/raid1/www/Hosts/bankrupt/TCR_Public/180925.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, September 25, 2018, Vol. 22, No. 267
Headlines
119 THAMES: Gets Interim Approval to Use Cash Collateral
160 ROYAL PALM: Taps Shraiberg Landau as Special Counsel
1658 WASHINGTON: U.S. Trustee Unable to Appoint Committee
8TH AVENUE FOOD: Moody's Cuts 1st Lien Debt Rating to B2
ACME INVESTMENT: Proposes to Use IRS Cash Collateral
ACME INVESTMENT: Seeks to Use Compass Bank Cash Collateral
AEGIS MORTGAGE: Dist. Court Grants Banks' Bid to Junk M. Dare SAC
AFFINITY GAMING: S&P Alters Outlook to Negative & Affirms 'B' ICR
AMERICAN TIRE: Bank Debt Trades at 14% Off
AMERICANN INC: Finalizes New Site Plan for Building 2 of the MMCC
AMGP RESTAURANT: Court Approves Proposed Plan Outline
ANAA AVIATION: Taps Freestream Aircraft as Broker
ANCHOR GLASS: Bank Debt Trades at 11% Off
ANDERSON FARMS: Seeks to Change Cash Collateral Budget
ANDREW'S & SON: Renewed Motion to Use Cash Collateral Granted
APM LLC: Nov. 6 Plan Confirmation Hearing Set
ARALEZ PHARMA: Enters Into Stalking Horse Purchase Agreements
ARALEZ PHARMA: Nuvo Unveils Details of Purchase Agreements
ASSET SECURITIZATION 1997-D5: Moody's Rates Class PS-1 Certs 'C'
AVANTOR INC: Moody's Affirms B3 CFR & Alters Outlook to Stable
AZ RES INVESTMENTS: Disclosure Statement Hearing Set for Nov. 20
BAERG REAL: Plan Outline Okayed, Plan Hearing on Oct. 19
BASIC ENERGY: S&P Affirms 'B' ICR & Alters Outlook to Negative
BELK INC: Bank Debt Trades at 12% Off
BELLA ROSE SKIN: Plan Outline Okayed, Plan Hearing on Oct. 25
BICOM NY: Chase Residual Claim Increased to $ 4.3MM in Amended Plan
BLUE DIAMOND: Taps David Jones as Auctioneer
BNEVMA LLC: To Pay $30K to Unsecured Creditors in Latest Plan
BRANDENBURG FAMILY: American Buying Burkittsville Propty. for $450K
BRAVE PARENT: Moody's Affirms B3 CFR, Outlook Stable
BROWARD COLLISION: Trustee Selling All Assets to TCA for $220K
BSC HOLDING: U.S. Trustee Unable to Appoint Committee
CACI INTERNATIONAL: S&P Affirms 'BB+' ICR, Outlook Stable
CALIFORNIA RESOURCES: S&P Hikes 2nd Lien Debt Rating to B-
CARTHAGE SPECIALTY: Long Falls Buying All Assets for $9 Million
CBAK ENERGY: Stockholders Elected Five Directors
CCS MEDICAL: Allowed to Pay for Utility Services
CEC ENTERTAINMENT: Bank Debt Trades at 5% Off
CHANNELVIEW TRUCK: Managing Member's Accident Delays Plan
CHAPELDALE PROPERTIES: Oct. 23 Plan Confirmation Hearing Set
CHRISTOPHER SAMPSON: Court Grants Bank's Bid to Lift Automatic Stay
CIRQUE DU SOLEIL: Bank Debt Trades at 4% Off
CLAIRE'S STORES: Court Okays Third Amended Plan of Reorganization
CLINTON NURSERIES: 9th Interim Cash Use Order Granted
COCRYSTAL PHARMA: Doubles CEO's Annual Salary to $200,000
COLONIAL PENNIMAN: Cadlerock IV Opposes Plan Outline
COMMERCIAL METALS: Fitch Assigns BB+ LT IDR, Outlook Stable
COMPREHENSIVE CANCER: Okayed to Pay for Utility Services
COSMEDX SCIENCE: Trustee Seeks to Use Cash for Liquidation
COVIA HOLDINGS: Bank Debt Trades at 4% Off
CURAE HEALTH: Committee Taps Manier & Herod as Co-Counsel
CURAE HEALTH: Committee Taps Sills Cummis as Legal Counsel
DEL MONTE: Bank Debt Trades at 11% Off
DEXTERA SURGICAL: Wants to Maintain Plan Periods Exclusivity
DIANE WOLFSON: Selling Telluride Property to Bishop for $850K
DOUBLE EAGLE: Private Selling Collateral to Secured Creditors
EASTMAN KODAK: Bank Debt Trades at 4% Off
ECS REFINING: Final Order to Use Cash Collateral Entered
EMC GROUP: Revises Treatment of SAI Claims, Equity Interests
EXCELETECH COATING: Exclusivity Period Extended Until Nov.. 16
F.M.C. MARKET: AMF Buying Elmsford Property for $250K
FAT FACE: Bank Debt Trades at 16% Off
FIRSTENERGY SOLUTIONS: Leslie Turner Elected to Parent's Board
FLORIDA FOLDER: Oct. 22 Plan and Disclosure Statement Hearing Set
FORTERRA INC: Bank Debt Trades at 7% Off
FOX PROPERTY: Given Until Nov. 15 to Exclusively File Plan
FYBOWIN LLC: Gordon Buying Substantially All Assets for $1.4M
GB SCIENCES: Raises $4.1 Million From Common Stock Issuances
GIGA-TRONICS INC: All Proposals Passed at 2018 Annual Meeting
GLADYS SMITH: Nov. 5 Joint Hearing on Trustee Plan and Disclosures
HAMILTON CENTER: Delays Plan Until Settlement is Consummated
HARLAND CLARKE: Bank Debt Trades at 5% Off
HAUSER ESTATE: Trustee Taps Three Twenty-One Capital as Broker
HELIX GEN: Bank Debt Trades at 6% Off
HILLMAN GROUP: $165MM Bank Debt Trades at 2% Off
HUMANIGEN INC: Issues a Series of Convertible Promissory Notes
IHEARTMEDIA INC: Projects $3-Bil. Equity Value Upon Emergence
INDUSTRIAL STRENGTH: Booth Production Buying Assets for $30K
IQOR US: Bank Debt Trades at 18% Off
ISOLUX CORSAN: Trustee Taps CKR Law as Special Counsel
JAZPAL, LLC: Seeks Access to Cash Collateral
JC PENNEY: Bank Debt Trades at 8% Off
JEFFERY WYATT: Calero Buying Unit A of Saratoga Property for $500K
JEFFERY WYATT: Calero Buying Unit B of Saratoga Property for $500K
JEFFREY BERGER: Tavernini Buying Wibaux/Prairie Properties for $16M
JOBS FOR BABCOCK: Disclosure Statement Hearing Set for Nov. 7
KENOY KENNEDY: Collier Buying Terrell Property for $156K
LOUIS TELERICO: Novotny Buying Glengarry 130-A for $75K
MHT 1220: Ekmekcic Buying Spring Property for $580K
MICHAEL ENMON: KRPR Buying Waller Property for $2.4 Million
MOHDSAMEER ALJANEDI: Unsecureds to Get 5%-10% Under Revised Plan
MONCADA NJ SOLAR: Ct. Affirms Dismissal of Ch. 11 Case for Cause
MONTREIGN RESORT: Bank Debt Trades at 11% Off
MORGAN AIR: Taps Rivero Gordimer as Accountant
NEIMAN MARCUS: Bank Debt Trades at 6% Off
NEIMAN MARCUS: Marble Ridge Sends Indenture Default Letter
OPEN ROAD: Sets Bidding Procedures for Substantially All Assets
OPERA SOLUTIONS: Global Advisors to Hold Auction on Oct. 10
OXFORD ASSOCIATES: Oct. 3 Disclosure Statement Hearing Set
PATRIOT COAL: Parsleys' Suit vs Blackhawk Transferred to W. Va.
PEAK 10: Bank Debt Trades at 4% Off
PEDRO LOPEZ MUNOZ: Court Confirms Proposed Plan of Reorganization
PEPPERELL MILLS: Oct. 16 Status Conference on Exclusivity Extension
PETSMART INC: Bank Debt Trades at 12% Off
POSTROCK ENERGY: Court Dismisses Trustee Clawback Suit vs D. Ligon
POSTROCK ENERGY: Court Rejects Trustee Clawback Suit vs D. Klvac
POSTROCK ENERGY: Trustee's Clawback Suit vs A. Lynch Junked
PRIME PROPERTY: Seeks Authority to Use Hunter Cash Collateral
PUBLIC SERVICE: Dec. 3 Hearing to Approve Rehabilitation Plan Set
QUALITY CONSTRUCTION: 4th Interim Cash Use Order Entered
RADIAN GROUP: Moody's Hikes Sr. Debt Rating to Ba3, Outlook Stable
RCR WOODWAY: Oct. 22 Plan Confirmation Hearing Set
RESIDEO FUNDING: Moody's Assigns Ba3 CFR, Outlook Stable
RESIDEO TECHNOLOGIES: S&P Assigns 'BB+' ICR, Outlook Stable
REVENUE CYCLE: Gets Nod on Interim Use of IRS Cash Collateral
REX ENERGY: Plan Confirmation Hearing Slated for Oct. 15
RICH HONEY: Has Access to Cash Collateral Until Oct. 24
RMR OPERATING: Plan Outline Okayed, Plan Hearing on Oct. 24
RUBY'S DINER: Michael Munz Appointed as New Committee Member
S&S SCREW: Plan Confirmation Hearing Set for Dec. 6
SANGO POOL: U.S. Trustee Unable to Appoint Committee
SARAR USA: Claim Filing Deadline Set for Oct. 16
SEASONS KOSHER: Expects Short Reorganization Process
SHREEDEVI AA: Third Interim Cash Collateral Order Entered
SNEH & SAHIL: Unsecureds to be Paid in Full Over 5 Years
SRQ TAXI MANAGEMENT: Plan Outline Okayed, Plan Hearing on Nov. 7
STONE PLACE: U.S. Trustee Unable to Appoint Committee
STRAUSS COMPANY: Taps Compass Auctions as Auctioneer
STRAUSS COMPANY: U.S. Trustee Forms 5-Member Committee
STRUSS FARMS: Exclusive Plan Filing Period Extended to Dec. 22
SUNNY OCEAN: Unsecureds to Receive 10% of Allowed Claims
SUNSHINE DAIRY: Plan Exclusivity Period Extended to November 5
T.C. RENFROW: Plan Outline Okayed, Plan Hearing on Oct. 25
TARA RETAIL: Court Disallows Comm2013's $3.1MM Prepayment Premium
TORRADO CONSTRUCTION: Taps Eastburn and Gray as Special Counsel
TPE INDUSTRIES: U.S. Trustee Unable to Appoint Committee
US RENAL: Bank Debt Trades at 4% Off
VALLEY LUMBER: Bankruptcy Administrator Opposes Plan Outline
VIKEN MANJIKIAN: Partamians Buying Palmdale Property for $425K
VIVA MEXICO GRILL: Unsecured Creditors to be Paid 5% in 4 Years
YOSI SAMRA: To Pay OnDeck $733 Monthly with No Interest
YOU'RE PUTTING: Carson-Meyer Buying All Business Assets for $40K
[*] Mark That Calendar! Distressed Investing Conference on Nov. 26
[^] Large Companies with Insolvent Balance Sheet
*********
119 THAMES: Gets Interim Approval to Use Cash Collateral
--------------------------------------------------------
The U.S. Bankruptcy Court of the District of Connecticut granted
the motion filed by 119 Thames LLC for the use of its cash
collateral, secured for its creditor, RCN Capital, LLC. It is
permitted to use cash collateral until Sept. 6, 2018 and as
specified in the budget but not to exceed $2,500. Without
authority to use the cash collateral, the court finds that the
debtor-company will suffer harm and may be forced to terminate its
operations, to its prejudice and of its creditor/s. In exchange
for allowing the use of cash collateral, RCN Capital is granted
replacement liens as adequate protection.
A full-text copy of the Order is available at:
http://bankrupt.com/misc/ctb18-21359_119_Thames_Cash_O.pdf
About 119 Thames LLC
119 Thames LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Conn. Case No. 18-21359) on Aug. 19, 2018. In the
petition signed by Erik Matilla, managing member, the Debtor
disclosed $2,550,500 in assets and $720,413 in liabilities. Judge
James J. Tancredi presides over the case.
160 ROYAL PALM: Taps Shraiberg Landau as Special Counsel
--------------------------------------------------------
160 Royal Palm, LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of Florida to hire Shraiberg, Landau &
Page, P.A., as its special litigation counsel.
The firm will assist the Debtor in investigating and prosecuting
Chapter 5 avoidance claims; adjudicate the validity, priority or
extent of liens and mortgages on the Debtor's assets; and pursue
other claims that require investigation or the prosecution of
litigation.
Shraiberg will be paid on a contingency basis. Specifically, the
firm will be paid 35% of any asset recovered or economic benefit
received by the Debtor's estate on account of the litigation
claims, payable upon approval of a settlement in which a recovery
is obtained. In the event an appeal is filed, the contingency fee
will be increased to 40%.
Philip Landau, Esq., a partner at Shraiberg, disclosed in a court
filing that his firm does not represent any interest adverse to the
Debtor's estate.
The firm can be reached through:
Philip J. Landau, Esq.
Eric Pendergraft, Esq.
Shraiberg, Landau & Page, P.A.
2385 N.W. Executive Center Drive, Suite 300
Boca Raton, FL 33431
Direct Line: 561.443.0802
Office: 561.443.0800
Fax: 561.998.0047
Email: plandau@slp.law
Email: ependergraft@slp.law
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 Debtor's case.
1658 WASHINGTON: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of 1658 Washington Corp. as of Sept. 21,
according to a court docket.
About 1658 Washington Corp.
1658 Washington Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-75564) on August 17,
2018. The petition was filed pro se.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $500,000 and liabilities of less than
$1 million.
Judge Robert E. Grossman presides over the case.
8TH AVENUE FOOD: Moody's Cuts 1st Lien Debt Rating to B2
--------------------------------------------------------
Moody's Investors Service downgraded the senior secured first-lien
debt ratings of 8th Avenue Food & Provisions, Inc. to B2 from B1
and affirmed all other ratings. This rating action follows the
upsizing of the company's proposed senior secured first-lien
revolving credit facility to $150 million from $125 million and
senior secured first-lien term loan to $525 million from $500
million. The company also downsized its secured second-lien term
loan to $100 million from $125 million. The company's B2 Corporate
Family Rating and Caa1 secured second-lien debt rating were
affirmed. The ratings outlook remains stable.
8th Avenue was formed through the combination of the private label
foods businesses of Post Holdings, Inc. (B2, positive). On
September 11, 2018 Moody's assigned ratings to proposed debt
instruments to be issued by 8th Avenue in connection with its
formation and capitalization. The sizes of the debt instruments
were subsequently revised to meet strong investor demand for the
first-lien debt instruments. The resulting reallocation increased
the relative amount of debt with a first lien on collateral, hence
diluting the protection offered to this creditor class, and
lowering the expected recovery for these instruments in the event
of default. This resulted in Moody's lowering the ratings on first
lien debt to the same level as the B2 Corporate Family Rating
rather than one notch higher, as originally assigned.
Ratings downgraded:
8th Avenue Food & Provisions, Inc.
$150 million (upsized) senior secured first-lien revolving credit
facility expiring 2023 to B2 (LGD 3) from B1 (LGD 3);
$525 million (upsized) senior secured first-lien term loan due 2025
to B2 (LGD 3) from B1 (LGD 3).
Ratings affirmed:
Corporate Family Rating at B2;
Probability of Default Rating at B2-PD;
$100 million (downsized) secured second-lien term loan due 2026 at
Caa1 (LGD 6).
The outlook on all ratings is stable
The $675 million of senior secured first-lien instruments are rated
B2, in line with the B2 Corporate Family Rating. This reflects the
fact that first lien facilities represent the preponderance of debt
in the capital structure. The $100 million of second-lien debt is
rated Caa1, two notches below the B2 Corporate Family Rating. This
reflects its junior position to the senior secured first lien debt.
8th Avenue will be a separately capitalized standalone company with
no credit support from or recourse to Post Holdings. In total, 8th
Avenue will raise $915 million of funding at closing. This will
include a $40 million draw under the $150 million revolving credit
facility, $625 million in term loans, and $250 million in preferred
equity issued to private equity firm Thomas H. Lee (THL) that
Moody's will not rate. Proceeds will be used to pay $875 million to
Post Holdings, including repayment of a $625 million intercompany
bridge loan.
Post Holdings will retain a 60.5% equity interest at closing and
THL will hold a 39.5% equity interest. THL's economic interest will
increase over time through the accumulation of a PIK dividend on
the preferred stock.
Based on an approximate $105 million of pro forma EBITDA before
synergies, 8th Avenue's debt/EBITDA will be 6.3x at closing.
Through internal cash flows and $9 million of anticipated
transaction synergies, 8th Avenue should be able to reduce this
leverage metric to below 5.0x within 18 months. However, Moody's
anticipates that the company's longer-term growth strategy will
include acquisitions, which could result in higher leverage.
RATINGS RATIONALE
The B2 Corporate Family Rating mainly reflects 8th Avenue's high
financial leverage, narrowly-defined business, and small scale. The
rating also reflects the significant equity investment held by a
private equity firm that over time will likely grow to a
controlling share. This could lead to a more aggressive financial
policy in the future. 8th Avenue's credit profile is supported by
its sustained leadership position in its core products segments --
private label nut butters, healthy snacks and dry pasta. 8th Avenue
has established significant market shares in these categories and
solid profit margins, which Moody's expects will be sustained. This
is reflected in the stable outlook.
The ratings could be downgraded if operating performance
deteriorates, debt to EBITDA is sustained above 6.0 times, or if
financial policy becomes more aggressive. The ratings could be
upgraded if, EBITDA margins increase to at least 15% and
debt/EBITDA is sustained below 5.0 times.
The principal methodology used in these ratings was Global Packaged
Goods published in January 2017.
Based in St. Louis Missouri, 8th Avenue Food & Provisions, Inc. is
a leading manufacturer and distributor of private brand food
products. The company sells to retail, foodservice and food
ingredient customers. 8th Avenue was formed in 2018 through a
strategic combination of subsidiary companies of Post Holdings:
Attune Foods, Dakota Growers Pasta Company, Golden Boy Foods and
American Blanching Company. Annual revenues are approximately $800
million.
ACME INVESTMENT: Proposes to Use IRS Cash Collateral
----------------------------------------------------
ACME Investment Corporation, a Chapter 11 Debtor, claims that it
has no alternative borrowing source. So that it can continue its
operations, it seeks for the allowance of the Bankruptcy Court for
the Western District of Texas, in San Antonio Division, for the use
of its cash collateral of the Internal Revenue Service to pay for
employees' wages, materials, taxes and other general operating
business expenses.
The IRS asserts a security interest in all property of the Debtor.
The IRS does not consent to the use of cash collateral.
The Debtor needs to use said cash collateral to avoid immediate
and irreparable harm to the estate.
ACME filed a separate motion to the cash collateral secured for
another lender, Compass Bank.
ACME proposes to provide adequate protection payments in favor of
its creditors. In its projections, the company needs 90 days to use
its cash, for expenditures from September to November 2018.
A full-text copy of the Motion is available at:
http://bankrupt.com/misc/txwb18-52054_8_Acme_Cash_M.pdf
A copy of the 90 day projected use of cash collateral for the
months of September 2018 to November 2018 is available at:
http://bankrupt.com/misc/txwb18-52054_8_Acme_Cash_Budget.pdf
About Acme Investment Corporation
Founded in 1985, ACME Investment Corporation operates a bowling
center known as Oak Hills Lanes located near the corner of
Fredricksburg and Callaghan Road in Northwest San Antonio. The
bowling center has 32 lanes with a full bar, snack bar and private
party room. Ken Cobb is its president and owns 100% of Acme's
stock. The company previously sought bankruptcy protection on Oct.
29, 2015 (Bankr. W.D. Tex. Case No. 15-52609).
ACME Investment Corporation, based in San Antonio, TX, filed a
Chapter 11 petition (Bankr. W.D. Tex. Case No. 18-52054) on Aug.
31, 2018. The Hon. Craig A. Gargotta presides over the case.
James S. Wilkins, Esq., at Willis & Wilkins, L.L.P., serves as
bankruptcy counsel. In the petition signed by Ken Cobb, president,
the Debtor estimated $0 to $50,000 in assets and $1 million to $10
million in liabilities.
ACME INVESTMENT: Seeks to Use Compass Bank Cash Collateral
----------------------------------------------------------
ACME Investment Corporation, a Chapter 11 Debtor, claims that it
has no alternative borrowing source. So that it can continue its
operations, it seeks for the allowance of the Bankruptcy Court for
the Western District of Texas, in San Antonio Division, for the use
of its cash collateral of Compass Bank. In its projections, the
company needs 90 days to use its cash, for expenditures from
September to November 2018. Compass Bank will be granted a
post-petition replacement lien to secure its claim.
A full-text copy of the Motion is available at:
http://bankrupt.com/misc/txwb18-52054_6_Acme_Cash_M.pdf
About Acme Investment Corporation
Founded in 1985, ACME Investment Corporation operates a bowling
center known as Oak Hills Lanes located near the corner of
Fredricksburg and Callaghan Road in Northwest San Antonio. The
bowling center has 32 lanes with a full bar, snack bar and private
party room. Ken Cobb is its president and owns 100% of Acme's
stock. The company previously sought bankruptcy protection on Oct.
29, 2015 (Bankr. W.D. Tex. Case No. 15-52609).
ACME Investment Corporation, based in San Antonio, TX, filed a
Chapter 11 petition (Bankr. W.D. Tex. Case No. 18-52054) on Aug.
31, 2018. The Hon. Craig A. Gargotta presides over the case.
James S. Wilkins, Esq., at Willis & Wilkins, L.L.P., serves as
bankruptcy counsel. In the petition signed by Ken Cobb, president,
the Debtor estimated $0 to $50,000 in assets and $1 million to $10
million in liabilities.
AEGIS MORTGAGE: Dist. Court Grants Banks' Bid to Junk M. Dare SAC
-----------------------------------------------------------------
Defendants Nationstar Mortgage LLC, U.S. Bank, and Bank of America,
N.A. in the case captioned MICHAEL DARE, PRO SE, Plaintiff, v.
AEGIS WHOLESALE CORPORATION; U.S. BANK NATIONAL ASSOCIATION AS
SUCCESSOR TO DOWNEY SAVINGS AND LOAN ASSOCIATION; NATIONSTAR
MORTGAGE LLC; BANK OF AMERICA, N.A.; et all, Defendants, Case No.
15cv2833-JAH (KSC) (S.D. Cal.) filed motions to dismiss Plaintiff
Michael Dare's Second Amended Complaint for failure to state a
claim. After a careful review of the pleadings filed by all
parties, District Judge John A. Houston granted the Defendants'
motions to dismiss.
Nationstar/U.S. Bank contend Plaintiff fails to allege any
wrongdoing against U.S. Bank. Nationstar/U.S. Bank quote the only
two paragraphs which reference U.S. Bank and argue that they are
insufficient to state any claim for relief, let alone a plausible
one. Plaintiff's opposition does not include any substantive
discussion pertaining to the sufficiency of his allegations against
U.S. Bank. Moreover, a thorough review of the SAC reveals that
Plaintiff has again failed to allege sufficient facts to support
any plausible claim against U.S. Bank. Therefore, as to Defendant
U.S. Bank, the Motion to Dismiss Plaintiff's SAC is granted. All
claims against Defendant U.S. Bank are dismissed.
The Plaintiff's intentional infliction of emotional distress
allegations are virtually identical to those in his FAC. In
dismissing Plaintiff's FAC, this Court found that Plaintiff
"fail[ed] to allege any outrageous or extreme conduct . . . [t]he
behavior which is alleged is commonplace in the foreclosure process
and does not exceed the bounds accepted by a decent society." It
appears that Plaintiff does not even attempt to cure the defects
identified in this Court's order dismissing the FAC, as Plaintiff
simply repeats the same allegations without amendment. Accordingly,
Plaintiff's intentional infliction of emotional distress claim, as
to both Nationstar and Bank of America is dismissed.
The Plaintiff was previously admonished that the SAC would be his
final opportunity to remedy the deficiencies on his fraud,
intentional infliction of emotional distress, and wrongful
foreclosure claims. Plaintiff has failed to remedy the noted
deficiencies in these claims, as such, these claims are dismissed
with prejudice.
A copy of the Court's Order dated Sept. 5, 2018 is available at
https://bit.ly/2xoB2SB from Leagle.com.
Michael Dare, Plaintiff, pro se.
Mortgage LLC & US Bank National Association, As successor to Downey
Savings and Loan Association, Defendants, represented by Sevana
Zadourian -- szadourian@reedsmith.com -- Reed Smith LLP.
Bank of America, N.A., Defendant, represented by Dane Harrison
Taylor , Severson & Werson & Katherine Figueroa, Severson &
Werson.
About Aegis Mortgage Corporation
Headquartered in Houston, Texas, Aegis Mortgage Corporation --
http://www.aegismtg.com/-- provided mortgage loan products to
brokers.
The Company together with 10 affiliates filed for Chapter 11
protection on Aug. 13, 2007 (Bankr. D. Del. Case No. 07-11119).
Laura Davis Jones, Esq., Henry C. Kevane, Esq., David M.
Berthenthal, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as
counsel to the Debtors. The Official Committee of Unsecured
Creditors is represented by Landis Rath & Cobb LLP. Aegis
disclosed $138,265,342 in assets and $4,125,470 in liabilities as
of the Petition Date.
AFFINITY GAMING: S&P Alters Outlook to Negative & Affirms 'B' ICR
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on
Affinity Gaming and revised the rating outlook to negative from
stable.
S&P also affirmed the 'B+' issue-level rating on Affinity's
senior-secured credit facility and the 'CCC+' issue-level rating on
its second-lien term loan.
S&P said, "The negative outlook reflects recent operating
underperformance and a downward revision to our EBITDA forecast
through 2019, primarily due to weakness in the Nevada segment and
higher-than expected marketing and promotional costs across the
company's portfolio of properties in the first half of 2018. As a
result, we expect adjusted debt to EBITDA will be modestly above
our 6.5x downgrade threshold over the next two to three quarters.
We do not believe that Affinity will sustain leverage at this level
and we expect deleveraging in 2019. Nevertheless, EBITDA
underperformance compared with our revised base case over the next
year would likely worsen Affinity's credit metrics and would reduce
the company's cushion under its covenant.
"The negative outlook reflects our forecast for 2018 adjusted debt
to EBITDA to rise above our downgrade threshold. We believe this
increase will be temporary and we expect leverage to improve to
below 6.5x 2019. However, if the company underperforms our revised
base case, we could lower ratings by one notch.
"We would likely lower the rating if Affinity's credit metrics
remain weak compared to downgrade thresholds over the next year.
Leverage could remain elevated due to continued operational
underperformance or if the company embarked on an unexpected
debt-financed transaction. We could lower the rating if leverage is
sustained above 6.5x or if Affinity's EBITDA coverage of interest
expense declined toward the high-1x area.
"We are unlikely to revise the outlook to stable until we believe
Affinity could sustain adjusted debt to EBITDA below 6.5x. This
would most likely require an improvement in EBITDA compared to
recent quarters based on better cost management and a rebound in
room rates, combined with minimal capital spending and returns to
shareholders."
AMERICAN TIRE: Bank Debt Trades at 14% Off
------------------------------------------
Participations in a syndicated loan under which American Tire
Distributors Inc. is a borrower traded in the secondary market at
86.17 cents-on-the-dollar during the week ended Friday, September
14, 2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 0.72 percentage points from
the previous week. American Tire pays 425 basis points above LIBOR
to borrow under the $720 million facility. The bank loan matures on
October 1, 2021. Moody's rates the loan 'Caa1' and Standard &
Poor's gave a 'CCC-' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, September 14.
AMERICANN INC: Finalizes New Site Plan for Building 2 of the MMCC
-----------------------------------------------------------------
Americann, Inc., has finalized the site plan and configuration for
Building 2, the next phase of the Massachusetts Medical Cannabis
Center development that the Company plans to construct.
The Company controls a 52.6-acre parcel of undeveloped land in
Freetown, Massachusetts and has commenced development of the
property as the MMCC.
The Company secured Site Plan approval for the MMCC which includes
977,000 square feet of cultivation and processing infrastructure 47
miles south of Boston, MA.
The Company plans to develop the property in phases that will
consist of three different buildings. The buildings have been
approved for the following approximate sizes:
Massachusetts Medical Cannabis Center
Building 1: 30,000 square feet
Building 2: 345,000 square feet
Building 3: 600,000 square feet.
Previously, the Company announced that it has commenced
construction on Building 1 as a state-of-the-art greenhouse
cultivation facility.
The Company, in conjunction with its architect RKB Architects,
Inc., completed the design to include three distinct Units with the
following:
Building 2
Unit A: A 184,720 square foot cultivation facility
Unit B: A 40,178 square foot centralized processing and product
manufacturing
Unit C: A 118,580 square foot cultivation facility.
The Company plans to occupy and to operate Unit B as a large-scale
Marijuana Product Manufacturing plant. The Company plans to
produce branded cannabis beverages, vaporizer products, edible
products, non-edible products and concentrates. The Company has
initiated the application process to receive a provisional license
from the Massachusetts Cannabis Control Commission.
The Company intends to own and operate the centralized Marijuana
Product Manufacturing facility in Unit B to provide an essential
service for all of MMCC's future occupants, as well as licensed
cannabis cultivators throughout Massachusetts.
The Company's new site plan for Building 2 of the MMCC is available
for free at: https://is.gd/NoBBM4
About Americann
Headquartered in Denver, Colorado, AmeriCann offers a
comprehensive, turnkey package of services that includes
consulting, design, construction and financing to approved and
licensed marijuana operators throughout the United States. The
Company's business plan is based on the anticipated growth of the
regulated marijuana market in the United States.
Americann reported a net loss of $2.77 million for the year ended
Sept. 30, 2017, compared to a net loss of $2.21 million for the
year ended Sept. 30, 2016. As of June 30, 2018, the Company had
$5.97 million in total assets, $2.57 million in total liabilities
and $3.40 million in total stockholders' equity.
MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
opinion in its report on the consolidated financial statements for
the year ended Sept. 30, 2017 stating that the Company suffered
recurring losses from operations and has an accumulated deficit.
These conditions raise significant doubt about the Company's
ability to continue as a going concern.
AMGP RESTAURANT: Court Approves Proposed Plan Outline
-----------------------------------------------------
Bankruptcy Judge Carla E. Craig issued an order approving AMGP
Restaurant Corp. d/b/a Yiasou and d/b/a Next Door's disclosure
statement referring to a small business plan dated August 7, 2018.
The Troubled Company Reporter previously reported that under the
plan, general unsecured creditors will receive a distribution of
100% of their allowed claims plus interest at the rate of 1.91% to
be distributed as lump sum payment on the effective date.
A full-text copy of the Disclosure Statement is available for free
at:
http://bankrupt.com/misc/nyeb1-18-40727-43.pdf
About AMGP Restaurant Corp.
AMGP Restaurant Corp., filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.Y. Case No. 18-40727) on Feb. 7, 2018, estimating
under $1 million in both assets and liabilities. Morrison
Tenenbaum, PLLC, is the Debtor's counsel.
ANAA AVIATION: Taps Freestream Aircraft as Broker
-------------------------------------------------
ANAA Aviation Holdings I, LLC, seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to hire a
broker.
The Debtor proposes to employ Freestream Aircraft USA Ltd. in
connection with the sale of its 1992 British Aerospace BAE 125
Series 800A aircraft.
Freestream will get a commission of $45,000 in cash, out of escrow,
at closing. The firm has not agreed to share the compensation with
any other broker.
Freestream President Rebecca Posoli-Cilli disclosed in a court
filing that she and other employees of her firm do not have any
connection with the Debtor or any of its creditors.
The firm can be reached through:
Rebecca Posoli-Cilli
Freestream Aircraft USA Ltd.
200 Fred Wehran Drive
Teterboro Airport
Teterboro, NJ 07608
Tel: +1 201.365.6080
Fax: +1 917.591.4200
Email: info-us@freestream.com
About ANAA Aviation Holdings I
ANAA Aviation Holdings I, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. M.D. Fla. Case No. 18-05255) on Aug. 28, 2018,
disclosing less than $1 million in both assets and liabilities. The
Debtor is represented by David R. McFarlin, Esq., at Fisher
Rushmer, P.A.
ANCHOR GLASS: Bank Debt Trades at 11% Off
-----------------------------------------
Participations in a syndicated loan under which Anchor Glass
Container Corporation is a borrower traded in the secondary market
at 89.08 cents-on-the-dollar during the week ended Friday,
September 14, 2018, according to data compiled by LSTA/Thomson
Reuters MTM Pricing. This represents an increase of 1.23 percentage
points from the previous week. Anchor Glass pays 275 basis points
above LIBOR to borrow under the $646 million facility. The bank
loan matures on December 21, 2023. Moody's rates the loan 'B1' and
Standard & Poor's gave a 'B' rating to the loan. The loan is one of
the biggest gainers and losers among 247 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday, September 14.
ANDERSON FARMS: Seeks to Change Cash Collateral Budget
------------------------------------------------------
Anderson Farms, Inc., seeks approval from the Bankruptcy Court of
the reallocation of the budgeted monthly cash flow category to pay
for various stipulations before the Court for the assumption of
leases and for adequate protection. The modification pertains to
its submitted budget, under the category of monthly cash flow for
the months of August, September and October 2018. Changes have to
be made as the following companies have no more interest in said
Chapter 11 petition, and thus, should not receive adequate
protection payments: (1) Sterling Commercial Credit, LLC, (2)
Commercial Credit Group, Inc., (3) Complete Business Solutions
Group, Inc. and (4) Kent Capital Corp. NewTek Small Business
Finance, LLC, the only entity still with an interest in the cash
collateral, has consented to the modifications.
A full-text copy of the Motion is available at:
http://bankrupt.com/misc/idb18-40360_107_Anderson_Farms_Cash_M.pdf
About Anderson Farms
Anderson Farms, Inc. -- https://www.andersonfarms.org/ -- operates
a specialized freight trucking business providing a wide range of
services to the agricultural industry that suit the needs and
requirement of transporting feed to dairies and feedlots. It is
headquartered in Burley, Idaho.
Anderson Farms sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Idaho Case No. 18-40360) on April 30, 2018. In the
petition signed by Cameron Smith, director, the Debtor estimated
assets of less than $50,000 and liabilities of $1 million to $10
million. Judge Joseph M Meier presides over the case.
ANDREW'S & SON: Renewed Motion to Use Cash Collateral Granted
-------------------------------------------------------------
Judge Ernest M. Robles of the U.S. Bankruptcy Court of the Central
District of California granted the renewed motion filed by Andrew's
& Son Tradings Inc., d/b/a Beston Shoes, to use cash collateral.
The Court authorized the use of cash collateral until Oct. 23,
2018.
The Debtor will make monthly payment to its secured creditor, First
General Bank, $1,018.57 and to its remaining creditors, $100.00, as
adequate protection.
The next hearing is scheduled on Oct. 23, 2018 at 10:00 a.m. The
Court required Andrew's & Son to submit further supporting evidence
for use of cash collateral on or before Oct. 9. Opposition to the
continued use must also be interposed no later than Oct. 9.
A full-text copy of the Order is available at:
http://bankrupt.com/misc/cacb18-18022_Andrews_Cash_O.pdf
About Andrew's & Son Tradings
Andrew's & Son Tradings Inc., d/b/a Beston Shoes, is in the
footwear and athletic shoes business.
Andrew's & Son Tradings filed a Chapter 11 petition (Bankr. C.D.
Cal. Case No. 18-18022) on July 13, 2018. The petition was signed
by Jiazheng Lu, president. The case is assigned to Judge Ernest M.
Robles. The Debtor is represented by Christopher J. Langley, Esq.
at Law Offices of Langley & Chang. At the time of filing, the
Debtor reported total $1.04 million in assets and $3.35 million in
debt.
APM LLC: Nov. 6 Plan Confirmation Hearing Set
---------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Tennessee has
conditionally approved the disclosure statement explaining APM,
LLC's Chapter 11 plan of reorganization and scheduled the
confirmation hearing for November 6, 2018 at 9:30 a.m.
The United States of America, on behalf of its agency, the Small
Business Administration (SBA), holds an allowed secured claim in
the amount of $124,994. The government has complained that to the
extent the Plan provides for satisfaction of two other claims
relating to the Debtor's Nashville car wash property prior to any
payment to the SBA, the Plan discriminates unfairly and is not fair
and equitable with respect to the government's claim.
The SBA asserted that based on the true condition of the Lebanon
car wash and the land value at the Nashville car wash, the amounts
the Debtor expects to generate through asset sales is not feasible.
Further, given that the SBA would likely not receive any payment
until after both properties are sold, the proposed time period for
marketing (up to 12 months) and auctioning (up to 6 months) the
properties is not reasonable.
Confirmation of the plan is likely to be followed by the
liquidation, or need for further financial reorganization, of the
Debtor, the SBA told the Court.
About APM LLC
APM, LLC owns and operates car wash outlets. It sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No.
18-00065) on January 4, 2018. Abdi A. Musse, member, signed the
petition. At the time of the filing, the Debtor disclosed that it
had estimated assets and liabilities of less than $1 million.
Judge Marian F. Harrison presides over the case. APM is
represented by Robert D. MacPherson, Esq., at MacPherson & Youmans
PC, in Lebanon, Tennessee.
No official committee of unsecured creditors has been appointed.
ARALEZ PHARMA: Enters Into Stalking Horse Purchase Agreements
-------------------------------------------------------------
Aralez Pharmaceuticals Inc. on Sept. 19, 2018, disclosed that it
and certain of its affiliates have entered into purchase agreements
with two separate stalking-horse purchasers to sell their main
operating businesses: an agreement to sell its VIMOVO(R) royalties
and Canadian operations to Nuvo Pharmaceuticals Inc. ("Nuvo") in a
transaction valued at U.S.$110 million, subject to customary
adjustments, and an agreement to sell its TOPROL-XL(R) Franchise to
its secured lender, certain funds managed by Deerfield Management
Company, L.P. ("Deerfield"), in a transaction valued at U.S.$130
million, subject to customary adjustments. Deerfield has also
provided a commitment to finance Nuvo's transaction with the
Company.
Each of Nuvo and Deerfield has agreed to serve as "stalking horse"
bidders through the restructuring proceedings previously commenced
by the Company and certain of its U.S., Canadian and Irish
affiliates under Canada's Companies' Creditor Arrangement Act
(CCAA) in the Ontario Superior Court of Justice and under chapter
11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the
Southern District of New York, as applicable. These transactions,
taken together, set the floor, or minimum acceptable bid, for an
auction under the supervision of the Canadian and U.S. bankruptcy
courts, which is designed to achieve the highest value available or
otherwise best offer. Final sale approval hearings are expected to
take place shortly after completion of the auction with the
anticipated closing of the successful bid(s) to occur prior to the
end of calendar year 2018, subject to the satisfaction or waiver of
other customary closing conditions.
The Company also continues its efforts to sell the assets not being
sold in the proposed stalking horse transactions and intends to
wind down its operations following the consummation of the sales.
Aralez is being advised by Moelis & Company LLC and Alvarez &
Marsal as its financial advisors and Willkie Farr & Gallagher LLP
and Stikeman Elliott LLP as U.S. and Canadian legal counsel,
respectively.
About Aralez Pharmaceuticals
Aralez Pharmaceuticals Inc. -- http://www.aralez.com/-- is a
specialty pharmaceutical company focused on delivering products to
improve patients' lives by acquiring, developing and
commercializing products in various specialty areas.
The Company together with its affiliates filed for Chapter 11
protection on Aug. 10, 2018 (Bankr. S.D.N.Y. Lead Case No.
18-12425). The Debtor estimated assets and liabilities between
$100 million and $500 million.
The Hon. Martin Glenn presides over the Debtors' Chapter 11 cases.
The Debtors tapped Willkie Farr & Gallagher LLP, as their counsel;
Alvarez & Marsal Healthcare Industry Group, LLC as restructuring
and financial advisor; Moelis & Company as investment banker; RSM
US LLP as tax advisor; and Prime Clerk LLC as claims, noticing and
solicitation agent.
ARALEZ PHARMA: Nuvo Unveils Details of Purchase Agreements
----------------------------------------------------------
Nuvo Pharmaceuticals Inc., a globally focused, healthcare company
with a portfolio of commercial products and pharmaceutical
manufacturing capabilities, on Sept. 19, 2018, announced the
signing of definitive, binding purchase agreements with Aralez
Pharmaceuticals Inc. (Aralez) to acquire a portfolio of more than
20 revenue-generating products, as well as the associated personnel
and infrastructure to continue the products' management and growth
(the Proposed Transaction or the Transaction). Upon closing of the
Proposed Transaction, Nuvo would pay Aralez US$110 million in cash,
which Nuvo would satisfy through funding provided by certain funds
managed by Deerfield Management Company, L.P. (Deerfield), a
leading, global, healthcare-specialized investor. Deerfield is
also the senior secured lender to Aralez. Assuming completion of
the Transaction at the beginning of 2017, Nuvo's pro forma 2017
revenues would have been approximately 4x higher than reported for
fiscal 2017 and 2017 pro forma adjusted EBITDA would have been
greater than 10x higher than that reported for fiscal 2017. All
references to dollars are in Canadian dollars, unless otherwise
specified. Completion of the Transaction is subject to a number of
conditions set out in the definitive purchase agreements and
binding commitment letter, copies of which will be filed under
Nuvo's profile at www.sedar.com.
Assuming completion of the Transaction, Nuvo would acquire Aralez's
Canadian specialty-pharmaceutical business, which was formerly
known as Tribute Pharmaceuticals Canada Inc. (Tribute). This is a
growing business that includes Cambia(R), BlextenTM, SuvexxTM (sold
as Treximet(R)in the U.S.), as well as the Canadian distribution
rights to Resultz,(R)and would create a platform for Nuvo to
acquire and launch additional commercial products in Canada. The
Transaction would also include the worldwide rights and royalties
from licensees for Vimovo(R), Yosprala(R)and global, ex-U.S.
product rights to MT400 (to be sold as Suvexx in Canada once
registered and currently commercialized in the U.S. as Treximet).
Jesse Ledger, Nuvo's President & CEO commented, "This transaction
contains all of the elements we have been looking for: immediate
commercial scale from a diverse product portfolio, generating
positive cash flow; a highly effective commercial organization with
a track record of success, providing a platform to add new business
development opportunities; support from a premier
healthcare-focused financial sponsor through the participation of
Deerfield; and most importantly, the Transaction will accelerate
our growth trajectory by substantially enhancing our top and
bottom-line." Mr. Ledger continued, "Nuvo will be preserving the
jobs of over 40 Canadian-based employees and we will ensure that
patients and healthcare practitioners across Canada continue to
receive access to and support in relation to important medicines
like Blexten and Cambia."
Rationale for the Proposed Transaction:
-- Immediately and significantly accretive to revenue and
adjusted EBITDA
-- Projected to be accretive to net income in 2019
-- Establishes critical mass for Nuvo in the capital markets and
as an operating company
-- Revenue diversification across products and revenue types
(direct revenues and royalties)
-- Provides Canadian platform with national sales infrastructure
and an ability to integrate more products
-- Significant cash flow from royalties of global Vimovo sales
-- Low-cost financing and sponsorship from Deerfield
-- Existing commercial and related support infrastructure
remains in place to ensure smooth transition
Financing:
Deerfield has provided a binding commitment letter to Nuvo to be
the sole financier and to fund the Proposed Transaction in its
entirety (the Financing). The commitment letter from Deerfield
provides Nuvo with the following:
-- US$52.5 million of 6-year term, 3.5% p.a. interest, senior
secured convertible debentures with a conversion price of US$2.70
to fund the acquisition of the Canadian operations and working
capital purposes;
-- US$60 million of 6-year term, 3.5% p.a. interest, senior
secured loan for an issue price of US$47.5 million to Nuvo
Pharmaceuticals (Ireland) Limited to fund the acquisition of the
royalty and product interests in Vimovo, Yosprala and MT400. Nuvo
will make mandatory quarterly loan payments equal to the greater of
US$2.5 million and 50% of excess cash flow;
-- Nuvo will issue to Deerfield, for an aggregate purchase price
of US$12.5 million, warrants to purchase approximately 25.6 million
common shares at an exercise price of C$3.53 and with a 6-year life
(the Warrants). The proceeds from the exercise of Warrants will
initially be used to reduce the amount owing on the senior secured
loans;
-- US$3.0 million of 18-month term, 12.5% p.a. interest, senior
secured loan to Nuvo for working capital purposes;
-- Deerfield (and any permitted transferee) will be prohibited
from converting debentures or exercising warrants if it would
result in Deerfield (and its affiliates) holding more than 4.985%
of the total issued securities of Nuvo; and
-- There will be no changes to the Nuvo senior management team
or board of directors.
The Financing is subject to certain terms and conditions. Nuvo has
agreed to certain customary restrictions on the conduct of its
business between now and the closing of the Transaction.
Next Steps
To facilitate the Transaction, Aralez, along with its Canadian
subsidiary, Aralez Pharmaceuticals Canada Inc., has commenced
voluntary proceedings under Canada's Companies' Creditors
Arrangement Act (the CCAA) in the Ontario Superior Court of
Justice. In connection with these proceedings, certain other
subsidiaries of Aralez have voluntarily filed petitions under
Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for
the Southern District of New York.
The definitive agreements in respect of the Transaction will be
filed with the relevant bankruptcy courts as part of Aralez's
restructuring process and are subject to court approval. As part
of the restructuring process, Aralez and its subsidiaries will
conduct a sale process in accordance with bidding procedures to be
approved by the courts and to pursue a superior acquisition
proposal for any of the assets subject to the Proposed Transaction
in accordance with the bidding procedures. The definitive
agreements in respect of the Transaction will serve as the
"stalking horse" bids in the sale process and entitle Nuvo to a
customary termination fee and expense reimbursement if it is not
ultimately the successful bidder in the process. It is anticipated
that the sale process will be completed within the next 60 to 90
days.
If Nuvo is the successful bidder in the sale process, closing of
the Transaction will be subject to certain conditions, including
approval of the Transaction by the Canadian and U.S. bankruptcy
courts, as well as approval by the Toronto Stock Exchange. It is
not anticipated that the approval of Nuvo's shareholders will be a
condition to closing the Transaction or the Financing, but Nuvo
intends to seek the approval of its shareholders following closing
for certain terms of the warrants and convertible debentures to be
issued to Deerfield. If such shareholder approval is not obtained,
the convertible debentures and the warrants would be settled solely
through cash payments in accordance with their terms.
The description of the Transaction and the Financing contained in
this news release are qualified in their entirety by the reference
to the definitive purchase agreements and binding commitment
letter, copies of which will be filed under Nuvo's profile at
www.sedar.com.
Nuvo will provide further updates regarding the Transaction if and
as required, but there can be no assurance that Nuvo will
ultimately be the successful bidder in the process or that the
Transaction as described, or otherwise, will be successfully
concluded.
About Nuvo Pharmaceuticals Inc.
Nuvo (TSX :NRI ; OTCQX: NRIFF) --
http://www.nuvopharmaceuticals.com-- is a globally focused,
healthcare company with a portfolio of commercial products and
pharmaceutical manufacturing capabilities. Nuvo has four
commercial products that are available in a number of countries:
Pennsaid(R)2%, Pennsaid, Resultz and the heated
lidocaine/tetracaine patch. Nuvo manufactures Pennsaid 2% for the
U.S market, Pennsaid for the global market and the bulk drug
product for the HLT Patch at its U.S. Food and Drug Administration
(FDA), Health Canada and E.U. approved manufacturing facility in
Varennes, Quebec. The Company's focus is to maximize the value of
Pennsaid 2% and Resultz through out-licensing to commercial
partners in international markets and identifying new opportunities
to acquire additional, revenue generating or late-stage products or
businesses to further diversify the Company's existing product
portfolio.
About Deerfield Management Company
Deerfield -- http://www.deerfield.com/-- is an investment
management firm, committed to advancing healthcare through
investment, information and philanthropy.
About Aralez Pharmaceuticals
Aralez Pharmaceuticals Inc. -- http://www.aralez.com/-- is a
specialty pharmaceutical company focused on delivering products to
improve patients' lives by acquiring, developing and
commercializing products in various specialty areas.
The Company together with its affiliates filed for Chapter 11
protection on Aug. 10, 2018 (Bankr. S.D.N.Y. Lead Case No.
18-12425). The Debtor estimated assets and liabilities between
$100 million and $500 million.
The Hon. Martin Glenn presides over the Debtors' Chapter 11 cases.
The Debtors tapped Willkie Farr & Gallagher LLP, as their counsel;
Alvarez & Marsal Healthcare Industry Group, LLC as restructuring
and financial advisor; Moelis & Company as investment banker; RSM
US LLP as tax advisor; and Prime Clerk LLC as claims, noticing and
solicitation agent.
ASSET SECURITIZATION 1997-D5: Moody's Rates Class PS-1 Certs 'C'
----------------------------------------------------------------
Moody's Investors Service has affirmed the rating on one interest
only (IO) class of Asset Securitization Corporation 1997-D5,
Commercial Mortgage Pass-Through Certificates, Series 1997-D5 as
follows:
PS-1, Affirmed C (sf); previously on Sep 28, 2017 Affirmed C (sf)
RATINGS RATIONALE
The rating on the IO class was affirmed based on the credit quality
of the referenced classes. The IO class is the only outstanding
Moody's-rated class in this transaction.
Moody's does not anticipate losses from the remaining collateral in
the current environment. However, over the remaining life of the
transaction, losses may emerge from macro stresses to the
environment and changes in collateral performance. Its ratings
reflect the potential for future losses under varying levels of
stress. Moody's base expected loss plus realized losses is now 5.8%
of the original pooled balance, the same as at the last review.
FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:
An IO class may be subject to ratings upgrades if there is an
improvement in the credit quality of its referenced classes,
subject to the limits and provisions of the updated IO methodology.
An IO class may be subject to ratings downgrades if there is (i) a
decline in the credit quality of the reference classes and/or (ii)
paydowns of higher quality reference classes, subject to the limits
and provisions of the updated IO methodology.
METHODOLOGY UNDERLYING THE RATING ACTION
The methodologies used in this rating were "Moody's Approach to
Rating Large Loan and Single Asset/Single Borrower CMBS" published
in July 2017 and "Moody's Approach to Rating Structured Finance
Interest-Only (IO) Securities" published in June 2017.
DEAL PERFORMANCE
As of the August 16, 2018 distribution date, the transaction's
aggregate certificate balance has decreased by 99.9% to $2.2
million from $1.79 billion at securitization. The Certificates are
collateralized by two mortgage loans. One loan, representing 52% of
the pool has defeased and is secured by US Government securities.
Twenty loans have been liquidated from the pool, resulting in an
aggregate realized loss of $102.9 million (64% loss severity on
average).
The sole non-defeased loan is the 2080 North Black Horse Pike Loan
($1.1 million -- 48% of the pool). The loan is secured by an
approximately 110,000 square foot (SF) single tenant retail
property in Williamstown, New Jersey located 24 miles southeast of
Philadelphia. This loan is fully-amortizing and the property is
fully leased to Sam's Club through October 2019, which is
coterminous with the maturity date of the loan. Moody's LTV and
stressed DSCR are 13% and greater than 4.00X, respectively.
AVANTOR INC: Moody's Affirms B3 CFR & Alters Outlook to Stable
--------------------------------------------------------------
Moody's Investors Service changed the outlook of Avantor, Inc. to
stable from negative. Moody's affirmed Avantor's Corporate Family
Rating at B3 and the Probability of Default Rating at B3-PD. The
rating agency also affirmed Avantor's B2 senior secured rating and
Caa2 unsecured rating.
