/raid1/www/Hosts/bankrupt/TCR_Public/181008.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, October 8, 2018, Vol. 22, No. 280
Headlines
19007 SW: U.S. Trustee Unable to Appoint Committee
4465 SW 34 TERRACE: U.S. Trustee Unable to Appoint Committee
ADVANCE CORE: Hires Elaine Hilmer CPA as Accountant
ALAMO TOWERS: Plan Confirmation Hearing Scheduled for Nov. 7
ALGONQUIN POWER: S&P Rates Subordinated Notes Due 2078 'BB+'
AMERICAN BONDING: U.S. Trustee Unable to Appoint Committee
AMERICAN CENTER: Oct. 24 Hearing on Disclosure Statement
ARCIMOTO INC: Will Sell $150 Million Worth of Securities
ARQUIDIOCESIS DE SAN JUAN: Taps Gandia-Fabian Law as Attorney
ARQUIDIOCESIS DE SAN JUAN: Taps Lugo Mender as Special Accountant
ATD CORPORATION: Case Summary & 30 Largest Unsecured Creditors
AYTU BIOSCIENCE: Amends Prospectus on 836.5K Common Stock Sale
BLACKSMITH SQUARE: Nov. 7 Plan Confirmation Hearing Set
BRIGHT MOUNTAIN: Closes $1.4M Final Tranche of Private Placement
CAFFE ETTORE: $205K Sale of Fair Oaks Store to LL Calk Approved
CAFFE ETTORE: Selling Fair Oaks Store to LL Calk for $205K
CAREVIEW COMMUNICATIONS: 5th Amendment to Modification Agreement
CARLOS MIGUEL'S: Hires Buechler & Garber, LLC, as Counsel
CELLECTAR BIOSCIENCES: Updates Interim OS Data from CLR 131 Trial
CHAPELDALE PROPERTIES: $100K Sale of Baltimore Lot to Whitesand OKd
CHARLES BRELAND: Trustee Selling Minneola Property for $2.6 Million
CHESAPEAKE ENERGY: Pays in Full $1.28-B Class A Term Loan Debt
CHOWDER GAS: Trustee Taps Blackburn Company LLC as Consultant
CHRISTIAN MARTIN: Proposed Sale of Property Denied
DCP MIDSTREAM: S&P Rates New Series C Perpetual Preferred Units B
DEL MONTE: S&P Hikes Rating on $260MM 2nd-lien Term Loan to 'CCC-'
DESTINY WORD: U.S. Trustee Unable to Appoint Committee
DIANE WOLFSON: $850K Sale of Telluride Property to Bishop Approved
DPW HOLDINGS: Super Crypto Secures $2.5M Loan Facility from ALPPS
ECLIPSE MIDCO: S&P Assigns B- Issuer Credit Rating, Outlook Stable
ENPRO INDUSTRIES: S&P Rates New $350MM Senior Unsecured Notes 'BB'
ERI AMERICA: Proposed Auction of Equipment & Inventory Approved
FIKA 10 PARK AVENUE: Case Summary & 3 Unsecured Creditors
FIRST DATA: S&P Rates New $5-BB Secured Loans Due 2023 'BB'
FLY LOW: Case Summary & 11 Unsecured Creditors
GLYECO INC: Inks Separation Agreement with Former CEO
HELIOS AND MATHESON: Halts Canaccord Equity Distribution Agreement
JACKSON MASONRY: ECG Buying Nashville Property for $5.65 Million
JLAN PROPERTIES: Voluntary Chapter 11 Case Summary
JUPITER RESOURCES: S&P Lowers Issuer Credit Rating to 'D'
KASSIS DEVELOPMENT: U.S. Trustee Unable to Appoint Committee
KC7 RANCH: CMP Hires Kane Russell Coleman Logan PC as Counsel
KRAUS CARPET: Foreign Rep's Sale of TPS Business to QEP Approved
KYLE HUNT: $58K Sale of Auburntown Property to Kavounises Approved
LIL ROCK ELECTRICAL: $170K Private Sale of Equipment Approved
LOT MEDIA: U.S. Trustee Unable to Appoint Committee
LYNWOOD HOLDINGS: Hires Eckert Seamans Cherin as Special Counsel
MARLENE MARSHALLECK: $2.3M Sale of Brooklyn Property to GAM 231 OKd
MASSENGILL FAMILY: Taps Scarborough & Fulton as Legal Counsel
MATTRESS FIRM: Case Summary & 30 Largest Unsecured Creditors
MIDWEST FAMILY HOUSING: S&P Hikes Cl. IV Bonds Rating to BB+(sf)
MIDWEST PORTABLE: $250K Sale of Equipment, Goods & Inventory Okayed
MONSTER CONCRETE: Unsecureds to Receive 50% Under Latest Plan
MR. STEVEN: Case Summary & Unsecured Creditor
MUSCLEPHARM CORP: Plante Moran Replaced EKS&H LLLP as Auditors
NEOVASC INC: Reports Follow-up Data from 1st U.S. Reducer Implant
NEW CITY AUTO: Hires Jordan & Zito LLC as Counsel
NEW CITY AUTO: Hires Mallor Grodner LLP as Special Counsel
NORTHERN INYO HOSP.: S&P Lowers Rating on GO Bonds to 'BB-'
PENINSULA PACIFIC: S&P Gives B Issuer Credit Rating, Outlook Stable
PLAYHUT INC: $1.2M Sale of All Assets to Basic Fun Approved
RALSTON, NEB: S&P Affirms BB Rating on 2011/2012 GO Arena Bonds
RENFRO CORP: S&P Alters Outlook to Negative & Affirms 'B' ICR
RESURRECTION LIFE: U.S. Trustee Unable to Appoint Committee
REVOLUTION NEUROMONITORING: Case Summary & 20 Unsecured Creditors
RH BBQ: Trustee's $585K Sale of Rowland Heights Business Approved
RM HOLDCO: Hires Grant Thornton LLP as Tax Advisor
SAM MCFADIN: U.S. Trustee Forms 3-Member Committee
SARAH ZONE: U.S. Trustee Forms 5-Member Committee
SEAWORLD PARKS: S&P Alters Outlook to Positive & Affirms 'B' ICR
SEMLER SCIENTIFIC: Douglas Murphy-Chutorian Elected as Director
SILVERADO STAGES: Voluntary Chapter 11 Case Summary
SKYLINE RIDGE: Approval Hearing on Plan Outline Set for Nov. 7
SKYLINE RIDGE: Latest Plan to Pay Unsecured Creditors in Full
SOBEYS INC: DBRS Confirms BB(high) Issuer Rating, Trend Stable
SOUTH SIDE SALVAGE: U.S. Trustee Unable to Appoint Committee
STANFORD INT'L: Receiver Settles With Proskauer for $63M
SUNPLAY POOLS: Case Summary & 20 Largest Unsecured Creditors
SURVEYMONKEY INC: S&P Raises ICR to 'B', Outlook Stable
TECK RESOURCES: DBRS Confirms BB(high) Issuer Rating
TEGNA INC: S&P Lowers Issuer Credit Rating to 'BB', Outlook Stable
TELESAT CANADA: S&P Affirms 'BB-' Long-Term ICR, Outlook Stable
TRUE SECURITY: U.S. Trustee Unable to Appoint Committee
UNITED NATURAL: S&P Assigns 'B+' ICR, Outlook Stable
UNITED RENTALS: S&P Affirms 'BB' Rating on Senior Unsecured Notes
UNIVERSAL HOSPITAL: S&P Raises ICR to 'B', Outlook Stable
VALLEY LUMBER: BI to be Paid $21K Monthly at 4% Under New Plan
VICTORY SOLUTIONS: Hires Sartschev & Associates as Accountant
VIKEN MANJIKIAN: $425K Sale of Property to Partamians Approved
WALL STREET LANGUAGES: Sale of All Assets to Berkeley Approved
WILDHORSE RESOURCE: S&P Raises ICR to 'B+', Outlook Stable
WMG ACQUISITION: Moody's Rates EUR200MM Secured Notes Due 2026 Ba3
WOODMONT PETROLEUM: Case Summary & 20 Largest Unsecured Creditors
YUICHIRO SAKURAI: $1.31M Sale of Long Beach Property Okayed
[*] Mark That Calendar! Distressed Investing Conference on Nov. 26
[^] BOND PRICING: For the Week from October 1 to 5, 2018
*********
19007 SW: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of 19007 SW 24th Ave., LLC as of Oct. 3,
according to a court docket.
