/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/180914.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, September 14, 2018, Vol. 22, No. 256 Headlines 160 ROYAL PALM: Court Orders Receiver to Turn Over Assets ABACO ENERGY: S&P Hikes Issuer Credit Rating to B-, Outlook Stable ALEXANDRIA INVESTMENT: $50K Sale of Commercial Papers Approved ALGODON WINES: Adjourns Annual Meeting to Sept. 28 AMBOY GROUP: Hikes Primary Capital Loan to $1 Million AMERICAN HOMES: Moody's Assigns Ba1 Preferred Stock Rating AMERICAN STEEL: $90K Sale of John Deere 250D Truck Approved ARABELLA EXPLORATION: Taps EnergyNet.com as Oil and Gas Broker ATI HOLDINGS: S&P Alters Outlook to Negative & Affirms 'B' ICR AUTO STRAP: $2.9 Million Sale of All Assets to NEF Auto Approved B.J.'S DRILL: Brady Martz Approved as Accountant BERTUCCI'S HOLDINGS: Miscellaneous Assets Sale Procedures Approved BIOSTAT LLC: Plan Exclusivity Period Extended Until Nov. 7 BROOKSTONE HOLDINGS: Receives Multiple Calls, Interest for Brand BROWARD COLLISON: Trustee Seeks Cash Access or Dismissal BUCHANAN TRAIL: Taps NAI CIR as Real Estate Broker C.B. SERVICES: Quilling Selander Approved as General Counsel CARL SCHIRO: $7.6M Sale of Houston Property to Levcor Approved CCS MEDICAL: Okayed to Pay for Repair of Aircon Unit CENTRAL GARDEN: S&P Raises ICR to 'BB', Outlook Stable CENTURION PIPELINE: Fitch Assigns BB IDR & Rates Secured Loans BB+ CENTURION PIPELINE: S&P Assigns 'BB-' ICR, Outlook Stable COLEMAN AND NOVAK: Taps Roussos Glanzer & Barnhart as Counsel COLONIAL OAKS: Case Summary & 2 Unsecured Creditors COLORADO LONESOME: Ch. 11 Trustee Taps KapilaMukamal as Accountant COMPREHENSIVE CANCER SERVICES: OK'd to Pay for Aircon Unit Repair CRESCENT ASSOCIATES: Case Summary & 17 Unsecured Creditors DYNALYST CORP: Interim Cash Use Order Declared Moot ENDO SURGICAL: Has Until October 11 to File Plan of Reorganization EVERGREEN INFORMATION: Taps Myke Jones as Accountant EYEPOINT PHARMACEUTICALS: EVP & Gen. Mgr. is Leaving the Company EZRA HOLDINGS: Oct. 16 Plan Confirmation Hearing F4 VENTURES: Seeks to Use Frost Bank Cash Collateral FALLS EVENT CENTER: Taps Ray Quinney as Bankruptcy Counsel FALLS EVENT: Bankr. Case Filed Without Proper Authority, UST Says FORTRESS TRANSPORTATION: S&P Rates Unsecured Notes Due 2025 'B+' GARDEN OAKS MAINTENANCE: Committee Taps McCarthy as Counsel GNC HOLDINGS: CFIUS Grants Clearance for $300M Stock Purchase Deal GREAT WESTERN PETROLEUM: Moody's Raises Corp. Family Rating to B2 H2O BAGEL: Taps Shraiberg Landau as General Bankruptcy Counsel HARTWICK COLLEGE: Moody's Affirms Ba1 Rating on $39MM Debt HERITAGE HOME: Sept. 25 Luxury Brands Business Assets Auction Set HOMECARE ADVANTAGE: Asks for Approval to Use Cash Collateral INTEGRATED DEVICE: S&P Places 'BB-' ICR on CreditWatch Positive INTRINSIC HOSPITALITY: Case Summary & 16 Unsecured Creditors JEFE PLOVER: P/E Fund Seeks Appointment of Chapter 11 Trustee JEROME BROWN: $48K Sale of Property Approved JHL INDUSTRIAL: Must File Amended Plan, Disclosures Before Sept. 20 JOHN H. SMITH: Farmer Seeks Access to Insurance Proceeds JONESBORO HOSPITALITY: Lender's Sale of Real/Personal Property OK'd JXB 84 LLC: Seeks Nov. 27 Exclusive Plan Filing Extension KSA INVESTMENTS: Ch. 11 Trustee Can Hire Strauss as Accountant KYLE HUNT: $70K Sale of Lascassas Property to Kitchens Approved LAKE BRANCH DIARY: Seeks to Hire Buddy Ford as Attorney LOMAYESVA FARMS: Grossberg Butner & Speed Okayed as Accountants LOVEJOY'S FAMILY: Seeks Authority to Use BOW Cash Collateral MARRIETA RIDGE: U.S. Trustee Unable to Appoint Committee MIAMI BEVERLY: Has Until Sept. 26 to Exclusively File Plan MID-ATLANTIC ENEGRY: Taps Karalis as Bankruptcy Counsel MIDWAY OILFIELD: Seeks Approval to Use Cash Collateral MODA INGLESIDE: S&P Gives BB- Issuer Credit Rating, Outlook Stable MOEINI CORP: $315K Sale of Pensacola Property to Bailey Approved MOUNTAIN CRANE SERVICE: Taps Jones Simkins as Tax Preparer MR. TORTILLA: Seeks Access to Cash Collateral for 30 Days N&B MANAGEMENT: Trustee's $345K Sale of Pittsburgh Property Okayed NPC INTERNATIONAL: Moody's Affirms B2 CFR, Outlook Negative OAKMONT INVESTMENT: U.S. Trustee Forms 3-Member Committee ORION HEALTHCORP: Court Gives Relief to Allegiance Billing, Et Al. PACIFIC DRILLING: Announces Pricing of $1-Bil. Senior Secured Notes PAIN MEDICINE: Tanner & Associates Okayed as Special Counsel PES HOLDINGS: S&P Assigns B- Issuer Credit Rating, Outlook Stable PIONEER UK MIDCO 1: S&P Affirms 'B' ICR, Outlook Stable PRECIPIO INC: Signs $10 Million Stock Purchase Agreement with LPC PREMIER WEST COAST: Hiring Mark Hannon as Counsel PRO-CARE INJURY: Bid to Appoint Wade Gent as Receiver Underway PURSUIT HOLDINGS: Case Summary & 16 Unsecured Creditors QUALITY CONSTRUCTION: Third Cash Collateral Order Entered QUINTIS LTD: Chapter 15 Case Summary R & S ANTIQUES: $73K Sale of Remaining Inventory to Insider Okayed R&B RECEIVABLES: Gets Interim Approval to Use Cash Collateral RESTAURANT TECHNOLOGIES: Moody's Assigns B2 CFR, Outlook Stable RESTAURANT TECHNOLOGIES: S&P Assigns 'B-' ICR, Outlook Stable RO & SO INC: Chung & Press Approved as Bankruptcy Counsel SKYPATROL LLC: Seeks Additional 91-Day Plan Exclusivity Extension SKYTEC INC: Case Summary & 3 Unsecured Creditors SOUTHCROSS ENERGY: Will Pay Key Execs 'Change in Control' Bonuses TRANS WORLD SERVICES: Emergency Motion Stricken Down UNITED INTERNATIONAL: Case Summary & Unsecured Creditor UNITED RENTALS: S&P Puts 'BB' Unsec. Notes Rating in Watch Negative VALET PARENT: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable VANTAGE CORP: GGG Partners Approved as Sale Process Advisor VIDANGEL INC: Intends to File Chapter 11 Plan by Mid-February 2019 VITAMIN WORLD: $18K Sale of Remnant Assets to Oak Point Approved VON DIRECTIONAL: Panel Opposes Conversion, Seeks Ch. 11 Trustee W RESOURCES: $6.3M Sale of Four Parcels to Redstone Group Approved WATCO COS: S&P Cuts Issuer Credit Rating to 'B-', Outlook Stable WEINSTEIN CO: PFC Objects to Assignment of Netflix Contracts WEINSTEIN CO: Viacom Objects to 'Huge Windfall' in Lantern Deal WILSON LAND: $360K Sale of Concord Residential Property Approved WINDSOR MARKETING: Twelfth Interim Cash Collateral Order Entered WWLC INVESTMENT: $2.6M Sale of Plano Property to 521 Approved ZENITH ENERGY: S&P Cuts Issuer Credit Rating to B, Outlook Stable [*] James Grogan Joins Blank Rome's Bankruptcy Group as Partner [*] Mark That Calendar! Distressed Investing Conference on Nov. 26 [^] BOOK REVIEW: Risk, Uncertainty and Profit ********* 160 ROYAL PALM: Court Orders Receiver to Turn Over Assets --------------------------------------------------------- Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern District of Florida ordered Cary Glickstein, the prepetition state court receiver of 160 Royal Palm, LLC's assets, to turn over all assets of the Debtor in his possession or control. As a result of this, the Debtor will withdraw its motion to excuse the receiver from turning over the assets of the Debtor and the U.S. Trustee will withdraw its motion seeking dismissal or conversion of the case, or the appointment of a Chapter 11 trustee. The U.S. Trustee will also withdraw its objection to the Debtor's Motion to Excuse. The U.S. Trustee has argued that the Receiver failed to provide sufficient evidence to meet the burden to excuse the turnover of the assets, noting that the Receiver has admitted that this case is not a reorganization case. There appears to be no immediate issues pending at this time and the Receiver merely seeks to liquidate the estate. The Receiver has not filed any information regarding how he will be paid and whether his fees will be approved by the Court. According to the U.S. Trustee, the Receiver, if excused from turnover will be paid pursuant to State Court and not as a professional of the estate. To pay the Receiver to complete work on behalf of the estate while in Chapter 11 on an hourly rate seems inappropriate when a trustee will be paid as provided by the Bankruptcy Code and subject to reasonableness standard under Sections 326 and 330, offering a standard of reasonableness and transparency not available otherwise. The U.S. Trustee further argued that a Chapter 11 trustee is the only appropriate party to lead this case, as the Debtor requires an independent fiduciary that is not the current management or equity of the Debtor to investigate the actions of the Debtor and to guide this case through the Chapter 11 process. The case will benefit from a third party fiduciary that is answerable to the Court to resolving any pending issues. Under the facts of this case, the U.S. Trustee submits that the record supports a finding of cause, as it appears that the principals of the equity owner of the Debtor have been named defendants in several lawsuits alleging fraud, filed in both state court and federal courts. The U.S. Trustee pointed out that two of the three principals of the parent of the Debtor, Robert Matthews and Gerry Matthews, have been indicted by the United States for crimes including wire fraud. Upon review of the dockets in both proceedings, Gerry Matthews entered a guilty plea and appears to await sentencing and Robert Matthews is awaiting trial, currently scheduled for September 4, 2018. The Court ordered that the Receiver and his state court counsel may seek recovery of fees and expenses incurred up until the petition date as provided under the Bankruptcy Code and Rules. For the time and expenses incurred after the petition date, Mr. Glickstein will be entitled to compensation at the rate of $450 per hour and reimbursement of reasonable expenses. Mr. Glickstein is directed to file with the Court, and provide notice to the UST and any official committees of, reports of compensation earned and expenses incurred on at least a quarterly basis. About 160 Royal Palm 160 Royal Palm, LLC's principal asset is an abandoned construction project located at 160 Royal Palm Way in Palm Beach, Florida. The property is under state court receivership. 160 Royal Palm filed a voluntary petition for relief under chapter 11 of the United States Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-19441) on Aug. 2, 2018. In the petition signed by Cary Glickstein, sole and exclusive manager, the Debtor disclosed $16,447,759 in total assets and $114,926,976 in total liabilities. Judge Erik P. Kimball is assigned to the case. Philip J. Landau, Esq., at Shraiberg, Landau & Page, P.A., is the Debtor's counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case of 160 Royal Palm, LLC as of August 27, according to the court docket. ABACO ENERGY: S&P Hikes Issuer Credit Rating to B-, Outlook Stable ------------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on U.S. based Abaco Energy Technologies LLC to 'B-' from 'CCC+'. The outlook is stable. At the same time, S&P raised the issue-level rating on the company's first-lien debt to 'B-' from 'CCC+'. The recovery remains '3', indicating its expectation for meaningful (50% to 70%; rounded estimate 60%) recovery in the event of a payment default. The upgrade reflects Abaco's improving leverage and free cash flow generation as commodity prices have stabilized at constructive levels and E&P spending has increased. As a result, capital spending on new stators has increased due to increased drilling activity. Gross margins have decreased somewhat because of lower margins associated with new stators versus relines, but S&P still expects profitability to remain favorable, including EBITDA margins, although highly volatile, when compared with other oilfield products companies. S&P said, "We expect free cash flow to increase to moderate levels and leverage to remain well below maintenance covenant requirements associated with its credit facility, which will bolster liquidity. However, the company's credit facility and term loan mature in 2020 and we could lower the rating citing possible liquidity constraints if Abaco does not refinance the term loan or demonstrate a capacity to retire the debt with cash on hand in 2019." S&P said, "The stable outlook reflects our expectation that Abaco will continue to maintain adequate liquidity while maintaining moderate leverage including debt to EBITDA below 2.5x and FFO to debt above 35%. We also expect the company to generate positive free cash flow, which should bolster liquidity. "We could lower the rating on Abaco should liquidity decline such that the company is unable to sustain its operations beyond a 12 month period or if leverage increased to levels we consider to be unsustainable, including debt to EBITDA above 6x on a sustained basis with no path to recovery. This would likely occur if E&P capital spending declined as a result of lower commodity prices. We could also lower the rating if the company does not refinance its term loan maturing in 2020 by November 2019 or demonstrate a capacity to retire the debt with cash on hand and expected free cash flow generation. "Although unlikely, we could raise the rating on Abaco if the company materially increases its geographic presence and product offering to levels commensurate with higher rated peers." ALEXANDRIA INVESTMENT: $50K Sale of Commercial Papers Approved -------------------------------------------------------------- Judge John W. Kolwe of the U.S. Bankruptcy Court for the Western District of Louisiana authorized Alexandria Investment Group, LLC's sale of all of Red River Bank's remaining rights, title, and interest in said mortgage, with certain notes, security interests, guarantees, and indebtedness ("Commercial Papers") to Matt Ritchie and Todd Morrow for $50,000. The sale of the Commercial Papers will occur: (i) without warranty of title and without warranty as to the existence or continuing validity of any rights in the Commercial Papers; (ii) free and clear of all liens and encumbrances; and (iii) subject to the condition that the law firm of Gold, Weems, Bruser, Sues & Rundell handle all legal services related to the enforcement of rights and interest in the Commercial Papers. Said enforcement of the Commercial Papers may include, but not be limited to, the claims of Debtor pending in In re: KAP Enterprises, LLC, Case Number 12-81464, and In re: Sainath, LLC, Case Number 12-81465, both in the U.S. Bankruptcy Court for the Western District of Louisiana, Lafayette Division, which claims will be transferred to the Proposed Buyers or their designee(s) in connection with the sale of the Commercial Papers. The proceeds of the sale will be deposited in an FDIC-insured deposit account specifically designated by the DIP for these sales proceeds, and held in said account pending further order of the Court. The 14-day stay set forth in Rule 6004 is waived, and the Order authorizing sale will be effective immediately. Gold, Weems, Bruser, Sues & Rundell, APLC, is allowed to undertake representation of the purchaser at its usual hourly rate as to enforcement of the Commercial Papers. The Debtor will file with 14 days of the sale closing a Report of Sale pursuant to Bankruptcy Rule 6004(f)(1). About Alexandria Investment Group Alexandria Investment Group, LLC, owns a hotel and convention center located at 2225 and 2301 N. MacArthur Drive, Alexandria, Louisiana, valued by the company at $2 million. It also owns 12 acres of land in Alexandria, having a valuation of $300,000. Alexandria Investment Group sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 18-80416) on April 24, 2018. In the petition signed by Dr. Harry Hawthorne, member, the Debtor disclosed $2.57 million in assets and $5.57 million in liabilities. Judge John W. Kolwe presides over the case. The Debtor hired Gold, Weems, Bruser, Sues & Rundell, APLC as its legal counsel. ALGODON WINES: Adjourns Annual Meeting to Sept. 28 -------------------------------------------------- Algodon Wines & Luxury Development Group, Inc. has decided to reconvene at its 2018 Annual Stockholder Meeting at 11:00 a.m. Eastern Time on Friday, on Sept. 28, 2018, at 135 Fifth Avenue, 10th Floor, New York, NY 10010. Algodon Wines convened its 2018 Annual Meeting on Sept. 12, 2018, at the Company's offices: 135 Fifth Avenue, 10th Floor, New York, NY, 10010. A quorum was present for the Annual Meeting. However, the Company adjourned the Annual Meeting because it had not received a sufficient number of votes in order to pass Proposal Number 3. Although the votes received to date were overwhelmingly in favor of the proposal to approve a reverse stock split, the proposal requires significantly more votes than any other proposal as it requires a majority of the outstanding common stock (on an as converted basis) of the Company. The Company would like to give stockholders additional time to review the material sent on Aug. 31, 2018 regarding the increased range for the stock split and then to vote their stock accordingly. The record date for the Annual Meeting has not changed, and only stockholders of record at the close of business on July 27, 2018, are entitled to vote at the reconvened meeting. The polls will remain open for voting during the adjournment period. About Algodon Wines Through its wholly-owned subsidiaries, Algodon Wines & Luxury Development Group, Inc. -- http://www.algodongroup.com/-- invests in, develops and operates real estate projects in Argentina. Based in New York, AWLD operates a hotel, golf and tennis resort, vineyard and producing winery in addition to developing residential lots located near the resort. The activities in Argentina are conducted through its operating entities: InvestProperty Group, LLC, Algodon Global Properties, LLC, The Algodon - Recoleta S.R.L, Algodon Properties II S.R.L., and Algodon Wine Estates S.R.L. AWLD distributes its wines in Europe through its United Kingdom entity, Algodon Europe, LTD. Algodon Wines reported a net loss attributable to common stockholders of $8.25 million for the year ended Dec. 31, 2017, compared to a net loss attributable to common stockholders of $10.04 million for the year ended Dec. 31, 2016. As of June 30, 2018, the Company had $5.39 million in total assets, $4.67 million in total liabilities, $9.02 million in series B convertible preferred stock, and a total stockholders' deficiency of $8.30 million. Marcum LLP, in New York, the Company's auditor since 2013, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2017, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. AMBOY GROUP: Hikes Primary Capital Loan to $1 Million ----------------------------------------------------- Amboy Group, LLC, is seeking approval to increase the DIP financing from Primary Capital Partners. Amboy Group, LLC, is in need of additional postpetition financing to finance additional purchase orders for its client My Ollie, to increase revenues and to provide a path to reorganize. Amboy Group has determined that an additional postpetition credit facility is needed to support its potential working capital needs as it attempts to reorganize. To that end, Primary Capital has agreed to provide Amboy Group with additional postpetition credit facility in the principal amount of up to $1 million, thereby funding an additional $250,000 (Primary Capital's initial funding was $500,000 and was later increased, through court approval, to $750,000). The DIP financing is to be disbursed to Amboy Group either in a lump sum or through a series of loans upon request by Amboy Group based on My Ollie purchase orders. Any amount of the DIP financing disbursed to Amboy group will accrue annual interest at the rate of 12%. The entire principal balance of the DIP financing, together with interest, will be due and payable no later than Oct. 31, 2018. The Debtors seek to prime its prepetition lender, Newtek Small Business Finance, LLC. A full-text copy of the Motion is available at: http://bankrupt.com/misc/njb17-31653_314_Amboy_Cash_M.pdf About Amboy Group Amboy Group LLC, d/b/a Tommy Moloney's, d/b/a Agnelli's Gourmet, d/b/a Amboy Cold Storage, is a provider of food products and temperature controlled warehouses. Its food processing and cold storage facility serves as a manufacturer/distributor of authentic Irish and Italian meat products in America. Amboy Group's facility is USDA, FDA and SQF 2000 certified. CLU Amboy, LLC, is the fee simple owner of a real property located at 1 Amboy Avenue Woodbridge, NJ 07095 with an appraised value of $13 million. CLU Amboy reported gross revenue of $624,444 in 2016 and gross revenue of $644,066 in 2015. Amboy Group holds a 51% interest in an American entity known as Parmacotta-Amboy NA, LLC that distributes Italian meats. The remaining 49% is owned by an American entity known as Parmacotto America. Parmacotto America is owned by Paramcotto sPa. Parmacotto sPa has been subject to insolvency proceedings in Italy for approximately two and half years, during which time, no revenue has flowed from Parmacotto sPa to Amboy Group. Amboy Group's gross revenue amounted to $10.01 million in 2016 and $6.26 million in 2015. Amboy Group LLC and its affiliate CLU Amboy filed Chapter 11 petitions (Bankr. D.N.J. Case Nos. 17-31653 and 17-31647) on Oct. 25, 2017. At the time of filing, the Amboy Group reported $1.48 million in assets and $7.11 million in liabilities, while CLU Amboy reported $13.34 million in assets and $10.78 million in liabilities. The Hon. Christine M. Gravelle presides over the case. The Debtors tapped Anthony Sodono, III, Esq., and Sari Blair Placona, Esq., of Trenk, DiPasquale, Della Fera & Sodono, P.C., as bankruptcy counsel. The Debtors hired Reitler Kailas & Rosenblatt LLC as special counsel, and Thomas A. Ferro, P.C., as their accountant. The Debtors also tapped Sout Risius Ross Advisors, LLC, and its affiliate Stout Risius Ross, LLC, as financial advisor and investment banker. AMERICAN HOMES: Moody's Assigns Ba1 Preferred Stock Rating ---------------------------------------------------------- Moody's Investors Service has assigned a Ba1 to American Homes 4 Rent's preferred stock. The issuer rating of AMH remains unchanged at Baa3. The ratings outlook is stable. The rating assignment follows Moody's typical notching practice for preferred stock of investment grade REITs. The following rating was assigned: Issuer: American Homes 4 Rent Preferred stock at Ba1 RATINGS RATIONALE American Home 4 Rent's Baa3 issuer rating reflects the REIT's significant scale in the single-family rental market and solid rental rate growth in the 3-4% range. Fundamentals remain strong, with the homeownership rate at historical lows supporting continued demand for rental housing. New household creation is also exceeding the supply of new housing. The Baa3 rating is also supported by improved credit metrics, including lower leverage and higher fixed charge coverage. Debt + preferred % gross assets was 32.9% at Q2 2018, down from 41.3% at YE 2016 and net debt/annualized EBITDA was 6.0x at Q2 2018 compared to 7.8x at YE 2016. Fixed charge coverage also improved to 3.1x at Q2 2018 from 2.8x at YE 2016. Moody's generally views REIT preferred stock as a debt-like obligation. The credit metrics above included 75% of AMH's preferred stock as debt. Preferred stock has many characteristics of debt, since investors are generally paid a fixed dividend. In addition, Moody's believes that over the long term as interest rates change, preferred stock will be redeemed to adjust a commercial real estate firm's cost of capital. As a result, the debt-like characteristics tend to override the equity characteristics. Offsetting these credit strengths are AMH's high level of secured debt and modestly sized unencumbered asset pool. In addition, the institutionalization of the single-family rental sector remains relatively new and the business model has not operated through a full real estate cycle. The stable outlook reflects Moody's expectation that American Homes 4 Rent will continue to pursue an unsecured debt strategy, while increasing its unencumbered asset portfolio, and at least maintaining its current operating performance and credit profile. Proceeds from the proposed preferred stock issuance will be used to fund the exchange for cash of the $115.0 million face value of AMH's outstanding 3.25% exchangeable senior notes due November 15, 2018 and any remaining net proceeds will be used to acquire single-family properties and for general corporate purposes, including repurchases of the REIT's securities. American Homes 4 Rent owns and operates over 50,000 single-family rental properties across 22 states. As of June 30, 2018 the REIT had total gross assets of $9.9 billion. The principal methodology used in this rating was REITs and Other Commercial Real Estate Firms published in September 2018. AMERICAN STEEL: $90K Sale of John Deere 250D Truck Approved ----------------------------------------------------------- Judge Karen K. Specie of the U.S. Bankruptcy Court for the Northern District of Florida authorized American Steel Processing Co.'s sale of its John Deere 250 D Articulated Truck, S/N: 1DW250DXEBD638313, to Bill Springer for $90,000. John Deere Construction & Forestry Co., the security interest holder will receive all the proceeds of the sale. American Steel Processing Company American Steel Processing Company is a steel fabricator in Panama City, Florida, founded in July 1998. American Steel Processing filed a Chapter 11 petition (Bankr. N.D. Fla. Case No. 18-50060) on Feb. 26, 2018. In the petition signed by Thomas J. Fanell, president and CEO, the Debtor estimated assets and liabilities at $1 million to $10 million. The case is assigned to Judge Karen K. Specie. The Charles Wynn Law Offices, P.A., is the Debtor's counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. ARABELLA EXPLORATION: Taps EnergyNet.com as Oil and Gas Broker -------------------------------------------------------------- Arabella Exploration, LLC sought and obtained authority from the United States Bankruptcy Court for the Northern District of Texas, Fort Worth Division, to employ EnergyNet.com, Inc. as oil and gas broker. EnergyNet will perform these services: (a) Perform sales brokerage and consulting services for the Debtors in connection with the sale of property as are customary and appropriate in a transaction of this type that the Debtors reasonably request from time to time, including, without limitation: (b) Assist the Debtors in analyzing properties (as defined in the Retention Agreement) for divestiture and develop a marketing strategy designed to achieve Debtors' goals: (c) Assist the Debtors to identify, collect and organize information needed to prepare offering materials; (d) Facilitate, to the degree desired for sale presentation by the Debtors, internal and third party coordination to finalize engineering, including evaluation of upside value; (e) Prepare necessary technical, engineering, production and land support; and establish timeline goals and identify sale issues; (f) Advise on market value estimates based on final engineering and price and timing assumptions; (g) Draft marketing materials, teasers, assets presentations and Information Memorandum and organize data for marketing and internet or other data room presentation, in each case in collaboration with the Debtors, their advisors, and other parties as the Debtors may direct; (h) Build, maintain and host a data room, to include asset information, due diligence records and marketing materials for potential buyers; (i) Subject to the Debtors' prior consent, distribute teasers and/or publish select advertising (website, EnergyNet Online Market Report) for broad market exposure and personally contact, as practical, select recipients to gauge interest level and ensure offering attention; (j) Obtain indications of interest from the buyer universe; (k) Coordinate the execution of confidentiality agreements (in a form provided and approved by the Debtors) by each potential buyer prior to the receipt of any confidential Seller Information by each such potential buyer; (l) Manage buyer activity throughout marketing and assist with buyer data needs; receive bids and advise on bid evaluations, and negotiate purchase and sale agreements with interested buyers; (m) Facilitate negotiation of bids to the extent desired by the Debtors; host an auction on terms approved by an order of the Bankruptcy Court if interest is received from multiple qualified bidders for some or all of the Properties; and (n) Provide buyer due diligence and closing support as requested by the Debtors. Upon consummation of each Property Sale during the Sale Term, Debtors will promptly pay to EnergyNet a "Sale Success Fee" based on this commission schedule: Asset Sales Less Than $ 1 MM 4.25% Asset Sales Between $1MM and $3MM 3.50% Asset Sales Between $3MM and $10MM 2.50% Asset Sales Between $10MM and $20MM 2.00% Asset Sales Between $20MM and $30MM 1.75% Asset Sales Between $30MM and $50MM 1.25% Asset Sales Greater Than $50MM 1.00% EnergyNet attests that the firm and its respective employees have no connections with creditors, parties-in-interest, their respective attorneys and accountants, or the United States Trustee, or any persons employed by the United States Trustee. EnergyNet and its employees are "disinterested persons" as that phrase is defined in Section 101(14) of the Bankruptcy Code, and EnergyNet neither represents nor holds an interest adverse to the interest of the estate with respect to the matter on which EnergyNet is to be employed. EnergyNet.com Inc. can be reached at: Chris Atherton PRESIDENT 440 Louisiana, Suite 600 Houston TX 77002 (713) 861-1866 Chris.Atherton@energynet.com About Arabella Exploration Arabella Exploration, LLC, formed on Oct. 2, 2009, is a wholly owned subsidiary of Arabella Exploration, Inc., a Cayman Islands corporation. It is an oil and gas exploration company that owns working interests in a number of oil and gas properties and interests. Arabella Exploration filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-40120) on Jan. 8, 2017. Charles (Chip) Hoebeke, manager, signed the petition. Arabella Operating, LLC, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 17-41479) on April 4, 2017. The case is being jointly administered with that of Arabella Exploration. Arabella Exploration estimated $1 million to $50 million in assets and liabilities. Judge Russell F. Nelms in Ft. Worth, Texas, is the case judge. Raymond W. Battaglia, Esq., of the Law Offices of Ray Battaglia, PLLC, serves as counsel to the Debtor. Miller Johnson serves as Battaglia's co-counsel. Rehmann Turnaround and Receivership's Charles Hoebeke is the Debtor's chief restructuring officer. No trustee, examiner or committee has been appointed in the case. ATI HOLDINGS: S&P Alters Outlook to Negative & Affirms 'B' ICR -------------------------------------------------------------- S&P Global Ratings affirmed its 'B' long-term issuer credit rating on ATI Holdings Acquisition Inc. and revised the outlook to negative from stable. S&P said, "We also affirmed the 'B' issue-level rating on the company's first-lien debt and the 'CCC+' issue-level rating on the company's second-lien debt. The recovery rating on the first-lien debt is '3', indicating our expectation for meaningful (50%-70%; rounded estimate: 60%) recovery in the event of payment default. The recovery rating on second-lien debt is '6', indicating our expectation for modest (0%-10%; rounded estimate: 0%) recovery in the event of payment default. "The outlook revision reflects our assessment that the company may face headwinds in its efforts to improve operational performance and free cash generation over the next 12 months, resulting in weaker-than-expected credit metrics and leverage that may exceed 8x. "The negative outlook reflects the underlying uncertainty regarding ATI's projected cash flow and the potential for a downgrade if the company's performance falls materially below our base-case, resulting in leverage above 8x and negligible cash generation over a prolonged period of time." AUTO STRAP: $2.9 Million Sale of All Assets to NEF Auto Approved ---------------------------------------------------------------- Judge Mark Houle of the U.S. Bankruptcy Court for the Central District of California authorized Auto Strap Transport, LLC's sale of all its assets used or held for use in or relating to the business to NEF Auto Transport, LLC, Nations Fund I, LLC's affiliate, for $2,850,000 million credit bid. A hearing on the Motion was held on Aug. 14, 2018 at 1:00 p.m. The sale is free and clear of all liens, claims, and interests. The Cash Component is carved out from Nations' lien and no security interest of Nations or any junior blanket lienholder will attach to the Cash Component. The Debtor is authorized to assume and assign to NEF the contracts designated for assignment in the Purchase Agreement. The cure amounts set forth in the Assumption and Assignment Motion are established as the amounts that must be paid to satisfy the requirements of Bankruptcy Code section 365(b)(1)(A) that all defaults be cured as a condition to assumption of the Assumed Contract. The Credit Bid Amount will be paid as follows, in each case as a dollar-for-dollar credit against the Credit Bid Amount: First, a credit in the amount of the DIP Obligations and, second, for any Credit Bid Amount remaining after crediting the DIP Obligations against the Credit Bid Amount, a credit on account of Nation's prepetition secured claim; plus (b) the assumption by NEF of the Assumed Liabilities; plus (c) the payment at Closing of $250,000 in cash, payable to The Turoci Firm client trust account; plus (d) the payment of the Cure Amounts for the Assumed Contracts. Notwithstanding the provisions of Bankruptcy Rules 6004 and 6006 or any applicable provisions of the Local Rules, the Sale Order will not be stayed for 14 days after its entry, but will be effective and enforceable immediately upon entry. About Auto Strap Transport Auto Strap Transport L.L.C. -- http://autostraptransport.com/-- is a privately owned auto transport carrier company with its corporate office in Fontana, California, and additional terminals in Milipitas, and Benecia, California, and La Vergne, Tennessee. Auto Strap Transport filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-19936) on Dec. 1, 2017. In the petition signed by Richard Rudder, managing member, the Debtor estimated $1 million to $10 million in total assets and $10 million to $50 million in liabilities. The case is assigned to Judge Mark D. Houle. The Debtor is represented by Todd L Turoci, Esq., at the The Turoci Firm. B.J.'S DRILL: Brady Martz Approved as Accountant ------------------------------------------------ B.J.'s Drill Stem Testing, Inc. sought and obtained approval from the United States Bankruptcy Court for the District of North Dakota to employ Linda Langmaack and Brady Martz & Associates, P.C. as its accountant. The Debtor needs an accountant to provide: (a) tax analysis, and prepare and submit tax returns and required tax forms for 2017, 2018 and 2019; and (b) advice and assistance relating to business accounting procedures and the financial reports that may be required during the pendency of the Chapter 11 case. The individuals who will be working on the case and their hourly rates are: Linda Langmaack, CPA $268 Todd Van Dusen, CPA $301 Scott Hasbrouck, CPA $266 Michael Loesevitz, CPA $141 Charlene Olson, Senior Manager $181 Michelle Sys, Manager $142 Karen Helmers, Support Staff $86 Ashli Longie, CPA $l61 Brady Martz attests that the firm neither holds nor represents any interest adverse to the interests of the Debtor or the Estate. Further, the firm and its professionals are disinterested parties. Brady Martz & Associates, P.C. can be reached at: Linda Langmaack, CPA P.O. Box 848 24 West Central Avenue Minot, ND 58702-0848 About B.J.'S Drill Stem Testing B.J.'S Drill Stem Testing, Inc., offers drill stem testing services and equipment rental. The company is based in Mohall, North Dakota. B.J.'S Drill Stem Testing filed a Chapter 11 bankruptcy petition (Bankr. D. N.Dak. Case No. 18-30340) on June 1, 2018, listing $1.12 million in total assets and $1.57 million in total liabilities. The petition was signed by Corey Welter, member. Blake Robertson, Esq., and John M. Van Atta, Esq., at Patten, Peterman, Bekkedahl & Green PLLC, serve as the Debtor's counsel. BERTUCCI'S HOLDINGS: Miscellaneous Assets Sale Procedures Approved ------------------------------------------------------------------ Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware authorized the procedures of Bertucci's Corp. and affiliates in connection with the sale of miscellaneous assets. Any Miscellaneous Asset Sale involving the sale of property which has, in the judgment of the Debtors, a fair value of less than or equal to $250,000, the Debtors are authorized, without following the notice procedures otherwise required herein, and without further notice to any party other than the United States Trustee, CIT and the Committee, and without further hearing on the matter, to consummate the sale of such property for consideration determined by the Debtors, in consultation with CIT and the Committee, to be reasonable upon the filing of a certification and the entry of an order authorizing such Miscellaneous Asset Sale. The Debtors are authorized, but not required, to sell Miscellaneous Assets with a net fair value greater than $250,000 or where the Miscellaneous Asset Sale is to any insider of the Debtors or affiliates of insiders of the Debtors regardless of the amount of consideration, in accordance with these procedures: (i) the Debtors will be authorized to consummate any such Miscellaneous Asset Sale if the Debtors determine in the reasonable exercise of their business judgment that such Miscellaneous Asset Sale is in the best interest of their estates, subject to the procedures set forth in the Order; (ii) any such Miscellaneous Asset Sale will be free and clear of all liens with such liens attaching only to the net proceeds to the extent of their validity and priority immediately prior to the Miscellaneous Asset Sale; (iii) at least five (5) business days prior to closing any such Miscellaneous Asset Sale, the Debtors will provide a Sale Notice of such a proposed sale to the Interested Parties: (i) the United States Trustee; (ii) the Committee; (iii) CIT; and (iv) all known parties holding or asserting liens on or other interests in the Miscellaneous Asset(s) to be sold; (iv) the content of the Sale Notice sent to the Sale Notice Parties will in reasonable detail: (a) identify the Miscellaneous Assets being sold; (b) identify the purchaser of the Miscellaneous Assets; (c) identify any party known to the Debtors to hold liens or other interests in the assets and a statement that all such liens are capable of monetary satisfaction; (d) provide the purchase price; and (e) provide the procedures to assert Objections; (v) an Interested Party may object to a proposed Miscellaneous Asset Sale by making such objection in writing and serving the same on the Objection Notice Parties within five business days of the transmittal of the Sale Notice; (vi) if no Sale Notice Party objects to a proposed Miscellaneous Asset Sale in accordance with the Sale Procedures within five business days of the date of the applicable Sale Notice, the Debtors, upon the filing of a certification and the entry of an order authorizing such Miscellaneous Asset Sale, may consummate the Miscellaneous Asset Sale without further notice or a hearing; (vii) the Debtors may consummate a proposed Miscellaneous Asset Sale prior to the Sale Objection Deadline if each Sale Notice Party consents to the Miscellaneous Asset Sale in writing, upon the filing of a certification and the entry of an order authorizing such Miscellaneous Asset Sale, without further notice or a hearing; and (viii) if any of the Sale Notice Parties object to a proposed Miscellaneous Asset Sale within five business days of the date of the Sale Notice, the Sale of the Miscellaneous Asset(s) will not proceed except upon (i) resolution of the objection by the parties in question, and upon the filing of a certification and the entry of an order authorizing such Miscellaneous Asset Sale without the necessity of further notice or a hearing or (ii) further order of the Court after a hearing. Fanueil Hall Sale and Kenmore Square Sale are approved pursuant to Bankruptcy Code section 363(f) and the Debtors, in their sole discretion, may consummate the Fanueil Hall Sale and Kenmore Square Sale, and the Miscellaneous Assets sold pursuant to those sales are sold free and clear of all liens, claims and interests. As to the Miscellaneous Asset Sales, the terms and conditions of the Order will be effective immediately and enforceable upon its entry and the 14-day stay under Bankruptcy Rule 6004(h) is waived. About Bertucci's Holdings Founded in 1981, Bertucci's Holdings, Inc. -- http://www.bertuccis.com/-- owns and operates 59 full-service casual family restaurants offering traditional Italian and contemporary food centered around its signature open kitchens and brick ovens. As of the Petition Date, the company and its affiliates had 969 full-time employees and 3,245 part-time employees. Bertucci's is headquartered in Boston, Massachusetts and operates in 11 east coast states from New Hampshire to Virginia. Bertucci's Holdings, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10894) on April 15, 2018. In the petitions signed by Brian Connell, chief financial officer and senior vice-president, the Debtors estimated assets of less than $50,000 and liabilities of $50 million to $100 million. Judge Mary F. Walrath presides over the cases. The Debtors tapped Landis Rath & Cobb LLP as their bankruptcy counsel; Schulte Roth & Zabel LLP as special corporate counsel; Imperial Capital, LLC as investment banker; Hilco Real Estate, LLC, as real estate advisor; and Prime Clerk LLC as claims and noticing agent and administrative advisor. On April 27, 2018, the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors. The committee has retained Bayard, P.A. and Kelley Drye & Warren LLP, as counsel. Bertucci's Holding LLC, a unit of Earl Enterprises, which acquired the Debtors' assets, is represented in the sale deal by: Daniel Ganitsky, Esq. Vincent Indelicato, Esq. PROSKAUER ROSE LLP 11 Times Square New York, NY 10036 E-mail: dganitsky@proskauer.com vindelicato@proskauer.com BIOSTAT LLC: Plan Exclusivity Period Extended Until Nov. 7 ---------------------------------------------------------- The Hon. Cynthia C. Jackson of the U.S. Bankruptcy Court for the Middle District of Florida, at the behest of Biostat, LLC, has extended until November 7, 2018 the exclusivity to file a Plan of Reorganization, and if a Plan is filed by this date, the Debtor will have continued exclusivity until the first hearing on confirmation of the Plan. The Troubled Company Reporter has previously reported that the Debtor asked the Court for 120-day extension of the exclusivity period contending that it is already in the final stages of negotiating agreements with third parties regarding the wholesale distribution of skincare and medical products (of which the Debtor has exclusive rights), which the Debtor expects will be completed by the end of September. The Debtor said that these agreements will form the basis of a feasible and confirmable plan of reorganization. The Debtor intended to file that plan, after negotiations are finalized, before the end of October. About Biostat, LLC Founded in 2010, Biostat, LLC, maintains a presence in the biomedical field and holds assets that ultimately develop products used in cutting edge medical treatments for cancer and other conditions. Biostat sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-02800) on May 11, 2018. As of March 31, 2017, the Debtor had $900,560 in assets and $1.5 million in liabilities. The Debtor hired Latham, Shuker, Eden & Beaudine, LLP, as its legal counsel; and Murphy CPA Firm, as its accountant. BROOKSTONE HOLDINGS: Receives Multiple Calls, Interest for Brand ---------------------------------------------------------------- Since being named the "stalking horse" bidder for Brookstone's auction scheduled for September 26, 2018 by the Bankruptcy Court for the District of Delaware, Bluestar Alliance, LLC has received multiple calls and interest for the Brookstone brand. Key focus categories for the company include wellness, home, travel, entertainment, gifting, new tech and corporate sales, many of which are similar to those of Brookstone. However, Bluestar intends to expand the Brookstone brand in the licensing world and intends to look for the best in class innovation from licensees in new and existing categories. "Bluestar intends to enter into discussions in categories including audio, tech, kitchen, massage, therapeutic, among many more," stated Joey Gabbay, CEO of Bluestar Alliance. In addition, the company plans to grow Brookstone's presence in premium airport locations and wholesale channels through strong customer relationships and will continue to grow a robust e-commerce platform. About Bluestar Alliance LLC Founded by Joseph Gabbay and Ralph Gindi in 2006. Bluestar Alliance, LLC owns, manages, and markets a portfolio of consumer brands which span across many tiers of distribution from luxury to mass market with a heavy emphasis on department store retail brands including Tahari, Bebe, Kensie, Catherine Malandrino, Nanette Lepore, Joan Vass, Michael Bastian, English Laundry and Limited Too. Bluestar Alliance specializes in licensing, branding and marketing consumer brand companies through extensive relationships with leading retailers, brand licensing manufacturers and a network of media and strategic partners. Bluestar Alliance's current international and domestic partners offer the opportunity to take a niche brand to a visible worldwide lifestyle brand. Since its inception, the company has acquired select brands with retail sales exceeding $2.5 billion. Bluestar Alliance manages a current portfolio of over 250 licensees and a growing branded retail platform of over 100 stores worldwide throughout North America, Europe, Australia, South America, Asia, Middle East and India. About Brookstone Holdings Founded in 1965, Brookstone Holdings Corp. is a U.S.-based product developer and retailer of wellness, entertainment, and travel products that are fun to discover, smart to use and beautiful in design. Brookstone products are available at its 35 retail locations in airports throughout the U.S., online at Brookstone.com and through select premium retailers worldwide. Brookstone Holdings and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-11780) on Aug. 2, 2018. In the petitions signed by Stephen A. Gould, secretary, the Debtors estimated assets of $50 million to $100 million and liabilities of $100 million to $500 million. Judge Brendan Linehan Shannon presides over the cases. The Debtors tapped Gibson, Dunn & Crutcher LLP as their bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as Delaware counsel; Berkeley Research Group, LLC as financial advisor; and GLC Advisors & Co. as investment banker; Omni Management Group, Inc., as administrative agent. On Aug. 14, 2018, the Office of the U.S. Trustee, appointed an official committee of unsecured creditors. The committee tapped Cooley LLP as its lead counsel; Bayard, P.A. as co-counsel; and Province, Inc. as financial advisor. BROWARD COLLISON: Trustee Seeks Cash Access or Dismissal -------------------------------------------------------- Soneet R. Kapila, the trustee appointed in Broward Collison, Inc.'s case, is asking the U.S. Bankruptcy Court for the Southern District of Florida for approval to use cash collateral and/or in the alternative to dismiss or convert this case if the Court will not grant the use of cash collateral. Since the filing of the Chapter 11 case, the company has not opened Debtor in Possession (DIP) accounts. The Trustee is unable to prepare a proper budget of operations of Debtor's business in such a short period as the Debtor does not have any books of records which could be relied upon. The Debtor apparently hand writes checks, uses cashier's checks and cash to operate its business. Since the filing of the Chapter 11, the Debtor has not opened the Debtor in Possession accounts. The Debtor pays secured creditors BB&T and StonegateBank monthly mortgage payments on real property in lieu of rent. In addition, the Debtor has payroll due in the amount of $25,000 which needs to be made if the Court authorizes use of cash collateral. The Debtor may have initiated payment by its payroll company without permission of the trustee. The Trustee requires the use of cash collateral for two weeks to give him time to analyze the business, figure out a proper budget, negotiate with secured creditors, determine which liens are valid and the priority of them and to see if this case could be kept alive and the assets reorganized or sold. Without the use of cash collateral, the Trustee asserts that the Court should either immediately dismiss this case or convert to Chapter 7. A full-text copy of the Motion is available at: http://bankrupt.com/misc/flsb18-17492_54_Broward_Cash_M.pdf About Broward Collision Broward Collision, Inc., is one of the largest established independent facilities located in Sunrise serving West Broward. Broward Collision 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. Soneet Kapila was appointed as the Chapter 11 Trustee of Broward Collision on Aug. 20, 2018. The Trustee hired Furr Cohen, P.A., as attorney. BUCHANAN TRAIL: Taps NAI CIR as Real Estate Broker -------------------------------------------------- Buchanan Trail Industries, Inc. sought and obtained authorization from the United States Bankruptcy Court for the Southern District of New York to employ Commercial-Industrial Realty Company, d/b/a NAI CIR as the Debtor's real estate broker. The Debtor is hiring NAI CIR as its exclusive real estate broker to market and sell its real property located at 2371 Buchanan Trail West, Greencastle, PA. The Debtor selected NAI CIR because of its extensive experience in the marketing and sale of commercial real estate. The Debtor believes NAI CIR will be able to assist it in obtaining the highest and best price for the Property. NAI CIR has agreed to a 5.0% commission on the purchase price of the Property, which is customary for sales of this nature in Pennsylvania. As set forth in the affirmation of James D. Ross, the Debtor's representative at NAI CIR, and to the best of his knowledge, information and belief, NAI CIR represents no interest adverse to the Debtor, its estate or creditors and is a disinterested person pursuant to Section 101(14) of the Bankruptcy Code. About Buchanan Trail Industries Buchanan Trail Industries, Inc., owns a 2.38 acre property located at 2371 Buchanan Trail West, Greencastle, Pennsylvania, which is improved by a 7,500-square-foot office building. Buchanan Trail Industries sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 18 22663) on May 2, 2018. In the petition signed by Daniel Gordon, assistant secretary, the Debtor disclosed $1.57 million in assets and $14.42 million in liabilities. Judge Robert D. Drain presides over the case. Buchanan Trail Industries, Inc. submitted a disclosure statement for its plan of liquidation dated July 23, 2018. C.B. SERVICES: Quilling Selander Approved as General Counsel ------------------------------------------------------------ C.B. Services, Inc. sought and obtained approval from the United States Bankruptcy Court for the Eastern District of Texas, Sherman Division, to employ Quilling, Selander, Lownds, Winslett & Moser, P.C. as general counsel. Quilling Selander will render these services: a. furnishing legal advice to the Debtor with regard to its powers, duties and responsibilities as Debtor-in-possession and the continued management of its affairs and assets under Chapter 11; b. preparing, for and on behalf of the Debtor, all necessary applications, motions, answers, orders, reports and other legal papers; c. preparing a disclosure statement and plan of reorganization, and other services incident thereto; d. investigating and prosecuting preference and fraudulent transfers actions arising under the avoidance powers of the Bankruptcy Code; and e. performing all other legal services for the Debtor which may be necessary. Quilling Selander's hourly rates range from: Attorneys $275 - $375 Paralegals $100 - $105 Quilling Selander received a retainer of $11,717 from the Debtor. Prior to the Petition Date, Quilling Selander applied $6,425 of the retainer to its unpaid pre-petition attorney's fees and expenses, and $1,717 of the retainer was applied to the chapter 11 filing fee. Quilling Selander holds a remaining retainer of $3,575 for legal services associated with this case. The Debtor sought Court permission to replenish the retainer by advancing funds to the firm in monthly installments not to exceed $5,000, as funds are available to the Debtor, on the condition that such amounts are to be held by the firm in its IOLTA trust account until such time as its fees and expenses have been approved by an order of the Court. Quilling Selander can be reached at: Christopher J. Moser, Esq. QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER, P.C. 2001 Bryan Street, Suite 1800 Dallas, TX 75201 Telephone: (214) 880-1805 Fax: (214) 871-2111 Email: cmoser@qslwm.com About C.B. Services, Inc. C.B. Services, Inc. is a privately held water main contractor in Irving, Texas. C.B. Services, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. TX. Case No. 18-41527) on July 13, 2018. In the petition signed by Charles Bishop, president, the Debtor disclosed $801.619 in assets and $814,490 in liabilities. Christopher J. Moser, Esq., and Kyle Woodard, Esq. at Quilling, Selander, Lownds, Winslett & Moser, P.C., served as the Debtors' counsel. CARL SCHIRO: $7.6M Sale of Houston Property to Levcor Approved -------------------------------------------------------------- Judge David R. Jones of the U.S. Bankruptcy Court for the Southern District of Texas authorized Carl J. Schiro's sale of a 2.4552 acre-plot of land, with a 25,269 square foot building, located at 7620 Washington Avenue, Houston, Texas, to Levcor Acquisitions, LLC and/or its assigns for $7.6 million. The Debtor is authorized to pay from the sale proceeds (i) the ordinary and usual closing expenses including; (i) all outstanding ad valorem taxes (including pro-rated taxes for the current year); (ii) the payment of a brokerage commission to Stan Creech with Stan Creech Properties, consistent with its employment order; (iii) the payment of the sum of $150,000 to Boral Concrete Products (formerly known as Headwaters Construction Materials, LLC, "Boral"); and (iv) any other miscellaneous fees, expenses and charges incurred by the Debtor in connection with the sale. After payment of the Closing Payments, the Debtor is authorized, at closing, to pay sales proceeds to the mortgage holder, Briar Capital Real Estate Fund, LLC, in a sufficient amount to pay its secured claim (approx. $5,011,864 -- as of the Petition Date, plus post-petition interest (at the default rate under the mortgage documents), costs, expenses, and fees of consultants, advisors, and attorneys), in full. The sale is free and clear of all liens, claims, interests, and encumbrances. The agreement between the Debtor and Boral, wherein Boral agrees to release and waive its rights of first refusal and its purchase option with respect to the Property in exchange for receipt of $150,000 from the Debtor at closing of the sale of the Property, assumption of the Boral Lease by the Debtor, assignment of the Boral Lease by the Debtor to any buyer, and assumption of the Boral Lease by any buyer, is approved. Consistent with this, the Boral Lease is assumed by the Debtor, assigned by the Debtor to the Buyer, and assumed by the Buyer. Carl Joseph Schiro sought Chapter 11 protection (Bankr. S.D. Tex. Case No. 18-33015) on June 4, 2018. The Debtor tapped Matthew Hoffman, Esq., at Hoffman & Saweris, P.C., as counsel. CCS MEDICAL: Okayed to Pay for Repair of Aircon Unit ---------------------------------------------------- Judge Michael J. Kaplan entered a 19th interim cash collateral order, ordering that Comprehensive Cancer Services Oncology, P.C. and CCS Medical, PLLC, are authorized to use cash collateral to pay ARB Heating & Cooling, Inc. for repair of rooftop air conditioning unit ($108.75). A full-text copy of the Order is available at: http://bankrupt.com/misc/nywb18-10598_400_Compre_Cash_O.pdf About CCS Oncology Comprehensive Cancer Services Oncology, P.C., doing business as CCS Oncology, doing business as CCS Healthcare, along with its affiliates, sought Chapter 11 protection (Bankr. W.D.N.Y. Lead Case No. 18-10598) on April 2, 2018. In the petitions signed by Won Sam Yi, president/CEO, CCS estimated at least $50,000 in assets and $10 million to $50 million in liabilities. CCS Oncology is a professional corporation operating a practice of medical and radiological oncology treatment, with offices in Orchard Park, Frankhauser, Niagra Falls, Kenmore, and Lockport. CSS Medical PLLC is a provider of primary care and specialty medicine services currently operating at Orchard Park, Delaware Avenue, and Youngs. CCS Oncology is the sole member of CCS Medical. CCS Equipment is the owner of certain medical equipment used in the medical practices and CCS Oncology is its sole member. CCS Billing was intended to be developed into a separate billing entity for the medical practices, but was never funded or operational. CCS Billing has no assets and has had no activity other than showing a couple of minimal historical accounting entries. WSEJ is the owner of certain real property used by the medical practices. The Debtors are headquartered in Orchard Park, New York. Judge Michael J. Kaplan is the case judge. Arthur G. Baumeister, Jr., Esq., of Baumeister Denz LLP, serves as the Debtors' counsel. Mark Schlant has been named the Chapter 11 trustee. Joseph J. Tomaino of Grassi Healthcare Advisors LLC has been appointed patient care ombudsman. CENTRAL GARDEN: S&P Raises ICR to 'BB', Outlook Stable ------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on Walnut Creek, Calif.-based Central Garden & Pet Co. to 'BB' from 'BB-'. The outlook is stable. S&P said, "At the same time, we raised our issue-level ratings on Central's $400 million senior unsecured notes due November 2023 and $300 million senior unsecured notes due February 2028 to 'BB' from 'BB'. The recovery ratings on both notes remain '4', indicating our view that creditors could expect average (30% to 50%; rounded estimate: 35%) recovery in the event of a payment default or bankruptcy." At June 30, 2018, outstanding debt was approximately $690 million. The upgrade reflects Central's good operational performance that has resulted in solid EBITDA growth while it maintains disciplined financial policies. S&P said, "Central's recent equity offering will add to its relatively high cash balances, which we expect it will use to make strategic acquisitions to further expand its reach in the fragmented pet category and solidify its satisfactory challenger position in the garden sector. We expect leverage to fall to around 3.0x or lower by Sept. 30, 2019 due to EBITDA growth mainly through acquisitions and debt staying at current levels." S&P said, "The stable outlook reflects our expectation that Central will continue to increase EBITDA by making acquisitions while sustaining the satisfactory performance of its existing businesses. We forecast adjusted leverage over the next year of around 3.0x and over $100 million free cash flow. "We could lower the ratings if the business falters, possibly due to a failure to manage its growth strategy including integrating acquisitions, if unfavorable weather conditions persists over a multiple year period, if the company is unable to absorb potentially meaningfully higher input costs, or if Central encounters problems with one or more large retail customers, including a loss of business or unfavorable pricing demands. We could also lower the ratings if financial policy becomes more aggressive, if we forecast adjusted leverage will increase to near 4.0x, or if we expect annual free cash flow will fall on a sustain basis to below $75 million." A higher rating is very unlikely over the next year, but could occur after that if Central continues to grow organically while successfully enhancing its scale through acquisitions which improve its bargaining power in the supply chain, leading to higher profit margins and annual free cash flow in excess of $200 million. S&P could also raise the rating if the company's financial policy becomes more conservative such that adjusted leverage is projected to remain below 2.0x, which seems highly unlikely. CENTURION PIPELINE: Fitch Assigns BB IDR & Rates Secured Loans BB+ ------------------------------------------------------------------ Fitch Ratings has assigned a first-time Long-term Issuer Default Rating (IDR) of 'BB' to Centurion Pipeline Company LLC (Centurion). In addition, Fitch has assigned a senior secured term loan and revolver rating of 'BB+'/'RR1'. The Recovery Rating of 'RR1' reflects Fitch's expectations of an outstanding recovery in the range of 91% to 100% if there was an event of default. The Rating Outlook is Stable. Centurion's rating reflects its low leverage and stable cash flows from a long-term contract with , Occidental Energy Marketing, Inc. (OEMI), a subsidiary of Occidental Petroleum Corp. (OXY; A/Negative).. The rating also considers the importance of the asset to OXY given that the Centurion system spans across three basins within the Permian and has access to Midland as well as Cushing. Centurion is being purchased from OXY and financing for the transaction includes a $350 million senior secured term loan and substantial equity from its sponsor, EnCap Flatrock Midstream. A $100 million senior secured revolver is expected to be undrawn at the close, which is expected in late September 2018. Terms of the transaction are not publicly disclosed. KEY RATING DRIVERS Steady Cash Flows: Centurion has long-term agreements in place with investment-grade shippers, including OEMI, which has provided a minimum revenue commitment which will extend for up to 10 years. Centurion also has a long-term throughput and deficiency (T&D) agreement in place with another investment-grade customer. These shipper commitments will provide total revenues of $1.1 billion over the course of the agreements. The pipeline also has other committed shippers that have strong credit quality. In addition, the Southeast New Mexico (SENM) oil gathering system has significant acreage dedication from an investment-grade customer. High Quality Counterparty Exposure: OXY is an 'A' rated entity at Fitch with a Negative Outlook. While Centurion has significant customer concentration from OXY, it is a quality credit with significant operations in the Permian basin. Furthermore, the assets acquired are critical to OXY's production in the Permian. Growth Planned: Centurion has identified a number of organic growth projects. These projects focus on system extensions and expansions providing shippers enhanced access to the Midland and Cushing crude oil hubs. Centurion expects that these projects would be in service in 2019-2020. Lack of Diversification: Centurion derives nearly all of its cash flows from a single asset located in the Permian basin and extending northeast to Cushing, OK. The lack of diversity exposes Centurion to geographic and asset concentration. Furthermore, Centurion lacks customer diversification given that OXY accounts for the majority of its volumes. Low Leverage: Centurion is expected to operate with low leverage even as growth projects contribute to rising in 2019 as the company spends on growth projects. Fitch forecasts year-end 2018 leverage to be in the range of 2.2x to 2.6x and increase to 2.4x to 2.8x in 2019 given higher spending. As new projects come on line, EBITDA should increase and reduce leverage to a range of 1.9x to 2.3x by year-end 2020 barring unforeseen events such as increases in spending or acquisitions. DERIVATION SUMMARY Centurion is well positioned in the 'BB' rating given its low leverage, strong credit metrics and stable cash flows. However, its rating is constrained by its small size and lack of geographic diversification. Centurion also has customer concentration albeit with OXY, which is highly rated at 'A' with a Negative Outlook. Lastly, the rating is also constrained by the fact that nearly all cash flows are generated from a single pipeline system. Both Hess Infrastructure Partners, LP (HIP; IDR BB/Negative) and Centurion are single basin midstream companies with concentrated but high quality counterparty risk. HIP's parent is Hess Corporation (HES; BBB-/Stable). HIP is located in the Bakken whereas Centurion is based in the fast growing Permian basin, which has some of the lowest break even costs for crude. HIP's leverage is higher than Centurion's; however, HIP receives MVCs from its parent which accounts for 100% of its revenues whereas Centurion does not. Centurion is higher rated than other single basin issuers such as Lucid Energy Group II, LLC (BB-/Stable) and Medallion Midland Acquisition LLC (BB-/Negative). This is because of Centurion's lower leverage and minimum revenue commitments from OXY. Both Lucid and Medallion have revenues dependent on acreage dedication. KEY ASSUMPTIONS Fitch's Key Assumptions Within Its Rating Case for the Issuer -- Volumes and revenues rise in each year in the forecast period through 2021; -- EBITDA margins average 57% in the forecast period; -- Growth projects proceed as planned and are in service in 2019 and 2020; -- Fitch utilized its WTI price deck of $65 in 2018, $60 in 2019 and $55 beyond then; -- No assumptions are made for dividend payments to Centurion's sponsor, EnCap. RATING SENSITIVITIES Developments That May, Individually or Collectively, Lead to Positive Rating Action -- An increase in size, scale, asset, geographic or business line diversity while maintaining leverage at or below 2.0x on a sustained basis. Developments That May, Individually or Collectively, Lead to Negative Rating Action -- Substantial credit quality deterioration of its primary counterparty, OXY; -- A significant change in cash flow stability such as an increase in cash flows from acreage dedications; -- Leverage at or above 3.5x on a sustained basis; -- An increase in spending beyond Fitch's current expectations or acquisitions funded in a manner that pressures the balance sheet; -- Reduced liquidity. LIQUIDITY Lotus is expected to have adequate liquidity. With the closing of the transaction, it will have a five-year $100 million senior secured revolver which is to be undrawn at the close. FULL LIST OF RATING ACTIONS Fitch has assigned the following ratings: Centurion Pipeline Company LLC -- Long-term IDR 'BB'; -- Senior secured term loan and revolver 'BB+'/'RR1'. The Rating Outlook is Stable. CENTURION PIPELINE: S&P Assigns 'BB-' ICR, Outlook Stable --------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issuer credit rating to Centurion Pipeline Co. LLC. S&P also assigned its 'BB+' issue rating to the $350 million term loan B. The recovery rating is '1' (rounded estimate: 95%), reflecting its expectation of a very high recovery. The 'BB-' rating on Centurion reflects that the company's projected cash flows are supported by a high proportion of long-term, fee-based contracts and, importantly, the significant minimum revenue commitment from Occidental Energy Marking Inc. (OEMI). The company also has a long-term agreement with another investment-grade customer and earns fixed lease payments on its Midland storage assets. Centurion has virtually no direct commodity risk and has mostly favorable contract tenors, which limit recontracting risk. However, S&P's view of the company's business risk profile is limited by the company's lack of scale, scope, and diversification because it focuses solely on crude oil transport and logistics in the Permian basin. S&P said, "The stable outlook on Centurion is based on our view that the company's long-term, fixed-fee contracts with creditworthy counterparties will provide some insulation from market risks and macroeconomic forces over the next few years. The stable outlook is also based on our expectation that the company will complete growth projects on time and on budget, while maintaining system utilization through new customer contracts and contract extensions. We expect the company's debt-to-EBITDA to average about 2.5x through 2019 before delevering in 2020 and beyond. "We could consider a negative rating action if the company's various growth projects experience delays and/or cost overruns, or if operational issues increase operating costs or recontracting risk. We could also consider a negative rating action if the company increases leverage such that debt-to-EBITDA increases above 5x on a sustained basis. "While unlikely at this time, we could consider a positive rating action if the company's business risk improved, which would likely coincide with a higher level of contractedness and/or growth in scale, scope, and diversification, while maintaining similar leverage. Deleveraging would not likely lead to an upgrade given the controlling ownership by the private equity firm, EnCap Flatrock." COLEMAN AND NOVAK: Taps Roussos Glanzer & Barnhart as Counsel ------------------------------------------------------------- Coleman and Novak, Inc. sought and obtained approval from the United States Bankruptcy Court for the Eastern District of Virginia, Norfolk Division, to employ Roussos, Glanzer & Barnhart, P.L.C. as its counsel. Roussos, Glanzer & Barnhart will render these services: a. prepare the petition, lists, schedules and statements required by 11 U.S.C. Section 521; the pleadings, motions, notices and orders required for the orderly administration of the estate; and to ensure the progress of its case; and to consult with and advise the Debtor in the reorganization of its financial affairs and/or the liquidation of its assets; b. prepare for, prosecute, defend, and represent the Debtor's interests in all contested matters, adversary proceedings, and other motions and applications arising under, arising in, or related to its case; c. advise and consult concerning administration of the estate in this case, concerning the rights and remedies with regard to the Debtor's assets; concerning the claims of administrative, secured, priority, and unsecured creditors and other parties in interest; d. investigate the existence of other assets of the estate; and, if any exist, to take appropriate action to have the same turned over to the estate; and e. prepare a Disclosure Statement and Plan for the Debtor, and negotiate with all creditors and parties in interest who may be affected thereby; to obtain confirmation of a Plan, and perform all acts reasonably calculated to permit the Debtor to perform such acts and consummate a Plan. Roussos, Glanzer & Barnhart has received a total of $8,500 as a retainer, as well as for costs to be expended and services to be rendered incident to the representation of the Debtor. From this retainer, these payments were disbursed: Roussos, Glanzer & Barnhart, $3,993.75 for fees; $1,717.00, the court costs associated with the filing of the Debtor's chapter 11 case; $6.00 to Virginia State Corporation Commission for Certificate in Good Standing, leaving a balance on retainer of $2,783.25. Roussos, Glanzer & Barnhart will seek compensation for professionals and paraprofessionals based upon hourly rates multiplied by the number of hours engaged in the matters, plus reimbursement for its out of pocket expenses. No member or associate of Roussos, Glanzer & Barnhart holds or represents any interest adverse to that of the Debtor or its estate, the firm attests. Roussos, Glanzer & Barnhart, PLC can be reached at: Kelly M. Barnhart, VSB No. 65246 Roussos, Glanzer & Barnhart, PLC 580 E. Main St., Ste. 300 Norfolk, VA 23510 Telephone: (757) 622-9005 Facsimile: (757) 624-9257 Email: barnhart@rgblawfirm.com; About Coleman and Novak, Inc. Coleman and Novak, Inc. filed a Chapter 11 bankruptcy petition (Bankr. E.D. Va. Case No. 18-72546) on July 18, 2018, listing between $100,000 to $500, 000 in assets and in liabilities. A copy of the petition is available at http://bankrupt.com/misc/vaeb18-72546.pdf Kelly Megan Barnhart, Esq. at Roussos, Glanzer & Barnhart, PLC as the Debtor's counsel. The U.S. Trustee has filed a motion to convert the case to Chapter 7 or to dismiss it. COLONIAL OAKS: Case Summary & 2 Unsecured Creditors --------------------------------------------------- Debtor: Colonial Oaks Mobile Home Park, LLC PO Box 389 Clackamas, OR 97015 Business Description: Colonial Oaks Mobile Home Park, LLC filed as a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)), whose principal assets are located at 934 Main St. Independence, Oregon. Chapter 11 Petition Date: September 12, 2018 Case No.: 18-33183 Court: United States Bankruptcy Court District of Oregon (Portland) Judge: Hon. Trish M. Brown Debtor's Counsel: Nicholas J. Henderson, Esq. MOTSCHENBACHER & BLATTNER, LLP 117 SW Taylor Street, Ste 300 Portland, OR 97204 Tel: 503-417-0500 Fax: 503-417-0501 Email: nhenderson@portlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Susan Daniell, member. A full-text copy of the petition containing, among other items, a list of the Debtor's two unsecured creditors is available for free at: http://bankrupt.com/misc/orb18-33183.pdf COLORADO LONESOME: Ch. 11 Trustee Taps KapilaMukamal as Accountant ------------------------------------------------------------------ Ross R. Hartog, as Trustee for Colorado Lonesome Dove, LLC, sought and obtained authority from the United States Bankruptcy Court for Southern District of Florida, West Palm Beach Division, to employ Soneet R. Kapila, CPA, CFF, CIRA, CFE and the accounting firm of KapilaMukamal as accountants for the Trustee. Soneet R. Kapila and Barry E. Mukamal are partners in KapilaMukamal and are both members of the Chapter 7 Panel of Trustees in the Southern District of Florida. In order for the Trustee to properly discharge his duties in this case, it is essential that he employ accountants to assist him in tax compliance filings and other financial matters. The Trustee has selected KapilaMukamal because of its extensive experience and expertise in bankruptcy and related matters. KapilaMukamal will render the services to the Trustee: (a) review of all financial information prepared by the Debtor or its accountants, including but not limited to a review of the Debtor's financial information as of the date of the filing of the petition, its assets and liabilities, and its secured and unsecured creditors; (b) review and analysis of the organizational structure of and financial interrelationships among the Debtor and its affiliates and insiders, including a review of the books of the companies or persons as may be requested; (c) review and analysis of transfers to and from the Debtor to third parties, both pre-petition and post-petition; (d) attendance at meetings with the Debtor, its creditors, the attorneys of such parties, and with federal, state, and local tax authorities, if requested; (e) review of the books and records of the Debtor for potential preference payments, fraudulent transfers, or any other matters that the Trustee may request; (f) the rendering of such other assistance in the nature of accounting services, financial consulting, valuation issues, or other financial projects as the Trustee may deem necessary; and (g) preparation of estate tax returns. KapilaMukamal has agreed to perform the foregoing services at the ordinary and usual hourly billing rates of its members who will perform services in this matter. KapilaMukamal will incur out-of-pocket disbursements in the rendition of the services for which it shall seek reimbursement. KapilaMukamal recognizes that its compensation is subject to approval and adjustment by the Court in accordance with 11 U.S.C. Section 330. KapilaMukamal attests that it neither holds nor represents any interest adverse to the estate in the matters upon which it is to be employed, is a "disinterested person" as that term is defined by 11 U.S.C. Section 101(14) and