The change in outlook to stable reflects Moody's expectation for
improved operating performance due to continued strength in
Avantor's customer end-markets. Further, Avantor's integration
efforts appear on track as the company has begun to realize early
cost and revenue benefits from the $6 billion acquisition of VWR
Corporation in November 2017. Continued execution of the
integration plan and realization of synergies will be essential in
order for the company to deleverage over the next 12-18 months.
Ratings affirmed:
Avantor, Inc.
Corporate Family Rating at B3
Probability of Default Rating at B3-PD
Senior secured first lien revolving credit facility expiring 2022
at B2 (LGD 3)
Senior secured first lien term loans due 2024 at B2 (LGD 3)
Senior secured notes due 2024 at B2 (LGD 3)
Senior unsecured notes due 2025 at Caa2 (LGD 5)
Outlook actions:
Avantor, Inc.
Outlook, changed to stable from negative
RATINGS RATIONALE
The B3 Corporate Family Rating is constrained by Avantor's very
high financial leverage following the acquisition of VWR. Moody's
estimates that Avantor's pro forma adjusted debt to EBITDA without
unrealized synergies was roughly 8.5 times as of June 30, 2018.
Moody's currently projects the company's debt to EBITDA to decline
below 7.5 times by the end of 2019. Inability to successfully
achieve the vast majority of its planned cost savings remains a key
risk that would likely thwart the company's deleveraging efforts.
The rating also incorporates the potential for integration
challenges and the earnings volatility associated with Avantor's
legacy business.
The rating is supported by the steady and largely recurring nature
of around 80% of the combined revenue base, as well as the high
customer switching costs associated with the company's ultra-high
purity materials business. The rating also reflects the combined
company's good scale with revenues approaching $6 billion and good
customer, geographic, and product diversification. Finally, the
rating reflects Moody's view that, despite very high leverage, the
company will generate positive free cash flow and will maintain
good liquidity.
The stable outlook reflects Moody's expectation that Avantor will
realize low-to-mid single digit organic revenue growth and the
majority of its planned cost savings. Despite this, Moody's expects
the company will remain very highly leveraged over the next 12-18
months.
Moody's could downgrade the ratings if Avantor experiences
disruption in the integration of VWR or if anticipated cost and
revenue synergies do not materialize. Further, weakening of
liquidity or Moody's expectation that Avantor will be unable to
sustain consistently positive free cash flow could also result in a
downgrade. Finally, if Moody's believes that adjusted debt/EBITDA
will be sustained above 7.5 times, the ratings could be downgraded.
Moody's could upgrade the ratings if Avantor successfully
integrates VWR and achieves anticipated cost and revenue synergies.
Specifically, if Moody's believes adjusted debt/EBITDA will be
sustained below 6.5 times, the ratings could be upgraded.
Avantor is a global leader in the distribution of laboratory
scientific supplies. It is also a global supplier of
ultra-high-purity materials for the life sciences and advanced
technology industries. Avantor is owned by affiliates of New
Mountain Capital. The company is headquartered in Pennsylvania. Pro
forma revenues are approaching $6 billion.
The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in June 2018.
AZ RES INVESTMENTS: Disclosure Statement Hearing Set for Nov. 20
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona is set to
hold a hearing on Nov. 20 to consider approval of the disclosure
statement, which explains the Chapter 11 plan of reorganization for
AZ Res Investments, LLC.
The hearing will take place at 10:30 a.m., at Courtroom 702.
Objections to the disclosure statement are due by Nov. 13.
About AZ Res Investments
AZ Res Investments, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 18-03839) on April 12,
2018. Judge Madeleine C. Wanslee presides over the case. The
Debtor tapped Jenkins Law Firm, PLLC as its legal counsel.
BAERG REAL: Plan Outline Okayed, Plan Hearing on Oct. 19
--------------------------------------------------------
Baerg Real Property Trust is now a step closer to emerging from
Chapter 11 protection after a bankruptcy judge approved the outline
of its plan of reorganization.
Judge Robert Jones of the U.S. Bankruptcy Court for the Northern
District of Texas on Sept. 12 gave the thumbs-up to the disclosure
statement, allowing Baerg to start soliciting votes from creditors.
The order set an Oct. 12 deadline for creditors to file their
objections and submit ballots of acceptance or rejection of the
plan.
A court hearing to consider confirmation of the plan is scheduled
for Oct. 19, at 10:00 a.m. The hearing will take place at
Courtroom 2.
About Baerg Real Property Trust
Baerg Real Property Trust, d/b/a Lake Bluffs Apartments, d/b/a
Lakeview Village, d/b/a The Woods Apartments, d/b/a Oakway Manor
Apartments filed a Chapter 11 petition (Bankr. N.D. Tex. Case No.
16-33793) on Sept. 29, 2016. In the petition signed by Hal Baerg,
Jr., trustee, the Debtor estimated assets and liabilities at $1
million to $10 million at the time of the filing. The case is
assigned to Judge Barbara J. Houser. Joyce W. Lindauer Attorney,
PLLC, is the Debtor's counsel.
BASIC ENERGY: S&P Affirms 'B' ICR & Alters Outlook to Negative
--------------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on Fort
Worth, Texas-based Basic Energy Services Inc. S&P has revised its
outlook on the rating to negative from stable.
S&P said, "We have also assigned our 'B' issue-level rating (the
same as the issuer credit rating) to Basic's proposed $300 million
senior secured notes due 2023. The recovery rating on the notes is
'3', indicating our expectation of meaningful recovery (50% to 70%;
rounded estimate: 65%) in a payment default.
"Our outlook revision reflects our view that Basic's competitive
position is being challenged by heightened competition in the U.S.
oilfield services industry, particularly in the Permian basin, and
that the company needs to realign its service offerings to enhance
market share and profitability. Despite clear improvement in
operational performance this year on the back of higher capital
spending among exploration and production (E&P) companies and the
increased demand for oilfield services, Basic's revenue and margin
growth has so far lagged its peers'. In particular, completion
services face intense competition from new entrants in Basic's
historical Permian Basin market, and the company has moved its
pressure pumping fleet to the Midcontinent. The company is
reviewing its strategy to enhance competitiveness and reduce
costs."
The negative outlook reflects the likelihood of a downgrade if
Basic's competitive position deteriorates and operating performance
weakens such that the company cannot maintain adequate liquidity,
or FFO to debt above 20% in the next twelve months.
S&P said, "We could revise the outlook to stable if we expected FFO
to debt sustained at close to 30%, which would most likely occur if
the company were able to increase product pricing and margins.
Alternatively, we could raise the rating if the company's business
risk profile strengthened, such as through increased size, scale,
and diversity, or through greater sales of products and services
with less volatile demand."
BELK INC: Bank Debt Trades at 12% Off
-------------------------------------
Participations in a syndicated loan under which BELK Incorporated
is a borrower traded in the secondary market at 88.08
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 2.75 percentage points from
the previous week. BELK Incorporated pays 475 basis points above
LIBOR to borrow under the $1.50 billion facility. The bank loan
matures on December 10, 2022. Moody's rates the loan 'B2' and
Standard & Poor's gave a 'B-' rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, September 14.
BELLA ROSE SKIN: Plan Outline Okayed, Plan Hearing on Oct. 25
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Michigan will
consider approval of the Chapter 11 plan of reorganization for
Bella Rose Skin Care PLLC at a hearing on Oct. 25.
The court will also consider at the hearing the final approval of
the company's disclosure statement, which it preliminarily approved
on Sept. 12.
The order set an Oct. 18 deadline for creditors to file their
objections and submit ballots of acceptance or rejection of the
plan.
About Bella Rose Skin Care PLLC
Headquartered in Alpena, Michigan, Bella Rose Skin Care PLLC is a
Michigan limited liability company which was formed for the purpose
of operating a wellness center.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. E.D.
Mich. Case No. 17-22144) on Oct. 24, 2017, estimating its assets
and liabilities at between $100,001 and $500,000.
Judge Daniel S. Oppermanbaycity presides over the case. The Debtor
tapped Adam Daniel Bruski, Esq., at Warner Norcross & Judd LLP, as
its bankruptcy counsel; and Schulze Oswald Miller & Edwards PC, as
its accountant.
BICOM NY: Chase Residual Claim Increased to $ 4.3MM in Amended Plan
-------------------------------------------------------------------
BICOM NY, LLC, f/d/b/a Jaguar Land Rover Manhattan, ISCOM NY, LLC
f/d/b/a Maserati of Manhattan, and Bay Ridge Automotive Company,
LLC f/d/b/a Bay Ridge Ford and the Official Committee of Unsecured
Creditors filed a disclosure statement for their first amended
joint plan of liquidation dated Sept. 14, 2018.
Class 2A under the latest plan consists of the Allowed Chase
Residual Claim against BICOM. The Chase Residual Claim is allowed
in full upon the Effective Date. Upon the Effective Date, on
account of the Allowed Chase Residual Claim, Chase will be entitled
to its share of the Net Recoveries pursuant to the Trust Waterfall.
Estimated amount of the residual claim is $4,313,000. The previous
plan's estimated amount was $3.55 million.
A copy of the Latest Disclosure Statement is available at:
http://bankrupt.com/misc/nysb17-11906-565.pdf
About Bicom NY LLC
BICOM NY, LLC dba Jaguar Land Rover Manhattan --
http://www.landrovermanhattan.com/-- is a dealer of Jaguar and
Land Rover cars in New York City. ISCOM NY, LLC dba Maserati of
Manhattan -- http://www.maseratiofmanhattan.com/-- is a retailer
of Maserati cars in New York City.
BICOM NY, and ISCOM NY and related entity Bay Ridge Automotive
Company, LLC, sought Chapter 11 protection (Bankr. S.D.N.Y. Case
Nos. 17-11906 to 17-11908) on July 10, 2017.
In the petitions signed by Gary B. Flom, manager, BICOM NY
disclosed $37.37 million in total assets and $12.17 million in
total liabilities as of the bankruptcy filing, and ISCOM NY
disclosed $4.85 million in total assets and $5.33 million in total
liabilities.
Judge Michael E. Wiles presides over the cases.
Eric J. Snyder, Esq., at Wilk Auslander LLP, is the Debtors'
bankruptcy counsel. The Debtors hired Aboyoun & Heller, LLC, as
special counsel; and JND Corporate Restructuring as administrative
agent.
On July 31, 2017, the U.S. Trustee for Region 2 appointed an
official committee of unsecured creditors. Moses & Singer, LLP, is
the Committee's legal counsel.
BLUE DIAMOND: Taps David Jones as Auctioneer
--------------------------------------------
Blue Diamond LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of West Virginia to hire an auctioneer.
The Debtor proposes to employ David Jones Auction Service to
conduct an auction of its properties located at 26-28 Bridge Street
and 32 Highland Avenue, Ridgeley, West Virginia.
David Jones will be paid a fee through computation based on the
commissions established by contract (5% for real estate).
Proceed from the auction is expected to be $100,000 or more.
However, David Jones will not receive more than $100,000 and
instead a separate real estate closing will be scheduled. Payment
will be made to the Debtor. A separate motion to authorize any
other fees and costs will be filed at the conclusion of the sale.
The firm maintains an office at:
David Jones Auction Service
400 East High Street
Flushing, OH 43977
Tel: (740) 391-3710
About Blue Diamond
Blue Diamond LLC, based in Martinsburg, WV, filed a Chapter 11
petition (Bankr. N.D. W.Va. Case No. 17-01234) on Dec. 20, 2017. In
the petition signed by James Hutzler, Jr., member/manager, the
Debtor estimated $10 million to $50 million in assets and $1
million to $10 million in liabilities.
The Hon. Patrick M. Flatley presides over the case.
Martin P. Sheehan, Esq., at Sheehan & Nugent, PLLC, serves as
bankruptcy counsel to the Debtor. William C.Brewer, Esq., at
Brewer & Giggenbach, PLLC, is the Debtor's special counsel.
BNEVMA LLC: To Pay $30K to Unsecured Creditors in Latest Plan
-------------------------------------------------------------
General unsecured creditors of BNEVMA, LLC, will receive a total of
$30,000 under the company's latest plan to exit Chapter 11
protection.
Under the proposed plan of reorganization, each creditor holding a
Class 17 general unsecured claim will share in a total distribution
of $30,000 pro rata. Payments of $6,000 will be distributed pro
rata on an annual basis, commencing on the first month after the
effective date of the plan until the aggregate amount of $30,000 is
paid.
BNEVMA estimated the total amount of general unsecured claims at
$2,214,553.70.
Class 17 claims are impaired and holders of these claims are
entitled to vote to accept or reject the plan, according to
BNEVMA's amended disclosure statement filed on Sept. 13 with the
U.S. Bankruptcy Court for the Southern District of Florida.
A copy of the amended disclosure statement is available for free
at:
http://bankrupt.com/misc/flsb18-13392-114.pdf
About BNEVMA LLC
BNEVMA, LLC, a real estate lessor, is the fee simple owner of 14
real estate properties (consisting of condominium units and
townhouses) in Wellington, Palm Beach Gardens, Boynton Beach, Lake
Forth, Boca Raton, North Palm Beach, Royal Palm Beach, Florida,
having an aggregate value of $2.71 million.
BNEVMA sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Fla. Case No. 18-13392) on March 23, 2018.
In the petition signed by Nermine Hanna, manager, the Debtor
disclosed $2.71 million in assets and $4.01 million in
liabilities.
Judge Paul G. Hyman, Jr., presides over the case. The Debtor
tapped Furr and Cohen, P.A., as its legal counsel.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case.
On April 24, 2018, the Debtor filed a disclosure statement in
support of its proposed Chapter 11 plan of reorganization.
BRANDENBURG FAMILY: American Buying Burkittsville Propty. for $450K
-------------------------------------------------------------------
The Brandenburg Family Ltd. Partnership asks the U.S. Bankruptcy
Court for the District of Maryland to authorize the sale of the
real property located at 6125, 6203, 6203B and 6207 Mountain Church
Road, Burkittsville, Maryland, including the property and
improvements located thereon, to American Battlefield Trust for
$450,000, subject to higher and better offers.
The Debtor owns parcels of real property in Maryland and
Pennsylvania. It owned the Property.
The Property is encumbered by a consensual first lien in favor of
Fulton Bank, N.A. arising from an Indemnity Deed of Trust dated
Jan. 2, 2015 and recorded in the Land Records of Frederick County
at Book 10375, page 480. Fulton Bank has stated that it is owed
$1,277,171 as of Aug. 28, 2018. Fulton Bank has consented to the
sale of the Property to the Purchaser under the Sale Agreement.
On Aug. 24, 2018, the Debtor entered into an Agreement of Purchase
and Sale of Real Property with the Purchaser for the Property in
the amount of $450,000, free and clear of all liens, encumbrances
and interests.
The terms of the Sale Agreement provide:
(a) Purchase Price - $450,000;
(b) Contingencies - a survey, environmental site assessment
and appraisal;
(c) Feasibility Study Period - will expire at 5:00 p.m. (EST)
on Dec. 31, 2018;
(d) Purchaser's Right to Terminate - The Purchaser will have
the right in its sole and absolute discretion, for any reason or
for no reason at all, or before the expiration and conclusion of
the Feasibility Study Period to terminate the Sale Agreement;
(e) Higher or better offers - The Sale Agreement is subject to
higher or better offers. The Debtor reserves the right to continue
to offer the Property in order to obtain other offers. If it sells
the Property to the party that presents a higher or better offer
Purchaser will receive a return of their deposit and be deemed to
have earned, and will be entitled to (as an allowed administrative
expense of the bankruptcy estate without further order of the
Court), payment of the Purchaser's reasonable expenses up to
$25,000 relating to the Sale Agreement and the Purchaser's intended
purchase, which will be paid at closing on the sale to the higher
offeror;
(f) Deposit - The title company will hold a deposit in the
amount of $10,000.
After payment of costs and expenses of sale, including realtor's
commission of 6% and other costs, and after payment of the lien of
Fulton Bank, there may be proceeds to be paid to the Debtor. The
proceeds generated by the sale will be used, in part, to fund the
Plan. The sale of the Property is provided for under the Plan.
The Plan provides for the application of 11 U.S.C. Section 1146(a),
which negates the payment of stamp tax or similar tax upon the
conveyance of the Property.
The Debtor asks to waive the 14-day stay of Federal Rule of
Bankruptcy Procedure 6004(h), as all parties secured by the
Property will be paid at settlement.
A copy f the Sale Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/Brandenburg_Family_188_Sales.pdf
The Purchaser:
AMERICAN BATTLEFIELD TRUST
1156 15th St., NW, Suite 900
100 W. Church St.
Washington, DC 20005
About The Brandenburg Family LP
Based in Jefferson, Maryland, The Brandenburg Family Limited
Partnership is a Maryland limited partnership that owns parcels of
real property in both Maryland and Pennsylvania.
The Brandenburg Family LP sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Md. Case No. 18-11041) on Jan. 25, 2018.
In the petition signed by Dwight C. Brandenburg, managing partner,
the Debtor estimated assets and liabilities of $1 million to $10
million. Judge Thomas J. Catliota presides over the case.
The Debtor hired Mehlman, Greenblatt & Hare, LLC as its legal
counsel, and Squire, Lemkin & Company, LLP as its accountant.
No creditors committee, trustee or examiner has been appointed in
the case.
BRAVE PARENT: Moody's Affirms B3 CFR, Outlook Stable
----------------------------------------------------
Moody's Investors Service affirmed Brave Parent Holdings, Inc.'s B3
Corporate Family Rating and B3-PD Probability of Default Rating
following the company's announcement that it will borrow an
incremental $315 million under its senior secured first-lien term
loan, as well as an incremental $124 million under its (unrated)
senior secured second-lien term loan. Bomgar also upsized its
senior secured first-lien revolving credit facility to $40 million
from $25 million.
Proceeds from the offering, along with $336 million of cash equity
from funds affiliated with Francisco Partners will be used to
finance the acquisition of BTS Holding Corp. ("BeyondTrust"), a
provider of Privileged Access Management (PAM) software solutions,
as well as fund transaction fees and expenses. Concurrently,
Moody's affirmed the B2 ratings on the company's senior secured
first-lien term loan and senior secured first-lien revolving credit
facility. The ratings outlook is stable.
Outlook Actions:
Issuer: Brave Parent Holdings, Inc.
Outlook, Remains Stable
Affirmations:
Issuer: Brave Parent Holdings, Inc.
Probability of Default Rating, Affirmed B3-PD
Corporate Family Rating, Affirmed B3
Gtd Senior Secured Bank Credit Facility, Affirmed B2 (LGD3)
RATINGS RATIONALE
The B3 CFR broadly reflects Bomgar's highly aggressive financial
policies, very high leverage, small scale, and acquisition
appetite. The acquisition of BeyondTrust is the second partially
debt funded acquisition by Bomgar since the company was rated by
Moody's in March 2018. These risks are offset to some degree by the
expectation of strong free cash flow generation and organic revenue
and EBITDA growth in the low to mid-teens percentage range over the
next 12-18 months. The acquisition of BeyondTrust will provide
Bomgar with additional products within its core suite of PAM
offerings. More importantly, however, BeyondTrust will improve the
company's competitive positioning with existing channel sales
relationships and a cloud ready software platform including both
Unix and Linux capabilities and into which Bomgar can integrate the
best of the PAM and remote access products from Bomgar,
BeyondTrust, Lieberman and Avecto. Even so, the acquisition will
come with increased integration risks as Bomgar and BeyondTrust are
nearly like-for-like in scale as measured by revenues, and with
about $20 million in cost synergies expected at BeyondTrust on top
of about $10 million that have recently been actioned at Avecto.
The acquisition also heightens already high interim period
financial risk, with Debt-to-EBITDA approximating 15x on a GAAP
basis pro forma for the acquisition, albeit 10x on a cash basis
(adjusted for change in deferred revenue) and a more manageable
7.5x after further adjusting for anticipated synergies.
Recurring revenues (defined as maintenance contract and
subscription contract derived revenues) currently represent
approximately 60% of total revenue, but will increase in share as
the company continues to grow organically. Bomgar, though small in
scale, is a leading player in sub-segments of the remote access and
identity and access management markets, where the company competes
against more established providers. Bomgar has seen strong traction
in the market, nonetheless, with organic revenue growth rates well
in excess of 10% and net revenue retention rates of over 100%.
Bomgar is private equity-owned and is expected to remain
acquisitive, with further debt-funded acquisitions and/or dividends
likely to result in persistently high leverage levels for some
time.
The stable ratings outlook is based on Moody's expectation that,
over the next 12-18 months, Bomgar will be on track to reduce
adjusted debt-to-EBITDA to less than 7.5x (and GAAP based
debt-to-EBITDA to less than 10x), and will maintain organic revenue
growth in at least the high-single digit percent range.
Though unlikely over the near term due to the company's acquisition
appetite, Bomgar's ratings could be upgraded if a commitment to
more conservative financial policies is demonstrated and
debt-to-EBITDA is sustained below 6x while healthy positive free
cash flows are maintained.
Ratings could be downgraded if revenues decline as a result of
competitive and/or other pricing pressure, such that debt-to-EBITDA
is sustained above 8x or interest coverage or liquidity materially
weakens.
Moody's expects Bomgar to maintain an adequate liquidity profile
over the next 12 months, supported by positive free cash flow, an
anticipated $15 million cash balance at the close of the
transaction, and access to a $40 million undrawn committed
revolving credit facility. The revolving credit facility contains a
springing first-lien net leverage covenant (based on bank
consolidated EBITDA) that is currently set at 8.0x and is tested
quarterly when the facility is drawn 30% or more.
The principal methodology used in these ratings was Software
Industry published in August 2018.
Bomgar Corporation, the operating subsidiary of debt issuing parent
Brave Parent Holdings, Inc., is a provider of Privileged Access
Management and Remote Support software solutions and services to
enterprise clients. Bomgar provides software solutions via cloud,
virtual appliance, and physical appliance platforms. The company is
private and is owned by funds affiliated with Francisco Partners
and management. Pro forma for the Lieberman, Avecto, and
BeyondTrust acquisitions, Bomgar generated billings (revenue plus
change in deferred revenue) of approximately $293 million in the
LTM period ended June 30, 2018.
BROWARD COLLISION: Trustee Selling All Assets to TCA for $220K
--------------------------------------------------------------
Soneet R. Kapila, the Trustee for Broward Collison, Inc., asks the
U.S. Bankruptcy Court for the Southern District of Florida to
authorize the sale of substantially all assets of the Debtor to TCA
Broward Collision, LLC for $220,000, subject to overbid.
The Debtor's schedules indicate that there is no equity in the
company. The schedules list some $350,000 in assets as opposed to
over $3.5 million in secured debt.
It has proven extremely difficult to operate the Debtor as a going
concern. The Trustee has determined that the Debtor's books and
records are incomplete and not reliable. The Debtor's management
has been unable to provide better and complete information. The
Debtor is only able to pay bills with cash infusions from outside
sources. The estate would not have been able to pay the bill
without the cash infusion. The Trustee fears that there could be
further such unanticipated demands on the Debtor. Professional
administrative claims are not being paid and the Debtor's business
in danger of going dark at literally any moment.
It is imperative that the Trustee sell the assets of the estate on
an emergency basis while the Debtor is still a going concern. This
will maximize the return to creditors as opposed to an outright
liquidation.
The Buyer, a third party limited liability company affiliated with
TCA, has offered to purchase the Assets pursuant to these material
terms:
i. The Buyer will purchase the Assets free and clear of all
liens, claims and encumbrances, other than the Assumed Liabilities,
that are junior to TCA's lien, if any, on the Purchased Assets.
ii. The Buyer will purchase the assets for $220,000. The
$100,000 of this figure consists of cash that will be applied
towards payment of the Assets. A second $100,000 consists of cash
that will be used solely to pay for the allowed administrative
professional fees and expenses of the Trustee, his accountant(s)
and attorney(s). The remaining portion of the Purchase Price will
be paid through a credit bid made by TCA against its secured claim
in the bankruptcy case.
iii. In the event that the Trustee is required to sell the
Assets pursuant to an auction process, and the Buyer is not the
prevailing party at the auction, at a closing with the successful
bidder, the Buyer will receive, at a minimum, the return of the
Purchase Price. For this reason, any successful bid for the Assets
at a hypothetical auction must exceed the Purchase Price with a
cash component of at least $220,000.
The Buyer and the Trustee have entered into their proposed asset
purchase agreement for the sale of the Assets. The Trustee asks an
order approving and authorizing the sale of the Assets to the Buyer
free and clear of all liens, claims and encumbrances junior to
those of TCA, under the terms and conditions set forth in the APA.
A hearing on the Motion is set for Sept. 13, 2018.
Finally, the Trustee asks the Court to waive the stay requirement
enumerated in Rule 6004(h) of the Federal Rule of Bankruptcy
Procedure, such that entry of an order approving the Motion will
not be subject to an automatic 14-day stay.
The Purchaser:
TCA BROWARD COLLISION, LLC
19950 W. Country Club Dr., First Floor
Aventura, FL 33180
Attention: Robert Press, Director
E-mail: bpress@tcacap.com
The Purchaser is represented by:
David Kahan, Esq.
DAVID KAHAN, P.A.
6420 Congress Ave., Suite 1800
Boca Raton, FL 33487
E-mail: david@dkpalaw.com
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.
BSC HOLDING: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of BSC Holding, Corp. as of Sept. 21, according
to a court docket.
About BSC Holding Corp.
BSC Holding, Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 18-04635) on July 13,
2018. Judge Randal S. Mashburn presides over the case.
CACI INTERNATIONAL: S&P Affirms 'BB+' ICR, Outlook Stable
---------------------------------------------------------
S&P Global Ratings affirmed its 'BB+' issuer credit rating on CACI
International Inc. The outlook remains stable.
S&P said, "At the same time, we affirmed our 'BB+' issue-level
rating on the company's first-lien credit facilities. The '3'
recovery rating remains unchanged, indicating our expectation for
meaningful (50%-70%; rounded estimate: 55%) recovery in a default
scenario.
"Our rating on CACI reflects the company's meaningful scale in the
highly competitive U.S. federal and civilian government contracting
environment and its improving credit metrics, which are offset by
management's desire to pursue additional acquisitions. We expect
that CACI's increasing earnings will cause its debt-to-EBITDA to
fall below 2.5x in fiscal-year 2019, though--in our
view--management is willing to increase the company's leverage
significantly for a strategic acquisition opportunity. This
willingness was demonstrated when CACI unsuccessfully submitted a
counter-bid to acquire CSRA in March 2018, which would have caused
its pro forma debt-to-EBITDA to increase above 5x. However, we
believe it is unlikely that any potential future acquisitions will
raise the company's debt leverage above 4x for a sustained period.
"The stable outlook on CACI reflects our expectation that the
company's credit ratios will improve as its revenue increases on
elevated defense spending. We expect these factors to cause the
company's debt-to-EBITDA to decrease to between 2.1x and 2.5x and
its FFO-to-debt ratio to increase to between 30% and 35% in fiscal
year 2019. While these improvements could be offset by larger
acquisitions, we do not believe that CACI's debt-to-EBITDA will
increase above 4x for a sustained period of time.
"We could raise our rating on CACI if the company adopts a less
aggressive acquisition strategy that causes its debt-to-EBITDA to
remain below 3x while its FFO-to-debt ratio stays above 30% for a
sustained period of time. We could also raise the rating if new
acquisitions lead to a substantial improvement in the company's
scale or program and customer diversity while its maintains a
debt-to-EBITDA metric of less than 4x.
"Although unlikely, we could lower our rating on CACI over the next
12 months if a large debt-financed acquisition substantially
weakens the company's credit metrics, including causing its
debt-to-EBITDA to increase above 4x. Alternatively, this could
occur if customer funding delays or increased competition reduce
the company's revenue and cause its margins to deteriorate."
CALIFORNIA RESOURCES: S&P Hikes 2nd Lien Debt Rating to B-
----------------------------------------------------------
S&P Global Ratings raised its issue-level rating on Los
Angeles-based oil and gas exploration and production company
California Resources Corp.'s (CRC) senior secured second-lien debt
to 'B-' from 'CCC+' and revised the recovery rating on the debt to
'2' from '4'. The '2' recovery rating indicates S&P's expectation
for substantial recovery (70%-90%; rounded estimate: 80%) of
principal in the event of a payment default.
S&P said, "At the same time, we affirmed our 'B' issue-level rating
on CRC's senior secured first-lien debt and our 'CCC-' issue-level
rating on its senior unsecured debt. Our '1' recovery rating on the
senior secured debt and our '6' recovery rating on the senior
unsecured debt remain unchanged.
"The upgrade reflects an increase in CRC's enterprise value
following an updated PV-10 valuation of the company's proved
reserves based on our recovery-case assumptions. The improved PV-10
value as of June 30, 2018 reflects both the benefit of the
company's exposure to Brent oil pricing (which trades at a premium
to West Texas Intermediate crude) and its recent acquisition of the
Elk Hills reserves from Chevron.
"All of our other ratings on the company remain unchanged."
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- S&P's simulated default scenario for CRC assumes a sustained
period of low commodity prices consistent with the conditions of
past defaults in this sector.
-- S&P based its valuation of CRC's reserves on a company-provided
mid-year 2018 PV-10 report, using its recovery price deck
assumptions of $50 per barrel for West Texas Intermediate crude oil
and $3.00 per million Btu for Henry Hub natural gas.
-- Price assumptions include adjustments for regional price
differentials.
-- S&P's recovery analysis for CRC incorporates the $1 billion of
commitments under its senior secured reserve-based loan (RBL)
facility maturing in 2021, which it assumes will be fully drawn at
default, less estimated letters of credit.
Simulated default scenario
-- Simulated year of default: 2020
Simplified waterfall
-- Net enterprise value (after 7% administrative costs): $5.2
billion
-- Value available to first-lien, first-out senior secured debt:
$5.2 billion
-- Senior secured first-lien, first-out claims: $956.5 million
--Recovery expectations: 90%-100% (rounded estimate: 95%)
-- Value available to first-lien, second-out senior secured debt:
$4.3 billion
-- Senior secured first-lien, second-out claims: $1.4 billion
--Recovery expectations: 90%-100% (rounded estimate: 95%)
-- Value available to first-lien, third-out senior secured debt:
$2.9 billion
-- Senior secured first-lien, third-out claims: $1.1 billion
--Recovery expectations: 90%-100% (rounded estimate: 95%)
-- Value available to second-lien secured debt: $1.9 billion
-- Senior secured second-lien claims: $2.2 billion
--Recovery expectations: 70%-90% (rounded estimate: 80%)
-- Value available to senior unsecured debt: Negligible
-- Estimated senior unsecured claims: $0.4 billion
--Recovery expectations: 0%-10% (rounded estimate: 0%)
Note: All debt amounts include six months of prepetition interest.
RATINGS LIST
California Resources Corp.
Issuer Credit Rating CCC+/Negative/--
Ratings Raised; Recovery Rating Revised
To From
California Resources Corp.
Senior Secured 2nd-Ln B- CCC+
Recovery Rating 2(80%) 4(45%)
Ratings Affirmed
California Resources Corp.
Senior Secured 1st-Ln B
Recovery Rating 1(95%)
Senior Unsecured CCC-
Recovery Rating 6(0%)
CARTHAGE SPECIALTY: Long Falls Buying All Assets for $9 Million
---------------------------------------------------------------
Carthage Specialty Paperboard, Inc., and its debtor-affiliate ask
the U.S. Bankruptcy Court for the Northern District of New York to
authorize the bidding procedures in connection with the sale of
substantially all assets to Long Falls Paperboard, LLC for
approximately $9 million, subject to adjustments and credits,
assumption of liabilities, subject to overbid.
The Company has made a number of investments in its facility in
recent years, including installing an upgraded heat recovery
process in 2009, a new distributed control system in 2012, and a
major rebuild and expansion to its paper machine in 2014.
Unfortunately, the Company has struggled financially in recent
years due to a number of factors.
In a proactive response to the financial difficulty the Company was
experiencing, between July and October 2017, the Company sought and
obtained nearly $2 million in additional financing from its secured
lenders which the parties anticipated would provide the necessary
cash to allow the Company to continue operations through the first
quarter of 2018 as it pursued a possible sale or other liquidity
event. The Company also engaged Daniel Zwelling through Bradley
Woods & Co. Ltd., member, FINRA and SIPC, as an investment banker
to assist the Company in pursuing a recapitalization or a sale of
its operations. With the assistance of Bradley Woods, the Company
embarked on an intensive campaign to pursue additional equity
financing.
In late January 2018, the Company elected to move forward with an
offer from a bona fide purchaser to acquire substantially all of
the Company's assets on terms and conditions that the Company
believed would be acceptable to its secured lenders. On Jan. 30,
2018, as the Company and the prospective purchaser were negotiating
the terms of a letter of intent, the Company first learned that, on
Jan. 8, 2018, the Pension Benefit Guaranty Corp. ("PBGC") had,
unbeknownst to the Company, filed two notices of lien asserting
that the Company was liable for certain pension plan funding
obligations in the amounts of approximately $4 million and $2.6
million respectively. The Company believes that the PBGC Liens
relate to two pension plans sponsored by a former affiliate of the
Company, but for which the Company has little, if any funding
liability. Shortly after learning of the recently filed PBGC
Liens, on Feb. 7, 2018, the prospective purchaser with whom the
Company had been negotiating withdrew its offer, citing uncertainty
about the Company's ability to convey clear title to its assets.
These Chapter 11 Cases were commenced in order to address this
unexpected funding crisis, and to resume the Company's efforts to
sell all or substantially all of its assets via a sale free and
clear of existing liens with the expectation that such a buyer
would continue the Debtors' business and operations, thereby
preserving going-concern value and many jobs. Following the
Petition Date, Bradley Woods continued its efforts to market the
Debtors' Assets.
After extended negotiations with those interested parties, the
Debtors selected Long Falls as its Stalking Horse Purchaser and
entered into an asset purchase agreement with Long Falls for the
sale of the Assets. The Stalking Horse APA provides that the
Stalking Horse Purchaser will purchase the Assets in exchange for
total consideration of approximately $9 million consisting of a
cash purchase price of $1,430,206, subject to certain adjustments
and credits, assumption of certain of the Debtors' liabilities
including, without limitation, up to $6 million of the Debtors'
outstanding first lien indebtedness owed to KeyBank and up to
$569,794 in priority claims, and a $1 million subordinated
promissory note for the benefit of the Debtors' creditors. The
Stalking Horse APA provides that the Stalking Horse Purchaser will
not assume or have obligations for any liabilities other than the
Assumed Liabilities as set forth in the Stalking Horse APA.
The Assets to be sold include substantially all assets of the
Debtors, including, without limitation their paperboard
manufacturing facility and associated equipment located in
Carthage, New York.
To obtain the maximum value for the Assets, the Debtors propose to
subject the sale of the Assets to an auction process with the
Stalking Horse APA serving as a basis for all future bids. In
connection with the auction process, the Debtors have agreed to
grant the Stalking Horse Purchaser certain bidding protections,
including, in the event the Debtors consummate a sale of the Assets
to a party other than the Stalking Horse Purchaser (i) payment of a
break-up fee of $270,000 and (ii) reimbursement of the actual
documented expenses of the Stalking Horse Purchaser reasonably
incurred in connection with negotiating the Stalking Horse APA and
conducting due diligence up to a maximum of $100,000.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: TBD
b. Initial Bid: The cash consideration to be given for the
Assets will exceed the Purchase Price by at least $520,000, which
amount is the sum of (i) $270,000 (the expected value of the
Break-Up Fee, (ii) $100,000 (Long Falls' estimated Expense
Reimbursement), and the minimum bid increment of $150,000
c. Deposit: 8.5% of the proposed purchase price
d. Auction: The auction for the Assets will take place at
10:00 a.m. (ET) on (TBD), 2018 at the offices of Bond, Schoeneck &
King, PLLC, One Lincoln Center, Syracuse, New York.
e. Bid Increments: $150,000
f. Sale Hearing/Objection Deadline: The Debtors ask that the
Court schedules the Sale Hearing on or prior to Oct. 12, 2018.
They further ask that the objection deadline, with respect to the
sale of the Assets, be at least five business days prior to such
hearing.
g. Expenses: Except to the extent the Stalking Horse Purchaser
is entitled to Expense Reimbursement as set forth, any Bidders
presenting bids will bear their own expenses in connection with the
proposed sale, whether or not such sale is ultimately approved.
A copy of the list of the Debtors' Creditors, the Stalking Horse
APA and the Bidding Procedures attached to the Motion is available
for free at:
http://bankrupt.com/misc/Carthage_Specialty_254_Sales.pdf
To facilitate and effectuate the sale of the Assets, the Debtors
ask authority to assume, assign and/or transfer various Executory
Contracts and Unexpired Leases to the Successful Bidder or Back-Up
Bidder to the extent requested by such Successful Bidder or Back-Up
Bidder. They propose to serve the Notice of Assumption and
Assignment on all non-debtor parties to the Executory Contracts and
Unexpired Leases, on three business days after the entry of the
Bidding Procedures Order. The Cure Amount/Assignment Objection is
no later of 4:00 p.m. (ET) on the date that is five business days
prior to the Bid Deadline.
The Debtors propose that the non-debtor parties to the Executory
Contracts and Unexpired Leases should have until 4:00 p.m. on the
date that is one business day prior to the Sale Hearing to object
to the assumption, assignment and/or transfer of such Executory
Contract or Unexpired Lease solely on the issue of whether any
Successful Bidder or Back-Up Bidder who is not the Stalking Horse
Purchaser can provide adequate assurance of future performance as
required by section 365 of the Bankruptcy Code.
The Debtors submit that more than ample business justification
exists to sell the Assets pursuant to the Bidding Procedures. The
prompt sale of the Assets presents the best opportunity to maximize
value for their estates in light of the need to manage and
transition the Assets to a buyer.
Finally, the Debtors ask that the Court waives the stay period
under Bankruptcy Rules 6004(h) and 6006(d).
The Purchaser:
LONG FALLS PAPERBOARD, LLC
P.O. Box 445
Starbuck, WA 99359
Attn: Ben Rankin
The Purchaser is represented by:
William J. Brown, Esq.
PHILLIPS LYTLE LLP
125 Main Street
Buffalo, NY 14203
About Carthage Specialty Paperboard
Carthage Specialty Paperboard, Inc. -- http://www.carthagespbd.com/
-- is a paperboard manufacturer in Carthage, New York, serving a
diverse range of markets from pulp-substitute specialty paperboard
to industrial grade chipboards.
Carthage Specialty Paperboard and its affiliate Carthage
Acquisition, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D.N.Y. Lead Case No. 18-30226) on Feb.
28, 2018.
In the petitions signed by Donald Schnackel, vice-president of
finance, Carthage Specialty estimated assets and liabilities of $10
million to $50 million; and Carthage Acquisition estimated assets
of $1 million to $10 million and liabilities of $10 million to $50
million.
The Debtor hires Bradley Woods & Co. Ltd., as financial advisor and
investment banker.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors.
CBAK ENERGY: Stockholders Elected Five Directors
------------------------------------------------
CBAK Energy Technology, Inc. held its annual meeting of
stockholders on Sept. 21, 2018, at which the stockholders elected
Yunfei Li, Simon J. Xue, Martha C. Agee, Jianjun He and Guosheng
Wang as members of the Board of Directors of the Company to serve
until the 2019 annual meeting of stockholders. The Company's
stockholders also ratified the selection of Centurion ZD CPA
Limited as the Company's independent registered accounting firm for
the fiscal year ending Dec. 31, 2018.
About CBAK Energy
Dalian, China-based CBAK Energy Technology, Inc., formerly China
BAK Battery, Inc. -- http://www.cbak.com.cn/-- is engaged in the
business of developing, manufacturing and selling new energy high
power lithium batteries, which are mainly used in the following
applications: electric vehicles; light electric vehicles; and
electric tools, energy storage, uninterruptible power supply, and
other high power applications.
CBAK Energy reported a net loss of US$21.46 million for the year
ended Dec. 31, 2017 compared to a net loss of US$12.65 million for
the year ended Sept. 30, 2016. As of June 30, 2018, the Company
had US$135.68 million in total assets, US$139.20 million in total
liabilities and a total deficit of US$3.51 million.
Centurion ZD CPA Limited, in Hong Kong, China, the Company's
auditor since 2016, issued a "going concern" opinion in its report
on the consolidated financial statements for the year ended Dec.
31, 2017 stating that the Company has a working capital deficiency,
accumulated deficit from recurring net losses and significant
short-term debt obligations maturing in less than one year as of
Dec. 31, 2017. All these factors raise substantial doubt about its
ability to continue as a going concern.
CCS MEDICAL: Allowed to Pay for Utility Services
------------------------------------------------
Comprehensive Cancer Services Oncology, P.C. and CCS Medical, PLLC,
debtors in a Chapter 11 case pending in the U.S. Bankruptcy Court
of the Western District of New York, are authorized to use cash
collateral to pay the National Grid, for utility services at 626
Frankhauser Road, Amherst, New York, for the following amounts:
$2,353.93; $1,051.01; and $517.63. A full-text copy of the 21st
Emergency Order is available at:
http://bankrupt.com/misc/nywb18-10599_CCS_21th_Cash_O.pdf
About CCS Oncology
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.
Comprehensive Cancer Services Oncology, P.C., doing business as CCS
Oncology, doing business as CCS Healthcare, along with its
affiliates, sought Chapter 11 protection (Bankr. W.D.N.Y. Lead Case
No. 18-10598) on April 2, 2018. In the petitions signed by Won Sam
Yi, president/CEO, CCS estimated at least $50,000 in assets and $10
million to $50 million in liabilities.
Judge Michael J. Kaplan is the case judge. Arthur G. Baumeister,
Jr., Esq., of Baumeister Denz LLP, serves as the Debtors' counsel.
Mark Schlant has been named the Chapter 11 trustee.
Joseph J. Tomaino of Grassi Healthcare Advisors LLC has been
appointed patient care ombudsman.
CEC ENTERTAINMENT: Bank Debt Trades at 5% Off
---------------------------------------------
Participations in a syndicated loan under which CEC Entertainment
Inc. is a borrower traded in the secondary market at 94.85
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 0.73 percentage points from
the previous week. CEC Entertainment pays 325 basis points above
LIBOR to borrow under the $760 million facility. The bank loan
matures on February 14, 2021. Moody's rates the loan 'B2' and
Standard & Poor's gave a 'B-' rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, September 14.
CHANNELVIEW TRUCK: Managing Member's Accident Delays Plan
---------------------------------------------------------
Channelview Truck Stop USA, LLC and Alex J. Addy request the U.S.
Bankruptcy Court for the Southern District of Texas to authorize
the extension of the exclusivity period to file their Plan of
Reorganization and Disclosure Statement from October 2, 2018
through and including January 24, 2019.
The Debtors need additional time to file their Plan of
Reorganization and Disclosure Statement for the reason that Alex J.
Addy is incapacitated because of a motor vehicle accident he was
involved in recently. He is going through rehabilitation, just had
three MRI's and it was determined that he has extensive damage to
his lower back, neck and knee and has five herniated discs in his
lower back and neck. Although the prognosis is fine, he needs
additional time before being able to assist counsel with the proper
disclosures and preparation of the plan and disclosure statement.
About Channelview Truck Stop USA
ChannelView Truck Stop USA LLC is a privately-held company in
Channelview, Texas, which provides refuelling, rest (parking), and
other services to motorists and truck drivers. It is a small
business debtor as defined in 11 U.S.C. Section 101(51D), posting
gross revenue of $765,109 in 2017 and gross revenue of $1 million
in 2016.
Channelview Truck Stop USA sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-31775) on April
5, 2018. In the petition signed by Alex J. Addy, managing member,
the Debtor disclosed $130,170 in assets and $1.30 million in
liabilities. Judge Eduardo V. Rodriguez presides over the case.
CHAPELDALE PROPERTIES: Oct. 23 Plan Confirmation Hearing Set
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland approved the
disclosure statement explaining Chapeldale Properties, LLC's
Chapter 11-exit plan on the express condition that specific changes
and clarifications are made into the Disclosure Statement.
The Debtor must file an amended disclosure statement and plan to be
approved on the confirmation hearing set for October 23, 2018 at
10:00 a.m.
A copy of the Disclosure Statement Order is available from
PacerMonitor.com at https://tinyurl.com/y9d62ud2 at no charge.
About Chapeldale Properties
Chapeldale Properties LLC was incorporated in Maryland in 1998.
Its principal assets are located in Baltimore County. Chapeldale
Properties sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Md. Case No. 17-26995) on Dec. 21, 2017. In the
petition signed by Ronald Talbert, its manager, the Debtor
estimated assets of less than $500,000 and liabilities of $1
million to $10 million. Judge David E. Rice presides over the
case. The Debtor tapped the Law Offices of David W. Cohen as its
legal counsel.
Chapeldale Properties' affiliates that also sought Chapter 11
protection:
Debtor Petition Date Case No.
------ ------------- --------
College Park Investments, LLC 9/22/17 17-22678
Stein Properties, Inc. 9/22/17 17-22680
TSC/Green Acres Road, LLC 11/28/17 17-25912
TSC/JMJ Snowden River South, LLC 10/23/17 17-24510
TSC/Nesters Landing, LLC 11/28/17 17-25913
CHRISTOPHER SAMPSON: Court Grants Bank's Bid to Lift Automatic Stay
-------------------------------------------------------------------
In the bankruptcy case captioned In re: CHRISTOPHER MICHAEL
SAMPSON, Chapter 11, Debtor, Case No. 3:18-bk-104-JAF (Bankr. M.D.
Fla.), Bankruptcy Judge Jerry A. Funk granted Bank of America's
motion for relief from the automatic stay with respect to 200th
Street Property.
The Bank argues that cause exists to lift the automatic stay
because Sampson's Plan is not confirmable as it seeks to modify the
Bank's claim with respect to the Sampson Loan, which claim is
secured solely by the Bank's security interest in the Property.
That is, it attempts to "cure" arrearages on a first mortgage
secured only by the Debtor's principal residence, which matured
pre-petition. The Debtor argues that the Plan does not propose to
modify the terms of the Sampson Loan, such as reducing the
principal balance due, changing the interest rate, or stripping the
Bank of its rights. Instead, he argues the Plan merely seeks to
maintain regular payments and cure the arrearage within sixty
months.
Section 1123(b)(5) prevents individual Chapter 11 debtors from
modifying the rights of holders of secured claims secured only by a
security interest in the debtor's principal residence. Section
1123(b)(5) does not affect the right of an individual Chapter 11
debtor to cure a pre-petition residential mortgage arrearage
through a Chapter 11 plan, while remaining current on post-petition
payments. However, a Chapter 11 plan's proposal to extend the terms
and maturity date of a fully matured loan is a modification rather
than a cure and is barred by section 1123(b)(5). Because the Plan
does not propose a treatment of the Bank's claim secured by the
Property that is in compliance with the Bankruptcy code and the
Debtor has put forward no evidence as to how he could confirm a
plan that allows him to retain the Property, the Court finds that
cause exists to grant relief from the automatic stay. Having
determined that the Bank is entitled to relief from the automatic
stay under section 362(d)(1), the Court need not address section
362(d)(2).
A copy of the Court's Findings is available at
https://bit.ly/2MPTRTk from Leagle.com.
Christopher Michael Samson, Debtor, represented by Bryan K. Mickler
-- bkmickler@planlaw.com -- Mickler & Mickler.
United States Trustee - JAX 11, U.S. Trustee, represented by Miriam
G. Suarez, Office of the United States Trustee.
Christopher Michael Sampson filed for chapter 11 bankruptcy
protection (Bankr. M.D. Fla. Case No. 18-00104) on Jan. 15, 2018,
and is represented by Bryan K. Mickler, Esq.
CIRQUE DU SOLEIL: Bank Debt Trades at 4% Off
--------------------------------------------
Participations in a syndicated loan under which Cirque du Soleil is
a borrower traded in the secondary market at 96.00
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 1.37 percentage points from
the previous week. Cirque du Soleil pays 825 basis points above
LIBOR to borrow under the $150 million facility. The bank loan
matures on July 8, 2023. Moody's rates the loan 'Caa1' and Standard
& Poor's gave a 'CCC+' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, September 14.
CLAIRE'S STORES: Court Okays Third Amended Plan of Reorganization
-----------------------------------------------------------------
Claire's Stores, Inc. on Sept. 21, 2018, received approval for its
Third Amended Plan of Reorganization from the United States
Bankruptcy Court for the District of Delaware. Having resolved all
stakeholders' issues with respect to the Plan, the Company now
expects to complete its balance sheet restructuring and
successfully emerge from
chapter 11 by early October.
Under the terms of the Plan, which is supported by all of the
Company's major creditor groups and sponsored by an Ad Hoc Group of
First Lien Creditors led by Elliott Management Corporation and
Monarch Alternative Capital LP, the Company will eliminate
approximately $1.9 billion of debt from its balance sheet and gain
access to $575 million of additional capital.
"The Plan of Reorganization approved by the Court [Fri]day gives
Claire's the financial strength necessary to cement our position as
one of the world's leading specialty retailers of fashionable
jewelry, accessories and beauty products for young women, teens,
tweens, and girls," said Chief Executive Officer Ron Marshall. "We
have already seen year-over-year growth in same-store sales and are
gaining significant traction in our newer concessions business.
Our strengthened balance sheet will allow us to further the
initiatives already underway, enhance our customer experience, and
continue our positive growth trajectory. We are grateful to all of
the customers, employees, partners, landlords, and lenders who
helped us reach this important milestone and look forward to being
a stronger partner and employer as a result of our restructuring
efforts."
Claire's commenced its chapter 11 process on March 19, 2018, to
undertake a balance sheet restructuring and eliminate a substantial
portion of debt from its balance sheet to position its Claire's
[(R)] and Icing [(R)] stores for long-term success. All businesses
have continued to operate as usual throughout the restructuring.
Lazard Frères & Co. LLC is serving as investment banker to
Claire's; FTI Consulting, Inc. is serving as restructuring advisor
to Claire's; Hilco Real Estate, LLC is serving as real estate
advisor to Claire's; and Weil, Gotshal & Manges LLP is serving as
legal counsel to Claire's.
The Ad Hoc First Lien Group is represented by Willkie Farr &
Gallagher LLP and Guggenheim Securities, LLC.
About Claire's Stores
Claire's Stores, Inc. -- http://www.clairestores.com/-- is a
specialty retailer of jewelry, accessories, and beauty products for
young women, teens, "tweens," and kids. Through the Claire's
brand, the Claire's Group has a presence in 45 nations worldwide,
through a total combination of over 7,500 Company-owned stores,
concessions locations, and franchised stores. Headquartered in
Hoffman Estates, Illinois, the Company began as a wig retailer by
the name of "Fashion Tress Industries" founded by Rowland Schaefer
in 1961. In 1973, Fashion Tress Industries acquired the
Chicago-based Claire's Boutiques, a 25-store jewelry chain that
catered to women and teenage girls. Following that acquisition,
Fashion Tress Industries changed its name to "Claire's Stores,
Inc." and shifted its focus to a full line of fashion jewelry and
accessories.
In 2007, the Company was taken private and acquired by investment
funds affiliated with, and co-investment vehicles managed by,
Apollo Management VI, L.P. Claire's Group employs approximately
17,000 people globally. Claire's Stores, Inc., and 7 affiliates
sought Chapter 11 protection (Bankr. D. Del. Case No. 18-10584) on
March 19, 2018, after reaching terms of a balance sheet
restructuring with their first lien lenders and sponsor Apollo
Global Management, LLC.
As of Oct. 28, 2017, Claire's Stores reported $1.98 billion in
total assets against $2.53 billion in total liabilities.
The Hon. Brendan Linehan Shannon is the case judge.
The Debtors tapped Weil, Gotshal & Manges LLP as their bankruptcy
counsel; Richards, Layton & Finger, P.A. as local counsel; FTI
Consulting as restructuring advisor; Lazard Freres & Co. LLC as
investment banker; Hilco Real Estate, LLC as real estate advisor;
and Prime Clerk as claims agent and administrative advisor.
Andrew R. Vara, Acting U.S. Trustee for Region 3, on March 27,
2018, appointed seven creditors to serve on an official committee
of unsecured creditors.