About 19007 SW 24th Ave. LLC
19007 SW 24th Ave., LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-19805) on August 13,
2018. At the time of the filing, the Debtor estimated assets of
less than $1 million and liabilities of less than $1 million.
Judge John K. Olson presides over the case. The Debtor tapped Adam
I. Skolnik, P.A. as its legal counsel.
4465 SW 34 TERRACE: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of 4465 SW 34 Terrace LLC as of Oct. 3,
according to a court docket.
About 4465 SW 34 Terrace LLC
4465 SW 34 Terrace LLC is a privately-held company in Ft.
Lauderdale, Florida, engaged in activities related to real estate.
4465 SW 34 Terrace sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-18906) on July 23,
2018. In the petition signed by James Stote, president, the Debtor
estimated assets of $1 million to $10 million and liabilities of $1
million to $10 million. Judge John K. Olson presides over the
case. The Debtor tapped Szabo Law Group, P.A. as its legal
counsel.
ADVANCE CORE: Hires Elaine Hilmer CPA as Accountant
---------------------------------------------------
Advance Core Solutions seeks authority from the U.S. Bankruptcy
Court for the District of New Jersey to employ Elaine Hilmer, CPA,
as accountant for the Debtor.
The professional services to be rendered by Ms. Hilmer are:
a. analyze financial records of the Debtor;
b. evaluate the Debtor's financial condition; and
c. prepare monthly operating reports as required by the
Bankruptcy proceeding.
Elaine Hilmer, CPA, assures the court that she does not hold an
adverse interest to the estate and is a disinterested person under
11 U.S.C. Sec. 101(14).
The accountant can be reached through:
Elaine Hilmer, CPA
509 Wellington Square, #31
Exton, PA 19341
About Advance Core Solutions
Advance Core Solutions, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D.N.J. Case No. 18-25664) on Aug. 6,
2018. In the petition signed by Manjari K. Valia, managing member,
the Debtor estimated assets of $1 million to $10 million and
liabilities of $1 million to $10 million. Judge Michael B. Kaplan
presides over the case. Scura, Wigfield, Heyer, Stevens &
Cammarota, LLP, is the Debtor's legal counsel.
ALAMO TOWERS: Plan Confirmation Hearing Scheduled for Nov. 7
------------------------------------------------------------
Bankruptcy Judge Craig A. Gargotta approved Alamo Towers-Cotter,
LLC's first amended disclosure statement referring to its first
amended plan of liquidation.
Oct. 29, 2018 is fixed as the last day for filing and serving
written objections to confirmation of the Debtor’s First Amended
Chapter 11 Plan of Liquidation.
A hearing on confirmation of the Debtor's First Amended Chapter 11
Plan of Liquidation is scheduled for Nov. 7, 2018, at 9:00 a.m. in
the United States Bankruptcy Court, Courtroom Number 3, Fifth
Floor, Old Post Office Building, 615 East Houston Street, San
Antonio, Texas.
As previously reported by the Troubled Company Reporter, the first
amended plan proposes to pay Class 6 creditors in full, with
interest accruing thereon at the Plan Rate from the Petition Date,
out of the Property Sales Proceeds.
A copy of the First Amended Disclosure Statement is available for
free at:
http://bankrupt.com/misc/txwb17-52599-95.pdf
About Alamo Towers - Cotter
Alamo Towers - Cotter, LLC, owns an eight-story low-rise building
in San Antonio, Texas. Located in the heart of the north central
office market, Alamo Towers is centrally accessible to all key
activities in the city. The 198,452 sq. ft. facility features easy
access to San Antonio's major highways, panoramic views and ample
parking space.
Alamo Towers - Cotter filed a Chapter 11 petition (Bankr. W.D. Tex.
Case No. 17-52599) on Nov. 6, 2017. In the petition signed by
Marcus P. Rogers, as Ind. Adm. Of the Est. of James F. Cotter,
Dec'd, the Debtor estimated assets and liabilities at $10 million
to $50 million each.
The case is assigned to Judge Craig A. Gargotta.
The Debtor is represented by Anthony H. Hervol, Esq., of the Law
Office of Anthony H. Hervol.
No trustee or examiner has been appointed in the Debtor's Chapter
11 case.
ALGONQUIN POWER: S&P Rates Subordinated Notes Due 2078 'BB+'
------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating to
Algonquin Power & Utilities Corp.'s (APUC) subordinated notes due
2078.
APUC intends to use the net proceeds from these notes to redeem
long-term debt and for general corporate purposes.
S&P said, "We classify these notes as hybrid securities with
intermediate equity content (50%). We rate the securities two
notches below our 'BBB' long-term issuer credit rating on APUC to
reflect the notes' subordination and the company's ability to defer
interest payments on the notes."
S&P's intermediate equity treatment reflects the instrument's
permanence, subordination, and deferability features. The
security's long-dated nature and lack of incentives to redeem the
issue for a long-dated period meet our standards for permanence. In
addition, the interest payments are deferrable, fulfilling the
related element. The instrument is also subordinate to all of
APUC's existing and future senior debt obligations, thereby
satisfying the subordination condition.
Ratings List
Algonquin Power & Utilities Corp.
Issuer credit rating BBB/Stable/--
New Rating
Algonquin Power & Utilities Corp.
Subordinated notes due 2078 BB+
AMERICAN BONDING: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of American Bonding Co., Inc. as of Oct. 3,
according to a court docket.
About American Bonding Co., Inc.
American Bonding Co., Inc. sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. W.Va. Case No. 18-00784) on August
16, 2018. At the time of the filing, the Debtor disclosed that it
had estimated assets of less than $50,000 and liabilities of less
than $500,000. Judge Patrick M. Flatley presides over the case.
The Debtor tapped Martin P. Sheehan, Esq., at Sheehan & Nugent,
PLLC as its legal counsel.
AMERICAN CENTER: Oct. 24 Hearing on Disclosure Statement
--------------------------------------------------------
Bankruptcy Judge Christine M. Gravelle will convene a hearing on
Oct. 24, 2018 at 10:00 a.m. to consider the adequacy of American
Center for Civil Justice, Inc.'s disclosure statement.
Written objections to the adequacy of the Disclosure Statement must
be filed no later than 14 days prior to the hearing.
About American Center for Civil Justice
American Center for Civil Justice, Inc., is a tax-exempt
organization that provides legal services. The organization
defends human and civil rights by advocating and aiding lawsuits by
victims of oppression, acts of violence and other injustices.