Sections 327(a) and (d), and its employment would be in the best interest of the estate and its creditors. About Colorado Lonesome Dove Goodnight's Lonesome Dove RV Campground & Cabins is a recreational camp located at 180065 US Hwy 160 South Fork, CO 81154. Goodnight's Lonesome Dove RV Campground & Cabins has year-round family activities for the sports enthusiast and nature lover alike. The Camp is convenient to skiing, hiking, fishing, horseback riding, rafting, biking, or just relaxing. It has 10 log cabins open year-round, each with private bathrooms and fully equipped kitchens. It also has 37 Large, full-hookup, RV sites that are all grassy and are available May through Mid-November with a full laundry and shower facility. Colorado Lonesome Dove, LLC, d/b/a Goodnight's Lonesome Dove RV Campground & Cabins, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-13283) on March 22, 2018. In the petition signed by Brian G. West, manager/member, the Debtor estimated $1 million to $10 million in assets and $1 million to $10 million in liabilities. The case is assigned to Judge Erik P. Kimball. Latham, Shuker, Eden & Beaudine, LLP, is the Debtor's counsel. Ross R. Hartog has been appointed as Chapter 11 Trustee. He has filed an Emergency Motion to Convert Chapter 11 Case to Chapter 7 and for Authority to Operate the Debtor for a Limited Time. COMPREHENSIVE CANCER SERVICES: OK'd to Pay for Aircon Unit Repair ----------------------------------------------------------------- Judge Michael J. Kaplan entered a 19th interim cash collateral order, ordering that Comprehensive Cancer Services Oncology, P.C. and CCS Medical, PLLC, are authorized to use cash collateral to pay ARB Heating & Cooling, Inc. for repair of rooftop air conditioning unit ($108.75). A full-text copy of the Order is available at: http://bankrupt.com/misc/nywb18-10598_400_Compre_Cash_O.pdf About CCS Oncology Comprehensive Cancer Services Oncology, P.C., doing business as CCS Oncology, doing business as CCS Healthcare, along with its affiliates, sought Chapter 11 protection (Bankr. W.D.N.Y. Lead Case No. 18-10598) on April 2, 2018. In the petitions signed by Won Sam Yi, president/CEO, CCS estimated at least $50,000 in assets and $10 million to $50 million in liabilities. CCS Oncology is a professional corporation operating a practice of medical and radiological oncology treatment, with offices in Orchard Park, Frankhauser, Niagra Falls, Kenmore, and Lockport. CSS Medical PLLC is a provider of primary care and specialty medicine services currently operating at Orchard Park, Delaware Avenue, and Youngs. CCS Oncology is the sole member of CCS Medical. CCS Equipment is the owner of certain medical equipment used in the medical practices and CCS Oncology is its sole member. CCS Billing was intended to be developed into a separate billing entity for the medical practices, but was never funded or operational. CCS Billing has no assets and has had no activity other than showing a couple of minimal historical accounting entries. WSEJ is the owner of certain real property used by the medical practices. The Debtors are headquartered in Orchard Park, New York. Judge Michael J. Kaplan is the case judge. Arthur G. Baumeister, Jr., Esq., of Baumeister Denz LLP, serves as the Debtors' counsel. Mark Schlant has been named the Chapter 11 trustee. Joseph J. Tomaino of Grassi Healthcare Advisors LLC has been appointed patient care ombudsman. CRESCENT ASSOCIATES: Case Summary & 17 Unsecured Creditors ---------------------------------------------------------- Debtor: Crescent Associates, LLC 8383 Wilshire Blvd., Suite 510 Los Angeles, CA 90211 Business Description: Crescent Associates, LLC is a real estate company that owns two single-family residences in Los Angeles, California with an aggregate comparable sale value of $4.35 million. Chapter 11 Petition Date: September 12, 2018 Court: United States Bankruptcy Court Central District of California (Los Angeles) Case No.: 18-20654 Judge: Hon. Julia W. Brand Debtor's Counsel: Robert M. Yaspan, Esq. LAW OFFICE OF ROBERT YASPAN 21700 Oxnard St Ste 1750 Woodland Hills, CA 91367 Tel: 818-905-7711 Fax: 818-501-7711 Email: court@yaspanlaw.com Total Assets: $4,350,100 Total Liabilities: $5,214,026 The petition was signed by Edward Friedman, 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/cacb18-20654.pdf DYNALYST CORP: Interim Cash Use Order Declared Moot --------------------------------------------------- The Hon. Tony M. Davis of the U.S. Bankruptcy Court for the Western District of Texas, Austin Division, has adjudged and decreed moot the interim order it issued authorizing Dynalyst Corporation to use cash collateral. A full-text copy of the Order is available at: http://bankrupt.com/misc/txwb18-10860_39_Dynalyst_Cash_O.pdf About Dynalyst Corporation Dynalyst Corporation -- http://www.dynalyst.com/-- is a manufacturing company that produces custom ATE interface printed circuit boards (PCBs), fundamental to the testing of integrated circuits. It was founded in early 2002 and is headquartered in Taylor, Texas. Dynalyst sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 18-10860) on July 2, 2018. In the petition signed by Craig T. Takacs, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Tony M. Davis presides over the case. The Debtor tapped Larry Vick, Esq., as its legal counsel. ENDO SURGICAL: Has Until October 11 to File Plan of Reorganization ------------------------------------------------------------------ The Hon. Vincent F. Papalia of the U.S. Bankruptcy Court for the District of New Jersey, at the behest of Endo Surgical Center of North Jersey, P.C., and William J. Focazio, MD, P.A., has extended the Debtors' exclusive period for filing a plan of reorganization through and including October 11, 2018, and their exclusive period for soliciting acceptances of a plan through and including December 10, 2018. About Endo Surgical Center of North Jersey, P.C. Headquartered in Clifton, New Jersey, William Focazio, MD, PA, Endo Surgical Center of North Jersey, and Fenner Ave., LLC, are privately held companies that operate in the health care industry specializing in internal medicine and gastroenterology. William Focazio, MD, PA and its affiliates Endo Surgical Center of North Jersey and Fenner Ave., LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 18-10752, 18-10753 and 18-10755, respectively) on Jan. 13, 2018. In the petitions signed by William Focazio, M.D., principal, William Focazio, MD, PA disclosed $1.130 million in total assets and $12.830 million in total liabilities; and Endo Surgical Center listed $1.17 million in total assets and $16.49 million in total liabilities. Judge Vincent F. Papalia presides over the case. Trenk DiPasquale Della Fera & Sodono, P.C., is the Debtors' counsel. EVERGREEN INFORMATION: Taps Myke Jones as Accountant ---------------------------------------------------- Evergreen Information Technology Services, Inc. sought and obtained approval from the United States Bankruptcy Court for the District of Maryland, Greenbelt Division, to employ Myke Jones who provides accounting services in the State of Maryland, and his firm, DSI Corporation, as the Debtor's accountant. Mr. Jones and his company will render these services: (a) prepare all necessary financial statements, balance sheets, cash flow statements, profit and loss statements and any other documents necessary to comply with the requirements of the Chapter 11 proceeding on behalf of the Debtor-in-Possession; (b) supervise and/or prepare the monthly and/or quarterly operating reports for the Debtor-in-possession; (c) prepare the Debtor's 2017 tax returns and tax returns into the future; and (d) any and all other financial documents and or assistance required or incident to the Chapter 11 bankruptcy proceeding or otherwise required by any taxing authorities. Mr. Jones and DSI Corporation Services will be paid a range of rates starting at $90 an hour for support staff up through $165 an hour for Mr. Jones personally. Myke Jones and DSI Corporation have not received any money from the Debtor prior to performing any work. As soon as any money is received, the accountants shall place the funds in an account to be held pending approval by the Bankruptcy Court. As of the date of filing, the Debtor does not owe any amounts to Mr. Jones and/or DSI Corporation for any services rendered on their behalf. To the best of the Debtor's knowledge, the accountant does not hold or represent interest adverse to this estate, is a disinterested person, and his appointment will be in the best interest of this estate. About Evergreen Information Technology Services Evergreen Information Technology Services, Inc., based in Laurel, Maryland, offers an array of IT services and solutions including Continuity of operations Planning (COOP), Risk Assessment, Disaster Recovery, Network Operations Support, Migration from Legacy Systems, Service Desk and End-User Support, IT Service Management, IT Program Management, E Governance, Cabling Inside/Outside Plant, VoiP, and A/V VTC Systems. Evergreen Information Technology Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 18-17749) on June 7, 2018. In the petition signed by its president Terrance Martin, the Debtor disclosed total assets of $231,861 and $1.84 million in debt. Judge Thomas J. Catliota oversees the case. Justin M. Reiner, Esq., at Axelson, Williamowsky, Bender & Fishman, P.C., is the Debtor's counsel. EYEPOINT PHARMACEUTICALS: EVP & Gen. Mgr. is Leaving the Company ---------------------------------------------------------------- Leonard Blum, executive vice president and general manager, U.S., of EyePoint Pharmaceuticals, Inc. will no longer be with the Company, effective as of Sept. 26, 2018. About EyePoint Pharmaceuticals EyePoint Pharmaceuticals, formerly pSivida Corp. -- http://www.eyepointpharma.com/-- headquartered in Watertown, MA, is a specialty biopharmaceutical company committed to developing and commercializing innovative ophthalmic products in indications with high unmet medical need to help improve the lives of patients with serious eye disorders. The Company has developed three of only four FDA-approved sustained-release treatments for back-of-the-eye diseases. The Company's pre-clinical development program is focused on using its core Durasert platform technology to deliver drugs to treat wet age-related macular degeneration, glaucoma, osteoarthritis and other diseases. pSivida reported a net loss of $18.48 million on $7.54 million of total revenues for the fiscal year ended June 30, 2017, compared with a net loss of $21.55 million on $1.62 million of total revenues in 2016. As of March 31, 2018, Eyepoint had $50.15 million in total assets, $41.96 million in total liabilities and $8.19 million in total stockholders' equity. In its report on the consolidated financial statements for the year ended June 30, 2017, Deloitte & Touche LLP stated that the Company's anticipated recurring use of cash to fund operations in combination with no probable source of additional capital raises substantial doubt about its ability to continue as a going concern. EZRA HOLDINGS: Oct. 16 Plan Confirmation Hearing ------------------------------------------------ Bankruptcy Judge Robert D. Drain issued an order approving Ezra Holdings Limited and affiliates' modified disclosure statement relating to their proposed first amended plan. A confirmation hearing will be held before the Honorable Robert D. Drain, United States Bankruptcy Judge, at the United States Bankruptcy Court, 300 Quarropas Street, White Plains, New York, 10601, on Oct. 16, 2018 at 10:00 a.m. (prevailing Eastern Time) to consider the entry of an order confirming the Plan. The deadline for submitting Ballots accepting or rejecting the Plan is Oct. 9, 2018 at 5:00 p.m. (prevailing Eastern Time). Any objections to confirmation of the Plan must be in writing and served so as to be actually received prior to 4:00 p.m. (Prevailing Eastern Time) on Oct. 9, 2018. The objectives of the Plan are to expeditiously and fairly address and treat Allowed Claims in accordance with the Bankruptcy Code and any other applicable law, and to prevent a scramble for the assets of the Debtors by Creditors and ensure a fair distribution of the value of the Debtors' assets to Creditors pursuant to the Plan and through Judicial Management Proceedings in Singapore. To accomplish these objectives, the Debtors' Representative appointed under the Plan will pay Allowed Secured Claims, Priority Tax Claims, Priority Non-Tax Claims and Administrative Claims. The Plan provides that the Debtors' Representative will consult with the Independent Directors to facilitate Ezra Holdings' seeking leave of the Singapore Court for appointment of a Judicial Manager in accordance with applicable Singapore law within thirty days of payment of Allowed Secured Claims, Priority Tax Claims, Priority Non-Tax Claims and Administrative Claims, unless, in the Debtors’ Representative's business judgment, further implementation of the Plan prior to commencement of Judicial Management Proceedings would be in the best interest of the Debtors' Estates, in which case the time to seek leave for the appointment of a Judicial Manager may be extended. From the Effective Date through commencement of the Judicial Management Proceedings, the Debtors' Representative, in consultation with the Independent Directors, may take action to liquidate the Debtors' assets and/or make Distributions to Holders of Allowed Claims if doing so would, in the Debtors' Representative's business judgment, maximize value for the Debtors’ estates. Judicial management is a debt restructuring mechanism in Singapore where, upon application, the Singapore Court appoints a judicial manager who will have the sole authority to conduct the Debtors' affairs. Once appointed, all powers conferred and duties imposed on the directors under law or by the constitution of the company shall be exercised and performed by the judicial manager and the judicial manager shall do all such things as may be necessary for the management of the affairs, business and property of the company and shall do all such other things as the Singapore Court directs. The judicial manager will have, inter alia, the powers to carry on the company's business, borrow money, initiate or defend any lawsuit in the company's name and on its behalf, make any payment necessary or incidental to the performance of its functions, sell or otherwise dispose of the company's property and/or propose a scheme of arrangement on the company's behalf. Until such time as a Judicial Manager is appointed as to Ezra Holdings under applicable Singapore law, on each applicable Distribution Date, each Holder of an Allowed Class 10 General Unsecured Claim shall receive Cash equal to the amount of its Allowed Class 10 General Unsecured Claim multiplied by the applicable Distribution Percentage, if any. Each Holder of an Allowed Class 10 General Unsecured Claim shall retain the remainder of its Claim, if any, in the same extent, order and priority with respect to all other Claims against Ezra Holdings. Any remaining Class 10 General Unsecured Claims shall be addressed in Ezra Holdings' Judicial Management Proceedings, if any, in accordance with Singapore law. Notwithstanding anything to the contrary set forth, no Holder of an Allowed Class 10 General Unsecured Claim will be entitled to receive, on account of such Allowed Class 10 General Unsecured Claim, Cash under the Plan in excess of 100% of such Holder's Allowed Class 10 General Unsecured Claim. A full-text copy of the Modified Disclosure Statement is available at: http://bankrupt.com/misc/nysb17-22405-460.pdf The Debtors are represented by: Sharon L. Levine, Esq. Jeffrey C. Hampton, Esq. Stephen B. Ravin, Esq. Dipesh Patel, Esq. Saul Ewing Arnstein & Lehr LLP 1037 Raymon Boulevard, Suite 1520 Newark, NJ 07102 Tel: (973) 286-6700 Fax: (973) 286-6800 Email: Sharon.Levine@saul.com Jeffrey.Hampton@saul.com Stephen.Ravin@saul.com Dipesh.Patel@saul.com -- and -- Aaron S. Applebaum, Esq. Saul Ewing Arnstein & Lehr LLP 1270 Avenue of the Americas, Suite 2005 New York, NY 10020 Tel: (212) 980-7200 Email: Aaron.Applebaum@saul.com About Ezra Holdings Founded in 1992, Ezra Holdings Limited -- http://www.ezraholdings.com/-- is an offshore contractor and provider of integrated offshore solutions to the global oil and gas industry. Ezra is incorporated in Singapore with its registered office at 15 Hoe Chiang Road #28-01 Tower Fifteen Singapore 089316. Its shares were listed on the SGX Sesdaq on Aug. 8, 2003, and moved to the Mainboard of the Singapore Exchange since Dec. 8, 2005. It also issued certain notes (S$150,000,000 4.875% Notes due 2018 comprised in Series 003) which have been listed on the Singapore Exchange since 2013. Ezra established and maintains an office in the United States located at 75 South Broadway, Fourth Floor, Office Number 489, White Plains, New York 10601. Ezra also has a wholly owned New York subsidiary, Ezra Holdings (NY) Inc., which was incorporated in the United States of America with 200 shares at a nominal issue price per share. EMITS, a wholly owned subsidiary of Ezra, provides supporting information technology services to each of the Ezra Group's business divisions. Ezra Marine, another wholly owned subsidiary of Ezra, has a leasehold interest in the marine base in Singapore located at 51 Shipyard Road, Singapore 628139 and leases out the base's facilities and provides various support services in connection with the marine base to the Ezra Group's operating entities. Ezra Holdings and two affiliates -- Ezra Marine Services Pte. Ltd. and EMAS IT Solutions Pte Ltd -- filed voluntary Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 17-22405) on March 18, 2017, before the Honorable Robert D. Drain. In the petition signed by Tan Cher Liang, director, Ezra Holdings estimated $500 million to $1 billion in assets and $100 million to $500 million in liabilities. The Debtors' Chapter 11 Cases are being jointly administered for procedural purposes only. Lawyers at Saul Ewing, led by Sharon L. Levine, Esq., serve as the Debtors' Chapter 11 counsel. The Debtors tapped as general Singapore counsel Drew & Napier LLC; and claims and noticing agent, Prime Clerk LLC. Foxwood LLC also serves as special counsel. The Ezra Group's joint venture, EMAS CHIYODA Subsea Limited, and certain of its affiliate companies filed voluntary Chapter 11 petitions (Bankr. S.D. Tex. Lead Case No. 17-31146) on Feb. 27, 2017. ECS' wholly-owned subsidiary, EMAS-AMC AS, has also been placed under members' voluntary liquidation in Norway. Ezra guaranteed substantial charter hire liabilities of the ECS Group, as well as certain loans owed by the ECS Group to financial institutions, Ezra faces potentially significant contingent liability if the creditors call on the guarantees. Ezra received statutory demands from Svenska Handelsbanken AB (Publ), Singapore Branch and Forland Subsea AS on Jan. 24, 2017, and Feb. 6, 2017, respectively. These statutory demands have since expired under Singapore law and these two creditors may commence winding up applications against Ezra. Ezra also received a statutory demand from VT Halter Marine, Inc. on March 9, 2017. F4 VENTURES: Seeks to Use Frost Bank Cash Collateral ---------------------------------------------------- F4 Ventures-Cinnaholic, LLC, filed an expedited motion seeking an order authorizing the interim and final use of cash collateral. Frost Bank is the Debtor's sole secured creditor. Frost Bank asserts that it is secured by a first priority lien on substantially all of Debtor's assets. In the normal course of business, Debtor uses cash on hand and cash flow from operations to fund payroll, and other general operational needs. An inability to use these funds during the chapter 11 cases would cripple Debtor’s business operations The proposed budget projects $68,000 in sales and $60,600 in expenses in 30 days. A full-text copy of the Motion is available at: http://bankrupt.com/misc/txeb18-41837_4_F4_Cash_M.pdf About F4 Ventures-Cinnaholic F4 Ventures-Cinnaholic, LLC, operates three bakeries each of which is a Cinnaholic franchise. The bakeries are located in Richardson, South Lake and Dallas. On Aug. 20, 2018, F4 Ventures-Cinnaholic sought Chapter 11 protection (Bankr. E.D. Tex. Case No. 18-41837). DEMARCO-MITCHELL, PLLC, led by name partner Robert T. DeMarco, serves as counsel to the Debtor. No trustee or examiner has been appointed, and no official committee of creditors has yet been established. FALLS EVENT CENTER: Taps Ray Quinney as Bankruptcy Counsel ---------------------------------------------------------- The Falls Event Center LLC sought and obtained approval from the United States Bankruptcy Court for the District of Utah, Central Division, to employ Ray Quinney & Nebeker P.C. as its general bankruptcy and litigation counsel. Ray Quinney will render these services: a. Investigating the assets, liabilities, and financial affairs of the estate, including the assets, liabilities, and financial affairs of various entities which are owned by, controlled by, or affiliated with the Debtor; b. Preparing on behalf of the Debtor any necessary motions, applications, answers, orders, reports, and papers as required by applicable bankruptcy or non-bankruptcy law, dictated by the demands of the case, or required by the Court, and to represent the Debtor in proceedings or hearings related thereto; c. Assisting the Debtor in analyzing and pursuing possible business reorganizations and/or liquidations; d. Assisting the Debtor in analyzing and pursuing any proposed dispositions of assets of the Debtor's estate; e. Pursuing claims and causes of action of the estate; f. Defending the Debtor and the estate in any litigation matters which may be asserted, including the defense of motions seeking relief from the automatic stay; g. Reviewing, analyzing, and advising the Debtor regarding claims or causes of action to be pursued on behalf of the bankruptcy estate; h. Assisting the Debtor in providing information to creditors and other parties in interest; i. Reviewing, analyzing, and advising the Debtor regarding the retention of any further professionals that may be necessary to investigate and analyze assets of the estate; j. Reviewing, analyzing and advising the Debtor regarding fee applications or other issues involving professional compensation in the chapter 11 case; k. Preparing and advising the Debtor regarding any chapter 11 plan filed by the Debtor and advising the Debtor regarding possible chapter 11 plans filed by other constituents in the chapter 11 case; l. Advising the Debtor regarding the possible conversion of this case to Chapter 7; m. Assisting the Debtor in negotiations with various creditor constituencies regarding treatment, resolution, and payment of creditor claims; n. Reviewing and analyzing the validity of claims filed, and advising the Debtor as to the filing of objections to claims, if necessary; o. Providing necessary corporate and tax advice as may be necessary concerning the Debtor and various entities owned by, controlled by, or affiliated with the Debtor; p. Providing continuing legal advice with respect to the bankruptcy estate, litigation, and all other legal matters; and q. Performing all other necessary legal services as may be required by the Debtor. The team of Ray Quinney shareholders and directors who will assist the Debtor and their standard hourly rates are: Michael R. Johnson $400 David H. Leigh $360 Elaine A. Monson $305 Douglas M. Monson $365 Brent D. Wride $355 The hourly rates for other professionals likely to perform services are: Shareholders $275 - $360 Associates $185 - $270 Paralegals $115 - $160 The Debtor provided Ray Quinney with a pre-petition retainer in the amount of $32,123.50. Ray Quinney attests that the firm and its attorneys are disinterested persons as provided in sections 101(14) and 327 and do not represent or hold an undisclosed interest adverse to the interest of the Debtor or the estate. Ray Quinney & Nebeker P.C. can be reached at: Michael R. Johnson, Esq. David H. Leigh, Esq. Elaine A. Monson, Esq. Brent D. Wride, Esq. RAY QUINNEY & NEBEKER P.C. 36 South State Street, 14th Floors Salt Lake City, UT 84111 Tel: (801) 532-1500 Emails: mjohnson@rqn.com dleigh@rqn.com emonson@rqn.com bwride@rqn.com About The Falls Event Center LLC The Falls Event Center LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Utah Case No. 18 25116) on July 11, 2018. At the time of the filing, the Debtor disclosed that it had estimated assets of $50,000,001 to $100 million and liabilities of $100,000,001 to $500 million. Judge R. Kimball Mosier presides over the case. The Office of the U.S. Trustee has appointed 10 creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of The Falls Event Center LLC. The Committee is represented by: Mona L. Burton, Esq. Doyle S. Byers, Esq. Ellen E. Ostrow, Esq. HOLLAND & HART LLP 222 S. Main Street, Suite 2200 Salt Lake City, UT 84101 Tel: (801) 799-5800 Fax: (801) 799-5700 E-mail: mburton@hollandhart.com dsbyers@hollandhart.com eeostrow@hollandhart.com FALLS EVENT: Bankr. Case Filed Without Proper Authority, UST Says ----------------------------------------------------------------- BankruptcyData.com reported that the U.S. Trustee assigned to the Falls Event Center ("TFEC") case filed with the Court a motion to dismiss the case. The motion explains, "The relevant governance documents require that any new manager be selected by the majority of the voting units and that the filing of a bankruptcy petition is an act outside the ordinary course of the debtor's activities that requires majority vote or consent of the members. The evidence reflects that there were members of the debtor with voting rights other than the purported 'sole member', eFalls Corporation, and that those members did not participate in any voting or consent to authorize the filing of the present bankruptcy case. There were a substantial number of Members beyond eFalls Corporation whose affirmative vote or consent was required to authorize the filing of this bankruptcy case. That affirmative vote was neither sought nor obtained. TFEC lacked authority to file this case." The U.S. Trustee also filed with the Court an ex parte motion to expedite hearing. About The Falls Event Center The Falls Event Center LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Utah Case No. 18-25116) on July 11, 2018. At the time of the filing, the Debtor estimated assets of $50,000,001 to $100 million and liabilities of $100,000,001 to $500 million. Judge R. Kimball Mosier presides over the case. Ray Quinney & Nebeker P.C. is the Debtor's legal counsel. The Debtor tapped Gil Miller and his firm Rocky Mountain Advisory, LLC as restructuring advisors. On July 27, 2018, the U.S. Trustee appointed an official committee of unsecured creditors in the case. FORTRESS TRANSPORTATION: S&P Rates Unsecured Notes Due 2025 'B+' ---------------------------------------------------------------- S&P Global Ratings assigned its 'B+' issue-level rating and '2' recovery rating to Fortress Transportation And Infrastructure Investors LLC's (FTAI) proposed senior unsecured notes due 2025. S&P said, "The '2' recovery rating indicates our expectation that lenders would receive substantial (70%-90%; rounded estimate: 85%) recovery of principal in the event of a payment default. We also affirmed ratings on the company's existing unsecured debt and revised our point estimate to 85% from 70% due to growth of the company's aviation portfolio." The company will use the proceeds to repay the $125 million of outstanding borrowings under its revolving credit facility and will use the remainder for general corporate purposes, including to fund future investments. S&P said, "Our ratings on FTAI reflect its niche positions in its businesses. Within the aircraft and aircraft engine leasing business, the company's portfolio is considerably smaller and older than those of the other aircraft lessors we rate. Our assessment of FTAI's infrastructure segment reflects its small scale, with projects yet to become fully operational, and its lack of asset diversity with a focus on energy terminals." RATINGS LIST Fortress Transportation And Infrastructure Investors LLC Issuer Credit Rating B/Stable/-- New Rating Fortress Transportation And Infrastructure Investors LLC Senior Unsecured Notes Due 2025 B+ Recovery Rating 2(85%) Ratings Affirmed; Recovery Expectations Revised To From Fortress Transportation And Infrastructure Investors LLC Senior Unsecured B+ B+ Recovery Rating 2(85%) 2(70%) GARDEN OAKS MAINTENANCE: Committee Taps McCarthy as Counsel ----------------------------------------------------------- The Official Committee of Unsecured Creditors of Garden Oaks Maintenance Organization, Inc. sought and obtained authority from the United States Bankruptcy Court for the Southern District of Texas, Houston Division, to retain Diamond McCarthy LLP as counsel in connection with the Debtor's chapter 11 case. The Firm will provide these services: (a) advise the Committee concerning its rights, powers and duties under section 1103 of the Bankruptcy Code; (b) assist and advise the Committee in its negotiations and consultations with the Debtor, creditors and parties in interest relative to the administration of the Bankruptcy Case; (c) develop and negotiate a chapter 11 plan of reorganization with the Debtor, and if appropriate, formulate and file a plan of reorganization proposed by the Committee; (d) assist with the Committee's investigation of the acts, conduct, assets, liabilities and financial condition of the Debtor; (e) assist, advise and represent the Committee in analyzing and participating in any proposed asset sales or dispositions; (f) assist and advise the Committee in its communications with the general unsecured creditor constituency regarding significant matters in the Bankruptcy Case; (g) attend meetings and negotiate with the representatives of the Debtor and other parties; (h) represent the Committee at hearings and other proceedings and take such action as is necessary to preserve and protect the rights of the Debtor's unsecured creditors; (i) review, analyze and prepare applications, orders, and pleadings filed with the bankruptcy court; and (j) perform other legal services for and on behalf of the Committee as may be necessary or appropriate to assist the Committee in satisfying its duties under section 1103 of the Bankruptcy Code. The attorneys and paralegals of the firm and their respective hourly rates are: Charles Rubio (Bankruptcy Partner) $475 R.J. Shannon (Bankruptcy Associate) $325 Cathy Burrow (Paralegal) $220 Diamond McCarthy LLP can be reached at: Charles M. Rubio, Esq. Diamond McCarthy LLP 909 Fannin, 37th Floor Houston, TX 77010 Tel: 713.333.5127 Fax: 713.333.5195 E-mail: crubio@diamondmccarthy.com About Garden Oaks Maintenance Organization Garden Oaks Maintenance Organization, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-60018) on April 11, 2018. In the petition signed by Mark Saranie, president, the Debtor estimated assets of less than $1 million and liabilities of less than $1 million. Judge David R. Jones presides over the case. Johnie J. Patterson, Esq., at Walker & Patterson, P.C., serves as the Debtor's bankruptcy counsel. On May 31, 2018, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. * * * Following a hearing on August 16, the Court held that it will issue an order for the Counsel of the Committee and Counsel for the Debtor to conduct a series of Town hall meetings to gather input on the structure of a reorganized Property Owners Association. All property owners are encouraged but not required to attend. The Court said it will suspend the collection of Transfer fees. Additionally, the Parties are directed to file a stipulation regarding the Debtors' budget. A Continued Status Conference is set for October 25 at 2:30 p.m. at Houston, Courtroom 400 (DRJ). The Court will extend exclusivity until October 25 through the end of the day. GNC HOLDINGS: CFIUS Grants Clearance for $300M Stock Purchase Deal ------------------------------------------------------------------ GNC Holdings, Inc. and Harbin Pharmaceutical Group Holdings Co., Ltd. received on Sept. 7, 2018 written notice from the Committee on Foreign Investment in the United States that it had concluded its review of the transactions contemplated by the Securities Purchase Agreement and determined that, upon receipt of customary confirmations, there are no unresolved national security concerns with respect to those transactions. On Feb. 13, 2018, GNC Holdings entered into a Securities Purchase Agreement by and between the Company and Harbin, pursuant to which the Company agreed to issue and sell to the Investor, and the Investor agreed to purchase from the Company, 299,950 shares of a newly created series of convertible preferred stock of the Company, designated as "Series A Convertible Preferred Stock," for a purchase price of $1,000 per share, or an aggregate of approximately $300 million. Harbin previously advised the Company that the Investor received regulatory approvals for the Transaction from the respective competent local subdivisions of the State-owned Assets Supervision and Administration of State Counsel of the People's Republic of China and the Ministry of Commerce of the PRC. Receipt of regulatory approvals for the Transaction from the respective competent local subdivisions of the National Development and Reform Commission of the PRC and the State Administration of Foreign Exchange of the PRC is pending at this time. Receipt of CFIUS clearance satisfies one of the remaining conditions to the closing of the transactions contemplated by the Securities Purchase Agreement. The closing remains subject to certain additional closing conditions, including receipt of the remaining regulatory approvals in the PRC and the negotiation of definitive documentation of the Chinese joint venture between the Company and the Investor. The Company continues to target completion of the Transaction by the end of 2018, but there can be no assurance that the remaining closing conditions will be satisfied or waived within that timeframe. About GNC Holdings GNC Holdings, Inc., headquartered in Pittsburgh, PA, is a global specialty health, wellness and performance retailer. GNC connects customers to their best selves by offering an assortment of health, wellness and performance products, including protein, performance supplements, weight management supplements, vitamins, herbs and greens, wellness supplements, health and beauty, food and drink and other general merchandise. This assortment features proprietary GNC and nationally recognized third-party brands. GNC's diversified, multi-channel business model generates revenue from product sales through company-owned retail stores, domestic and international franchise activities, third-party contract manufacturing, e-commerce and corporate partnerships. As of June 30, 2018, GNC had approximately 8,800 locations, of which approximately 6,600 retail locations are in the United States (including approximately 2,400 Rite Aid franchise store-within-a-store locations) and franchise operations in approximately 50 countries. GNC Holdings incurred a net loss of $148.85 million in 2017 and a net loss of $286.25 million in 2016. As of June 30, 2018, GNC Holdings had $1.49 billion in total assets, $1.66 billion in total liabilities and a $166.05 million total stockholders' deficit. * * * In February 2018, S&P Global Ratings raised its corporate credit rating on the Pittsburgh, Pa.