CLINTON NURSERIES: 9th Interim Cash Use Order Granted
-----------------------------------------------------
Clinton Nurseries, Inc., et al., were granted by the Bankruptcy
Court authority to use cash collateral until September 18, 2018.
The Debtors have been previously been granted and has operated
under eight prior interim cash collateral orders, since its filing
of the bankruptcy case on Dec. 18, 2017. Subject to the terms and
condition of the ninth interim order, (1) the debtors may use its
cash collateral in accordance with its submitted budget, with
permitted variances, (2) liens shall be subject to carve-out, (3)
adequate protection shall be afforded to its lender, Bank of the
West, in the form of monthly payments, replacements liens and
superpriority liens, (4) cash collateral will be deposited and
maintained in the accounts of the debtors at Webster Bank, and (5)
debtors must comply with all prepetition reporting requirements.
Moreover, the lender is entitled to full protection. Any stay,
vacation, reversal of this order or any of its provision will not
affect the liens or claims granted to the Bank of the West. The
latter is also granted reliefs in events of default on the part of
the debtors.
A full-text copy of the Order is available at:
http://bankrupt.com/misc/ctb17-31897_501_Clinton_Cash_O.pdf
About Clinton Nurseries
Founded in 1921, Clinton Nurseries, Inc., operates nurseries that
produce ornamental plants and other nursery products. The company
grows trees, flowering shrubs, roses, ornamental grasses & ground
covers, perennials, annuals, herbs and vegetables. Clinton
Nurseries is based in Westbrook, Connecticut.
Clinton Nurseries and its affiliates sought Chapter 11 protection
(Bankr. D. Conn. Case No. 17-31897) on Dec. 18, 2017. David
Richards, president, signed the petition. The cases are jointly
administered under Case No. 17-31897.
At the time of filing, Clinton Nurseries estimated its assets and
liabilities at $10 million to $50 million.
Judge James J. Tancredi presides over the cases. Zeisler &
Zeisler, P.C. is the Debtors' legal counsel.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors. The committee tapped Green & Sklarz LLC as
its legal counsel.
COCRYSTAL PHARMA: Doubles CEO's Annual Salary to $200,000
---------------------------------------------------------
The Compensation Committee of the Board of Directors of Cocrystal
Pharma, Inc. has approved an increase from $100,000 to $200,000 in
the annual base salary for Dr. Gary Wilcox, the chief executive
officer of the Company, to be effective Sept. 20, 2018.
On Sept. 21, 2018, the Committee approved a grant of (i) 200,000
Incentive Stock Options to Dr. Wilcox, (ii) 150,000 Incentive Stock
Options to Mr. James Martin, the chief financial officer of the
Company, (iii) 100,000 Incentive Stock Options to Dr. Sam Lee, the
president of the Company, and (iv) 50,000 non-qualified stock
options to each director of the Company, except Dr. Wilcox, all
under Cocrystal Pharma, Inc. 2015 Equity Incentive Plan.
The stock options have a 10 year term and vest in accordance with
the following vesting schedule: 1/4 will vest on the one year
anniversary of the Grant Date and the remaining 3/4 will vest in 12
equal quarterly increments, subject to continued service on each
applicable vesting date. The exercise price of the stock options
is $2.78 per share, the closing price of the Company's common stock
as reported on The Nasdaq Capital Market on the Grant Date.
About Cocrystal Pharma
Cocrystal Pharma, Inc., formerly known as Biozone Pharmaceuticals,
Inc., is a clinical stage biotechnology company discovering and
developing novel antiviral therapeutics that target the replication
machinery of hepatitis viruses, influenza viruses, and noroviruses.
The company is headquartered in Tucker, Georgia.
Cocrystal Pharma reported a net loss of $613,000 on $0 of grant
revenues for the year ended Dec. 31, 2017, compared to a net loss
of $74.87 million on $0 of grant revenues for the year ended Dec.
31, 2016. As of June 30, 2018, Cocrystal had $126.32 million in
total assets, $13.67 million in total liabilities and $112.64
million in total stockholders' equity.
The Company's auditors issued an audit opinion for the year ended
Dec. 31, 2017 which contained what is referred to as a "going
concern" opinion. BDO USA, LLP, in Seattle, Washington, noted that
the Company has suffered recurring losses from operations and has
an accumulated deficit that raise substantial doubt about its
ability to continue as a going concern.
COLONIAL PENNIMAN: Cadlerock IV Opposes Plan Outline
----------------------------------------------------
Cadlerock IV, LLC asked the U.S. Bankruptcy Court for the Eastern
District of Virginia to deny the disclosure statement filed by
Colonial Penniman, LLC in support of its Chapter 11 plan of
liquidation.
In a court filing, Cadlerock said the disclosure statement "does
not include clear and complete information regarding debtor's
assets."
"[Colonial Penniman] does not provide information regarding the
continued funding and maintenance of the properties before they are
sold, including what funds will be used to pay real estate taxes
and insurance or who will maintain and operate debtor during the
plan period," the creditor said.
Cadlerock also criticized the company for not providing sufficient
information in the disclosure statement regarding the appointment
of a real estate agent.
"That the inconsistencies in the area of the properties to be sold
and a vague description of the rights and obligations of the real
estate agent in the disclosure statement make the debtor's
disclosure statement insufficient to determine whether debtor has
provided a viable plan of liquidation," Cadlerock said.
Cadlerock is represented by:
Richard A. Lash, Esq.
Buonassissi, Henning & Lash, P.C.
1861 Wiehle Avenue, Suite 300
Reston, VA 20190
Phone: (703) 796-1341 x104
Fax: (703) 796-9383
Email: rlash@bhlpc.com
About Colonial Penniman
Headquartered in Williamsburg, VA, Colonial Penniman, LLC, filed
for Chapter 11 bankruptcy protection (Bankr. E.D. Va. Case No.
16-50394) on March 24, 2016, with estimated assets of $1 million to
$10 million and estimated liabilities at $1 million to $10 million.
The petition was signed by C. Lewis Waltrip, II, Trustee, manager.
The Debtor is represented by The McCreedy Law Group, PLLC.
COMMERCIAL METALS: Fitch Assigns BB+ LT IDR, Outlook Stable
-----------------------------------------------------------
Fitch Ratings has assigned a first-time, Long-Term Issuer Default
Rating (IDR) of 'BB+' to Commercial Metals Company (NYSE: CMC).
Fitch has also assigned a 'BBB-'/'RR1' rating to the company's
senior secured revolving credit facility and senior secured term
loan and a 'BB+'/'RR4' rating to its senior unsecured notes. The
Rating Outlook is Stable.
The ratings reflect CMC's low cost position and the flexible
operating structure of its electric arc furnace (EAF) steel
production. CMC benefits from exposure to strong construction
demand regions within the U.S. and the EU, which additionally
provides geographical diversification. Fitch forecasts leverage
will trend below 3x during FY 2019 and recognizes that CMC has been
able to maintain total debt/EBITDA in the 3.0x-4.0x range over the
past six years in a highly cyclical steel industry that experienced
a significant downturn during the 2015-2016 time period. Fitch
views CMC's vertically integrated business model as supporting its
low cost position and providing some protection against price
volatility leading to relatively stable margins through the cycle
compared with steel manufacturing peers.
KEY RATING DRIVERS
Gerdau Acquisition Capital Efficient: On Dec. 29, 2017, CMC entered
into a definitive agreement to acquire certain U.S. rebar steel
mill and fabrication assets from Gerdau S.A. (BBB-/Stable) for $600
million ($330 million excluding working capital). The acquisition,
which is expected to close before the end of 2018, includes 33
fabrication assets and four steel mini mills located in the U.S.
and nearly doubles CMC's total fabrication capacity while adding
2.5 million tons of mill capacity. Fitch views the Gerdau
acquisition as an efficient use of capital as the cost to build
CMC's new Durant mill, although newer and more technologically
advanced, was roughly triple the acquisition price in terms of
price per ton of capacity.
Gerdau Compliments Business Profile: The Gerdau assets are aligned
with CMC's vertically integrated business model and its focus on
long products presenting opportunities to reduce transportation
costs through freight route optimization, lower overhead costs
through increased scale and leverage its larger operating network
to optimize production. The transaction also expands CMC's
geographical footprint to high non-residential construction demand
regions such as California, Florida and New York. Fitch believes
that given CMC's expertise in rebar, its top-rated customer
service, the strategic fit of these assets within CMC's business
model and management's familiarity with these assets, the execution
risk of successful integration is relatively low.
Vertically Integrated Business Model: CMC's vertically integrated
business model supports value chain optimization, fosters
consistent capacity utilization and positions the company as a low
cost producer. Approximately 50%-60% of scrap from CMC's recycling
operations gets sold to CMC's mill operations. CMC's recycling
facilities are often located in close proximity to mills resulting
in reduced transportation costs. Access to a secure supply of
relatively low-cost scrap and CMC's low cost position helped its
Americas Mills' segment maintain market share despite a period of
elevated rebar imports in 2015-2016. Mills also have a steady and
captive source of demand through internal shipments to fabrication
facilities leading to consistent utilization rates across these
segments.
Fitch believes the company's vertically integrated model also
provides some margin resiliency through the cycle. Mills and
fabrication operations tend to have lower margins in periods of
rapidly increasing scrap prices whereas recycling operations tend
to perform well under the same conditions. The inverse correlation
and timing difference of peak profitability during volatile scrap
and rebar price environments across different segments helps
provide some insulation against price volatility.
International Footprint Provides Diversification: CMC's operations
are concentrated primarily in strong non-residential construction
demand regions within the U.S. and secondarily in Central Europe.
CMC's operations in Poland, which will account for approximately
20% of total mill capacity pro forma for the Gerdau transaction,
provide diversification from U.S. construction exposure. CMC's
Polish operations have performed well supported by solid demand
driven by favorable trade measures and EU infrastructure spending
along with CMC's investment in its Polish assets to lower the cost
structure and provide a wider variety of products to the markets it
serves.
Heavily Levered to Rebar: CMC is highly levered to non-residential
construction and rebar in particular. High levels of rebar imports
along with higher raw material costs in FY 2017 put downward
pressure on metal margins within CMC's Americas Mill segment, which
typically accounts for more than 65% of total EBITDA. Rebar imports
have since declined and domestic rebar prices have significantly
improved, leading Fitch to expect overall EBITDA margins recovering
to a level consistent with margins prior to FY 2017. Fitch believes
China's environmental policies resulting in steel capacity cuts,
the 25% steel tariffs under section 232 and 50% tariffs on Turkish
steel provide rebar price support in the near-term, but believes
prices will reflect lower raw material costs in the long term.
Innovation Assists Margin Resiliency: CMC pioneered one of the
latest innovations in steel making technology with the continuous
process micro mill in Arizona. The continuous process technology
allows steel to flow uninterrupted, which enables lower yield loss
and lower energy consumption resulting in cost savings. The new
micro mill in Durant, Oklahoma which began commercial production in
the second quarter of FY 2018, will make CMC the first producer of
spooled rebar in the United States, which offers some unique
benefits including more efficient transportation, storage and
reduced yield loss compared with traditional coiled rebar. Fitch
views the addition of spooled rebar to the company's product
portfolio positively but believes there will likely be an adoption
period for broader customer acceptance. In addition, CMC acquired
MMFX Technologies Corporation, a high strength corrosion resistant
rebar producer during the first quarter of FY 2018, providing an
opportunity to leverage this technology to expand into higher
margin rebar products.
Improving Leverage Profile Forecast: Fitch expects leverage to
decline gradually through the forecast period beginning in FY 2019
to approximately 2.8x from around 3.3x for FY 2018 as CMC begins to
realize EBITDA contribution from the Gerdau assets, which Fitch
estimates at roughly $120 million annually on a normalized basis.
Fitch also recognizes that CMC has been able to maintain total
debt/EBITDA in the 3.0x to 4.0x range over the past six years
despite operating in a highly cyclical industry that experienced a
meaningful downturn during this time period. Fitch believes CMC
will likely use any excess cash to pay down its term loan once it
builds a comfortable level of cash on the balance sheet. This is
consistent with management's allocation of $525 million toward debt
reduction from 2014.
Exiting IM&D Business Positive: On June 13, 2017, CMC announced a
plan to exit its International Marketing and Distribution (IM&D)
segment, and in the third quarter of FY 2018 completed the exit by
selling or liquidating all associated assets. Fitch views the
company's decision to exit the business favorably as the segment
was generally low margin, working capital intensive and has been
loss making over the past two fiscal years. Fitch believes
company-wide margins will benefit from the decision and capital is
now freed up for better performing core operations.
DERIVATION SUMMARY
Commercial Metals Company (CMC) is smaller than integrated steel
producer U.S. Steel (BB-/Positive) although the flexible operating
structure of its EAF production and low cost position results in
much less volatile profitability and more consistent leverage
metrics. CMC is smaller, has lower margins and is less diversified
than majority EAF producer Gerdau S.A. (BBB-/Stable), although CMC
compares favorably on leverage metrics. Industrial manufacturer
Oshkosh Corporation (BBB-/Stable) is similar in size, FCF
volatility and cyclical end market exposure, although Oshkosh has
slightly higher EBITDA margins and is more conservatively levered
compared with CMC.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within the Rating Case for the Issuer
- Relatively flat rebar prices in FY 2019, modestly declining
thereafter;
- Americas Mills segment volumes modestly trending upward as the
Durant mill ramps up;
- Gerdau assets contribute to volumes beginning in the second
quarter of FY 2019;
- EBITDA margins in the 7%-8% range;
- Capex relatively flat from 2018 guidance;
- No incremental acquisitions through the forecast period.
RATING SENSITIVITIES
Developments That May, Individually or Collectively, Lead to
Positive Rating Action
- Total Debt/EBITDA sustained below 2.5x;
- EBITDA margins sustained above 8% representing an improved
pricing environment for rebar, further cost reduction, and/or an
expansion of product portfolio into higher value-add mix.
Developments That May, Individually or Collectively, Lead to
Negative Rating Action
- Total Debt/EBITDA sustained above 3.5x;
- Prolonged negative FCF driven by a material reduction in steel
demand or an influx of rebar imports causing rebar prices to be
depressed for a significant time period;
- Depressed metal margins within CMC's mills segments leading to
overall EBITDA margins sustained below 6%.
LIQUIDITY
Solid Liquidity: At May 31, 2018, CMC had cash and cash equivalents
of $600 million and $347 million available under its $350 revolving
credit facility due 2022. In addition, the company has a $200
million U.S. accounts receivable securitization program and a
PLN220 million ($59.6 million as of May 31, 2018) accounts
receivable securitization program for its Polish operations. Fitch
expects CMC to generate positive FCF on average after FY 2018
further supporting the expected liquidity profile. Fitch believes
the company will allocate any excess cash flow to pay down its term
loan to further strengthen balance sheet and improve its
through-the-cycle financial flexibility.
Extended Maturities Profile: CMC has no material maturities until
2022.
FULL LIST OF RATING ACTIONS
Fitch assigns the following ratings:
Commercial Metals Company
- Long-term Issuer Default Rating (IDR) at 'BB+';
- Senior secured revolving credit facility at 'BBB-'/'RR1';
- Senior secured term loan at 'BBB-'/'RR1';
- Senior unsecured notes at 'BB+'/'RR4'.
The Rating Outlook is Stable.
COMPREHENSIVE CANCER: Okayed to Pay for Utility Services
--------------------------------------------------------
Comprehensive Cancer Services Oncology, P.C. and CCS Medical, PLLC,
debtors in a Chapter 11 case pending in the U.S. Bankruptcy Court
of the Western District of New York, are authorized to use cash
collateral to pay the National Grid, for utility services at 626
Frankhauser Road, Amherst, New York, for the following amounts:
$2,354; $1,051; and $517.63. A full-text copy of the 21st
Emergency Order is available at:
http://bankrupt.com/misc/nywb18-10598_Compre_21th_Cash_O.pdf
About CCS Oncology
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.
Comprehensive Cancer Services Oncology, P.C., doing business as CCS
Oncology, doing business as CCS Healthcare, along with its
affiliates, sought Chapter 11 protection (Bankr. W.D.N.Y. Lead Case
No. 18-10598) on April 2, 2018. In the petitions signed by Won Sam
Yi, president/CEO, CCS estimated at least $50,000 in assets and $10
million to $50 million in liabilities.
Judge Michael J. Kaplan is the case judge. Arthur G. Baumeister,
Jr., Esq., of Baumeister Denz LLP, serves as the Debtors' counsel.
Mark Schlant has been named the Chapter 11 trustee.
Joseph J. Tomaino of Grassi Healthcare Advisors LLC has been
appointed patient care ombudsman.
COSMEDX SCIENCE: Trustee Seeks to Use Cash for Liquidation
----------------------------------------------------------
Lynda T. Bui, the Chapter 11 trustee for the estate of Codmedx
Science Inc., seeks authority to use cash collateral while it
liquidates assets of the Debtor.
The Trustee believes that there are considerable assets of the
Debtor's estate that can be liquidated and is currently filing a
motion approving certain overbidding procedures to be heard on
shortened time.
In order to operate the business through a sale/liquidation
process, the Trustee seeks entry of an order authorizing the
Trustee to use collateral in accordance with the budget in order to
operate and pay certain limited administrative overhead expenses
such as rent, field agent fees, and on-site expenses. Moreover, in
addition to the limited administrative overhead expenses, the
Trustee seeks approval to use cash collateral in order to be able
to conduct an effective public auction. The Trustee has engaged
Van Horn Auction Group LLC to sell the assets on a piecemeal basis
at the Public Auction in the event the Trustee is not able to the
Debtor's assets on a bulk basis.
The Auctioneer has proposed a budget to cover the costs associated
with the Public Auction, which costs the Trustee proposes to pay in
an amount not to exceed $25,850:
Advertisement - L.A. Times $2,800
Single Auction Performance Bond $1,000
4000 Halfcard Auction Brochures,
Printing, mail list, postage $3,200
Website Auction Entries $No/Charge
Email Blast $350
Days Labor, laborers, asset preparation
And set up, sale day personnel $18,500
The total outstanding secured indebtedness is approximately
$733,506. With an aggregate value of the collateral approximated
at $2,000,000, the Trustee submits that the secured creditors'
liens are protected by a substantial and meaningful equity
cushion.
A full-text copy of the Motion is available at:
http://bankrupt.com/misc/cacb18-16043_62_Cosmedx_Cash_M.pdf
About Cosmedx Science
Cosmedx Science Inc. -- http://cosmedxscience.com/-- is a
full-service cosmetic products manufacturer. The Company
specializes in anti-aging lotions, creams, serums, AHA/BHA,
stabilized vitamin C, baby care products, bath & body products such
as body washes, shower gels, body lotions, face masks, and body
scrubs. Cosmedx operates out of 78,000 square feet facility in
Corona, California.
Cosmedx Science Inc. commenced its chapter 11 bankruptcy case by
filing a voluntary petition under Chapter 11 of the Bankruptcy Code
(Bankr. C.D. Cal. Case No. 18-16043) on July 19, 2018. In the
petition signed by Christopher Amato, president and CEO, the Debtor
estimated $1 million to $10 million in both assets and
liabilities.
Judge Wayne E. Johnson presides over the case.
Levene, Neale, Bender, Yoo & Brill LLP, led by David B. Golubchik,
is the Debtor's counsel.
Following the Debtor's inability to obtain Court authority to use
cash collateral, the Debtor charged its employees and terminated
its business operations. In accordance with the order directing
the appointment of a Chapter 11 trustee on Aug. 28, 2018, the U.S.
Trustee appointed Lynda T. Bui as the Chapter 11 trustee.
The Trustee tapped SHULMAN HODGES & BASTIAN LLP, led by James C.
Bastian, Jr., as counsel.
COVIA HOLDINGS: Bank Debt Trades at 4% Off
------------------------------------------
Participations in a syndicated loan under which Covia Holdings
Corporation is a borrower traded in the secondary market at 95.65
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.50 percentage points from
the previous week. Covia Holdings pays 375 basis points above LIBOR
to borrow under the $1.650 billion facility. The bank loan matures
on June 1, 2025. Moody's rates the loan 'Ba3' and Standard & Poor's
gave a 'BB' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
September 14.
CURAE HEALTH: Committee Taps Manier & Herod as Co-Counsel
---------------------------------------------------------
The official committee of unsecured creditors of Curae Health Inc.
seeks approval from the U.S. Bankruptcy Court for the Middle
District of Tennessee to hire Manier & Herod, P.C.
Manier & Herod will serve as co-counsel with Sills Cummis & Gross
P.C., another firm tapped by the committee to be its legal counsel
in the Chapter 11 cases of Curae Health and its affiliates.
The firm will charge these hourly rates:
Principals $315 - $490
Associates $250 - $290
Paralegals $80 - $130
Michael Collins, Esq., at Manier & Herod, disclosed in a court
filing that his firm has no connections with the Debtors, their
creditors or any other "party in interest."
The firm can be reached through:
Michael E. Collins, Esq.
Manier & Herod, P.C.
1201 Demonbreun Street, Suite 900
Nashville, TN 37203
Phone: (615) 742-9350 / (615) 244-0030
Fax: (615) 242-4203
E-mail: mcollins@manierherod.com
E-mail: info@manierherod.com
About Curae Health
Curae Health is a 501(c)(3) not-for-profit health system formed to
address the needs of rural healthcare. Focusing on rural community
hospitals in the Southeastern US, Curae collaborates with medical
staff and communities to add new services and upgrade the
facilities, alleviating the need for patients to travel long
distances for their healthcare needs.
On Aug. 24, 2018, Curae Health, Inc., and its affiliates sought
Chapter 11 protection (Bankr. M.D. Tenn. Lead Case No. 18-05665).
Curae Health estimated $10 million to $50 million in total assets
and $50 million to $100 million in total liabilities.
The cases are assigned to Judge Charles M. Walker.
The Debtors tapped Polsinelli PC as counsel; Glassratner Advisory &
Capital Group LLC, as financial advisors; Egerton McAfee Armistead
& Davis, P.C., as special counsel; Morgan Stanley as investment
banker; and BMC Group, Inc., as claims and noticing agent.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on September 6, 2018.
CURAE HEALTH: Committee Taps Sills Cummis as Legal Counsel
----------------------------------------------------------
The official committee of unsecured creditors of Curae Health Inc.
seeks approval from the U.S. Bankruptcy Court for the Middle
District of Tennessee to hire Sills Cummis & Gross P.C. as its
legal counsel.
The firm will advise the committee regarding its duties under the
Bankruptcy Code; assist in investigating the capital structure of
Curae Health and its affiliates and other issues related to their
Chapter 11 cases; represent the committee in any sale and
bankruptcy plan proposed in the Debtors' cases; and provide other
legal services.
Sills Cummis' standard hourly rates range from $425 to $1,050 for
members, $425 to $625 for of counsel, $295 to $495 for associates,
and $95 to $295 for paralegals.
The standard hourly rates for Andrew Sherman, Esq., and Boris
Mankovetskiy, Esq., the attorneys expected to handle the cases,
will be discounted to $595 per hour and $545 per hour,
respectively. Meanwhile, the hourly rates for all other attorneys
and paraprofessionals will be discounted by 20% from their standard
hourly rates.
Sills Cummis' blended hourly rate for each month will be capped at
$495.
Mr. Sherman disclosed in a court filing that his firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Andrew H. Sherman, Esq.
Sills Cummis & Gross P.C.
The Legal Center
One Riverfront Plaza
Newark, NJ 07102
Phone: (973) 643-6982
Email: asherman@sillscummis.com
About Curae Health
Curae Health is a 501(c)(3) not-for-profit health system formed to
address the needs of rural healthcare. Focusing on rural community
hospitals in the Southeastern US, Curae collaborates with medical
staff and communities to add new services and upgrade the
facilities, alleviating the need for patients to travel long
distances for their healthcare needs.
On Aug. 24, 2018, Curae Health, Inc., and its affiliates sought
Chapter 11 protection (Bankr. M.D. Tenn. Lead Case No. 18-05665).
Curae Health estimated $10 million to $50 million in total assets
and $50 million to $100 million in total liabilities.
The cases are assigned to Judge Charles M. Walker.
The Debtors tapped Polsinelli PC as counsel; Glassratner Advisory &
Capital Group LLC, as financial advisors; Egerton McAfee Armistead
& Davis, P.C., as special counsel; Morgan Stanley as investment
banker; and BMC Group, Inc., as claims and noticing agent.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Sept. 6, 2018.
DEL MONTE: Bank Debt Trades at 11% Off
--------------------------------------
Participations in a syndicated loan under which Del Monte Pacific
Ltd is a borrower traded in the secondary market at 88.92
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 1.55 percentage points from
the previous week. Del Monte pays 325 basis points above LIBOR to
borrow under the $710 million facility. The bank loan matures on
February 18, 2021. Moody's rates the loan 'Caa1' and Standard &
Poor's gave a 'CCC+' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, September 14.
DEXTERA SURGICAL: Wants to Maintain Plan Periods Exclusivity
------------------------------------------------------------
Dex Liquidating Co., formerly known as Dextera Surgical Inc., asks
the U.S. Bankruptcy Court for the District of Delaware to extend
further by 60 days, the periods in which the Debtor has the
exclusive right to file and to solicit acceptances of a chapter 11
plan, through and including December 7, 2018 and g February 8,
2019, respectively.
A hearing on the Debtor's request will be held on Oc. 25, 2018 at
3:30 p.m. Objection deadline is on or before October 3.
On April 18, 2018, the Debtor filed its Chapter 11 Plan and the
Disclosure Statement relating to the plan. The proposed Plan is a
liquidating plan that provides for the following 8 Classes of
Claims or Interests: Class 1 (Priority Non-Tax Claims); Class 2
(Secured Claims); Class 3 (General Unsecured Claims); Class 4
(Series B Convertible Preferred Stock); Class 5 (Common Stock);
Class 6 (Series 1 and 2 Warrants); Class 7 (Restricted Stock
Units); and Class 8 (Employee Stock Options).
At the time the Plan was drafted, the Debtor expected to have
sufficient estate funds to fund the plan reserves, pay all allowed
claims in full and reserve the full amount of any disputed claims.
The Debtor had planned to seek Court approval of its Disclosure
Statement at a hearing on May 23, 2018. Unfortunately, three
holders of Series 1 Warrants filed claims against the Debtor and
its estate in the collective amount of approximately $2.86
million.
Consequently, the Debtor disputes the validity and amount of the
Warrant Claims and expected to reserve for the full amount of the
Warrant Claims and to negotiate, or if necessary litigate, a
resolution of the Debtor's objections to the Warrant Claims.
Ultimately, the Debtor was able to reach a settlement with the
holders of the Warrant Claims. By order dated September 13, 2018,
the Debtor obtained the Court's approval of the Settlement Motion
and its Stipulations By and Among the Debtor and Alpha Capital
Anstalt, Sabby Healthcare Master Fund, Ltd. and Sabby Volatility
Warrant Master Fund, Ltd. resolving, inter alia, objections to
disputed claims.
Meanwhile, the Debtor updated its previously filed plan and
disclosure statement, and on August 27, 2018, the Debtor filed the
Debtor's First Amended Chapter 11 Plan of Liquidation and the
Disclosure Statement.
By order dated September 18, 2018, the Court, inter alia, approved
the Debtor's Disclosure Statement, approved certain procedures for
soliciting votes on the proposed Plan and scheduled a hearing to
consider confirmation of the Plan on November 8, 2018 at 1:00 p.m.
Unless extended, the Debtor's Exclusive Filing Period was scheduled
to expire on October 8, 2018 and the Debtor's current Exclusive
Solicitation Period is scheduled to expire on December 10, 2018.
Accordingly, to ensure that this Chapter 11 Case continues to
progress in an effective and efficient manner, and out of an
abundance of caution, the Debtor seeks an extension of the
Exclusive Filing Period and the Exclusive Solicitation Period for
60 days each, so that it may continue to work toward confirmation
of its Plan and, if necessary, provide sufficient time to address
any issues that may arise in this Chapter 11 Case that may delay
confirmation of the Plan and/or cause the Plan to be amended.
About Dextera Surgical
Headquartered in Redwood City, California, Dextera Surgical Inc.
(DXTR:US OTC US), now known as Dex Liquidating Co., is a medical
device company that designs and manufactures proprietary stapling
devices that enable the advancement of minimally invasive surgical
procedures. Founded in 1997 as Vascular Innovations, Inc., the
Company changed its name in November 2001 to Cardica, Inc., and in
June 2016 to Dextera Surgical Inc.
Dextera Surgical sought Chapter 11 protection (Bankr. D. Del. Case
No. 17-12913) on Dec. 11, 2017. Dextera Surgical also entered into
an asset purchase agreement with Aesculap, Inc, an affiliate of B.
Braun Group, for $17.3 million.
The Company disclosed $6.53 million in total assets and $14.82
million in total debt as of Sept. 30, 2017.
The Debtor tapped Saul Ewing Arnstein & Lehr LLP as counsel; Cooley
LLP as special corporate counsel; JMP Securities, LLC as financial
advisor and investment banker; Moss Adams LLP as tax advisor; Arch
& Beam Global, LLC and Matthew English as chief restructuring
officer; and Rust Consulting/Omni Bankruptcy as claims and noticing
agent. David J. Saul, Esq., at Vistegy Law, P.C., serves as the
Debtor's bankruptcy counsel.
No trustee, examiner or official committee has been appointed.
Dextera Surgical Inc. filed a Certificate of Amendment to its
Amended and Restated Certificate of Incorporation on April 24,
2018, to effect a change of its name from "Dextera Surgical Inc."
to "Dex Liquidating Co." The name change became effective upon the
filing of the Amendment.
DIANE WOLFSON: Selling Telluride Property to Bishop for $850K
-------------------------------------------------------------
Diane Susan Wolfson asks the U.S. Bankruptcy Court for the District
of Colorado to authorize the sale of the real property identified
as Lot 3 Blk 5 Filing 2 Tellurise Ski Ranches, San Miguel County,
Colorado, known as 632 Saddlehorn Lane, Telluride, Colorado, to
Georgina Bishop and Wilfried Glanznig for $850,000.
The Real Property consists of a mountain residence subject to a
first deed of trust in favor of Webster Bank NA, a second deed of
trust in favor of US Bank, NA, and a secured claim for any unpaid
real property taxes owing to the San Miguel County, Colorado
Treasurer's Office.
Webster Bank has filed a Proof of Claim evidencing a secured claim
in the amount of $288,440. Additional amounts may be owing, or
additional amounts paid to the Bank, at the time the sale closes.
The allowed amount of Webster Bank's lien will be paid in full as
of the date of closing pursuant to an official payoff statement.
US Bank has filed a Proof of Claim evidencing a secured claim in
the amount of $393,831. Additional amounts may be owing, or
additional amounts paid to the Bank, at the time the sale closes.
The allowed amount of US Bank's lien will be paid in full as of the
date of the closing pursuant to an official payoff statement. The
Property taxes are current and will be prorated at closing.
On July 8, 2018, the Debtor entered into a Contract to Buy and Sell
Real Estate (Residential) and Counterproposal as modified by an
Agreement to Amend/Extend Contract dated Aug. 27, 2018 wherein the
Debtor agrees to sell and the Purchasers agree to purchase the Real
Property for a total purchase price of $850,000. The original sale
price was $910,000, but following an inspection, the Debtor agreed
to lower the sale price to $850,000.
In connection with the sale of the Real Property, the Debtor
entered into an Exclusive Right to Sell Listing Contract with
Telluride Properties, LLC, 237 South Oak Street, Telluride, CO
81435. The Exclusive Right to Sell Listing Contract provides for a
real estate commission to be paid to the broker in the amount of 4%
of the gross sale price. The sale price for the Real Property is
$850,000. The real estate commission of 4% of the gross sale price
is equivalent to $34,000.
Generally, the terms of the Sale Contract are:
a. The date of the Sale Contract is July 8, 2018, amended on
Aug. 27, 2018.
b. The purchase price of the Real Property is $850,000.
c. The $850,000 will be paid by the payment of an initial
$20,000 earnest money deposit, and cash in the amount of $830,000
at the closing on the sale of the Real Property.
d. The Sale Contract provides for a closing on the sale of the
Real Property on Oct. 4, 2018.
e. The Debtor will deposit in escrow $1,300 to reimburse the
Buyers' expenditures for inspection and an appraisal. In the event
the Sale Contract does not close on the closing date because the
Court has not approved the Sale Contract, the escrowed funds will
be released to the Buyers.
f. The sale of the estate's interest in the Real Property is
subject to approval by the Court.
The Debtor is asking that the Real Property be sold free and clear
of liens and encumbrances; and that the proceeds from the sale of
the Real Property be utilized to pay the holders of the first and
second deeds of trust on the Real Property in full as of the
closing date, unpaid real property taxes, $34,000 real estate
commission to Telluride Properties, closing costs, and appropriate
pro-rated post-petition real property taxes, etc. The Debtor will
pay an appropriate Chapter 11 quarterly fee of $4,875 to the U.S.
Trustee's Office commensurate with the sale price of the Real
Property and the disbursements made from the proceeds from the sale
of the Real Property in the ordinary course of business of the
Debtor during the pendency of her Chapter 11 proceeding.
Pursuant to a Settlement Agreement entered into between the Debtor
and Dan Witkowski (to be filed contemporaneously with the within
motion or shortly thereafter), the residue of funds after the
payment of taxes, consensual liens, closing costs and real estate
commissions, will be escrowed pending a closing to be held in
connection with the Settlement Agreement or further Court order.
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/Diane_Wolfson_218_Sales.pdf
Counsel for the Debtor:
Jeffrey A. Weinman, Esq.
WEINMAN & ASSOCIATES, P.C.
730 17th Street, Suite 240
Denver, CO 80202-3506
Telephone: (303) 572-1010
Facsimile: (303) 572-1011
E-mail: jweinman@weinmanpc.com
Diane Susan Wolfson filed her voluntary Chapter 7 bankruptcy
petition on May 12, 2017. On May 23, 2018, the case was converted
to a Chapter 11 proceeding (Bankr. D. Colo. Case No. 17-14388 EEB).
On July 20, 2018, the Court appointed Telluride Properties, LLC,
as real estate broker.
DOUBLE EAGLE: Private Selling Collateral to Secured Creditors
-------------------------------------------------------------
Double Eagle Energy Services, LLC, asks the U.S. Bankruptcy Court
for the Western District of Louisiana to authorize the private
sales of its corporeal movable and immovable assets to Gibsland
Bank & Trust ("GBT"), John Deere Financial, and TCF Equipment
Finance, in exchange for their credit bids: $2 million, $50,000 and
$20,000, respectively.
Gibsland Bank and Trust; Wells Fargo Equipment Finance, Inc.; TCF
Financial, Inc.; John Deere Financial; and Ford Motor Credit Co.,
LLC are creditors whose respective loans to the Debtor are secured
by the assets to be included in the proposed private sales.
The Debtor shows that it has no equity in the movable collateral
given the size of its debt to GBT. As of the petition date, it
owed GBT approximately $11,021,053. GBT has filed 9 secured proofs
of claim ("POC"), which are essentially cross-collateralized.
GBT's POCs are set forth in the actual dollar amounts listed in its
filed POCs:
(a) Claim #43: $2,058,452; secured primarily by commercial
real estate, equipment and accounts receivable ("ARs");
(b) Claim #44: $19,888; secured primarily by equipment, ARs,
and trucks;
(c) Claim #45: $2,589,129; secured primarily by commercial
real estate;
(d) Claim #46: $2,867,584; secured primarily by a federal law
suit against Mark West for contested ARs;
(e) Claim #47: $758,841; secured primarily by a federal law
suit against MarkWest for contested ARs;
(f) Claim #48: $1,553,034; secured primarily by commercial
real estate and ARs;
(g) Claim #49: $12,277; secured primarily by a 2014 CHEVY
#0707;
(h) Claim #50: $656,558; secured primarily by commercial real
estate, real estate (located in Oklahoma) and equipment;
(i) Claim #51: $505,290; secured primarily by a contested law
suit pending in LA state court against AIIC for over-payment of
workers' compensation premiums.
Among the assets of the estate are certain movables, including
equipment and vehicles, currently located primarily on immovable
property of the estate at 10500 Hwy 80, Minden, Louisiana and 1121
6th Street, Maysville, Oklahoma, as well as tracts of immovable
property and the usual and customary improvements and fixtures
thereon or attached thereto located at those same addresses.
In light of continuing business losses, reviewing the available
options, and in consultation with its largest secured creditor,
Gibsland Bank & Trust, as well as Wells Fargo Equipment Services,
Ford Motor Credit Co., John Deere Financial, and TCF Equipment
Finance, the Debtor has elected to sell its Assets to Gibsland Bank
& Trust, John Deere Financial, and TCF Equipment Finance. The
sales to Gibsland Bank & Trust, TCF Financial, Inc., and John Deere
Financial, respectively, will be handled as private sales via
either a Louisiana dation en paiemont, a deed in lieu of
foreclosure, a voluntary surrender, or by unopposed judicial
foreclosure, all at the option of the respective purchasers,
coupled with any appropriated order thought necessary by the
particular Secured Creditor to effectuate the intent and purposes
of the transfer.
TCF will be sold its collateral, a single truck, in exchange for a
credit bid of $20,000, with TCF reserving all rights for any
remaining balance owed.
John Deere will be sold the movables which constitute its
collateral in exchange for a credit bid of $50,000, with John Deere
reserving all rights for any remaining balance owed.
GBT will be sold all movables which constitute its collateral, as
well as the collateral of Wells Fargo and Ford on which Gibsland
holds a second lien, free and clear of any and all inferior,
competing and/or purported claims, liens, interests and
encumbrances of any third persons whatsoever, in exchange for a
credit of $2 million against its indebtedness, less the following:
A. any amounts paid by GBT to Wells Fargo on its first lien on
certain movables for purchase of Wells Fargo's claim by Gibsland;
B. any amounts paid by Gibsland to Ford on its first lien on a
certain movable for purchase of Ford's claim by Gibsland; and
C. a $90,000 cash payment to the estate for payment of
administrative and priority expenses in the Chapter 11 case, which
will be escrowed with counsel to the Debtor.
The Debtor asks that the Court approves the proposed sales free and
clear of all claims, liens, interests and encumbrances.
Upon review of the public records, there are certain judicial
mortgages and/or judgment liens that may attach to the Debtor’s
real estate in favor of the following creditors: Unit Liner Co.,
Advanced Environmental Compliance, LLC, John Deere Financial,
F.S.B., formerly known as FPC Financial, F.S.B, and Siemens
Financial Services, Inc. The Debtor would ask that these liens,
and any claims whatsoever of any unknown third persons of which
Debtor is currently unaware, be referred to the proceeds which are
estimated to be nothing given the credit bid by GBT for the real
properties.
The Debtor will also transfer and assign to GBT all its rights and
interests in these causes of action, themselves collateral of
Gibsland:
A. The Debtor's post-petition suit for breach of contract
filed against Mark West Utica EMG, LLC, including any lien rights
referred to therein, pending in U.S. District Court for the Western
District of Louisiana, Alexandria Division, entitled "Double Eagle
Energy Services, LLC versus MarkWest Utica EMG, LLC," CASE NO.
1:18-CV-00573; and
B. The Debtor's worker's compensation premium overpayment case
against American Interstate Insurance Co., et al, currently pending
in the 26th Judicial District Court, Parish of Webster, State of
Louisiana, Docket No. 72140.
The foregoing sales will be "as is, where is," without any warranty
or recourse whatsoever, even as to return of the purchase price,
but with full substitution and subrogation to all rights and
actions of warranty against all preceding owners.
About Double Eagle Energy Services
Founded in 2006, Double Eagle Energy Services, a company based in
Alexandria, Louisiana, provides general contracting services
including constructing water and sewer mains.
Double Eagle Energy Services filed a Chapter 11 petition (Bankr.
W.D. La. Case No. 17-80717) on July 17, 2017. In the petition
signed by Joe Ratcliff or Bob Ratcliff, its owners, the Debtor
indicated $12.41 million in total assets and $13.18 million in
total liabilities. Judge John W. Kolwe presides over the case.
Bradley L. Drell, Esq., at Gold, Weems, Bruser, Sues & Rundell,
serves as the Debtor's bankruptcy counsel. Colvin, Smith & McKay
is the Debtor's special counsel.
EASTMAN KODAK: Bank Debt Trades at 4% Off
-----------------------------------------
Participations in a syndicated loan under which Eastman Kodak Co.
is a borrower traded in the secondary market at 96.33
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 1.03 percentage points from
the previous week. Eastman Kodak pays 625 basis points above LIBOR
to borrow under the $420 million facility. The bank loan matures on
September 3, 2019. Moody's rates the loan 'B3' and Standard &
Poor's gave a 'CCC' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, September 14.
ECS REFINING: Final Order to Use Cash Collateral Entered
--------------------------------------------------------
On a final hearing held last Sept. 5, 2018, in the U.S. Bankruptcy
Court of the Eastern District of California, Sacramento Division,
Judge Robert S. Bardwil has granted on a final basis the Motion
filed by W. Donald Gieseke, appointed trustee of ECS Refining,
Inc., seeking for the authority to use cash collateral.
A full-text copy of the Order is available at:
http://bankrupt.com/misc/caeb18-22453_495_ECS_Cash_O.pdf
About ECS Refining Inc.
ECS Refining, Inc. -- https://www.ecsrefining.com/ -- offers a full
suite of IT asset management and disposition solutions. It
provides national brand protection solutions for environmental
services, IT asset management, data protection and end-of-life
electronic recycling services. ECS was founded in 1980 by Jim and
Ken Taggart as a processor of post-manufacturing scrap and residues
for OEMs in the Silicon Valley.
As the electronics industry enjoyed rapid growth and manufacturing
operations were outsourced to other parts of the world, ECS adapted
by shifting its focus to processing post-consumer electronics. The
company has locations in Rogers, Arizona; Santa Clara, California;
Santa Fe Springs, California; Stockton, California; Columbus, Ohio;
Medford, Oregon; Portland, Oregon; and Mesquite, Texas.
ECS Refining sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Cal. Case No. 18-22453) on April 24, 2018. In
the petition signed by Jack Rockwood, president, the Debtor
estimated assets of $1 million to $10 million and liabilities of
$10 million to $50 million.
Judge Robert S. Bardwil presides over the case.
The Debtor tapped Snell & Wilmer LLP as its legal counsel; Ringstad
& Sanders LLP as special counsel; and MCA Financial Group, Ltd., as
its financial advisor.
W. Donald Gieseke was appointed as the Chapter 11 Trustee. The
Trustee hired Felderstein Fitzgerald Willoughby & Pascuzzi LLP as
his legal counsel.
EMC GROUP: Revises Treatment of SAI Claims, Equity Interests
------------------------------------------------------------
EMC Group, Inc. on Sept. 13 filed with the U.S. Bankruptcy Court
for the Southern District of Florida its latest Chapter 11 plan of
reorganization, which contains revised provisions governing the
treatment of Sign Access, Inc.'s claims and equity interests.
Under the amended plan, Sign Access' allowed Class 2b secured claim
of $129,908.92 (which now includes the creditor's attorneys' fees
claim of $100,790.43 previously treated under Class 4 of the
original plan) will be paid, at a rate of 4.5%, amortized over 20
years, in equal monthly payments of $822 for eight years.
On the last payment, EMC will make a lump sum payment to Signs in
the amount remaining outstanding which shall not be calculated at
more than $91,317.84. Signs will retain a lien securing its claim
until it is paid in full. EMC will pay the creditor on account of
its Class 2b claim a total of $170,229.84.
Meanwhile, holders of allowed Class 7 equity interests in EMC will
retain their equity interests. In exchange, members of EMC are
agreeing, as of the effective date, not to receive payment of the
amount owed to them by the company in the amount of $527,548,
according to the amended disclosure statement filed on Sept. 13.
A copy of the amended disclosure statement is available for free
at:
http://bankrupt.com/misc/flsb17-22636-107.pdf
A copy of the amended plan is available for free at:
http://bankrupt.com/misc/flsb17-22636-108.pdf
About EMC Group Inc.
EMC Group, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 17-22636) on October 18,
2017. Jerry Jacobson, authorized representative, signed the
petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of less than $1 million.
Judge Paul G. Hyman, Jr. presides over the case. The Debtor tapped
Noble Law Firm, P.A., as its legal counsel.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
The Debtor filed a disclosure statement in support of its proposed
Chapter 11 plan of reorganization on May 19, 2018.
EXCELETECH COATING: Exclusivity Period Extended Until Nov.. 16
--------------------------------------------------------------
The Hon. Karen S. Jennemann of the Middle District of Florida, at
the behest of Exceletech Coating & Applications, LLC, has extended
exclusive period during which only the Debtor may file its plan and
disclosure statement from July 16, 2018, through and including Nov.
16, 2018.
About Exceletech Coating
Based in Clermont, FL, Exceletech Coating & Applications, LLC, is a
limited liability company and contractor specializing in the
application of coatings and linings to protect structures from
attack from chemicals and environmental factors causing corrosion
or deterioration of substrate.
Exceletech Coating filed for Chapter 11 protection (Bankr. M.D.
Fla. Case No. 18-00263) on Jan. 17, 2018, with Cynthia E Lewis,
Esq., and James H Monroe, Esq., at James H Monroe PA, serving as
legal counsel. The Hon. Karen S. Jennemann is the case judge.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case.
F.M.C. MARKET: AMF Buying Elmsford Property for $250K
-----------------------------------------------------
F.M.C. Market, Inc., doing business as Frank's Food Court, asks the
U.S. Bankruptcy Court for the Southern District of New York to
authorize the bidding procedures in connection with the sale of its
interest in the real property known as 175 349 Tarrytown Road,
Elmsford, New York, and the related personal property used its
business operations, to AMF Group, Inc. for $250,000, subject to
overbid.
A hearing on the Motion is set for Oct. 2, 2018 at 10:00 a.m.
Objections, if any, must be filed no later than 5:00 p.m. (ET) at
least seven days prior to the hearing scheduled.
The Debtor is a tenant under a lease to the Premises expiring March
31, 2021, with an option to extend for five years, pursuant to
which the Debtor currently pays monthly rent of $10,161 per month.
It also owns the Business Property.
The Debtor filed for reorganization as a result of serious
arrearages to the New York State Department of Taxation and
Finance. In particular, it is subject to a restitution order in
the amount of $263,000, and total unpaid liabilities to the New
York State Department of Taxation and Finance in the amount of
$409,593, of $319,991 is a priority claim.
The Debtor has obtained a purchase offer from Purchaser for the
Debtor's interest in the month to month lease to the Premises, and
the Business Property. The principal of the Purchaser is a
personal friend of the principal of the Debtor. On May 23, 2018,
the Debtor and Purchaser entered into a Contract of Sale pursuant
to which the Debtor proposes to sell the Assets to the Purchaser
for $250,000.
The sale of the Assets will be on an "as is, where is" basis and
without representations or warranties or recourse of any kind,
nature or description. The Purchaser's offer is subject to higher
and better offers.
The Purchase Price is less than the amount of the NYSDTF
Liabilities. The Debtor is unable to propose a confirmable plan of
reorganization since while profitable, it would be unable to pay
the liabilities in the manner directed by 11 U.S.C. Section
1129(a)(9)(C).
The Purchaser will have the status of having made the Stalking
Horse Offer. In the event the Purchaser's Offer is accepted, the
Debtor is authorized pursuant to the Order approving these Bid
Procedures as entered by the Court, to award to a Qualified Bidder
an expense reimbursement and break-up fee in an amount not to
exceed $50,000, which is 3.125% of the purchase price on customary
terms and conditions.
By the Motion, the Debtor is asking entry of two orders, the Sale
Procedures Order, and the Sale Approval Order. In order to ensure
that the highest and best price is received for the Assets, and/or
the Debtor, the Debtor has established the proposed Bidding
Procedures to govern the submission of competing bids at an
Auction. Accordingly, it asks the Court's approval of the Bidding
Procedures. The Debtor believes, in its business judgment that the
Bidding Procedures are adequate and will result in maximizing the
value of its Assets and are therefore appropriate under the
relevant standards.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: Date and time as specified in the Bidding
Procedures Order
b. Initial Bid: The purchase price, plus an initial increment
of $5,000, payable to Rattet PLLC
c. Deposit: 10% of the total bid amount
d. Auction: As specified in the Bidding Procedures Order
e. Bid Increments: $5,000
All bids submitted for the purchase of the Assets will remain open,
and all deposits held in the attorney escrow account of the
Debtor's counsel until the sale of the Assets to the Successful
Bidder is consummated.
The Debtor asks the Court to authorizing the assumption of its Real
Property Lease expiring March 31, 2021 (with a five-year option to
extend) between Urstadt Biddle Property Inc. as the Landlord and
the Debtor as tenant to the Premises. It asks the Court to
authorize the assignment of the Lease of its interest under the
Lease to the Premises and the Debtor as tenant to Premises and the
Business Property free and clear of all liens, claims, interests
and encumbrances.
In the event that the Successful Bidder is unable to consummate on
the Sale of the Assets, the next highest and/or best bidder will
then be required to consummate on the Sale of the Assets. However,
if the Purchaser is the Backup Bidder, the Purchaser's bid will
remain open for seven days after the Sale Hearing, unless otherwise
agreed between the Debtor and the Purchaser.
Due to lack of resources, the Debtor is not intending to advertise
the sale. Its right to occupy the Premises is month to month. The
Business Property is of insignificant value. The Debtor can
foresee no scenario in which any bidding sequence yields a price
higher than administration and priority claims. Further, virtually
all of the liabilities are personal to the principal of the Debtor,
Frank Consolone, so if there were any potential for a higher sales
price he would seek it.
The Debtor's estate has or is anticipated to have, these estimated
liabilities:
i. U.S. Trustee Fees - Statutory: $1,500 (as of 5/23/2018)
ii. Chapter 11 Administrative - Administrative: $25,000 (as of
5/23/2018)
iii. Priority Tax Claims - 11 U.S.C. Section 507(a)(8):
$319,991 (as of 5/23/2018)
iv. Unsecured Creditors - Unsecured: $64,000 (as of 5/23/2018)
The Purchase Price is not sufficient to provide for a complete
distribution to the Debtor's priority creditors. For there to be a
distribution to unsecured creditors would require additional higher
bids to be obtained at the Auction in excess of $95,000.
Fees owed for United States Trustee Fees and statutory interest, if
any, through the closing of the case will be carved out from the
Sale. Additionally, the Professionals reserve their rights to
assert claims under Section 506(c) of the Bankruptcy Code, in the
event that any of the claims are secured.
The Debtor asks that the Court waives the 14-day stay consistent
with the provisions of Federal Rule of Bankruptcy Procedure
6004(h).
The Purchaser:
AMF GROUP, INC.
2 Clarendon Place
Scarsdale, NY 10583
The Purchaser is represented by:
Angelo G. MacDonald, Esq.
PAPPALARDO & PAPPALARDO, LLP
700 White Plains Road
Suite 355
Scarsdale, NY 10583
About F.M.C. Market, Inc.,
d/b/a Frank's Food Court
F.M.C. Market, Inc., based in Elmsford, NY, filed a Chapter 11
petition (Bankr. S.D.N.Y. Case No. 15-22885) on June 22, 2015. In
its petition signed by President Frank Canfolone, the Debtor
estimated $100,000 to $500,000 in assets and $1 million to $10
million in liabilities.
Arlene Gordon-Oliver, Esq., at Arlene Gordon-Oliver & Associates,
PLLC, originally served as bankruptcy counsel. Rattet PLLC was
later hired by the Debtor as replacement after Arlene
Gordon-Oliver, Esq., took office as a family court judge.
FAT FACE: Bank Debt Trades at 16% Off
-------------------------------------
Participations in a syndicated loan under which Fat Face Ltd. is a
borrower traded in the secondary market at 83.67
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 1.21 percentage points from
the previous week. Fat Face pays 550 basis points above LIBOR to
borrow under the $140 million facility. The bank loan matures on
September 12, 2020. Moody's gave no rating to the loan and Standard
& Poor's gave no rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
September 14.
FIRSTENERGY SOLUTIONS: Leslie Turner Elected to Parent's Board
--------------------------------------------------------------
FirstEnergy Corp. on Sept. 19, 2018, disclosed that Leslie M.