American Center for Civil Justice filed voluntary petitions for
relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J.
Lead Case No. 18-15691) on March 23, 2018. In the petition signed
by Elie Perr, president, the company estimated $10 million to $50
million in assets and liabilities. The Honorable Christine M.
Gravelle presides over the case. Timothy P. Neumann, Esq. , of
Broege, Neumann, Fischer & Shaver LLC is the Debtors' counsel.
ARCIMOTO INC: Will Sell $150 Million Worth of Securities
--------------------------------------------------------
Arcimoto, Inc., has filed with the Securities and Exchange
Commission a Form S-3 registration statement relating to the sale
of up to $150,000,000 of its shares of common stock; shares of
preferred stock; debt securities; warrants; rights to purchase
common stock, preferred stock, debt securities or units; and units
that include any of these securities, in one or more offerings in
amounts, at prices and on terms that the Company will determine at
the time of offering.
The Company's common stock is listed on the NASDAQ Capital Market
under the symbol "FUV". The last reported sale price of the
Company's common stock on Sept. 28, 2018 was $3.70 per share.
As of Sept. 28, 2018, the aggregate market value of Arcimoto's
outstanding common stock held by non-affiliates, or the public
float, was approximately $30,014,219, which was calculated based on
8,111,951 shares of its outstanding common stock held by
non-affiliates and on a price of $3.70 per share, the last reported
sale price for its common stock on Sept. 28, 2018. Pursuant to
General Instruction I.B.6 of Form S-3, in no event will the Company
sell its common stock in a public primary offering with a value
exceeding one-third of its public float in any 12-month period
unless its public float subsequently rises to $75.0 million or
more. The Company has not offered any securities pursuant to
General Instruction I.B.6 of Form S-3 during the 12 calendar months
prior to and including the date of this prospectus.
A full-text copy of the preliminary prospectus is available at:
https://is.gd/6Zkb0w
About Arcimoto, Inc.
Headquartered in Eugene, Oregon, Arcimoto, Inc. (NASDAQ: FUV) --
http://www.arcimoto.com/-- is engaged primarily in the design and
development of ultra-efficient three-wheeled electric vehicles.
Over the course of its first ten years, the Company designed built
and tested eight generations of prototypes, culminating in the Fun
Utility Vehicle. The Fun Utility Vehicle is a pure electric
solution that is approximately a quarter of the weight, takes up a
third of the parking space of, and is dramatically more efficient
than the average passenger car in the United States.
The report from the Company's independent accounting firm
DBBMckennon, the Company's auditor since 2016, 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 has earned limited revenues
from its intended operations, which raises substantial doubt about
its ability to continue as a going concern.
Arcimoto incurred a net loss of $3.31 million in 2017 and a net
loss of $1.91 million in 2016. As of June 30, 2018, Arcimoto had
$14.30 million in total assets, $2.54 million in total liabilities
and $11.75 million in total stockholders' equity.
ARQUIDIOCESIS DE SAN JUAN: Taps Gandia-Fabian Law as Attorney
-------------------------------------------------------------
Arquidiocesis de San Juan de Puerto Rico seeks authority from the
U.S. Bankruptcy Court for the District of Puerto Rico (Old San
Juan) to hire Mary Ann Gandia-Fabian, Esq. of Gandia-Fabian Law
Office as the Debtor's attorney.
Professional services required of the firm are:
a. advise the Debtor with respect to its duties, powers and
responsibilities in this case under the laws of the United States
and Puerto Rico in which the Debtor in possession conducts its
operations, do business, or is involved in litigation;
b. advise the Debtor in connection with a determination
whether a reorganization is feasible and, if not helping debtor in
the orderly liquidation of its assets;
c. assist the Debtor with respect to negotiations with
creditors for the purpose of arranging the orderly liquidation of
assets and/or for proposing a viable plan of reorganization.
d. prepare on behalf of the Debtor the necessary complaints,
answers, orders, reports, memoranda of law and/or any other legal
papers or documents;
e. appear before the bankruptcy court, or any court in which
the Debtor asserts a claim interest or defense directly or
indirectly related to this bankruptcy case;
f. perform such other legal services for the Debtors as may be
required in these proceedings or in connection with the operation
of/and involvement with the Debtor's business , including but not
limited to notarial services;
g. employ other professional services, if necessary.
Mary Ann Gandia-Fabian assures this court that she is a
disinterested person within the meaning of 11 U.S.C. 101(14).
Fees charged by the Firm are:
Mary Ann Gandia-Fabian $290
Senior Attorney $290
Junior Attorney $200
Accounting Analyst $125
The counsel can be reached through:
Mary Ann Gandia-Fabian, Esq.
Gandia-Fabian Law Office
P.O. Box 270251
San Juan, PR 00928
Tel: 1-787-390-7111
Fax: 1-787-729-2203
E-mail: gandialaw@gmail.com
About Arquidiocesis
de San Juan de Puerto Rico
Arquidiocesis de San Juan de Puerto Rico -- http://www.arqsj.org/
-- is an unincorporated religious association in San Juan, Puerto
Rico.
Arquidiocesis de San Juan de Puerto Rico, a/k/a Iglesia Catolica
Apostolica Y Romana, Arquidiocesis De San Juan De Puerto Rico,
filed a petition for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D.P.R. Case No. 18-04911) on Aug. 29, 2018. In the
petition signed by Father Alberto Arturo Figueroa Morales, vicar
general, the Debtor estimated $10 million to $50 million in assets
and liabilities. Carmen D. Conde Torres, Esq., at C. CONDE &
ASSOC., is the Debtor's counsel.
ARQUIDIOCESIS DE SAN JUAN: Taps Lugo Mender as Special Accountant
-----------------------------------------------------------------
Arquidiocesis de San Juan de Puerto Rico seeks authority from the
U.S. Bankruptcy Court for the District of Puerto Rico (Old San
Juan) to hire Wigberto Lugo Mender, CPA, as special accountant to
assist in the specific task related to the Parishes.
The Debtor will rely on Wigberto Lugo Mendel, CPA, for general
accounting and financial counseling services in connection with the
Parishes.
Fees the Accountant will charge are:
Wigberto Lugo-Mender, CPA $300 per hour
Accounting Supervisor $175 per hour
Staff Accountant & Assistants $65-$75 per hour
Wigberto Lugo Mendel, CPA, of Lugo Mender Group LLC attests that he
and his firm are "disinterested persons," as that term is defined
in Section 101(14) of the Bankruptcy Code.
The accountant can be reached through:
Wigberto Lugo Mender
Lugo Mender Group, LLC
100 Carr. 165, Suite 501
Guaynabo, PR 00968-8052
Tel: (787) 707-0404
Fax: (787) 707-0412
E-mail: wlugo@lugomender.com
About Arquidiocesis de San Juan de Puerto Rico
Arquidiocesis de San Juan de Puerto Rico -- http://www.arqsj.org/
-- is an unincorporated religious association in San Juan, Puerto
Rico.
Arquidiocesis de San Juan de Puerto Rico, a/k/a Iglesia Catolica
Apostolica Y Romana, Arquidiocesis De San Juan De Puerto Rico,
filed a petition for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D.P.R. Case No. 18-04911) on Aug. 29, 2018. In the
petition signed by Father Alberto Arturo Figueroa Morales, vicar
general, the Debtor estimated $10 million to $50 million in assets
and liabilities. Carmen D. Conde Torres, Esq., at C. CONDE &
ASSOC., is the Debtor's counsel.