-based vitamin and supplement retailer GNC Holdings Inc. to 'CCC+' from 'SD'. S&P also placed all ratings on CreditWatch with negative implications. S&P said "The upgrade reflects our view that GNC's maturity profile will improve upon completion of the proposed refinancing transactions," as reported by the TCR on Feb. 16, 2018. GREAT WESTERN PETROLEUM: Moody's Raises Corp. Family Rating to B2 ----------------------------------------------------------------- Moody's Investors Service upgraded Great Western Petroleum, LLC's Corporate Family Rating to B2 from B3 and its Probability of Default Rating to B2-PD from B3-PD. The company's Caa1 senior unsecured notes rating was affirmed, and the outlook is stable. "Great Western Petroleum through acquisitions and organic investment continues to grow its production and expand its reserve base," commented Andrew Brooks, Moody's Vice President. "Plans to accelerate production growth involves execution risk and will generate a sizable outspending of cash flow; credit metrics will initially be pressured before higher projected production levels begin to augment cash flow, leading to an improved financial profile." Upgrades: Issuer: Great Western Petroleum, LLC Probability of Default Rating, Upgraded to B2-PD from B3-PD Corporate Family Rating, Upgraded to B2 from B3 Outlook Actions: Issuer: Great Western Petroleum, LLC Outlook, Remains Stable Affirmations: Issuer: Great Western Petroleum, LLC Senior Unsecured Notes, Affirmed Caa1 (LGD5) RATINGS RATIONALE Great Western Petroleum, LLC's B2 CFR reflects strong growth from its relatively small base, with 2018's second quarter production climbing 48% to 23,132 barrels of oil equivalent (Boe) per day compared to year-ago levels. Crude oil production from the company's core acreage in the Denver-Julesburg (DJ) Basin's Wattenberg field comprised 61% of its total second quarter output. Bolstered by April's $278.5 million acquisition of an 11,300 net acreage parcel and its approximately 2,000 Boe per day of production (the "Ward" acquisition), and a two-rig drilling program, GWP anticipates a 2018 exit rate approximating 35,000 Boe of production per day. Growth of this magnitude and beyond will require GWP to manage the execution risk involved in attaining these higher production levels, an ability the company has evidenced to date by nearly tripling its production over the two-year period since the company's initial September 2016 rating. Total proved reserves at mid-year 2018 aggregated 187 million Boe (26% proved developed, 43% crude oil), up significantly from June 30, 2017's 109 million Boe. The rating is constrained by the company's single basin focus, its elevated debt levels relative to proved developed (PD) reserves, a high proportion of proved undeveloped (PUD) reserves and Moody's expectation that GWP will outspend cash flow through at least 2020 to convert PUDs into rapid production growth. The ratings benefit from GWP's liquids-rich production mix, its low-cost acreage in the DJ Basin that supports healthy cash margins and improved crude oil netbacks as basin takeaway options grow. Moreover, the company's production is well hedged in 2018 and into 2019, garnering attractive realized prices. Anticipated growth in production and reserves should offset additional debt incurred as the company outspends cash flow, furthering an improvement in debt metrics. GWP's debt structure is comprised of $300 million senior unsecured notes due 2021, a new privately placed (unrated) $75 million notes issue due 2025 and a secured $400 million borrowing base revolving credit facility. The revolver has a scheduled expiration date of June 2021. In accordance with Moody's Loss Given Default (LGD) methodology, the notes remain rated Caa1, two notches below the B2 CFR, reflecting the size and priority claim the secured revolver has on substantially all of the assets of the company. GWP's liquidity profile is adequate, supported by availability under its $400 million revolving credit facility (against a total commitment of $750 million) and $29.7 million of balance sheet cash. In May, a scheduled redetermination increased the facility's borrowing base to $400 million from $315 million. At June 30, $126 million was borrowed under the company's revolver. Moody's expects negative free cash flow in 2018 and 2019 as the company emphasizes production growth that is projected to virtually double by 2020, with the anticipated cash outspend likely funded with additional revolver borrowings. With the revolver seeing increased utilization as the funding of GWP's production growth accelerates, further upward redeterminations in the borrowing base amount (the next upcoming redetermination will be in October) are expected. The revolver has two financial maintenance covenants, a minimum current ratio of 1x, and a maximum debt to EBITDAX ratio of 4x. Moody's expects the company will have ample cushion for ongoing compliance under the financial covenants through at least 2019. April's $278.5 million Ward acquisition was financed with a $275 million preferred units issuance. The rating outlook is stable. The rating could be upgraded should the company successfully achieve production approaching 50,000 Boe per day, with debt to PD dropping below $10 per Boe and retained cash flow (RCF) to debt over 30%. GWP's ratings could be downgraded if RCF to debt falls below 20% or if debt to PD exceeds $15. Headquartered in Denver, Colorado, Great Western Petroleum, LLC is a private, independent exploration and production company operating in the Wattenberg Field of Colorado's DJ Basin. Founded in 2005, the company has roughly 60,000 net acres primarily in Weld and Adams Counties in the Wattenberg. GWP is privately owned, principally by investors The Broe Group and ActOil Colorado, LLC, an affiliate of TIAA. The principal methodology used in these ratings was Independent Exploration and Production Industry published in May 2017. H2O BAGEL: Taps Shraiberg Landau as General Bankruptcy Counsel -------------------------------------------------------------- H2O Bagel No. 2, LLC seeks authority from the United States Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, to employ Philip Landau, Esq. and the law firm of Shraiberg, Landau & Page, P.A. as its general bankruptcy counsel. The Debtor believes that it is in the best interest of the estate to retain Shraiberg Landau as general bankruptcy counsel. Specifically, the Debtor believes that the attorneys of Shraiberg Landau have considerable experience in matters of this character, and are qualified to practice in this Court and advise the Debtor on its relations with, and responsibilities to, the creditors and other interested parties in these proceedings. Shraiberg Landau will render these services: a. advise the Debtor 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 this 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 chapter 11 plan and related documents, and assist the Debtor with implementation of any plan; and f. perform all other legal services for the Debtor that may be necessary. Shraiberg Landau has agreed to perform those services at these hourly rates: Mr. Landau $500 Attorneys $250 - $500 Legal assistants $175 These rates are subject to adjustment, generally on an annual basis, to reflect, among other things, experience and seniority. The Debtor also will reimburse Shraiberg Landau for expenses according to the firm’s customary reimbursement policies. Shraiberg Landau has received a $30,000 retainer from a non-affiliated Florida limited liability company, 52318 Bagel, LLC. The retainer was paid for Shraiberg Landau to file this case, and additional chapter 11 cases for two entities affiliated with the Debtor: H2O Bagel Parkland, LLC and The Original Brooklyn Store, LLC. Parkland and Original Brooklyn Store have also filed separate applications seeking Court permission to hire the firm as their counsel. 52318 is separately represented in this matter by Furr and Cohen, P.A., and understands that it does not have an attorney-client relationship with Shraiberg Landau. Among other things, the retainer agreement provides that 52318 guarantees payment of Shraiberg Landau's fees and costs in the Debtors' cases up to the $30,000 retainer figure. Shraiberg, Landau & Page, P.A. can be reached at: Philip J. Landau, Esq. SHRAIBERG, LANDAU & PAGE, P.A. 2385 NW Executive Center Drive, #300 Boca Raton, FL 33431 Telephone: 561-443-0800 Facsimile: 561-998-0047 Emaik: plaundau@slp.law About H2O Bagel No. 2 H2O Bagel No. 2, LLC, is a specialty store retailer in Boca Raton, Florida. H2O Bagel No. 2 and its affiliate The Original Brooklyn Store, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case Nos. 18-17542 and 18-17544) on June 22, 2018. H2O Bagel Parkland filed a Chapter 11 petition on July 9, 2018. All three cases are jointly administered under Case No. 18-17542. At the time of the filing, H2O Bagel No. 2 disclosed that it had estimated assets of less than $50,000 and liabilities of $10 million. The Office of the U.S. Trustee advised the Court on August 28, 2018, that until further notice, it will not appoint a committee of creditors in the Debtors' cases. HARTWICK COLLEGE: Moody's Affirms Ba1 Rating on $39MM Debt ---------------------------------------------------------- Moody's Investors Service has affirmed the Ba1 on Hartwick College's (NY) approximately $39 million of outstanding debt. The outlook remains negative. RATINGS RATIONALE Affirmation of Hartwick College's Ba1 reflects its still good liquidity, which is critical as it grapples with significant and sustained financial challenges. A highly pressured student market will continue to stress net tuition revenue, which represents a high 80% of total operating revenue. Ongoing revenue pressures, along with a small operating scale that limits opportunities to trim expenses, will result in very thin cash flows at levels insufficient to cover debt service through at least fiscal 2020. A relatively wide and growing gap between net tuition per student and educational expenses per student highlights the importance of continuing to garner favorable donor support. Absent this support, deficits would grow deeper and the financial position would deteriorate further. The financial plan includes excess draws on the endowment to balance budgets in upcoming years, leaving the college vulnerable to a market downturn which could exacerbate financial challenges. Finally, the college has an exceptionally high 25 years age of plant. While the college has invested over $32 million in infrastructure during the last five years on campus improvements and upgrades, it has limited financial resources for future facilities reinvestment. Favorably, the Ba1 incorporates the college's regionally known brand as a small, liberal arts college. Against a backdrop of multiple challenges, management has set forth plans to balance operations by fiscal 2021, while making investments in initiatives intended to strengthen its student market. The credit quality of the college will be closely linked to the successful execution of various initiatives geared towards improving its student market and financial position. Historically, Hartwick has realized favorable donor support, which, along with its good liquidity, provide some flexibility to work through these pressures. RATING OUTLOOK The negative outlook acknowledges ongoing student market challenges that will contribute to unbalanced operations through at least fiscal 2020. Small operating scale, and limited available avenues to generate near-term material revenue growth will make restoring fiscal balance challenging. FACTORS THAT COULD LEAD TO AN UPGRADE - Sustained improvement in student demand, highlighted by growth of net tuition revenue and enrollment stability - Substantial increase in spendable cash and investments, as well as monthly liquidity - Maintenance of consistently stronger cash flow margins of at least 10% and no additional debt FACTORS THAT COULD LEAD TO A DOWNGRADE - Any material contraction in unrestricted liquidity - Failure to materially improve cash flow margins and debt service coverage by fiscal 2021 - Meaningful shortfall in enrollment and net tuition revenue relative to current projections and budgets LEGAL SECURITY The Series 2015A bonds are a general obligation, payable from any legally available moneys of the college and further secured by an interest in unrestricted gross revenues. There is no debt service reserve fund. Hartwick covenants in a guaranty agreement that it must meet one of the following requirements to issue additional debt: maintenance of a rating no lower than Baa3 or BBB-, pro-forma maximum annual debt service of at least 120% for two of the most recent audited fiscal years if financing a residence hall, or pro-forma maximum annual debt service of 115% for the most recent audited fiscal year. In fiscal 2016 and fiscal 2017, the college's calculated annual debt service coverage under the covenant was below 1x. USE OF PROCEEDS Not applicable. PROFILE Hartwick College is a small, tuition dependent private liberal arts and sciences college with fall 2017 enrollment of 1,178 students and fiscal 2017 operating revenue of approximately $47 million. The college is in Oneonta, New York, located between Binghamton and Albany in the northern foothills of the Catskill Mountains. METHODOLOGY The principal methodology used in this rating was Higher Education published in December 2017. HERITAGE HOME: Sept. 25 Luxury Brands Business Assets Auction Set ----------------------------------------------------------------- Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware authorized Heritage Home Group, LLC's bidding procedures in connection with the sale of substantially all assets related to its going-concern business of designing, manufacturing, sourcing, licensing, and selling home furnishings under the Hickory Chair, Pearson, Maitland-Smith, and La Barge brands, to Hickory Chair, LLC for rhe aggregate purchase priceof $17,450,000, plus the Net Working Capital Surplus, minus the Net Working Capital Deficit, plus the assumption of Assumed Liabilities. The Debtors are authorized to proceed with the Sale in accordance with the Bidding Procedures, and are authorized to take any and all actions reasonably necessary or appropriate to implement the Bidding Procedures in accordance with the following timeline: a. Deadline for the Debtors to serve the Sale Notice: 3 business days after entry of the Bidding Procedures Order b. Sale Objection Deadline: 4:00 p.m. (ET) on Sept. 17, 2018 c. Assumption and Assignment Objection Deadline: 14 days from the Assumption and Assignment Service Date d. Auction Objection Deadline: 10:00 a.m. (ET) on Sept. 25, 2018 The Debtors are authorized to take any and all actions reasonably necessary or appropriate to implement the Bidding Procedures, in accordance therewith and the Asset Purchase Agreement. The salient terms of the Bidding Procedures are: a. Bid Deadline: 5:00 p.m. (ET) on Sept. 17, 2018 b. Initial Bid: The aggregate consideration proposed by each Bid must equal or exceed the sum of (i) the Base Amount of $17,450,000; plus (ii) an assumption of the Assumed Liabilities; plus (iii) $900,000, the maximum dollar value of the Bid Protections; plus (iv) a minimum bid increment of $500,000. c. Deposit: 7.5% of the aggregate cash and non-cash Purchase Price set forth in the Bid d. Auction: 10:00 a.m. (ET) on Sept. 20, 2018, if needed, at the offices of Young Conaway Stargatt & Taylor, LLP, 1000 N. King Street, Wilmington, Delaware 19801 (or such other place and time as the Debtors timely communicate to all entities entitled to attend the Auction) e. Bid Increments: $500,000 f. Sale Hearing: 10:00 a.m. (ET) on Sept. 26, 2018 g. Credit Bid: Any creditor with a valid and perfected lien on any of the Acquired Assets will have the right to credit bid all or any portion of such Secured Creditor's allowed secured claims to the extent that such secured claims are valid and undisputed, and any such credit bid will be deemed a Qualified Bid, and any such Secured Creditor a Qualified Bidder, for all purposes hereof. h. Bid Protections: In the event of a competing Qualified Bid, the Stalking Horse Bidder will be entitled, but not obligated, to submit Overbids and will be entitled in any such Overbids to include the full amount of the Bid Protections in lieu of cash and, for purposes of evaluating the Overbid, such amount will be equal to cash in the same amount. Three business days after entry of the Bidding Procedures Order, the Debtors will cause the Sale Notice to the Notice Parties and all known creditors of the Debtors. As soon as practicable following entry of the Bidding Procedures Order, the Debtors will file with the Court the Notice of Assumption and Assignment and, included therewith the Assigned Contracts List. The Assumption and Assignment Objection Deadline is no later than 4:00 p.m. (ET) 14 days following the Assumption and Assignment Service Date. The Stalking Horse Bidder will provide International Market Centers, LLC with adequate assurance information for the Stalking Horse Bidder when the Debtors file an Assumption and Assignment Notice affecting any of IMC' leases. Notwithstanding the possible applicability of Bankruptcy Rules 6004(h), 6006(d), 7062, 9014, or otherwise, the Court, for good cause shown, orders that the terms and conditions of the Bidding Procedures Order will be immediately effective and enforceable upon its entry. A copy of the APA and the Bidding Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/Heritage_Home_193_Order.pdf About Heritage Home Group Heritage Home Group LLC -- http://www.heritagehome.com/-- designs, manufactures, sources and retails home furnishings. The company markets its products through a wide range of channels, including its own Thomasville retail stores and through interior designers, multi-line or independent retailers and mass merchant stores. It was formed by an affiliate of KPS Capital Partners, LP in November 2013 to acquire the brand portfolio and certain related assets of Furniture Brands International, Inc. Heritage Home Group and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 18-11736 to 18-11740) on July 29, 2018. In the petitions signed by Robert D. Albergotti, chief restructuring officer, Heritage Home Group estimated assets of $100 million to $500 million and liabilities of $100 million to $500 million. The Debtors tapped Young Conaway Stargatt & Taylor, LLP as their legal counsel; Houlihan Lokey Capital, Inc. as their investment banker; and Kurtzman Carson Consultants LLC as claims and noticing agent. HOMECARE ADVANTAGE: Asks for Approval to Use Cash Collateral ------------------------------------------------------------ Homecare Advantage, LLC, seeks approval from the U.S. Bankruptcy Court of Southern District of Indiana to use cash collateral to continue the operation of its medical supply distribution services business. The Debtor's ability to finance its operations and the availability to it of sufficient working capital and liquidity through the use of cash collateral is vital to the confidence of the Debtor's vendors and suppliers of goods and services, to its customers, and to the preservation and maintenance of the going concern value of the Debtor's business. The Debtor's secured creditors are: (1) Riddell National Bank (approx. $245,663.03); (2) Philips Medical Capital, LLC (approx. $138,973.03); (3) DeLage Landen Financial Services, Inc. (approx. $19,504.99); and (4) VGM Financial Services (approx. $2,997.97). The Debtor will provide replacement liens on all accounts receivable and cash proceeds to each of the secured creditors. A full-text copy of the Motion is available at: http://bankrupt.com/misc/insb18-80520_4_Homecare_Cash_M.pdf About Homecare Advantage Homecare Advantage, LLC, is a medical equipment supplier in Indiana. HomeCare Advantage, an independent, family-owned home medical equipment business, was founded in 2003 by principal owners Barry and Tammy Martin. Homecare Advantage, LLC, based in Terre Haute, IN, filed a Chapter 11 petition (Bankr. S.D. Ind. Case No. 18-80520) on Aug. 22, 2018. Robert D. McMahan, Esq., at McMahan Law Firm, serves as bankruptcy counsel. In the petition signed by Barry Martin, manager, the Debtor disclosed $762,536 to $1,149,579 in assets and liabilities. INTEGRATED DEVICE: S&P Places 'BB-' ICR on CreditWatch Positive --------------------------------------------------------------- S&P Global Ratings placed its 'BB-' issuer credit rating on San Jose, Calif.-based semiconductor company Integrated Device Technology Inc. on CreditWatch with positive implications. S&P also placed on CreditWatch with positive implications its 'BB' issue-level rating on the company's secured debt and its 'B+' rating on its unsecured debt. The CreditWatch placement follows IDT's announcement that it will be acquired by Renesas Electronics Corp. As part of the transaction, all outstanding debt at IDT, including its senior secured debt and convertible debt, will be repaid. S&P plans to withdraw its rating on IDT following the close of the transaction. S&P views this to be a friendly acquisition, but the transaction must go through standard regulatory review processes. S&P will resolve the CreditWatch once the transaction closes, and plan to withdraw its issuer credit rating on IDT at that time. This is likely to occur in calendar 2019. INTRINSIC HOSPITALITY: Case Summary & 16 Unsecured Creditors ------------------------------------------------------------ Debtor: Intrinsic Hospitality, LLC 3440 Sojourn Dr., Suite 290 Carrollton, TX 75006 Business Description: Intrinsic Hospitality, LLC -- http://www.intrinsichospitality.com-- provides furniture, fixtures and equipment to clients within the continental United States. Based in North Texas, the company delivers services, products and logistical support. Chapter 11 Petition Date: September 12, 2018 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Case No.: 18-42055 Judge: Hon. Brenda T. Rhoades Debtor's Counsel: Eric A. Liepins, Esq. ERIC A. LIEPINS 12770 Coit Road, Suite 1100 Dallas, TX 75251 Tel: (972) 991-5591 E-mail: eric@ealpc.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Marlin Wilson, managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's 16 unsecured creditors is available for free at: http://bankrupt.com/misc/txeb18-42085.pdf JEFE PLOVER: P/E Fund Seeks Appointment of Chapter 11 Trustee ------------------------------------------------------------- gLlendodTodd Capital, LLC, a Dallas-based private equity firm, asks the Bankruptcy Court to appoint a Chapter 11 trustee for Jefe Plover Interests, Ltd. A hearing on GTC's motion will be held on October 25, 2018 at 9:30 a.m. According to GTC, there is strong evidence that JPI is 50% member of Irongate Investment Group, LLC, whose principal asset is a residential property on an island in the Bahamas with a fair market value estimated to be $10 million free and clear, subject only to local property and homeowner association assessments. Jeffrey H. Mims, the Chapter 7 Trustee for the bankruptcy estate of Wade Neal Barker, owner of Jefe Plover Management, LLC, the sole general partner of JPI, has indicated that the Bahamas property is up for sale and after a sale of the real estate and payment of all sale-related expenses, approximately $3.9 million will remain to be distributed to each member of Irongate. GTC believes those funds should be distributed to JPI's bankruptcy estate. But because of the asserted ownership issue, Barker's bankruptcy estate also appears to claims the right to those funds. GTC pointed out that Mims, clothed with authority to operate Barker-owned business, filed the JPI Case. He did so based on his perception that GTC was going to interfere in the sale of the Irongate property. Yet he fails to list JPI's interest in the Schedules and Statement of Financial Affairs he filed, GTC noted. GTC asserted that there is conflict of interest in Mims specifically with respect to the Irongate property and thus a Chapter 11 trustee must be appointed for JPI Case. Alternatively, GTC asked the Court to replace Mims with another qualified yet impartial Chapter 7 panel trustee. Counsel for GTC: Bruce W. Akerly, Esq. MALONE AKERLY MARTIN PLLC 8750 N. Central Expressway, Suite 1850 Dallas, TX 75231 Tel: (214) 346-2636 Email: bakerly@mamlaw.com About Jefe Plover Interests Jefe Plover Interests, Ltd., based in Dallas, Texas, is engaged in activities related to real estate. Jefe Plover is affiliated with Forest Park Medical Center at Southlake and Forest Park Medical Center, LLC. Jefe Plover Interests filed a Chapter 11 Petition (Bankr. N.D. Tex. Case No. 18-32722) on Aug. 15, 2018. The petition was signed by Jeffrey H. Mims, Chapter 7 Trustee for the Bankruptcy Estate of Wade Neal Barker, Case No. 18-32014-sgj7. The Hon. Stacey G. Jernigan presides over the case. Charles Brackett Hendricks, Esq., at Cavazos Hendricks Poirot, P.C., is the Debtor's counsel. JEROME BROWN: $48K Sale of Property Approved -------------------------------------------- Judge Jerry A. Funk the U.S. Bankruptcy Court for the Middle District of Florida authorized Jerome Brown and JoAnn Mitchell Brown to sell property for $48,000. A hearing on the Motion was held on Aug. 21, 2017. The sale is free and clear of liens, claims, and encumbrances. Upon the payment of $48,000, Duval County Tax Collector (POC 2) will have its claim paid first, and the remaining net sale proceeds will go to BizCapital (POC 11). The sale will be in full satisfaction of the secured claims of BizCapital and the DuvalCounty Tax Collector. The Debtor will not be liable for any deficiencies related to secured claims held by the Duval County Collector (POC 2) and BizCapital (POC 11). The Order will have no effect on the previously filed Motion for Approval of Stipulation and Agreement with Bizcaptial and the subsequently filed Order Approving Compromise. Jerome Brown and JoAnn Mitchell Brown sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 17-01779) on May 16, 2017. The Debtors tapped Jason A. Burgess, Esq., at The Law Offices of Jason A. Burgess, LLC as counsel. JHL INDUSTRIAL: Must File Amended Plan, Disclosures Before Sept. 20 ------------------------------------------------------------------- Bankruptcy Judge Joseph G. Rosania, Jr. directs JHL Industrial Services, LLC, d/b/a Platt Rogers Construction to file its amended plan and amended disclosure statement on or before Sept. 20, 2018. The amended disclosure statement is conditionally approved, subject to final approval after notice and hearing. Oct. 4, 2018 is fixed as the last day for filing written acceptances or rejections of the amended plan and the last day for filing and serving written objections to the amended disclosure statement and confirmation of the amended plan. The hearing on confirmation of the amended plan and to consider final approval of the amended disclosure statement has been set for Oct. 17, 2018 at 10:00 a.m. About JHL Industrial Services JHL Industrial Services, LLC, which conducts business under the name Platt Rogers Company -- http://www.plattrogers.com/-- provides niche services including custom fuel system installation, civil construction, integrated agricultural feed and water solutions, piping process, new construction and renovation of facilities and plant, demolition, environmental construction, fuel distribution, fuel management and energy economizing and alternative energies distribution system installation. JHL Industrial Services, based in Lakewood, Colorado, filed a Chapter 11 petition (Bankr. D. Colo. Case No. 17-14141) on May 5, 2017. In its petition, the Debtor estimated $505,500 in total assets and $1.02 million in total liabilities. The petition was signed by Jason Grubb, managing member. The Hon. Joseph G. Rosania Jr. presides over the case. David Warner, Esq., at Sender Wasserman Wadsworth, P.C., serves as bankruptcy counsel to the Debtor. JOHN H. SMITH: Farmer Seeks Access to Insurance Proceeds -------------------------------------------------------- John H. Smith, a farmer in Henry County, Tennessee, is asking the Bankruptcy Court to approve his use of cash collateral and order the insurance company to turn the proceeds over to the Debtor. In 2017, the Debtor suffered substantial weather related crop loss to the Corn and Tobacco crops. He had crop insurance and filed a claim for the losses. The loss was estimated to be $451,908.00 by the insurance firm of Rain and Hail. Iberia Bank holds a lien on a portion of these insurance proceeds. However, the Debtor is in need of the insurance proceeds to pay labor costs, rents and leases, planting costs; insurance and monthly operating expenses. A full-text copy of the Motion is available at: http://bankrupt.com/misc/tnwb18_26817_22_Smith_Cash_M.pdf John H. Smith, a farmer in Henry County, Tennessee, sought Chapter 11 protection (Bankr. W.D. Tenn. Case No. 18-26817) on Aug. 14, 2018. John Edward Dunlap, Esq., in Memphis, serves as counsel to the Debtor. JONESBORO HOSPITALITY: Lender's Sale of Real/Personal Property OK'd ------------------------------------------------------------------- Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the Eastern District of Texas authorized Ciena Capital Funding, LLC, as Servicer for the Bank of New York Mellon Trust Co., N.A., formerly known as The Bank of New York Trust Company, N.A., to sell the real property and improvements to Naziroddin J. Kazi, or any person or entity designated by same, including but limited to, AS-Sami, LLC, for $1,872,500. The Auctioneer is authorized and directed to execute any and all documents reasonably necessary to convey title to the Auctioned Property to the Buyer free and clear of all liens, claims and encumbrances and the sale provided for in the Order to the Buyer will be free and clear of all liens, claims and encumbrances on the Auctioned Property. At the closing of such sale, the Auctioneer (or any party acting at the Auctioneer's direction, such as a closing agent, title company or escrow agent) is authorized and directed to pay the normal costs associated with closing the sale of the Auctioned Property, including, but not limited to, brokerage fees, title insurance, processing fees, underwriting fees, flood certifications, application fees, escrow fees, abstract or title search fees, title examination fees, document preparation fees, and notary fees. At the closing of such sale, the Auctioneer (or any party acting at the Auctioneer's direction, such as a closing agent, title company or escrow agent) is authorized and directed to disburse to Craighead County, Arkansas, an amount sufficient to fully pay the Allowed Secured Claim of such ad valorem taxing authority for tax years 2017 and prior, as of the closing date, together with interest and penalties, if any, accrued at the applicable rate. At the closing of such sale, the Auctioneer (or any party acting at the Auctioneer's direction, such as a closing agent, title company or escrow agent) is authorized to comply with the written instructions of the Auctioneer, if any, with respect to the disbursement of any additional funds (including but not limited to the compensation of the Auctioneer, as provided in the Plan, and the distribution of the Net Proceeds Carve Out (as such term is defined in the Plan)). At the closing of such sale, the Auctioneer (or any party acting at the Auctioneer's direction, such as a closing agent, title company or escrow agent) is authorized and directed to disburse to the Lender all remaining proceeds of sale of the Auctioned Property. All payments to the Lender will be delivered to Lender at an address designated by Lender in writing. The stay provided in Federal Rule of Bankruptcy Procedure 6004(h) is waived. About Jonesboro Hospitality Jonesboro Hospitality, LLC, doing business as FairBridge Inn & Suites, owns and operates a hotel located at 3006 S. Caraway Road, Jonesboro, Arkansas. Jonesboro Hospitality previously filed a prior Chapter 11 case (Bankr. N.D. Tex. Case No. 13-34324) in Dallas in 2013. It confirmed a plan of reorganization in its prior case on May 30, 2014. Jonesboro Hospitality sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 17-40311) on Feb. 15, 2017. In the petition signed by Payal Nanda, principal, the Debtor estimated its assets and liabilities at $1 million to $10 million. The case is assigned to Judge Brenda T. Rhoades. The Debtor is represented by Joyce W. Lindauer, Esq., Sarah M. Cox, Esq., Jamie N. Kirk, Esq., and Jeffery M. Veteto, Esq., at Joyce W. Lindauer Attorney, PLLC. No trustee, examiner or official committee has been appointed. On Oct. 13, 2017, the Debtor filed a disclosure statement, which explains its proposed Chapter 11 plan of reorganization. On Dec. 15, 2017, Ciena Capital Funding LLC, the Debtor's lender, filed a combined plan of liquidation and disclosure statement. On April 6, 2018, the Court confirmed the Debtor's Combined Plan of Liquidation and Disclosure Statement. JXB 84 LLC: Seeks Nov. 27 Exclusive Plan Filing Extension --------------------------------------------------------- JXB 84 LLC asks the U.S. Bankruptcy Court for the Southern District of Florida for a 60-day extension of exclusivity to Nov. 27, 2018 within which to negotiate with creditors and file a plan and disclosure statement, and 60 days further time to solicit acceptances of said plan. JXB and Deutsche Bank recently had a pending motion for summary judgment in the adversary case for validity and priority of liens, avoidance of lien, and quiet title, No.18-01020-AJC, and a trial and objection to claims set in this main case for October 4 and 5, 2018, which have been resolved by the court, which JXB intends to appeal. In addition, JXB has filed requests for production and set depositions in the main case which are being worked on by the parties. In the meantime, however, exclusivity expires September 27, 2018 plus 60 days for solicitation, if not extended by motion filed prior to that date. Accordingly, JXB asks for 90 days extension of the exclusivity period. About JXB 84 LLC JXB 84 LLC is in the real estate business. JXB 84 LLC's principal assets are located at 228 Senator St. Brooklyn, NY 11220. JXB 84 LLC (DE) filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 17-21785) on Sept. 27, 2017. The petition was signed by Jared Dotoli, its manager. The case is assigned to Judge Jay A. Cristol. The Debtor is represented by Joel M. Aresty, Esq., at Joel M. Aresty P.A. At the time of filing, the Debtor estimated $1 million to $10 million in assets and $500,000 to $1 million in liabilities. KSA INVESTMENTS: Ch. 11 Trustee Can Hire Strauss as Accountant -------------------------------------------------------------- Marc H. Baer, the Chapter 11 Trustee of KSA Investments, LLC, sought and obtained approval from the United States Bankruptcy Court for the District of Maryland, Baltimore Division, to retain Larry Strauss, ESQ CPA & Associates, Inc. as his accountant. The Trustee believes it is necessary to retain the services of a certified public accountant to provide tax advise and prepare all required tax returns. The firm will be paid at these customary hourly rates: Partners $360 Managers $285 Supervisors $245 Senior $200 Staff $120 Strauss attests that the firm has no connection with the Debtor, Trustee, Creditor or any other party in interest, their respective attorneys and accountants, the United States Trustee, or any person employed in the office of the United States trustee; and represents no interest adverse to the estate in any matters upon which the firm is to be retained, except that the accountant serves as the accountant to this Trustee and other panel Trustees in connection with other cases and provides tax advice to Marc Baer on an ad hoc basis. Strauss also attests that the firm does not hold or represent an interest adverse to the Estate and is a disinterested person as that term is defined in Section 101(14) of the Bankruptcy Code. About KSA Investments KSA Investments, LLC, owner of five rental properties located in Baltimore City, Maryland, filed a Chapter 11 petition (Bankr. D. Md. Case No. 18-13303) on March 14, 2018. In the petition signed by its member Kamina Samie, the Debtor estimated $100,000 to $500,000 in assets and liabilities. The Law Offices of E. Christopher Amos serves as counsel to the Debtor. Marc H. Baer has been appointed as the Chapter 11 trustee to oversee the bankruptcy estate. He is represented by Offit Kurman, P.A. as his general counsel. He has hired Investors Management Co., Inc. as property manager. KYLE HUNT: $70K Sale of Lascassas Property to Kitchens Approved --------------------------------------------------------------- Judge Charles M. Walker of the U.S. Bankruptcy Court for the Middle District of Tennessee authorized Kyle and Kimberly Hunt to sell the real estate described as Tract No. 8, Boundary Survey of the James Harris Farms, 0 Charles Smith Road, Lascassas, Tennessee, to John W. and Heather Kitchen for $70,000. The sale is free and clear of any and all liens, claims, encumbrances and interest with any such liens, claims, encumbrances, or interest to transfer to and attach to the proceeds of the sale. The payment of compensation in the amount of 6% of the Purchase Price from the sale proceeds at closing to John Jones Real Estate, LLC is approved. The distribution of the proceeds of the sale will be only by specific Order of the Court. Kyle and Kimberly Hunt sought Chapter 11 protection (Bankr. M.D. Tenn. Case No. 3:18-bk-01786) on March 15, 2018. LAKE BRANCH DIARY: Seeks to Hire Buddy Ford as Attorney ------------------------------------------------------- Lake Branch Diary, Inc., seeks approval from the United States Bankruptcy Court for the Middle District of Florida, Tampa Division, to employ the law firm of Buddy D. Ford, P.A., to represent the Debtor as counsel in this case. Buddy D. Ford will render these services: (a) analyze the financial situation, and render advice and assistance to the Debtor in determining whether to file a petition under Chapter 11 of the Bankruptcy Code; (b) advise the Debtor with regard to the powers and duties of the debtor and as Debtor-in-Possession in the continued operation of the business and management of the property of the estate; (c) prepare and file the bankruptcy petition, schedules of assets and liabilities, statement of affairs, and other documents required by the Court; (d) represent the Debtor at the Section 341 Creditors' meeting; (e) give the Debtor legal advice with respect to its powers and duties as Debtor and as Debtor-in-Possession in the continued operation of its business and management of its property; if appropriate; (f) advise the Debtor with respect to its responsibilities in complying with the United States Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (g) prepare, on the behalf of the Debtor, the necessary motions, pleadings, applications, answers, orders, complaints, and other legal papers and appear at hearings thereon; (h) protect the interest of the Debtor in all matters pending before the court; (i) represent the Debtor in negotiation with its creditors in the preparation of the Chapter 11 Plan; and (j) perform all other legal services for the Debtor as Debtor-in-Possession which may be necessary. The firm's hourly rates are: Buddy D. Ford $425 Senior Associate Attorneys $375 Junior Associate Attorneys $300 Senior Paralegals $150 Junior Paralegals $100 Prior to the commencement of this case, the Debtor paid the firm an advance fee of $26,717, comprising of: $2,000 -- pre-filing fee retainer (paid pre-filing) $23,000 -- post-filing fee/cost retainer (paid pre-filing) $1,717 -- filing fee To the best of the Debtor's knowledge, Buddy D. Ford, P.A. attests that it has no connection with the Debtor, the creditors, or any other party in interest, or any party in interest, or their respective attorneys. Buddy D. Ford, P.A. also attests that it represents no interest adverse to the Debtor and to the estate in the matters upon which it is to be engaged. Buddy D. Ford, P.A. can be reached at: Buddy D. Ford, Esq. Jonathan A. Semach, Esq. 9301 West Hillsborough Avenue Tampa, FL 33615-3008 Telephone: (813) 877-4669 Facsimile: (813) 877-5543 Office Email: All@tampaesq.com Email: Buddy@tampaesq.com Email: Jonathan@tampaesq.com About Lake Branch Dairy, Inc. Lake Branch Dairy, Inc., filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 18-05951), on July 19, 2018. The Petition was signed by Roger L. Nickerson, president. The Debtor is represented by Buddy D. Ford, Esq. of Buddy D. Ford, P.A. At the time of filing, the Debtor had $3,331,161 in total assets and $7,906,868 in total liabilities. No official committee of unsecured creditors has been appointed in the Chapter 11 case of Lake Branch Dairy, Inc., as of Aug. 16. LOMAYESVA FARMS: Grossberg Butner & Speed Okayed as Accountants --------------------------------------------------------------- Lomayesva Farms, LLC, sought and obtained approval from the United States Bankruptcy Court for the District of Arizona to employ Grossberg, Butner & Speed CPAs as accountants for the Debtor. The Debtor seeks to employ Grossberg for the preparation of future federal and state tax returns, and also for consultation regarding general accounting inquiries as they arise. The majority of the accounting services will be performed or supervised by Bryan A. Speed, CPA. The Debtor believes Grossberg is qualified to perform the accounting services. The Debtor has previously engaged Grossberg as its accountants. Grossberg attests that it had no outstanding charges due from the Debtor at the time this case was filed and holds no interest adverse to the Debtor. The Debtor believes Grossberg will carry out all duties in connection with its employment in good faith and in the Debtor's best interest. About Lomayesva Farms Lomayesva Farms LLC, a wholesale livestock dealer in Parker, Arizona, filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 18-06661) on June 8, 2018. In the petition was signed by Dwight Lomayesva, member, the Debtor estimated $0 to $50,000 in assets and $10 million to $50 million in liabilities. The case is assigned to Judge Scott H. Gan. Dean M. Dinner, Esq., at Sacks Tierney P.A., is the Debtor's counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case of Lomayesva Farms LLC as of July 30. LOVEJOY'S FAMILY: Seeks Authority to Use BOW Cash Collateral ------------------------------------------------------------ Lovejoy's Family Moving, Inc., doing business as Republic Moving & Storage, seeks authorization from the U.S. Bankruptcy Court for the Central District of California to use the cash collateral allegedly of Bank of the West ("BOW"). BOW asserts an interest in cash collateral by virtue of a purportedly valid Business Loan Agreement and Commercial Security Agreement. Republic seeks the use of cash collateral in its moving and storage business consistent with the amounts and for the purposes set forth on the budget. Republic also proposes to make monthly adequate protection payments to BOW in the aggregate total amount of $17,715, which would be based on 5% interest on a loan balance of $3.3 million to BOW. The interest payment proposed also includes interest payments on all of the equipment loans, some of which are not held by BOW. Of the amount of the interest payment proposed, BOW would receive approximately $13,750 per month. Republic is also prepared to grant BOW a replacement lien to the extent and validity of the underlying, prepetition, lien. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/cacb18-16624-11.pdf About Lovejoy's Family Moving Headquartered in Chula Vista, California, Republic Moving & Storage Inc. -- https://www.republicmoving.com/ -- provides moving and storage solutions for residential homes, military personnel, and commercial businesses throughout Southern California and the world. Lovejoy's Family Moving sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-16624) on Aug. 6, 2018. In the petition signed by Joseph W. Lovejoy, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Scott C. Clarkson presides over the case. MARRIETA RIDGE: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------- The Office of the U.S. Trustee on Sept. 12 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Marrieta Ridge, Inc. About Marrieta Ridge Inc. Marrieta Ridge, Inc., a privately-held company in Chula Vista, California, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Calif. Case No. 18-04726) on August 7, 2018. In the petition signed by Tarek Afifi, president, the Debtor disclosed that it had estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Christopher B. Latham presides over the case. Fitzmaurice & Demergian is the Debtor's bankruptcy counsel. MIAMI BEVERLY: Has Until Sept. 26 to Exclusively File Plan ---------------------------------------------------------- The Hon. Laurel M. Isicoff of the U.S. Bankruptcy Court for the Southern District of Florida, at the behest of Miami Beverly LLC, 1336 NW 60 LLC, Reverend LLC, 13300 Alexandria Dr Holdings LLC, and The Holdings At City, LLC, has granted each of the Debtors exclusivity to file Plans of Reorganization, up to and through September 26, 2018, and exclusivity to solicit votes for the Plans, up to and through November 25, 2018, subject to other requirements of the Order. Through a separate order, the Court has required the Debtors to either file a motion to approve a private sale of the Properties, or alternatively, file a motion to approve bid procedures and schedule an auction sale of the Properties on or before September 7, 2018. Further, the Court is scheduling by separate order a hearing on whichever pleadings is filed for September 26, 2018 at 3:30 p.m., and scheduling a final hearing, if necessary, to approve the private sale or conduct the auction sale on October 26, 2018 at 1:30 p.m. The Court further requires Mr. Abraham Vaknin and Mrs. Denise Vaknin to attend the Sale Hearing and Final Sale/Auction Hearing in person. Alternatively, Mrs. Denise Vaknin may appear at the Sale Hearing and the Final Sale/Auction Hearing by telephone, but Mr. Vaknin shall still be required to appear in person. In the event that the Debtors fail to comply with any of the requirements provided for under the September 7th Deadline, or the Vaknins fail to appear as required in the Order, or the motions are denied, exclusivity to file the Plans will terminate, by the terms of the Order, immediately. The Troubled Company Reporter has previously reported that pursuant to the 543 Order, entered on June 14, 2018, the Debtors were required to: (1) seek a hearing on the Sale Motion no later than 30 days' notice after the filing of the Sale Motion; (2) seek a final hearing to be scheduled for no later than 135 days after the filing of the Sale Motion; and (3) conduct a closing no later than 150 days after the filing of the Sale Motion. As such, a closing on the Properties must take place on or before November 11, 2018. Following the Court's order extending the Debtors' Deadlines to file the Sale Motion, the Debtors filed their Initial Sale Motion. On August 3 and 6, 2018, several creditors filed objections and a joinder to the Initial Sale Motion. Subsequently, the Debtors filed their Amended Initial Sale Motion, which provides for the following: (i) a higher sale amount for the Properties; (ii) allocates the sale proceeds amongst the various Debtors' estates; (iii) substantially increases the down payment to be made prior to closing; (iv) removes any financing contingencies. Recognizing the need to allow parties to review the terms of the amended agreement, the Court agreed to reschedule the hearing on the Amended Sale Motion to August 29, 2018. Accordingly, given the forthcoming sale and focus needed on resolving issues associated therewith, the Debtors asked the Court for 90 days extension the exclusivity period for filing a joint plan of reorganization and disclosure statement. About Miami Beverly Miami Beverly, LLC and its affiliates 1336 NW 60 LLC, Reverend, LLC, 13300 Alexandria Dr. Holdings, LLC and The Holdings at City, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 18-14506) on April 17, 2018. In the petition signed by Denise Vaknin, manager, Miami Beverly estimated assets of less than $50,000 and liabilities of less than $500,000. Judge Laurel M. Isicoff presides over the cases. MID-ATLANTIC ENEGRY: Taps Karalis as Bankruptcy Counsel ------------------------------------------------------- Mid-Atlantic Energy Concepts, Inc. and its debtor-affiliate LaraLynn, L.P. sought and obtained approval from the United States Bankruptcy Court for the Eastern District of Pennsylvania to employ Karalis PC as bankruptcy counsel. Karalis PC will perform these legal services: (a) advise the Debtors of their rights, powers, and duties as debtors-in-possession in continuing to operate and manage their assets; (b) advise the Debtors concerning, and assisting in the negotiation and documentation of the use of cash collateral and/or debtor-in-possession financing, debt restructuring and related transactions; (c) review the nature and validity of agreements relating to the Debtors' businesses and advise the Debtors in connection therewith; (d) review the nature and validity of liens, if any, asserted against the Debtors and advise as to the enforceability of such liens; (e) advise the Debtors concerning the actions they might take to collect and recover property for the benefit of their estates; (f) prepare on the Debtors' behalf all necessary and appropriate applications, motions, pleadings, orders, notices, petitions, schedules, and other documents, and review all financial and other reports to be filed in the Debtors' Chapter 11 cases; (g) advise the Debtors concerning, and preparing responses to, applications, motions, pleadings, notices and other papers which may be filed in the Debtors' Chapter 11 cases; (h) counsel the Debtors in connection with formulation, negotiation and promulgation of a plan of reorganization and related documents; and (i) perform all other legal services for and on behalf of the Debtors, which may be necessary or appropriate in the administration of their Chapter 11 cases. Karalis PC attests that it does not hold nor represent any interest adverse to the Debtors or their creditors, and is a disinterested person within the meaning of Section 101(14) of the Bankruptcy Code. About Mid-Atlantic Energy Concepts Founded in 1994, Mid-Atlantic Energy Concepts, Inc. -- https://www.atlanticenergyconcepts.com/ -- is a privately held company specializing in turn-key lighting retrofits, taking full responsibility for all aspects of the project from site survey through project closeout. The company has performed lighting retrofits on over a thousand projects in both the public and private sectors, including federal, state and local government, hospitals, universities, school districts, office buildings, retail and commercial/industrial spaces. Mid-Atlantic Energy Concepts sought Chapter 11 protection (Bankr. E.D. Pa. Case No. 18-14790) on July 20, 2018. Judge Richard E. Fehling is assigned to the case. In the petition signed by Kenneth Field, president, the Debtor estimated assets and liabilities in the range of $1 million to $10 million. The Debtor tapped Aris J. Karalis, Esq., and Robert W. Seitzer, Esq., at Karalis PC, as counsel. An Official Unsecured Creditors Committee has not been appointed by the United States Trustee. MIDWAY OILFIELD: Seeks Approval to Use Cash Collateral ------------------------------------------------------ Midway Oilfield Constructors, Inc., filed with the U.S. Bankruptcy Court for the Southern District of Texas an emergency motion seeking approval to use cash collateral pursuant to Section 363(c) of the Bankruptcy Code. On July 14, 2000, the Debtor entered into a Merchant Services agreement with Compass Bank d/b/a Commercial Billing Services whereby Compass acquires the submitted accounts receivable and distributes 89% of the stated value of the receivable. Compass holds a properly perfected first priority security interest in all of the Debtor's accounts, accounts receivable, general intangibles and returned goods, together with all amounts to the Debtor's credit and on deposit with Compass. As of the Petition Date, the outstanding balance of receivables purchased by Compass totaled $2,076,804. Pursuant to the terms of the Merchant Agreement and related agreements between the Debtor and Compass, a reserve fund is maintained by Compass which, as of the Petition Date, had a balance of $278,043. On Aug. 7, 2018, BizFund, LLC, obtained a judgment against the Debtor in the amount of $365,734 (the "BizFund Judgment") in the case styled BizFund, LLC vs. Midway Oilfield Contractors, Inc., et al. (Index No. 1912-2018) in the Supreme Court of the State of New York, County of Kings. On Aug. 9, 2018, Ace Funding Source, LLC, obtained a judgment against the Debtor in the amount of $1,299,641.25 (the "Ace Judgment") in the case styled Ace Funding Source, LLC vs. Midway Oilfield Contractors, Inc., et al. (Index No. 1964-18) in the Supreme Court of the State of New York, County of Kings. On Aug. 9, 2018, Compass was served with a garnishment regarding the BizFund Judgment. On Aug. 13, 2018, Compass was served with a garnishment regarding the Ace Judgment. On Aug. 14, 2018, in connection with the garnishment regarding the BizFund Judgment, Compass issued a check to the New York City Marshal in the amount of $121,915 (the "Garnishment Check"). This amount was comprised of $120,309 constituting amounts contained in the Debtor's deposit accounts and $1,605 constituting the amount in the account of the debtor's principal, Billy A. Smith, also a named defendant in the lawsuit. Shortly after issuance of the Garnishment Check, Compass discovered the Debtor's accounts were overdrawn in the amount of $45,209 at the time of issuance of the check to the Marshal, and Compass consequently stopped payment on the Garnishment Check. The Debtor requests authority to use the funds that will be available in the Compass account following the processing of the stop payment order relating to the Garnishment Check (such funds, which are estimated to equal to $75,000 after accounting for Debtor's overdrawn amounts, are referred to as the "Replenished Funds"). The Debtor seeks to use the cash collateral as working capital in the operation of its business for the limited purposes specified in, and at least for the period defined in the budget. As adequate protection for the diminution in value of collateral caused by the Debtor's use of the cash collateral, the Debtor will (i) maintain the value of its business as a going concern, (ii) provide Compass replacement liens upon the Debtor's assets and proceeds thereof including but not limited to postpetition accounts, accounts receivable and cash (collectively, the "Replacement Collateral"); and (iii) award Compass an administrative expense priority claim. A full-text copy of the Motion is available at: http://bankrupt.com/misc/txsb18-34567_Midway_Cash_M.pdf About Midway Oilfield Constructors Midway Oilfield Constructors, Inc., provides construction services to the upstream, midstream, and downstream sectors of the oil and gas industry. Based out of Midway, Texas, Midway provides services across the State of Texas and Oklahoma. On Aug. 15, 2018, Midway Oilfield Constructors filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (S.D. Tex. Case No. 18-34567). The Hon. Marvin Isgur is the case judge. WALDRON & SCHNEIDER, L.L.P., led by Kimberly Anne Bartley, is the Debtor's counsel. The Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. MODA INGLESIDE: S&P Gives BB- Issuer Credit Rating, Outlook Stable ------------------------------------------------------------------ S&P Global Ratings assigned its 'BB-' long-term issuer credit rating to Corpus Christi, Texas-based midstream company Moda Ingleside Energy Center LLC. The outlook is stable. S&P said, "At the same time, we assigned our 'BB+' issue-level rating and '1' recovery rating to the company's $300 million senior secured first-lien term loan due in 2025. The '1' recovery rating indicates lenders can expect very high (90%-100%; rounded estimate: 95%) recovery in a default scenario. "Our 'BB-' rating reflects the company's attractive competitive position at the Port of Corpus Christi, Texas; advantaged loading capabilities; connectivity to the Permian Basin; and strong contractual profile with investment-grade counterparties. "The stable outlook reflects our view that the company will complete construction on the terminal expansions on schedule. We expect low cash flow volatility and that it will maintain debt to EBITDA around 4.5x on a run-rate basis after the expansion initiatives. Additionally, we expect the company to continue to renew terminaling contracts with creditworthy counterparties. "We could consider a negative rating action if adjusted debt to EBITDA is sustained above 5.5x. This could result from unforeseen construction delays at the terminal or counterparty nonpayment. Any aggressive acquisition plans that increase leverage could also lead to a lower rating." A higher rating would likely require an improvement in the business risk profile, possibly resulting from the execution of key expansion initiatives or increased scale in operations and cash flow generation. An improvement in S&P's assessment of the financial risk profile is unlikely given the ownership by EnCap Flatrock. MOEINI CORP: $315K Sale of Pensacola Property to Bailey Approved ---------------------------------------------------------------- Judge Henry A. Callaway of the U.S. Bankruptcy Court for the Southern District of Alabama authorized Moeini Corp.'s sale of the real property and improvements thereon known as 2471 E. Nine Mile Road, Pensacola, Florida, and certain items of equipment attached to said building owned by the Debtor to James C. Bailey, Jr. or his designee or $315,000 plus those closing costs for which the Purchaser is responsible. A hearing on the Motion was held on Aug. 28, 2018. The sale is free and clear of all liens. From the gross sales proceeds, the Debtor will pay (1) all closing costs and fees required to be paid by the Seller under the terms of the purchase agreement, including a real estate commission of 4% of the sales price; (2) the proration of ad valorem taxes required to be paid by the Seller under the Purchase Agreement; and (3) all of the remaining proceeds will be paid to Hancock Bank. The Chapter 11 quarterly fees will not be paid from the sales proceeds, and the Debtor will remain responsible for those fees. The Court finds, pursuant to B.R. Rule 6004(h), that cause exists for nullifying the stay of the Order and the Order is effective and final immediately. About Moeini Corporation Moeini Corporation is a franchisee of IHOP restaurants with locations in the Alabama and Florida market. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ala. Case No. 17-04073) on October 26, 2017. Mehdi Moeini, its president, signed the petition. At the time of the filing, the Debtor estimated assets and liabilities of $1 million to $10 million. MOUNTAIN CRANE SERVICE: Taps Jones Simkins as Tax Preparer ---------------------------------------------------------- Mountain Crane Service, LLC, sought and obtained authority from the United States Bankruptcy Court for the District of Utah, Central Division, to employ Jones Simkins as its ordinary course tax preparer and tax advisor. Jones Simkins has served as the Debtor's tax preparer and tax advisor since 2013. As such, Jones Simkins has critical background information and work in process that will assist the firm in completing the Debtor's tax returns in a timely and cost-efficient manner. The Debtor anticipates that hiring or utilizing any other tax preparer would be significantly more expensive to its estate, and would increase the potential for inaccurate or untimely filed tax returns. Jones Simkins will provide these services: (a) rendering assistance and oversight regarding the preparation of the Debtor's 2017 income tax returns; (b) preparing future tax returns and tax filings for the Debtor; and (c) as necessary, coordinating with and providing information and input to the Debtor's professionals. The hourly rates of the primary Jones Simkins employees expected to provide services in the Case are: Partners $300 Managers $165 Senior Staff $115 Staff $80 Jones Simkins has a pre-petition claim against the Debtor in the amount of $49,236. Jones Simkins has not agreed to waive or write-off its Prepetition Claim. To the best of the Debtor's knowledge, Jones Simkins has no direct or indirect relationship to, connection with, or interest in the Debtor, any of the Debtor's creditors, any other party in interest, any of their respective attorneys and accountants, the United States Trustee, or any person employed in the office of the United States Trustee, except as set forth in the declaration of Paul Gibbons. About Mountain Crane Service Mountain Crane Service, LLC -- https://www.mountaincrane.com/ -- specializes in refinery turnarounds and has a fleet comprised of more than 100 cranes, and hundreds of other pieces of equipment dedicated to refineries in Utah, Montana, and Wyoming. It is located in Salt Lake City, Utah, with satellite offices and wind maintenance service locations in Montana, Nevada, Washington, Idaho, Wyoming, Iowa, Texas and Michigan. Mountain Crane Service sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Utah Case No. 18-20225) on Jan. 12, 2018. In the petition signed by Paul Belcher, managing member, the Debtor estimated assets and liabilities of $50 million to $100 million. Judge Joel T. Marker presides over the case. The Debtor hired Cohne Kinghorn, P.C., as its bankruptcy counsel; and Rocky Mountain Advisory, LLC, as its accountant and financial advisor. It also hired Richards Brandt Miller Nelson PC, Brian C. Webber PLLC, and GC Associates Law as special counsel. The Debtor also hired Paul P. Burghardt and the law firm of GC Associates Law as special bankruptcy counsel; Dan Anderson and Sterling Appraisals & Machinery, Ltd as appraisers and valuation consultants; and Calaway Capital Resources, Inc. as the Debtor's consultant regarding (i) interest rates and terms for loans on cranes and other heavy equipment; (ii) collateral lifespans for such loans; and (iii) interest rates and repayment terms for "line of credit" loans in the construction industry. The U.S. Trustee for Region 19 appointed an official committee of unsecured creditors on Jan. 25, 2017. The Committee retained Archer & Greiner, P.C., as its legal counsel. Judge Marker has approved Mountain Crane Service, LLC's disclosure statement with respect to its chapter 11 plan of reorganization. MR. TORTILLA: Seeks Access to Cash Collateral for 30 Days --------------------------------------------------------- Mr. Tortilla, Inc., seeks authority to use cash collateral of Valley Economic Development Council (VEDC) in accordance with the submitted budget. The company currently owes VEDC around $309,993 and it holds a blanket lien on all of its assets. Though the company believes that VEDC is adequately protected by its assets and additional security by the tortilla manufacturing line, it is willing to pay the creditor $1,000 monthly, beginning September 3, and grant replacement liens. The Debtor believes that the allowance of use of cash collateral for continued business operations is its best chance for reorganization. A full-text copy of the Motion is available at: http://bankrupt.com/misc/cacb18-12051_7_Tortilla_Cash_M.pdf About Mr. Tortilla Mr. Tortilla, Inc., is a manufacturer of traditional flour tortilla (fresh or refrigerated) in San Fernando, California. Mr. Tortilla filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.18-12051) on Aug. 14, 2018. In the petition signed by Anthony Alcazar, president, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. The case is assigned to Judge Victoria S. Kaufman. Jonathan M. Hayes, Esq., at Resnik Hayes Moradi LLP, is the Debtor's counsel. N&B MANAGEMENT: Trustee's $345K Sale of Pittsburgh Property Okayed ------------------------------------------------------------------ Judge Carlota M. Bohm of the U.S. Bankruptcy Court for the Western District of Pennsylvania authorized Jeffrey J. Sikirica, Chapter 11 Trustee for N & B Management Co., LLC, to sell the real property described as 1030 Murray Hill Avenue, 14th Ward, Pittsburgh, Allegheny County, Pennsylvania 15217 and identified as tax parcel 0085-F-00073-0000-00, to Bigelow Property Services, LLC or its assigns for $345,000. A hearing on the Motion was held on Aug. 28, 2018 at 2:30 p.m. The sale is "as is, where is" with all faults and with no representations and/or warranties of any kind; and free and divested of all liens and claims. Should Bigelow or its assigns fail or otherwise refuse to close on the sale within 30 days of the date of the Order or within any extension of time mutually agreed upon between Bigelow or its assigns and the Chapter 11 Trustee, then the sale of the Real Property owned by the Debtor is confirmed to Tiara Properties, LLC or its assigns for $340,000, as a back-up bidder, free and divested of all liens and claims. At the closing of the sale, these will be paid: a. Real estate transfer taxes estimated in the amount of 3% of the final sales price which will be prorated equally between the Successful Bidder and the Debtor; b. Real estate taxes for the school district, county and City, including all delinquent real estate taxes due at the time of the closing which will be prorated over the tax year of the closing date between the Successful Bidder and the Debtor; c. Municipal liens for sewage and water due at the time of closing; d. Real estate broker's commission and fees of 6% of the final sale price plus $395; e. Normal miscellaneous closing costs related to documentation, lien letters, etc.; and f. The balance of the proceeds will be held in trust by the N & B Trustee pending distribution pursuant to further Order of Court. Pursuant to W.PA.LBR. 6004-1(c)(4), within seven calendar days of the later of the Closing Date or Back-up Closing date, the Trustee will file a report of sale. About N & B Management Co N & B Management Company, LLC, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 16-24728) on Dec. 23, 2016, estimating less than $1 million in assets and liabilities. Jeffrey Sikirica was appointed Chapter 11 trustee in the Debtor's case on May 15, 2018. Francis E. Corbett, Esq., is the Debtor's counsel. Jeffrey J. Sikirica, Esq., in Gibsonia, Pennsylvania, serves as the Debtor's counsel. NPC INTERNATIONAL: Moody's Affirms B2 CFR, Outlook Negative ----------------------------------------------------------- Moody's Investors Service affirmed NPC International, Inc.'s B2 Corporate Family Rating and B2-PD Probability of default Rating. Moody's also affirmed the company's B1 1st lien senior secured bank ratings and Caa1 2nd lien senior secured bank rating. In addition, NPC's outlook was changed to negative from stable. "The change in outlook to negative reflects NPC's high leverage and modest interest coverage and our view that the company's ability to materially improve credit metrics over the near term will be challenging as competition remains high and cost pressures persist." stated Bill Fahy, Moody's Senior Credit Officer. For the LTM period ending June 26, 2018, NPC's debt to EBITDA was high at about 6.8 times and EBITA coverage of interest was modest at about 1.2 times. "However, the ratings recognize NPC's material scale, multiple brands and adequate liquidity. " stated Fahy. Outlook Actions: Issuer: NPC International, Inc. Outlook, Changed To Negative From Stable Affirmations: Issuer: NPC International, Inc. Probability of Default Rating, Affirmed B2-PD Corporate Family Rating, Affirmed B2 Senior Secured 1st Lien Revolving Credit Facility, Affirmed B1 (LGD3) Senior Secured 1st Lien Term Loan, Affirmed B1 (LGD3) Senior Secured 2nd Lien Term Loan, Affirmed Caa1 (LGD5) RATINGS RATIONALE The B2 CFR reflects NPC's high leverage and modest interest coverage driven by weaker operating trends and cost inflation related in part to commodities, wages, and pricing. The rating also considered NPC's limited product offering, concentrated day-part in lunch and dinner and limited geographic diversity. Supporting the ratings are NPC's multiple brands, meaningful scale within the Pizza Hut and Wendy's franchise system, new advertising partnerships, dedicated brand management and adequate liquidity. The negative outlook reflects Moody's view that weaker than anticipated operating trends and higher than expected costs will make it more challenging to strengthen leverage and coverage to levels that are more representative of a B2 rating. Ratings could be downgraded in the event debt to EBITDA remained above 6.0 times on a sustained basis. Any deterioration in liquidity, could also result in a downgrade. The ratings could be upgraded in the event a sustained improvement in operating performance, driven by profitable same store sales and new unit growth resulted in stronger debt protection metrics and liquidity. Specifically, an upgrade would require debt to EBITDA declining near 4.5 times and EBITA to interest exceeding 2.0 times on a sustained basis. NPC is the largest Pizza Hut and Wendy's franchisee, operating 1,217 Pizza Hut restaurants and delivery units and 384 Wendy's restaurants. Annual revenues are approximately $1.6 billion. NPC is owned by Delaware Holdings, LLC and Eldridge Investment Holdings. The principal methodology used in these ratings was Restaurant Industry published in January 2018. OAKMONT INVESTMENT: U.S. Trustee Forms 3-Member Committee --------------------------------------------------------- The U.S. Trustee for Region 21 on Sept. 12 appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of Oakmont Investment Group, LLC and its affiliates. The committee members are: (1) Anastasios Vasilakos c/o Merbaum & Becker Attn: Andrew Becker, Esq. 5755 North Point Parkway, Suite 284 Alpharetta, GA 30022 Phone: (678) 393-8232 Email: abecker@mbpclaw.com (2) Bruce's Best Inc. Attn: David Bruce Patterson Attn: Natalie Baker 16 Forest Parkway, Bldg. 30 Forest Park, GA 30296 Phone: (404) 366-6700 Email: bruce@brucesbestinc.com Email: natalie@brucesbestinc.com (3) Performance Food Group, Inc. Attn: Brad Boe, Director of Credit 188 Inverness Drive West, Suite 700 Englewood, CO 80112 Phone: (303) 662-7121 Email: brad.boe@pfgc.com Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Oakmont Investment Group Oakmont Investment Group, LLC, and its affiliates are privately-held companies operating in the restaurant industry. Oakmont Investment Group and 6 its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Lead Case No. 18-62353) on July 26, 2018. In the petitions signed by James Liakakos, manager, Oakmont Investment Group estimated up to $50,000 in assets and $100,000 to $500,000 in liabilities. Affiliates Sage Park Place, Inc., and Sage Enterprises Group III, LLC, each estimated up to $50,000 in assets and $1 million to $10 million in liabilities. The Debtors tapped George M. Geeslin, Esq., as their legal counsel. ORION HEALTHCORP: Court Gives Relief to Allegiance Billing, Et Al. ------------------------------------------------------------------ BankruptcyData.com reported that the Court hearing the Orion Healthcorp case granted in part and denied in part an amended motion filed by (i) Allegiance Billing Associates, John Esposito and Mark Bellissimo (the "Consultants") and (ii) Rosanna Dovgala-Weaverling and Kristi Jadczak (the "Employee Parties" and, together with the Consultants, the "Movants") requesting that the Court reconsider its sale order. The order states, "The relief sough . . . is granted on the following terms: a. The Agreements are not (i) an Assumed Contract as such term is defined in the Sale Order or (ii) an Assigned Contract as such term is defined in the Asset Purchase Agreement, and were not sold, transferred or conveyed in any part or form to MTBC under the terms of the Asset Purchase Agreement. b. The Agreements constitute 'Excluded Assets' as such term is defined in the Asset Purchase Agreement. The MTBC Objection and Debtors' Response are hereby overruled." BankruptcyData previously reported, the reconsideration motion explains, "By this Motion, Movants seek clarification and/or modification of the Sale Order. Movants are compelled to file this Motion because Medical Transcription Billing ("MTBC"), the successful bidder and purchaser of certain of the Debtors' assets, filed the MTBC Statement on July 11, 2018 suggesting that MTBC acquired greater rights than provided for in the Sale Order." About Orion HealthCorp Constellation Healthcare Technologies, Inc., is a healthcare services organization providing outsourced revenue cycle management, practice management, and group purchasing services to U.S. physicians. Orion Healthcorp, et al. -- http://www.orionhealthcorp.com/-- are a consolidated enterprise of several companies aggregated through a series of acquisitions, which operate the following businesses: (a) outsourced revenue cycle management for physician practices, (b) physician practice management, (c) group purchasing services for physician practices, and (d) an independent practice association business, which is organized and directed by physicians in private practice to negotiate contracts with insurance companies on their behalf while those physicians remain independent and which also provides other services to those physician practices. Orion has locations in Houston, Texas; Jericho, New York; Lakewood, Colorado; Lawrenceville, Georgia; Monroeville, Pennsylvania; and Simi Valley, California. Constellation Healthcare Technologies, Inc., along with certain of its subsidiaries, including Orion Healthcorp, Inc., on March 16, 2018, initiated voluntary proceedings under Chapter 11 of the U.S. Bankruptcy Code to facilitate an orderly and efficient sale of its businesses. The lead case is In re Orion Healthcorp, Inc. (E.D.N.Y. Lead Case No. 18-71748). The Debtors have liabilities of $245.9 million. The Hon. Carla E. Craig is the case judge. The Debtors tapped DLA Piper US LLP as counsel; Hahn & Hessen LLP, as conflicts counsel; FTI Consulting, Inc., as restructuring advisor; Houlihan Lokey Capital, Inc., as investment banker; and Epiq Bankruptcy Solutions, LLC as claims and noticing agent. The Office of the U.S. Trustee on April 4, 2018, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases. The Committee tapped Pachulski Stang Ziehl & Jones LLP as its legal counsel, and CBIZ Accounting, Tax and Advisory of New York, LLC, as its financial advisor. On July 5, 2018, affiliate New York Network Management, L.L.C., followed parent Orion into bankruptcy to implement a deal to sell its assets for at least $16.5 million. PACIFIC DRILLING: Announces Pricing of $1-Bil. Senior Secured Notes ------------------------------------------------------------------- Pacific Drilling S.A. on Sept. 12, 2018, announced the pricing of its previously announced private offering of $1.0 billion aggregate principal amount of senior secured notes, consisting of $750 million aggregate principal amount of 8.375% First Lien Notes due 2023 (the "first lien notes") and $250 million aggregate principal amount of 11.000% / 12.000% Second Lien PIK Notes due 2024 (the "second lien PIK notes" and, together with the first lien notes, the "notes"). The offerings of the notes are expected to close on September 26, 2018, subject to satisfaction of customary closing conditions, at which time the net proceeds of the offerings will be funded into separate escrow accounts (the "Escrow Accounts") pending Pacific Drilling's emergence from bankruptcy. The first lien notes will accrue interest at a rate of 8.375% per annum, payable semi-annually in arrears on April 1 and October 1 of each year beginning on April 1, 2019. The first lien notes will mature on October 1, 2023, unless earlier redeemed or repurchased. With respect to the second lien PIK notes, if the Company elects to pay interest for an interest period entirely in the form of PIK interest, interest will accrue at a rate of 12.000% per annum. If the Company elects to pay interest for an interest period entirely in the form of cash, interest will accrue at a rate of 11.000% per annum. If the Company elects to pay 50% in cash interest and 50% in PIK interest for an interest period, (i) interest in respect of the cash interest portion will accrue at 11.000% and (ii) interest in respect of the PIK interest portion will accrue at 12.000%. Interest on the second lien PIK notes will be payable semi-annually in arrears on April 1 and October 1 of each year beginning on April 1, 2019. The second lien PIK notes will mature on April 1, 2024, unless earlier redeemed or repurchased. Each series of notes is being offered by a separate special purpose wholly owned subsidiary (together, the "Escrow Issuers") of Pacific Drilling in connection with the restructuring of Pacific Drilling as part of the First Amended Joint Plan of Reorganization filed with the U.S. Bankruptcy Court for the Southern District of New York on August 31, 2018 (the "Plan"). If the Plan is confirmed and certain other conditions are satisfied on or before December 22, 2018 (the date on which such conditions are satisfied, the "Escrow Release Date"), the Escrow Issuers will merge with and into Pacific Drilling, and Pacific Drilling will become the obligor under the notes. On the Escrow Release Date, the notes will be jointly and severally and fully and unconditionally guaranteed on a senior secured basis by each of Pacific Drilling's restricted subsidiaries (subject to certain exceptions) and the first lien notes will be secured on a first-priority basis, and the second lien PIK notes on a second-priority basis, by substantially all of Pacific Drilling's assets (subject to certain exceptions). Prior to the Escrow Release Date, each series of notes will be general obligations of the applicable Escrow Issuer, secured only by a lien on the applicable Escrow Account. On the Escrow Release Date, the net proceeds from the offerings will be released from the Escrow Accounts to fund a portion of the payments to creditors provided for under the Plan. The notes and related guarantees are being offered and sold in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act") and are being offered and sold only to qualified institutional buyers under Rule 144A of the Securities Act, and to non-U.S. persons in transactions outside the United States under Regulation S of the Securities Act. The notes have not been, and will not be, registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws. About