Turner has been elected to the company's Board of Directors.
Ms. Turner, 60, retired earlier this year as senior vice president,
general counsel & corporate secretary of The Hershey Company.
"Leslie's extensive experience as a high-level legal and policy
advisor will be valuable to our company and its shareholders," said
Donald T. Misheff, chairman of FirstEnergy's Board of Directors.
"We welcome her to our board."
This election, which is effective Sept. 19, brings the size of
FirstEnergy's Board to 13 members.
Ms. Turner has more than 25 years of experience as an advisor to
corporate and government leaders. Prior to joining Hershey as
general counsel in 2012, she was general counsel of Coca-Cola North
America from 2008 until 2012, and associate general counsel of the
company's Bottling Investment Groups from 2006 to 2008.
Ms. Turner began her career at Akin Gump Strauss Hauer & Feld, LLP,
where she rose to Partner. In addition, she served as the
Assistant Secretary, Territorial & International Affairs at the
U.S. Department of the Interior from 1993 to 1995, and as Counselor
to Secretary, U.S. Department of Interior, from 1995 to 1996.
Ms. Turner has been a member of the Board of Advisors of Georgetown
University Law Center since 2012, and of the Board of Trustees and
Trustees Emeriti, Washington Lawyers' Committee for Civil Rights
and Urban Affairs, since 1992. From 2008 until 2012 she was a
member of the Board of Directors for the Georgia Appleseed Center
for Law & Justice in Atlanta.
Ms. Turner holds a Bachelor of Science degree from New York
University, a J.D. from Georgetown University Law Center, and a
Master of Laws in Law and Government from American University,
Washington College of Law.
About FirstEnergy Solutions
Akron, Ohio-based FirstEnergy Solutions, Corp. (FES) is a
subsidiary of FirstEnergy Corp (NYSE:FE). FES --
http://www.firstenergycorp.com/-- provides energy-related products
and services to retail and wholesale customers; and owns and
operates 5,381 MWs of fossil generating capacity through its
FirstEnergy Generation subsidiaries. FES also owns 4,048 MWs of
nuclear generating capacity through its FirstEnergy Nuclear
Generation subsidiary. Nuclear generating plants are operated by
FirstEnergy Nuclear Operating Company (FENOC), which is a separate
subsidiary of FirstEnergy Corp.
On March 31, 2018, FirstEnergy Solutions and 6 affiliates,
including FENOC, each filed a voluntary petition for relief under
Chapter 11 of the United States Bankruptcy Code (Bankr. N.D. Ohio
Lead Case No. 18-50757). The cases are pending before the
Honorable Judge Alan M. Koschik and the Debtors have requested that
their cases be jointly administered under Case No. 18-50757.
Parent company, First Energy Corp. and its other subsidiaries,
including its regulated subsidiaries, are not part of the filing
and will not be subject to the Chapter 11 process. First Energy
Corp. listed $42.2 billion in total assets against $4.07 billion in
total current liabilities, $21.1 billion in long-term debt and
other long-term obligations and $13.1 billion in non-current
liabilities as of Dec. 31, 2017.
The Debtors tapped Akin Gump Strauss Hauer & Feld LLP as bankruptcy
counsel; Brouse McDowell LPA as co-counsel; Lazard Freres & Co. as
investment banker; Alvarez & Marsal North America, LLC as
restructuring advisor and Charles Moore as chief restructuring
officer; and Prime Clerk as claims and noticing agent. The Debtors
also tapped Willkie Farr & Gallagher LLP, Hogan Lovells US LLP and
Quinn Emanuel Urquhart & Sullivan, LLP as special counsel.
The U.S. Trustee for Region 9 appointed an official committee of
unsecured creditors on April 12, 2018. Milbank, Tweed, Hadley &
McCloy LLP and Hahn Loeser & Parks LLP serve as counsel to the
committee.
FLORIDA FOLDER: Oct. 22 Plan and Disclosure Statement Hearing Set
-----------------------------------------------------------------
Bankruptcy Judge Jerry A. Funk conditionally approved Florida
Folder Service, Inc.'s small business disclosure statement with
respect to its chapter 11 plan dated Sept. 11, 2018.
Creditors and other parties in interest must file their written
ballots accepting or rejecting the Plan no later than 14 days
before the date of the Confirmation Hearing.
Oct. 22, 2018 is fixed for the hearing on final approval of the
disclosure statement and for the hearing on confirmation of the
plan. The hearing will be held at 2:30 p.m., in 4th Floor Courtroom
D , 300 North Hogan Street, Jacksonville, Florida.
Any objections to Disclosure or Confirmation must be filed and
served seven days before the hearing.
About Florida Folder Service
Florida Folder Service, Inc., a/k/a Brochure Displays, a/k/a
Digital Press -- http://brochuredisplays.com/-- provides
professional brochure distribution at hundreds of motels, hotels
and other tourism related businesses in prime markets throughout
the southeast, including Florida, Georgia, Tennessee and the
Carolinas. Its Florida markets include the major resort
destinations of Daytona Beach, St. Augustine, Jacksonville and New
Smyrna Beach.
Florida Folder Service filed a Chapter 11 petition (Bankr. M.D.
Fla. Case No. 17-03869) on Nov. 6, 2017. In the petition signed by
Terry McDonough, president, the Debtor disclosed $843,347 in assets
and $1,040,000 in liabilities.
The case is assigned to Judge Jerry A. Funk. The Debtor is
represented by Jason A Burgess, Esq., at the Law Offices of Jason
A. Burgess, LLC.
FORTERRA INC: Bank Debt Trades at 7% Off
----------------------------------------
Participations in a syndicated loan under which Forterra
Incorporated is a borrower traded in the secondary market at 92.85
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 0.69 percentage points from
the previous week. Forterra Incorporated pays 300 basis points
above LIBOR to borrow under the $1.047 billion facility. The bank
loan matures on October 25, 2023. Moody's rates the loan 'B3' and
Standard & Poor's gave a 'B-' rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, September 14.
FOX PROPERTY: Given Until Nov. 15 to Exclusively File Plan
----------------------------------------------------------
The Hon. Robert Kwan of the U.S. Bankruptcy Court for the Central
District of California, at the behest of Fox Property Holdings,
LLC, has extended the exclusivity period for the Debtor to file and
to obtain acceptance of a plan of reorganization for approximately
ninety days, through and including Nov. 15, 2018 and Jan. 15,
2019.
About Fox Property Holdings
Fox Property Holdings, LLC, owns a commercial real property in San
Bernardino, California. The property consists of various buildings
utilized as a school and dormitory campus and is located on
approximately 4.66 acres of land. The company's headquarter is
located at 12803 Schabarum Avenue, Irwindale, California. Dr. Ji
Li is the managing member and 100% equity holder of the company.
Fox Property Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-10524) on Jan. 17,
2018. In the petition signed by Ji Li, managing member, the Debtor
estimated assets of $10 million to $50 million and liabilities of
$1 million to $10 million. Judge Robert N. Kwan presides over the
case.
The Debtor tapped Levene, Neale, Bender, Yoo & Brill LLP as its
legal counsel; and Park & Lim as special litigation counsel.
FYBOWIN LLC: Gordon Buying Substantially All Assets for $1.4M
-------------------------------------------------------------
Fybowin, LLC, and its debtor affiliates ask the U.S. Bankruptcy
Court for the Western District of Pennsylvania to authorize the
sale of substantially all assets of Rivertowne Growth Group, LLC,
its debtor affiliates, and its non-Debtor affiliate Rivertowne IP
Holdings, LLC, to Gordon Brothers Commercial & Industrial LLC or
its designee, for approximately $1.35 million, plus the assumption
of Assumed Liabilities, subject to overbid.
Contemporaneously with the Motion, the Debtors have also filed
their Bid Procedures Motion asking entry of the Bid Procedures
Order, (a) establishing Bidding Procedures for the solicitation and
consideration of competing offers for the Acquired Assets and any
of the Debtors' remaining Assets that are not included in the
Acquired Assets, free and clear of any and all liens, claims,
interests and encumbrances; (b) approving the payment of an expense
reimbursement and certain bid protections in connection with such
sale; (c) approving the form and manner of the sale notice and the
procedures for the assumption and assignment of executory contracts
and unexpired leases in connection with such sale; and (d) setting
the Sale Hearing.
The Debtors own and operate a quality craft brewery and four
regional restaurants: the Rivertowne Brewery & Tasting Room located
in Export, Pennsylvania; the Rivertowne Inn located in Verona,
Pennsylvania ("RT Verona"); the North Huntington Pub & Grille
located in North Huntington, Pennsylvania ("RT North Huntington");
the Monroeville Pour House located in Monroeville, Pennsylvania
(which includes a microbrewery) ("RT Monroeville"); and Rivertowne
North Shore, located in Pittsburgh, Pennsylvania between PNC Park
and Heinz Field ("RT North Shore"). Collectively, the Debtors
employ nearly 150 employees and have grown to be a staple in the
communities in which they operate.
In recent years, the craft beer market has seen increased
competition. The Debtors experienced reduced revenues in part from
an increase in competition, resulting in a decrease in market
share. Consequently, starting in 2017, they took measures to
develop a strategic revenue enhancement plan. The Debtors
ultimately launched the Revenue Enhancement Plan in early April of
2018. However, the Revenue Enhancement Plan could not yield
sufficient revenue to avoid a liquidity event that necessitated the
filing of the Bankruptcy Cases.
Since the Petition Date, the Debtors have attempted to increase
revenue through post-petition operations and sales. Unfortunately,
based on current conditions, the additional revenue generated by
the Revenue Enhancement Plan alone was not commensurate with the
projected revenue needed to propose and confirm a plan of
reorganization. In the sound exercise of their business judgment,
the Debtors have determined that it is in the best interest of
their estates and creditors to pursue a sale of all or
substantially their
assets.
As set forth more fully in the APA, the Stalking Horse Bidder wants
to acquire the Acquired Assets, has the right to designate
additional Designated Restaurants to acquire, assume certain
liabilities, and has agree to serve as a stalking horse bidder with
an initial bid of $1.35 million. The Debtors concluded that the
offer received from the Stalking Horse Bidder represented the
highest and best offer for the Acquired Assets received to date
from interested parties.
The sale procedures that the Debtors propose provide for the option
of acquiring the Acquired Assets and any of the Debtors' remaining
Assets, will set a reasonable floor for the Debtors to commence a
sale process that would include the acceptance of higher and better
offers and, assuming the Debtors receive additional Qualified Bids,
hold an auction to secure the highest and best offer for the sale
of the Acquired Assets and any of the Debtors' remaining Assets.
By the Motion, the Debtors aks the authority to sell the Acquired
Assets, in "as is, where is" condition, without representations or
warranties of any kind whatsoever, and free and clear of liens,
claims, interests and encumbrances to the Stalking Horse Bidder or
other Successful Bidder pursuant to the terms of the APA, and/or to
consummate an alternative transaction for the sale of any of the
Debtors' remaining Assets to a party other than the Stalking Horse
Bidder.
The Debtors intend to assume and assign to the Successful Bidder
the executory contracts and unexpired leases. A summary of the
Assumed Contracts, including the nature of the contract/lease and
the amount necessary to cure any default is also set forth on
Exhibit B. If a non-debtor counterparty to an Assumed Contract
timely files an objection to the assumption and assignment of the
Assumed Contract, such objection will be resolved pursuant to the
procedure approved by the Court in the Bid Procedure Order.
The Debtors ask the Court to waive the stay provided in Rules
6004(h) and 6006(d) of the Federal Rules of Bankruptcy Procedure
and to authorize and empower them to close the sale immediately
upon entry of the Court's Order approving the Sale.
A copy of the list of Respondents, the APA and the Exhibit B
attached to the Motion is available for free at:
http://bankrupt.com/misc/Fybowin_LLC_151_Sales.pdf
The Purchaser:
GORDON BROTHERS COMMERCIAL
& INDUSTRIAL, LLC
800 Boylston Street
27th Floor
Boston, MA 02199
Attn: Jim Lightburn
The Purchaser is represented by:
KATTEN MUCHIN ROSENMAN LLP
& INDUSTRIAL, LLC
525 W. Monroe Street
Chicago, IL 60661
About Fybowin LLC
Fybowin, LLC, which conducts business under the name Rivertowne, is
a privately-held brewing company in Pittsburgh, Pennsylvania. The
Rivertowne beer concept was born in 2002. The company, one of the
very first craft brewers in Pittsburgh, has restaurants in Verona,
North Huntingdon, and the North Shore, as well as a Pourhouse in
Monroeville.
Fybowin sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Pa. Case No. 18-21803) on May 4, 2018. On May 7,
2018, the company's affiliates Fybomax Inc., Fybo Management Inc.,
Rivertowne Growth Group LLC and Occupy Rivertowne LLC filed for
Chapter 11 protection (Bankr. W.D. Pa. Case Nos. 18-21870 to
18-21873). The cases are jointly administered with Fybowin's.
Fybowin, LLC, estimated $100,000 to $500,000 in assets and $1
million to $10 million in liabilities.
Judge Gregory L. Taddonio presides over the cases. Whiteford,
Taylor & Preston, LLP, serves as the Debtors' legal counsel.
GB SCIENCES: Raises $4.1 Million From Common Stock Issuances
------------------------------------------------------------
GB Sciences, Inc. has issued a total of 16,482,000 shares of common
stock to a total of 14 entities or individuals in exchange for
$4,120,500. The issuance was exempt from the registration
requirements of Section 5 of the Securities Act of 1933 pursuant to
Section 4(2) of the same Act and Rule 506 promulgated thereunder
since the issuance of the Shares did not involve any public
offering.
About GB Sciences
Las Vegas, Nevada-based GB Sciences, Inc., formerly Growblox
Sciences, Inc., is developing and utilizing state of the art
technologies in plant biology, cultivation and extraction
techniques, combined with biotechnology, and plans to produce
consistent and measurable medical-grade cannabis, cannabis
concentrates and cannabinoid therapies. The Company seeks to be an
innovative technology and solution company that converts the
cannabis plant into medicines, therapies and treatments for a
variety of ailments.
GB Sciences reported a net loss of $23.16 million for the 12 months
ended March 31, 2018, compared to a net loss of $10.08 million for
the 12 months ended March 31, 2017. As of June 30, 2018, the
Company had $28.26 million in total assets, $8.37 million in total
liabilities and $19.88 million in total equity.
Soles, Heyn & Company, LLP's audit opinion included in the
company's Annual Report on Form 10-K for the year ended March 31,
2018 contains a going concern explanatory paragraph stating that
the Company had accumulated losses of approximately $58,230,000,
has generated limited revenue, and may experience losses in the
near term. These factors and the need for additional financing in
order for the Company to meet its business plan, raise substantial
doubt about its ability to continue as a going concern.
GIGA-TRONICS INC: All Proposals Passed at 2018 Annual Meeting
-------------------------------------------------------------
Giga-tronics Incorporated held its annual meeting of shareholders
on Sept. 20, 2018, at which the shareholders:
(a) elected Gordon L. Almquist, Lutz P. Henckels, John R.
Regazzi, William J. Thompson and Jamie Weston to the
Company's Board of Directors for the ensuing year;
(b) ratified the appointment of Armanino LLP as independent
certified public accountants for the fiscal year ending
March 30, 2019;
(c) approved, on an advisory basis, the compensation of the
Company'e executives; and
(d) approved the 2018 Equity Incentive Plan.
The 2018 Plan provides for the grant of stock options, stock
appreciation rights, restricted stock awards and stock grants. The
Company will be able to issue under the 2018 Plan a maximum of
2,500,000 shares of common stock. Any of the Company's or its
affiliates' employees, including their officers and their
directors, including non-employee directors, may be selected by the
Company's Board of Directors or its Compensation Committee to
participate in the 2018 Plan. As of July 26, 2018, there were
approximately 50 employees and five directors who will be eligible
to participate in the 2018 Plan.
About Giga-tronics
Headquartered in Dublin, California, Giga-tronics Incorporated is a
publicly held company, traded on the OTCQB Capital Market under the
symbol "GIGA". Giga-tronics produces instruments, subsystems and
sophisticated microwave components that have broad applications in
defense electronics, aeronautics and wireless telecommunications.
Giga-Tronics reported a net loss of $3.10 million for the year
ended March 31, 2018, compared to a net loss of $1.54 million for
the year ended March 25, 2017. As of June 30, 2018, the Company
had $6.37 million in total assets, $5.07 million in total
liabilities and $1.29 million in total shareholders' equity.
Armanino LLP's opinion included in the Company's Annual Report on
Form 10-K for the year ended March 31, 2018 contains a going
concern explanatory paragraph stating that the Company's
significant recurring losses and accumulated deficit raise
substantial doubt about its ability to continue as a going concern.
GLADYS SMITH: Nov. 5 Joint Hearing on Trustee Plan and Disclosures
------------------------------------------------------------------
Bankruptcy Judge Shelley C. Chapman entered an order preliminarily
approving the chapter 11 Trustee's disclosure statement referring
to a plan of liquidation for Gladys Smith, Inc. dba Webb Plaza
Development Enterprises.
Nov. 5, 2018, at 10:00 a.m. is fixed for the joint hearing on the
final approval of the Disclosure Statement and the confirmation of
the Plan before the Honorable Shelley C. Chapman at the United
States Bankruptcy Court for the Southern District of New York, One
Bowling Green, New York, New York 10004.
Oct. 29, 2018, at 5:00 p.m. is fixed as the last day for filing and
serving written objections to the final approval of the Disclosure
Statement or confirmation of the Plan.
About Gladys Smith, Inc.
Based in New York City, New York, Gladys Smith, Inc. dba Webb Plaza
Development Enterprises filed for chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 13-10989) on April 1, 2013, with
scheduled assets at $3,703,000 and scheduled liabilities at
$2,541,809. The petition was signed by Gladys Smith, president.
Judge Shelley C. Chapman presides over the case.
HAMILTON CENTER: Delays Plan Until Settlement is Consummated
------------------------------------------------------------
Hamilton Center LLC requests the U.S. Bankruptcy Court for the
Southern District of New York to extending the periods during which
the Debtor has the exclusive right (i) to file a plan of
reorganization, and (ii) to solicit acceptances with respect
thereto for 120 days to and including Jan. 17, 2019 and March 19,
2019, respectively.
This is the Debtor's first request for an extension of the
Exclusive Periods. The Debtor submits it should be granted the
requested extensions of the Exclusive Periods so that it will have
sufficient time to formulate and then confirm a plan.
The Debtor is a limited liability company currently a party to an
executor contract to purchase the real property located in
Hamilton, New Jersey. The Property is currently owned by SunCap
Trenton LLC. The Debtor and SunCap entered into a PSA, to sell the
Property to the Debtor. The Seller has asserted that under the PSA,
the sale of the Property is to close by May 22, 2018.
The Debtor, however, disputes that they are required to close by
May 22, 2018 and out of an excess of caution, and to protect its
rights under the PSA, the Debtor has filed this petition for
Chapter 11 relief.
On September 11, 2018, the Court entered the Dismissal Order which
approved the terms of a settlement agreement between the Debtor and
SunCap whereby certain conditions precedent had to be met in order
for the PSA to be rejected and the Debtor's case dismissed.
Pursuant to the Dismissal Order, upon satisfaction of these
conditions precedent, the Debtor would then file a certification
stating that these conditions precedent had been met. Once this
certification is filed, the Debtor's case will be dismissed.
Although the Dismissal Order is immediately effective and
enforceable upon entry, SunCap and Sutton Land Title Agency LLC --
the title company holding for the funds that will be utilized to
fund the settlement -- believe that the provisions requiring the
entry of a final order take precedence over the provisions of the
Dismissal Order that make it immediately effective.
Accordingly, the settlement will not be implemented until on or
about September 28, 2018. The Debtor believes that the conditions
precedent set forth in the Dismissal Order will be satisfied and
the Debtor's case dismissed. However, since the expiration of the
Debtor's Exclusivity Period falls during the 14-day period between
entry of the Dismissal Order and it becoming final and
non-appealable, the Debtor believes it is prudent under the
circumstances to preserve its exclusive right to file a plan, in
the unlikely event that the conditions precedent are not satisfied.
Accordingly, the Debtor is seeking an extension of the Exclusive
Periods out of an abundance of caution. In the event the settlement
is consummated, as contemplated by the Dismissal Order, the
dismissal of the case will render this motion moot. In the event
the Dismissal Order does not become effective (although the Debtor
knows of no reason why that would occur), the Debtor will seek
entry of the proposed order.
About Hamilton Center LLC
New York-based Hamilton Center LLC is a limited liability company
currently under contract to purchase a real property located in
Hamilton, New Jersey. The property is currently owned by SunCap
Trenton LLC.
Hamilton Center sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 18-22769) on May 22,
2018. In the petition signed by David Goldwasser, authorized
signatory of GC Realty Advisors LLC, manager, the Debtor disclosed
$8.04 million in assets and $8.83 million in liabilities. Judge
Robert D. Drain presides over the case.
The Debtor tapped Robinson Brog Leinwand Greene Genovese & Gluck
P.C. as its legal counsel; Frenkel, Hershkowitz & Shafran LLP as
special counsel; and Newmark Knight Frank Valuation & Advisory LLC
as its appraiser.
HARLAND CLARKE: Bank Debt Trades at 5% Off
------------------------------------------
Participations in a syndicated loan under which Harland Clarke
Holdings Corporation is a borrower traded in the secondary market
at 95.17 cents-on-the-dollar during the week ended Friday,
September 14, 2018, according to data compiled by LSTA/Thomson
Reuters MTM Pricing. This represents an increase of 1.58 percentage
points from the previous week. Harland Clarke pays 475 basis points
above LIBOR to borrow under the $1.780 billion facility. The bank
loan matures on November 3, 2023. Moody's rates the loan 'B1' and
Standard & Poor's gave a 'B+' rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, September 14.
HAUSER ESTATE: Trustee Taps Three Twenty-One Capital as Broker
--------------------------------------------------------------
The Chapter 11 trustee for Hauser Estate, Inc., seeks approval from
the U.S. Bankruptcy Court for the Middle District of Pennsylvania
to hire a broker.
John Neblett proposes to employ Three Twenty-One Capital Partners
and its managing partner Ervin Terwillinger to sell the Debtor
through a brokered, auction-driven sale process.
The broker will receive a fee at closing based upon the transaction
value received by the Debtor according to this fee arrangement:
(i) 8% for the first million of transaction value ($0 -
$1,000,000); plus
(ii) 7% for the second million of transaction value ($1,000,001
- $2,000,000); plus
(iii) 6% for the third million of transaction value ($2,000,001 -
$3,000,000); plus
(iv) 5% for the fourth million of transaction value ($3,000,001
- $4,000,000); plus
(v) 4% for the fifth million of transaction value ($4,000,001 -
$5,000,000); plus
(vi) 3% for all transaction values above $5 million
Mr. Terwillinger disclosed in a court filing that he and his firm
are "disinterested" as defined in section 101(14) of the Bankruptcy
Code.
Three Twenty-One can be reached through:
Ervin M. Terwillinger
Three Twenty-One Capital Partners
5950 Symphony Woods Road, Suite 200
Columbia, MD 21044
Phone: 443-325-5290
Fax: 443.703.2330
About Hauser Estate
Hauser Estate, Inc. -- http://www.hauserestate.com/-- is a
beverage manufacturing company based in Gettysburg, Pennsylvania.
It has been established as an alternative agri-tourism venture with
an underground winery production facility located beneath its
tasting room.
Hauser Estate sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Pa. Case No. 18-03201) on July 31, 2018. In the
petition signed by Jonathan Patrono, president, the Debtor
disclosed $4,953,085 in assets and $5,679,837 in liabilities.
Judge Robert N. Opel II presides over the case. The Debtor tapped
CGA Law Firm as its legal counsel.
HELIX GEN: Bank Debt Trades at 6% Off
-------------------------------------
Participations in a syndicated loan under which Helix Gen Funding
LLC is a borrower traded in the secondary market at 94.40
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 1.02 percentage points from
the previous week. Helix Gen pays 425 basis points above LIBOR to
borrow under the $1.675 billion facility. The bank loan matures on
June 2, 2024. Moody's rates the loan 'Ba2' and Standard & Poor's
gave a 'BB' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
September 14.
HILLMAN GROUP: $165MM Bank Debt Trades at 2% Off
------------------------------------------------
Participations in a syndicated loan under which Hillman Group is a
borrower traded in the secondary market at 98.00
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 1.48 percentage points from
the previous week. Hillman Group pays 350 basis points above LIBOR
to borrow under the $165 million facility. The bank loan matures on
June 13, 2025. Moody's rates the loan 'B2' and Standard & Poor's
gave a 'B-' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
September 14.
HUMANIGEN INC: Issues a Series of Convertible Promissory Notes
--------------------------------------------------------------
Commencing Sept. 19, 2018, Humanigen, Inc. delivered a series of
convertible promissory notes evidencing an aggregate of $2.5
million of loans made to the Company by six different lenders,
including an affiliate of Black Horse Capital, L.P., the Company's
controlling stockholder.
The Notes bear interest at a rate of 7% per annum and will mature
on the earliest of (i) twenty-four months from the date the Notes
are signed, (ii) the occurrence of any customary event of default,
or (iii) the certain liquidation events including any dissolution
or winding up of the Company or merger or sale by the Company of
all or substantially all of its assets. The Company plans to use
the proceeds from the Notes for working capital.
The Notes are convertible into equity securities in the Company in
three different scenarios:
If the Company sells its equity securities on or before the date of
repayment of the Notes in any financing transaction that results in
gross proceeds to the Company of at least $10 million, the Notes
will be converted into either (i) such equity securities as the
noteholder would acquire if the principal and accrued but unpaid
interest thereon were invested directly in the financing on the
same terms and conditions as given to the financing investors in
the Qualified Financing, or (ii) common stock at a conversion price
equal to $0.45 per share (subject to ratable adjustment for any
stock split, stock dividend, stock combination or other
recapitalization occurring subsequent to the date of the Notes).
If the Company sells its equity securities on or before the date of
repayment of the Notes in any financing transaction that results in
gross proceeds to the Company of less than $10 million, the
noteholders may convert their remaining Notes into either (i) such
equity securities as the noteholder would acquire if the Conversion
Amount were invested directly in the financing on the same terms
and conditions as given to the financing investors in the
Non-Qualified Financing, or (ii) common stock at a conversion price
equal to $0.45 per share (subject to ratable adjustment for any
stock split, stock dividend, stock combination or other
recapitalization occurring subsequent to the date of the Notes).
The Notes may convert in the event the Company enters into or
publicly announces its intention to consummate a Liquidation Event.
Immediately prior to the completion of any such Liquidation Event,
in lieu of receiving payment in cash, noteholders may convert the
Conversion Amount into common stock at a conversion price equal to
$0.45 per share (subject to ratable adjustment for any stock split,
stock dividend, stock combination or other recapitalization
occurring subsequent to the date of the Notes).
About Humanigen
Formerly known as KaloBios Pharmaceuticals, Inc., Humanigen, Inc.
(OTCQB: HGEN), -- http://www.humanigen.com/-- is a
biopharmaceutical company pursuing cutting-edge science to develop
its proprietary monoclonal antibodies for immunotherapy and
oncology treatments. Derived from the company's Humaneered
platform, lenzilumab and ifabotuzumab are lead compounds in the
portfolio of monoclonal antibodies with first-in-class mechanisms.
Lenzilumab, which targets granulocyte-macrophage colony-stimulating
factor (GM-CSF), is in development as a potential medicine to make
chimeric antigen receptor T-cell (CAR-T) therapy safer and more
effective, as well as a potential treatment for rare hematologic
cancers such as chronic myelomonocytic leukemia (CMML) and juvenile
myelomonocytic leukemia (JMML). Ifabotuzumab, which targets Ephrin
type-A receptor 3 (EphA3), is being explored as a potential
treatment for glioblastoma multiforme (GBM) and other deadly
cancers, as well as a platform for creation of CAR-T and bispecific
antibodies. Humanigen is based in Brisbane, California.
Humanigen incurred a net loss of $21.98 million for the year ended
Dec. 31, 2017, compared to a net loss of $27.02 million for the
year ended Dec. 31, 2016. As of June 30, 2018, Humanigen had $1
million in total assets, $8.07 million in total liabilities and a
total stockholders' deficit of $7.06 million.
The report from the Company's independent accounting firm Horne
LLP, in Ridgeland, Mississippi, on the consolidated financial
statements for the year ended Dec. 31, 2017, includes an
explanatory paragraph stating that the Company has suffered
recurring losses from operations and its total liabilities exceed
its total assets. This raises substantial doubt about the
Company's ability to continue as a going concern.
IHEARTMEDIA INC: Projects $3-Bil. Equity Value Upon Emergence
-------------------------------------------------------------
iHeartMedia, Inc., et al., filed with the U.S. Bankruptcy Court for
the Southern District of Texas, Houston Division, a disclosure
statement explaining their fourth amended joint Chapter 11 plan
dated September 12, 2018. The Plan constitutes a separate Chapter
11 plan for each of the Debtors.
The amended Disclosure Statement provides that the projected equity
value of the Debtors is $3,008,000,000 upon emergence composed of
$2,947,000,000 in common stock and $60,000,000 in preferred stock.
The Debtors also included a "Summary of Value Allocation" in the
new version of the Plan.
The Debtors also amended the treatment of Class 8 - CCOH Due From
Claims. This class, with projected allowed claims totaling
$1,031,721,306, will get an estimated 14.44% recovery in cash.
Class 4: Secured Term Loan/2019 PGN Claims. Each Holder of an
Allowed Secured Term Loan/2019 PGN Claim shall receive its Pro Rata
share (calculated based on the total aggregate amount of Allowed
Claims in Class 4 that are not Intercompany Notes Claims) of: (i)
either (x) the Secured Term Loan/2019 PGN Supplemental Distribution
or (y) if the FCC Trust is utilized as described in the Plan, the
Secured Term Loan/2019 PGN Supplemental Non-Equity Distribution and
2.21 percent of the beneficial interests in the FCC Trust, (ii)
Class 4’s Pro Rata share (calculated based on the total aggregate
amount of Allowed Claims in Class 4 and Class 5A that are not
Intercompany Notes Claims) of either (x) 13.98 percent of the
Remaining Distribution or (y) if the FCC Trust is utilized as
described in the Plan, 13.98 percent of the Remaining Non-Equity
Distribution and 12.54 percent of the beneficial interests in the
FCC Trust, and (iii) Class 4’s Pro Rata share (calculated based
on the total aggregate amount of Allowed Claims in Class 4, Class
5A, and Class 5B that are not Intercompany Notes Claims) of the
Excess Cash. Pursuant to the Plan Settlement, each Secured Term
Loan/2019 PGN Claim that is an Intercompany Notes Claim will be
cancelled and there shall be no distributions made on account of
any such Secured Term Loan/2019 PGN Claim. The projected amount of
claims for Class 4 is $1,306,203,627, and the projected recovery
under the Plan is 100%.
Class 5A: Secured Non-9.0% PGN Due 2019 Claims Other Than Exchange
11.25% PGN Claims. Each Holder of an Allowed Secured Non-9.0% PGN
Due 2019 Claim other than Exchange 11.25% PGN Claims shall receive
its Pro Rata share (calculated based on the total aggregate amount
of Allowed Claims in Class 5A that are not Intercompany Notes
Claims) of (i) Class 5A’s Pro Rata share (calculated based on the
total aggregate amount of Allowed Claims in Class 4 and Class 5A
that are not Intercompany Notes Claims) of either (x) 7.42 percent
of the Remaining Distribution or (y) if the FCC Trust is utilized
as described in the Plan, 7.42 percent of the Remaining Non-Equity
Distribution and 6.66 percent of the beneficial interests in the
FCC Trust, and (ii) Class 5A’s Pro Rata share (calculated based
on the total aggregate amount of Allowed Claims in Class 4, Class
5A, and Class 5B that are not Intercompany Notes Claims) of the
Excess Cash.
Pursuant to the Plan Settlement, each Secured Non-9.0% PGN Due 2019
Claim other than Exchange 11.25% PGN Claims that is an Intercompany
Notes Claim will be cancelled and there shall be no distributions
made on account of any such Secured Non-9.0% PGN Due 2019 Claim
other than Exchange 11.25% PGN Claim. The projected amount of
claims for Class 5A is $589,213,774, and the projected recovery
under the Plan is 100%.
Class 5B: Secured Exchange 11.25% PGN Claims. Each Holder of an
Allowed Secured Exchange 11.25% PGN Claim shall receive its Pro
Rata share of (i) either (x) the Exchange 11.25% PGNs Distribution
or (y) if the FCC Trust is utilized as described in the Plan, the
Exchange 11.25% PGNs. Non-Equity Distribution and 2.07 percent of
the beneficial interests in the FCC Trust, and (ii) Class 5B’s
Pro Rata share (calculated based on the total aggregate amount of
Allowed Claims in Class 4, Class 5A, and Class 5B that are not
Intercompany Notes Claims) of the Excess Cash.
Pursuant to the Plan Settlement, each Secured Exchange 11.25% PGN
Claim that is an Intercompany Notes Claim will be cancelled and
there shall be no distributions made on account of any such Secured
Exchange 11.25% PGN Claim. The projected amount of claims for
Class 5B is $374,979,792, and the projected recovery under the Plan
is 100%.
Class 6: iHC 2021/Legacy Notes Claims. Each Holder of an Allowed
iHC 2021/Legacy Notes Claim shall receive its Pro Rata share
(calculated based on the total aggregate amount of Allowed Claims
in Class 6 that are not Intercompany Notes Claims) of: (i)
$200,000,000 aggregate principal amount of the New Debt, allocated
proportionally by principal amount among New Term Loans, New
Secured Notes, and New Unsecured Notes; and (ii) either (x) the iHC
2021/Legacy Notes Equity Distribution or (y) if the FCC Trust is
utilized as described in the Plan, 5.0 percent of the beneficial
interests in the FCC Trust.
Pursuant to the Plan Settlement, each iHC 2021/Legacy Notes Claim
that is an Intercompany Notes Claim will be cancelled without any
distribution on account of such iHC 2021/Legacy Notes Claim, and
(i) the distribution that otherwise would have been made on account
of such Intercompany Notes Claims that are 2021 Notes Claims shall
be allocated, Pro Rata, to Holders of Allowed 2021 Notes Claims
that are not Intercompany Notes Claims, and (ii) the distribution
that otherwise would have been made on account of such Intercompany
Notes Claims that are Legacy Notes Claims shall be allocated, Pro
Rata, to Holders of Allowed Legacy Notes Claims that are not
Intercompany Notes Claims. The projected amount of claims for
Class 6 is $2,953,751,499, and the projected recovery under the
Plan is 14.44%.
Class 7C: Term Loan/PGN Deficiency Claims Against the TTWN Debtors.
Pursuant to the Plan Settlement, the distributions on account of
each Term Loan/PGN Deficiency Claim in this Class shall be deemed
satisfied by the distributions provided in Class 7E, and the
distributions to other parties provided in Class 6, Class 7D, and
Class 8. The projected amount of claims for Class 7C is
$10,949,820,877, and the projected recovery under the Plan is 0%.
Class 7D: iHC Unsecured Claims. Each Holder of an Allowed iHC
Unsecured Claim shall receive payment of Cash equal to 14.44
percent of the Allowed amount of such Allowed iHC Unsecured Claim.
Pursuant to the Plan Settlement, each Term Loan/PGN Deficiency
Claim against iHC will be cancelled without any distribution on
account of such Term Loan/PGN Deficiency Claim against iHC. The
projected amount of claims for Class 7D is $13,455,022,496, and the
projected recovery under the Plan is 14.44%.
Class 7E: Guarantor Unsecured Claims (Other Than Exchange 11.25%
PGN Claims) Against Guarantor Debtors Other Than CCH and the TTWN
Debtors. Each Holder of an Allowed Guarantor Unsecured Claim,
excluding Allowed Exchange 11.25% PGN Claims, against a Guarantor
Debtor other than CCH and the TTWN Debtors shall receive its Pro
Rata share (calculated, on a Debtor-by-Debtor basis, based on the
total aggregate amount of Allowed Claims in Class 7E for such
Debtor), of (a) the percent of the Remaining Distribution set forth
in the table set forth in Article III.C of the Plan with respect to
each Guarantor Debtor other than CCH and the TTWN Debtors, or (b)
if the FCC Trust is utilized as described in the Plan, the percent
of the beneficial interests in the FCC Trust and Remaining
Non-Equity Distribution set forth in the table set forth in Article
III.C of the Plan with respect to each Guarantor Debtor other than
CCH; and the TTWN Debtors; provided that all distributions on
account of the 2021 Notes Claims in Class 7E shall be distributed
to the Holders of the Allowed Term Loan/PGN Deficiency Claims that
are not Intercompany Notes Claims to the extent required pursuant
to the 2021 Notes Indenture; provided further that the
distributions that otherwise would have been made on account of
Intercompany Notes Claims that are Term Loan/PGN Deficiency Claims
(excluding Exchange 11.25% PGN Claims) shall be allocated, Pro
Rata, to Holders of Allowed Term Loan/PGN Deficiency Claims
(excluding Exchange 11.25% PGN Claims) that are not Intercompany
Notes Claims. The projected amount of claims for Class 7E is
$13,370,542,976, and the projected recovery under the Plan is 0% -
7.80%.
Class 7F: Guarantor Unsecured Claims Against CCH. Each Holder of
an Allowed Guarantor Unsecured Claim against CCH shall receive its
Pro Rata share of 100 percent of the CCOH Interests held by the
Debtors and CC Finco, LLC and Broader Media, LLC, which are
non-Debtor affiliates of the Debtors (which is estimated to be
approximately 89.5% of all outstanding CCOH Interests); provided
that all distributions on account of the 2021 Notes Claims in Class
7F shall be distributed to the Holders of Allowed Term Loan/PGN
Deficiency Claims that are not Intercompany Notes Claims pursuant
to the 2021 Notes Indenture; provided further that the
distributions that otherwise would have been made on account of
Intercompany Notes Claims that are Term Loan/PGN Deficiency Claims
shall be allocated, Pro Rata, to Holders of Allowed Term Loan / PGN
Deficiency Claims that are not Intercompany Notes Claims. The
projected amount of claims for Class 7F is $13,454,622,496, and the
projected recovery under the Plan is 11.55%.
Class 7G: Convenience Claims. Each Holder of an Allowed
Convenience Claim shall receive an amount of Cash equal to 15
percent of its Allowed Convenience Claim. The projected amount of
claims for Class 7G is $17,908,134, and the projected recovery
under the Plan is 15.00%.
Class 9: iHeart Interests. Each Holder of an Allowed iHeart
Interest shall receive its share of either (x) the iHeart Interests
Equity Distribution or (y) if the FCC Trust is utilized as
described in the Plan, 1.0 percent of the beneficial interests in
the FCC Trust, and such distributions shall be made in accordance
with the terms of the documents providing for corporate governance
of iHeart. There is no available projected amount of claims for
Class 9 and no projected recovery under the Plan.
Class 10: Section 510(b) Claims. All Section 510(b) Claims, if
any, shall be discharged, cancelled, released, and extinguished as
of the Effective Date, and will be of no further force or effect,
and Holders of Allowed Section 510(b) Claims will not receive any
distribution on account of such Allowed Section 510(b) Claims.
There is no available projected amount of claims for Class 10 and
no projected recovery under the Plan.
A full-text copy of the Fourth Amended Disclosure Statement is
available for free at:
http://bankrupt.com/misc/deb18-31274-1445.pdf
A blacklined version of the Fourth Amended Disclosure Statement is
available for free at:
http://bankrupt.com/misc/txsb18-31274-1445-1.pdf
About iHeartMedia, Inc. and iHeartCommunications, Inc.
iHeartMedia, Inc. (PINK:IHRT), the parent company of
iHeartCommunications, Inc., is a global media and entertainment
company. Based in San Antonio, Texas, iHeartCommunications
specializes in radio, digital, outdoor, mobile, social, live
events, on-demand entertainment and information services for local
communities, and uses its unparalleled national reach to target
both nationally and locally on behalf of its advertising partners.
The Company operates 849 radio stations. The Company's outdoor
business reaches over 34 countries across five continents.
To implement a balance sheet restructuring, iHeartMedia and 38 of
its subsidiaries, including iHeartCommunications, Inc., filed
voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 18-31274) on March
14, 2018. The cases are pending before the Honorable Marvin Isgur,
and the Debtors have requested joint administration of the cases.
Clear Channel Outdoor Holdings, Inc. and its subsidiaries did not
commence Chapter 11 proceedings.
As of Sept. 30, 2017, iHeartCommunications had $12.25 billion in
total assets, $23.93 billion in total liabilities, and a total
stockholders' deficit of $11.67 billion.
The Debtors have hired Kirkland & Ellis LLP as legal counsel;
Jackson Walker L.L.P. as local bankruptcy counsel; Munger, Tolles &
Olson LLP as conflicts counsel; Moelis & Company and Perella
Weinberg Partners L.P as financial advisors; Alvarez & Marsal as
restructuring advisor; and Prime Clerk LLC as notice & claims
agent.
The 2021 Noteholder Group is represented by Gibson Dunn & Crutcher
LLP and Quinn Emanuel Urquhart & Sullivan, LLP as co-counsel; and
GLC Advisors & Co. as financial advisor. The ad hoc group of Term
Loan Lenders is represented by Arnold & Porter Kaye Scholer LLP as
counsel; and Ducera Partners as financial advisor. The Legacy
Noteholder Group is represented by White & Case LLP as counsel.
The Debtors' equity sponsors are represented by Weil, Gotshal &
Manges LLP as counsel.
The Office of the U.S. Trustee for Region 7 on March 21, 2018,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of iHeartMedia, Inc.,
and its affiliates. The Committee tapped Akin Gump Strauss Hauer &
Feld LLP as its legal counsel, FTI Consulting, Inc., as its
financial advisor, and Jefferies LLC as its investment banker.
INDUSTRIAL STRENGTH: Booth Production Buying Assets for $30K
------------------------------------------------------------
Industrial Strength, Inc., asks the U.S. Bankruptcy Court for the
Middle District of Florida to authorize the sale of personal
property and contract rights to a cash buyer to be formed affiliate
of Booth Production Group, Inc. for $30,000.
The Debtor owns personal property, including but not limited to
cash and a security deposit; office furniture, including homemade
office furniture; equipment, including all computer equipment and
communication systems equipment and software; vehicles, including
an Isuzu, a Scion, a Ford, a semi trailer, and a forklift;
intellectual property described as a design of a Holey Bracket
(Patent Pending); intangibles, including a list of domain names,
customer lists and goodwill; and accounts receivable owned by or in
the possession of the Debtor. It is also the owner of (i) a
contract to perform services for Booth Production Group, Inc., its
largest customer; and (ii) rebates due upon cancellation of its
contracts of insurance.
The Debtor, subject to the Court's approval, has agreed to sell all
of its Personal Property and the Contract Rights for a price of
$30,000 to Booth. Booth has paid an earnest money deposit of
$5,000 to the Barnett, Bolt, Kirkwood, Long & Koche P.A. Trust
Account, which will be credited to the final purchase price,
provided the Debtor obtains an order authorizing the sale in a form
acceptable to Booth. The balance, in the amount of $25,000, will
be due and payable to the Iurillo Law Group Trust account, at the
time of closing. The closing will take place within 10 days of the
order approving the sale becoming final and non-appealable.
The Assets will be sold "as is," without any representations or
warranties of any kind, except as being free and clear of any and
all claims, mortgages, pledges, liens, security interests,
interests, charges, encumbrances, setoffs, recoupments,
liabilities, debts, indebtedness, costs, damages, judgments, or
obligations of any character whatsoever, wherever and whenever
arising.
The Debtor is aware of the following liens and encumbrances: (a)
Federal Tax Lien perfected on Jan. 27, 2014 by the Internal
Revenue
Service; (b) Federal Tax Lien perfected on March 4, 2014 by the
IRS; and (c) Disputed secured claim of Gibraltar.
The lien holders have consented to the sale with a carve out for
payment of a portion of the administrative expense incurred by the
Debtor for attorneys' fees and costs up to $8,000. The remaining
Sale Proceeds will be paid to the IRS. No other creditors will be
paid from the Sale Proceeds. However, the Debtor will pay any fees
owed to the offices of the United Trustee from its cash on hand.
Gibraltar and the IRS have consented to the terms and conditions of
the Motion.
The Debtor is informed and believes that it is receiving the
highest and best value for the Assets from the proposed sale. It
has diligently sought to ascertain the market value of the Assets
and believes that in light of the current market that the offer by
Booth depicts the fair market value of the Assets. It believes
that the sale of the Assets is in the best interest of the estate
and creditors.
If a party wishes to submit a higher and better offer, then said
party will object to the Motion in writing, along with their offer,
and file it with the Court on Sept. 28, 2018. If another offer is
filed with the Court on Sept. 28, 2018, then the Court will hold a
public auction in open court on Oct. 4, 2018 at 2:00 p.m.
The Debtor asks the Court's approval of the sale proposed to reduce
its prepetition and post-petition indebtedness and to thereby
facilitate the consensual structured dismissal of the case.
About Industrial Strength
Industrial Strength, Inc., is a company focused on full-service
audio, video, lighting and custom staging design elements in
support of the live events industry. It also offers wholesale
equipment rentals for the production and audio-visual industry,
along with a small number of specialized products for within the
industry. Its principal place of business is located in Pinellas
County, Florida.
Industrial Strength sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-03704) on May 3,
2018. In the petition signed by Fredrick D. Hadden, president, the
Debtor estimated assets of less than $500,000 and liabilities of
less than $1 million. The Debtor tapped Iurillo Law Group, P.A.,
as its legal counsel.
IQOR US: Bank Debt Trades at 18% Off
------------------------------------
Participations in a syndicated loan under which iQor US
Incorporated is a borrower traded in the secondary market at 81.75
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 7.80 percentage points from
the previous week. iQor US pays 875 basis points above LIBOR to
borrow under the $170 million facility. The bank loan matures on
February 20, 2022. Moody's rates the loan 'Caa3' and Standard &
Poor's gave a 'CC' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, September 14.
ISOLUX CORSAN: Trustee Taps CKR Law as Special Counsel
------------------------------------------------------
William Henrich, trustee for Isolux Corsan, L.L.C. Liquidating
Trust, seeks approval from the U.S. Bankruptcy Court for the
Western District of Texas to hire CKR Law LLP as special counsel.
The firm will assist the trustee in prosecuting certain preference
actions. Edward Schnitzer, Esq., a member of CKR Law, will act as
lead counsel.
CKR will be paid a contingency fee on the amount recovered. The
fee will be based on the stage of the matter at the time of the
recovery:
(1) 25% for all recoveries prior to the filing of an adversary
proceeding against the defendant;
(2) 30% for all recoveries after the filing of an adversary
proceeding against the defendant but prior to obtaining a judgment;
and
(3) 33% for all recoveries obtained after a judgment is obtained
against the defendant.
Edward Schnitzer, Esq., at CKR, disclosed in a court filing that
his firm is "disinterested" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Edward L. Schnitzer, Esq.
CKR Law LLP
1330 Avenue of the Americas
New York, NY 10019
Telephone: (212) 259-7300
Facsimile: (212) 259-8200
Email: eschnitzer@ckrlaw.com
About Isolux Corsan
Based in Austin, Texas, Isolux Corsan, L.L.C. --
http://www.isoluxcorsan.com/-- is a global company in the
concessions, energy, construction and industrial services industry,
with a track record spanning over 80 years of professional
activity. It operates in more than 35 countries on four
continents. Isolux Corsan operates in the engineering and
construction business of large-scale road, rail, hydraulic and
energy infrastructures. Isolux Corsan, is the outcome of the
take-over of Corsan-Corviam by Isolux Wat in 2004. Its parent
company Grupo Isolux Corsan, S.A., sought bankruptcy protection on
July 29, 2016 (Bankr. S.D.N.Y. Case No. 16-12202).
Isolux Corsan sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Tex. Case No. 17-52777) on Dec. 4, 2017. In the
petition signed by Jose Antonio Alvarez Dodero, CEO and sole
manager, the Debtor estimated assets of $1 million to $10 million
and liabilities of $10 million to $50 million. Judge Ronald B.
King presides over the case. Langley & Banack, Incorporated,
serves as counsel to the Debtor.
On June 8, 2018, the court confirmed the Debtor's Chapter 11 plan
of reorganization. The plan became effective on July 8, 2018. A
trust was created to effectuate and facilitate the implementation
the plan. William Henrich was appointed to administer the trust.
JAZPAL, LLC: Seeks Access to Cash Collateral
--------------------------------------------
To prevent the foreclosure sale of its property, Jazpal, LLC, filed
a single asset real estate case in the U.S. Bankruptcy Court for
the District of Maryland. It now seeks approval to use cash
collateral.
The periodic lease payments it receives from its single property
are the company's sole source of income. Jazpal needs this fund in
order to continue its operations, for its plan for reorganization,
and for payment of its loan obligations. However, this fund is
categorized as 'cash collateral' secured for its senior secured
lender, Branch Banking & Trust Company (BBT). Pursuant to the
Bankruptcy Code, cash collateral cannot be used by the
debtor-in-possession without authority from the Court.
Jazpal is aware that BBT may suffer diminution in value of its
collateral as the debtor-company continues to operate and as it
pays for interest loan and tax payments and insurance obligation.
Thus, in exchange for the use of cash collateral, Jazpal will make
principal and interest payments to BBT in the amount of $21,938 at
the current interest rate of 7.75% starting Oct. 1, 2018 until full
payment of secured claim or confirmation of reorganization,
whichever comes first, with provisions in case of default. It also
obliges itself to file and submit a plan of reorganization on or
before December 31, 2018.
A full-text copy of the Motion is available at:
http://bankrupt.com/misc/mdb18-21681_15_Jazpal_Cash_M.pdf
About Jazpal LLC
Jazpal, LLC, a single asset real estate, owns a commercial real
property in Harford County Maryland known as 1827 Mountain Road,
Joppa MD. The property consists of several lots and two leasehold
interests.
Jazpal, LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Md. Case No. 18-21681) on Sept. 4, 2018. At the
time of the filing, the Debtor estimated assets and debt of $1
million to $10 million. Judge David E. Rice presides over the
case. The LAW OFFICES OF DAVID W. COHEN is the Debtor's counsel.
JC PENNEY: Bank Debt Trades at 8% Off
-------------------------------------
Participations in a syndicated loan under which JC Penney
Corporation is a borrower traded in the secondary market at 92.20
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 0.73 percentage points from
the previous week. JC Penney pays 425 basis points above LIBOR to
borrow under the $1.688 billion facility. The bank loan matures on
June 23, 2023. Moody's rates the loan 'B1' and Standard & Poor's
gave a 'B' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
September 14.
JEFFERY WYATT: Calero Buying Unit A of Saratoga Property for $500K
------------------------------------------------------------------
Jeffery Layne Wyatt asks the U.S. Bankruptcy Court for the Northern
District of California to authorize the sale of the commercial unit
located at 14598 Big Basin Way, Unit A, Saratoga, California,
Assessor Parcel Number 517-08-068, to Calero Partners, LLC for
$500,000.
A hearing on the Motion is set for Oct. 18, 2018 at 10:30 a.m.
The Debtor declares that he maintains an ownership interest in four
separate parcels of real property. These parcels are: (1) the Unit
A; (2) 14598 Big Basin Way, Unit B, Saratoga, CA 95070, Assessor
Parcel Number 517-08-070 ("Unit B"); (3) 14598 Big Basin Way, Unit
C, Saratoga, CA 95070, Assessor Parcel Number 517-08-069 ("Unit
C"); and (4) 2196 White Sands Drive, South Lake Tahoe, CA 96150,
Assessor Parcel Number 022-401-09-100 ("Lake Tahoe").
Unit A and Unit B are commercial properties in downtown Saratoga,
California. These two commercial properties are located below Unit
C, which is a residential unit. Unit A is a 543 square foot space
whose current tenant is Lexington Winery.
The Debtor filed the bankruptcy in order to retain Unit A and Unit
B in that the first lienholder on the units had a pending trustee
sale prior to the bankruptcy filing. Prior to his bankruptcy
filing, he had also incurred significant federal tax debt based on
his failure to pay the full amount of taxes for several years.