ATD CORPORATION: Case Summary & 30 Largest Unsecured Creditors
--------------------------------------------------------------
Affiliated companies that have filed voluntary petitions seeking
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
ATD Corporation (Lead Case) 18-12221
aka Accelerate Parent Corp.
12220 Herbert Wayne Court, Suite 150
Huntersville, NC 28078-6397
American Tire Distributors Holdings, Inc. 18-12222
American Tire Distributors, Inc. 18-12223
The Hercules Tire & Rubber Company 18-12224
Terry's Tire Town Holdings, Inc. 18-12225
Accelerate Holdings Corp. 18-12226
Hercules Asia Pacific, LLC 18-12227
Rubbr Automotive Services, LLC 18-12228
Tire Pros Francorp 18-12229
Business Description: Headquartered in Huntersville,
North Carolina, ATD Corporation and
its subsidiaries -- https://www.atd-us.com
-- are distributors of replacement tires
with more than 140 distribution centers and
1,400 delivery vehicles servicing a
geographic region covering more than 90
percent of the replacement tire market for
passenger vehicles and light trucks in the
United States. ATD offers the broadest
variety of products and value-added services
that range from premium-quality tires and
popular custom wheels to business support
services and online platforms that cater to
tire retailers and their potential
customers. ATD has its own proprietary
private-label and exclusive tire brands,
such as Hercules and Ironman, to supplement
its supply of industry-leading brand-name
tires, including Continental, Michelin,
Pirelli, Cooper, Nexen, Toyo-Nitto, Hankook,
Kumho, and Falken among others. The Debtors
and their non-Debtor subsidiaries currently
employ approximately 5,500 people in the
United States and Canada.
Chapter 11 Petition Date: October 4, 2018
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Hon. Kevin J. Carey
Debtors'
Local
Bankruptcy
Counsel: Laura Davis Jones, Esq.
Timothy P. Cairns, Esq.
Joseph M. Mulvihill, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 North Market Street, 17th Floor
P.O. Box 8705
Wilmington, Delaware 19899-8705 (Courier 19801)
Tel: (302) 652-4100
Fax: (302) 652-4400
Email: ljones@pszjlaw.com
tcairns@pszjlaw.com
jmulvihill@pszj law. com
Debtors'
General
Bankruptcy
Counsel: James H.M. Sprayregen, P.C.
Anup Sathy, P.C.
Chad J. Husnick, P.C.
Spencer Winters, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
300 North LaSalle
Chicago, Illinois 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: james.sprayregen@kirkland.com
anup.sathy@kirkland.com
chad.husnick@kirkland.com
spencer.winters@kirkland.com
Debtors'
Financial
Advisor: MOELIS & COMPANY
Debtors'
Restructuring
Advisor: ALIXPARTNERS LLP
Debtors'
Notice &
Claims Agent: KURTZMAN CARSON CONSULTANTS, LLC
2335 Alaska Ave
El Segundo, CA 90245
Tel: (866) 967-0495
http://www.kccllc.net
Estimated Assets: $1 billion to $10 billion
Estimated Liabilities: $1 billion to $10 billion
The petition was signed by William Williams, chief financial
officer.
A full-text copy of ATD Corporation's petition is available at:
http://bankrupt.com/misc/deb18-12221.pdf
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Wells Fargo Bank, Senior $1,050,000,000
National Association Subordinated
150 East 42nd Street Notes
40th Floor
New York, NY 10017
Attn: American Tire
Administrator
Fax: 917-260-1593
Email: Raymond.DelliColli@wellsfargo.com
Continental Tire North Trade Payable $123,774,782
America Inc.
1830 MacMillan Park Drive
Fort Mill, SC 29707
Attn: General Counsel
Tel: 919-601-7891
Fax: 919-755-1404
Email: matthew.futrelle@conti-na.com;
rob.schroeder@conti-na.com
Cooper Tire & Rubber Company Trade Payable $89,081,729
701 Lima Ave.
Findlay, OH 45840
Attn: General Counsel
Tel: 419-423-1321
Email: majames@coopertire.com;
alroman@coopertire.com
Michelin North America Inc Trade Payable $59,625,293
One Parkway South
Greenville, SC 29615
Attn: General Counsel
Tel: 866-866-6605
Nexen Tire America Inc. Trade Payable $52,824,791
21073 Pathfinder Rd, Suite 100
Diamond Bar, CA 91765
Attn: General Counsel
Tel: 909-923-4011
Toyo Tire USA Corp Trade Payable $39,968,175
5665 Plaza Drive, Suite 300
Cypress, CA 90630
Attn: General Counsel
Tel: 800-442-8696
Zhongce Rubber Trade Payable $33,308,100
(Thailand) Co. Ltd. (HTR)
No. 7/666 MOO.6 Tumbol
Mabyangporn
Amphur Pluakdaeng,
Rayong 21140
Thailand
Attn: General Counsel
Tel: +86-571-8681-5901
Email: mackcai@zc-rubber.com
Nitto Tire USA Inc. Trade Payable $33,028,484
5665 Plaza Drive
Suite 250
Cypress, CA 90630
Attn: General Counsel
Tel: 888-529-8200
Sumitomo Rubber North Trade Payable $26,380,236
American Inc.
10 Sheridan DR
Lockbox #776031
Tonawanda, NY 14150
Attn: General Counsel
Tel: 716-879-8200
Zhilian Trading Limited (HTR) Trade Payable $26,152,183
7A-7B No 9 Nanjing Rd
United Edifice
Qingdao, Shandong 266555
China
Attn: General Counsel
Tel: (284) 494-8184
Sailun Jinyu Group Trade Payable $26,026,351
(Hong Kong) Co. Ltd
No. 51 Xiangjiang Road
Economic & Technical
Dev Zone, Hi-Tech
Industrial Zone
Qingdao, Shandong
266555
China
Attn: General Counsel
Tel: 400-660-8329
Email: sljy@sailunjinyu.com
The Carlstar Group LLC Trade Payable $20,832,356
725 Cool Springs Blvd
Suite 500
Franklin, TN 37067
Attn: General Counsel
Tel: 615-503-0220
Fax: 615-503-0228
The Goodyear Tire & Rubber Co. Trade Payable $16,251,155
1144 East Market Street
Akron, OH 44316
Attn: General Counsel
Tel: 330-796-2121
Fax: 330-796-2222
Hankook Tire America Corp. Trade Payable $14,437,944
1450 Valley Rd
Wayne, NJ 07470
Attn: General Counsel
Tel: 615-432-0700
Fax: 615-242-8709
Bridgestone/Firestone Inc. Trade Payable $12,535,712
200 4th Avenue S.