Pacific Drilling Pacific Drilling S.A. (OTC: PACDQ) a Luxembourg public limited liability company (societe anonyme), operates an international offshore drilling business that specializes in ultra-deepwater and complex well construction services. Pacific Drilling -- http://www.pacificdrilling.com/-- owns seven high-specification floating rigs: the Pacific Bora, the Pacific Mistral, the Pacific Scirocco, the Pacific Santa Ana, the Pacific Khamsin, the Pacific Sharav and the Pacific Meltem. All drillships are of the latest generations, delivered between 2010 and 2014, with a combined historical acquisition cost exceeding $5.0 billion. The average useful life of a drillship exceeds 25 years. On Nov. 12, 2017, Pacific Drilling S.A. and 21 affiliates each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-13193). The cases are pending before the Honorable Michael E. Wiles and are jointly administered. Pacific Drilling disclosed $5.46 billion in assets and $3.18 billion in liabilities as of Sept. 30, 2017. The Debtors tapped Sullivan & Cromwell LLP as bankruptcy counsel but was later replaced by Togut, Segal & Segal LLP; Evercore Partners International LLP as investment banker; AlixPartners, LLP, as restructuring advisor; Alvarez & Marsal Taxand, LLC as executive compensation and benefits consultant; Ince & Co LLP and Jones Walker LLP as special counsel; and Prime Clerk LLC as claims and noticing agent. On August 23, 2018, the U.S. Trustee appointed three creditors to serve on the official committee of unsecured creditors in the Debtors' cases. The RCF Agent tapped Shearman & Sterling LLP, as counsel, and PJT Partners LP, as financial advisor. The ad hoc group of RCF Lenders engaged White & Case LLP as counsel. The SSCF Agent tapped Milbank Tweed, Hadley & McCloy LLP, as counsel, and Moelis & Company LLC, as financial advisor. The Ad Hoc Group of Various Holders of the Ship Group C Debt, 2020 Notes and Term Loan B tapped Paul, Weiss, Rifkind, Wharton & Garrison, in New York as counsel. * * * On Aug. 1, 2018, Pacific Drilling S.A. filed a Chapter 11 plan of reorganization based on the proposal presented to the Company's Board of Directors by an ad hoc group of its secured creditors. Pursuant to the Plan, the Company expects to raise $1.5 billion of new capital comprised of $1.0 billion in a combination of first and second lien secured notes and $500 million of equity. PAIN MEDICINE: Tanner & Associates Okayed as Special Counsel ------------------------------------------------------------ The Pain Medicine and Rehabilitation Center, P.C., sought and obtained approval from the United States Bankruptcy Court for the Southern District of Indiana, New Albany Division, to employ Eugene Carlos Tanner III of Tanner & Associates, LLC as special counsel. The Debtor has engaged proposed counsel, the law firm Tanner & Associates, LLC as the Debtor's special counsel for provision of legal services regarding an ongoing billing dispute -- SSIMED Litigation -- with an electronic medical records service provider that has spanned over five years. Because of the need for legal services prior to and after the Debtor's Chapter 11 Petition, E. Carlos Tanner, III, Esq. and Tanner & Associates, LLC have continued to provide necessary legal services to the benefit of the Debtor prior to the filing of the Application. In regard to the SSIMED litigation, the Debtor and Anthony Alexander, M.D., individually, agree that they owe Brand Law PLLC, and Tanner & Associates a 40% contingency fee in this matter for any award, settlement verdict, judgment or any other recovery obtained by any Plaintiff in the SSIMED litigation, prior to the deduction of costs/expenses. This fee amount is also separate and apart from other legal services fees associates with legal services Proposed Counsel has provided to the Debtor and Anthony Alexander, M.D., individually. Tanner disclosed that it has no actual or potential conflicts of interest with any creditor of the Debtor. Tanner, however, noted that it is a creditor in this case for prepetition legal services previously provided to the Debtor and Anthony Alexander M.D., individually. About The Pain Medicine and Rehabilitation Center The Pain Medicine and Rehabilitation Center P.C. is a privately held company in Jeffersonville, Indiana, categorized under Medical Centers. The Pain Medicine and Rehabilitation Center filed a Chapter 11 petition (Bankr. S.D. Ind. Case No. 18-90472) on April 9, 2018, estimating under $1 million in assets and liabilities. The petition was signed by its president, Anthony Alexander, MD. Eric C. Redman, Esq., at Redman Ludwig, P.C., is the Debtor's counsel. Brand Law PLLC, and Tanner & Associates, LLC, serve as special counsel. PES HOLDINGS: S&P Assigns B- Issuer Credit Rating, Outlook Stable ----------------------------------------------------------------- S&P Global Ratings assigned its 'B-' long-term issuer credit rating (ICR) to PES Holdings LLC. The outlook is stable. At the same time, S&P Global Ratings assigned its 'B+' issue-level rating and '1' recovery rating to tranche A of PES' senior secured exit credit facility; and its 'B-' issue-level rating and '3' recovery rating to tranches B and C of the facility. The '1' recovery rating indicates S&P's expectation for very high (90%-100%; rounded estimate: 95%) recovery for bondholders in a default scenario, while the '3' recovery rating indicates meaningful (50%-70%; rounded estimate: 50%) recovery for tranche B and C debtholders. S&P said, "The ICR reflects our view of the company's business risk profile and postbankruptcy capital structure. PES is the successor company to Philadelphia Energy Solutions LLC, which restructured following a bankruptcy earlier this year. "The stable outlook reflects our expectation that PES will continue to improve cash flow through improved operations, lower overall RIN costs, and lower operating expenses. "We could lower the ratings if the company's sustained expected cash flow falls such that debt-to-EBITDA approaches 5x. This could follow weakened crack spreads, increased operating costs, or an inability to secure the Permian crude, which is an important factor in our cash flow expectations. "We could consider a positive rating action if PES continues to improve its cash flow such that sustained debt-to-EBITDA were to be about 2x." PIONEER UK MIDCO 1: S&P Affirms 'B' ICR, Outlook Stable ------------------------------------------------------- S&P Global Ratings affirmed its 'B' long-term issuer credit rating on Philadelphia-based Pioneer UK Midco 1 Ltd., which operates as PCI Pharma Services. The outlook is stable. S&P said, "At the same time, we affirmed our 'B' issue-level rating, with a recovery rating of '3', on PCI Pharma's first-lien secured debt (issued by operating subsidiary Packaging Coordinators Midco Inc.), consisting of a $65 million revolving credit facility, a $515.5 million term loan, and the proposed $50 million term loan add-on. The '3' recovery rating indicates our expectation for meaningful (50%-70%; rounded estimate: 60%) recovery in the event of payment default. "We also affirmed our 'CCC+' issue-level rating, with a recovery rating of '6', on PCI Pharma's second-lien term loan, which consists of $205 million term loan and $50 million add-on. The '6' recovery rating indicates our expectation for negligible (0%-10%; rounded estimate: 0%) recovery in the event of payment default." U.S. pharmaceutical packaging company Pioneer UK Midco 1 Ltd., which operates as PCI Pharma Services, recently announced its intention to acquire clinical pharmaceutical packaging company Sherpa Clinical Packaging for about $85 million, funded with an equity raise, a $50 million add-on to its first-lien term loan, and a $25 million add-on to its second-lien term loan. The company intends to use the proceeds from its proposed $75 million add-on to acquire San Diego-based Sherpa Clinical Packaging, adding to its presence in the clinical-stage pharmaceutical packaging business. This is the third modest-sized (about $140 million in total) acquisition in less than a year, adding to the purchase of Australia-based Pharmaceutical Packaging Professionals and Dublin-based Millmount Healthcare. The stable outlook reflects S&P's expectation that continued demand for outsourcing will allow PCI Pharma to generate mid-single-digit organic revenue growth and expand margins back to pre-2017 levels. It also reflects our expectation that leverage will remain well above 5x, but that the company will generate $20 million-$30 million in cash flow before growth capex and acquisitions. PRECIPIO INC: Signs $10 Million Stock Purchase Agreement with LPC ----------------------------------------------------------------- Precipio Inc. has entered into a purchase agreement with Lincoln Park Capital Fund, LLC, pursuant to which the Company has the right to sell to LPC, and LPC has committed to purchase from the Company, from time to time, up to $10,000,000 of Precipio's common stock, subject to certain limitations, during the 24 months term of the Purchase Agreement. As consideration for its commitment to purchase shares of the Company's common stock under the Purchase Agreement, the Company agreed to issue 600,000 commitment shares to LPC as a commitment fee. Concurrently with the execution of the Purchase Agreement on Sept. 7, 2018, the Company and LPC also entered into a registration rights agreement, pursuant to which the Company agreed, among other things, to file a registration statement with the Securities and Exchange Commission, no later than Oct. 5, 2018, to register for resale by LPC under the Securities Act of 1933, as amended, the Commitment Shares and the shares of common stock that the Company may elect to issue and sell to LPC from time to time under the Purchase Agreement. The Company does not have the right to commence any sales to LPC under the Purchase Agreement until each of the conditions set forth in the Purchase Agreement, all of which are outside of LPC's control, have been satisfied, including the Registration Statement being declared effective by the SEC. Thereafter, under the Purchase Agreement, on any business day selected by the Company on which the closing price of its common stock is not less than $0.10 per share (subject to adjustment for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction as provided in the Purchase Agreement), the Company may direct LPC to purchase up to 450,000 shares of its common stock on such business day, provided, however, that (i) the Regular Purchase may be increased to up to 500,000 shares, provided that the closing sale price of our common stock is not below $0.50 on the purchase date (subject to adjustment for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction as provided in the Purchase Agreement) and (ii) the Regular Purchase may be increased to up to 550,000 shares, provided that the closing sale price of our common stock is not below $0.75 on the purchase date (subject to adjustment for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction as provided in the Purchase Agreement). In each case, LPC's maximum commitment in any single Regular Purchase may not exceed $1,000,000. LPC has no right to require the Company to sell any shares of common stock to LPC, but LPC is obligated to make purchases as the Company directs, subject to certain conditions. The purchase price per share for each such Regular Purchase will be based off of prevailing market prices of the Company's common stock immediately preceding the time of sale without any fixed discount. In addition to Regular Purchases, Precipio may also direct LPC, on any business day on which the Company has properly submitted a Regular Purchase notice directing LPC to purchase the maximum number of shares of its common stock that it is then permitted to include in a single Regular Purchase notice and the closing sale price of the Company's common stock on such business day is not below $0.25 per share (subject to adjustment for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction as provided in the Purchase Agreement), to purchase an additional amount of the Company's common stock, which the Company refers to as an Accelerated Purchase, not to exceed the lesser of: (i) 25% of the aggregate shares of the Company's common stock traded during all or, if certain trading volume or market price thresholds specified in the Purchase Agreement are crossed on the applicable Accelerated Purchase date, which is defined as the next business day following the purchase date for the corresponding Regular Purchase, the portion of the normal trading hours on the applicable Accelerated Purchase date prior to such time that any one of such thresholds is crossed; and (ii) 3 times the number of purchase shares purchased pursuant to the corresponding Regular Purchase. Under certain circumstances and in accordance with the Purchase Agreement, the Company may direct LPC to purchase shares in multiple Accelerated Purchases on the same trading day, provided that (i) the closing price of the Company's common stock on the business day immediately preceding such business day is not less than $0.25 per share (subject to adjustment for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction as provided in the Purchase Agreement) and (ii) all prior Accelerated Purchases (including those that have occurred earlier on the same day) have been completed and all of the shares to be purchased thereunder (and under the corresponding Regular Purchase) have been properly delivered to LPC in accordance with the Purchase Agreement. The price per share in each Accelerated Purchase will be based on the market prices of the Company's common stock at the time of such Accelerated Purchase calculated as set forth in the Purchase Agreement. Other than as described above, there are no trading volume requirements or restrictions under the Purchase Agreement, and the Company will control the timing and amount of any sales of its common stock to LPC. There are no restrictions on future financings, rights of first refusal, participation rights, penalties or liquidated damages in the Purchase Agreement or Registration Rights Agreement other than a prohibition on entering into a "Variable Rate Transaction," as defined in the Purchase Agreement. Under applicable rules of The NASDAQ Capital Market, in no event may the Company issue or sell to LPC under the Purchase Agreement more than 19.99% of the shares of the Company's common stock outstanding immediately prior to the execution of the Purchase Agreement (which is 4,628,859 shares based on 23,155,872 shares outstanding immediately prior to the execution of the Purchase Agreement), unless (i) the Company obtains stockholder approval to issue shares of common stock in excess of the Exchange Cap or (ii) the average price of all applicable sales of the Company's common stock to LPC under the Purchase Agreement equal or exceed $0.4728 (which represents the closing consolidated bid price of its common stock on Sept. 7, 2018, plus an incremental amount to account for its issuance of the Commitment Shares to LPC), such that issuances and sales of its common stock to LPC under the Purchase Agreement would be exempt from the Exchange Cap limitation under applicable NASDAQ rules. The Purchase Agreement also prohibits the Company from directing LPC to purchase any shares of common stock if those shares, when aggregated with all other shares of the Company's common stock then beneficially owned by LPC and its affiliates, would result in LPC and its affiliates having beneficial ownership, at any single point in time, of more than 4.99% of the then total outstanding shares of Precipio's common stock, as calculated pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended, and Rule 13d-3 thereunder. The net proceeds under the Purchase Agreement to the Company will depend on the frequency and prices at which it sells shares of common stock to LPC. The Company expects that any proceeds received by the Company from those sales to LPC will be used for working capital and general corporate purposes. The Purchase Agreement and the Registration Rights Agreement contain customary representations, warranties, agreements and closing conditions to as well as indemnification rights and termination provisions. The Company has the right to terminate the Purchase Agreement at any time, at no cost or penalty. In the event of bankruptcy proceedings by or against the Company, the Purchase Agreement will automatically terminate without action of any party. During any "event of default" under the Purchase Agreement, all of which are outside of LPC's control, LPC does not have the right to terminate the Purchase Agreement; however, the Company may not initiate any regular or other purchase of shares by LPC, until such event of default is cured. LPC represented to the Company, among other things, that it was an "accredited investor" (as such term is defined in Rule 501(a) of Regulation D under the Act, and the Company sold the securities in reliance upon private placement exemptions from the registration requirements under Section 4(a)(2) of the Act, as well as Rule 506(b) under Regulation D under the Act. Form S-1 Withdrawal On Aug. 10, 2018, the Company withdrew its Registration Statement on Form S-1 (File No. 333-333-224297 with respect to an equity line previously disclosed in order to comply with the requirements of the Securities and Exchange Commission. About Precipio Omaha, Nebraska-based Precipio, formerly known as Transgenomic, Inc. -- http://www.precipiodx.com/-- is a cancer diagnostics company providing diagnostic products and services to the oncology market. The Company has developed a platform designed to eradicate misdiagnoses by harnessing the intellect, expertise and technology developed within academic institutions and delivering quality diagnostic information to physicians and their patients worldwide. Precipio operates a cancer diagnostic laboratory located in New Haven, Connecticut and has partnered with the Yale School of Medicine. The audit opinion included in the company's Annual Report on Form 10-K for the year ended Dec. 31, 2017 contains a going concern explanatory paragraph. Marcum LLP, the Company's auditor since 2016, stated that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Precipio reported a net loss available to common stockholders of $33.21 million in 2017 and a net loss available to common stockholders of $4.08 million in 2016. As of June 30, 2018, Precipio had $25.88 million in total assets, $13.69 million in total liabilities and $12.19 million in total stockholders' equity. Nasdaq Delisting Notice On March 26, 2018, Precipio received written notice from The Nasdaq Stock Market LLC indicating that, based on the closing bid price of the Company's common stock for the preceding 30 consecutive business days, the Company is not in compliance with the $1.00 minimum bid price requirement for continued listing on the Nasdaq Capital Market. The Notice has no immediate effect on the listing of Precipio's common stock, and its common stock will continue to trade on the Nasdaq Capital Market under the symbol "PRPO" at this time. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), Precipio has a period of 180 calendar days, or until Sept. 24, 2018 to regain compliance with the Minimum Bid Price Requirement. PREMIER WEST COAST: Hiring Mark Hannon as Counsel ------------------------------------------------- Premier West Coast Properties, LLC is seeking authority from the United States Bankruptcy Court of the Eastern District of California to employ Mark J. Hannon as its attorney. The counsel will render these services: (a) Preparation and filing of Schedules, Statement of Financial Affairs and other related forms; (b) Representation of the debtor in possession at all future meetings of creditors, hearings, pretrial conferences, and trial in this case of any litigation arising in connection with the case; (c) Preparation, filing and presentation to the court of any pleading requesting or opposing relief; (d) Preparation, filing and presentation to the court of a disclosure statement and plan of reorganization under Chapter 11 of the Bankruptcy Code; (e) Review of claims made by creditors and interested parties, including preparation and prosecution of any objections to claims as appropriate; (f) Preparation and presentation of a final accounting and motion for final decree closing this case; (g) Preparation, filing and prosecution of litigation against the Debtor's secured lenders and others if deemed appropriate; and (h) Performance of all other legal services for Debtor which may be necessary. Mark J Hannon has an hourly rate of $345. Mr. Hannon attests he has has no connection with the Debtor, any personnel employed in the office of the United States Trustee, the creditors or any other party in interest, nor does this attorney represent or hold any interest adverse to the debtor in possession of the estate herein the matters upon which it is to be engaged, and his employment would be in the best interest of the estates and its creditors. Mr. Hannon can be reached at: MARK J. HANNON Attorney At Law 1114 West Fremont Stockton, CA 95203 Tel: (209) 942-2229 About Premier West Coast Properties Premier West Coast Properties LLC, is a real estate company that owns in fee simple a property located at 3609 Oakdale Rd Ste 5, Modesto, California, consisting of 1.147 acres of land and improvements valued by the company at $3.03 million. Premier West Coast Properties, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. CA. Case No. 18-90464) on June 21, 2018. In the petition signed by its president Brent Hill, the Debtor disclosed total assets of $3.03 million and $2.44 million in liabilities. Mark J. Hannon, Esq. is the Debtor's counsel. PRO-CARE INJURY: Bid to Appoint Wade Gent as Receiver Underway -------------------------------------------------------------- Pro-Care Injury and Rehab Centers, Inc. is awaiting a decision from the United States Bankruptcy Court for the Northern District of Texas, Dallas Division, on its bid to employ Wade Gent as receiver. On June 12, 2018, the same date as the Debtor's Petition Date, a state court judge presiding over the divorce case between James and Sara Huaman ordered the appointment of a receiver -- Wade Gent -- to oversee the operations of the Debtor. The Debtor therefore seeks to employ Wade Gent to perform services incident to his appointment as receiver pursuant to 11 U.S.C. Sec. 327. The Debtor proposes to employ the Receiver under a typical receiver commission basis. The Debtor proposes to pay the Receiver a commission of 5% of disbursements. The Receiver shall make application as necessary for compensation pursuant to Bankruptcy Rule 2016 and Local Bankruptcy Rule 2016.1. The Receiver represents no interests adverse to this estate or to any other entity in connection with this case and is a "disinterested person" within the meaning of 11 U.S.C. Section 101(14). Wade Gent can be reached at: Wade Gent 113 W. Mulberry Street Kaufman, Texas 75142 * * * Pro-Care Injury previously filed a request for authority to employ William Dunn, as its accountant/receiver. Pro-Care Injury requires William Dunn to provide accounting services to the Debtor and its estate in the bankruptcy case. The U.S. Trustee for Region 6 has objected to both requests. William Dunn was referenced as co-receiver in the state court's Order appointing Gent as receiver. Dunn was previously appointed as receiver by a state court judge presiding over the Huamans' divorce case. There is a pending dispute regarding the ownership of the Debtor and the Debtor's Authority to file Bankruptcy between Mr. and Mrs. Huaman. On an interim basis, the parties reached an agreement providing for the status quo to be maintained pursuant to an interim order by the Bankruptcy Court. The U.S. Trustee contends that there is an intrinsic conflict within two Employment Applications. The U.S. Trustee reminds the Court that the Interim Order suggests that the intent of the parties was to keep the status quo and permit the custodian(s) to continue in possession, custody, or control of such property until it is decided if Mr. Huaman had authority to file the bankruptcy in the first instance -- essentially excuse the receiver(s) from turnover. The U.S. Trustee points out that the services of Gent and Dunn, albeit genuinely targeted to steer the Debtor smoothly through the bankruptcy process, exceed the types of services attendant to turnover and accounting as provided for under 11 U.S.C. Sec. 543(b)(2). The Debtor's counsel attempts a workaround by filing employment applications under Section 327. But the procedural impasse is incontrovertible. To argue otherwise is an inherent conflict; Gent and Dunn cannot simultaneously represent the receivership estate and the bankruptcy estate. About Pro-Care Injury & Rehab Centers, Inc. Pro-Care Injury & Rehab Centers, Inc., is a medical clinic in Dallas, Texas. Pro-Care Injury & Rehab Centers filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 18-31984) on June 12, 2018, estimating under $1 million in assets and liabilities. Gregory Wayne Mitchell, Esq., at The Mitchell Law Firm, L.P., serves as the Debtor's counsel. Pro-Care Injury & Rehab Centers, Inc. hired William Dunn, as accountant/receiver to the Debtor. PURSUIT HOLDINGS: Case Summary & 16 Unsecured Creditors ------------------------------------------------------- Debtor: Pursuit Holdings (NY) LLC f/k/a Pursuit Holdings, LLC 10 Bedford Street New York, NY 10014 Business Description: Pursuit Holdings (NY) LLC is a Delaware limited liability company fully owned by Michael Hayden Sanford. Its principal place of business is located at 8 The Green, Suite A, Dover, Delaware 19901. The company previously sought bankruptcy protection on Feb. 20, 2017 (Bankr. D. Del. Case No. 17- 10389), which case had been closed in April 2017. Chapter 11 Petition Date: September 12, 2018 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Case No.: 18-12738 Judge: Hon. Martin Glenn Debtor's Counsel: Daniel Osborn, Esq. OSBORN LAW P.C. 43 W. 43rd Street, Suite 131 New York, NY 10036 Tel: 212-725-9800 Fax: (212) 500-5115 E-mail: dosborn@osbornlawpc.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Michael Hayden Sanford, sole member. A full-text copy of the petition containing, among other items, a list of the Debtor's 16 unsecured creditors is available for free at: http://bankrupt.com/misc/nysb18-12738.pdf QUALITY CONSTRUCTION: Third Cash Collateral Order Entered --------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Louisiana entered a third interim order authorizing Quality Construction & Production, LLC, et al., to use cash collateral for the continued operation of their businesses. The Debtors are allowed to use of cash collateral of MidSouth Bank. Midsouth is granted current asset and mortgage replacement liens as adequate protection. The court also ordered the Debtors to provide written information for each reporting period regarding balance, total amount and sources of cash collateral, reports on postpetition collateral and aging reports, among others. The Debtors are also required to make adequate protection payments to MidSouth of $20,000 for five installments or a total of $100,000. A full-text copy of the Order is available at: http://bankrupt.com/misc/lawb18-50303_269_Tortilla_Cash_O.pdf About Quality Construction & Production LLC Quality Construction & Production, LLC, and its subsidiaries operate a group of oilfield service companies in the areas of onshore and offshore fabrication, installation, and production operations in Youngsville, Louisiana, and together employ approximately 850 people. The Company's onshore fabrication services include spool piping, production modules, manifolds, deck extensions, and riser guards and clamps. QCP's offshore services include hook-ups, facilities maintenance/upgrades, compressor installations and field welding. Quality Construction was founded by Nathan Granger and Troy Collins in 2001. Quality Construction & Production, LLC, and three affiliates sought Chapter 11 protection (Bankr. W.D. La. Lead Case No. 18-50303) on March 16, 2018. In the petition signed by Nathan Granger, president, Quality Construction estimated $10 million to $50 million in assets and debt. The Hon. Robert Summerhays is the case judge. The Debtors tapped Weinstein & St. Germain, LLC, as their bankruptcy counsel; Elmore Consulting, LLC, as financial consultant; and Donlin, Recano & Company as claims and noticing agent. The Office of the U.S. Trustee for Region 5 appointed an official committee of unsecured creditors on April 23, 2018. The Committee hired H. Kent Aguillard as counsel. QUINTIS LTD: Chapter 15 Case Summary ------------------------------------ Lead Debtor: Quintis Ltd. L2, 171-173 Mounts Bay Rd Perth, WA 6000 Australia Business Description: Formerly known as TFS Corporation Ltd), Quintis Ltd. is a forestry management company. Quintis is an owner and manager of sandalwood plantations in northern Australia. The company also operates sandalwood processing and oil distribution facilities in Albany, Western Australia, and a pharmaceutical product development business in San Antonio, USA. https://quintis.com.au/ Foreign Proceeding in Which Appointment of the Foreign Representative Occurred: Scheme of Arrangement under Corporations Act (Commonwealth of Australia) Chapter 15 Petition Date: September 12, 2018 Affiliated companies that have filed voluntary petitions seeking relief under Chapter 15 of the Bankruptcy Code: Debtor Case No. ------ -------- Quintis Ltd. (Lead Debtor) 18-12739 Arwon Finance Pty Ltd. 18-12740 Australian Sandalwood Oil Co. Pty Ltd. 18-12741 Mt Romance Australia Pty Ltd. 18-12742 Mt Romance Holdings Pty Ltd. 18-12744 Quintis Forestry Limited 18-12745 Quintis Leasing Pty Ltd. 18-12746 Sandalwood Properties Ltd. 18-12747 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. Martin Glenn Chapter 15 Petitioner:Richard Tucker Level 10, 40 St George Terrace 3185 Perth, WA 6000 Australia Chapter 15 Petitioner's Counsel: Aaron Javian, Esq. David Kazlow, Esq. REED SMITH LLP 599 Lexington Avenue New York, NY 10022 Tel: 212-521-5400 Fax: 212-521-5450 Email: ajavian@reedsmith.com dkazlow@reedsmith.com Estimated Assets: Unknown Estimated Debts: Unknown A full-text copy of Quintis Ltd.'s Chapter 15 petition is available for free at: http://bankrupt.com/misc/nysb18-12739.pdf R & S ANTIQUES: $73K Sale of Remaining Inventory to Insider Okayed ------------------------------------------------------------------ Judge Julia W. Brand of the U.S. Bankruptcy Court for the Central District of California authorized R & S Antiques, Inc., doing business as David Orgell, to sell remaining inventory to Rahim Soltani for $73,000. A hearing on the Motion was held on Aug. 16, 2018 at 10:00 a.m. Mr. Soltani is an insider of the Debtor. The Purchased Assets do not include the Debtor's interest in the disassembled Waterford Crystal Fountain described in the Motion. The 14-day stay proscribed by Federal Rule of Bankruptcy Procedure 6004(h) is waived. About R & S Antiques Located in Beverly Hills, California, R & S Antiques, Inc., doing business as David Orgell -- http://www.davidorgell.com/-- is a family owned retailer of high-end jewelry and timepieces, as well as crystal, antique silver & gifts. The company's Rodeo Drive location was founded in 1958 by David Orgell, son of Spencer Orgell. The Orgell legend began in the late 1800s in England, where the Orgell family had developed a prominent clientele in London that included, among others, the Royal family. Immigrating to the United States, the Orgell family found its way to Los Angeles and settled in nearby Beverly Hills in the 1940s. David Orgell was purchased by the Soltani family in 1989. R & S Antiques, Inc., sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 17-23986) on Nov. 13, 2017. In the petition signed by Rahim Soltani, president, the Debtor estimated assets in the range of $500,000 to $1 million and $10 million to $50 million in debt. The case is assigned to Judge Julia W. Brand. The Debtor tapped Jason Balitzer, Esq., and Victor A Sahn, Esq., at SulmeyerKupetz APC as counsel. R&B RECEIVABLES: Gets Interim Approval to Use Cash Collateral ------------------------------------------------------------- U.S. Bankruptcy Judge Jacqueline P. Cox of the Northern District of Illinois, Eastern Division, granted the interim use of cash collateral to R&B Receivables Management Corp., Inc. The Debtor and its secured creditors, State Bank of the Lakes and Florida Department of Education, have agreed that the cash collateral shall only be used for payment of necessary expenses and wage payments, and in accordance with the submitted budget, with variance of no more than 10% per line item. The secured creditors will have right to reporting, accounting, and inspection of premises, property, assets, books and records. The parties also agreed to payment of minimum distribution as adequate protection to secured creditors. The Debtor will make a minimum distribution to the Secured Creditors in the following amounts: (i) $2,427 to SBOTL, and (ii) $808.97 to FDOE. In the event of a surplus of monies on deposit in the cash collateral account at the end of the final payroll period for each month, the surplus will be distributed by the Debtor to the secured creditors in the following amounts: 75% to SBOTL and 25% to FDOE. Upon payment in full to SBOTL, the Debtor will make minimum distributions to FDOE in the amount of $3,236 plus 100% of the surplus of monies on deposit in the cash collateral account at the end of the final payroll period for each month. The final hearing is set for Sept. 18, 2018 at 10:00 a.m. The Debtors as waived all objections to the perfection of the liens of the Secured Creditors. A full-text copy of the Order is available at: http://bankrupt.com/misc/ilnb18-14877_54_RB_Cash_O.pdf About R & B Receivables Management Corporation R & B Receivables Management Corporation filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 18-14877) on May 22, 2018. In the petition signed by Dennis A. Brebner, president, the Debtor estimated $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. The Debtor is represented by John A. Ullian, Esq.,of Somen Law Firm, LLC. RESTAURANT TECHNOLOGIES: Moody's Assigns B2 CFR, Outlook Stable --------------------------------------------------------------- Moody's Investors Service assigned first-time ratings for Restaurant Technologies, Inc., including a B2 Corporate Family Rating, a B2-PD Probability of Default Rating, and a B1 rating to each of the company's proposed first-lien credit facilities, including a $60 million 5-year revolver and a $375 million 7-year first-lien term loan. In addition, Moody's assigned a Caa1 rating to the company's proposed $125 million 8-year second-lien term loan. The ratings outlook is stable. "The B2 CFR largely reflects Restaurant Technologies' relatively small size, high financial leverage in connection with the LBO of the company, and our expectation for limited free cash flow generation over the next 12-18 months owing largely to the company's high interest expense burden and substantial upfront capital expenditures related to new customer installations " according to Brian Silver, Moody's Vice President and lead analyst for the company. "However, we recognize the company's well-entrenched position in its customers' respective cooking oil supply chains, the recurring nature of its revenue stream, and the safety, quality, and efficiency benefits that the company's products and services provide to its customers. As such, we expect the company to continue to grow its business and profitability through both new customer additions and increasing penetration with existing customers such that the company will deleverage to below 7 times by FYE18," added Silver. The following ratings for Restaurant Technologies, Inc. have been assigned (subject to receipt of final documentation): Corporate Family Rating, B2 Probability of Default Rating, B2-PD $60 million Senior Secured Revolving Credit Facility due 2023, B1 (LGD3) $375 million Senior Secured First-Lien Term Loan due 2025, B1 (LGD3) $125 million Senior Secured Second-Lien Term Loan due 2026, Caa1 (LGD6) Outlook Actions: Outlook, assigned stable RATINGS RATIONALE Restaurant Technologies' credit profile is constrained by its relatively small size highlighted by total annual gross revenue of less than $500 million (net revenue of roughly $190 million excluding oil passthrough), and its high financial leverage of approximately 7.9 times debt-to-EBITDA, pro forma for its new capital structure for the twelve months ended June 30, 2018. Moody's notes that leverage and interest coverage improve to 6.7 times and 1.4 times, respectively, when giving pro forma credit for the annual impact of new installations, signed customer backlog, and customer pricing increases which are expected to be realized over the next twelve months. In addition, the company's liquidity profile is adequate over the next year owing to limited balance sheet cash and likely breakeven free cash flow generation as a result of the significant upfront capex required to fund new customer installations. Liquidity is supported by full availability and access to its $60 million revolving credit facility. The company has high concentration with its largest customer McDonald's Corporation; however, the risks associated with this customer concentration are somewhat offset by the nearly 20 year relationship between the two companies, the limited alternatives available to McDonald's for closed loop oil services, and the fact that Restaurant Technologies only sells and contracts with individual franchisees (the largest of which is less than 4% of net revenues). The company is also majority owned by a new financial sponsor, hence the potential for event risk, including dividends, is present. However, Restaurant Technologies benefits from its well-entrenched position in its customers' cooking oil supply chains, which is evidenced by the stickiness of customer contracts. The company also benefits from high barriers to entry resulting from first-mover advantage in the closed-loop oil solution industry and its ownership of 41 strategically located depots which are able to service most major metropolitan areas in the US. The company has a high proportion of recurring revenue from contractual service fees and volume based adders for new oil deliveries. The company is expected to continue to drive profitability enhancements primarily through a healthy pace of new customer installations and the associated improvements to route density at its depots over time. The rollout of the new AutoMist product is also expected to contribute to topline and EBITDA growth over the next few years. The stable outlook reflects Moody's expectation that Restaurant Technologies will grow its topline in the mid-to-high single-digits primarily via new customer installations over the next 12-18 months. It also reflects Moody's expectation for improvement in credit metrics driven by earnings growth such that debt-to-EBITDA approaches the 6.5 times range over the next 12-18 months and that the company will maintain at least an adequate liquidity profile. The ratings could be upgraded if the company continues to grow its size and scale and debt-to-EBITDA is sustained below 5.5 times and EBITA-to-interest expense is sustained above 2 times. In addition, Moody's would expect the company to maintain at least a good liquidity profile accompanied by positive free cash flow generation. Alternatively, the ratings could be downgraded if debt-to-EBITDA remains above 7 times at FYE18, if EBITA-to-interest expense falls below 1 time, or the company's liquidity profile weakens, as evidenced by increased revolver borrowings. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Headquartered in Mendota Heights, Minnesota, Restaurant Technologies, Inc. operates as a closed-loop cooking oil distributor for quick service and casual dining restaurants, grocery stores, and hospitality customers. The company is in the process of being acquired by private equity firm West Street Infrastructure Partners. The company is private and does not publicly disclose its financials. Restaurant Technologies, Inc. generated gross revenue in excess of $400 million for the twelve month period ended June 30, 2018. RESTAURANT TECHNOLOGIES: S&P Assigns 'B-' ICR, Outlook Stable ------------------------------------------------------------- S&P Global Ratings assigned its 'B-' issuer credit rating to Mendota Heights, Minn.-based Restaurant Technologies Inc. The outlook is stable. S&P said, "At the same time, we assigned our 'B-' issue-level and '3' recovery ratings to the company's senior secured credit facilities, which consist of a $60 million revolving credit facility expiring in 2023 and a $375 million first-lien term loan maturing in 2025. The '3' recovery rating indicates our expectation for meaningful recovery of principal (50%-70%; rounded estimate: 65%) in the event of default. "In addition, we assigned our 'CCC' issue-level and '6' recovery ratings to the company's $125 million second-lien term loan expiring in 2026. The '6' recovery rating indicates our expectation for negligible recovery of principal (0%-10%; rounded estimate: 0%) in the event of default. "Our 'B-' issuer credit rating on RT reflects our expectation for high leverage in the mid-6x area for year-end 2019 and modest free operating cash flow (FOCF) generation over the next two years as RT invests in new customer acquisitions; the company's small scale and niche focus in the cooking oil solutions market; and its significant customer concentration with McDonald's. Partially offsetting these negative factors are the company's good growth prospects and its broad network of depots which provides modest barriers to entry and the ability to serve national clients, and its high 98% customer retention rates and longer term contract structure which provides good revenue visibility. "The stable outlook on RT reflects our expectation for low-teens percent revenue growth, and modest deleveraging and margin expansion over the next 12 months through incremental revenue gains and operating leverage. We anticipate leverage declining to the low-6x area in 2019 from the low-7x for 2018, and modest FOCF generation through 2019. We expect the company to maintain its competitive position, continue adding new customers, and expand margins through increased depot utilization and delivery route density. "In our upside scenario, we could raise our ratings if the company demonstrates strong operating performance and deleverages through EBITDA growth, such that debt to EBITDA is sustained below 6.5x and FOCF to debt is sustained in the mid-single-digit percent area. This could occur from faster than expected organic revenue growth, the realization of additional cost savings, and improved operating leverage. "We could lower our ratings if weaker-than-expected operating performance results in continued FOCF deficits or if we consider the capital structure to be unsustainable. This would be due to the loss of a key customer, reduced customer demand for cooking oil, greater than expected competitive pressures, or elevated capex requirements." RO & SO INC: Chung & Press Approved as Bankruptcy Counsel --------------------------------------------------------- Ro & So, Inc., sought and obtained approval from the United States Bankruptcy Court for the District of Columbia to employ Chung & Press, P.C. as counsel for the Debtor. Chung & Press will render these services: a) prepare all schedules, statements, and other required filings. b) assist and advise the Debtor relative to the administration of this proceeding; c) represent the Debtor before the Bankruptcy Court and advise the Debtor on all pending litigations, hearings, motions, and of the decisions of the Bankruptcy Court; d) review and analyze all applications, orders, and motions filed with the Bankruptcy Court by third parties in this proceeding and advising the Debtor thereon; e) attend all meetings conducted pursuant to section 341(a) of the Bankruptcy Code and represent the Debtor at all examinations; f) communicate with creditors and all other parties in interest; g) assist the Debtor in preparing all necessary applications, motions, orders, supporting positions taken by the Debtor, and prepare witnesses and reviewing documents in this regard; h) confer with all other professionals, including any accountants and consultants retained by the Debtor and by any other party in interest; i) assist the Debtor in negotiations with creditors or third parties concerning the terms of any proposed plan of reorganization; j) prepare, draft and prosecute the plan of reorganization and disclosure statement; and k) assist the Debtor in performing such other services as may be in the interest of the Debtor and the Estate, and perform all other legal services required by the Debtor. Chung & Press will charge fees and expenses incurred in representing the Debtor in these proceedings based on the normal rates charged by the firm's attorneys and paralegals for similar clients. Daniel M. Press, who will lead the firm's engagement, has a rate of $495 per hour. Chung & Press will seek compensation for services rendered and expenses incurred upon appropriate application to the court pursuant to sections 330 and 331 of the Bankruptcy Code and Bankruptcy Rules. Chung & Press attests that it represents no interest adverse to the estate regarding the matters upon which it is to be engaged, and is "disinterested" as such term is defined in section 101(14) of the Bankruptcy Code, as modified by section 1107(b). Chung & Press will not, while retained by the Debtor, represent any other party in interest in connection with this case. The employment of Chung & Press is in the best interests of Debtor, its creditors and the estate. The firm also attests that its members and associates do not have any connection with the Debtor (other than as its attorneys), its shareholders, affiliates, officers, directors, creditors, or any other party in interest, the United States trustee, or any person employed in the office of the United States trustee, except that Daniel Press does serve on the board of the Northern Virginia Bankruptcy Bar Association with Joseph Guzinski, Asst. U.S. Trustee. Chung & Press can be reached at: Daniel M. Press, Esq. Chung & Press, P.C. 6718 Whittier Ave., Suite 200 McLean, VA 22101 Tel: (703) 734-3800 Fax: (703) 734-0590 Email: dpress@chung-press.com About Ro & So, Inc. Ro & So, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D.D.C. Case No. 18-00494) on July 19, 2018, listing between $0 to $50, 000 in assets and $100,000 to $500,000 in liabilities. A copy of the petition is available at http://bankrupt.com/misc/dcb18-00494.pdf The Hon. S. Martin Teel, Jr., presides over the case. Daniel M. Press, Esq. at Chung & Press serves as the Debtor's counsel. SKYPATROL LLC: Seeks Additional 91-Day Plan Exclusivity Extension ----------------------------------------------------------------- Skypatrol, LLC, requests the U.S. Bankruptcy Court in Miami for an additional 91-day extension of time within which to exclusively file its plan of reorganization and solicit acceptances of its plan of reorganization. Since the filing of its petition, the Debtor claims it has made progress towards reorganization and in negotiations with its creditors, including, without limitation, resolution of a first priority secured claim and the largest general unsecured claim asserted against it. The Debtor is also in the process of finalizing a settlement agreement to resolve the subject of the adversary proceeding styled Skypatrol, LLC v. Expressway Motorcars, Inc., Case No. 18-1066-RAM, including all claims asserted against the Debtor by Expressway Motorcars, Inc., and will be participating in a mediation conference scheduled for September 14, 2018 in an attempt to similarly resolve the subject of the adversary proceeding styled Skypatrol, LLC v. Becker, et al, Case No. 18-1256-RAM Aside from the Debtor's efforts to resolve various claims asserted against it, the Debtor is also proceeding diligently with the litigation claims it possesses against VBI Group, LLC and Sam Mahrouq that is the subject of the adversary proceeding styled Skypatrol, LLC v. VBI Group, LLC, et al, Case No. 18-1107-RAM. The pretrial conference in this adversary proceeding is scheduled for October 4, 2018 and the Debtor recently filed a Motion for Order of Referral to Mediation, which is scheduled for hearing on September 20, 2018. Given that the receivable due from the sale of assets from VBI Group and Sam Mahrouq, LLC, plus additional monies owed pursuant to the terms of the Asset Purchase Agreement, is the Debtor's most significant asset, the outcome of the litigation and any mediation will have a substantial effect on the Debtor's plan of reorganization and proposed distribution to creditors, and thus, this unresolved contingency necessitates additional time for the Debtor to negotiate a plan of reorganization and prepare adequate information About Skypatrol Skypatrol, LLC -- https://www.skypatrol.com/ -- provides integrated Global Positioning System (GPS) tracking solutions serving many markets including vehicle finance, fleet management, mobile asset tracking, automobile dealerships, outdoor sports and motor sports. Skypatrol has built innovative GPS tracking and fleet management software tools uniquely combined with its proprietary GPS hardware and software to help businesses monitor, protect and optimize mobile assets in an increasingly machine-to-machine world. Skypatrol systems operate on a wide variety of platforms including Global System for Mobiles (GSM) and Code Division Multiple Access (CMDA) cellular networks and dual mode Iridium satellite devices. The Company was established in 2002 and is based in Miami, Florida. Skypatrol filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 17-24842) on Dec. 13, 2017. In the petition signed by CEO Robert D. Rubin, the Debtor disclosed $3.63 million in total assets and $7.39 million in total liabilities. The case is assigned to Judge Robert A. Mark. Tabas & Soloff, P.A., is the Debtor's bankruptcy counsel, and the Law Offices of Robert P. Frankel, P.A., as special litigation counsel. The U.S. Trustee for Region 21 appointed an official committee of unsecured creditors on Feb. 20, 2018. The Committee tapped Perlman, Bajandas, Yevoli & Albright, P.L., as its legal counsel. SKYTEC INC: Case Summary & 3 Unsecured Creditors ------------------------------------------------ Debtor: Skytec, Inc. 500 Carr. 869 Suite 501 Catano, PR 00962 Business Description: Skytec, Inc. is a privately held company based in Puerto Rico that provides wireless telecommunication solutions. Chapter 11 Petition Date: September 12, 2018 Case No.: 18-05288 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Judge: Hon. Enrique S. Lamoutte Inclan Debtor's Counsel: Alexis Fuentes Hernandez, Esq. FUENTES LAW OFFICES, LLC PO BOX 9022726 San Juan, PR 00902 Tel: (787) 722-5216 Fax: (787) 722-5206 Email: alex@fuentes-law.com Total Assets: $2,119,734 Total Liabilities: $5,848,090 The petition was signed by Henry L. Barreda, president. A full-text copy of the petition containing, among other items, a list of the Debtor's three unsecured creditors is available for free at: http://bankrupt.com/misc/prb18-05288.pdf SOUTHCROSS ENERGY: Will Pay Key Execs 'Change in Control' Bonuses ----------------------------------------------------------------- The Board of Directors of Southcross Energy Partners GP, LLC, the general partner of Southcross Energy Partners, L.P., previously approved separate contingent bonus agreements with certain key employees and named executive officers, including Bret Allan, senior vice president and chief financial officer of the general partner, and Joel Moxley, senior vice president and chief commercial officer of the general partner. Under those Bonus Agreements, Messrs. Allan and Moxley, along with other key employees, will be eligible to receive a cash bonus payment in the event of a Change of Control (as that term is defined in the Bonus Agreement), so long as such employee remains employed by the General Partner as of the Change of Control. In connection with the previously announced Agreement and Plan of Merger, dated Oct. 31, 2017, by and among the Partnership, the General Partner, American Midstream Partners, LP, American Midstream GP, LLC and Cherokee Merger Sub LLC, the Board determined that each of Messrs. Allan and Moxley would be entitled to receive a $600,000 Change of Control bonus payment upon the closing of the Merger Agreement. Upon the termination of the Merger Agreement, as previously disclosed on July 30, 2018, the approved $600,000 Change of Control bonus payment was no longer effective. On Aug. 16, 2018, the Board approved an amount of $450,000 as the Change of Control bonus payment for each of Messrs. Allan and Moxley, which amount will be payable to such individual if he remains employed by the General Partner and a transaction occurs which results in a Change of Control. Effective Aug. 14, 2018, the General Partner entered into retention agreements with certain key employees and named executive officers, including Messrs. Allan and Moxley. Pursuant to the Retention Agreement, each of Messrs. Allan and Moxley will be eligible to receive a cash payment of $150,000 if his employment with the General Partner continues through Dec. 31, 2018, or until a Change of Control (as defined in the Retention Agreement) event occurs or until he is involuntarily terminated by the General Partner without cause prior to Dec. 31, 2018. About Southcross Energy Southcross Energy Partners, L.P. -- http://www.southcrossenergy.com/-- is a master limited partnership that provides natural gas gathering, processing, treating, compression and transportation services and NGL fractionation and transportation services. It also sources, purchases, transports and sells natural gas and NGL. Its assets are located in South Texas, Mississippi and Alabama and include two gas processing plants, one fractionation plant and approximately 3,100 miles of pipeline. The South Texas assets are located in or near the Eagle Ford shale region. Southcross is headquartered in Dallas, Texas. As of June 30, 2018, the Company had $1.06 billion in total assets, $602.2 million in total liabilities and $464.98 million in total partners' capital. Southcross Energy incurred a net loss attributable to partners of $67.65 million in 2017 following a net loss attributable to partners of $94.99 million in 2016. * * * In February 2017, S&P Global Ratings said that it affirmed its 'CCC+' corporate credit and senior secured issue-level ratings on Southcross Energy Partners L.P. The outlook is stable. The rating action reflects S&P's view that the recent credit agreement amendment limits the likelihood of a default in the next two years as the partnership will have an improved liquidity position and need no longer adhere to its leverage covenants. Moody's Investors Service downgraded Southcross Energy Partners, L.P.'s Corporate Family Rating (CFR) to Caa2 from Caa1. "The downgrade reflects the high degree of uncertainty surrounding Southcross' business prospects, cash flow recovery and liquidity following the failed merger with American Midstream," said Sajjad Alam, Moody's senior analyst, as reported by the TCR on Aug. 2, 2018. TRANS WORLD SERVICES: Emergency Motion Stricken Down ---------------------------------------------------- U.S. Bankruptcy Judge Eduardo V. Rodriguez of the Southern District of Texas, Houston Division, ordered the motion for interim order authorizing the use of cash collateral filed by Trans World Services, Inc., as stricken down. This is for failure of said motion to contain notice language, proposed date for expedited consideration and to attach proposed order. A full-text copy of the Order is available at: http://bankrupt.com/misc/txsb18-32660_39_Trans_World_Cash_O.pdf About Trans World Services Trans World Services, Inc., is a privately owned auto parts distributor in Houston, Texas. It offers automobile parts and services to automotive manufacturers serving customers worldwide. Trans World Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-32660) on May 22, 2018. In the petition signed by Mohammad H. Semana, president, the Debtor estimated assets of less than $500,000 and liabilities of $1 million to $10 million. Judge Eduardo V. Rodriguez presides over the case. Trans World Services hired Office of Nelson M. Jones III as its legal counsel. UNITED INTERNATIONAL: Case Summary & Unsecured Creditor ------------------------------------------------------- Debtor: United International Mortgage Solutions, Inc. 8939 S. Sepulveda Blvd., Suite 807 Los Angeles, CA 90045 Business Description: United International Mortgage Solutions, Inc. is a privately held financial services company in Los Angeles, California. Chapter 11 Petition Date: September 12, 2018 Court: United States Bankruptcy Court Central District of California (Los Angeles) Case No.: 18-20698 Judge: Hon. Sandra R. Klein Debtor's Counsel: Matthew D. Resnik, Esq. RESNIK HAYES MORADI, LLP 510 W. 6th St, Suite 1220 Los Angeles, CA 90014 Tel: (213) 572-0800 Fax: (213) 572-0860 E-mail: matt@rhmfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Sandra K. McBeth, vice president. The Debtor lists Playa Vista Parks as its sole unsecured creditor holding a claim of $26,152. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/cacb18-20698.pdf UNITED RENTALS: S&P Puts 'BB' Unsec. Notes Rating in Watch Negative ------------------------------------------------------------------- S&P Global Ratings placed its 'BB' issue-level ratings on United Rentals Inc.'s subsidiary's senior unsecured notes on CreditWatch with negative implications following the company's announcement that it intends to acquire equipment rental provider Vander Holding Corp. (BlueLine Rental) for an aggregate purchase price of $2.1 billion. The subsidiary is United Rentals (North America) Inc. S&P expects the company will finance the transaction with new debt. The CreditWatch negative placement of the unsecured notes ratings reflects the potential lower recovery prospects for United Rentals' existing unsecured noteholders under the company's eventual capital structure after it completes its acquisition of BlueLine Rental. S&P said, "We believe the existing notes could see weaker recovery prospects under the proposed new capital structure if the company funds the acquisition with a substantial portion of new secured debt. Under this scenario, we could lower our issue-level rating on the unsecured notes by one-notch to 'BB-' from 'BB'. We plan to resolve the CreditWatch placement around the time the company raises the proposed debt and after our review of the planned financing structure and terms." S&P said, "Our 'BB' issuer credit rating and stable outlook on United Rentals and its subsidiary, as well as our 'BBB-' issue-level rating on the company's senior secured debt, remain unchanged. Incorporating our expectations for relatively robust end-market conditions over the next 12 months, we estimate United Rentals' adjusted debt to EBITDA will increase to the 3x area at transaction close, though delever to the low- to mid-2x area by the end of 2019, which is in line with our expectations for the current rating. In addition, the proposed acquisition of BlueLine Rental does not meaningfully affect our view of United Rentals' business risk. Though the acquisition will improve the company's U.S. market penetration by enhancing its access to new local and mid-sized customers and creating cross-sell opportunities (particularly with United Rentals' specialty equipment), we believe the company remains exposed to highly cyclical end-markets and operates in the competitive and fragmented equipment rental industry. We believe this can limit customer stickiness and pricing power, particularly during an economic downturn. We expect the company to continue to be a consolidator within its industry, which comes with some integration risk. Still, our current forecast incorporates our expectation that United Rentals will manage the integration of BlueLine Rental and any future acquisitions so that it continues to maintain its strong EBITDA margins." RATINGS LIST United Rentals Inc. United Rentals (North America) Inc. Issuer Credit Rating BB/Stable/-- Issue Ratings Placed On CreditWatch To From United Rentals (North America) Inc. Senior Unsecured Notes BB/Watch Neg BB Recovery Rating 4(30%) 4(30%) VALET PARENT: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable ------------------------------------------------------------------ S&P Global Ratings assigned its 'B' issuer credit rating to Tampa-based Valet Parent Inc. The outlook is stable. S&P said, "At the same time, we assigned our 'B' issue-level rating and '3' recovery rating to the company's proposed $30 million revolving credit facility due 2023 and $245 million first-lien term loan due 2025. The '3' recovery rating indicates our expectation of meaningful (50%-70%; rounded estimate: 55%) recovery in the event of a payment default. The borrower of the debt is Valet Waste Holdings Inc. "Our ratings reflect the company's high leverage (S&P Global Ratings' adjusted leverage in the low- to mid-6x area at Dec. 31, 2018), its leading position and good geographic scale in the narrow, fragmented, and highly competitive doorstep trash and recycling services niche, and its good revenue visibility given its established multi-year contracts with consumer price index (CPI) escalators with national and regional property managers and owners. "The stable rating outlook on Valet reflects S&P Global Ratings' expectation that over the next 12 months the company will be able to add more apartment units to its doorstep business segment at a rate that, albeit lower than in previous years, is still high, growing revenue in the low-double-digit range, and sustaining debt to EBITDA of less than 7x. "We could lower the ratings if the company experiences operating difficulties such that credit measures deteriorate and liquidity becomes constrained. We estimate this could occur if there is an unexpected termination of contracts within the doorstep business segment or a labor shortage leading to Valet failing to meet agreed upon service levels. This would likely result in weakened cash flow, or if the company exhibits a more aggressive financial policy with debt-financed acquisitions or dividend recaps, leverage increasing to over 7x. "Although an upgrade is highly unlikely in the next 12 months given the financial sponsor ownership, on a longer-term basis, we could raise our ratings if Valet's leverage stays below 5x, coupled with a commitment from the financial sponsors to maintain leverage below that threshold. We could also raise our rating on Valet if there is a significant increase in the scale of operations while it maintains EBITDA margins at the current level, and also a significant diversification of service line offerings." VANTAGE CORP: GGG Partners Approved as Sale Process Advisor ----------------------------------------------------------- Vantage Corporation and its debtor-affiliates sought and obtained approval from the United States Bankruptcy Court for the Northern District of Georgia, Atlanta Division, to continue to employ GGG Partners, LLC as their designated sale process advisor. GGG will render these services: (a) act as the Debtors' sale advisor; (b) gather information required to market the Debtors; (c) prepare marketing and information memoranda; (d) populate a data room containing information for prospective buyers; (e) prepare a list of potentially interested parties; (f) contact interested parties, and track interest to include signing of non-disclosure agreements and other pertinent information; (g) work with the Debtors' other professionals to evaluate potential offers; (h) testify, as required, as to process, any offers received and value as determined by the process; and (i) work with Debtors' other professionals through a closing of a transaction. The Debtors engaged GGG on or about the Petition Date. Since its initial retention, GGG has been working diligently on the matters for which it was engaged and, as a result, has become uniquely situated to assist in effectuating a sale or reorganization of the Debtors' operations. The Debtors desire to continue to employ GGG to act as the Debtors' sale process advisor post-petition because GGG has substantial expertise in financial restructuring and enjoys an excellent reputation for services it has rendered in other large and complex chapter 11 cases. Prior to the Petition Date, GGG received a retainer of $35,000, from which fees incurred for hourly services provided and amounts incurred for expenses shall be deducted. GGG's compensation package includes: (i) GGG will be compensated on an hourly basis for work performed under the Engagement Letter on the Debtors' matters at the rate of $350.00 per hour for Managing Partner and $300.00 per hour for Partner, which GGG will credit against the $35,000 retainer held by GGG for services performed and to be performed as the Debtors' sale process advisor and in accordance with the Bankruptcy Code and order of this Court; (ii) GGG shall be paid a 7% commission on the total cash consideration of any offers received in excess of $500,000, provided, however, that the Debtors' proposed post-petition lender shall be paid in full prior to payment of this commission; and (iii) GGG will prepare and send to the Debtors accurate invoices for reasonable out-of-pocket expenses incurred in relation to work conducted on behalf or for the benefit of the Debtors, which amounts will also be credited against the Retainer. The firm's Katie Goodman disclosed that it is possible GGG may have represented certain of the Debtors' creditors or other parties in interest in matters wholly unrelated to these chapter 11 cases; however, GGG does not, to its knowledge, represent any party with an interest materially adverse to the Debtors or their estates. The firm may be reached at: Katie Goodman GGG Partners 3155 Roswell Rd NE, Suite 120 Atlanta, GA 30305 Tel: (404) 256-0003 ext. 225 Direct: (404) 293-0137 E-mail: kgoodman@gggpartners.com About Vantage Corp. Vantage Corp., Vantage Advisory Management, LLC, VF(x) LP, TradeLogix, LLC and TradeVue, LLC comprise a family of entities that develop and utilize proprietary software and technology to trade and invest in publicly traded securities and commodities. Vantage Corp., et al., were formed in 2014 after an 30-year partnership between the debtors' founders developing software in the trading business for the purposes of obtaining investors and raising sufficient equity capital to grow and reach the scale necessary to succeed. In March 2014, Vantage Corp. was formed as part of an overall business plan, which included the formation of subsidiaries that would assist Vantage and its shareholders in generating revenue by utilizing the proprietary trading software and technology that had been developed. TradeVue, LLC, is the entity that has employed the software developers for the development of the Debtors' proprietary trading software and technology. TradeVue has operated the research lab and software and systems for trading operations and has been responsible for connectivity, hardware, co-location services, networking and monitoring of all trading systems. TradeLogix, LLC, was formed in 2014 expressly to produce trading results using the proprietary software. Vantage Advisory Management was formed in 2016 with the intent of growing the Debtors' money management business by managing a number of hedge funds and pursuing large joint venture opportunities utilizing the proprietary trading technology developed. Formed in 2016, VF(x) LP is a hedge fund that at one point had six investors. On May 4, 2018, Chapter 11 petitions were filed by Vantage Corp. (Bankr. N.D. Ga. 18-57728), Vantage Advisory Management, LLC (Bankr. N.D. Ga. 18-57731), VF(x) LP (Bankr. N.D. Ga. 18-57735), TradeLogix, LLC (Bankr. N.D. Ga. 18-57736) and TradeVue, LLC (Bankr. N.D. Ga. 18-57737). In the petitions signed by Brian Askew, president, Vantage Corp. estimated assets and liabilities in the range of $100,000 to $500,000; and Vantage Advisory Management estimated assets in the range of $0 to $50,000 and liabilities in the range of $100,000 to $500,000. David A. Geiger, Esq., at Geiger Law, LLC, serves as counsel to the Debtor. VIDANGEL INC: Intends to File Chapter 11 Plan by Mid-February 2019 ------------------------------------------------------------------ VidAngel, Inc., asks the U.S. Bankruptcy Court for the Utah to extend the exclusive periods within which to file and solicit acceptances of a chapter 11 bankruptcy plan for an additional 120 days through and including February 12, 2019 and April 11, 2019, respectively. The initial Plan Proposal Period was set to expire on February 15, 2018 and the initial Solicitation Period was set expire on April 16, 2018. By an order entered on February 14, 2018, these periods were extended by one hundred and twenty days, and by an order entered on June 13, 2018, these periods were extended by an additional one hundred and twenty days. The Debtor is currently in the process of formulating a plan based on its current revenue stream from original content, Dry Bar Comedy, and nascent filtering technology. To give the Debtor the time to develop a plan that addresses these enterprises, the Debtor seeks an order granting a third extension of 120 days to the original allocated time for the Plan Proposal Period and the Solicitation Period. About VidAngel Inc. VidAngel is an entertainment platform empowering users to filter language, nudity, violence, and other content from movies and TV shows on modern streaming devices such as iOS, Android, and Roku. The company's newly launched service empowers users to filter via their Netflix, Amazon Prime, and HBO on Amazon Prime accounts, as well as enjoy original content produced by VidAngel Studios. Its signature original series, Dry Bar Comedy, now features the world's largest collection of clean standup comedy, earning rave reviews from fans nationwide. VidAngel, Inc., based in Provo, Utah, filed a Chapter 11 petition (Bankr. D. Utah Case No. 17-29073) on Oct. 18, 2017. In the petition signed by CEO Neal Harmon, the Debtor estimated $1 million to $10 million in both assets and liabilities. Judge Kevin R. Anderson presides over the case. J. Thomas Beckett, Esq., at Parsons Behle & Latimer, serves as bankruptcy counsel to the Debtor. The Debtor hired Durham Jones & Pinegar and Baker Marquart LLP as its special counsel; and Tanner LLC as its auditor and advisor. The Debtor also hired economic consulting expert Analysis Group, Inc. The Debtor tapped Stris & Maher LLP as special counsel in the Debtor's Appellate Case. VITAMIN WORLD: $18K Sale of Remnant Assets to Oak Point Approved ---------------------------------------------------------------- Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware authorized Vitamin World, Inc. and its debtor-affiliates to sell remnant assets, consisting of known or unknown assets or claims, which have not been previously sold, assigned, or transferred, to Oak Point Partners, LLC for $17,500. The sale is free and clear of any and all Adverse Interests, with all such Adverse Interests to attach to the net proceeds of the Sale. The Order will be immediately effective and enforceable upon its entry. The stay otherwise imposed by Bankruptcy Rule 6004(h) is waived. A copy of the APA attached to the Order is available for free at: http://bankrupt.com/misc/Vitamin_World_1094_Order.pdf About Vitamin World Headquartered in Holbrook, New York, Vitamin World is a specialty retailer in the vitamins, minerals, herbs and supplements market. The Company offers customers products across all major VMHS and sports nutrition categories, including, supplements, active nutrition, multiples, letter vitamins, health and beauty, herbs, minerals, food and specialty items. When it filed for bankruptcy, Vitamin World was operating out of four distribution centers located in Holbrook, New York; Sparks, Nevada; Riverside, California; and Groveport, Ohio; and 334 retail stores that are mostly located in malls and outlet centers across the United States and its territories. Products are also sold online at http://www.vitaminworld.com/ The Company has 1,478 active employees. Vitamin World Inc., VWRE Holdings, Inc., and other related entities sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-11933) on Sept. 11, 2017. Vitamin World estimated assets of $50 million to $100 million and debt of $10 million to $50 million. Katten Muchin Rosenman LLP is the Debtors' bankruptcy counsel. Saul Ewing Arnstein & Lehr LLP is the co-counsel. Retail Consulting Services, Inc., is the Debtors' real estate advisors. RAS Management Advisors, LLC, is the financial advisor. JND Corporate Restructuring is the claims and noticing agent. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee retained Lowenstein Sandler LLP as lead counsel; and Whiteford, Taylor & Preston LLC as Delaware counsel. On Dec. 22, 2017, the Court entered an order authorizing the Debtors to sell substantially all of their assets to Valuable Hero Limited. The transaction closed on Jan. 19, 2018. VON DIRECTIONAL: Panel Opposes Conversion, Seeks Ch. 11 Trustee --------------------------------------------------------------- The official committee of unsecured creditors of Von Directional Services, LLC has opposed the company's bid to convert its Chapter 11 case to one under Chapter 7, saying a bankruptcy trustee should be appointed instead. In a filing with the U.S. Bankruptcy Court for the Southern District of Texas, the committee said a trustee can better administer the remaining assets of the company. "A trustee in Chapter 11 can independently and better administer the remaining assets in the case, namely potential litigation claims, in a more orderly process," the committee said. "This trustee will not be encumbered or influenced by the personal and familial relationships that will inevitably arise if the existing ultimate stakeholder, Jim Elzner, remains in control." According to the committee, the interests of creditors will be best served through the appointment of a trustee who can fill the fiduciary role that is needed in Von Directional's case to evaluate claims. The committee can be reached through: Patrick L. Hughes, Esq. Arsalan Muhammad, Esq. Haynes and Boone, LLP 1221 McKinney, Suite 2100 Houston, TX 77010 Telephone: (713) 547-2000 Email: patrick.hughes@haynesboone.com Email: arsalan.muhammad@haynesboone.com About Von Directional Services Von Directional Services, LLC, is a privately owned company in the commercial and industrial machinery and equipment rental and leasing industry. The Company provides both equipment and personnel to oil and gas exploration companies. Von Directional Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-33794) on July 9, 2018. At the time of the filing, the Debtor estimated assets and debt of $10 million to $50 million. Melissa Anne Haselden, Esq., at Hoover Slovacek LLP, in Houston, Texas, serves as counsel to the Debtor. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on July 18, 2018. The committee tapped Haynes and Boone, LLP, as its legal counsel. W RESOURCES: $6.3M Sale of Four Parcels to Redstone Group Approved ------------------------------------------------------------------ Judge Douglas D. Dodd of the U.S. Bankruptcy Court for the Middle District of Louisiana authorized W Resources, LLC's sale of four parcels of real property and improvements located thereon to Redstone Group, LLC, for $6,270,200. The real property and improvements thereon comprise the following: a. Parcel 1: Trahan Tract Parcel ID: 1454374 Abbreviated Legal Description: Ward: 2-5 #2784, Lot: B4, Subdivision: Annison, E.D. Tract. Tract B-4, Cont. 144.06 Acres, In Sections 61 & 68, T4S, R1W. Resub. 