On Dec. 1, 2017, the Debtor filed filed his Proposed Combined Plan
of Reorganization and Disclosure Statement where he proposed to
retain all of his real property assets, with a plan to pay off
creditors over time. On Jan. 8, 2018, he filed a First Amended
Combined Plan of Reorganization and Disclosure Statement where he
proposed that he would sell Unit A and Unit B in order to pay off
all secured creditors.
On Feb. 13, 2018, he filed a Second Amended Combined Plan of
Reorganization and Disclosure Statement where proposed again
selling Unit A and Unit B to pay off the secured claims of
creditors.
On Feb. 20, 2018, he filed a Third Amended Combined Plan of
Reorganization and Disclosure Statement to correct minor errors in
the Second Amended Plan.
On June 2, 2018, the Debtor filed his Fourth Amended Combined Plan
or Reorganization and Disclosure Statement where he proposed to
sell not only Unit A and Unit B, but also Unit C. At the time he
filed the Fourth Amended Plan, he believed that Unit A and Unit B
would sell for $650,000 each.
Since filing the Fourth Amended Plan, he has marketed the Unit A,
Unit B, and Unit C through both commercial avenues, as well as
residential marketing. Specifically, on Feb. 14, 2018, the Court
issued an Order Approving Application to Employ Real Estate Broker
where the Court allowed Prime Commercial, Inc. to market and finds
a buyer for Unit A and Unit B.
After filing the Fourth Amended Plan, the Debtor's wife began to
market the commercial units, along with Unit C. He received one
offer from another potential buyer. On March 28, 2018, Mr. Ferrari
listed the commercial units on Loopnet for $550,000 for each unit.
Then, on Aug. 9, 2018, in an attempt to obtain backup offers, the
properties were then listed again at a reduced price for $500,000.
Eventually, after many months of marketing and attempting to sell
all the properties, the Debtor received offers on Unit A and Unit
B. He was the individual that found the buyer in the case. He has
agreed not to take a commission for the sale of the properties.
Additionally, Mr. Ferrari has agreed to take a total fee of $20,000
for the sale of both Unit A and Unit B.
On Aug. 1, 2018, the Debtor received an offer from Calero to
purchase Unit A and Unit B. The terms for each offer are
identical.
The key terms of the offer include: (i) Total sales price for each
unit - $500,000 (Total of $1,000,000 for both units); (ii) $10,000
initial deposit for each unit, with an additional deposit of $5,000
within 45 days of acceptance; and (iii) loan amount of $325,000 for
each unit.
The secured claims against Unit A include: (1) County of Santa
Clara (Property Taxes) - $20,701; (ii) Cal Enterprises, Inc. (Loan
Against Property) – $146,776; and (iii) Internal Revenue Service
(Income Tax Lien) - $505,638.
The claim of Cal Enterprises, Inc. is disputed in that Patrick
Calhoun, beneficiary of the claim is acting as the attorney and
charging attorney's fees for his services. The Debtor's attorney
has had discussions with Mr. Calhoun as to the true value of his
claim on Unit A. The tax lien of the IRS is an encumbrance on all
of the Debtor's real property assets. However, because the Debtor
is selling both Unit A and Unit B at the same time, he can pay off
the entire claim of the IRS through the sales of both properties.
A copy of the Offer attached to the Motion is available for free
at:
http://bankrupt.com/misc/Jeffery_Wyatt_95_Sales.pdf
Based on the foregoing, the Debtor estimates the following sale
proceeds to result from the sale of Unit A:
Sales Price $500,000
Less Title and Closing Costs $5,000 (estimate at 1%)
Less Broker Commission $10,000 (Mr. Ferrari has
agreed to this fee instead of the 2.5% available to him)
Less Property Taxes $20,701
Less Cal Enterprises Lien $146,776
Less IRS Tax Lien $252,819
Subtotal of Expenses $435,296
--------
Net after Sale to the Debtor $64,704
Counsel for the Debtor:
David S. Henshaw, Esq.
HENSHAW LAW OFFICE
1871 The Alameda
Suite 333
San Jose, CA 95126
Telephone: (408) 533-1075
Facismile: (408) 583-4016
Jeffery Layne Wyatt sought Chapter 11 protection (Bankr. N.D. Cal.
Case No. 17-52022 MEH) on Aug. 22, 2017. On Feb. 14, 2018, the
Court appointed Prime Commercial, Inc. as broker.
JEFFERY WYATT: Calero Buying Unit B of Saratoga Property for $500K
------------------------------------------------------------------
Jeffery Layne Wyatt asks the U.S. Bankruptcy Court for the Northern
District of California to authorize the sale of the commercial unit
located at 14598 Big Basin Way, Unit B, Saratoga, CA 95070,
Assessor Parcel Number 517-08-070, to Calero Partners, LLC for
$500,000.
A hearing on the Motion is set for Oct. 18, 2018 at 10:30 a.m.
The Debtor declares that he maintains an ownership interest in four
separate parcels of real property. These parcels are: (1) 14598
Big Basin Way, Unit A, Saratoga, California, Assessor Parcel Number
517-08-068 ("Unit A"); (2) the Unit B; (3) 14598 Big Basin Way,
Unit C, Saratoga, CA 95070, Assessor Parcel Number 517-08-069
("Unit C"); and (4) 2196 White Sands Drive, South Lake Tahoe, CA
96150, Assessor Parcel Number 022-401-09-100 ("Lake Tahoe").
Unit A and Unit B are commercial properties in downtown Saratoga,
California. These two commercial properties are located below Unit
C, which is a residential unit. Unit B is a 475 square foot space
whose current tenant is Lexington Winery.
The Debtor filed the bankruptcy in order to retain Unit A and Unit
B in that the first lienholder on the units had a pending trustee
sale prior to the bankruptcy filing. Prior to his bankruptcy
filing, he had also incurred significant federal tax debt based on
his failure to pay the full amount of taxes for several years.
On Dec. 1, 2017, the Debtor filed his Proposed Combined Plan of
Reorganization and Disclosure Statement where he proposed to retain
all of his real property assets, with a plan to pay off creditors
over time. On Jan. 8, 2018, he filed a First Amended Combined
Plan of Reorganization and Disclosure Statement where he proposed
that he would sell Unit A and Unit B in order to pay off all
secured creditors.
On Feb. 13, 2018, he filed a Second Amended Combined Plan of
Reorganization and Disclosure Statement where proposed again
selling Unit A and Unit B to pay off the secured claims of
creditors.
On Feb. 20, 2018, he filed a Third Amended Combined Plan of
Reorganization and Disclosure Statement to correct minor errors in
the Second Amended Plan.
On June 2, 2018, the Debtor filed his Fourth Amended Combined Plan
or Reorganization and Disclosure Statement where he proposed to
sell not only Unit A and Unit B, but also Unit C. At the time he
filed the Fourth Amended Plan, he believed that Unit A and Unit B
would sell for $650,000 each.
Since filing the Fourth Amended Plan, he has marketed the Unit A,
Unit B, and Unit C through both commercial avenues, as well as
residential marketing. Specifically, on Feb. 14, 2018, the Court
issued an Order Approving Application to Employ Real Estate Broker
where the Court allowed Prime Commercial, Inc. to market and finds
a buyer for Unit A and Unit B.
After filing the Fourth Amended Plan, the Debtor's wife began to
market the commercial units, along with Unit C. He received one
offer from another potential buyer. On March 28, 2018, Mr. Ferrari
listed the commercial units on Loopnet for $550,000 for each unit.
Then, on Aug. 9, 2018, in an attempt to obtain backup offers, the
properties were then listed again at a reduced price for $500,000.
Eventually, after many months of marketing and attempting to sell
all the properties, the Debtor received offers on Unit A and Unit
B. He was the individual that found the buyer in the case. He has
agreed not to take a commission for the sale of the properties.
Additionally, Mr. Ferrari has agreed to take a total fee of $20,000
for the sale of both Unit A and Unit B.
On Aug. 1, 2018, the Debtor received an offer from Calero to
purchase Unit A and Unit B. The terms for each offer are
identical.
The key terms of the offer include: (i) Total sales price for each
unit - $500,000 (Total of $1 million for both units); (ii) $10,000
initial deposit for each unit, with an additional deposit of $5,000
within 45 days of acceptance; and (iii) loan amount of $325,000 for
each unit.
The secured claims against Unit A include: (1) County of Santa
Clara (Property Taxes) - $$20,689; (ii) Cal Enterprises, Inc. (Loan
Against Property) – $153,195; and (iii) Internal Revenue Service
(Income Tax Lien) - $505,638.
The claim of Cal Enterprises, Inc. is disputed in that Patrick
Calhoun, beneficiary of the claim is acting as the attorney and
charging attorney's fees for his services. The Debtor's attorney
has had discussions with Mr. Calhoun as to the true value of his
claim on Unit B. The tax lien of the IRS is an encumbrance on all
of the Debtor's real property assets. However, because the Debtor
is selling both Unit A and Unit B at the same time, he can pay off
the entire claim of the IRS through the sales of both properties.
A copy of the Offer attached to the Motion is available for free
at:
http://bankrupt.com/misc/Jeffery_Wyatt_97_Sales.pdf
Based on the foregoing, the Debtor estimates the following sale
proceeds to result from the sale of Unit A:
Sales Price $500,000
Less Title and Closing Costs $5,000 (estimate at 1%)
Less Broker Commission $10,000 (Mr. Ferrari has
agreed to this fee instead of the 2.5% available to him)
Less Property Taxes $20,689
Less Cal Enterprises Lien $153,195
Less IRS Tax Lien $252,819
Subtotal of Expenses $435,296
--------
Net after Sale to the Debtor $58,300
Jeffery Layne Wyatt sought Chapter 11 protection (Bankr. N.D. Cal.
Case No. 17-52022 MEH) on Aug. 22, 2017. On Feb. 14, 2018, the
Court appointed Prime Commercial, Inc., as broker.
JEFFREY BERGER: Tavernini Buying Wibaux/Prairie Properties for $16M
-------------------------------------------------------------------
Jeffrey W. Berger and Tami M. Berger ask the U.S. Bankruptcy Court
for the District of Montana to authorize the sale of real property
located in Wibaux and Prairie Counties, Montana, including land,
cattle, crops, and equipment, to Robert Tavernini or assigns for
$16.25 million.
The Debtors have executed a Buy/Sell Agreement with the Buyer for
the sale of the Property, which is a portion of what is known as
the Lost in Time Ranch.
The lien holders on the Property are (i) past due property taxes
totaling $63,355 due to the Wibaux County, Montana Treasurer; and
(ii) Bank of Colorado, whose secured claim is currently scheduled
at $24,648,274 pursuant to its proof of claim on file with the
Bankruptcy Court IPOC # 4-4. The Bank's claim does not reflect
payments made to the Bank resulting from two sales previously
approved by the Court and closed by the Debtors which resulted in
payments to the Bank of Colorado in the total amount of
approximately $6,578,150, or the pending Sixth Motion to Sell which
is anticipated to result in a payment to the Bank in the amount of
$2,331,421.
The Debtors entered into a listing contract with Bill Bahny with
Bahny and Associates. Bahny has agreed to accept a commission of
$250,000 from this sale.
It is in the best interest of the creditors of the case that the
Court approves the sale as described. The Property being sold is
not necessary for the Debtors' ongoing business operations.
The Debtors project the proceeds of sale to be paid as follows:
Gross sales proceeds: $16,250,000
Less estimated commissions: -$250,000
Less past due property
taxes to Wibaux County: -$63,545
Less accrued but not due and
prorated property taxes (est.): -$41,552
Less Estimated closing costs (est.): -$20,000
-----------
Net sale proceeds: $15,874,903
The Debtors contend that after sale, the Bank of Colorado will
continue to have perfected liens on real estate and personal
property collateral valued in excess of $13 million. The estimated
net sales proceeds to be paid the Bank of Colorado based upon the
pro-ration is $15,874,903. The pro-ration is based on estimated
costs of closing and property taxes; in the event these estimates
are not correct, the sales proceeds paid at closing to the Bank of
Colorado under the above allocation will not be less than $15.85
million without further order of the Court.
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/JEFFREY_BERGER_362_Sales.pdf
The Creditor:
BANK OF COLORADO
3459 W 20th St.
Greeley, CO 80634-6509
Jeffrey W. Berger and Tami M. Berger sought Chapter 11 protection
(Bankr. D. Mont. Case No. 18-60032) on Jan. 16, 2018. The Debtors
tapped PATTEN, PETERMAN, BEKKEDAHL & GREEN P.L.L.C., as counsel.
Bill Bahny with Bahny and Associates and Erik Peterson with Proven
Realty, LLC, serve as brokers.
JOBS FOR BABCOCK: Disclosure Statement Hearing Set for Nov. 7
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of New York is
set to hold a hearing on Nov. 7 to consider approval of the
disclosure statements filed by Jobs for Babcock I, LLC and Jobs for
Babcock II, LLC in support of their proposed Chapter 11 plans.
The hearing will take place at 11:00 a.m., at the Robert H. Jackson
U.S. Courthouse. Objections to the disclosure statements are due
by Nov. 2.
About Jobs for Babcock
Jobs for Babcock I, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D.N.Y. Case No. 17-12293) on October 23,
2017. On October 24, 2017, Jobs for Babcock II, LLC filed a
Chapter 11 petition (Bankr. W.D.N.Y. Case No. 17-12296). Jennifer
O'Neill, its president, signed the petitions.
At the time of the filing, the Debtors disclosed that they had
estimated assets of less than $500,000 and liabilities of less than
$100,000.
The Debtors tapped James Joyce, Esq., as their legal counsel.
KENOY KENNEDY: Collier Buying Terrell Property for $156K
--------------------------------------------------------
Kenoy Wayne Kennedy and Charressa Brooke Kennedy ask the U.S.
Bankruptcy Court for the Northern District of Texas to authorize
their sale of the real property located at 152 Hamilton Drive,
Terrell, Texas to Renita Collier for $156,000.
Objections, if any, must be filed within 21 days from the date of
Notice service.
The Debtors own 12 rental properties. They intend to rearrange
their affairs and continue to operate in order to pay their ongoing
expenses, generate additional income and to propose a plan in the
case.
The Debtors propose to sell the real property to the Buyer for
$156,000. The parties have entered into their One to Four Family
Residential Contract. The sale will be free and clear of all
liens, claims and encumbrances, and such liens, claims and
encumbrances will attach to the sale proceeds.
The property is encumbered by a lien claimed by First Guaranty
Bank, which lien will attach to the proceeds of the sale of the
Property and will be paid at closing. It is also encumbered with
liens of the local taxing authorities in Kaufman County, Texas.
Such liens will attach to the proceeds of the sale of the property
and will be paid in full at closing except for the 2018 real estate
tax lien which will remain attached to the property.
All reasonable and necessary closing costs will be paid out of the
proceeds of the sale of the property. Any excess sale proceeds will
be held by the Debtors in their DIP bank account pending an order
of distribution approved by the Court.
The Debtors ask that the 14-day period following the entry of an
Order allowing the sale be waived.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/Kenoy_Kennedy_72_Sales.pdf
The Buyer:
Renita Collier
E-mail: renita.collier@yahoo.com
Counsel for the Debtors:
Joyce W. Lindauer
Sarah Cox
Jeffery M. Veteto
JOYCE W. LINDAUER ATTORNEY, PLLC
E-mail: joyce@joycelindauer.com
12720 Hillcrest Road, Suite 625
Dallas, TX 75230
Telephone: (972) 503-4033
Facsimile: (972) 503-4034
Kenoy Wayne Kennedy and Charressa Brooke Kennedy sought Chapter 11
protection (Bankr. N.D. Tex. Case No. 18-31549) on May 1, 2018.
The Debtors tapped Joyce W. Lindauer, Esq., at Joyce W. Lindauer
Attorney, PLLC as counsel.
LOUIS TELERICO: Novotny Buying Glengarry 130-A for $75K
-------------------------------------------------------
Louis Anthony Telerico asks the U.S. Bankruptcy Court for the
Northern District of Ohio to authorize the sale of a vacant lot at
Lot 130-A Glengarry Drive, Aurora, Ohio and identified by permanent
parcel number 03-016-00-00-173-001 ("Glengarry 130-A") to David
Novotny for $75,000.
The Debtor is the Trustee of the Louis A. Telerico 2010 Amended and
Restated Revocable Trust Indenture dated Feb. 1, 2010. The Trust
amended and restated the Debtor;s 2007 Amended and Restated
Revocable Trust dated April 30, 2007, which itself amended and
restated the Debtor's Elaine J. Telerico Revocable Trust dated Nov.
4, 1992. Under the 2010 Trust indenture all property of the prior
trusts became property of the Trust.
Among the assets titled in the Trust is a house and approximately 2
acres of land at 545 Bristol Dr., Aurora Ohio, identified by
permanent parcel number 03-016-00-00-173-003, and used by the
Debtor as his residence ("Home"); and three adjacent parcels of
land one at 132 Bristol Drive, Aurora Ohio identified by permanent
parcel number 03-016-00-00-177-000; and Lot 130-A, 130-R, and 133
Glengarry Drive, Aurora, Ohio 44202 andidentified by permanent
parcel numbers 03-016-00-00-173-001 and 03-016-00-00-173-002
("Glengarry Parcels").
The Home has an appraised value of $4 million and the Parcels have
an appraised value collectively of $473,000.
Brad Cromes, Treasurer for Portage County Ohio has a real estate
tax lien against the home in the amount of $424,793 that is a first
priority lien against the Home, a real estate tax lien against the
Glengarry Parcels in the amount of $10,911 and $13,065 that is a
first priority lien against them, and a real estate tax lien
against the Bristol Parcel in the amount of $4,052 that is a first
priority lien against it.
On July 25, 2001 the Debtor executed a promissory note payable to
Bank of America NA in the principal amount of $3 million. To
secure
repayment of the Note on or about the same date the Trust as
mortgagor gave to BOA a mortgage interest in the House that is a
second priority lien against it.
On March 31, 2017 BOA filed proof of claim no. 11 in the Debtor's
bankruptcy case asserting that $3,732,925 was owed on the BOA
Note.
On Dec. 4, 2009 the Debtor executed a promissory note payable to
Stifel in the principal amount of up to $400,000. To secure
repayment of the Note on the same date the Trust as mortgagor gave
to Stifel a deed of trust granting it a mortgage interest in the
Real Estate that is a second priority lien against the Parcels
although a third priority mortgage against the House.
On June 14, 2017, Stifel filed two proofs of claim: (i) a secured
claim in the amount of $430,415 for amounts outstanding on the
Stifel Note; secured and perfected by a deed of trust on the Real
Estate, as more fully described in proof of claim number 20 and
related exhibits; and (ii) an unsecured claim in the amount of
$125,157 for amounts outstanding on a promissory note and related
advanced tax payments as more fully described in proof of claim
number 21 and related exhibits.
On Aug. 23, 2011, BOA filed a foreclosure proceeding against the
Debtor in the Portage County Court of Common Pleas styled Bank of
America Nat'l Banking Assoc. v. Louis A. Telerico, et al., Case No.
2011-CV-1105 asking to foreclose on the BOA Mortgage against the
Home.
The Debtor believes that the Stifel Note and Mortgage were in fact
transactions to disguise an advance of commissions to the Debtor
that he would earn as a broker for Stifel. In 2013 the Debtor
commenced an arbitration proceeding against Stifel and others with
the Financial Industry regulatory Authority ("FINRA") alleging
fraud and breach of contract among other things, and asserting that
his claims exceeded the amount due on the Stifel Note. That
Arbitration was stayed by the filing of this bankruptcy case. In
2013 Stifel filed a motion for summary judgment in the Foreclosure
Action on the Stifel Note which was granted on March 4, 2015.
On Jan. 25, 2018 the Debtor file an adversary proceeding Louis A.
Telerico, Debtor-in-Possession v. Portage County Treasurer et al.
Adv. No. 18-5008 to determine the extent, validity and priority of
various liens and interests in the Real Estate, and in particular
alleged that with regard to the Stifel Note and Mortgage his claims
exceeded the amount due on the Stifel Note.
On Feb. 26, 2018, Stifel filed a motion to dismiss the Adversary as
to it based in part on the judgment it obtained in the Foreclosure
Action. The Debtor opposed Stifel's motion on March 15, 2018 and it
remains pending with the Court. On, June 12, 2018 the Debtor filed
his Plan of Reorganization Version 1.3 of the Debtor. On Aug. 2,
2018 Stifel submitted a ballot rejecting the Plan.
In a separate Motion of Louis A. Telerico Debtor and Debtor in
Possession for Authority to Compromise Controversies with Stifel,
Nicolas & Company, Inc., the Debtor requests that the Court approve
as a compromise with Stifel for $125,000. The proposed compromise
will be paid from the net proceeds of sale of the Parcels, one of
which is the Property.
The Stifel liens will be released against (i) the Home upon
approval of the proposed compromise and Stifel's receipt of 50% of
the settlement payment; and (ii) the Parcels upon approval of the
proposed compromise and Stifel's receipt of 100% of the settlement
payment. In addition the Debtor and the estate will release Stifel
from any and all claims, including but not limited to those raised
in the Arbitration, and Stifel will be dismissed from the Adversary
with prejudice pursuant to an agreed upon judgment in the form
attached to the settlement agreement.
In return, Stifel will release the estate from any other claim
other than the $125,000, the Stifel Mortgage will be avoided in its
entirety against the Home (upon receipt of 50% of the settlement
payment), and the Stifel Mortgage in excess of $125,000 against the
Parcels will be avoided and preserved for the benefit of the estate
upon Stifel's receipt of 100% of the settlement payment.
The Plan will be modified to reflect these agreements and Stifel
will vote to accept the modified plan.
The Debtor proposes to sell the Glengarry 130-A. The Debtor
proposes to sell Glengarry 130-A for $75,000 on the terms and
conditions set forth in the offer to purchase from the Buyer.
Title to Glengarry 130-A is in the name of the Trust. The Debtor
is both the trustee and settlor of the Trust which is revocable at
the Debtor's discretion. The only interest superior to the Stifel
Mortgage in Glengarry 130-A are the lien for real estate taxes.
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/Louis_Telerico_148_Sales.pdf
The Portage County Auditor's fair market appraisal for Glengarry
130-A is $105,300, but that value is over 5 years old and land
values have dropped in the area since 2012. The Debtor had the
Parcels appraised and the value of the Glengarry Parcels was
collectively $268,000, and while the Glengarry Parcels are not
separately valued in that appraisal this is the smaller and less
desirable of the Glengarry Parcels and the Debtor believes that the
proposed sales price is therefore fair and reasonable for Glengarry
130-A. There are numerous holders of an interest in Glengarry
130-A, but all such holders of any interest consent to the sale
free of their interest. Many of the interests in Glengarry 130-A
are in bona fide dispute.
As the remaining interests are junior in priority to the Stifel
Mortgage, the holder of any interest in Glengarry 130-A may be
compelled in a legal or equitable proceeding to accept a money
satisfaction of such interest. In order to provide adequate
protection of any interest in Glengarry 130-A, the real estate
taxes through the date of closing will be paid to Portage County
Treasurer. There is also due a real estate broker commission of 7%
and the usual and customary closing costs and prorations.
After payment of these amounts the remaining amount will be paid to
Stifel. All other interests in Glengarry 130-A will be determined
by a later order of the Court, in accordance with the respective
rights and priorities of the holders of any interest in Glengarry
130-A, as such right appears and is entitled to be enforced against
Glengarry 130-A, the Estate or the Debtor under the Bankruptcy Code
or applicable non-bankruptcy law. Therefore Glengarry 130-A may be
sold free of any interest of any other entity.
The Purchaser:
David Novotny
6777 Dana Ave.
Hudson, OH 44236
E-mail: dnovotn2@kent.edu
Louis Anthony Telerico sought Chapter 11 protection (Bankr. N.D.
Ohio Case No. 17-50236) on Feb. 5, 2017. The Debtor tapped
Frederic P. Schwieg, Esq., as cousel.
MHT 1220: Ekmekcic Buying Spring Property for $580K
---------------------------------------------------
MHT 1220, LLC asks the U.S. Bankruptcy Court for the Southern
District of Texas to authorize the sale of the property and
improvements at 27321 S. Lazy Meadow Lane, Spring, Texas to Smajo
Ekmekcic for $580,000.
Objections, if any, must be filed within 21 days from the date of
service.
The Debtor owns and is in the process of improving real estate with
single family homes. It currently owns four separate tracts of
land, with each tract improved to different stages of completion.
The Debtor is proposing to the Property. It is aware of the
following liens on the Property: (i) Kolonder Realty, LLC – First
Lien of approximately $497,000; (ii) Innovative Structural
Consultants - M&M Lien of approximately $4,100; (iii) Builders
First Source – M&M Lien of approximately $21,581; and (iv) BMC
Building Materials – M&M Lien of approximately $27,835.
The Buyer hired the Debtor to construct a single family home on the
Property prepetition, and would now like to purchase the Property
as is, for a price of $580,000. The contract also provides
additional costs for completion of the home, however the Debtor
will not be involved in any further construction on the Property.
The Debtor believes that the offer is reasonable, at or near the
market price for improved real property in the area, and is asking
permission to sell the Property free and clear of all claims and
interests.
The Debtor asks emergency consideration of the Motion. The
Purchaser and the Debtor ask an immediate closing date, with the
closing deadline having already past as stated in the contract.
A copy of the Purchase Agreement attached to the Motion is
available for free at:
http://bankrupt.com/misc/MHT_1202_36_Sales.pdf
Finally, the Debtor asks that the stay otherwise imposed by Fed. R.
Bankr. R. P. 6004(g) be waived so that the sale may proceed and
close immediately.
Counsel for the Debtor:
Johnie Patterson, Esq.
WALKER & PATTERSON, P.C.
P.O. Box 61301
Houston, TX 77208-1301
Telephone: (713) 956-5577
Facsimile: (713) 956-5570
MHT 1220, LLC sought Chapter 11 protection (S.D. Tex. Case No.
18-34019) on July 20, 2018.
MICHAEL ENMON: KRPR Buying Waller Property for $2.4 Million
-----------------------------------------------------------
Michael Paul Enmon asks the U.S. Bankruptcy Court for the Southern
District of Texas to authorize the sale of all his real and
personal property, save and except the mineral interests disclosed
on his Schedules located in Shelby County, Texas, commonly referred
to as 23230 Kickapoo Road, Waller, Texas, to KRPR, LLC for $2.35
million.
Objections, if any, must be filed within 21 days from the date of
service.
The Debtor has filed a Plan and Disclosure Statement, with
confirmation set for Sept. 11, 2018. Pursuant to the proposed
Plan, he proposes to sell substantially all of his real and
personal property to fund his Plan.
The Debtor asks approval for the sale of all the property. The
real property to be sold is improved real property (approx. 39
acres). The personal property to be sold includes all personal
property included in the Debtor's estate, including all personal
property listed in his Schedules.
The Debtor's proposed Plan provides for the sale to KRPR free and
clear of all claims, liens, interests and encumbrances. Any and
all valid liens will be treated as provided in the Debtor's Chapter
11 Plan.
The Debtor asks emergency consideration of the Motion. The sale
and purchase is contemplated to be in conjunction with the proposed
plan and confirmation of that Plan.
Finally, he asks that the stay otherwise imposed by Fed. R. Bankr.
P. 6004(g) be waived so that the sale may proceed and close
immediately.
Counsel for Debtor:
Johnie Patterson, Esq.
WALKER & PATTERSON, P.C.
P.O. Box 61301
Houston, TX 77208-1301
Telephone: (713) 956-5577
Facsimile: (713) 956-5570
Michael Paul Enmon sought Chapter 11 protection (Bankr. S.D. Tex.
Case No. 18-30112) on Jan. 10, 2018. The Debtor tapped Miriam
Goott, Esq., at Walker & Patterson, P.C. as counsel.
MOHDSAMEER ALJANEDI: Unsecureds to Get 5%-10% Under Revised Plan
----------------------------------------------------------------
Mohdsameer Aljanedi Dental Corp. has filed a revised disclosure
statement after the Court, in an order issued on July 26, denied
the Debtor's previously filed disclosure statement and sustained
the objection of the Office of the U.S. Trustee.
Under the revised Disclosure Statement, Class 4(a) General
Unsecured Claims are impaired. The allowed claim amount of the
Class total $413,331. The Class will be paid $691 monthly beginning
on the effective date of the Plan and ending 60 months after at 0%.
The total payout is 10% of the total allowed claim amount. The
claims in Class 4(a) include the originally filed secured claims of
Business Backer, LLC and 1 West Capital, LLC.
Under the Plan, Debtor values the collateral, as evidenced in the
UCC Financing Statement filed on 5/17/16 and included in Business
Backer's proof of claim (Claim 5, as amended) at $0. Because the
Class 2E claimant (Community West Bank) has a senior lien for an
amount exceeding the value of the property, the class 2B claimant's
claim will be entirely unsecured with an unsecured claim in the
amount of $91,562.42. Thus, Business Backer's claim will be placed
entirely in the general unsecured class in Class 4(a).
The Debtor values the collateral listed in 1 West Capital, LLC's
(Claim 8, as amended) at $0. Because the Class 2E claimant
(Community West Bank) has a senior lien for an amount exceeding the
value of the property, the class 2C claimant's claim will be
entirely unsecured with an unsecured claim in the amount of
$171,003.25. Thus, 1 West Capital, LLC's claim will be placed
entirely in the general unsecured class in Class 4(a).
National Funding, Inc.'s claim is classified in Class 4(c) as an
unsecured claim in the amount of $145,069.79 and will be paid $121
per month for 60 months at 0% interest, with a total payout of 5%.
World Global Financing Inc.'s claim is classified in Class 4(d) as
an unsecured claim in the amount of $171,003.25 and will be paid
$45 per month for 60 months at 0% interest, with a total payout of
5%.
A copy of the Revised Disclosure Statement is available from
PacerMonitor.com at https://tinyurl.com/yb4w8gr9 at no charge.
About Mohdsameer Aljanedi Dental
Beachside Dental Group is a multi-specialty dental company offering
a wide range of dental services, including general and cosmetic
dentistry, dental sedation, periodontics' gum specialist,
orthodontics, endodontics, oral surgery, pedodontics,
prosthodontics, and laser dentistry. The Company's gross revenue
amounted to $1.65 million in 2016 and $1.50 million during the year
prior that.
Mohdsameer Aljanedi Dental Corporation, d/b/a Beachside Dental
Group, previously sought bankruptcy protection (Bankr. C.D. Cal.
Case No. 13-30138) on Aug. 9, 2013.
Mohdsameer Aljanedi Dental again filed a Chapter 11 petition
(Bankr. C.D. Cal. Case No. 17-14089) on Oct. 15, 2017. The
petition was signed by Mohdsameer Aljanedi, president. At the time
of filing, the Debtor disclosed $1.50 million in total assets and
$3.78 million in liabilities. The case is assigned to Judge Mark
S. Wallace. The Debtor is represented by Michael R. Totaro, Esq.,
at Totaro & Shanahan.
On October 20, 2017, the Court approved the appointment of
Constance R Doyle as Patient Care Ombudsman for Mohdsameeer Aljandi
Dental Corporation, d/b/a Beachside Dental Group.
MONCADA NJ SOLAR: Ct. Affirms Dismissal of Ch. 11 Case for Cause
----------------------------------------------------------------
Moncada NJ Solar, LLC in the case captioned In re: MONCADA NJ SOLAR
201, LLC, MONCADA NJ SOLAR 201, LLC, Appellant, v. ISE AMERICA,
INC. Appellee, Civil Action No. 18-0110 (FLW) appeals from the Dec.
19, 2017 decision of the U.S. Bankruptcy Court for the District of
New Jersey granting ISE America, Inc. and ISE Farms, Inc.'s motion
to dismiss Moncada's Chapter 11 bankruptcy case for cause. During
the pendency of the appeal, both parties filed various motions,
including ISE's i) motion for sanctions, ii) motion for an order
discharging notice of lis pendens, and iii) motion to dismiss
appeal as moot. Moncada also moved for motion to stay pending
appeal.
Upon review of the case, District Judge Freda L. Wolfson affirms
the Bankruptcy Court's decision. Because of the affirmance, ISE's
motion for discharge notice of lis pendens is granted. However,
ISE's motion for sanctions is denied. All other motions are denied
as moot.
On appeal, Moncada argues that the Bankruptcy Court's decision was
erroneous for two reasons. First, Moncada contends that the
Bankruptcy Court usurped the "exclusive primary jurisdiction" of
the New Jersey Board of Public Utilities (BPU) to interpret and
"carry out" the Solar Act when it found that the BPU was not
reasonably likely to extend the deadline for the Project to
commence commercial operations beyond May 31, 2018. Second,
Moncada argues that the Bankruptcy Court erred in finding that the
automatic stay provisions of 11 U.S.C. section 362 did not protect
against the termination of the SubQ Award.
The Court finds that although the BPU has limited discretion in
setting the date of designation for a solar project approved under
subsection (q)(1) of the Solar Act, that discretion is limited to
the confines of the statute. Specifically, subsection (q) sets
forth certain criteria for proposed solar projects in the EYs 2014,
2015, and 2016, and conditions the eligibility for any project
approved thereunder to receive SRECs on commencing commercial
operations within two years of the date of designation. While the
BPU retains discretion to set the date of designation within the
energy years covered by subsection (q), the Court cannot find that
such discretion enables the BPU to set a designation date outside
of those energy years. To hold otherwise would contravene the plain
meaning of the statute, by allowing the BPU to, in effect, amend
subsection (q) to cover energy years beyond EY 2016, when the Solar
Act expressly provides that all proposals for solar projects after
EY 2016 must be evaluated under subsection (r). Thus, because
Moncada would require an extension of the date of designation
beyond EY 2016 in order for the SubQ Award to remain viable, and
because the BPU has no discretion to grant such an extension, the
Court finds that the SubQ Award was terminated upon the failure of
the Project to commence commercial operations by May 31, 2018. And,
accordingly, because the SubQ Award was the only asset held by
Moncada that had the potential to make plan confirmation feasible,
the Court affirms the Bankruptcy Court's finding that dismissal of
the petition was appropriate, albeit for slightly different
reasons.
Moncada also argues that the Bankruptcy Court erred in finding that
the automatic stay does not protect against the termination of the
SubQ Award, because: (i) the termination of the Award does not
occur by operation of law, but rather, requires an "act" on the
part of the BPU; and (ii) the Escrow Deposit is property of the
estate, and the BPU must act to transfer it to the state. The Court
disagrees.
Contrary to Moncada's arguments, the Court finds that the automatic
stay does not protect Moncada against the termination of the SubQ
Award. In that regard, as the Court has already found, the plain
and unambiguous language of the Solar Act provides that any solar
project approved pursuant to subsection (q) must commence
commercial operations no later than May 31, 2018. In the event that
a project is not operational by that date, the award thereunder
expires as a matter of law. Thus, unlike the FCC in NextWave,in
these circumstances, the BPU has no discretionary authority to
waive the requirement that the Project commence commercial
operations by that statutory deadline set forth in the subsection
(q). Nor does the termination require the BPU to act in order to
effectuate such a termination under the Solar Act.
In sum, the Court finds that: (i) the BPU has no discretion to
amend the statutory deadline for solar renewable energy projects
proceeding under subsection (q) of the Solar Act to commence
commercial operations beyond May 31, 2018, and thus, that the SubQ
Award expired as a matter of law when the Project failed to
commence commercial operations by that deadline; and (ii) that the
automatic stay does not preclude the termination of the SubQ Award.
Accordingly, the Bankruptcy Court's decision to dismiss Moncada's
bankruptcy case for cause is affirmed.
A full-text copy of the Court's Opinion dated Sept. 7, 2018 is
available at https://bit.ly/2PU7y5Y from Leagle.com.
MONCADA NJ SOLAR 201, LLC, Appellant, represented by DONALD
FREDERICK CAMPBELL, Jr. , GIORDANO HALLERAN & CIESLA, PC & JOSEPH
M. CASELLO, COLLINS, VELLA & CASELLO, LLC.
ISE AMERICA, INC., Appellee, represented by DAVID J. SPRONG --
dsprong@becker.legal -- BECKER MEISEL LLC & J. ALEX KRESS, Becker
LLC.
About Moncada NJ Solar 201
Moncada NJ Solar 201, LLC, distributes electricity. The company
was incorporated in 2011 and is based in Shrewsbury, New Jersey.
On Dec. 16, 2016, Moncada NJ Solar 201, LLC, filed a voluntary
petition for reorganization under Chapter 11 of the Bankruptcy Code
(Bankr. D.N.J. Case No. 16-33967).
At the time of the filing, Moncada NJ Solar 201 disclosed $17.28
million in assets and $474.897 million in liabilities.
Moncada NJ Solar 201, LLC, sought approval from United States
Bankruptcy Court for the District of New Jersey to employ Joseph
Casello, Esq and Collins, Vella & Casello, LLC to represent them in
the case.
MONTREIGN RESORT: Bank Debt Trades at 11% Off
---------------------------------------------
Participations in a syndicated loan under which Montreign Resort
Casino is a borrower traded in the secondary market at 88.83
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 0.74 percentage points from
the previous week. Montreign Resort pays 825 basis points above
LIBOR to borrow under the $415 million facility. The bank loan
matures on January 24, 2023. Moody's rates the loan 'Caa3' and
Standard & Poor's gave a 'CCC+' rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, September 14.
MORGAN AIR: Taps Rivero Gordimer as Accountant
----------------------------------------------
Morgan Air Conditioning, LLC, seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to hire Rivero,
Gordimer & Company, P.A., as its accountant.
The firm will assist the Debtor in preparing its annual tax
returns; conduct tax research; prepare court-ordered reports;
assist in preparing documents necessary for the formulation of its
disclosure statement; and provide other accounting services.
Michael Helton and Christina Hornsby, the Rivero accountants who
will be providing the services, charge $350 per hour and $135 per
hour, respectively. The hourly rates for the accounting staff
range from $80 to $120.
The Debtor has agreed to pay the firm an initial retainer of
$3,500.
Rivero neither represents nor holds any interest adverse to the
Debtor and its estate or creditors, according to court filings.
The firm can be reached through:
Michael E. Helton
Christina Hornsby
201 North Franklin Street, Suite 2600
Tampa, FL 33602
Phone: 813-875-7774
E-mail: mhelton@rgcocpa.com
chornsby@rgcocpa.com
info@rgcocpa.com
About Morgan Air Conditioning
Morgan Air Conditioning, LLC, provides air conditioning repair
service in Florida.
Morgan Air Conditioning sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-07081) on Aug. 23,
2018. In the petition signed by Brainard Morgan, manager, the
Debtor estimated assets of less than $50,000 and liabilities of $1
million to $10 million. The Debtor tapped Buddy D. Ford, P.A., as
its legal counsel.
NEIMAN MARCUS: Bank Debt Trades at 6% Off
-----------------------------------------
Participations in a syndicated loan under which Neiman Marcus Group
Inc. is a borrower traded in the secondary market at 93.81
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 0.85 percentage points from
the previous week. Neiman Marcus pays 325 basis points above LIBOR
to borrow under the $2.942 billion facility. The bank loan matures
on October 25, 2020. Moody's rates the loan 'Caa1' and Standard &
Poor's gave a 'CCC' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, September 14.
NEIMAN MARCUS: Marble Ridge Sends Indenture Default Letter
----------------------------------------------------------
Marble Ridge Capital LP, a value-oriented distressed debt
investment firm, on Sept. 21 reported it has sent a letter to the
Board of Directors of the Neiman Marcus Group Ltd LLC expressing
concern that the company may be in default under its Indentures.
Marble Ridge is a holder of Neiman Marcus 8.75% Senior Notes and
Term Loans.
Among several improper transactions cited in its letter, Marble
Ridge highlights the recent transfer of the MyTheresa business
without any consideration to Neiman Marcus Group, Inc., which is
jointly owned by Ares Management ("Ares") and Canada Pension Plan
Investment Board ("CPPIB"). Neiman Marcus Group, Inc. is not an
issuer, borrower, or guarantor under the debt documents. As stated
in the letter:
". . . what these transactions appear to be is an attempt to move
the MyTheresa business beyond the reach of existing creditors
sitting between the sponsors' equity and the valuable MyTheresa
assets. Most troubling, we understand that Ares and CPPIB usurped
this massive benefit and took the MyTheresa business for no
consideration."
The letter goes on to state:
"Marble Ridge has reason to believe that the Company was insolvent
at the time of the Transactions or was rendered insolvent thereby.
The Company is the issuer and/or guarantor of at least $4.7 billion
of indebtedness. Based on LTM EBITDA of $478.2 million, the
Company's indebtedness prior to the Transactions implies nearly a
10x leverage multiple (far in excess of any of its peers).
Moreover, a dividend or other form of a spinoff by an insolvent
guarantor to its equity sponsors, for no consideration, has all the
hallmarks of an intentional or constructive fraudulent transfer (or
illegal dividend) and raises serious questions of breaches of
duties of care and loyalty, with exposure for Ares and CPPIB, as
controlling shareholders, and for the Company's board. As noted
above, Marble Ridge also has concerns that the Transactions do not
comply with the Indentures."
Dan Kamensky, Managing Partner of Marble Ridge, commented, "It is
clear that CPPIB and Ares are looking to line their own pockets at
the expense of the Company's other stakeholders and employees. With
management serving at their behest, these recent actions threaten
the viability of a storied franchise that includes marquee brands
such as Neiman Marcus and Bergdorf Goodman. Rather than allowing
the theft of assets by CPPIB and Ares, we believe a more
responsible Board, given its fiduciary obligations, would have
engaged in a strategic review to maximize value for the benefit of
all of the Company's stakeholders. The potential sale of MyTheresa
and the premier real estate owned by Neiman Marcus would generate
billions of dollars in proceeds that could be used to substantially
reduce the Company's indebtedness and put the Company on more solid
financial footing, enabling it to invest in and grow its core
business."
In its letter, Marble Ridge asked the Company to provide
information in order to assess whether the transactions complied
with the Indentures as well as the Company's rationale for entering
into the transactions.
About Marble Ridge Capital LP
The principal objective of Marble Ridge is to achieve superior
risk-adjusted returns throughout market cycles by making
opportunistic investments across and throughout the capital
structure of companies that are expected to undergo some sort of
corporate event or restructuring. Marble Ridge is led by Managing
Partner Dan Kamensky, who has over 19 years of industry experience.
Prior to founding Marble Ridge, Mr. Kamensky was a Partner at
Paulson & Co. Inc., where he initiated and executed some of the
firm's most complex and profitable distressed and event-driven
investments across the capital structure.
About Neiman Marcus
Headquartered in Dallas, Texas, Neiman Marcus Group LTD LLC --
http://www.neimanmarcusgroup.com/-- is a luxury, multi-branded,
omni-channel fashion retailer conducting integrated store and
online operations under the Neiman Marcus, Bergdorf Goodman, Last
Call, Horchow, and mytheresa brand names.
* * *
As reported by the TCR on March 17, 2017, Moody's Investors Service
downgraded Neiman Marcus' Corporate Family Rating to 'Caa2' from
'B3' and its Probability of Default Rating to 'Caa2-PD' from
'B3-PD'. "The downgrade of NMG's Corporate Family Rating reflects
the continued weakness in its financial results as it faces both
the cyclical and secular challenges that face the North America
luxury department stores", says Christina Boni, VP senior analyst.
"Its designation of its MyTheresa.com operations and certain owned
properties to unrestricted subsidiaries reduces assets coverage for
its debt obligations. The hiring of a financial advisor to
evaluate strategic alternatives also signals the likelihood of its
capital structure being addressed well before its first significant
debt maturity in October 2020. Despite good liquidity, overall
leverage levels remain well above what can be refinanced and a path
to return to peak EBITDA levels is unlikely in the present
operating environment."
OPEN ROAD: Sets Bidding Procedures for Substantially All Assets
---------------------------------------------------------------
Open Road Films, LLC, and affiliates ask the U.S. Bankruptcy Court
for the District of Delaware to authorize the bidding procedures in
connection with the sale of substantially all assets at auction.
In 2015, the Debtors, Bank of America, N.A., as lender and L/C
Issuer and each of the lenders party thereto, and Bank of America,
N.A., as administrative agent, entered into that certain Second
Amended and Restated Credit, Security, Guaranty and Pledge
Agreement, dated as of April 8, 2015. Due to certain challenges,
in August 2018 the Debtors retained FTI Consulting, Inc. to provide
a Chief Restructuring Officer and supporting staff to explore
strategic alternatives.
FTI and the Debtors, working with the Debtors' management and the
Prepetition Secured Parties, determined that the most likely and
feasible alternative was an orderly bankruptcy sale, which would
allow the Debtors to maximize value by enabling a sale of the
Debtors' valuable assets free and clear of liens, claims,
encumbrances and other interests. As of Sept. 1, 2018, 27 of the
potential buyers have signed non-disclosure agreements and 11 have
submitted indications of interest for the Debtors' assets.
The Debtors intend to utilize the bankruptcy process to continue
and conclude their robust marketing and sale process. They believe
that doing so will ensure that the value of their assets is
maximized for the benefit of all stakeholders.
First, the Debtors ask entry of the Bid Procedures Order, (i)
approving the Bid Procedures set forth therein in connection with
the Sale Transaction, (ii) approving certain notice procedures with
respect to the Sale Transaction, (iii) establishing the Assumption
and Assignment Procedures for executory contracts and unexpired
leases to which the Debtors are parties, (iv) authorizing, but not
directing, the Debtors to enter into an asset purchase agreement
with a stalking horse bidder subject to Court approval of any
stalking horse protections, and (v) scheduling the Sale Hearing.
Second, they ask entry of a Sale Order, (i) authorizing the sale of
the Purchased Assets free and clear of all liens, claims, interests
and encumbrances, (ii) authorizing the assumption, assignment and
sale of certain executory contracts and unexpired leases as set
forth in any Proposed APA, and (iii) granting related relief.
The Bid Procedures are designed to maximize value for the Debtors'
estates, while ensuring an orderly sale process. They submit that
the Bidding Process affords the Debtors a sufficient opportunity to
pursue a sale process that will maximize the value of their
estate.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: Nov. 2, 2018 at 5:00 p.m. (ET)
b. Deposit: 10% of the purchase price
c. Auction: The Auction to determine the successful bidder for
the Purchased Assets will be held on Nov. 7, 2018 at 10:00 a.m.
(ET) at a location to be identified in advance of the Auction.
d. Bid Increments: $1 million
e. Sale Hearing: Nov. 9, 2018 at 10:00 a.m. (ET)
f. Sale Objection Deadline: Nov. 2, 2018 at 4:00 p.m. (ET)
g. Auction Objection Deadline: 8:30 a.m. (ET) on the day of
the Sale Hearing
h. Any Secured Creditor will have the right to credit bid all
or a portion of such Secured Creditor's secured claims to the
extent permitted under section 363(k) of the Bankruptcy Code.
i. The Debtors may enter into a Stalking Horse Agreement for
the sale of the Purchased Assets.
j. Closing: Nov. 16, 2018
The Debtors propose these procedures for notifying counterparties
to executory contracts and unexpired leases of potential cure
amounts in the event they decide to assume such contracts or
leases:
a. On Oct. 9, 2018, the Debtors will file with the Court the
Notice of Assumption and Assignment.
b. Any counterparty to a Contract will file no later than Oct.
30 2018 at 4:00 p.m. (ET).
c. No later than Nov. 5, 2018, the Debtors will file with the
Court on each counterparty (and its counsel, if known) to a
Contract each Qualified Bidder's proposed adequate assurance of
future performance as set forth in Sections 365(b)(1)(C) and
365(b)(3) of the Code.
d. Any objection by a counterparty solely to the proposed
adequate assurance of future performance by the Qualified Bidder
must be filed and served on the Objection Recipients no later than
Nov. 7, 2018 at 4:00 p.m. (ET).
e. Within three business days after entry of the Bid
Procedures Order, the Debtors will provide notice of the Bid
Procedures Order, the Motion, the Auction, the Objection Deadlines,
and the Sale Hearing; and cause the Sale Notice, as may be
conformed for publication, on Oct. 16, 2018.
To the extent that the Debtors enter into an agreement with a
Stalking Horse Purchaser, in certain circumstances, it may be
appropriate to provide the Stalking Horse Purchaser with Bid
Protections, including an expense reimbursement and break-up fee.
The
Debtors will enter into a stalking horse agreement with a Stalking
Horse Purchaser only if they believe that it will maximize the
ultimate sale price for their Purchased Assets, and the Bid
Protections will remain subject to approval by the Court. They ask
the Court to authorize them to enter into an agreement with a
Stalking Horse Purchaser and to offer Bid Protections to a Stalking
Horse Purchaser Bidder.
To facilitate and effect the Sale Transaction, the Debtors ask
approval of their assumption, assignment and sale of the Purchased
Contracts the Winning Bidder.
The Debtors ask the Court to waive the 14-day stay imposed by
Bankruptcy Rule 6004(h) and 6006(d), to the extent applicable.
A copy of the Stalking Horse APA and the Bidding Procedures
attached to the Motion is available for free at:
http://bankrupt.com/misc/Open_Road_9_Sales.pdf
About Open Road
Open Road Films, LLC, together with its affiliated debtors, is an
independent distributor of motion pictures in the United States and
licenses motion pictures in ancillary markets, principally to home
entertainment, pay television, subscription and transactional
video-on-demand, free television, and other non-theatrical
entertainment distribution markets.
Open Road Films, LLC, and its affiliates sought Chapter 11
protection (Bankr. D.Del. Lead Case No. 18-12012) on Sept. 6,
2018. Open Road estimated assets and debt of $100 million to $500
million.
The Hon. Laurie Selber Silverstein is the case judge.
Young Conaway Stargatt & Taylor, LLP, led by Robert F. Poppiti,
Jr., Esq., Michael R. Nestor, Esq., Sean M. Beach, Esq., Ian J.
Bambrick, Esq. serves as counsel to the Debtors. Klee, Tuchin,
Bogdanoff & Stern LLP, led by Michael L. Tuchin, Esq., Jonathan M.
Weiss, Esq., Sasha M. Gurvitz, Esq. also serves as counsel to the
Debtors. FTI Consulting, Inc. acts as restructuring advisors and
Donlin Recano & Company is claims and noticing agent to the
Debtors.
OPERA SOLUTIONS: Global Advisors to Hold Auction on Oct. 10
-----------------------------------------------------------
Global Advisors LLC, as agent, will offer for sale at public
auction the property of Opera Solutions USA LLC and its affiliates
on Oct. 10, 2018, at 10:00 a.m. ET (New York) at the law offices of
Paul Hastings LLP, 200 Park Avenue, New York, New York.
The terms of sale may be obtained by contacting:
White Oak Global Advisors LLC
3 Embarcadero Center, Suite 550
San Francisco, CA 94111
Tel: 1 (415) 644-4156
Email: Opera@whiteoaksf.com
Paul Hastings can be reached at:
Paul Hastings LLP
Attorney for secured party
200 Park Avenue
New York, NY 10166
Tel: 1 (213) 683-6250
Email: whiteoakopera@paulhastings.com
Opera Solutions, LLC -- http://www.operasolutions.com/-- offers
big data analytics solutions. The company provides Signal Hub, an
end-to-end data analytics platform. It caters to healthcare,
insurance, media and entertainment, private equity, telecom, and
travel and hospitality sectors.
OXFORD ASSOCIATES: Oct. 3 Disclosure Statement Hearing Set
----------------------------------------------------------
Oxford Associates Group Inc., filed a plan of reorganization and
accompanying disclosure statement proposing to pay creditors
through an exit financing and a post-Confirmation sale of some or
all of the Debtor's Units.
Class 4 consists of the Allowed General Unsecured Claims, if any,
of:
(a) the New York State Dept. of Taxation & Finance (NYS),
which filed a proof of claim (Claim No. 1) in the amount of
$891.97;
(b) Marin Goodman LLP which filed a proof of claim (Claim No.
5) in the amount of $11,356.90;
(c) Hudson View which filed a proof of claim (Claim No. 6) in
the amount of $255,332.00;
(d) Malapero & Prisco LLP which filed a proof of claim (Claim
No. 7) in the amount of $14,651.43; and
(e) Geri Economou in the amount of $12,000 as reflected in the
Schedules.