Nashville, TN 37201
Attn: General Counsel
Tel: 615-937-1000
Fax: 615-937-3621
Kumho Tire USA Inc. Trade Payable $11,759,887
21359 Network PL
Chicago, IL 60673
Attn: General Counsel
Tel: 800-445-8646
Fax: 815-886-7943
Email: Sales@KumhoTireUSA.com
Pirelli Tire LLC Trade Payable $9,492,694
100 Pirelli Drive
Rome, GA 30161
Attn: General Counsel
Tel: 800-747-3554
Fax: 706-368-5832
Zenith Holdings Ltd. (HTR) Trade Payable $3,621,873
RM No. J2 9/F Asia Building
390 Kinds Road
North Point, Hong Kong
China
Attn: General Counsel
Email: info@zenithholdingltd.com
Design Infini Trade Payable $2,886,786
2535 Anselmo Dr
Corona, CA 92879
Attn: General Counsel
Tel: 714-990-2233
Fax: 714-990-8678
Email: info@designinfini.com
Qingdao Free Trade Trade Payable $2,881,843
Zone Zhilian Trade Co Ltd (HTR)
7B United Edifice
No. 9 Nanjing Road
Qingdao, Shandong
266555
China
Attn: General Counsel
Tel: 86 532 5753018
Fax: 86 532 5753198
Camso USA Inc. Trade Payable $2,856,668
306 Forsyth Hall Drive
Charlotte, NC 28273
Attn: General Counsel
Tel: 800-258-4731
The Boston Consulting Trade Payable $2,150,000
Group Inc.
One Beacon Street
Boston, MA 02108
Attn: General Counsel
Tel: 617-973-1200
Sutong China Tire Trade Payable $1,749,840
Resources Inc.
33402 Hempstead Hwy
Ste A
Hockley, TX 77447
Attn: General Counsel
Tel: 713-690-5500
Fax: 713-690-5501
Martins Industries Trade Payable $1,095,918
300 West Olive Avenue
Memphis, TN 38106
Attn: General Counsel
Tel: 866-409-7225
Fax: 450-293-9004
Email: info@martinsindustries.com
Ultra Wheel Co. Trade Payable $933,121
586 N. Gilbert St.
Fullerton, CA 92833
Attn: General Counsel
Tel: 714-449-7120
Fax: 714-525-3007
Hennessy Industries Inc. Trade Payable $903,210
1601 J.P. Hennessy Drive
Re: Cust 67217
Lavergne, TN 37086
Attn: General Counsel
Tel: 800-688-6359
Fax: 800-688-3659
Mickey Thompson Trade Payable $885,805
4651 Prosper Drive
Stow, OH 44224
Attn: General Counsel
Tel: 330-928-9092
Fax: 330-928-0503
Email: customerservice@mickeythompsontires.com
McKinsey & Company Trade Payable $750,000
55 East 52nd Street
New York, NY 10022
Attn: General Counsel
Tel: 212-446-7000
Mariott Hotel Services Inc. Trade Payable $577,324
1501 Gaylord Trail
Grapevine, TX 76051
Attn: General Counsel
Tel: 817-778-1000
Fax: 817-778-2049;
817-778-3098
C.H. Robinson Trade Payable $408,347
International Inc.
14701 Charlson Road
Eden Prairie, MN 55347
Attn: General Counsel
Tel: 800-323-7587
Email: solutions@chrobinson.com
AYTU BIOSCIENCE: Amends Prospectus on 836.5K Common Stock Sale
--------------------------------------------------------------
Aytu BioScience, Inc., is offering 836,501 shares of common stock,
par value $0.0001 per share, warrants to purchase up to 4,182,508
shares of its common stock, and 3,346,007 shares of its Series C
Preferred Stock at an assumed combined public offering purchase
price of $2.63 per fixed combination of one share of common stock
and one warrant to purchase one share of common stock (and the
shares issuable from time to time upon exercise of the warrants).
The shares and warrants will be separately issued, but the shares
and warrants will be issued and sold to purchasers in the ratio of
one to one. Each warrant will be exercisable upon issuance and
will expire five years from the date of issuance. The warrants
will be issued in book-entry form pursuant to a warrant agency
agreement between the Company and VStock Transfer, LLC, as warrant
agent.
The Company is also offering to those purchasers whose purchase of
common stock in this offering would result in the purchaser,
together with its affiliates and certain related parties,
beneficially owning more than 4.99% (or, at the election of the
purchaser, 9.99%) of the Company's outstanding common stock
following the consummation of this offering, the opportunity to
purchase, if they so choose, in lieu of the shares of common stock
that would result in ownership in excess of 4.99% (or, at the
election of the purchaser, 9.99%), up to 3,346,007 shares of Series
C Convertible Preferred Stock, par value $0.0001 per share,
convertible into one share of common stock and warrants to purchase
3,346,007 shares of the Company's common stock at an assumed public
offering price of $2.63 per share of Series C Preferred Stock and
warrant (and the shares issuable from time to time upon exercise of
the warrants and conversion of the Series C Preferred Stock).
The underwriters have the option to purchase additional shares of
common stock and/or warrants to purchase shares of common stock
solely to cover over-allotments, if any, at the price to the public
less the underwriting discounts and commissions. The
over-allotment option may be used to purchase shares of common
stock, or warrants, or any combination thereof, as determined by
the underwriters, but such purchases cannot exceed an aggregate of
15% of the number of shares of common stock (including the number
of shares of common stock issuable upon conversion of shares of
Series C Preferred Stock) and warrants sold in the primary
offering. The over-allotment option is exercisable for 45 days
from the date of this prospectus.
The Company's common stock is listed on the NASDAQ Capital Market
under the symbol "AYTU." On Oct. 2, 2018, the last reported sale
price of the Company's common stock on the NASDAQ Capital Market
was $2.63.
A full-text copy of the Form S-1/A is available for free at:
https://is.gd/9Lw2UY
About Aytu BioScience
Englewood, Colorado-based Aytu BioScience, Inc. (OTCMKTS:AYTU) --
http://www.aytubio.com/-- is a commercial-stage specialty
healthcare company concentrating on developing and commercializing
products with an initial focus on urological diseases and
conditions. Aytu is currently focused on addressing significant
medical needs in the areas of urological cancers, hypogonadism,
urinary tract infections, male infertility, and sexual
dysfunction.
Aytu Bioscience reported a net loss of $10.18 million for the year
ended June 30, 2018, compared to a net loss of $22.50 million for
the year ended June 30, 2017. As of June 30, 2018, Aytu Bioscience
had $21.06 million in total assets, $7.63 million in total
liabilities and $13.42 million in total stockholders' equity.
EKS&H LLLP, in Denver, Colorado, the Company's auditor since 2015,
issued a "going concern" qualification in its report on the
consolidated financial statements for the year ended June 30, 2018,
citing 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.
Aytu BioScience received on April 9, 2018 a letter from The Nasdaq
Stock Market LLC indicating that the Company has failed to comply
with the minimum bid price requirement of Nasdaq Listing Rule
5550(a)(2). Nasdaq Listing Rule 5550(a)(2) requires that companies
listed on the Nasdaq Capital Market maintain a minimum closing bid
price of at least $1.00 per share.
BLACKSMITH SQUARE: Nov. 7 Plan Confirmation Hearing Set
-------------------------------------------------------
Bankruptcy Judge Robert E. Littlefield, Jr. approved Blacksmith
Square Partners LLC's second amended disclosure statement, dated
Sept. 18, 2018, referring to its amended chapter 11 plan filed on
August 2, 2018.
Oct. 26, 2018 is fixed as the last day for filing written
acceptances or rejections of the Plan.
Hearing on confirmation of the Plan is set for 10:30 a.m. on Nov.
7, 2018, at U.S. Courthouse, 445 Broadway, Suite 306. Albany, NY.
Written objections to confirmation of the Plan must be filed with
the Court and served no later than seven days prior to the hearing
on confirmation.