2002-07. Parcel 2: Parcel ID: 1336088 Legal Description: Ward: 2-5 #2789, Lot A Subdivision: Mills, Albert C., Jr., Cont. 83.00 Acres, Property in Sections 28 & 68, T4S, R1W, on North Side of Flanacher Rd. Parcel 3: Parcel ID: 1336061 Legal Description: Ward: 2-5 #2788, Lot B Subdivision: Mills, Albert C., Jr., Cont. 58.45 Acres, in Sections 27, 28, and 68, T4S, R1W of the Albert C. Mills, Jr. property. Parcel 4 (Parcels 2, 3 and 4, collectively the "Albert C. Mills, Jr. Property"): Parcel ID: 1219936 Legal Description: Ward: 2-5 #2790, Lot C Subdivision: Mills, Albert C., Jr., Tract C, Cont. 28 Acres more or less in Sections 27, 28, and 68, T4S, R1W, Resub: 1996. Notwithstanding the foregoing, the Sale Assets will not include any mineral interests or mineral rights associated with the Sale Assets and all such mineral interests and mineral rights are reserved from the Sale. The sale is free and clear of all liens, claims or interests. The Buyer has not assumed any liabilities of the Debtor. The Debtor is authorized to assume the Agreement for Services with Tricor Energy Services, LLC, with no cure payment, and to pay the 4% commission on the gross amount of the proceeds from the Sale Assets. Notwithstanding the foregoing, paragraph 6 of the Agreement for Services with Tricor is amended to waive any right of Tricor to any commission as to the sale of any property of the Estate other than the Sale Assets. The Debtor is authorized to make the following payments from the proceeds derived from the Sale Assets on or after the closing of the sale as is required by the Purchase Agreement or order of this court, including without limitation (i) 50% of the closing fee charged by the title company; (ii) 100% of the Purchaser's Title Commitment and Policy; (iii) the Debtor's portion of the prorated property taxes; (iv) any and all unpaid assessments existing as of the date of closing; (v) any and all commission due Tricor Energy Services, LLC under its assumed executory contract (expected to be $250,808); and (vi) other ordinary and necessary costs of closing not to exceed the sum of $10,000. The deductions itemized are surcharged under Section 506(c) and that surcharge will be allocated pro rata between the relevant lienholders under the allocation provisions. The Debtor's counsel or Debtor will hold all remaining proceeds from the Sale Assets in trust and without interest, with all liens, claims and encumbrances existing as of the Petition Date attaching thereto, until (i) the Debtor, Investar Bank and NCC Financial, LLC agree to the allowance of such security interests, an allocation of the price between the Trahan and Albert C. Mills, Jr. property and, therefore, the division of the remaining Sale Proceeds and 11 U.S.C. Section 506(c) surcharge by and among Investar Bank and NCC Financial, LLC or (ii) further order of the Court. The $100,000 Facilitation Fee will be received by the Debtor on behalf of the estate subject to the following provisions: (i) the Debtor will be entitled to keep $50,000 of the Facilitation Fee free and clear of any liens, claims and encumbrances; and (ii) the remaining $50,000 of the Facilitation Fee will be held by the Debtor or the Debtor's counsel in trust and without interest, and distributed along with the remaining proceeds from the Sale Assets in accordance with the provisions described. The Sale Assets will be sold, transferred, and delivered to Buyer on an "as is, where is" basis, as set forth in the Purchase Agreement. The order will be effective immediately upon entry. No automatic stay of execution, pursuant to Rule 62(a) of the Federal Rules of Civil Procedure, or Bankruptcy Rules 6004(h) or 6006(d), applies with respect to the Order. Notwithstanding any other provision in the Sale Order or the PSA, the Sale Order and the PSA will not modify, impair, limit, affect, or otherwise alter ConocoPhillips Company's rights under the Nov. 10, 2017, Oil, Gas, and Mineral Leases executed by W Resources and Amelia WI, LLC, as set forth in the Memorandums recorded on Nov. 13, 2017, in the Conveyance Records of East Baton Rouge Parish at Original 622, Bundle 12851, and Original 625, Bundle 12852, or the Correction to Waivers of Surface Rights between W Resources, LLC and COPC entered in resolution of COPC’s limited objection to entry of the Sale Order and approval of the PSA. Dwayne M. Murray, in his capacity as manager of W Resources, LLC, is authorized to execute the Correction to Waivers of Surface Rights on behalf of W Resources, LLC attached to the Oder as Exhibit C. A copy of the Exhibit C attached to the Order is available for free at: http://bankrupt.com/misc/W_Resources_121_Order.pdf About W Resources W Resources, LLC, is a privately-owned company in Baton Rouge, Louisiana, engaged in activities related to real estate. It is a holding company with a diverse set of raw and recreational land, farming and hunting operations, an aircraft hangar, oil and gas interests, and equity-based interests. W Resources sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. La. Case No. 18-10798) on July 23, 2018. In the petition signed by Dwayne M. Murray, Chapter 11 trustee for Michael Worley, manager, the Debtor estimated assets and liabilities of $50 million to $100 million. The Debtor hired Stewart Robbins & Brown, LLC, as its legal counsel. Horne LLP serves as accountant. WATCO COS: S&P Cuts Issuer Credit Rating to 'B-', Outlook Stable ---------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Watco Cos. LLC to 'B-' from 'B'. The outlook is stable. S&P said, "At the same time, we affirmed our 'B-' issue-level rating on the company's unsecured notes. We also revised the recovery rating on the notes to '4' from '5', reflecting a higher recovery value as a result of the acquisitions. The '4' recovery rating reflects our expectation of average (30%-50%; rounded estimate: 35%) recovery in the event of default." Thus far in 2018, Watco has announced acquisitions of $88 million and made investment purchases of $10 million, which will be funded primarily through incremental debt. The acquisitions include a short-line railroad that primarily transports grain in Indiana and Illinois, a river terminal along the Mississippi River, and a stake in MID-SHIP Group LLC, a cargo transportation brokerage company that provides supply chain logistics. S&P expects Watco to continue its acquisitive growth strategy. S&P said, "The stable outlook on Watco reflects S&P Global Ratings' expectation that the company's credit metrics will remain consistent with current levels through 2019. We forecast some organic growth in transportation services and terminal and port services, but believe Watco will remain acquisitive. We expect Watco's debt-to-EBITDA metric to be in the mid-6x area to low-7x area and its funds from operations (FFO)-to-debt ratio to be in the 7%-9% area through 2019. "We could raise our ratings on Watco if the company experienced greater than expected growth in revenue and margins or it were less acquisitive than we anticipate, such that debt to EBITDA fell below 6.5x and FFO to debt increased above 9% on a sustained basis. "We could lower our rating on Watco if the company engaged in higher levels of acquisitions funded with debt than we anticipate and operations weakened due to reduced economic activity such that we viewed Watco's capital structure as unsustainable over the long term. This could occur, for example, if debt to EBITDA increased to 10x and FFO to debt fell to the low single-digit percent area on a sustained basis." WEINSTEIN CO: PFC Objects to Assignment of Netflix Contracts ------------------------------------------------------------ BankruptcyData.com reported that Portfolio Funding Company filed with the Court an objection to the Debtors' stipulation regarding the assumption and assignment of Netflix contracts. The objection asserts, "By the Netflix 9019 Motion, TWC seeks to assume and assign the Netflix Contracts, which include purported rights to exploit the PFC Pictures, to Lantern. PFC objects to the Netflix 9019 Motion because the Netflix Contracts, to the extent the rights assigned to Lantern purport to include rights to exploit PFC Pictures, are not property of TWC's estate, and are not subject to conveyance to Lantern (or, by extension, to Netflix). In addition, if the Debtors take the position that such rights are property of TWC's bankruptcy estate, both the Federal Rules of Bankruptcy Procedure and Third Circuit and District precedent require the Debtors to file an adversary proceeding to determine the nature and extent of their rights in the Netflix Contracts. PFC objects to the Netflix 9019 Motion, as procedurally improper, to the extent it seeks a determination of the 'validity, priority, or extent' of TWC's interest in the Netflix Contracts without providing PFC the due process protections afforded by an adversary proceeding conducted in accordance with the Bankruptcy Rules. PFC also objects to the Netflix 9019 Motion because it seeks an order approving Lantern's assignment to SunTrust Bank of all revenues derived from the Netflix Contracts, without excluding revenues derived from the PFC Pictures. PFC objects because the rights purportedly granted by TWC to Netflix to exploit the PFC Pictures are not property of TWC's bankruptcy estate, so Lantern, as assignee of TWC, has no property interest in such revenues generated under the purported license to assign to SunTrust. Even if, assuming arguendo, the Court finds that TWC has a property interest in the PFC Rights purportedly licensed under the Netflix Contracts, PFC has a valid security interest in TWC's rights as licensor of the PFC Pictures (including, without limitation, the right to receive revenues from the exploitation of these PFC Pictures). Accordingly, PFC is entitled to receive adequate protection on account of its security interest, and the Netflix Contracts must be assigned to Lantern subject to PFC's security interest in them. The Court should not approve the relief requested in the Netflix 9019 Motion if the foregoing matters are not addressed." About The Weinstein Company The Weinstein Company (TWC) — http://www.WeinsteinCo.com/— is a multimedia production and distribution company launched in 2005 in New York by Bob and Harvey Weinstein, the brothers who founded Miramax Films in 1979. TWC also encompasses Dimension Films, the genre label founded in 1993 by Bob Weinstein. During Harvey and Bob's tenure at Miramax and TWC, they have received 341 Oscar nominations and won 81 Academy Awards. TWC dismissed Harvey Weinstein in October 2017, after dozens of women came forward to accuse him of sexual harassment, assault or rape. The Weinstein Company Holdings LLC and 54 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-10601) on March 19, 2018 after reaching a deal to sell all assets to Lantern Asset Management for $310 million. The Weinstein Company Holdings estimated $500 million to $1 billion in assets and $500 million to $1 billion in liabilities. The Hon. Mary F. Walrath is the case judge. Cravath, Swaine & Moore LLP is the Debtors' bankruptcy counsel, with the engagement led by Paul H. Zumbro, George E. Zobitz, and Karin A. DeMasi, in New York. Richards, Layton & Finger, P.A., is the local counsel, with the engagement headed by Mark D. Collins, Paul N. Heath, Zachary I. Shapiro, Brett M. Haywood, and David T. Queroli, in Wilmington, Delaware. The Debtors also tapped FTI Consulting, Inc., as restructuring advisor; Moelis & Company LLC as investment banker; and Epiq Bankruptcy Solutions, LLC as claims and noticing agent. The Office of the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors on March 28, 2018. The Committee retained Pachulski Stang Ziehl & Jones, LLP as its legal counsel, and Berkeley Research Group, LLC as its financial advisor. WEINSTEIN CO: Viacom Objects to 'Huge Windfall' in Lantern Deal --------------------------------------------------------------- BankruptcyData.com reported that Viacom International filed with the Court an objection [Redacted] to the Settlement Agreement among Weinstein Company Holdings, Lantern and Netflix. BankruptcyData related that the objection asserts, "Viacom holds unsecured claims against the Debtors' estates in an aggregate amount in excess of $50 million, including claims for the misappropriation and conversion of $6 million that was specifically earmarked for certain specified production costs. Viacom has a valid perfected security interest in the Debtors' rights under the Scream contract that secures in excess of $9 million on account of funds advanced by Viacom to the Debtors in December 2017 on an emergency basis to enable them to meet payroll and fund their share of production costs from Scream Season 3 prior to the chapter 11 filings. The Debtors fail to disclose that approval of the settlement will (i) increase Viacom's unsecured claim against the Debtors' estates by more than $9 million, significantly diluting the claims of all unsecured creditors, and (ii) result in Lantern receiving millions of dollars in licensing fees from Netfilx. The net result of the proposed settlement is a huge windfall for Lantern at the expense of Viacom, the Debtors' estates and unsecured creditors. The Debtors have offered no good justification for the Stipulation and have woefully failed to carry their burden of demonstrating that the proposed settlement is in the best interests of the Debtors and their creditors." Viacom International also filed with the Court a motion to file under seal certain confidential commercial information in its objection to the Settlement Agreement. The seal motion explains, "In order to evaluate the Settlement Motion and the Stipulation, Viacom requested copies of that certain Amendment No. 2 to the License Agreement for Internet Transmission No. 4 (as amended, 'Output Agreement No. 4') with Netflix for the international distribution of Season 3 of Scream. The parties agreed to provide Viacom with copies of Amendment No. 2 and Output Agreement No. 4 subject to Viacom's agreement not to publicly disclose the terms of such agreements and, to the extent filed with the Court, to file such agreements or their terms under seal. The Objection refers to certain pricing and payment terms of Amendment No. 2 to Output Agreement No. 4, which Netflix treats as confidential." About The Weinstein Company The Weinstein Company (TWC) — http://www.WeinsteinCo.com/— is a multimedia production and distribution company launched in 2005 in New York by Bob and Harvey Weinstein, the brothers who founded Miramax Films in 1979. TWC also encompasses Dimension Films, the genre label founded in 1993 by Bob Weinstein. During Harvey and Bob's tenure at Miramax and TWC, they have received 341 Oscar nominations and won 81 Academy Awards. TWC dismissed Harvey Weinstein in October 2017, after dozens of women came forward to accuse him of sexual harassment, assault or rape. The Weinstein Company Holdings LLC and 54 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-10601) on March 19, 2018 after reaching a deal to sell all assets to Lantern Asset Management for $310 million. The Weinstein Company Holdings estimated $500 million to $1 billion in assets and $500 million to $1 billion in liabilities. The Hon. Mary F. Walrath is the case judge. Cravath, Swaine & Moore LLP is the Debtors' bankruptcy counsel, with the engagement led by Paul H. Zumbro, George E. Zobitz, and Karin A. DeMasi, in New York. Richards, Layton & Finger, P.A., is the local counsel, with the engagement headed by Mark D. Collins, Paul N. Heath, Zachary I. Shapiro, Brett M. Haywood, and David T. Queroli, in Wilmington, Delaware. The Debtors also tapped FTI Consulting, Inc., as restructuring advisor; Moelis & Company LLC as investment banker; and Epiq Bankruptcy Solutions, LLC as claims and noticing agent. The Office of the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors on March 28, 2018. The committee hire hired Pachulski Stang Ziehl & Jones, LLP as its legal counsel, and Berkeley Research Group, LLC as its financial advisor. WILSON LAND: $360K Sale of Concord Residential Property Approved ---------------------------------------------------------------- Judge Arthur I. Harris of the U.S. Bankruptcy Court for the Northern District of Ohio authorized Wilson Land Properties, LLC's sale of interests in the residential property located at 11520 Monarch Court, Concord, Ohio, PPN 08A012J000080, to James and Kari Polena for $360,000. The sale is free and clear of any interest of any entity other than the estate. The Escrow Agent, upon the closing of the Property sale, is authorized and directed to disburse from the Gross Sale Proceeds an amount sufficient to pay the Closing Costs, the Real Estate Taxes, the Certificated Taxes, and the Partial Citizens Payment, and to pay the Net Proceeds to Debtor to hold subject to further Court order. Citizens' Lien on the Property will transfer to and encumber the Net Proceeds, and Citizens may at any time file a Motion asking the Court to issue an order requiring the Debtor to pay the full amount of the Net Proceeds to Citizens. Nothing in the Order will be deemed to determine or impair the validity of Citizens' proof of claim, and its claim and the Net Proceeds remain subject to the jurisdiction of the Court should its claim later be disallowed . All other interests in the Property are subject to distribution pursuant to later order of this Court, in accordance with the respective rights and priorities of the holders of any interest in the Property, as such right appears and is entitled to be enforced against the Property, the Estate or the Debtor under the Bankruptcy Code or applicable non-bankruptcy law. About Wilson Land Properties Based in Mentor, Ohio, Wilson Land Properties, LLC, is the owner of 51 real estate properties having a total estimated value of $4.54 million. Wilson Land Properties, LLC, based in Mentor, OH, filed a Chapter 11 petition (Bankr. N.D. Ohio Case No. 18-10514) on Jan. 31, 2018. In the petition signed by Richard M Osborne, managing member, the Debtor disclosed $4.54 million in assets and $43.23 million in liabilities. The Hon. Arthur I. Harris presides over the case. Glenn E. Forbes, Esq., at Forbes Law LLC, serves as bankruptcy counsel. WINDSOR MARKETING: Twelfth Interim Cash Collateral Order Entered ---------------------------------------------------------------- The Hon. James J. Tancredi of the U.S. Bankruptcy Court for the District of Connecticut has signed a Twelfth Interim Order authorizing Windsor Marketing Group, Inc., to use cash collateral in the ordinary course of its business for the period continuing through Sept. 21, 2018. A further hearing on the Debtor's use of cash collateral will be held on Sept. 21, 2018 at 11:00 a.m. The approved 13-Week Budget provides total cash disbursements of approximately $4,642,186 through week ending October 19, 2018. As of the Petition Date, the Debtor's books and records reflect that the Debtor was indebted and liable to People's United Bank under: (a) a Revolver for $3,412,977; (b) a first capex loan for $190,024; (c) a term loan for $642,857; and (d) a second capex loan for $126,945. To secure the payment and performance of the Revolver, the Debtor granted People's United Bank a security interest in, a lien on and pledge and assignment of substantially all present and future personal property of the Debtor. The Debtor believes that State of Connecticut Department of Economic and Community Development ("DECD") may assert interests in some portion of the cash collateral. As of the Petition Date, the DECD asserts that the Debtor was indebted and liable to the DECD under: (a) a First Assistance Agreement for $207,994.79; and (b) a Second Assistance Agreement for $1,502,223.21, subject to reinstatement of indebtedness that was subject to a loan forgiveness credit under the First Assistance Agreement. As adequate protection to People's United Bank and DECD for the Debtor's use of cash collateral and for any actual diminution in the value of the collateral, People's United Bank and DECD are granted, nunc pro tunc to the Petition Date, the following, to be accorded the same priority as between People's United Bank and DECD as their respective liens and security interests had against the prepetition collateral as of the Petition Date: (a) A continuing post-petition lien and security interest in all pre-petition property of the Debtor as it existed on the Petition Date, of the same type against which People's United Bank and DECD held validly perfected liens and security interests as of the Petition Date; and (b) A continuing post-petition lien in all property acquired by the Debtor after the Petition Date of the same type against which the People's United Bank and DECD held validly perfected liens and security interests as of the Petition Date. However, the Replacement Liens will not extend to any claims or causes of action arising under chapter 5 of the Bankruptcy Code, including the proceeds or property recovered in connection with the pursuit of any such Avoidance Actions. The replacement liens granted to People's United Bank and DECD above will maintain the same priority, validity and enforceability as People's United Bank's and DECD's liens had on the prepetition collateral and will be recognized only to the extent of any actual diminution in the value of the prepetition collateral resulting from the use of cash collateral pursuant to the Order. To the extent the replacement liens granted to People's United Bank and DECD are insufficient to compensate People's United Bank or DECD for any actual diminution in value of the cash collateral, People's United Bank and DECD will be entitled to a super-priority administrative claim pursuant to 11 U.S.C. Section 503(b) of the Bankruptcy Code, and Lender and DECD will be entitled to the protections of and the priority set forth in 11 U.S.C. Section 507(b). The Debtor will pay the DECD an adequate protection payment of $5,000 on or before August 20, 2018 and to the extent not yet paid, the adequate protection payment of $5,000 that was due pursuant to a prior cash collateral order on or before July 20, 2018 and is to be paid by July 31, 2018. Moreover, the Debtor is authorized to pay only those obligations -- with respect to the Premises located 100 Marketing Drive, Suffield CT -- owed by Marketing Research Park, LLC (Landlord) for ordinary course or outstanding mortgage obligations, real estate taxes, municipal charges, insurance, reasonable maintenance and other reasonable and necessary expenses of operation of the Premises and all such payments must be made directly from the Debtor to the applicable creditor of the Landlord (the "Pass-Through Expenses"). The Debtor will maintain a schedule of all payments of such Pass-Through Expenses and provide a copy of the schedule to counsel to Lender, the Committee, DECD and the US Trustee on a bi-weekly basis. A full-text copy of the Twelfth Interim Cash Collateral Order is available at http://bankrupt.com/misc/ctb18-20022-269.pdf About Windsor Marketing Group Headquartered in Suffield, Connecticut, Windsor Marketing Group, Inc. -- https://windsormarketing.com/ -- is a privately held company that develops and implements innovative in-store marketing programs for more than 3,000 clients, including some of the nation's top retailers. Founded in 1976, Windsor Marketing helps retailers make their stores easier to shop, reduce turnaround times and lower production and fulfillment costs. Windsor Marketing Group filed a Chapter 11 petition (Bankr. D. Conn. Case No. 18-20022) on Jan. 8, 2018. In the petition signed by Kevin F. Armata, president, the Debtor estimated assets and liabilities at $10 million to $50 million. The Debtor's counsel is James Berman, Esq., at Zeisler & Zeisler, P.C. The U.S. Trustee for Region 2 on Jan. 22, 2018, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 case. Lowenstein Sandler LLP, serves as counsel to the Committee; Neubert, Pepe & Monteith, P.C., as its Connecticut counsel. WWLC INVESTMENT: $2.6M Sale of Plano Property to 521 Approved ------------------------------------------------------------- Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the Eastern District of Texas authorized WWLC Investment, L.P.'s sale of the real property located at 2901 W. 15th Street, Plano, Collin County, Texas to 521 Long Life Mountain, LLC for $2.6 million, to be paid with $1.7 million in cash and a note for $900,000. The sale is free and clear of all liens, claims, encumbrances, and interests. The Court granted authority for the payments of the following to be made out of the sales proceeds prior to making payment to the respective Secured Creditors: i) applicable real estate agent commissions; ii) closing costs; iii) the ad valorem property taxes associated with the Real Property; iv) U.S. Trustee Quarterly Fees associated with the sale; and v) the attorney's fees incurred by the Debtor's counsel associated with the sale and conveyance of title to the Buyer. At closing, Green Bank will release its deed of trust lien upon the Real Property, and Sorab Miraki will release his abstract of judgment upon the Real Property. Notwithstanding anything else in the Order, the liens that secure all amounts owed for year 2018 ad valorem property taxes, including any penalties and interest that may accrue, will remain attached to the Real Property and become the responsibility of the Buyer. Pursuant to Bankruptcy Rule 6004(h), the Order will not be stayed for 14 days after entry, and notwithstanding any provision of the Bankruptcy Code or Bankruptcy Rules to the contrary, the Order will be effective and enforceable immediately upon entry. Accordingly, the Debtor may close the sale of the Real Property immediately upon the entry of the Order. About WWLC Investment WWLC Investment, L.P., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 17-41913) on Sept. 1, 2017. In the petition signed by authorized representative Wendy Chen, the Debtor estimated assets and liabilities of less than $50,000. Judge Brenda T. Rhoades presides over the case. The Debtor hired Quilling Selander Lownds Winslett & Moser, P.C., as legal counsel; and Palmer & Manuel, LLP, and The Erikson Firm as special counsel. The Debtor filed a Chapter 11 a plan of reorganization on Jan. 4, 2018. ZENITH ENERGY: S&P Cuts Issuer Credit Rating to B, Outlook Stable ----------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Zenith Energy U.S. Logistics Holdings LLC to 'B' from 'B+'. The recovery rating on its debt remains '3', and the issue-level ratings are lowered to 'B' from 'B+'. In recent months, Zenith was unsuccessful at renegotiating its contract with ExxonMobil for storage and logistics at its Joliet terminal at expected terms. S&P said, "The agreement with Exxon represented a material portion of EBITDA, and we view the elected terms as less credit-supportive. At the same time, we expect dividends from its Gulf LNG investment (15.8% ownership stake) to be materially lower given the loss of a significant LNG import contract with Eni after an arbitration outcome. The events together lowered our projected EBITDA and return on capital, and in our view indicate that the company has a higher business risk than we previously believed. We've lowered Zenith's business risk profile to fair from satisfactory, and it is now in line with our assessments of peers such as Contanda LLC and Gulf Finance LLC." S&P said, "The stable outlook on Zenith is based on our view that the company will maintain its current utilization and complete growth projects on time and on budget. Under our base-case scenario, we expect the company to maintain debt to EBITDA around 5.5x–6x over the next two years. "We could consider a negative rating action if utilization drops as a result of declining demand for the company's services, if maturing contracts are not extended at an adequate price, if growth projects experience delays or cost overruns, or if the sponsors do not provide liquidity in times of need. We could also consider a lower rating if the company's debt to EBITDA exceeds 6.5x on a consistent basis. "We could consider a positive rating action if Zenith's scale, scope, and diversification improve or if the company deleverages such that debt to EBITDA declines to below 5.25x on a consistent basis while maintaining similar business risk. This would likely result from the completion of growth projects on time and under budget and the extension of contracts at adequate pricing levels." [*] James Grogan Joins Blank Rome's Bankruptcy Group as Partner --------------------------------------------------------------- Blank Rome LLP on Sept. 12 disclosed that James T. Grogan has joined the Firm as a Partner in the Finance, Restructuring, and Bankruptcy group in the Firm's Houston office. Mr. Grogan focuses his practice on Chapter 11 bankruptcy cases, representing a client base of debtors, lenders, and committees of unsecured creditors across a wide range of industries. He joins Blank Rome from Paul Hastings LLP where he was a member of the Corporate Department and the Finance and Restructuring practice. "James is an accomplished attorney with tremendous experience in counseling his clients on their most complex finance and restructuring matters," said Alan J. Hoffman, Blank Rome's Chairman and Managing Partner. "From his experience representing some of the largest Chapter 11 debtors in history, to his broad client mix, James fits in seamlessly with our practice and we are thrilled to welcome him to Blank Rome." Most recently, Mr. Grogan has had a particular focus on restructuring transactions in the energy sector, but over his almost 20-year career he has counseled companies in the automotive, telecom, manufacturing, entertainment, financial services, and retail industries. Mr. Grogan, who is licensed in both Texas and New York, has extensive experience with complex cross-border restructurings, having advised on some of the most important, market-leading engagements in recent years. "With the recent wave of restructuring activity in the Houston market, combined with the cyclical nature of bankruptcy within various industries, James could not be joining us at a better time," said Regina Stango Kelbon, Co-Chair of the Finance, Restructuring, and Bankruptcy group. "James has built a solid reputation counseling clients through every stage of Chapter 11 filings, and we're excited to welcome him to our team." In addition to his restructuring practice, Mr. Grogan also brings a passion for serving the local Houston community. He currently serves as Master of the Bench for the Moller-Foltz Inn of Court, and is a member of the Houston Chapter of the Turnaround Management Association. Additionally, Mr. Grogan gives back to the community by dedicating many hours of pro bono legal counsel each year. "I'm truly excited to be joining a Firm as accomplished as Blank Rome. The Firm has an incredible practice mix that is well-suited for the Houston market, and I feel privileged to be joining so many outstanding practitioners." Mr. Grogan adds, "I'm looking forward to collaborating with many of the Firm's highly regarded practice groups, including its market-leading maritime practice in Houston, and working to build a preeminent restructuring practice in the Texas market." Mr. Grogan earned his B.A. from Wheaton College and his J.D. from the University of Kansas School of Law, where he was associate editor of the Kansas Law Review. About Blank Rome LLP Blank Rome -- http://www.blankrome.com/-- is an Am Law 100 firm with 13 offices and more than 600 attorneys and principals who provide comprehensive legal and advocacy services to clients operating in the United States and around the world. [*] Mark That Calendar! Distressed Investing Conference on Nov. 26 ------------------------------------------------------------------ Come and join Beard Group's Distressed Investing conference on November 26, 2018. Now on its 25th year, this annual gathering is the oldest and most established New York restructuring conference. The day-long program will be held the Monday after Thanksgiving at The Harmonie Club, 4 E. 60th St. in Midtown Manhattan. Among the highlights of the Distressed Investing 2018 Conference -- https://www.distressedinvestingconference.com -- Nov. 26th in midtown Manhattan will be an Investors' Roundtable featuring: * Steven L. Gidumal, Managing Partner, VIRTUS CAPITAL, LP * Gary E. Hindes, Managing Director, THE DELAWARE BAY COMPANY LLC * Dave Miller, Portfolio Manager, ELLIOTT MANAGEMENT CORP. * Richard M. Fels, Managing Director, ODEON CAPITAL GROUP LLC There's a high probability that you'll want to call your broker with a buy or sell order following this roundtable discussion. The conference will also feature: * Luncheon presentation of the Harvey R. Miller Award to Edward I. Altman, Professor of Finance, Emeritus, New York University's Stern School of Business. (The award will be presented by last year's winner billionaire Marc Lasry, Altman's former student.) * Evening awards dinner recognizing the 12 Outstanding Young Restructuring Lawyers of 2018 Visit https://www.distressedinvestingconference.com/ for registration details and information about this year's conference agenda as well as highlights from past conferences. This year's corporate sponsors include: * Conway MacKenzie * DSI * Foley & Lardner * Longford Capital * Milford * Pacer Monitor Our media sponsors this year are Debtwire and Financial Times. To learn how you can be a sponsor and participate in shaping the day-long program, contact: Bernard Tolliver at bernard@beardgroup.com or Tel: (240) 629-3300 x-149 To learn about media sponsorship opportunities to bring your outlet into the view of leaders in corporate restructuring, lending and debt and equity investments, and to expand your network of news sources, contact: Jeff Baxt at jeff@beardgroup.com or (240) 629-3300, ext 150 Beard Group, Inc., publishes Turnarounds & Workouts, Troubled Company Reporter, and Troubled Company Prospector. Visit http://bankrupt.com/freetrial/for a free trial subscription to one or more of Beard Group's corporate restructuring publications. [^] BOOK REVIEW: Risk, Uncertainty and Profit --------------------------------------------- Author: Frank H. Knight Publisher: Beard Books Softcover: 381 pages List Price: $34.95 Review by Gail Owens Hoelscher Order your personal copy today at http://www.amazon.com/exec/obidos/ASIN/1587981262/internetbankrupt The tenets Frank H. Knight sets out in this, his first book, have become an integral part of modern economic theory. Still readable today, it was included as a classic in the 1998 Forbes reading list. The book grew out of Knight's 1917 Cornell University doctoral thesis, which took second prize in an essay contest that year sponsored by Hart, Schaffner and Marx. In it, he examined the relationship between knowledge on the part of entrepreneurs and changes in the economy. He, quite famously, distinguished between two types of change, risk and uncertainty, defining risk as randomness with knowable probabilities and uncertainty as randomness with unknowable probabilities. Risk, he said, arises from repeated changes for which probabilities can be calculated and insured against, such as the risk of fire. Uncertainty arises from unpredictable changes in an economy, such as resources, preferences, and knowledge, changes that cannot be insured against. Uncertainty, he said "is one of the fundamental facts of life." One of the larger issues of Knight's time was how the entrepreneur, the central figure in a free enterprise system, earns profits in the face of competition. It was thought that competition would reduce profits to zero across a sector because any profits would attract more entrepreneurs into the sector and increase supply, which would drive prices down, resulting in competitive equilibrium and zero profit. Knight argued that uncertainty itself may allow some entrepreneurs to earn profits despite this equilibrium. Entrepreneurs, he said, are forced to guess at their expected total receipts. They cannot foresee the number of products they will sell because of the unpredictability of consumer preferences. Still, they must purchase product inputs, so they base these purchases on the number of products they guess they will sell. Finally, they have to guess the price at which their products will sell. These factors are all uncertain and impossible to know. Profits are earned when uncertainty yields higher total receipts than forecasted total receipts. Thus, Knight postulated, profits are merely due to luck. Such entrepreneurs who "get lucky" will try to reproduce their success, but will be unable to because their luck will eventually turn. At the time, some theorists were saying that when this luck runs out, entrepreneurs will then rely on and substitute improved decision making and management for their original entrepreneurship, and the profits will return. Knight saw entrepreneurs as poor managers, however, who will in time fail against new and lucky entrepreneurs. He concluded that economic change is a result of this constant interplay between new entrepreneurial action and existing businesses hedging against uncertainty by improving their internal organization. Frank H. Knight has been called "among the most broad-ranging and influential economists of the twentieth century" and "one of the most eclectic economists and perhaps the deepest thinker and scholar American economics has produced." He stands among the giants of American economists that include Schumpeter and Viner. His students included Nobel Laureates Milton Friedman, George Stigler and James Buchanan, as well as Paul Samuelson. At the University of Chicago, Knight specialized in the history of economic thought. He revolutionized the economics department there, becoming one the leaders of what has become known as the Chicago School of Economics. Under his tutelage and guidance, the University of Chicago became the bulwark against the more interventionist and anti-market approaches followed elsewhere in American economic thought. He died in 1972. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2018. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***