The Allowed Amounts of the Class 4 General Unsecured Claims will be
fully paid, with interest at the rate of 3% per annum, on the
Effective Date.
However, the Debtor has filed an objection to Hudson View's claim;
the claim is designated as a Disputed Claim under the Plan and will
be subject to the Plan provisions with respect to Disputed Claims.
Class 4 is not impaired under the Plan and, thus, holder of Class 4
General Unsecured Claims are not entitled to vote as to the
acceptance or rejection of the Plan on account of the Claim.
The hearing to consider approval of the Disclosure Statement will
be held on October 3, 2018 at 10:00 a.m.
A copy of the Disclosure Statement is available from
PacerMonitor.com at https://tinyurl.com/ya9q8qvt at no charge.
About Oxford Associates Group Inc.
Oxford Associates Group Inc., a New York corporation, owns 39
residential cooperative units located along Warburton Avenue,
Yonkers.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 17-12487) on September 5, 2017.
George Kyriakoudes, president, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of $1 million to $10 million.
Judge Mary Kay Vyskocil presides over the case. The Debtor hired
Pick & Zabicki LLP as its legal counsel.
PATRIOT COAL: Parsleys' Suit vs Blackhawk Transferred to W. Va.
---------------------------------------------------------------
In the case captioned JOHN D. PARSLEY and VICKI L. PARSLEY,
Plaintiffs, v. BLACKHAWK MINING, LLC, et al., Defendants, Adversary
Proceeding No. 2:18-ap-02002 (Bankr. S.D.W.V), Chief Bankruptcy
Judge Frank W. Volk granted the Defendant's motion to transfer
venue and denied Plaintiffs' motion to remand and voluntarily
dismiss Blackhawk Mining.
On Dec. 21, 2017, the Plaintiffs instituted an action against the
Defendants in the Circuit Court of Logan County. On Jan. 31, 2018,
that civil action was removed. On March 1, 2018, the Defendants
moved to transfer the civil action to the US Bankruptcy Court for
the Eastern District of Virginia (Home Court). The Plaintiffs
correspondingly moved to remand.
The motion to transfer contends that, inasmuch as the case is
related to the Chapter 11 bankruptcy proceedings of Patriot Coal
Corp., it should be adjudicated in the same venue as that sprawling
matter. More specifically, they assert that since the threshold
legal question necessitates an interpretation of the Chapter 11
plan, the Home Court should be permitted to offer its authoritative
reading. Plaintiffs' respond that the case is only tangentially
related to the bankruptcy proceedings in the Home Court, that
transfer of venue would be inconvenient for the parties, and that
they have the superior interpretation of the confirmation order.
This case is substantially similar to Bolon v. Blackhawk Mining.
The Plaintiffs essentially concede as much in their response to
Defendants' motion to transfer, noting that the first question for
the Court is whether the Defendants are liable based on the terms
of the APA and the Chapter 11 plan. It is in the interests of
justice to have Judge Keith L. Phillips, the confirming judicial
officer, make the necessary interpretation. As noted in Bolon,
there are other considerations favoring the same bankruptcy court
reviewing related matters, including the "home court" presumption.
Having considered the applicable factors, and paying due regard to
the all-important factor respecting the economical and efficient
administration of the estate, along with the "home court"
presumption, the motion to transfer is granted. The motion to
remand is denied without prejudice. Similarly, the motion to
voluntarily dismiss is denied without prejudice.
A copy of the Court's Memorandum Opinion and Order dated Sept. 6,
2018 is available at https://bit.ly/2MKNocw from Leagle.com.
John D Parsley & Vicki L Parsley, Plaintiffs, represented by R.
Dean Hartley, HARTLEY LAW GROUP & Mark R. Staun , Hartley Law
Group.
Blackhawk Mining, LLC, Defendant, represented by Ashley C. Pack,
Dinsmore & Shohl LLP.
Virginia Conservation Legacy Fund, Inc., ERP Compliant Fuels, LLC &
Dennis Wellman, Defendants, represented by John Zachary Balasko --
zak.balasko@steptoe-johnson.com -- Steptoe-Johnson PLLC & John J.
Meadows -- john.meadows@steptoe-johnson.com -- Steptoe & Johnson.
Laurel Coal Corp., Defendant, pro se.
About Patriot Coal Corporation
Patriot Coal Corporation is a producer and marketer of coal in the
United States. Patriot and its subsidiaries control 1.4 billion
tons of proven and probable coal reserves -- including owned and
leased assets in the Central Appalachia basin (in West Virginia and
Ohio) and Southern Illinois basin (in Kentucky and Illinois) and
their operations consist of eight active mining complexes in West
Virginia.
Patriot Coal first sought Chapter 11 protection on July 9, 2012,
and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan
from the U.S. Bankruptcy Court for the Eastern District of
Missouri. The plan turned over most of the ownership of the
company to bondholders that include New York hedge fund Knighthead
Capital Management LLC. The linchpins of the plan were a global
settlement among the Debtors, the United Mine Workers of America,
and two third parties -- Peabody Energy Corporation and Arch Coal,
Inc. -- and a commitment by a consortium of creditors, led by
Knighthead, to backstop two rights offerings that funded the plan.
Patriot Coal Corporation and its subsidiaries commenced new Chapter
11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond,
Virginia, on May 12, 2015. The cases are assigned to Judge Keith
L. Phillips.
Patriot Coal estimated more than $1 billion in assets and debt.
The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock
L.L.P., as co-counsel; Centerview Partners LLC as investment
bankers; Alvarez & Marsal North America, LLC, as restructuring
advisors; and Prime Clerk LLC, as claims and administrative agent.
The U.S. trustee overseeing the Chapter 11 case of Patriot Coal
Corp. appointed seven creditors of the company to serve on the
official committee of unsecured creditors. The Committee is
represented by Morrison & Foerster LLP as its counsel, and Tavenner
& Beran, PLC, as its local counsel. Jefferies LLC serves as its
investment banker.
Patriot Coal Corporation, et al., in early October won confirmation
of their Chapter 11 Plan. The Debtors have notified parties that
on Oct. 26, 2015, the effective date of the Plan occurred. The
consummation of the transactions contemplated by the asset purchase
agreement with Blackhawk Mining LLC was deemed effective Oct. 26,
and the transactions contemplated by the asset purchase agreement
with Virginia Conservation Legacy Fund was deemed effective Oct.
27.
Eugene Davis, serves as the Liquidating Trustee for the PCC
Liquidating in the chapter 11 cases of Patriot Coal and certain of
its direct and indirect subsidiaries.
PEAK 10: Bank Debt Trades at 4% Off
-----------------------------------
Participations in a syndicated loan under which Peak 10
Incorporated is a borrower traded in the secondary market at 95.83
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 1.16 percentage points from
the previous week. Peak 10 pays 725 basis points above LIBOR to
borrow under the $310 million facility. The bank loan matures on
August 1, 2025. Moody's rates the loan 'Caa2' and Standard & Poor's
gave a 'CCC+' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
September 14.
PEDRO LOPEZ MUNOZ: Court Confirms Proposed Plan of Reorganization
-----------------------------------------------------------------
Bankruptcy Judge Edward A. Godoy confirmed Pedro Lopez Munoz's
proposed plan of reorganization as supplemented and denied United
Surety & Indemnity Company's objection to confirmation.
Confirmation of a chapter 11 plan requires that each holder of an
impaired claim either accept the plan or "receive or retain under
the plan . . . property of a value, as of the effective date of the
plan, that is not less than the amount that such holder would so
receive or retain if the debtor were liquidated under chapter 7 of
this title on such date. . . ." The best interest test represents
an "individual guaranty to each creditor or interest holder that it
will receive at least as much in reorganization as it would in
liquidation."
In order to comply with the best interest test, a debtor must
demonstrate that the plan will provide an equal or better recovery
than would be provided to dissenting creditors in a chapter 7
liquidation.
In this case, the court finds that in a hypothetical chapter 7
liquidation it would be appropriate to apply a 16% discount rate to
calculate the present value of future lease income and the proceeds
from the sale of the two gas stations in 2033. The court explained
at the April 12, 2018 hearing the factors it considered on deciding
on the 16% discount rate as, to name a few, Puerto Rico's weak
economy, the island's 12-year long recession, the uncertainty of
technological advances that could disrupt the gasoline and
automobile industries, and the considerable degree of speculation
implicit in forecasting many years into the future.
USIC in its liquidation analysis (Exhibit 17), applying a16%
discount rate, calculated that (1) unsecured creditors in a
hypothetical chapter 7 would receive a 5.45% dividend and (2) they
would receive under the plan a 4.84% dividend. Thus, USIC argues,
the plan fails the best interest test.
But, the debtor's Exhibit H, admitted as rebuttal evidence to
USIC's liquidation analysis showed, with three adjustments to
USIC's liquidation analysis at Exhibit 17, that USIC overstated the
dividend unsecured creditors would receive in chapter 7.
The court finds that the adjustments made by the debtor's expert in
Exhibit H to USIC's liquidation analysis in Exhibit 17 are
warranted. With these adjustments made to USIC's liquidation
analysis at Exhibit 17, the chapter 7 dividend to unsecured
creditors alleged by USIC falls from 5.45% to 2.9%. And, Ms. Doris
Barroso testified that with those adjustments, the amended plan
would still pass the best interest test even if we applied the 16%
discount rate and calculated the present value of payments under
the debtor’s plan, to reduce the dividend from 9% to 4.84%, which
is higher than 2.9%. And, again, counsel for USIC admitted in open
court that Mr. Perez Villarini reviewed Exhibit H and did not
disagree with Ms. Barroso's analysis in this exhibit.
As such, the debtor has passed the best interest test of section
1129(a)(7).
Having concluded that the debtor met his burden to establish
compliance with the best interest test under section 1129(a)(7),
the court confirms the debtor's amended plan as supplemented.
A copy of the Court's Opinion and Order dated Sept. 18, 2018 is
available at:
http://bankrupt.com/misc/prb13-08171-11-575.pdf
Pedro Lopez-Munoz filed for Chapter 11 bankruptcy protection
(Bankr. D.P.R. Case No. 13-08171) on Oct. 1, 2013.
PEPPERELL MILLS: Oct. 16 Status Conference on Exclusivity Extension
-------------------------------------------------------------------
The Hon. Joan N. Feeney of the U.S. Bankruptcy Court for the
District of Massachusetts, for the reasons stated on the record,
finds cause to grant the requested extension, and allows the motion
filed by Pepperell Mills Limited Partnership. The Court will
conduct a Status Conference on Oct. 16, 2018 at 11:00 a.m.
As reported by the Troubled Company Reporter on Sept. 19, 2018, the
Debtor filed with the Court a motion seeking for an extension of
its exclusive plan filing period through and including October 16,
2018 and the plan solicitation period through and including
December 17, 2018. According to Debtor's Motion, the Debtor has
been working with various parties, including its senior secured
lender, regarding the sale of its real property or a plan of
reorganization. The Debtor has been approached by a third-party
with respect to filing a joint plan, and the Debtor is exploring
this opportunity which may lead to filing a confirmable chapter 11
plan. In an abundance of caution, the Debtor sought additional time
to exclusively file a chapter 11 plan and seek acceptances of a
plan. The Debtor believed, however, that it will have a feasible
and confirmable plan that will pay a dividend to its unsecured
creditors.
About Pepperell Mills
Pepperell Mills Limited Partnership, based in Fall River,
Massachusetts, filed for Chapter 11 bankruptcy (Bankr. D. Mass.
Case No. 18-11804) on May 15, 2018. The Debtor estimated $1
million to $10 million in assets and liabilities. The petition was
signed by Christine Laudon, president of Pepperell Mills
Associates, general partner. Judge Joan N. Feeney presides over the
case. John M. McAuliffe, Esq., at John McAuliffe & Associates,
P.C., serves as counsel to the Debtor.
PETSMART INC: Bank Debt Trades at 12% Off
-----------------------------------------
Participations in a syndicated loan under which Petsmart
Incorporated is a borrower traded in the secondary market at 88.25
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 1.40 percentage points from
the previous week. Petsmart Incorporated pays 300 basis points
above LIBOR to borrow under the $4.246 billion facility. The bank
loan matures on March 10, 2022. Moody's rates the loan 'B3' and
Standard & Poor's gave a 'CCC' rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, September 14.
POSTROCK ENERGY: Court Dismisses Trustee Clawback Suit vs D. Ligon
------------------------------------------------------------------
Bankruptcy Judge Sarah A. Hall granted Duke Ligon's motion to
dismiss the case captioned STEPHEN J. MORIARTY as Chapter 11
Trustee of Post Rock Energy Corporation, et al., Plaintiff, v. DUKE
LIGON, Defendant, Adv. Pro. 18-01030 (Bankr. W.D. Okla.).
The Trustee filed the Complaint, and nine others similar to it,
asserting causes of action under 11 U.S.C. sections 547, 548 and
550 to avoid and recover certain transfers as either preferential
or fraudulent transfers and under 11 U.S.C. section 502(d)&(j) to
disallow claims. Ligon's motion argues Trustee's alleged causes of
action do not satisfy the "Twombly/Iqbal plausibility standard" of
pleading, and thus, the Complaint should be dismissed for failure
to state a claim for relief.
As could be expected, the Response argues the opposite, but Trustee
fails to adequately rebut the arguments that his Complaint is
deficient. The Complaint muddles the two causes of action for
preferential transfers and fraudulent transfers, omits critical
information, and makes numerous legal conclusions without facts to
support them.
In addition to its failure to sufficiently detail the Transfer and
the antecedent debt(s) it was made on account of, there is another
shortcoming in the Complaint. Trustee alleges Ligon was, at all
relevant times, an "insider," as that term is defined by Section
101(31) of the Bankruptcy Code, but gives no information or
description of the relationship between the parties. Without more,
such statement is a legal conclusion, not a factual allegation.
Further, the Complaint is deficient because it does not plead
sufficient facts to establish that the PostRock Debtor making the
Transfers received less than reasonably equivalent value for the
Transfers as required by Section 548(a)(1)(B)(i). Although pleading
in the alternative is permissible, the factual allegations
necessary to support alternative causes of action are often
inconsistent, as is with the case with Sections 547 and 548. The
facts of Trustee's alternative Count II regarding these potentially
fraudulent transfers under Section 548 does not allege with any
specificity that no consideration was received, or that there was
no antecedent debt, or that the consideration received was valued
at less than the amount of the Transfers. Without any such
allegations, the Court cannot plausibly conclude that reasonably
equivalent value was not received in connection with the
Transfers.
Thus, the Trustee's causes of action for preferential and
fraudulent transfers under Sections 547 and 548 of the Bankruptcy
Code fail to state a claim. Counts III and IV of the Complaint for
recovery of the avoided transfers under Section 550 and/or
disallowance of the transferee's claims under Section 502(d) & (j)
on account of the avoided transfers are dependent upon avoidance
under Section 547 and 548. As a result, they must also be
dismissed. Therefore, the Complaint is dismissed in its entirety,
but with leave to amend. Trustee is granted 20 days from the date
of entry of this Order to file an amended complaint. Trustee is
strongly cautioned against further pleading in a conclusory
fashion, as further leave to amend will not be granted.
A copy of the Court's Order dated Sept. 6, 2018 is available at
https://bit.ly/2PRUfmj from Leagle.com.
PostRock Energy Corporation, Debtor, represented by William H. Hoch
-- will.hoch@crowedunlevy.com -- Crowe & Dunlevy, Stephen J.
Moriarty , Fellers Snider & Christopher M. Staine --
Christopher.staine@crowedunlevy.com -- Crowe & Dunlevy PC.
Stephen J. Moriarty, Trustee, pro se.
United States Trustee, U.S. Trustee, represented by Marjorie J.
Creasey, US Trustee Office & Charles Snyder, United States
Trustee.
Official Committee of Unsecured Creditors, Creditor Committee,
represented by Larry Glenn Ball , Hall, Estill & Wojciech F. Jung ,
Lowenstein Sandler LLP.
About PostRock Energy Corp.
Headquartered in Oklahoma City, Oklahoma, PostRock Energy
Corporation, PostRock Energy Services Corporation, PostRock
MidContinent Production LLC, PostRock Eastern Production, LLC,
PostRock Holdco, LLC, and STP Newco, Inc. are engaged in the
acquisition, exploration, development, production and gathering of
crude oil and natural gas. Their primary production activity is
focused in the Cherokee Basin, a 15-county region in southeastern
Kansas and northeastern Oklahoma. They have approximately 129
employees.
PostRock Energy, et al., filed Chapter 11 bankruptcy petitions
(Bankr. W.D. Okla. Lead Case No. 16-11230) on April 1, 2016. Clark
Edwards signed the petitions as president. The Debtors estimated
assets in the range of $10 million to $50 million and debt of up to
$100 million.
Crowe & Dunlevy, P.C. serves as the Debtors' counsel. Judge Sarah
A. Hall is assigned to the cases.
Stephen J. Moriarty has been appointed as Chapter 11 Trustee of
PostRock Energy.
The Official Committee of Unsecured Creditors of PostRock Energy
Corp. has retained Lowenstein Sandler LLP as counsel, and Hall,
Estill, Hardwick, Gable, Golden & Nelson, P.C. as special and local
counsel.
POSTROCK ENERGY: Court Rejects Trustee Clawback Suit vs D. Klvac
----------------------------------------------------------------
Bankruptcy Judge Sarah A. Hall granted David J. Klvac's motion to
dismiss the case captioned STEPHEN J. MORIARTY as Chapter 11,
Trustee of Post Rock Energy Corporation, et al., Plaintiff, v.
DAVID J. KLVAC, Defendant, Adv. Pro. 18-01029 (Bankr. W.D. Okla.).
The Trustee filed the Complaint, and nine others similar to it,
asserting causes of action under 11 U.S.C. sections 547, 548 and
550 to avoid and recover certain transfers as either preferential
or fraudulent transfers and under 11 U.S.C. section 502(d)&(j) to
disallow claims. Klvac's motion argues Trustee's alleged causes of
action do not satisfy the "Twombly/Iqbal plausibility standard" of
pleading, and thus, the Complaint should be dismissed for failure
to state a claim for relief.
As could be expected, the Response argues the opposite, but Trustee
fails to adequately rebut the arguments that his Complaint is
deficient. The Complaint muddles the two causes of action for
preferential transfers and fraudulent transfers, omits critical
information, and makes numerous legal conclusions without facts to
support them.
In addition to its failure to sufficiently detail the Transfer and
the antecedent debt(s) it was made on account of, there is another
shortcoming in the Complaint. Trustee alleges Klvac was, at all
relevant times, an "insider," as that term is defined by Section
101(31) of the Bankruptcy Code, but gives no information or
description of the relationship between the parties. Without more,
such statement is a legal conclusion, not a factual allegation.
Further, the Complaint is deficient because it does not plead
sufficient facts to establish that the PostRock Debtor making the
Transfers received less than reasonably equivalent value for the
Transfers as required by Section 548(a)(1)(B)(i). Although pleading
in the alternative is permissible, the factual allegations
necessary to support alternative causes of action are often
inconsistent, as is with the case with Sections 547 and 548. The
facts of Trustee's Count I regarding these potentially fraudulent
transfers under Section 548 does not allege with any specificity
that no consideration was received, or that there was no antecedent
debt, or that the consideration received was valued at less than
the amount of the Transfers. Without any such allegations, the
Court cannot plausibly conclude that reasonably equivalent value
was not received in connection with the Transfers.
Thus, the Trustee's causes of action for preferential and
fraudulent transfers under Sections 547 and 548 of the Bankruptcy
Code fail to state a claim. Counts II and III of the Complaint for
recovery of the avoided transfers under Section 550 and/or
disallowance of the transferee's claims under Section 502(d) & (j)
on account of the avoided transfers are dependent upon avoidance
under Section 547 and 548. As a result, they must also be
dismissed. Therefore, the Complaint is dismissed in its entirety,
but with leave to amend. Trustee is granted 20 days from the date
of entry of this Order to file an amended complaint. Trustee is
strongly cautioned against further pleading in a conclusory
fashion, as further leave to amend will not be granted.
A copy of the Court's Order dated Sept. 6, 2018 is available at
https://bit.ly/2OIkj3n from Leagle.com.
PostRock Energy Corporation, Debtor, represented by William H. Hoch
-- will.hoch@crowedunlevy.com -- Crowe & Dunlevy, Stephen J.
Moriarty , Fellers Snider & Christopher M. Staine --
Christopher.staine@crowedunlevy.com -- Crowe & Dunlevy PC.
Stephen J. Moriarty, Trustee, pro se.
United States Trustee, U.S. Trustee, represented by Marjorie J.
Creasey, US Trustee Office & Charles Snyder , United States
Trustee.
Official Committee of Unsecured Creditors, Creditor Committee,
represented by Larry Glenn Ball , Hall, Estill & Wojciech F. Jung,
Lowenstein Sandler LLP.
About PostRock Energy Corp.
Headquartered in Oklahoma City, Oklahoma, PostRock Energy
Corporation, PostRock Energy Services Corporation, PostRock
MidContinent Production LLC, PostRock Eastern Production, LLC,
PostRock Holdco, LLC, and STP Newco, Inc. are engaged in the
acquisition, exploration, development, production and gathering of
crude oil and natural gas. Their primary production activity is
focused in the Cherokee Basin, a 15-county region in southeastern
Kansas and northeastern Oklahoma. They have approximately 129
employees.
PostRock Energy, et al., filed Chapter 11 bankruptcy petitions
(Bankr. W.D. Okla. Lead Case No. 16-11230) on April 1, 2016. Clark
Edwards signed the petitions as president. The Debtors estimated
assets in the range of $10 million to $50 million and debt of up to
$100 million.
Crowe & Dunlevy, P.C. serves as the Debtors' counsel. Judge Sarah
A. Hall is assigned to the cases.
Stephen J. Moriarty has been appointed as Chapter 11 Trustee of
PostRock Energy.
The Official Committee of Unsecured Creditors of PostRock Energy
Corp. has retained Lowenstein Sandler LLP as counsel, and Hall,
Estill, Hardwick, Gable, Golden & Nelson, P.C. as special and local
counsel.
POSTROCK ENERGY: Trustee's Clawback Suit vs A. Lynch Junked
-----------------------------------------------------------
Bankruptcy Judge Sarah A. Hall granted Alexander P. Lynch's motion
to dismiss the case captioned STEPHEN J. MORIARTY as Chapter 11
Trustee of Post Rock Energy Corporation, et al., Plaintiff, v.
ALEXANDER P. LYNCH, Defendant, Adv. Pro. 18-01031 (Bankr. W.D.
Okla.).
The Trustee filed the Complaint, and nine others similar to it,
asserting causes of action under 11 U.S.C. sections 547, 548 and
550 to avoid and recover certain transfers as either preferential
or fraudulent transfers and under 11 U.S.C. section 502(d)&(j) to
disallow claims. Lynch's motion argues Trustee's alleged causes of
action do not satisfy the "Twombly/Iqbal plausibility standard" of
pleading, and thus, the Complaint should be dismissed for failure
to state a claim for relief.
As could be expected, the Response argues the opposite, but Trustee
fails to adequately rebut the arguments that his Complaint is
deficient. The Complaint muddles the two causes of action for
preferential transfers and fraudulent transfers, omits critical
information, and makes numerous legal conclusions without facts to
support them.
In addition to its failure to sufficiently detail the Transfer and
the antecedent debt(s) it was made on account of, there is another
shortcoming in the Complaint. Trustee alleges Lynch was, at all
relevant times, an "insider," as that term is defined by Section
101(31) of the Bankruptcy Code, but gives no information or
description of the relationship between the parties. Without more,
such statement is a legal conclusion, not a factual allegation.
Further, the Complaint is deficient because it does not plead
sufficient facts to establish that the PostRock Debtor making the
Transfers received less than reasonably equivalent value for the
Transfers as required by Section 548(a)(1)(B)(i). Although pleading
in the alternative is permissible, the factual allegations
necessary to support alternative causes of action are often
inconsistent, as is with the case with Sections 547 and 548. The
facts of Trustee's alternative Count II regarding these potentially
fraudulent transfers under Section 548 does not allege with any
specificity that no consideration was received, or that there was
no antecedent debt, or that the consideration received was valued
at less than the amount of the Transfers. Without any such
allegations, the Court cannot plausibly conclude that reasonably
equivalent value was not received in connection with the
Transfers.
Thus, the Trustee's causes of action for preferential and
fraudulent transfers under Sections 547 and 548 of the Bankruptcy
Code fail to state a claim. Counts III and IV of the Complaint for
recovery of the avoided transfers under Section 550 and/or
disallowance of the transferee's claims under Section 502(d) & (j)
on account of the avoided transfers are dependent upon avoidance
under Section 547 and 548. As a result, they must also be
dismissed. Therefore, the Complaint is dismissed in its entirety,
but with leave to amend. Trustee is granted 20 days from the date
of entry of this Order to file an amended complaint. Trustee is
strongly cautioned against further pleading in a conclusory
fashion, as further leave to amend will not be granted.
A copy of the Court's Order dated Sept. 6, 2018 is available at
https://bit.ly/2pnEsAD from Leagle.com.
PostRock Energy Corporation, Debtor, represented by William H. Hoch
-- will.hoch@crowedunlevy.com -- Crowe & Dunlevy, Stephen J.
Moriarty , Fellers Snider & Christopher M. Staine --
Christopher.staine@crowedunlevy.com -- Crowe & Dunlevy PC.
Stephen J. Moriarty, Trustee, pro se.
United States Trustee, U.S. Trustee, represented by Marjorie J.
Creasey , US Trustee Office & Charles Snyder , United States
Trustee.
Official Committee of Unsecured Creditors, Creditor Committee,
represented by Larry Glenn Ball, Hall, Estill & Wojciech F. Jung ,
Lowenstein Sandler LLP.
About PostRock Energy Corp.
Headquartered in Oklahoma City, Oklahoma, PostRock Energy
Corporation, PostRock Energy Services Corporation, PostRock
MidContinent Production LLC, PostRock Eastern Production, LLC,
PostRock Holdco, LLC, and STP Newco, Inc. are engaged in the
acquisition, exploration, development, production and gathering of
crude oil and natural gas. Their primary production activity is
focused in the Cherokee Basin, a 15-county region in southeastern
Kansas and northeastern Oklahoma. They have approximately 129
employees.
PostRock Energy, et al., filed Chapter 11 bankruptcy petitions
(Bankr. W.D. Okla. Lead Case No. 16-11230) on April 1, 2016. Clark
Edwards signed the petitions as president. The Debtors estimated
assets in the range of $10 million to $50 million and debt of up to
$100 million.
Crowe & Dunlevy, P.C. serves as the Debtors' counsel. Judge Sarah
A. Hall is assigned to the cases.
Stephen J. Moriarty has been appointed as Chapter 11 Trustee of
PostRock Energy.
The Official Committee of Unsecured Creditors of PostRock Energy
Corp. has retained Lowenstein Sandler LLP as counsel, and Hall,
Estill, Hardwick, Gable, Golden & Nelson, P.C. as special and local
counsel.
PRIME PROPERTY: Seeks Authority to Use Hunter Cash Collateral
-------------------------------------------------------------
Prime Property Investments, LLC requests the U.S. Bankruptcy Court
for the Southern District of Texas to authorize its use of cash
collateral in the ordinary course of business.
The Debtor holds a record title to two single family dwellings (the
"Dwellings") in the Houston area, namely: 5139 Howcher and 5739
Flamingo.
The Debtor has entered into a lease agreement to rent Flamingo for
$1,150 per month commencing July 15, 2018. The Debtor is also
currently making structural repairs to Howcher and anticipates
Howcher will be available to lease by September, 2018 for
approximately $1,100 per month.
The Debtor has one secured lender with a lien on cash collateral.
Specifically, Hunter-Kelsey II, LLC, holds a first priority
mortgage secured by the Dwellings. The Debtor acknowledges that
Hunter may have a lien on the cash collateral.
The Debtor proposes to use the cash collateral pursuant to these
terms and conditions:
(a) The Debtor will diligently work to make the Dwellings
habitable and rented as soon as possible. On the 1st and 15th of
each month until both of the Dwellings are rented, Debtor will
submit a progress report to Hunter via email to Hunter's attorney
of record, Mr. Douglas Powell at djpowell@swbell.net. The report
will include photographs of work in progress on the Dwellings and
will provide information as to when each property will be habitable
and rented.
(b) When one of the Dwellings is rented, all rental income
from the Dwellings will be tendered to Hunter at its regular
address for payments and will be labeled as adequate protection
payments.
(c) The Debtor will continue to tender all rental income from
the Dwellings to Hunter until Debtor's promissory note to Hunter is
made current.
A full-text copy of the Debtor's Motion is available at
http://bankrupt.com/misc/txsb18-32268-27.pdf
About Prime Property Investments, LLC
Prime Property Investments, LLC is a Texas Limited Liability
Company that holds record title to two single family dwellings (the
"Dwellings") in the Houston area, namely 5139 Howcher and 5739
Flamingo. Its primary business is the renovation and sale of single
family dwellings but from time-to-time its business also involves
renting real property.
Prime Property Investments, LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-32268) on
April 30, 2018. In the petition signed by Thomas Miller, managing
member, the Debtor estimated assets and liabilities of less than
$500,000. The Debtor is represented by Robert Francis Gilbert,
Esq. at Gilbert Mandke PLLC.
PUBLIC SERVICE: Dec. 3 Hearing to Approve Rehabilitation Plan Set
-----------------------------------------------------------------
A hearing on the petition for approval of a plan of rehabilitation
for Public Service Insurance Company ("PSIC") and Public Service
Mutual Holding Company ("PSMHC") and for approval of a stock
purchase agreement entered between PSIC and PSMHC, and PSMHC's
wholly owned indirect subsidiary MCC Financial Holdings and Premia
Holdings Inc. will be held on Dec. 3, 2018, at 10:30 a.m., in
Courtroom 2308 of the Richard J. Daley Center, 50 West Washington
Street, Chicago, Illinois.
Objections to either or both of the petitions must be filed on or
before Oct. 24, 2018, with (a) the Clerk of the Circuit Court of
Cook County, Illinois, Chancery Division, Room 802 of the Richard
J. Daley Center, 50 West Washington Street, Chicago, Illinois, or
(b) serve a copy of your response to the rehabilitator at PSIC c/o
office of the Special Deputy Receiver, 222 Merchandise Mart Plaza,
Suite 960, Chicago, Illinois, by email at psicobj@osdchi.com or by
fax (312) 836-1944.
PSIC and PSMHC were placed in rehabilitation on March 16, 2017, by
order of the Circuit Court of Cook County, Illinois, in Case No.
17-CH-3790.
QUALITY CONSTRUCTION: 4th Interim Cash Use Order Entered
--------------------------------------------------------
Judge Robert Summerhays entered a fourth interim order, authorizing
Quality Construction & Production, LLC, et al., to use cash
collateral for the continued operation of their businesses as set
forth in the budget. The Debtors are authorized to use cash
collateral to the extent it constitutes the proceeds of the
accounts and inventory owned by the three debtors -- Traco
Production Services, Inc., Quality Production Management, LLC and
Quality Construction & Production, LLC -- in which MidSouth holds
security interests. The Debtors are required to submit written
information every reporting period and make adequate protection
payment to MidSouth of $100,000 on August 14, 2018. A full-text
copy of the Order is available at:
http://bankrupt.com/misc/lawb18-50303_285_Quality_C_4th_Cash_O.pdf
About Quality Construction & Production
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.
RADIAN GROUP: Moody's Hikes Sr. Debt Rating to Ba3, Outlook Stable
------------------------------------------------------------------
Moody's Investors Service has upgraded the debt ratings of Radian
Group Inc. (senior to Ba2 from Ba3) and the insurance financial
strength (IFS) rating of Radian Guaranty Inc. to Baa2 from Baa3.
The outlook for the ratings is stable.
RATINGS RATIONALE
The upgrade of Radian's ratings reflects the company's improving
financial profile, including the firm's progress in reducing its
financial leverage and improving its debt maturity profile over the
past several quarters. Moody's expects the firm to continue to
improve its financial leverage metrics over the next year through
organic capital generation in an operating environment that remains
favorable for mortgage credit.
According to Moody's, Radian's Baa2 IFS rating and Ba2 senior debt
rating reflects its strong position in the US mortgage insurance
market, its diverse customer base, its comfortable cushion in its
compliance with the GSEs' capital standards (PMIERs) and the firm's
improving financial flexibility. These strengths are tempered by
the commodity-like nature of the mortgage insurance product, the
sensitivity of the mortgage insurance business model to economic
conditions and the potential for increased price competition in the
US mortgage insurance market.
Radian Group is among the leading US mortgage insurers with a US
private mortgage insurance market share of approximately 20%. While
recent price reductions among industry participants are expected to
reduce the benefits of the lower statutory federal tax rate
implemented this year, Moody's believes Radian's profitability over
the near to medium term will remain robust, as favorable
macro-economic conditions, including low unemployment rates and
rising home prices, keep new mortgage loan defaults low.
While Radian Guaranty is currently unable to upstream ordinary
dividends to Radian Group, Moody's notes that Radian Guaranty's
regulator has approved a tax, interest and expense sharing
agreement allowing Radian Group to receive cash from its insurance
subsidiaries to make interest payments on its outstanding debt and
to pay certain corporate taxes and other expenses.
RATING DRIVERS
The following factors could result in an upgrade of Radian's
ratings: (1) continued improvements in the company's debt laddering
structure; (2) adjusted financial leverage in the 20% range; (3)
sustained PMIERs compliance with the maintenance of a comfortable
capital adequacy buffer; and (4) improved profitability metrics
with returns on capital consistent with those of its peers.
Conversely, the following factors could lead to a downgrade of the
group's ratings: (1) non-compliance with PMIERs; (2) decline in
shareholders' equity (including share repurchases) by more than 10%
over a rolling twelve month; (3) deterioration in the parent
company's ability to meet its debt service requirements; and (4)
adjusted financial leverage above 30%
Upgrades:
Issuer: Radian Group Inc.
Preferred Shelf, Upgraded to (P)B1 from (P)B2
Preferred Non-Cumulative Shelf, Upgraded to (P)B1 from (P)B2
Subordinate Shelf, Upgraded to (P)Ba3 from (P)B1
Senior Subordinate Shelf, Upgraded to (P)Ba3 from (P)B1
Senior Unsecured Shelf, Upgraded to (P)Ba2 from (P)Ba3
Senior Unsecured Regular Bond/Debentures, Upgraded to Ba2 from Ba3
Issuer: Radian Guaranty Inc.
Insurance Financial Strength, Upgraded to Baa2 from Baa3
Outlook Actions:
Issuer: Radian Group Inc.
Outlook, Changed To Stable From Positive
Issuer: Radian Guaranty Inc.
Outlook, Changed To Stable From Positive
Radian Group Inc., through its subsidiaries, provides mortgage
insurance and products and services to the real estate and mortgage
finance industries. As of June 30, 2018, Radian had shareholders'
equity of approximately $3.2 billion.
The principal methodology used in these ratings was Mortgage
Insurers published in May 2018.
RCR WOODWAY: Oct. 22 Plan Confirmation Hearing Set
--------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas has
conditionally approved the disclosure statement explaining RCR
Woodway Investments, Inc.'s Chapter 11 plan of reorganization and
scheduled the confirmation hearing to be held on October 22, 2018
at 1:30 p.m.
Harris County, et al., is owed $55,353.13 for ad valorem taxes.
When the real property is sold, this creditor will be paid in full.
Until the property sells, this creditor will be paid in full
pursuant to the requirements of the United States Bankruptcy Code
or in 60 months if this creditor agrees, with the first monthly
payment being due and payable on the 15th day of the 1st month
following 60 days after the Effective Date of the Plan. It will be
paid the applicable non-bankruptcy rate of interest as provided
under 11 U.S.C. 511. The monthly payment will be approximately
$1,250.00. This creditor will retain all liens it currently holds,
whether for pre-petition tax years or for the current tax year, on
any property of the Debtor until it receives payment in full of all
taxes and interest owed to it under the provisions of this Plan,
and its lien position will not be diminished or primed by any Exit
Financing approved by the Court in conjunction with the
confirmation of this Plan.
Plains Capital Bank asserts a $463,108.68 claim for financing the
real property located at Lots One (1) through ten (10),
resubdivision of the west one half of block two (2), Magnolia Park
No. 1, Harris County, Texas, according to the map or plat thereof
recorded in Volume 548, Page 317, of the deed records, Harris
County, Texas, more commonly known as 6600 Harrisburg, Houston,
Texas 77011. Plains Capital Bank has a properly recorded deed of
trust and a valid lien against the real property. The Debtor has
sought and obtained approval to employ Cushman & Wakefield to sell
the real estate and the property is being marketed. When the
property is sold, Plains Capital will be paid in full at closing.
Until the property is sold, this creditor will be paid the full
amount of the principal and prepetition interest and costs owed,
plus 6% post-petition interest in this plan over 60 months, with
the first monthly payment being due and payable on the 1st day of
the first month following 60 days after the effective date of the
plan. The monthly payments will be approximately $8,950.00 per
month.
The Debtor has no general unsecured creditors.
Payments and distributions under the Plan will be funded by through
rental income.
A copy of the Disclosure Statement is available from
PacerMonitor.com at https://tinyurl.com/yamh7hoa at no charge.
About RCR Woodway Investments
RCR Woodway Investments, Inc., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-32239) on
April 30, 2018. At the time of the filing, the Debtor estimated
assets of less than $1 million and liabilities of less than
$500,000. The Debtor hired the Law Office of Margaret Maxwell
McClure as its legal counsel.
RESIDEO FUNDING: Moody's Assigns Ba3 CFR, Outlook Stable
--------------------------------------------------------
Moody's Investors Service assigned a Ba3 Corporate Family Rating
and a Ba3-PD Probability of Default Rating to Resideo Funding Inc.,
a spin-off business from Honeywell International Inc. At the same
time, Moody's assigned Ba2 ratings to Resideo's proposed $350
million first lien term loan A due 2023, $475 million first lien
term loan B due 2025, and $350 million first lien revolving credit
facility expiring in 2023, and a B1 rating to its proposed $400
million senior unsecured notes due 2026. The rating outlook is
stable. This is the first time Moody's has assigned ratings to this
issuer.
The proceeds from the transaction will be used to fund the spin-off
of Resideo, a comfort & care and security & safety solutions
provider and distribution business from legacy Honeywell that will
receive approximately $1.2 billion dividend as a result. Resideo's
pro forma debt to EBITDA (inclusive of Moody's adjustments) is
estimated at approximately 3.0x (excluding the reimbursement
payment from EBITDA), and EBITA to interest coverage at
approximately 4.7x as of the LTM period ending June 30, 2018. "The
ratings reflect Resideo's strong market position, sizeable
operating scale of nearly $5 billion, and Moody's expectations of
favorable trends in the residential market to drive sustainable
demand growth for new construction as well as retrofit and
remodeling activity over the next 12 to 18 months," according to
Moody's Assistant Vice President Natalia Gluschuk. The ratings also
incorporate the inherent low margin profile of the distribution
business impacting the overall margins and the company's free cash
flow, which will be limited by the reimbursement payments for
Honeywell's environmental obligations, therefore resulting in free
cash flow to debt metrics in the mid-single digits.
The following rating actions were taken:
Issuer: Resideo Funding Inc.:
Corporate Family Rating, assigned Ba3
Probability of Default Rating, assigned Ba3-PD
Speculative Grade Liquidity Rating, assigned SGL-3
Proposed $350 million first lien revolving credit facility due
2023, assigned Ba2 (LGD2)
Proposed $350 million first lien term loan A due 2023, assigned Ba2
(LGD2)
Proposed $475 million first lien term loan B due 2025, assigned Ba2
(LGD2)
Proposed $400 million senior unsecured notes due 2026, assigned B1
(LGD5)
Rating outlook is stable
All ratings are subject to the execution of the transaction as
currently proposed and Moody's review of final documentation. The
instrument ratings are subject to change if the proposed capital
structure is modified.
RATINGS RATIONALE
The Ba3 Corporate Family Rating is supported by: 1) the company's
significant revenue scale of nearly $5 billion and global
geographic footprint; 2) strong market position as a provider of
home products and solutions and a distributor of security and fire
protection products in the professional installation channel; 3)
the value of the Honeywell brand, which will be maintained by
Resideo for 40 years, and the technological expertise in
manufacturing of integrated home and security products; 4)
favorable conditions in the US residential and remodeling
industries, which are expected to drive solid revenue growth over
the next 12 to 18 months; 5) exposure of the majority of revenue
(or 75%-85%) to the more stable retrofit market versus new
construction; 6) variety of distribution channels, including the
proprietary ADI Global Distribution business; and 7) an extensive
professional customer base and a diverse product offering.
At the same time, the ratings are constrained by: 1) high levels of
debt associated with funding of the spin-off; 2) risks related to
the separation of the Homes business from legacy Honeywell and
deconsolidation of operations; 3) significant reimbursement
payments (of up to $140 million annually) that will constrain the
company's free cash flow, which might otherwise be available for
debt repayment or reinvestment in growth of the business; 4)
intense competition within its product categories and the necessity
of rapid technological innovation; 5) inherent low margin profile
of the distribution business impacting the company's overall
margins; 6) the cyclicality of residential end markets, and the
resulting exposure to protracted industry downturns; and 7) only
adequate liquidity profile given modest free cash flow as a percent
of debt and revenue.
The stable rating outlook reflects its expectations that
deconsolidation of operations will be accomplished without major
disruptions, as the company prioritizes de-leveraging, generates
organic growth through supporting end market trends, and maintains
an adequate liquidity profile.
SGL-3 Speculative Grade Liquidity Rating reflects Resideo's
adequate liquidity profile. Liquidity is supported by the
availability under the company's $350 million revolving credit
facility, which is expected to be largely undrawn, and the
anticipated good cushion under the company's leverage and interest
coverage financial covenants. However, the company's free cash flow
generation is constrained by significant annual reimbursement
payments related to Honeywell's environmental liability.
The ratings could be upgraded if the company demonstrates a track
record of successful operation on a stand-alone basis and maintains
disciplined financial policies, if free cash flow to debt improves
above the 10% level, if leverage is sustained comfortably below
3.0x, while liquidity position is good and the end market
conditions remain favorable.
The ratings could be downgraded if the weakness in the end markets
causes revenue and operating margin to contract significantly, or
if the company experiences challenges with the separation from the
legacy business. Additionally, leverage sustained above 4.0x, EBITA
to interest coverage below 3.0x, or negative free cash flow
generation and liquidity deterioration could also result in a
ratings downgrade.
The principal methodology used in these ratings was Global
Manufacturing Companies published in June 2017.
Resideo, is a comfort & care and security & safety solutions
provider for residential markets and a distribution business of
security and fire protection products (ADI Global Distribution
business). The company's home solutions products are installed in
15 million homes annually, as the business operates through a
network of over 110,000 professional contractors, 3,000
distributors and 1,200 original equipment manufacturers. ADI
distributes in excess of 350,000 stock keeping units through 200
locations globally. In the LTM period ending June 30, 2018, the
company generated approximately $4.7 billion in revenue.
RESIDEO TECHNOLOGIES: S&P Assigns 'BB+' ICR, Outlook Stable
-----------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issuer credit rating (ICR) to
Resideo Technologies Inc. The outlook is stable.
S&P said, "At the same time, we assigned our 'BBB-' issue-level
rating and '1' recovery rating to financing subsidiary Resideo
Funding Inc.'s credit facilities. They consist of a $350 million
revolver due in 2023, a $350 million term loan A due in 2023, and a
$475 million term loan B due in 2025. The '1' recovery rating
reflects our expectation for very high (90%-100%; rounded estimate:
95%) recovery in the event of a payment default. Under our recovery
ratings criteria, debt issuances by companies with an ICR of 'BB+'
are typically not notched up more than once (above the ICR),
regardless of the recovery rating.
"We also assigned our 'BB+' issue-level rating and '3' recovery
rating to the senior unsecured notes issued by Resideo Funding Inc.
The '3' recovery rating reflects our expectation for meaningful
(50%-70%; rounded estimate: 65%) recovery in the event of a payment
default." The issue rating for unsecured debt for companies with
ICRs in the 'BB' category is generally capped at '3'.
Resideo Technologies is an upcoming spinoff of Honeywell
International Inc.'s Homes and Global Distribution (ADI) business.
S&P expects the spinoff to be completed in the fourth quarter of
2018. S&P's ratings on Resideo reflect the company's good
operational scale, with annual revenue of over $4.5 billion and an
installed base of over 150 million homes. This strength is
partially offset by the company's exposure to cyclical new home
starts, lower profit margins than those of peers, and leveraged
capital structure. Its environmental and other indemnification
payments to Honeywell are significant.
The stable outlook reflects S&P Global Ratings' expectation that
Resideo will establish itself with no major operational concerns
during its first year as a stand-alone company and that its
earnings will benefit from climbing demand for connected devices in
the home. S&P anticipates that volume growth from new contract
wins, ongoing retrofit project activity, effective operational
focus to counter labor and freight cost inflation, and appropriate
financial policies will allow the company to produce an
adjusted-debt-to-EBITDA ratio that remains 3x-4x. This figure
includes an adjustment to the debt balance to incorporate
anticipated future environmental indemnification payments. While
the separation from Honeywell is likely to result in higher
interest costs and potential sourcing dis-synergies--particularly
as raw material and component costs could rise because of
tariffs--the ratings envision Resideo management executing the
separation relatively smoothly.
S&P said, "We could lower our ratings on the company over the next
12 months if we expect Resideo's adjusted debt to EBITDA to
approach 4x and remain there for a sustained period. This could
occur if the company encounters meaningful separation hiccups and
maintains the broader company's historically sound operational
execution and cost focus. A lower rating could also be brought
about by a decline in demand because of general global
macroeconomic weakness, a meaningful contraction in housing starts,
or a decision to make sizable acquisitions or share repurchases
that increase leverage beyond the appropriate range.
"It is less likely that we would raise ratings on Resideo over the
next year, given the company's significant debt and debt-like
liabilities (not all of which is easily prepayable) relative to its
discretionary cash flow. However, if the company were to make
meaningful progress in reducing debt while improving its
profitability considerably, then we could consider it." Meaningful
contract wins, elevated end-market demand, better product mix, and
operational efficiency could yield better credit measures.
Importantly, an upgrade to investment-grade status would depend
upon management publicly committing to conservative financial
policies and maintaining reduced leverage of less than 3x and free
operating cash flow to debt of above 15%.
REVENUE CYCLE: Gets Nod on Interim Use of IRS Cash Collateral
-------------------------------------------------------------
The Hon Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas has signed an agreed order authorizing
Revenue Cycle Solutions, LLC's interim use of the cash collateral
of the Internal Revenue Service.
The Debtor is permitted to use cash collateral, in accord with the
Budget. The Debtor may exceed any line item in the Budget by up to
10%. The Debtor's right to use Cash Collateral under the Interim
Order will commence on the date of entry of the Interim Order and
expire on the earlier of: (a) the entry of a subsequent interim
cash collateral order; or (b) the entry of a Final Order.
As adequate protection of the IRS' interest, if any, in the cash
collateral pursuant to sections 361 and 363(e) of the Bankruptcy
Code to the extent of any diminution in value from the use of
the collateral, the Court grants the IRS replacement
security liens on and replacement liens on all of Debtor's
property, whether such property was acquired before or after the
Petition Date.
Such Replacement Liens will be equal to the aggregate
diminution in value of the collateral, if any, that occurs from
and after the Petition Date. The Replacement Liens will be of the
same validity and priority as the liens of the IRS on the
prepetition Collateral, and will maintain the same priority,
validity and enforceability as the IRS' liens on the prepetition
Collateral.
The Replacements Liens will be subject and subordinate to: (a)
professional fees and expenses of the attorneys, financial advisors
and other professionals retained by the Debtor subject to the
Court's approval under section 330 and/or section 331 of the
Bankruptcy Code; and (b) any and all fees payable to the U.S.
Trustee pursuant to 28 U.S.C. Section 1930(a)(6) and the Clerk of
the Bankruptcy Court.
The Debtor will maintain, insure and otherwise preserve and protect
the prepetition collateral and the collateral upon which the
IRS is granted Replacement Liens, including, but not limited
to, maintaining appropriate insurance on the Collateral, with the
IRS listed as loss payee under all such insurance policies.
A full-text copy of the Order is available at
http://bankrupt.com/misc/txeb18-41724-12.pdf
About Revenue Cycle Solutions
Revenue Cycle Solutions, LLC --
http://www.revenuecyclesolutions.com/-- is a healthcare consulting
firm specializing in revenue cycle reviews, interim patient account
management services and customized revenue-related projects. RCS
offers creative and cost-effective solutions to problems related to
the capture, billing issues, and collection of health care
revenue.
Revenue Cycle Solutions, LLC, based in Plano, TX, filed a Chapter
11 petition (Bankr. E.D. Tex. Case No. 18-41724) on Aug. 6, 2018.
In its petition, the Debtor estimated $0 to $50,000 in assets and
$10 million to $50 million in liabilities. The petition was signed
by Jennifer Floren, director of finance, Med Elect, LLC, the
managing member of Revenue Cycle Solutions. Michael S. Mitchell,
Esq., at Demarco-Mitchell, PLLC, serves as bankruptcy counsel to
the Debtor.
REX ENERGY: Plan Confirmation Hearing Slated for Oct. 15
--------------------------------------------------------
The Hon. Jeffrey A. Deller of the U.S. Bankruptcy Court for the
Western District of Pennsylvania will hold a hearing to consider
confirmation of the amended Chapter 11 plan of liquidation of R.E.
Gas Development LLC and its debtor-affiliates on Oct. 15, 2018, at
10:00 a.m. (ET), 5414 U.S. Steel Tower, 600 Grant Street,
Pittsburgh, Pennsylvania.
Objections to the confirmation of the Debtors' liquidation plan, if
any, must be filed no later than 5:00 p.m. (ET) on Oct. 10, 2018.
Deadline to vote to reject or accept the Debtors' liquidation plan
is on Oct. 10, 2018, at 5:00 p.m (ET).
Plan supplement, if any, will be filed with the Court on or before
Oct. 3, 2018, at 5:00 p.m. (ET)
Copies of the disclosure statement and the plan are available for
free at https://cases.primeclerk.com/rexenergy.
About Rex Energy Corp.
Rex Energy Corporation -- http://www.rexenergy.com/-- and its
subsidiaries are independent oil and gas companies operating in the
Appalachian Basin, engaged in the acquisition, production,
exploration and development of oil, natural gas and natural gas
liquids. They are focused on drilling and exploration activities
in the Marcellus Shale, Utica Shale and Upper Devonian Shale. Rex
Energy is headquartered in State College, Pennsylvania and became a
public company in 2007.
On May 18, 2018, Chapter 11 cases were filed by Rex Energy
Corporation (Bankr. W.D. Pa. Case No. 18-22033) and its affiliates
R.E. Gas Development, LLC (Bankr. W.D. Pa. Case No. 18-22032), Rex
Energy Operating Corp. (Case No. 18-22034), and Rex Energy I, LLC
(Case No. 18-22035). R.E. Gas Development is the lead case.
In the petitions signed by Thomas C. Stabley, president and CEO,
the Debtors listed total assets of $851,000,957 and total debt of
$984,529,090 as of April 30, 2018.
Judge Jeffery A. Deller presides over the cases.
James D. Newell, Esq., Timothy P. Palmer, Esq., and Tyler S.
Dischinger, Esq., at Buchanan Ingersoll & Rooney PC and Scott J.
Greenberg, Esq., Michael J. Cohen, Esq., Anna Kordas, Esq., Thomas
A. Howley, Esq., and Rachel Biblo Block, Esq., at Jones Day, serve
as the Debtors' bankruptcy counsel.
The Debtors tapped Perella Weinberg Partners as their investment
banker; FTI Consulting, Inc., as financial advisor; and Prime Clerk
LLC as claims and noticing agent.
The Office of the U.S. Trustee for Region 3 appointed an official
committee of unsecured creditors on May 29, 2018. The Committee
tapped Brown Rudnick LLP as its lead counsel; and Leech Tishman
Fuscaldo & Lampl, LLC, as its local counsel.