About Blacksmith Square Partners
Blacksmith Square owns in fee simple interest a parcel of
undeveloped commercial real estate measuring 5.34 acre located at
2458 Route 9 Malta, New York, valued by the Company at $3 million.
It is also the fee simple owner of a .7 acre of undeveloped
commercial property located at 11 Blacksmith Dr. Malta, New York,
valued by the Company at $150,000. Blacksmith Square is equally
owned by Neil Swingruber and Bruce Schnitz.
Blacksmith Square Partners LLC, based in Malta, NY, filed a Chapter
11 petition (Bankr. N.D.N.Y. Case No. 17-11745) on Sept. 20, 2017.
In the petition signed by Neil S. Swingruber, Jr., member, the
Debtor disclosed $3.15 million in assets and $3.05 million in
liabilities. Michael Leo Boyle, Esq., at Tully Rinckey P.L.L.C.,
serves as bankruptcy counsel to the Debtor.
BRIGHT MOUNTAIN: Closes $1.4M Final Tranche of Private Placement
----------------------------------------------------------------
Bright Mountain Media, Inc., sold 3,475,000 units of its securities
to 26 accredited investors in a private placement exempt from
registration under the Securities Act in reliance on exemptions
provided by Section 4(a)(2) and Rule 506(b) of Regulation D. The
units were sold on Sept. 28, 2018 at a purchase price of $0.40 per
Unit resulting in gross proceeds to the Company of $1,390,000. Each
unit consisted of one share of the Company's common stock and one
five year common stock purchase warrant to purchase one share of
its common stock at an exercise price of $0.65 per share.
Bright Mountain paid Spartan Capital Securities, LLC a cash
commission of $139,000 and issued it five year placement agent
warrants to purchase an aggregate of 347,500 shares of the
Company's common stock as compensation for its services. The
Company used $1 million of the proceeds from this final closing for
the payment of the fees due Spartan Capital under the terms of the
Consulting Agreement and M&A Advisory Agreement, and are using the
balance of $251,000 for general working capital.
Spartan Capital acted as placement agent for the Company in this
private placement, and this latest closing represented the final
closing of the offering which commenced in January 2018 pursuant to
which the Company issued and sold an aggregate of 10,100,000 Units
resulting in gross proceeds to the Company of $4,040,000. During
the course of this offering, the Company paid Spartan Capital an
aggregate cash commission of $404,000 and issued it Placement
Agents Warrants to purchase an aggregate of 1,010,000 shares of its
common stock, including the cash commission and Placement Agent
Warrants issued pursuant to the final closing on Sept. 28, 2018.
For the 36 months from the final closing of this private placement,
the Company granted Spartan Capital certain rights of first refusal
if the Company decides to undertake a future private or public
offering or if it decides to engage an investment banking firm.
The Company granted the purchasers in the offering demand and
piggy-back registration rights with respect to the shares of its
common stock included in the Units and the shares of common stock
issuable upon the exercise of the Private Placement Warrants. In
addition, the Company agreed to file a resale registration
statement within 120 days following the final closing of this
offering covering the shares of its common stock issuable upon the
exercise of the Private Placement Warrants included in the Units.
If the Company should fail to timely file this resale registration
statement, then within five business days of the end of month the
Company will pay the holders an amount in cash, as partial
liquidated damages, equal to 2% of the aggregate purchase price
paid by the holder for each 30 days, or portion thereof, until the
earlier of the date the deficiency is cured or the expiration of
six months from filing deadline. The Company will keep any such
registration statement effective until the earlier of the date upon
which all such securities may be sold without registration under
Rule 144 promulgated under the Securities Act or the date which is
six months after the expiration date of the Private Placement
Warrants. The Company is obligated to pay all costs associated
with this registration statement, other than selling expenses of
the holders.
Additional terms of the Private Placement Warrants include:
* standard anti-dilution provisions;
* become subject to a "cashless exercise" under certain
conditions; and
* certain call provisions at $0.01 per warrant if the Company's
stock trades at or above $1.50 per share for 10 consecutive
trading days with an average daily trading volume of not less
than 30,000 shares during such 10 consecutive trading day
period.
The exercise price of the Placement Agent Warrants is also subject
to the proportional adjustment in the event of stock splits, stock
dividends and similar corporate events, and may be exercised on a
cashless basis. The Company also granted Spartan Capital
piggy-back registration rights with respect to the shares of its
common stock issuable upon the exercise of the Placement Agent
Warrants.
Spartan Consulting Agreement
Bright Mountain entered into a five year Consulting Agreement with
the Spartan Capital on Sept. 6, 2017, a broker-dealer and member of
FINRA, which under its terms would not become effective until the
closing of the maximum offering of the Company's securities in a
private placement in which Spartan Capital served as placement
agent. On Sept. 28, 2018 the Consulting Agreement became effective
and Spartan Capital was engaged to provide such advisory services
that the Company may reasonably request related to general
corporate matters, including, but not limited to advice and input
with respect to raising capital, assisting the Company with
strategic introductions, and assisting management with enhancing
corporate and shareholder value. As compensation for these
services, on the effective date of the agreement the Company paid
Spartan Capital $500,000 and issued it 1,000,000 shares of its
common stock valued at $750,000. The Company agreed to register
the Consulting Shares for public resale under the resale
registration statement to be filed by the Company with the
Securities and Exchange Commission.
Spartan Capital is an accredited investor and the issuance of the
Consulting Shares was exempt from registration under the Securities
Act of 1933, as amended, in reliance on an exemption provided by
Section 4(a)(2) of the Securities Act.
On Sept. 6, 2017 the Company also entered into a five year M&A
Advisory Agreement with Spartan Capital which became effective on
Sept. 28, 2018 following the sale of the maximum offering in the
private placement. Under the terms of the agreement, Spartan
Capital will provide consulting services to us related to potential
mergers or acquisitions, including candidates, valuations and
transaction terms and structures. As compensation, the Company
paid Spartan Capital a fee of $500,000 on the effective date of the
agreement.
Both agreements contain customary confidentiality and
indemnification provisions.
About Bright Mountain
Based in Boca Raton, Fla., Bright Mountain Media, Inc. --
http://www.brightmountainmedia.com/-- is a digital media holding
company whose primary focus is connecting brands with consumers as
a full advertising services platform. Bright Mountain Media's
assets include an ad network, an ad exchange platform and 25
websites (owned and/or managed) that provide content, services and
products. The websites are primarily geared for a young, male
audience with several that focus on active, reserve and retired
military audiences as well as law enforcement and first
responders.
Bright Mountain reported a net loss attributable to common
shareholders of $3.01 million on $3.68 million of total revenue for
the year ended Dec. 31, 2017, compared to a net loss attributable
to common shareholders of $2.94 million on $1.93 million of total
revenue for the year ended Dec. 31, 2016. The Company's balance
sheet as at June 30, 2018, shows $3.38 million in total assets,
$2.95 million in total liabilities and $432,617 in total
shareholders' equity.
The report from the Company's independent accounting firm Liggett &
Webb, P.A., in Boynton Beach, Florida, on the consolidated
financial statements for the year ended Dec. 31, 2017, includes an
explanatory paragraph stating that the Company sustained a net loss
of $2.99 million and used cash in operating activities of $1.73
million for the year ended Dec. 31, 2017. The Company had an
accumulated deficit of $11.82 million at Dec. 31, 2017. These
factors raise substantial doubt about the Company's ability to
continue as a going concern.
