLP. About Zucker Goldberg Formed in 1923 as Zucker & Goldberg, the law firm Zucker, Goldberg & Ackerman, LLC, was primarily engaged in the representation of lenders and secured parties in foreclosure matters, insolvency proceedings and related matters. The sole members of ZGA are Michael S. Ackerman, Esq. and Joel Ackerman, Esq. Michael S. Ackerman is the managing member of the firm. ZGA's primary offices are in Mountainside, New Jersey. Zucker, Goldberg & Ackerman, LLC, sought Chapter 11 protection (Bankr. D.N.J. Case No. 15-24585) in Newark, New Jersey, on Aug. 3, 2015, to complete the orderly liquidation of the business. The case is assigned to Judge Christine M. Gravelle. The Debtor disclosed total assets of $11.5 million and total liabilities of $53.3 million as of June 30, 2015. ZGA tapped Wasserman, Jurista & Stolz, P.C., as bankruptcy counsel; Genova Burns as labor counsel; Stone Conroy, LLC and Connell Foley, LLP as special counsel; and BMC Group, Inc., as noticing and balloting agent. On Aug. 17, 2015, an official committee of unsecured creditors was appointed by the Office of the U.S. Trustee. The committee hired McCarter & English, LLP as its legal counsel, and Tseitlin & Glas, P.C., as its special counsel. * * * The Debtor in December 2015 filed a "Plan of Orderly Liquidation" which provides for the wind down of the firm's business. The plan was put on hold pending the issuance of a report by the examiner. The court on Feb. 8, 2016, entered an order approving the appointment of former bankruptcy judge Donald H. Steckroth, Esq., as examiner. The creditors committee sought an examiner to investigate possible claims against current and former members of the bankrupt foreclosure law firm and related "insiders." Cole Schotz, P.C., is the examiner's legal counsel. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. 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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. 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