* * *
As reported by the Troubled Company Reporter in Sept. 19, 2018, the
Hon. Jeffery A. Deller of the U.S. Bankruptcy Court for the Western
District of Pennsylvania, at the behest of R.E. Gas Development,
LLC, and its debtor-affiliates, has extended through and including
January 15, 2019 the Exclusive Filing Period, and through and
including March 14, 2019.
RICH HONEY: Has Access to Cash Collateral Until Oct. 24
-------------------------------------------------------
Rich Honey, Inc., won approval from the U.S. Bankruptcy Court of
the Central District of California to use cash collateral until
Oct. 24, 2018. Use of cash will be in accordance with its proposed
budget, with variance of up to 20% on line item, and up to 15% on
an aggregate basis. Replacement liens on post-petition accounts
will be given to creditors. Furthermore, the Court required the
company to pay Valley Economic Development Center monthly adequate
protection payments of $6,000 starting Sept. 15, 2018.
A full-text copy of the Order is available at:
http://bankrupt.com/misc/cacb18-19570_31_Rich_H_Cash_O.pdf
About Rich Honey Inc.
Rich Honey, Inc. -- https://richhoneyapparel.com/ -- is a wholesale
and private label blank apparel manufacturer in Los Angeles
specializing in premium quality garment dye t-shirts & leather
goods.
Rich Honey sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Cal. Case No. 18-19570) on Aug. 17, 2018. In the
petition signed by CEO Nicholas Bowes, the Debtor disclosed
$522,836 in assets and $2,252,796 in liabilities. Judge Vincent P.
Zurzolo presides over the case.
RMR OPERATING: Plan Outline Okayed, Plan Hearing on Oct. 24
-----------------------------------------------------------
RMR Operating, LLC and its affiliates are now a step closer to
emerging from Chapter 11 protection after a bankruptcy court
approved the outline of their plan of reorganization.
The U.S. Bankruptcy Court for the Northern District of Texas on
Sept. 13 gave the thumbs-up to the disclosure statement after
finding that it contains "adequate information."
The order set an Oct. 18 deadline for creditors to file their
objections and submit ballots of acceptance or rejection of the
plan.
A court hearing to consider confirmation of the plan is scheduled
for Oct. 24, at 2:00 p.m., Central Time. The hearing will take
place at Courtroom 2.
About RMR Operating LLC
RMR Operating, LLC filed a chapter 11 petition (Bankr. N.D. Tex.
Case No. 16-30988) on March 8, 2016. The Debtors operate an energy
company in the acquisition, development, and exploration of oil and
natural gas properties. The Debtors' operation are focused on the
Permian Basin of West Texas and Southeast New Mexico.
The petition was signed by Alan W. Barksdale, president. At the
time of the filing, the Debtor estimated assets and liabilities at
$0 to $50,000.
The Debtor is represented by Howard Marc Spector, Esq., at Spector
& Johnson, PLLC.
RUBY'S DINER: Michael Munz Appointed as New Committee Member
------------------------------------------------------------
The Office of the U.S. Trustee on Sept. 21 appointed Michael Munz
as new member of the official committee of unsecured creditors in
the Chapter 11 case of Ruby's Diner, Inc.
Mr. Munz will replace John Teele who was removed as committee
member.
The committee now consists of three members:
(1) Richard Silva
4012 Flowerwood Lane
Fallbrook, CA 92028
Phone: (949)874-8410
(2) Michael Munz
520 Avocado Avenue
Corona Del Mar, CA 92625
Phone: (949)723-4576
(3) William E. Pope
80721 Cherry Hills Drive
La Quinta, CA 92253
Phone: (949)235-3186
About Ruby’s Diner Inc.
Ruby’s Diner, Inc. — https://www.rubys.com — is a restaurant
chain headquartered in Irvine, California. Founded by Doug
Cavanaugh and Ralph Kosmides in 1982, it also has locations in
California, Nevada, Arizona, Texas, Pennsylvania and New Jersey.
Ruby’s Diner, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 18-13311) on September
5, 2018. In the petition signed by Douglas S. Cavanaugh, chief
executive officer, the Debtor disclosed that it had estimated
assets of $1 million to $10 million and liabilities of $1 million
to $10 million.
Judge Catherine E. Bauer presides over the case.
S&S SCREW: Plan Confirmation Hearing Set for Dec. 6
---------------------------------------------------
Bankruptcy Judge Randal S. Mashburn approved S&S Screw Machine
Company, LLC's first amended disclosure statement in support of its
first amended plan of liquidation.
A hearing on confirmation of the Debtor's First Amended Plan of
Liquidation will be held at 9:30 a.m. on Dec. 6, 2018 at L. Clure
Morton Post Office and Courthouse, 9E. Broad St., Cookeville, TN
38503.
Oct. 19, 2018 is fixed as the last day or filing written
acceptances or rejections of the Plan, and for submitting ballots,
and the last day for filing written objections to confirmation of
the Plan.
About S&S Screw Machine Company
S&S Screw Machine Company, LLC, doing business as S&S - Precision,
filed a Chapter 11 petition (Bankr. M.D. Tenn. Case No. 16-06829)
on Sept. 24, 2016. The petition was signed by Lawrence J. Battle,
authorized member. The Debtor estimated assets and liabilities at
$1 million to $10 million at the time of the filing.
The case is assigned to Judge Randal S. Mashburn.
Phillip G. Young, Jr., Esq., at Thompson Burton PLLC, is serving as
counsel to the Debtor.
The Office of the U.S. Trustee on Nov. 10, 2016, appointed three
creditors to serve on an Official Committee of Unsecured
Creditors.
The committee members are: Kenny Wine, of Joseph T. Ryerson & Son;
Del Miller, of Kaiser Aluminum Fabricated Products; and Stephen L.
Cochran, of Production Pattern & Foundry Co.
The Committee tapped Paul G. Jennings, Esq., at Bass Berry & Sims
PLC, as its counsel.
SANGO POOL: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Sango Pool and Spa, LLC as of Sept. 21,
according to a court docket.
About Sango Pool and Spa LLC
Sango Pool and Spa, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 18-05552) on August 20,
2018. At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $500,000 and liabilities of less than
$1 million.
Marian F. Harrison presides over the case. Steven L. Lefkovitz,
Esq., at the Law Offices of Lefkovitz & Lefkovitz is the Debtor's
legal counsel.
SARAR USA: Claim Filing Deadline Set for Oct. 16
------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey set Oct.
16, 2018, at 4:00 p.m. prevailing Eastern Time as deadline for each
person or entity to files proofs of claim against Sarar USA Inc.
The Court also set Nov. 20, 2018, at 4:00 p.m. prevailing Eastern
Time as deadline for governmental units to fie their claims against
the Debtor.
Proofs of claim may be filed through the electronic claim system
located at https://cases.primeclerk/com/sarar/ or by mailing or
delivering to:
Sarar USA Inc. Claims Processing Center
c/o Prime Clerk LLC
850 3rd Avenue, Suite 412
Brooklyn, New York 11232
The bar date order is available at
https://cases.primeclerk.com/sara/.
About Sarar USA Inc.
Sarar USA, Inc. -- https://www.sararonline.com/ -- is a retailer of
high-end men's apparel selling suits, tuxedos, shirts, jackets,
trousers, shoes, polo shirts, outerwear, knitwear and accessories.
The company is an affiliate of a company based in EskiSehir,
Turkey. Sarar USA was founded in 2001 and is headquartered in
Little Falls, New Jersey.
Sarar USA, Inc., d/b/a Sarar USA, sought Chapter 11 protection
(Bankr. D.N.J. Lead Case No. 18-24538) on July 20, 2018. Hon. John
K. Sherwood is the case judge. In the petition signed by CEO Emre
Duru, Sarar USA estimated assets of $1 million to $10 million and
liabilities of $10 million to $50 million.
The Debtor tapped Schuyler G. Carroll, Esq., and Jeffrey Vanacore,
Esq., of Perkins Coie LLP as counsel. Prime Clerk LLC acts is the
Debtor's claims agent.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors in the Debtor's Chapter 11 case. The Committee
selected Kelley Drye & Warren LLP as its legal counsel.
SEASONS KOSHER: Expects Short Reorganization Process
----------------------------------------------------
Mayer Gold, CEO of Seasons Kosher Supermarkets, on Sept. 21 said
that "As a leader in the Kosher grocery industry, Seasons Kosher
Supermarkets has voluntarily filed a petition for reorganization
under Chapter 11 of the Bankruptcy Code."
"In order to preserve and strengthen our ability to serve the local
Seasons Family's needs, we are focusing on emerging from the
Chapter 11 filing with a stronger balance sheet and to fully
restore operations.
"Through a commitment of up to $6 million in private funding we
will be able to fully stock the shelves, fulfill current vendor
obligations and continue to operate normally during the
restructuring period.
"There is nothing we love more than providing Seasons' family with
the warmest kosher shopping experience, and we look forward to
refocusing on that singular goal.
"With several parties already interested in investing in the
Company, Seasons anticipates a relatively short reorganization
process and bright future as we continue to serve our
neighborhoods."
About Seasons
Seasons is the nation's largest kosher supermarket chain. Its very
first store opened in 2011.
SHREEDEVI AA: Third Interim Cash Collateral Order Entered
---------------------------------------------------------
The Hon. Harlin Dewayne Hale of the U.S. Bankruptcy Court for the
Northern District of Texas has entered a third interim order
authorizing Shreedevi AA Corporation's use of cash collateral to
maintain operations of its business while effectuating a plan of
reorganization.
The approved budget provides total expenses of approximately
$20,993. The authority for the Debtor to use cash collateral will
remain in effect from Petition Date through the continued and final
hearing on the Debtor's Cash Collateral Motion, which is scheduled
to take place on Sept. 19, 2018 at 10:00 a.m.
The Debtor will be permitted to use the cash collateral in the
ordinary course of business. However, such cash collateral usage is
limited to payment of usual and customary expenses incurred in the
post-petition operations of Debtor's business including payment of
ordinary and recurring wage and salary expense and any ordinary
course employee benefits.
The Third Interim Order does not authorize the payment of any
prepetition claims (other than payroll if previously approved by
this court) nor the payment of any bonus or other non-recurring
extraordinary cost or expense.
Herring Bank currently asserts a first lien position, on among
other things the inventory, equipment and accounts receivable of
Debtor.
The Debtor is indebted to Herring Bank pursuant to those three
certain secured promissory notes with a total outstanding balance
on the Petition Date of approximately $256,500,which is secured by
(i) two tracks of real property owned by Debtor used for
convenience store and gas station operations and (ii) a general
blanket lien on other of the Debtor's assets including inventory
equipment furniture fixtures rights to payment rents general
intangibles and accounts including all the Debtor's accounts
receivable. The Debtor represents that the value of the real
property collateral and personal property collateral is greater
than the Herring Bank's Claim and that Herring Bank is
oversecured.
Herring Bank is granted valid and enforceable replacement security
interests, in the order of its existing priority and in its
collateral acquired by the Debtor post-petition, and to the
proceeds, products, or profits thereof only to the same extent,
priority and validity as they existed pre-petition and are
enforceable in connection with Debtor's bankruptcy proceeding, and
will continue and attach to any such post-petition proceeds,
products or profits of such real and personal property to the same
extent as they existed and were enforceable pre-petition and in
this bankruptcy case.
The liens and security interests granted to Herring Bank will have
priority over any and all administrative expenses, other than
attorneys' fees to be paid to the Debtor's counsel. The Continuing
Liens will continue to be perfected and enforceable as they existed
pre-petition.
A full-text copy of the Third Interim Order is available at
http://bankrupt.com/misc/txnb18-70202-21.pdf
About Shreedevi AA Corporation
Shreedevi AA Corporation sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 18-70202) on July 2,
2018. At the time of the filing, the Debtor estimated assets of
less than $500,000 and liabilities of less than $500,000. Judge
Harlin Dewayne Hale presides over the case. Eric A. Liepens, P.C.,
serves as counsel to the Debtor.
SNEH & SAHIL: Unsecureds to be Paid in Full Over 5 Years
--------------------------------------------------------
Sneh & Sahil Enterprises, Inc. submits a disclosure statement
relating to its plan of reorganization dated Sept. 14, 2018.
The Debtor operates party rental and landscaping businesses. The
Plan contemplates the continuation those operations and of regular
monthly expense payments, specifically including the payment of
what are defined in the Plan as "Leased Equipment" claimants
pursuant to the terms of the agreements in place between the Debtor
and those claimants for the duration of the same. The Debtor will
fund the payment of its tax claims and remaining general unsecured
creditors over a five year period in full.
Class 4 general unsecured claims will be paid in full, without
interest, as follows: Commencing the month following the
confirmation of the Plan the Debtor will commence monthly payments
of $1,250 into an account designated for payments to be made under
the Plan. For the sake of economy, commencing the fourth month
following the confirmation date the Debtor will make quarterly
payments to the Class 4 claimants, pro rata, until all such claims
are paid in full.
Payments under the Plan will be funded from income the Debtor
generates in connection with its business operations. Once all
Claims have been paid, any and all of the Reorganized Debtor’s
remaining assets will be retained by the Reorganized Debtor.
A full-text copy of the Disclosure Statement is available for free
at:
http://bankrupt.com/misc/ilnb17-18861-36.pdf
About Spruha Shah
Sneh and Sahil Enterprises, Inc. -- http://www.arlingtonrental.com/
-- does business under two assumed names, as follows: (a) Arlington
Rental, which rents out party equipment and supplies, like tents,
portable dance floors, tables chairs and other catering needs, and
(b) R Lederleitner Landscape, provides landscaping services. It
operates from a commercial property owned by Spruha Shah.
Spruha Shah, LLC, a single asset real estate as defined in 11
U.S.C. Section 101(51B), is the owner of the real property commonly
known as 500 S. Hicks Rd., Palatine, Illinois.
Spruha Shah, LLC, and Sneh and Sahil Enterprises filed Chapter 11
bankruptcy petitions (Bankr. N.D. Ill. Case Nos. 17-18858 and
17-18861) on June 22, 2017. The petitions were signed by Sanjay
Shah, managing member. The cases are jointly administered under
Spruha Shah's, with Judge Deborah L. Thorne presiding.
At the time of filing, the Debtors estimated assets and liabilities
ranging between $1 million to $10 million.
Timothy C. Culbertson, Esq., at the Law Offices of Timothy C.
Culbertson, serves as counsel to the Debtors.
SRQ TAXI MANAGEMENT: Plan Outline Okayed, Plan Hearing on Nov. 7
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida will
consider approval of the Chapter 11 plan for SRQ Taxi Management,
LLC at a hearing on Nov. 7.
The hearing will be held at 9:30 a.m., at Courtroom 8A.
The court will also consider at the hearing the final approval of
the company's disclosure statement, which it conditionally approved
on Sept. 13.
The order required creditors to submit ballots of acceptance or
rejection of the plan no later than eight days before the hearing.
Objections to the disclosure statement must be filed no later than
seven days prior to the hearing. If no objections are filed by the
deadline, the conditional approval of the disclosure statement will
become final.
About SRQ Taxi Management
SRQ Taxi Management, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 17-07782) on Aug. 31, 2017. Cullan F.
Meathe, manager, signed the petition. At the time of filing, the
Debtor estimated $0 to $50,000 in assets and $100,000 to $500,000
in estimated liabilities.
Judge Michael G. Williamson presides over the case. David S.
Jennis, Esq., at Jennis Law Firm, is the Debtor's bankruptcy
counsel. The Houston Firm, P.A. is the special counsel.
STONE PLACE: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Stone Place International, LLC as of Sept.
21, according to a court docket.
About Stone Place Int'l
Stone Place International, filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 18-04000) on May 16, 2018, estimating
less than $1 million in both assets and liabilities. John P.
Sherman, Esq., at Gallardo Law Office, is the Debtor's counsel.
STRAUSS COMPANY: Taps Compass Auctions as Auctioneer
----------------------------------------------------
The Strauss Company, Inc., seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Tennessee to hire an auctioneer.
The Debtor proposes to employ Compass Auctions & Real Estate, LLC
to liquidate property of its bankruptcy estate.
The auction will be conducted on a 10% commission basis with a
buyer's premium of 13% for on-site buyers and 15% for online
buyers, with the buyer's premium to be paid to the firm.
The Debtor will pay Compass Auctions its expenses, including
marketing costs of up to $2,500 and labor costs of up to $2,500.
Compass Auctions does not hold any interest adverse to the Debtor's
estate, according to court filings.
The firm can be reached through:
Steven W. Holt
Compass Auctions & Real Estate, LLC
Phone: (423)702.6180
Email: info@soldoncompass.com
About The Strauss Company
Creditors Truitt Ellis, Carrie Ellis, Kathleen Pennington, VanBuren
LLC, and Germantown Hammer LLC filed an involuntary petition for
relief under Chapter 7 against The Strauss Company, Inc. (Bankr.
E.D. Tenn. Case No. 18-12972) on July 6, 2018. The petitioning
creditors are represented by R. Mark Donnell Jr., Esq.
The Chapter 7 case was converted to one under Chapter 11 upon
request by the Debtor. Judge Shelley D. Rucker presides over the
case.
The Debtor tapped Farinash & Stofan as its legal counsel.
STRAUSS COMPANY: U.S. Trustee Forms 5-Member Committee
------------------------------------------------------
Paul Randolph, acting U.S. trustee for Region 8, on Sept. 21
appointed five creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of The Strauss Company,
Inc.
The committee members are:
(1) Clarksville Towers, LLC
Attorney: Todd Panther
Sherrard, Roe, Voigt, Harbison
150 3rd Avenue South, Suite 1100
Nashville, TN 37201
Phone: 615 742 4594
Fax: 615 742 4539
Email: tpanther@srvhlaw.com
(2) Lee Company, Inc.
Attention: Jason Hale, General Counsel
4057 Rural Plains Circle
Franklin, TN 37064
Phone: 615 468-6224
Email: jason.hale@leecompany.com
(3) Truitt Ellis, Carrie Ellis, and Kathleen Pennington
Attorney: R. Mark Donnell, Jr.
Waypoint Law PLLC
346 21st Avenue North
Nashville, Tennessee 37203
Phone: 615 209 7485
Email: mdonnell@waypointlaw.com
(4) VanBuren, LLC
Attorney: William J. Sheppard
James-Bates-Brannan-Groover-LLP
3399 Peachtree Road, Suite 1700
Atlanta, Georgia 30326
Phone: (404) 997-6020
Fax: (404) 997-6021
Email: wsheppard@jamesbatesllp.com
(5) Germantown Hammer, LLC
Attorney: William J. Sheppard
James-Bates-Brannan-Groover-LLP
3399 Peachtree Road, Suite 1700
Atlanta, Georgia 30326
Phone: (404) 997-6020
Fax: (404) 997-6021
Email: wsheppard@jamesbatesllp.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 The Strauss Company
Creditors Truitt Ellis, Carrie Ellis, Kathleen Pennington, VanBuren
LLC, and Germantown Hammer LLC filed an involuntary petition for
relief under Chapter 7 against The Strauss Company, Inc. (Bankr.
E.D. Tenn. Case No. 18-12972) on July 6, 2018. The petitioning
creditors are represented by R. Mark Donnell Jr., Esq.
The Chapter 7 case was converted to one under Chapter 11 upon
request by the Debtor. Judge Shelley D. Rucker presides over the
case.
The Debtor tapped Farinash & Stofan as its legal counsel.
STRUSS FARMS: Exclusive Plan Filing Period Extended to Dec. 22
--------------------------------------------------------------
The Hon. Robert E. Nugent of the U.S. Bankruptcy Court for the
District of Kansas, at the behest of Struss Farms LLC and Kevin W.
Struss, has extended the Debtors' exclusive periods within which to
file a Chapter 11 plan and solicit acceptances to Dec. 22, 2018.
The Troubled Company Reporter has previously reported that the
Debtors requested a 120 day extension as they are still in the
process of reorganizing their farming operations and it will be
impossible to plan ahead for harvesting of crops and to propose a
viable plan of reorganization until the 2018 crop results are
known. The Debtors claimed that they crop insurance payments
pending for the 2017 and 2018 wheat crop and for the 2017 milo and
corn crop due to the severe drought conditions. The 2018 crops are
expected to produce good yields and Debtor believes that it is more
likely than not that the proposed plan will be confirmed as a 100%
pay plan.
About Struss Farms
Struss Farms LLC, a corn producer in Wakeeney, Kansas, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan.
Case No. 18-10770) on April 26, 2018. In the petition signed by
Kevin W. Struss, member/manager, the Debtor disclosed $9.57 million
in total assets and $8.78 million total debt. The Debtor is
represented by Dan W. Forker, Jr., Esq., at Forker Suter LLC. The
Hon. Dale L. Somers presides over the case.
SUNNY OCEAN: Unsecureds to Receive 10% of Allowed Claims
--------------------------------------------------------
Sunny Ocean 699 LLC submits a disclosure statement describing its
plan of reorganization.
The Debtor owns development property at 699 Ocean Blvd. Golden
Beach, FL 33140; 225 oceanfront foot building site folio
19-1235Â000-0010 owns property above but business operations are
at 300 Alton Road Suite 100 Miami Beach, FL 33139.
Under the plan, general unsecured creditors are classified in Class
6 and will receive a distribution of 10% of their allowed claims.
The Plan proposes to pay its obligations after confirmation of the
plan estimated to be after November 2018, from a sale of the
property or by refinancing -- or 4% 30-year amortization 5-year
balloon, or by contributions by other obligors in the adversary
case.
The proposed Plan has the following risk factors: Debtor's ability
to fund could be affected by financial default.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/flsb18-16108-40.pdf
About Sunny Ocean 699
Sunny Ocean 699 LLC is a privately held company whose principal
assets are located at 699 Ocean Blvd Golden Beach, FL 33160.
Sunny Ocean 699 LLC filed a voluntary petition under chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-16108) on
May 21, 2018. The petition was signed by Jon Shields,
manager/member.
At the time of filing, the Debtor estimated $10 million to $50
million in total assets and $1 million to $10 million in
liabilities. Judge Jay A. Cristol presides over the case. Joel M.
Aresty, Esq., at Joel M. Aresty, P.A., is the Debtor's counsel.
SUNSHINE DAIRY: Plan Exclusivity Period Extended to November 5
--------------------------------------------------------------
The Hon. Peter C. McKittrick of the U.S. Bankruptcy Court for the
District of Oregon, upon consideration on the Motion to Extend the
Exclusivity Periods and to Extend the Deadline to Assume or Reject
Leases of Nonresidential Real Property and the Request for Judicial
Notice filed by Sunshine Dairy Foods Management, LLC and Karamanos
Holdings, Inc., has granted the Motion as follows:
(1) The exclusivity period to file a plan of reorganization is
extended to and including November 5, 2018;
(2) The exclusivity period to solicit acceptances with respect
to said plan is extended to and including January 4, 2019; and
(3) The deadline to assume or reject nonresidential real
property leases in 11 U.S.C. Section 365(d)(4)(A) is extended to
and including December 5, 2018, except as to Columbia Oregon 98th
Industrial, LLC whose lease will be deemed rejected due to the
expiration of the original deadline of September 6, 2018.
About Sunshine Dairy Foods
Sunshine Dairy Foods is family-owned dairy processor serving local
food service customers, local food manufacturer partners, local
retailers and co-pack customers in the Pacific Northwest. All
Sunshine milk products are packaged in recyclable opaque white jugs
and paper cartons to protect the milk from light and prevent
oxidation. Sunshine's largest vendor is its milk supplier, Oregon
Milk Marketing Federation. OMMF members are almost universally
family farmers who manage small to mid-sized farms in the
Willamette Valley, Oregon and Yakima Valley and Chehalis,
Washington.
Sunshine Dairy Foods Management, LLC, and Karamanos Holdings, Inc.,
filed voluntary petitions seeking relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ore. Case Nos. 18-31644 and 18-31646) on
May 9, 2018.
At the time of filing, Sunshine Dairy Foods estimated $1 million to
$10 million in assets and $10 million to $50 million in
liabilities.
Nicholas J. Henderson, Esq., at Motschenbacher & Blattner, LLP, and
Douglas R. Ricks, Esq., at Vanden Bos & Chapman, LLP, serve as the
Debtors' counsel; and Daniel J. Boverman and Boverman & Associates,
LLC, as business and turnaround consultants.
T.C. RENFROW: Plan Outline Okayed, Plan Hearing on Oct. 25
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas will
consider approval of the Chapter 11 plan of reorganization for T.C.
Renfrow Land L.P. at a hearing on Oct. 25.
The court will also consider at the hearing the final approval of
T.C. Renfrow's disclosure statement, which it conditionally
approved on Sept. 13.
The order set an Oct. 17 deadline for creditors to file their
objections and submit ballots of acceptance or rejection of the
plan.
About T.C. Renfrow L.P.
T.C. Renfrow Land L.P. holds the deed of trust on a land with house
located at 7633 Miller Road, #2, Houston, Texas, valued at $7.5
million. It separately holds the deed of trust on a land with
house located at 4035 SCR Road Rocksprings, Texas, with a current
value of $595,000.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Tex. Case No. 17-33540) on June 5, 2017. Timothy
C. Renfrow, manager of ACR GP, LLC, signed the petition. At the
time of the filing, the Debtor disclosed $8.13 million in assets
and $3.9 million in liabilities.
The case is assigned to Judge Marvin Isgur. The Debtor hired The
Gerger Law Firm PLLC as its legal counsel; Valbridge Property
Advisors as its valuation expert; and Richard A. Roome, P.C. as its
accountant.
TARA RETAIL: Court Disallows Comm2013's $3.1MM Prepayment Premium
-----------------------------------------------------------------
Bankruptcy Judge Patrick M. Flatley partially sustained Debtor Tara
Retail Group, LLC's objection to Comm 2013-CCRE12 Crossings Mall
Road, LLC's proof of claim and disallowed the $3,139,776.71
prepayment premium.
The Debtor and its principal secured lender Comm 2013 are in
dispute regarding the amount of Comm2013's proof of claim.
Specifically, the parties dispute whether Comm2013 may collect as
part of its proof of claim $3,139,776.71, which Comm2013 identifies
as a "Prepayment Premium" in a rider appended to its proof of
claim.
The Debtor sought to disallow the $3,139,776.71 of Comm2013's proof
of claim. It argued that Comm2013 is not entitled to that amount
because, among other things, Comm2013's acceleration of the Note
changed the maturity date such that any present attempt to repay
the debt as part of its reorganization cannot constitute a
prepayment. In support of its argument, the Debtor relies upon In
re MPM Silicones, L.L.C. In opposition, Comm2013 asserted that it
is entitled to the premium because prepayment premiums like the one
here compensate lenders for the loss of their bargain upon
prepayment, that they are enforceable as liquidated damages, and
they remain enforceable without regard to acceleration. Notably,
Comm2013 recognizes MPM Silicones as an affirmation of the general
rule under New York law that acceleration negates a prepayment
penalty but asserts that the case at hand represents the exception.
In support of its argument, it primarily relies upon In re Energy
Future Holdings Corp.
Here, the Debtor asserted that it does not owe Comm2013 the
prepayment premium because Comm2013 accelerated the maturity date
on its Note and, in fact, acceleration occurred before the Debtor's
bankruptcy filing. Despite Comm2013's argument to the contrary, the
court agrees with the Debtor. The relevant provisions of its Loan
Agreement with the Debtor do not entitle it to the prepayment
premium because the Debtor can no longer "prepay" the Note.
Moreover, the court is unpersuaded by Energy Future Holdings
because the facts of that case are significantly different from the
case before the court. Comm2013 has not directed the court to any
contractual language that provides for a make-whole premium
post-acceleration such as a separate redemption provision that
would apply regardless of acceleration as was present in Energy
Future Holdings. Thus there is no cause to depart from the general
rule that acceleration neuters a make-whole provision and no
offense is given to the contractual language for which the parties
bargained. Additionally, here the Debtor defaulted prepetition
based upon a flood of historic consequence that washed away the
only access to its property. Based upon that default, Comm2013
accelerated the maturity of the Note and instituted a civil action
against the Debtor in federal district court. In an effort to
reorganize, the Debtor filed this case, in which it proposes in a
Chapter 11 plan to reconstitute its indebtedness to Comm2013. In
Energy Future Holdings, however, the debtor intentionally defaulted
by filing for Chapter 11 relief as part of its plan to refinance
the notes at issue in that case in order to take advantage of a
better interest rate with another lender. As the court noted, "the
Noteholders did not seek immediate payment. [The debtor]
voluntarily redeemed the Notes over the Noteholders’ objection."
No such machinations by the debtor in that case are present or
attributable to the Debtor in this case. The court thus views that
case qualitatively different from the case at bar.
Based on this, the court finds that Comm2013 is not entitled to the
prepayment premium it seeks as part of its proof of claim.
A full-text copy of the Court's Memorandum Opinion dated Sept. 19,
2018 is available at:
http://bankrupt.com/misc/wvnb1-17-00057-822.pdf
About Tara Retail
Tara Retail Group, LLC, owns The Crossings Mall in Elkview, West
Virginia, which had tenants that included Kmart and Kroger. The
Company is headed by businessman Bill Abruzzino. The Crossings
Mall has been closed and inaccessible to the public since massive
floods swept through West Virginia on June 23, 2016.
On Dec. 23, 2016, U.S. District Judge Thomas Johnston appointed
Martin Perry, a managing director at Newmark Grubb Knight Frank's
Pittsburgh office, as receiver.
To stop a foreclosure sale of its shopping center, Tara Retail
Group, LLC, filed a Chapter 11 petition (Bankr. N.D. W.Va. Case No.
17-00057) on Jan. 24, 2017. The petition was signed by William A.
Abruzzino, managing member. The case judge is the Hon. Patrick M.
Flatley. The Debtor estimated assets and debt of $10 million to
$50 million.
The Debtor tapped Steven L. Thomas, Esq., at Kay, Casto & Chaney
PLLC as bankruptcy counsel.
TORRADO CONSTRUCTION: Taps Eastburn and Gray as Special Counsel
---------------------------------------------------------------
Torrado Construction Company, Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to hire
Eastburn and Gray, PC as its special counsel.
The firm will continue to represent the Debtor in a case it filed
against Allied Construction Services (Case No. 2017-10-01070) in
the Court of Common Pleas, Philadelphia County, seeking payment of
$500,000 under a construction contract. Eastburn will also
represent the Debtor in lawsuits it will file against non-paying
vendors.
Eastburn will charge these hourly rates:
Robert Watson, Jr., Esq. $340
David Marshal, Esq. $325
Mr. Watson disclosed in a court filing that he and his firm do not
hold any interest adverse to the Debtor and its estate.
The firm can be reached through:
Robert Watson, Jr., Esq.
Eastburn and Gray, PC
470 Norristown Road, Suite 302
Blue Bell, PA 19422
Phone: (215) 461-1238
Fax: (215) 542-9421
Email: rwatson@eastburngray.com
About Torrado Construction
Torrado Construction Company, Inc. --
http://torradoconstruction.com/-- is a privately-held general
construction firm specializing in commercial construction,
renovations and rehabilitations, removal services and painting
services. It was established in 1995 by Luis E. Torrado and is
headquartered in Philadelphia, Pennsylvania.
Torrado Construction Company sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D. Pa. Case No. 18-14736) on July 18,
2018. In the petition signed by Luis E. Torrado, president, the
Debtor estimated assets of $1 million to $10 million and
liabilities of $1 million to $10 million. Judge Jean K. FitzSimon
presides over the case.
Ciardi & Astin, P.C. is the Debtor's legal counsel. Torrado
Construction has hired SD Associates, P.C. as its accountant.
TPE INDUSTRIES: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The Office of the U.S. Trustee on Sept. 21 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 cases of TPE Industries, Inc. and its
affiliates.
About TPE Industries Inc.
TPE Industries, Inc. -- http://www.tpelectric.net-- is a family
owned and operated company that provides engineering, design,
installation, construction and commissioning services. TPE
Industries operates three separate operating divisions as follows:
TP Electric, Inc. (natural gas and oil division); TP Electric &
Power, LLC (industrial and commercial division) and TP Automation,
LLC (industrial automation, PLC's, instrumentation, gas and flame
detection). The companies serve a wide range of clients and
industries that include natural gas and oil, hi-tech manufacturing,
water treatment facilities, wireless communications, chemical
manufacturing, power generation, power transmission,
telecommunications, metals manufacturing and mining & aggregate.
TPE Industries' main office is in Acme, Pennsylvania.
TPE Industries, Inc. and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case Nos.
18-23447 to 18-23450) on August 30, 2018.
In the petitions signed by Shawn T. Porter, president, the Debtors
disclosed these assets and liabilities:
Total Total
Assets Liabilities
----------- -----------
TPE Industries, Inc. $407,717 $339,387
T.P. Electric, Inc. $2,393,042 $4,903,125
TP Automation, LLC $219,970 $54,320
Judge Jeffery A. Deller presides over the case. Kirk B. Burkley,
Esq., at Bernstein-Burkley, P.C., is the Debtor's legal counsel.
US RENAL: Bank Debt Trades at 4% Off
------------------------------------
Participations in a syndicated loan under which US Renal Care Inc.
is a borrower traded in the secondary market at 96.31
cents-on-the-dollar during the week ended Friday, September 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 0.91 percentage points from
the previous week. US Renal pays 425 basis points above LIBOR to
borrow under the $1.75 billion facility. The bank loan matures on
November 17, 2022. Moody's rates the loan 'B2' and Standard &
Poor's gave a 'B' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, September 14.
VALLEY LUMBER: Bankruptcy Administrator Opposes Plan Outline
------------------------------------------------------------
J. Thomas Corbett, the U.S. Bankruptcy Administrator for the
Northern District of Alabama, asked the U.S. Bankruptcy Court for
the Northern District of Alabama to deny the disclosure statement
filed by Valley Lumber Company, Inc. in support of its proposed
Chapter 11 plan.
In a court filing, Mr. Corbett said the document does not provide
"adequate information" concerning the company's business
operations, financial condition and feasibility of the plan.
"The court should not approve the disclosure statement without
financial projections demonstrating the debtor's ability to make
the required plan payments over the life of the plan," Mr. Corbett
said.
Mr. Corbett also said the disclosure statement should provide more
detailed information regarding how the company's net plan profits
will be calculated and the post-confirmation intervals at which
payments will be made to unsecured creditors.
Valley Lumber's plan proposes to pay unsecured creditors from 50%
of the "net plan profits" of the company for five years or until
paid in full. Unsecured creditors may receive full payment of
their claims under the plan, according to the company's disclosure
statement filed on Aug. 16.
About Valley Lumber Company
Valley Lumber Company, Inc., based in Hackleburg, Alabama --
http://www.valleylumbercompany.com/-- manufactures, sells, and
delivers lumber, timbers, and glulams. The company has added
several products over the 25 plus years in business including
plywood, post, poles, boards and siding.
Valley Lumber Company filed a Chapter 11 petition (Bankr. N.D. Ala.
Case No. 17-72121) on Dec. 8, 2017. Steven D. Hammack, president,
signed the petition. The case is assigned to Judge Jennifer H.
Henderson. The Debtor is represented by Stuart M Maples, Esq. at
Maples Law Firm, PC. At the time of filing, the Debtor estimated
less than $50,000 in assets and $1 million to $10 million in
liabilities.
VIKEN MANJIKIAN: Partamians Buying Palmdale Property for $425K
--------------------------------------------------------------
Viken Manjikian asks the U.S. Bankruptcy Court for the Central
District of California to authorize the bidding procedures in
connection with the sale of the real property located at 4038
Sungate Drive, Palmdale, Los Angeles County, California, bearing
assessor's parcel number 3001-117-054, to Maral Partamian and
Krikor Badrous Partamian for $425,000, subject to overbid.
Among the assets of the Estate is the Property. The Property is a
2,258 square foot single family residence built in 2001 with four
bedrooms and three bathrooms. The Debtor has a fee simple interest
in the Property.
The Debtor believes that the Property is encumbered by the
following liens:
1. First Priority: A deed of trust in favor of JPMorgan Chase
Bank, N.A. The deed of trust was originally recorded March 31,
2008 in favor of Washington Mutual Bank. Chase filed a proof of
claim in the Bankruptcy Case in relation to this obligation,
identified as Claim 3 on the Claims Register. Claim 3 asserts a
total debt in the amount of $162,906 as of the Petition Date. The
Debtor has remained current on the Chase Obligation postpetition,
and believes the balance is only $135,959 at this point. However,
out of an abundance of caution, for the purposes of the Sale
Motion, the balance as asserted by Claim 3 will be used in
calculating projected Sale proceeds.
2. Second Priority: A deed of trust in favor of Sarkis and
Alice Manjikian. This deed of trust was recorded May 16, 2017 to
secure a debt obligation totaling $2,213,114. The Settling
Creditors filed a proof of claim in the Bankruptcy Case in relation
to this obligation, identified as Claim 6 on the Claims Register.
Claim 6 asserts a total debt in the amount of $2,272,332 as of the
Petition Date. Although the Debtor has not made any payments on
the Settling Creditor Obligation postpetition, for the purposes of
calculating projected Sale proceeds, the balance as asserted by
Claim 6 will be used.
Chase impounds for property taxes and homeowner's insurance as to
the Property, so there are no delinquent property taxes on the
Property. Property taxes are next due on Nov. 1, 2018. Although the
tax assessment for the 2018-2019 year is not yet available, the tax
installments for the 2017-2018 tax year were $2,703 each, and it is
unlikely that the 2018-2019 installments will be significantly
higher.
The Debtor and the Settling Creditors entered into a Settlement
Agreement and Mutual Release, dated July 24, 2018, which was
approved by an order entered Sept. 4, 2018. Pursuant to the
Settlement Agreement, the Settling Creditors have agreed to fund a
"carve out" totaling $250,000 from the sale proceeds of certain
real property of the Estate. To the extent that the proceeds from
any one sale are insufficient to fund the Carve Out in full, the
remainder will be funded from the sale of the other real properties
or through a cash contribution from the Settling Creditors.
The Debtor employed broker Linda Gonzalez, doing business as Real
Estate Professionals of A.V., by and through its agent, Mohammad
Sandhu, to market and sell the Property. The Broker listed the
Property for sale on the Multiple Listing Service (MLS) on May 30,
2018. The Debtor will solicit higher and better offers for the
Property by posting a notice of sale on the Bankruptcy Court
website and the Danning, Gill, Diamond & Kollitz, LLP website.
Notice of the proposed Sale will be submitted concurrently with the
Motion.
The Debtor proposes to sell real property, free and clear of liens,
claims, interests, and encumbrances, in a public sale for the
benefit of his Estate and its creditors. The Debtor has entered
into the California Residential Purchase Agreement and Joint Escrow
Instructions dated Aug. 13, 2018 with the Buyers, but will solicit
higher and better bids for the Property to maximize the value for
the Estate's benefit.
The salient terms of the APA are:
a. Sale Price: $425,000, payable upon the close of escrows
b. Buyers: Maral Partamian and Krikor Badrous Partamian. The
Buyers are two of the four godparents of the Debtor's children.
c. Earnest Money Deposit: The Buyers have deposited the sum of
$5,000 with escrow.
d. Brokers' Commission: Through escrow, the Debtor, as seller,
will pay to the Broker and any broker representing the Buyers a
total broker commission of 5% of the purchase price, as well as his
share of typical and normal closing costs and costs of sale through
escrow. The Debtor has also agreed to provide the Buyers with a
$15,000 credit towards the Buyers' portion of the closing costs.
e. No Representations or Warranties: The Property will be sold
by the Debtor on an "as is, where is," without any representations
or warranties regarding the condition of the Property.
f. Close of Escrow: Escrow will close on the first business
day that is at least 15 days after entry of the Court order
approving the Sale Motion.
g. Overbid: The proposed Sale to the Buyers is subject to
overbid. If the Buyers are not the successful overbidders, their
Deposit will be refunded.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: Sept. 24, 2018 at 5:00 p.m. (PT)
b. Initial Bid: $425,000
c. Deposit: $12,750
d. Auction: The Buyers and each Qualified Bidder must be
present either physically or telephonically at the hearing on the
Sale Motion or be represented by an individual or individuals with
the authority to participate in the overbid process.
e. Bid Increments: $5,000
A copy of the Agreement and the Bidding Procedures attached to the
Motion is available for free at:
http://bankrupt.com/misc/Viken_Manjikian_141_Sales.pdf
The Debtor believes there are only two liens encumbering the
Property. Accordingly, the Debtor proposes that the proposed
purchase price of $425,000 be distributed as follows:
Purchase Price: $425,000
LESS Non-Commission Costs of Sale
(approx. 2%): ($8,500)
LESS Brokers’ Commissions (5%): ($21,250)
LESS Maximum Credit to the Buyers
for Closing Costs: ($15,000)
LESS Chase Obligation: ($162,906)
LESS Payment Toward Carve Out: ($217,344)
Total Remaining Funds: $0
Due to the possible over-estimation of closing costs, and the
over-estimation of the Chase Obligation, the Debtor believes the
actual amount that will be set aside for the Carve Out from the
Sale will likely be closer to $244,291, which will almost
completely cover the carve out. No funds from the Sale proceeds
will be distributed to the Settling Creditors unless and until the
Carve Out is fully funded, in which case any excess Sale proceeds
would be distributed to the Settling Creditors. The Debtor will
maintain the Carve Out funds in a segregated account pending
distribution through the Debtor's plan on the effective date of the
plan.
Based on the purchase price in the Sale Agreement ($425,000), the
Sale of the Property will (i) satisfy the claim of the first
lienholder on the Property in full, thereby relieving the Estate of
a not-insignificant secured debt obligation, and (ii) fund the
majority of a "Carve Out" which will be set aside to fund a 100%
plan. Accordingly, the Debtor believes that the Sale of the
Property to the Buyers, or any person or entity offering a higher
and better bid for the Property, is in the best interest of the
Estate and should be approved.
The Debtor asks approval to sell the Property to the Buyers
pursuant to the terms and conditions set forth in the California
Residential Purchase Agreement and Joint Escrow Instructions dated
Aug. 13, 2018. The Debtor asks that the Court approves payment
through escrow at closing of (i) the brokers' commissions totaling
5%, (ii) normal and customary escrow closing costs, and (iii) the
undisputed claims of creditors secured by the Property, subject to
the Debtor's review and final approval of the lienholder's payoff
demands. Finally, the Debtor asks approval of bidding procedures
regarding the Sale of the Property.
A hearing on the Motion is set for Sept. 26, 2018 at 10:00 a.m.
Objections, if any, must be filed no less than 14 days prior to the
hearing date.
Counsel for the Debtor:
Nina Z. Javan, Esq.
Daniel J. Weintraub, Esq.
WEINTRAUB & SELTH APC
11766 Wilshire Boulevard, Suite 1170
Los Angeles, CA 90025
Telephone: (310) 207-1494
Facsimile: (310) 442-0660
E-mail: nina@wsrlaw.net
dan@wsrlaw.net
Viken Manjikian sought Chapter 11 protection (Bankr. C.D. Cal. Case
No. 16-24801) on Dec. 1, 2017. The Debtor tapped Daniel J.
Weintraub, Esq., at Weintraub & Selth APC, as counsel.
VIVA MEXICO GRILL: Unsecured Creditors to be Paid 5% in 4 Years
---------------------------------------------------------------
General unsecured creditors of Viva Mexico Grill & Cantina, Inc.
will be paid 5% of their claims under the company's proposed plan
to exit Chapter 11 protection.
The plan of reorganization proposes to pay creditors holding
allowed Class 2 general unsecured claims in 48 equal monthly
installments. Payment starts on the effective date of the plan and
is due on the 15th day of the month.
The total amount of allowed general unsecured claims is $82,382.91.
General unsecured creditors may not take any collection action
against Viva Mexico so long as the company is not in material
default under the plan. This class is impaired and general
unsecured creditors are entitled to vote on confirmation of the
plan.
Viva Mexico's projected total cash on hand on the effective date is
$51,022.11 while its total payment on the effective date is
$39,776.39, according to the company's disclosure statement filed
on Sept. 13 with the U.S. Bankruptcy Court for the Northern
District of California.
A copy of the disclosure statement is available for free at:
http://bankrupt.com/misc/canb18-40010-42.pdf
About Viva Mexico Grill & Cantina
Viva Mexico Grill & Cantina, Inc., sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 18-40010) on
Jan. 2, 2018. Marco Alvarez, president, estimated assets of less
than $50,000 and liabilities of less than $500,000. Judge Roger L.
Efremsky presides over the case. The Law Offices of Mufthiha
Sabaratnam serves as counsel to the Debtor.
YOSI SAMRA: To Pay OnDeck $733 Monthly with No Interest
-------------------------------------------------------
Yosi Samra, Inc. filed with the U.S. Bankruptcy Court for the
Southern District of New York an amended chapter 11 plan of
reorganization dated Sept. 14, 2018.
Class 3 under the amended plan consists of the Allowed Secured
Claims of SEKO Worldwide, LLC and SEKO Omni-Channel Logistics.
These claims will be paid through payment by Sallyport of 5% of the
Advance Rate funded to the Debtor/ Reorganized Debtor pursuant to
the DIP Loan Documents to the extent the Debtor's rights to receive
payment from Sallyport constitute Seko Cash Collateral. If there is
no Seko Cash Collateral, then the Allowed Secured Seko Claims are
deemed paid in full, and balance of Seko’s Allowed prepetition
claims will be treated as Class 5 Claims.
Class 3a consists of the Allowed Secured Claims of OnDeck in the
amount of $44,019.22. These claims will be paid at 0% interest over
60 months with monthly payments of $733.65 beginning the Effective
Date. The Debtor is currently investigating the validity and extent
of OnDeck's liens. If these liens are invalid, then OnDeck's Claims
will be treated as Class 5 Claims.
On the Effective Date, except as otherwise provided for in the Plan
or the Confirmation Order, (i) the property of the Debtor's Estate
will vest in the Reorganized Debtor, free and clear of all liens,
Claims, Old Equity Interests, and Causes of Action against or in
the Debtor or Reorganized Debtor or its property, (ii) any and all
Causes of Action belonging to the Debtor or its Estate will be
preserved and will vest in the Reorganized Debtor.
A copy of the Amended Plan is available at:
http://bankrupt.com/misc/nysb17-12493-188-1.pdf
About Yosi Samra Inc.
Yosi Samra Inc. -- https://www.yosisamra.com/ -- sells designer
brand footwear for women and kids famous for its fold-up ballet
flats. Yosi Samra's runway-inspired styles have been featured in
Vogue, InStyle and Glamour Magazines and spotted on some of
fashion's most trend-setting celebrities, including Sarah Jessica
Parker, Anne Hathaway, and Halle Berry. The Yosi Samra brand is
available in more than 1,000 boutiques across the U.S. and in 85
other countries, including 15 brand shops in Asia and The Middle
East.
Yosi Samra Inc. sought Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 17-12493) on Sept. 5, 2017, disclosing $1.5 million in assets,
and $6.28 million in liabilities as of Sept. 5, 2017. Larry
Reines, its president, signed the petition.
Ballon Stoll Bader & Nadler P.C., in New York, serves as counsel to
the Debtor. Savvy Fare, LLC serves as the new accountant to the
Debtor, replacing Danziger & Company, the Debtor's previous
accountant.
On Sept. 27, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. Sullivan & Worcester
LLP is the Committee's legal counsel.
YOU'RE PUTTING: Carson-Meyer Buying All Business Assets for $40K
----------------------------------------------------------------
You're Putting Me On, Inc., asks the U.S. Bankruptcy Court for the
Western District of Pennsylvania to authorize the sale of all
business assets to Carson-Meyer, LLC, for $40,000 cash, subject to
overbid.
The business assets include all assets (tangible and intangible),
including all of the rights, titles, ownership interests, naming
rights, fictitious names, copyrights, software, fixtures,
furniture, electronic equipment, equipment, supplies, and inventory
owned by the Debtor, including all personal property owned by the
Debtor and used in connection with the operation of the business.
The Debtor proposes to sell the Assets to the Buyer free and clear
of any liens, claims and encumbrances of the Respondents.
Carson-Meyer is owned by Frank Meyer, who owns 40% of the Debtor,
and is the husband of Linda Meyer, President of the Debtor and 60%
owner.
Carson-Meyer's offer is further subject to these conditions:
a. Carson-Meyer deposit $5,000 with Brian C. Thompson, the
counsel to the Debtor, which will be placed in his firm's escrow
account.
b. The Debtor agrees that, effective as of the date of the
present motion and until the Closing Date, the business assets will
be kept in "as is" condition and that all acts required with
respect to any portion of the business assets will be made in order
to correct any violations of which Debtor will receive written
notice after the Effective Date from any governmental body having
jurisdiction over the business assets and in order to allow Debtor
to deliver the business assets to Purchaser in the same condition
as exists on the date hereof.
c. The business assets will be conveyed to Carson-Meyer with
good and marketable title, and will be free and clear of any liens,
encumbrances and claims to the fullest extent allowable by the
Bankruptcy Court.
d. The Hand Money Deposit will be applicable to the Purchase
Price at Closing.
In the event that the Bankruptcy Court approves Carson-Meyer's
offer, the Buyer will waive its claim for reimbursement of funds
expended in its investigation of the Property during the
Feasibility Period. The administrative expenses in the amount of
$10,000 are to be paid directly to all allowed administrative
claimants from the sales proceeds.
Notwithstanding the foregoing, upon reasonable notice to the
Debtor, Carson-Meyer elect to close at any time after the Order
approving the sale of the business assets becomes a final and
non-appealable Order.
The Debtor previously filed a Motion to Approve Bidding Procedures,
which was approved by court order on June 11, 2018. The Bidding
Procedures Motion and the Order of Court approving bidding
procedures and other matters related to the sales process will be
posted on the Court's EASI website at www.pawb.uscourts.gov.
All the named Respondents in Exhibit A have asserted claims or
encumbrances against the Debtor which may extend to the property to
be sold.
About You're Putting Me On
Headquartered in Pittsburgh, Pennsylvania, You're Putting Me On,
Inc., d/b/a Hometowne Sports, filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Pa. Case No. 17-21720) on April 26, 2017,
estimating its assets at up to $50,000 and its liabilities at
between $500,001 and $1 million. Brian C. Thompson, Esq., at
Thompson Law Group, P.C., serves as the Debtor's bankruptcy
counsel.