CAFFE ETTORE: $205K Sale of Fair Oaks Store to LL Calk Approved
---------------------------------------------------------------
Judge Christopher D. Jaime of the U.S. Bankruptcy Court for the
Eastern District of California authorized Caffe Ettore, Inc.'s (i)
private sale by of the Fair Oaks store in the Rio del Oro Plaza
located at 2376 Fair Oaks Blvd, Sacramento, California, and related
assets for $205,000; and (ii) sale of 2015 Mercedes Benz Sprinter
refrigerated van for $4,850 to LL Calk Enterprises, LLC.
A hearing on the Motion was held on Oct. 2, 2018 at 9:30 a.m.
The automatic stay of Bankruptcy Code Section 362(a) is modified to
allow Five Star Bank to effectuate a private disposition of
collateral pursuant to California Commercial Code Section 9610(b)
to the Buyer.
The assumption by the Debtor and assignment to the Buyer of the
unexpired non-residential lease of the Fair Oaks Store is
approved.
The sale by the Debtor to the Buyer of the Mercedes Benz Sprinter
van is approved, with the amount of the purchase price in excess of
the payoff to Mercedes Benz Financial Services to be held in the
client trust account of the Debtor's counsel pending further order
of the Court.
The 14-day stay of Fed. R. Bankr. P. 400l(a)(3) is waived, and the
Order will be effective immediately upon entry.
About Caffe Ettore Inc
Caffe Ettore, Incorporated -- https://www.ettores.com/ -- operates
the Ettore's Bakery & Cafe sites in Sacramento and Roseville,
California. The business offers European breakfast pastries,
cookies, cakes, specialty desserts and custom wedding cakes. It
also supplies cakes and baked goods to Nugget Markets throughout
Northern California.
Caffe Ettore sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Cal. Case No. 18-22152) on April 10, 2018. In
the petition signed by Ettore Ravazzolo, president, the Debtor
estimated assets of $1 million to $10 million and liabilities of $1
million to $10 million.
Judge Christopher D. Jaime presides over the case. The Debtor
hired Dahl Law, Attorneys at Law as its legal counsel.
The U.S. Trustee for Region 17 appointed an official committee of
unsecured creditors on June 22, 2018. The Committee retained
Horwood Marcus & Berk as its
legal counsel.
CAFFE ETTORE: Selling Fair Oaks Store to LL Calk for $205K
----------------------------------------------------------
Caffe Ettore, Inc., asks the U.S. Bankruptcy Court for the Eastern
District of California to authorize the (i) private sale of the
Fair Oaks store in the Rio del Oro Plaza located at 2376 Fair Oaks
Blvd, Sacramento, California, and related assets for $205,000; and
(ii) sale of 2015 Mercedes Benz Sprinter refrigerated van for
$4,850 to LL Calk Enterprises, LLC.
The Debtor has been engaged in the business of retail bakeries and
cafes since 1985, under the trade name "Ettore's European Bakery &
Café." Upon commencement of its Chapter 11 case, the Debtor's
retail locations were located at 2376 Fair Oaks Blvd., Sacramento,
and 390 North Sunrise Ave., Roseville. It also operates a
wholesale division, which furnishes cakes and other bakery items to
other retailers, notably Nugget Markets and Temple Coffee. The
Debtor's production facility and corporate office is located at
1168 National Drive, Suites 10 & 30, Sacramento.
All three locations referenced above are leased from unrelated
third parties:
a. Fair Oaks Store: The Fair Oaks Store consists of
approximately 6,171 square feet within the Rio del Oro Plaza at
2376 Fair Oaks Blvd, Sacramento, CA 95864. The landlord is Rio del
Oro Plaza, Ltd., a California limited partnership, under a Lease
dated March 22, 2003, as amended Feb. 1, 2010, Nov. 14, 2014, and
June 1, 201
b. Roseville Store: The Roseville Store is a 2-story stand
alone building of approximately 8,459 square feet, located at 390
North Sunrise Avenue, Roseville, CA 95661. The landlords are Mr.
Bryan Bullard and Dr. Adam Haney under a lease dated Dec. 19,
2016.
c. Production Facility: The Production Facility consists of
Suite 10 at 1168 National Drive, Sacramento, CA 95834 with
approximately 12,500 square feet, and Suite 30 at 1168 National
Drive, Sacramento, CA 95834 with approximately 6,063 square feet.
The landlord is Harsch Investment Properties, LLC, an Oregon
limited liability company, under a Lease dated Nov. 18, 2016 and a
First Amendment to Lease dated April 19, 2017.
As of June 29, 2018, the Debtor closed the Roseville Store. The
unexpired real property lease of the Roseville Store was rejected
by order entered Aug. 15, 2018.
As a consequence of its continuing cash constraints, and the
uncertain ability to remain in business for the foreseeable future,
the Debtor and Nugget Market, its largest wholesale customer,
mutually agreed to wind down the quantity and range of baked goods
being produced and supplied to Nugget. The Debtor projects that
its last delivery of baked goods to Nugget Market will be
approximately Oct. 31, 2018. Once that occurs, the Debtor's
Production Facility will be producing baked goods only for the Fair
Oaks Store, Temple Coffee, and a handful of other smaller volume
wholesale customers. As such, the Production Facility is operating
significantly below its capacity.
At present, the Debtor has approximately 97 employees, with
approximately 54 staffing the Fair Oaks Store, and the remainder
staffing the Production Facility and administrative office. The
number of employees is down significantly from the commencement of
the Debtor's Chapter 11 case, due in large measure to the closing
of the Roseville Store.
By order entered Aug. 1, 2018, the Debtor has until Nov. 5, 2018 to
assume or reject the unexpired real property leases of the Fair
Oaks Store and of the Production Facility. However, the Debtor
does not have the financial capacity to assume these leases.
The Debtor does not have the current capacity to cure such defaults
upon assumption, nor provide to the landlords of the Fair Oaks
Store and the Production Facility the adequate assurance of prompt
cure after assumption to which such landlords are entitled. At the
Fair Oaks Store, unpaid pre-petition common area maintenance
charges ("CAM") total approximately $34,151. Approximately $400 in
July, 2018 rent is unpaid, together with base rent and CAM for
August and September 2018 in the approximate amount of $35,057.
At the Production Facility, scheduled post-petition base rents and
CAM are currently due in part for July, August and September,
totaling approximately $26,550. The Debtor and the landlord of the
Production Facility have discussed the potential of surrendering a
portion of the premises not needed, and temporarily reducing the
base rent for the remaining premises, but no formal agreement has
yet been entered into.
Lisa Calk, a 10-year employee of Debtor, who for the past 5 years
has been its Director of Retail Operations, desires to purchase the
Fair Oaks Store and related assets. It is her desire to keep the
Fair Oaks Store operating, and retain most of its employees.
The Buyer will be LL Calk Enterprises, LLC, a California limited
liability company, an entity newly-formed by and solely owned by
Lisa Calk. Neither Ettore Ravazzolo nor his wife, Meggan
Ravazzolo, will have any equity interest in Calk, nor any right to
acquire any equity interest in Calk. Post-closing, Calk may enter
into an at-will employment or consulting arrangement with Ettore
Ravazzolo to assist in the transition and training, but no specific
terms have been agreed to at present.