[*] 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.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ABBVIE INC ABBV US 61,641.0 (3,375.0) (3,379.0)
ABBVIE INC ABBV AV 61,641.0 (3,375.0) (3,379.0)
ABBVIE INC 4AB TE 61,641.0 (3,375.0) (3,379.0)
ABBVIE INC 4AB GZ 61,641.0 (3,375.0) (3,379.0)
ABBVIE INC 4AB TH 61,641.0 (3,375.0) (3,379.0)
ABBVIE INC 4AB QT 61,641.0 (3,375.0) (3,379.0)
ABBVIE INC ABBVUSD EU 61,641.0 (3,375.0) (3,379.0)
ABBVIE INC ABBVEUR EU 61,641.0 (3,375.0) (3,379.0)
ABBVIE INC 4AB GR 61,641.0 (3,375.0) (3,379.0)
ABBVIE INC ABBV* MM 61,641.0 (3,375.0) (3,379.0)
ABSOLUTE SOFTWRE ABT CN 97.0 (56.5) (35.2)
ABSOLUTE SOFTWRE OU1 GR 97.0 (56.5) (35.2)
ABSOLUTE SOFTWRE ALSWF US 97.0 (56.5) (35.2)
ABSOLUTE SOFTWRE ABT2EUR EU 97.0 (56.5) (35.2)
ACELRX PHARMA ACRX US 64.6 (49.0) 39.7
ACELRX PHARMA R5X GR 64.6 (49.0) 39.7
ACELRX PHARMA R5X TH 64.6 (49.0) 39.7
ACELRX PHARMA ACRXEUR EU 64.6 (49.0) 39.7
ACELRX PHARMA ACRXUSD EU 64.6 (49.0) 39.7
AIMIA INC AIM CN 3,521.5 (190.9) (1,254.4)
AIMIA INC GAPFF US 3,521.5 (190.9) (1,254.4)
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
AMERICAN AIRLINE AAL11EUR EU 52,622.0 (869.0) (7,493.0)
AMERICAN AIRLINE AAL AV 52,622.0 (869.0) (7,493.0)
AMERICAN AIRLINE AAL TE 52,622.0 (869.0) (7,493.0)
AMERICAN AIRLINE A1G SW 52,622.0 (869.0) (7,493.0)
AMERICAN AIRLINE AAL1CHF EU 52,622.0 (869.0) (7,493.0)
AMERICAN AIRLINE A1G GZ 52,622.0 (869.0) (7,493.0)
AMERICAN AIRLINE A1G QT 52,622.0 (869.0) (7,493.0)
AMERICAN AIRLINE AAL US 52,622.0 (869.0) (7,493.0)
AMERICAN AIRLINE AAL* MM 52,622.0 (869.0) (7,493.0)
AMERICAN AIRLINE A1G GR 52,622.0 (869.0) (7,493.0)
AMERICAN AIRLINE AAL1USD EU 52,622.0 (869.0) (7,493.0)
AMERICAN AIRLINE A1G TH 52,622.0 (869.0) (7,493.0)
AMYRIS INC 3A01 GR 118.7 (249.0) (91.8)
AMYRIS INC 3A01 TH 118.7 (249.0) (91.8)
AMYRIS INC AMRS US 118.7 (249.0) (91.8)
AMYRIS INC AMRSUSD EU 118.7 (249.0) (91.8)
AMYRIS INC 3A01 QT 118.7 (249.0) (91.8)
AMYRIS INC AMRSEUR EU 118.7 (249.0) (91.8)
AQUESTIVE THERAP AQST US 39.8 (38.9) 3.2
ASPEN TECHNOLOGY AST GR 264.9 (284.1) (371.1)
ASPEN TECHNOLOGY AZPNUSD EU 264.9 (284.1) (371.1)
ASPEN TECHNOLOGY AZPN US 264.9 (284.1) (371.1)
ASPEN TECHNOLOGY AST TH 264.9 (284.1) (371.1)
ASPEN TECHNOLOGY AZPNEUR EU 264.9 (284.1) (371.1)
ASPEN TECHNOLOGY AST QT 264.9 (284.1) (371.1)
ATLATSA RESOURCE ATL SJ 170.1 (210.5) 6.1
AUTODESK INC ADSK US 3,833.0 (241.6) (316.3)
AUTODESK INC AUD TH 3,833.0 (241.6) (316.3)
AUTODESK INC AUD GR 3,833.0 (241.6) (316.3)
AUTODESK INC ADSK AV 3,833.0 (241.6) (316.3)
AUTODESK INC ADSKEUR EU 3,833.0 (241.6) (316.3)
AUTODESK INC ADSKUSD EU 3,833.0 (241.6) (316.3)
AUTODESK INC ADSK TE 3,833.0 (241.6) (316.3)
AUTODESK INC AUD GZ 3,833.0 (241.6) (316.3)
AUTODESK INC ADSK* MM 3,833.0 (241.6) (316.3)
AUTODESK INC AUD QT 3,833.0 (241.6) (316.3)
AUTOZONE INC AZ5 GR 9,301.8 (1,361.6) (247.1)
AUTOZONE INC AZ5 TH 9,301.8 (1,361.6) (247.1)
AUTOZONE INC AZOUSD EU 9,301.8 (1,361.6) (247.1)
AUTOZONE INC AZOEUR EU 9,301.8 (1,361.6) (247.1)
AUTOZONE INC AZ5 QT 9,301.8 (1,361.6) (247.1)
AUTOZONE INC AZO US 9,301.8 (1,361.6) (247.1)
AVALARA INC AVLR US 352.7 142.2 66.3
AVID TECHNOLOGY AVID US 254.0 (176.9) 3.8
AVID TECHNOLOGY AVD GR 254.0 (176.9) 3.8
BENEFITFOCUS INC BNFTEUR EU 181.3 (27.5) (2.3)
BENEFITFOCUS INC BTF GR 181.3 (27.5) (2.3)
BENEFITFOCUS INC BNFT US 181.3 (27.5) (2.3)
BIOSCRIP INC BIOS US 566.1 (29.5) 74.4
BJ'S WHOLESALE C BJ US 3,220.9 (317.9) (11.9)
BJ'S WHOLESALE C 8BJ GR 3,220.9 (317.9) (11.9)
BJ'S WHOLESALE C 8BJ QT 3,220.9 (317.9) (11.9)
BLOOM ENERGY C-A BE US 1,157.7 (564.8) 142.1
BLOOM ENERGY C-A 1ZB GR 1,157.7 (564.8) 142.1
BLOOM ENERGY C-A BE1EUR EU 1,157.7 (564.8) 142.1
BLOOM ENERGY C-A 1ZB QT 1,157.7 (564.8) 142.1
BLOOM ENERGY C-A 1ZB TH 1,157.7 (564.8) 142.1
BLUE BIRD CORP BLBD US 331.5 (44.5) 10.8
BLUE RIDGE MOUNT BRMR US 1,060.2 (212.5) (62.4)
BOEING CO-BDR BOEI34 BZ 113,195.0 (1,374.0) 8,676.0
BOEING CO-CED BA AR 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BOE LN 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BA US 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BCO TH 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BACHF EU 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BOEI BB 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BA SW 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BA* MM 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BA TE 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BCO GR 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BAEUR EU 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BA EU 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BA AV 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BAUSD SW 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BCO GZ 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BCO QT 113,195.0 (1,374.0) 8,676.0
BOEING CO/THE BA CI 113,195.0 (1,374.0) 8,676.0
BOMBARDIER INC-A BDRAF US 25,029.0 (3,829.0) 1,419.0
BOMBARDIER INC-A BBD/A CN 25,029.0 (3,829.0) 1,419.0
BOMBARDIER INC-A BBD1 GR 25,029.0 (3,829.0) 1,419.0
BOMBARDIER INC-A BBD/AEUR EU 25,029.0 (3,829.0) 1,419.0
BOMBARDIER INC-B BBDB GR 25,029.0 (3,829.0) 1,419.0
BOMBARDIER INC-B BDRBF US 25,029.0 (3,829.0) 1,419.0
BOMBARDIER INC-B BBDB TH 25,029.0 (3,829.0) 1,419.0
BOMBARDIER INC-B BBD/B CN 25,029.0 (3,829.0) 1,419.0
BOMBARDIER INC-B BBDB GZ 25,029.0 (3,829.0) 1,419.0
BOMBARDIER INC-B BBDB QT 25,029.0 (3,829.0) 1,419.0
BOMBARDIER INC-B BBD/BEUR EU 25,029.0 (3,829.0) 1,419.0
BRINKER INTL BKJ GR 1,347.3 (718.3) (278.1)
BRINKER INTL EAT US 1,347.3 (718.3) (278.1)
BRINKER INTL BKJ QT 1,347.3 (718.3) (278.1)
BRINKER INTL EAT2EUR EU 1,347.3 (718.3) (278.1)
BROOKFIELD REAL BRE CN 101.1 (41.7) 5.6
BRP INC/CA-SUB V DOOO US 2,671.7 (445.7) -
BRP INC/CA-SUB V DOO CN 2,671.7 (445.7) -
BRP INC/CA-SUB V B15A GR 2,671.7 (445.7) -
BUFFALO COAL COR BUC SJ 31.9 (34.4) (49.1)
CACTUS INC- A 43C GZ 406.1 265.3 141.5
CACTUS INC- A WHD US 406.1 265.3 141.5
CACTUS INC- A 43C GR 406.1 265.3 141.5
CACTUS INC- A 43C QT 406.1 265.3 141.5
CACTUS INC- A WHDEUR EU 406.1 265.3 141.5
CACTUS INC- A 43C TH 406.1 265.3 141.5
CADIZ INC CDZI US 74.7 (73.9) 17.7
CADIZ INC 2ZC GR 74.7 (73.9) 17.7
CAMBIUM LEARNING ABCD US 150.3 (6.5) (63.3)
CARDLYTICS INC CDLX US 140.2 36.8 64.9
CARDLYTICS INC CDLXEUR EU 140.2 36.8 64.9
CARDLYTICS INC CYX TH 140.2 36.8 64.9
CARDLYTICS INC CYX QT 140.2 36.8 64.9
CARDLYTICS INC CDLXUSD EU 140.2 36.8 64.9
CARDLYTICS INC CYX GR 140.2 36.8 64.9
CARDLYTICS INC CYX GZ 140.2 36.8 64.9
CASELLA WASTE WA3 GR 652.6 (34.7) 1.1
CASELLA WASTE CWST US 652.6 (34.7) 1.1
CASELLA WASTE WA3 TH 652.6 (34.7) 1.1
CASELLA WASTE CWSTEUR EU 652.6 (34.7) 1.1
CATASYS INC CATS US 7.9 (4.6) (0.7)
CDK GLOBAL INC C2G QT 3,008.4 (347.3) 818.9
CDK GLOBAL INC CDKUSD EU 3,008.4 (347.3) 818.9
CDK GLOBAL INC C2G TH 3,008.4 (347.3) 818.9
CDK GLOBAL INC CDKEUR EU 3,008.4 (347.3) 818.9
CDK GLOBAL INC C2G GR 3,008.4 (347.3) 818.9
CDK GLOBAL INC CDK US 3,008.4 (347.3) 818.9
CEDAR FAIR LP 7CF GR 2,079.2 (70.1) (127.4)
CEDAR FAIR LP FUN US 2,079.2 (70.1) (127.4)
CHESAPEAKE ENERG CS1 TH 12,341.0 (117.0) (1,633.0)
CHESAPEAKE ENERG CHK* MM 12,341.0 (117.0) (1,633.0)
CHESAPEAKE ENERG CHKEUR EU 12,341.0 (117.0) (1,633.0)
CHESAPEAKE ENERG CS1 GZ 12,341.0 (117.0) (1,633.0)
CHESAPEAKE ENERG CHK US 12,341.0 (117.0) (1,633.0)
CHESAPEAKE ENERG CS1 GR 12,341.0 (117.0) (1,633.0)
CHESAPEAKE ENERG CS1 QT 12,341.0 (117.0) (1,633.0)
CHOICE HOTELS CZH GR 1,123.0 (204.0) (3.5)
CHOICE HOTELS CHH US 1,123.0 (204.0) (3.5)
CINCINNATI BELL CBB US 2,166.1 (143.4) 331.1
CINCINNATI BELL CIB1 GR 2,166.1 (143.4) 331.1
CINCINNATI BELL CBBEUR EU 2,166.1 (143.4) 331.1
CLEAR CHANNEL-A C7C GR 4,521.1 (2,079.0) 305.4
CLEAR CHANNEL-A CCO US 4,521.1 (2,079.0) 305.4
CLEVELAND-CLIFFS CLF* MM 3,051.5 (306.3) 1,072.0
CLEVELAND-CLIFFS CLF US 3,051.5 (306.3) 1,072.0
CLEVELAND-CLIFFS CVA TH 3,051.5 (306.3) 1,072.0
CLEVELAND-CLIFFS CLF2 EU 3,051.5 (306.3) 1,072.0
CLEVELAND-CLIFFS CVA GZ 3,051.5 (306.3) 1,072.0
CLEVELAND-CLIFFS CVA GR 3,051.5 (306.3) 1,072.0
CLEVELAND-CLIFFS CVA QT 3,051.5 (306.3) 1,072.0
CLEVELAND-CLIFFS CLF2EUR EU 3,051.5 (306.3) 1,072.0
COGENT COMMUNICA OGM1 GR 700.2 (114.6) 221.8
COGENT COMMUNICA CCOI US 700.2 (114.6) 221.8
COLGATE-BDR COLG34 BZ 12,650.0 (189.0) 230.0
COLGATE-PALMOLIV CPA TH 12,650.0 (189.0) 230.0
COLGATE-PALMOLIV CL EU 12,650.0 (189.0) 230.0
COLGATE-PALMOLIV CLEUR EU 12,650.0 (189.0) 230.0
COLGATE-PALMOLIV CLCHF EU 12,650.0 (189.0) 230.0
COLGATE-PALMOLIV CL* MM 12,650.0 (189.0) 230.0
COLGATE-PALMOLIV CL SW 12,650.0 (189.0) 230.0
COLGATE-PALMOLIV COLG AV 12,650.0 (189.0) 230.0
COLGATE-PALMOLIV CL TE 12,650.0 (189.0) 230.0
COLGATE-PALMOLIV CLUSD SW 12,650.0 (189.0) 230.0
COLGATE-PALMOLIV CPA GZ 12,650.0 (189.0) 230.0
COLGATE-PALMOLIV CL US 12,650.0 (189.0) 230.0
COLGATE-PALMOLIV CPA GR 12,650.0 (189.0) 230.0
COLGATE-PALMOLIV CPA QT 12,650.0 (189.0) 230.0
COMMUNITY HEALTH CYH US 16,794.0 (289.0) 1,632.0
COMMUNITY HEALTH CG5 QT 16,794.0 (289.0) 1,632.0
COMSTOCK RES INC CRK US 921.3 (442.4) 13.1
COMSTOCK RES INC CX9 GR 921.3 (442.4) 13.1
COMSTOCK RES INC CRK1EUR EU 921.3 (442.4) 13.1
CONCORDIA INTERN CXR CN 2,122.5 (2,132.4) (3,601.8)
CONCORDIA INTERN CXR/U CN 2,122.5 (2,132.4) (3,601.8)
CONCORDIA INTERN CXREUR EU 2,122.5 (2,132.4) (3,601.8)
CONCORDIA INTERN 80CD GR 2,122.5 (2,132.4) (3,601.8)
CONCORDIA INTERN CXRXD US 2,122.5 (2,132.4) (3,601.8)
CONVERGEONE HOLD CVON US 1,018.8 (128.2) 44.7
CUMULUS MEDIA-A CMLS US 2,413.5 (498.0) 342.7
DELEK LOGISTICS DKL US 650.3 (129.0) 29.0
DELEK LOGISTICS D6L GR 650.3 (129.0) 29.0
DENNY'S CORP DENN US 334.6 (117.9) (44.5)
DENNY'S CORP DENNEUR EU 334.6 (117.9) (44.5)
DENNY'S CORP DE8 GR 334.6 (117.9) (44.5)
DINE BRANDS GLOB DIN US 1,650.3 (223.3) 65.6
DINE BRANDS GLOB IHP GR 1,650.3 (223.3) 65.6
DOLLARAMA INC DR3 GR 2,172.4 (57.2) 115.0
DOLLARAMA INC DLMAF US 2,172.4 (57.2) 115.0
DOLLARAMA INC DOL CN 2,172.4 (57.2) 115.0
DOLLARAMA INC DOLEUR EU 2,172.4 (57.2) 115.0
DOLLARAMA INC DR3 GZ 2,172.4 (57.2) 115.0
DOLLARAMA INC DR3 TH 2,172.4 (57.2) 115.0
DOLLARAMA INC DR3 QT 2,172.4 (57.2) 115.0
DOMINO'S PIZZA DPZ US 954.6 (2,929.2) 305.5
DOMINO'S PIZZA EZV TH 954.6 (2,929.2) 305.5
DOMINO'S PIZZA DPZEUR EU 954.6 (2,929.2) 305.5
DOMINO'S PIZZA DPZUSD EU 954.6 (2,929.2) 305.5
DOMINO'S PIZZA EZV GR 954.6 (2,929.2) 305.5
DOMINO'S PIZZA EZV QT 954.6 (2,929.2) 305.5
DOMO INC- CL B DOMO US 325.8 94.5 156.8
DOMO INC- CL B 1ON GR 325.8 94.5 156.8
DOMO INC- CL B 1ON GZ 325.8 94.5 156.8
DOMO INC- CL B DOMOEUR EU 325.8 94.5 156.8
DOMO INC- CL B 1ON TH 325.8 94.5 156.8
DUN & BRADSTREET DNB US 1,961.9 (758.1) (330.1)
DUN & BRADSTREET DB5 GR 1,961.9 (758.1) (330.1)
DUN & BRADSTREET DNB1USD EU 1,961.9 (758.1) (330.1)
DUN & BRADSTREET DB5 QT 1,961.9 (758.1) (330.1)
DUN & BRADSTREET DNB1EUR EU 1,961.9 (758.1) (330.1)
DUNKIN' BRANDS G 2DB GR 3,298.7 (817.8) 226.5
DUNKIN' BRANDS G 2DB TH 3,298.7 (817.8) 226.5
DUNKIN' BRANDS G DNKN US 3,298.7 (817.8) 226.5
DUNKIN' BRANDS G 2DB GZ 3,298.7 (817.8) 226.5
DUNKIN' BRANDS G DNKNEUR EU 3,298.7 (817.8) 226.5
DUNKIN' BRANDS G 2DB QT 3,298.7 (817.8) 226.5
EGAIN CORP EGAN US 39.6 (8.7) (8.0)
EGAIN CORP EGCA GR 39.6 (8.7) (8.0)
EGAIN CORP EGANEUR EU 39.6 (8.7) (8.0)
ENPHASE ENERGY ENPH US 218.5 (30.1) 40.7
ENPHASE ENERGY E0P GR 218.5 (30.1) 40.7
ENPHASE ENERGY E0P GZ 218.5 (30.1) 40.7
ENPHASE ENERGY ENPHUSD EU 218.5 (30.1) 40.7
ENPHASE ENERGY E0P QT 218.5 (30.1) 40.7
ENPHASE ENERGY ENPHEUR EU 218.5 (30.1) 40.7
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EVERI HOLDINGS I EVRI US 1,439.8 (120.3) (3.8)
EVERI HOLDINGS I G2C GR 1,439.8 (120.3) (3.8)
EVERI HOLDINGS I G2C TH 1,439.8 (120.3) (3.8)
EVERI HOLDINGS I EVRIEUR EU 1,439.8 (120.3) (3.8)
EXELA TECHNOLOGI XELAU US 1,728.9 (62.1) (40.6)
EXELA TECHNOLOGI XELA US 1,728.9 (62.1) (40.6)
GAMCO INVESTO-A GBL US 140.2 (44.9) -
GNC HOLDINGS INC GNC US 1,499.1 (166.1) 250.2
GNC HOLDINGS INC IGN GR 1,499.1 (166.1) 250.2
GNC HOLDINGS INC GNC* MM 1,499.1 (166.1) 250.2
GNC HOLDINGS INC IGN TH 1,499.1 (166.1) 250.2
GNC HOLDINGS INC GNC1EUR EU 1,499.1 (166.1) 250.2
GNC HOLDINGS INC GNC1USD EU 1,499.1 (166.1) 250.2
GOGO INC GOGO US 1,304.3 (228.2) 310.1
GOGO INC GOGOEUR EU 1,304.3 (228.2) 310.1
GOGO INC G0G QT 1,304.3 (228.2) 310.1
GOGO INC G0G GR 1,304.3 (228.2) 310.1
GOOSEHEAD INSU-A 2OX GR 32.0 (26.7) -
GOOSEHEAD INSU-A GSHDEUR EU 32.0 (26.7) -
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GORES HOLDINGS GRSHU US 0.3 (0.0) (0.0)
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GRAFTECH INTERNA G6G GR 1,566.9 (991.0) 422.9
GRAFTECH INTERNA EAFEUR EU 1,566.9 (991.0) 422.9
GRAFTECH INTERNA G6G QT 1,566.9 (991.0) 422.9
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GRAFTECH INTERNA EAF US 1,566.9 (991.0) 422.9
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GREEN THUMB INDU R9U2 GR 1.1 (0.5) (0.5)
GREEN THUMB INDU GTII CN 1.1 (0.5) (0.5)
GREEN THUMB INDU BYU/HCAD EU 1.1 (0.5) (0.5)
GREEN THUMB INDU GTBIF US 1.1 (0.5) (0.5)
GREENSKY INC-A GSKY US 758.7 (46.5) (65.5)
HANGER INC HNGR US 664.4 (35.3) 126.1
HANGER INC HNGRUSD EU 664.4 (35.3) 126.1
HCA HEALTHCARE I 2BH TH 37,742.0 (4,125.0) 2,769.0
HCA HEALTHCARE I HCA US 37,742.0 (4,125.0) 2,769.0
HCA HEALTHCARE I 2BH GR 37,742.0 (4,125.0) 2,769.0
HCA HEALTHCARE I HCAUSD EU 37,742.0 (4,125.0) 2,769.0
HCA HEALTHCARE I HCAEUR EU 37,742.0 (4,125.0) 2,769.0
HCA HEALTHCARE I 2BH QT 37,742.0 (4,125.0) 2,769.0
HELIUS MEDICAL T 26H GR 17.1 (12.1) (12.4)
HELIUS MEDICAL T HSM CN 17.1 (12.1) (12.4)
HELIUS MEDICAL T HSDT US 17.1 (12.1) (12.4)
HERBALIFE NUTRIT HLF US 2,421.5 (779.4) (133.9)
HERBALIFE NUTRIT HOO GR 2,421.5 (779.4) (133.9)
HERBALIFE NUTRIT HLFUSD EU 2,421.5 (779.4) (133.9)
HERBALIFE NUTRIT HLFEUR EU 2,421.5 (779.4) (133.9)
HERBALIFE NUTRIT HOO QT 2,421.5 (779.4) (133.9)
HORTONWORKS INC 14K SW 291.4 (3.6) (5.2)
HORTONWORKS INC HDP US 291.4 (3.6) (5.2)
HORTONWORKS INC 14K GR 291.4 (3.6) (5.2)
HORTONWORKS INC 14K QT 291.4 (3.6) (5.2)
HORTONWORKS INC HDPEUR EU 291.4 (3.6) (5.2)
HP COMPANY-BDR HPQB34 BZ 34,254.0 (1,767.0) (3,730.0)
HP INC HPQ TE 34,254.0 (1,767.0) (3,730.0)
HP INC HPQ US 34,254.0 (1,767.0) (3,730.0)
HP INC 7HP TH 34,254.0 (1,767.0) (3,730.0)
HP INC 7HP GR 34,254.0 (1,767.0) (3,730.0)
HP INC 7HP SW 34,254.0 (1,767.0) (3,730.0)
HP INC HPQ* MM 34,254.0 (1,767.0) (3,730.0)
HP INC HPQUSD SW 34,254.0 (1,767.0) (3,730.0)
HP INC HPQEUR EU 34,254.0 (1,767.0) (3,730.0)
HP INC 7HP GZ 34,254.0 (1,767.0) (3,730.0)
HP INC HWP QT 34,254.0 (1,767.0) (3,730.0)
HP INC HPQUSD EU 34,254.0 (1,767.0) (3,730.0)
HP INC HPQ SW 34,254.0 (1,767.0) (3,730.0)
HP INC HPQ CI 34,254.0 (1,767.0) (3,730.0)
IDEXX LABS IDXX AV 1,520.7 (40.8) (34.5)
IDEXX LABS IX1 GZ 1,520.7 (40.8) (34.5)
IDEXX LABS IDXX TE 1,520.7 (40.8) (34.5)
IDEXX LABS IX1 GR 1,520.7 (40.8) (34.5)
IDEXX LABS IX1 QT 1,520.7 (40.8) (34.5)
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IDEXX LABS IX1 TH 1,520.7 (40.8) (34.5)
INFRASTRUCTURE A IEA US 180.2 (118.2) (20.7)
INNOVIVA INC HVE GR 338.7 (155.4) 171.9
INNOVIVA INC HVE TH 338.7 (155.4) 171.9
INNOVIVA INC HVE QT 338.7 (155.4) 171.9
INNOVIVA INC INVAUSD EU 338.7 (155.4) 171.9
INNOVIVA INC INVAEUR EU 338.7 (155.4) 171.9
INNOVIVA INC HVE GZ 338.7 (155.4) 171.9
INNOVIVA INC INVA US 338.7 (155.4) 171.9
INSEEGO CORP INSG US 142.5 (64.6) (5.8)
INSEEGO CORP INSGEUR EU 142.5 (64.6) (5.8)
INSEEGO CORP INO GR 142.5 (64.6) (5.8)
INTERNAP CORP IP9N GR 724.7 (5.0) (33.2)
INTERNAP CORP INAP US 724.7 (5.0) (33.2)
INTERNAP CORP INAPEUR EU 724.7 (5.0) (33.2)
IRONWOOD PHARMAC I76 TH 618.2 (44.0) 184.6
IRONWOOD PHARMAC IRWD US 618.2 (44.0) 184.6
IRONWOOD PHARMAC I76 GR 618.2 (44.0) 184.6
IRONWOOD PHARMAC IRWDEUR EU 618.2 (44.0) 184.6
IRONWOOD PHARMAC I76 QT 618.2 (44.0) 184.6
ISRAMCO INC ISRL US 110.2 (14.8) (7.3)
ISRAMCO INC ISRLEUR EU 110.2 (14.8) (7.3)
ISRAMCO INC IRM GR 110.2 (14.8) (7.3)
JACK IN THE BOX JBX GR 879.4 (490.5) (30.9)
JACK IN THE BOX JACK US 879.4 (490.5) (30.9)
JACK IN THE BOX JBX GZ 879.4 (490.5) (30.9)
JACK IN THE BOX JBX QT 879.4 (490.5) (30.9)
JACK IN THE BOX JACK1EUR EU 879.4 (490.5) (30.9)
JAMBA INC JMBA US 36.7 (10.3) (11.9)
JAMBA INC XJA1 GR 36.7 (10.3) (11.9)
KERYX BIOPHARM KERX US 145.7 (41.2) 70.6
L BRANDS INC LTD GR 7,620.0 (1,122.0) 859.0
L BRANDS INC LB US 7,620.0 (1,122.0) 859.0
L BRANDS INC LTD TH 7,620.0 (1,122.0) 859.0
L BRANDS INC LTD SW 7,620.0 (1,122.0) 859.0
L BRANDS INC LBUSD EU 7,620.0 (1,122.0) 859.0
L BRANDS INC LBEUR EU 7,620.0 (1,122.0) 859.0
L BRANDS INC LB* MM 7,620.0 (1,122.0) 859.0
L BRANDS INC LTD QT 7,620.0 (1,122.0) 859.0
LAMB WESTON LW-WUSD EU 2,752.6 (279.2) 411.7
LAMB WESTON 0L5 GR 2,752.6 (279.2) 411.7
LAMB WESTON LW-WEUR EU 2,752.6 (279.2) 411.7
LAMB WESTON 0L5 TH 2,752.6 (279.2) 411.7
LAMB WESTON 0L5 QT 2,752.6 (279.2) 411.7
LAMB WESTON LW US 2,752.6 (279.2) 411.7
LEGACY RESERVES LGCY US 1,510.6 (251.0) (589.8)
LENNOX INTL INC LXI GR 2,099.4 (180.2) 641.7
LENNOX INTL INC LII US 2,099.4 (180.2) 641.7
LENNOX INTL INC LXI TH 2,099.4 (180.2) 641.7
LENNOX INTL INC LII1USD EU 2,099.4 (180.2) 641.7
LENNOX INTL INC LII1EUR EU 2,099.4 (180.2) 641.7
LEXICON PHARMACE LXRXUSD EU 332.9 (4.9) 138.9
LEXICON PHARMACE LXRXEUR EU 332.9 (4.9) 138.9
LEXICON PHARMACE LX31 QT 332.9 (4.9) 138.9
LEXICON PHARMACE LX31 GR 332.9 (4.9) 138.9
LEXICON PHARMACE LXRX US 332.9 (4.9) 138.9
LIQUIDIA TECHNOL LQDA US 20.8 (12.9) (5.0)
LIQUIDIA TECHNOL LT4 TH 20.8 (12.9) (5.0)
MCDONALDS - BDR MCDC34 BZ 32,708.4 (5,851.0) 1,385.3
MCDONALDS CORP MDO TH 32,708.4 (5,851.0) 1,385.3
MCDONALDS CORP MCD US 32,708.4 (5,851.0) 1,385.3
MCDONALDS CORP MCD SW 32,708.4 (5,851.0) 1,385.3
MCDONALDS CORP MDO GR 32,708.4 (5,851.0) 1,385.3
MCDONALDS CORP MCD* MM 32,708.4 (5,851.0) 1,385.3
MCDONALDS CORP MCD TE 32,708.4 (5,851.0) 1,385.3
MCDONALDS CORP MCD AV 32,708.4 (5,851.0) 1,385.3
MCDONALDS CORP MCDUSD SW 32,708.4 (5,851.0) 1,385.3
MCDONALDS CORP MCDEUR EU 32,708.4 (5,851.0) 1,385.3
MCDONALDS CORP MDO GZ 32,708.4 (5,851.0) 1,385.3
MCDONALDS CORP MDO QT 32,708.4 (5,851.0) 1,385.3
MCDONALDS CORP MCDCHF EU 32,708.4 (5,851.0) 1,385.3
MCDONALDS CORP MCDUSD EU 32,708.4 (5,851.0) 1,385.3
MCDONALDS CORP MCD CI 32,708.4 (5,851.0) 1,385.3
MCDONALDS-CEDEAR MCD AR 32,708.4 (5,851.0) 1,385.3
MDC PARTNERS-A MDCA US 1,788.6 (97.6) (177.0)
MDC PARTNERS-A MD7A GR 1,788.6 (97.6) (177.0)
MDC PARTNERS-A MDCAEUR EU 1,788.6 (97.6) (177.0)
MEDLEY MANAGE-A MDLY US 94.2 (54.1) 13.7
MICHAELS COS INC MIK US 2,192.5 (1,699.4) 501.7
MICHAELS COS INC MIM GR 2,192.5 (1,699.4) 501.7
MONEYGRAM INTERN MGI US 4,526.8 (236.6) (52.3)
MONEYGRAM INTERN 9M1N GR 4,526.8 (236.6) (52.3)
MONEYGRAM INTERN MGIUSD EU 4,526.8 (236.6) (52.3)
MONEYGRAM INTERN 9M1N TH 4,526.8 (236.6) (52.3)
MONEYGRAM INTERN MGIEUR EU 4,526.8 (236.6) (52.3)
MONEYGRAM INTERN 9M1N QT 4,526.8 (236.6) (52.3)
MOTOROLA SOLUTIO MOT TE 8,881.0 (1,492.0) 659.0
MOTOROLA SOLUTIO MSI US 8,881.0 (1,492.0) 659.0
MOTOROLA SOLUTIO MTLA GR 8,881.0 (1,492.0) 659.0
MOTOROLA SOLUTIO MTLA TH 8,881.0 (1,492.0) 659.0
MOTOROLA SOLUTIO MSI1EUR EU 8,881.0 (1,492.0) 659.0
MOTOROLA SOLUTIO MTLA GZ 8,881.0 (1,492.0) 659.0
MOTOROLA SOLUTIO MTLA QT 8,881.0 (1,492.0) 659.0
MSG NETWORKS- A MSGN US 849.6 (657.7) 227.2
MSG NETWORKS- A 1M4 QT 849.6 (657.7) 227.2
MSG NETWORKS- A MSGNEUR EU 849.6 (657.7) 227.2
MSG NETWORKS- A 1M4 TH 849.6 (657.7) 227.2
MSG NETWORKS- A 1M4 GR 849.6 (657.7) 227.2
NATERA INC NTRA US 194.4 (22.0) 67.2
NATERA INC 45E GR 194.4 (22.0) 67.2
NATHANS FAMOUS NATH US 79.4 (82.9) 58.3
NATHANS FAMOUS NFA GR 79.4 (82.9) 58.3
NATIONAL CINEMED NCMI US 1,132.7 (95.1) 100.6
NATIONAL CINEMED XWM GR 1,132.7 (95.1) 100.6
NATIONAL CINEMED NCMIEUR EU 1,132.7 (95.1) 100.6
NAVISTAR INTL IHR TH 6,924.0 (4,334.0) 596.0
NAVISTAR INTL IHR GR 6,924.0 (4,334.0) 596.0
NAVISTAR INTL NAV US 6,924.0 (4,334.0) 596.0
NAVISTAR INTL NAVEUR EU 6,924.0 (4,334.0) 596.0
NAVISTAR INTL NAVUSD EU 6,924.0 (4,334.0) 596.0
NAVISTAR INTL IHR QT 6,924.0 (4,334.0) 596.0
NAVISTAR INTL IHR GZ 6,924.0 (4,334.0) 596.0
NEURONETICS INC STIM US 28.3 (18.1) 11.2
NEW ENG RLTY-LP NEN US 253.8 (35.6) -
NII HOLDINGS INC NIHDEUR EU 966.0 (159.4) 132.4
NII HOLDINGS INC NIHD US 966.0 (159.4) 132.4
NII HOLDINGS INC NJJA GR 966.0 (159.4) 132.4
NORTHERN OIL AND NOG US 883.1 (147.8) 118.0
NORTHERN OIL AND 4LT GR 883.1 (147.8) 118.0
NORTHERN OIL AND NOG1EUR EU 883.1 (147.8) 118.0
NORTHERN OIL AND 4LT TH 883.1 (147.8) 118.0
OMEROS CORP OMER US 106.3 (56.3) 72.1
OMEROS CORP 3O8 GR 106.3 (56.3) 72.1
OMEROS CORP OMERUSD EU 106.3 (56.3) 72.1
OMEROS CORP OMEREUR EU 106.3 (56.3) 72.1
OMEROS CORP 3O8 TH 106.3 (56.3) 72.1
OPTIVA INC OPT CN 158.9 (16.7) 21.9
OPTIVA INC RKNEF US 158.9 (16.7) 21.9
OPTIVA INC RKNEUR EU 158.9 (16.7) 21.9
OPTIVA INC 3230510Q EU 158.9 (16.7) 21.9
OPTIVA INC RE6 GR 158.9 (16.7) 21.9
PAPA JOHN'S INTL PZZA US 558.2 (243.0) 11.9
PAPA JOHN'S INTL PP1 GR 558.2 (243.0) 11.9
PAPA JOHN'S INTL PZZAEUR EU 558.2 (243.0) 11.9
PHILIP MORRIS IN 4I1 GR 40,721.0 (10,168.0) 2,587.0
PHILIP MORRIS IN PM US 40,721.0 (10,168.0) 2,587.0
PHILIP MORRIS IN PM1 EU 40,721.0 (10,168.0) 2,587.0
PHILIP MORRIS IN PM1CHF EU 40,721.0 (10,168.0) 2,587.0
PHILIP MORRIS IN 4I1 TH 40,721.0 (10,168.0) 2,587.0
PHILIP MORRIS IN PM1 TE 40,721.0 (10,168.0) 2,587.0
PHILIP MORRIS IN PMI SW 40,721.0 (10,168.0) 2,587.0
PHILIP MORRIS IN PM1EUR EU 40,721.0 (10,168.0) 2,587.0
PHILIP MORRIS IN PMOR AV 40,721.0 (10,168.0) 2,587.0
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PINNACLE ENTERTA 65P GR 3,859.0 (281.5) (33.6)
PINNACLE ENTERTA PNK US 3,859.0 (281.5) (33.6)
PLANET FITNESS-A PLNT1USD EU 1,124.7 (91.2) 104.2
PLANET FITNESS-A 3PL QT 1,124.7 (91.2) 104.2
PLANET FITNESS-A PLNT1EUR EU 1,124.7 (91.2) 104.2
PLANET FITNESS-A PLNT US 1,124.7 (91.2) 104.2
PLANET FITNESS-A 3PL TH 1,124.7 (91.2) 104.2
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PLURALSIGHT IN-A PS US 416.2 239.9 97.3
PROS HOLDINGS IN PRO US 281.4 (68.7) 74.6
PROS HOLDINGS IN PH2 GR 281.4 (68.7) 74.6
PROS HOLDINGS IN PRO1EUR EU 281.4 (68.7) 74.6
QUEBECOR INC-A QBR/A CN 9,142.5 (339.1) (1,076.3)
QUEBECOR INC-B QB3 GR 9,142.5 (339.1) (1,076.3)
QUEBECOR INC-B QBCRF US 9,142.5 (339.1) (1,076.3)
QUEBECOR INC-B QBR/B CN 9,142.5 (339.1) (1,076.3)
REATA PHARMACE-A 2R3 GR 174.7 (167.9) 116.7
REATA PHARMACE-A RETAEUR EU 174.7 (167.9) 116.7
REATA PHARMACE-A RETA US 174.7 (167.9) 116.7
RESOLUTE ENERGY REN US 826.6 (82.8) (152.0)
RESOLUTE ENERGY R21 GR 826.6 (82.8) (152.0)
RESOLUTE ENERGY RENEUR EU 826.6 (82.8) (152.0)
RESVERLOGIX CORP RVX CN 14.3 (132.9) (59.0)
REVLON INC-A RVL1 GR 3,091.9 (980.7) 6.7
REVLON INC-A REV US 3,091.9 (980.7) 6.7
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REVLON INC-A REVEUR EU 3,091.9 (980.7) 6.7
REVLON INC-A REVUSD EU 3,091.9 (980.7) 6.7
RIMINI STREET IN RMNI US 119.5 (229.9) (131.1)
ROSETTA STONE IN RS8 TH 169.2 (4.2) (63.3)
ROSETTA STONE IN RS8 GR 169.2 (4.2) (63.3)
ROSETTA STONE IN RST US 169.2 (4.2) (63.3)
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ROSETTA STONE IN RST1EUR EU 169.2 (4.2) (63.3)
RR DONNELLEY & S DLLN TH 3,653.8 (247.5) 673.5
RR DONNELLEY & S RRDUSD EU 3,653.8 (247.5) 673.5
RR DONNELLEY & S RRDEUR EU 3,653.8 (247.5) 673.5
RR DONNELLEY & S RRD US 3,653.8 (247.5) 673.5
RR DONNELLEY & S DLLN GR 3,653.8 (247.5) 673.5
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SALLY BEAUTY HOL SBHEUR EU 2,095.7 (326.2) 615.4
SALLY BEAUTY HOL S7V GR 2,095.7 (326.2) 615.4
SANCHEZ ENERGY C SN* MM 2,904.4 (67.7) 58.6
SANCHEZ ENERGY C SNUSD EU 2,904.4 (67.7) 58.6
SBA COMM CORP SBACUSD EU 7,289.4 (3,042.1) 49.1
SBA COMM CORP SBAC US 7,289.4 (3,042.1) 49.1
SBA COMM CORP 4SB GZ 7,289.4 (3,042.1) 49.1
SBA COMM CORP 4SB GR 7,289.4 (3,042.1) 49.1
SBA COMM CORP SBACEUR EU 7,289.4 (3,042.1) 49.1
SBA COMM CORP SBJ TH 7,289.4 (3,042.1) 49.1
SCIENTIFIC GAMES TJW TH 7,612.9 (2,268.4) 630.9
SCIENTIFIC GAMES TJW GZ 7,612.9 (2,268.4) 630.9
SCIENTIFIC GAMES SGMS US 7,612.9 (2,268.4) 630.9
SCIENTIFIC GAMES SGMSUSD EU 7,612.9 (2,268.4) 630.9
SCIENTIFIC GAMES TJW GR 7,612.9 (2,268.4) 630.9
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SEALED AIR CORP SEE US 4,859.2 (372.4) 156.9
SEALED AIR CORP SEE1EUR EU 4,859.2 (372.4) 156.9
SEALED AIR CORP SDA TH 4,859.2 (372.4) 156.9
SEALED AIR CORP SDA QT 4,859.2 (372.4) 156.9
SERES THERAPEUTI MCRB1EUR EU 133.0 (13.3) 64.8
SERES THERAPEUTI MCRB US 133.0 (13.3) 64.8
SERES THERAPEUTI 1S9 GR 133.0 (13.3) 64.8
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SHELL MIDSTREAM 49M GR 1,870.4 (320.8) 177.1
SHELL MIDSTREAM 49M TH 1,870.4 (320.8) 177.1
SHELL MIDSTREAM SHLX US 1,870.4 (320.8) 177.1
SIGA TECH INC SIGA US 128.3 (341.3) (258.9)
SINO UNITED WORL SUIC US 0.0 (0.1) (0.1)
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SIRIUS XM HOLDIN SIRI US 8,299.2 (1,370.6) (2,462.2)
SIRIUS XM HOLDIN RDO TH 8,299.2 (1,370.6) (2,462.2)
SIRIUS XM HOLDIN SIRI AV 8,299.2 (1,370.6) (2,462.2)
SIRIUS XM HOLDIN SIRIUSD EU 8,299.2 (1,370.6) (2,462.2)
SIRIUS XM HOLDIN SIRI TE 8,299.2 (1,370.6) (2,462.2)
SIRIUS XM HOLDIN SIRIEUR EU 8,299.2 (1,370.6) (2,462.2)
SIRIUS XM HOLDIN RDO GZ 8,299.2 (1,370.6) (2,462.2)
SIRIUS XM HOLDIN RDO QT 8,299.2 (1,370.6) (2,462.2)
SIX FLAGS ENTERT 6FE GR 2,610.4 (152.0) (253.4)
SIX FLAGS ENTERT SIXEUR EU 2,610.4 (152.0) (253.4)
SIX FLAGS ENTERT SIX US 2,610.4 (152.0) (253.4)
SLEEP NUMBER COR SNBR US 470.4 (21.2) (251.8)
SLEEP NUMBER COR SL2 GR 470.4 (21.2) (251.8)
SLEEP NUMBER COR SNBREUR EU 470.4 (21.2) (251.8)
SONIC CORP SONC US 545.5 (273.3) 45.6
SONIC CORP SO4 GR 545.5 (273.3) 45.6
SONIC CORP SO4 TH 545.5 (273.3) 45.6
SONIC CORP SONCUSD EU 545.5 (273.3) 45.6
SONIC CORP SONCEUR EU 545.5 (273.3) 45.6
SQL TECHNOLOGIES SQFL US 9.3 (28.3) (29.5)
STARCO BRANDS IN STCB US 0.1 (0.8) (0.8)
TAUBMAN CENTERS TU8 GR 4,362.2 (201.4) -
TAUBMAN CENTERS TCO US 4,362.2 (201.4) -
TENABLE HOLDINGS TENB US 169.4 (120.6) (95.0)
TENABLE HOLDINGS TE7 GR 169.4 (120.6) (95.0)
TENABLE HOLDINGS TE7 GZ 169.4 (120.6) (95.0)
TENABLE HOLDINGS TE7 TH 169.4 (120.6) (95.0)
TENABLE HOLDINGS TE7 QT 169.4 (120.6) (95.0)
TESARO INC TSRO US 810.5 (21.5) 573.2
TESARO INC TSROUSD EU 810.5 (21.5) 573.2
TESARO INC T8S QT 810.5 (21.5) 573.2
TESARO INC TSROEUR EU 810.5 (21.5) 573.2
TESARO INC T8S TH 810.5 (21.5) 573.2
TESARO INC T8S GR 810.5 (21.5) 573.2
TOWN SPORTS INTE CLUB US 255.8 (72.5) (7.4)
TOWN SPORTS INTE CLUBEUR EU 255.8 (72.5) (7.4)
TOWN SPORTS INTE T3D GR 255.8 (72.5) (7.4)
TRANSDIGM GROUP TDG US 11,804.5 (2,098.5) 2,568.2
TRANSDIGM GROUP T7D GR 11,804.5 (2,098.5) 2,568.2
TRANSDIGM GROUP T7D TH 11,804.5 (2,098.5) 2,568.2
TRANSDIGM GROUP TDGUSD EU 11,804.5 (2,098.5) 2,568.2
TRANSDIGM GROUP T7D QT 11,804.5 (2,098.5) 2,568.2
TRANSDIGM GROUP TDGEUR EU 11,804.5 (2,098.5) 2,568.2
TRILOGY INTERNAT TRL CN 709.9 (12.5) (16.7)
TRIUMPH GROUP TG7 GR 3,420.0 (226.6) 292.1
TRIUMPH GROUP TGI US 3,420.0 (226.6) 292.1
TRIUMPH GROUP TGIEUR EU 3,420.0 (226.6) 292.1
TUPPERWARE BRAND TUP GR 1,338.1 (175.5) (64.2)
TUPPERWARE BRAND TUP US 1,338.1 (175.5) (64.2)
TUPPERWARE BRAND TUP TH 1,338.1 (175.5) (64.2)
TUPPERWARE BRAND TUP1EUR EU 1,338.1 (175.5) (64.2)
TUPPERWARE BRAND TUP1USD EU 1,338.1 (175.5) (64.2)
TUPPERWARE BRAND TUP GZ 1,338.1 (175.5) (64.2)
TUPPERWARE BRAND TUP QT 1,338.1 (175.5) (64.2)
UNISYS CORP UIS EU 2,370.9 (1,244.1) 413.1
UNISYS CORP USY1 GR 2,370.9 (1,244.1) 413.1
UNISYS CORP USY1 TH 2,370.9 (1,244.1) 413.1
UNISYS CORP UIS US 2,370.9 (1,244.1) 413.1
UNISYS CORP UIS1 SW 2,370.9 (1,244.1) 413.1
UNISYS CORP UISEUR EU 2,370.9 (1,244.1) 413.1
UNISYS CORP UISCHF EU 2,370.9 (1,244.1) 413.1
UNISYS CORP USY1 GZ 2,370.9 (1,244.1) 413.1
UNISYS CORP USY1 QT 2,370.9 (1,244.1) 413.1
UNITI GROUP INC UNIT US 4,471.7 (1,289.8) -
UNITI GROUP INC 8XC GR 4,471.7 (1,289.8) -
VALVOLINE INC 0V4 GR 1,849.0 (288.0) 365.0
VALVOLINE INC 0V4 TH 1,849.0 (288.0) 365.0
VALVOLINE INC VVVEUR EU 1,849.0 (288.0) 365.0
VALVOLINE INC 0V4 QT 1,849.0 (288.0) 365.0
VALVOLINE INC VVV US 1,849.0 (288.0) 365.0
VECTOR GROUP LTD VGR US 1,333.9 (428.7) 164.9
VECTOR GROUP LTD VGR GR 1,333.9 (428.7) 164.9
VECTOR GROUP LTD VGREUR EU 1,333.9 (428.7) 164.9
VECTOR GROUP LTD VGR QT 1,333.9 (428.7) 164.9
VERISIGN INC VRS TH 1,911.6 (1,381.0) 307.7
VERISIGN INC VRSN US 1,911.6 (1,381.0) 307.7
VERISIGN INC VRS GR 1,911.6 (1,381.0) 307.7
VERISIGN INC VRSNUSD EU 1,911.6 (1,381.0) 307.7
VERISIGN INC VRSNEUR EU 1,911.6 (1,381.0) 307.7
VERISIGN INC VRS GZ 1,911.6 (1,381.0) 307.7
VERISIGN INC VRS QT 1,911.6 (1,381.0) 307.7
W&T OFFSHORE INC WTI US 958.2 (507.4) (55.7)
W&T OFFSHORE INC UWV GR 958.2 (507.4) (55.7)
W&T OFFSHORE INC WTI1EUR EU 958.2 (507.4) (55.7)
WAYFAIR INC- A W US 1,287.3 (195.5) (96.3)
WAYFAIR INC- A 1WF QT 1,287.3 (195.5) (96.3)
WAYFAIR INC- A 1WF GR 1,287.3 (195.5) (96.3)
WAYFAIR INC- A 1WF TH 1,287.3 (195.5) (96.3)
WAYFAIR INC- A WEUR EU 1,287.3 (195.5) (96.3)
WEIGHT WATCHERS WTW US 1,336.6 (923.0) (88.2)
WEIGHT WATCHERS WW6 GR 1,336.6 (923.0) (88.2)
WEIGHT WATCHERS WTWUSD EU 1,336.6 (923.0) (88.2)
WEIGHT WATCHERS WW6 GZ 1,336.6 (923.0) (88.2)
WEIGHT WATCHERS WTWEUR EU 1,336.6 (923.0) (88.2)
WEIGHT WATCHERS WW6 QT 1,336.6 (923.0) (88.2)
WEIGHT WATCHERS WW6 TH 1,336.6 (923.0) (88.2)
WESTERN UNION W3U TH 9,115.6 (451.3) (813.3)
WESTERN UNION W3U GR 9,115.6 (451.3) (813.3)
WESTERN UNION WU US 9,115.6 (451.3) (813.3)
WESTERN UNION WUEUR EU 9,115.6 (451.3) (813.3)
WESTERN UNION W3U GZ 9,115.6 (451.3) (813.3)
WESTERN UNION W3U QT 9,115.6 (451.3) (813.3)
WIDEOPENWEST INC WU5 GR 2,196.8 (422.4) (95.7)
WIDEOPENWEST INC WU5 TH 2,196.8 (422.4) (95.7)
WIDEOPENWEST INC WU5 QT 2,196.8 (422.4) (95.7)
WIDEOPENWEST INC WOW1EUR EU 2,196.8 (422.4) (95.7)
WIDEOPENWEST INC WOW US 2,196.8 (422.4) (95.7)
WINDSTREAM HOLDI B4O2 GR 10,839.8 (1,406.5) (406.3)
WINDSTREAM HOLDI WIN US 10,839.8 (1,406.5) (406.3)
WINDSTREAM HOLDI B4O2 TH 10,839.8 (1,406.5) (406.3)
WINDSTREAM HOLDI WIN2USD EU 10,839.8 (1,406.5) (406.3)
WINGSTOP INC WING1EUR EU 124.1 (140.7) (6.7)
WINGSTOP INC EWG GR 124.1 (140.7) (6.7)
WINGSTOP INC WING US 124.1 (140.7) (6.7)
WINMARK CORP GBZ GR 48.8 (20.8) 7.9
WINMARK CORP WINA US 48.8 (20.8) 7.9
WORKIVA INC WKEUR EU 181.7 (17.7) (21.7)
WORKIVA INC WK US 181.7 (17.7) (21.7)
WORKIVA INC 0WKA GR 181.7 (17.7) (21.7)
WYNDHAM DESTINAT WD5 GR 7,075.0 (520.0) (138.0)
WYNDHAM DESTINAT WD5 TH 7,075.0 (520.0) (138.0)
WYNDHAM DESTINAT WYNUSD EU 7,075.0 (520.0) (138.0)
WYNDHAM DESTINAT WD5 QT 7,075.0 (520.0) (138.0)
WYNDHAM DESTINAT WYNEUR EU 7,075.0 (520.0) (138.0)
WYNDHAM DESTINAT WYND US 7,075.0 (520.0) (138.0)
XERIUM TECHNOLOG TXRN GR 547.2 (151.0) 72.0
XERIUM TECHNOLOG XRM US 547.2 (151.0) 72.0
YELLOW PAGES LTD YMI GR 544.3 (182.3) 70.9
YELLOW PAGES LTD YEUR EU 544.3 (182.3) 70.9
YELLOW PAGES LTD Y CN 544.3 (182.3) 70.9
YELLOW PAGES LTD YLWDF US 544.3 (182.3) 70.9
YRC WORLDWIDE IN YEL1 GR 1,644.5 (344.1) 182.2
YRC WORLDWIDE IN YRCW US 1,644.5 (344.1) 182.2
YRC WORLDWIDE IN YRCWUSD EU 1,644.5 (344.1) 182.2
YRC WORLDWIDE IN YEL1 QT 1,644.5 (344.1) 182.2
YRC WORLDWIDE IN YRCWEUR EU 1,644.5 (344.1) 182.2
YRC WORLDWIDE IN YEL1 TH 1,644.5 (344.1) 182.2
YUM! BRANDS INC TGR TH 4,326.0 (7,247.0) 279.0
YUM! BRANDS INC TGR GR 4,326.0 (7,247.0) 279.0
YUM! BRANDS INC YUM* MM 4,326.0 (7,247.0) 279.0
YUM! BRANDS INC YUMUSD SW 4,326.0 (7,247.0) 279.0
YUM! BRANDS INC YUMUSD EU 4,326.0 (7,247.0) 279.0
YUM! BRANDS INC TGR GZ 4,326.0 (7,247.0) 279.0
YUM! BRANDS INC YUM US 4,326.0 (7,247.0) 279.0
YUM! BRANDS INC YUMEUR EU 4,326.0 (7,247.0) 279.0
YUM! BRANDS INC TGR QT 4,326.0 (7,247.0) 279.0
YUM! BRANDS INC YUM SW 4,326.0 (7,247.0) 279.0
*********
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 ***