The Calk "purchase" is contemplated to be a unified transaction
consisting of several interrelated parts:
a. Calk will purchase certain assets from Five Star Bank at a
private foreclosure sale conducted pursuant to California
Commercial Code Section 9610(b). The purchase price which has been
agreed upon between Calk and Five Star Bank is the sum of $205,000
in immediately available funds at closing. Calk has already
tendered a deposit of $25,000 to Five Star Bank and Calk
accompanies the Motion.
b. The Debtor will assume, and assign to Calk at closing the
unexpired real property lease for the Fair Oaks Store pursuant to
Bankruptcy Code Section 365(a) and (f). As consideration for the
assumption and assignment, Calk will tender directly to Rio del Oro
Plaza, Ltd. at closing sufficient monies in immediately available
funds to fully cure all monetary lease obligations then delinquent,
including pre-petition CAM, and post-petition base rent and CAM,
plus base rent and estimated CAM for October 2018, plus a security
deposit of $50,000. At closing, the total amount Calk will tender
to Rio del Oro Plaza, Ltd. will be approximately $136,157, as set
forth in the Lease Assumption Agreement between Calk, Rio del Oro
Plaza, Ltd. and the Debtor.
c. Calk will purchase from the Debtor at closing the 2015
Mercedes Benz Sprinter refrigerated van, subject to the perfected
secured claim of Mercedes Benz Financial Services. The purchase
price Calk will pay to the Debtor is $4,850, based on a valuation
of $24,000 less the estimated payoff balance to owing to Mercedes
Benz Financial Services of $19,150. Post-closing, Calk will be
responsible for making its own arrangements with Mercedes Benz
Financial Services for the assumption or other satisfaction of the
obligation secured by the Sprinter van. The Debtor's sale of the
Sprinter van to Calk is "as is, where is, with all faults" with no
warranties or representations other than title subject to the
perfected lien of Mercedes Benz Financial Services.
The assets which Calk will acquire from Five Star Bank include
generally:
1. Furniture, fixtures and equipment located at the Fair Oaks
Boulevard Store;
2. Materials, supplies, inventory, work in progress and
finished goods located at the Fair Oaks Boulevard Store;
3. Certain furniture, fixtures and equipment located at the
Production Facility;
4. The URL "Ettores.com" and associated website, excluding
items designed by Three29 Media;
5. Tradenames, trademarks, service marks, trade dress, trade
secrets, logos, designs, recipes, menus, vendor lists, customer
lists and software used in the operation of the Fair Oaks Boulevard
Store.
Five Star Bank holds a perfected, first-priority security interest
in substantially all the Debtor's assets, other than certain assets
associated with the Roseville Store and the Production Facility
under equipment leases. Five Star Bank is owed approximately $3.35
million by the Debtor pursuant to five separate loans. Five Star
Bank consents to the sale, so Calk can acquire such assets free and
clear of the Bank's security interest. However, a number of other
parties have filed pre-petition UCC-1 financing statements against
substantially all of the Debtor's assets, including Sysco
Sacramento, Inc., International Financial Services Corp., Sorrento
Valley Investments, Inc., and Challenge Dairy Products.
The sales price is most certainly not in excess of the debt of Five
Star Bank, much less these other parties claiming a junior secured
status, so the Debtor cannot deliver free and clear title. And,
although Bankruptcy Code Section 363(f)(4) might be in play as to
certain of these parties, documentation and resolution of liens in
bona fide dispute will require much more time and money that the
Debtor has available.
The Debtor believes the proposed unified transaction with Calk is
in the best interests of its creditors, customers and employees.
It also believes the private disposition element of the proposed
transaction is commercially reasonable within the meaning of
Article 9 of the California Commercial Code. It has exercised its
best business judgment in evaluating options relating to the Fair
Oaks Boulevard Store, developing the mechanism for the proposed
unified transaction to be accomplished, agreeing to the transaction
and directing its counsel to prepare and prosecute the Motion.
The Lease Assumption Agreement between Calk and Rio del Oro Plaza,
Ltd. provides for the cure of the Debtor's pre-petition and
post-petition monetary defaults under the Fair Oaks Boulevard Store
lease, as well as the adequate assurance of future performance to
which the landlord is entitled.
The closing of the proposed unified transaction relating to the
Fair Oaks Boulevard Store will result in Calk's satisfaction of
significant post-petition rent which would otherwise be entitled to
administrative expense treatment, as well as extinguish the
Debtor's future liability for the Fair Oaks Boulevard Store lease.
It's contemplated that the private disposition of collateral by
Five Star Bank will occur immediately following entry of an order
granting the relief sought in the Motion. The Debtor thus asks
that the Court waives the 14-day stay of Fed. R. Bankr. P.
4001(a)(3), and confirm that such order is effectively
immediately.
A hearing on the Motion is set for Oct. 2, 2018 at 9:30 a.m.
About Caffe Ettore Incorporated
Caffe Ettore, Incorporated -- https://www.ettores.com/ -- operates
the Ettore's Bakery & Cafe sites in Sacramento and Roseville,
California. The business offers European breakfast pastries,
cookies, cakes, specialty desserts and custom wedding cakes. It
also supplies cakes and baked goods to Nugget Markets throughout
Northern California.
Caffe Ettore sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Cal. Case No. 18-22152) on April 10, 2018. In
the petition signed by Ettore Ravazzolo, president, the Debtor
estimated assets of $1 million to $10 million and liabilities of $1
million to $10 million.
Judge Christopher D. Jaime presides over the case. The Debtor
hired Dahl Law, Attorneys at Law as its legal counsel.
The U.S. Trustee for Region 17 appointed an official committee of
unsecured creditors on June 22, 2018. The Committee retained
Horwood Marcus & Berk as its
legal counsel.
CAREVIEW COMMUNICATIONS: 5th Amendment to Modification Agreement
----------------------------------------------------------------
Careview Communications, Inc., and PDL Investment Holdings, LLC (as
assignee of PDL BioPharma, Inc.), in its capacity as administrative
agent and lender, have entered into a Fifth Amendment to
Modification Agreement, pursuant to which the parties agreed to
further amend the Modification Agreement to provide that the dates
on which the Lender may elect, in the Lender's sole discretion, to
terminate the Modification Period would be July 31, 2018 and Nov.
12, 2018 (with each such date permitted to be extended by the
Lender in its sole discretion); that the Borrower could satisfy its
obligations under the Modification Agreement to obtain financing by
obtaining (i) at least $2,050,000 in net cash proceeds from the
issuance of Capital Stock (other than Disqualified Capital Stock)
or Debt on or prior to Feb. 23, 2018 and (ii) an additional (A)
$750,000 in net cash proceeds from the issuance of Capital Stock
(other than Disqualified Capital Stock) or Debt on or prior to July
13, 2018 and (B) $750,000 in net cash proceeds from the issuance of
Capital Stock (other than Disqualified Capital Stock) or Debt on or
prior to Nov. 12, 2018 (rather than Sept. 30, 2018) (resulting in
aggregate net cash proceeds of at least $3,550,000); and that the
Liquidity required during the Modification Period would be lowered
to $1,825,000 from $2,500,000.
As previously reported, the Company, CareView Communications, Inc.,
a Texas corporation and a wholly owned subsidiary of the Company
(the "Borrower"), CareView Operations, L.L.C., a Texas limited
liability company and a wholly owned subsidiary of the Borrower,
and PDL Investment Holdings, LLC (as assignee of PDL BioPharma,
Inc.), in its capacity as administrative agent and lender under the
Credit Agreement dated as of June 26, 2015, as amended, by and
among the Company, the Borrower and the Lender, entered into a
Modification Agreement on Feb. 2, 2018, effective as of Dec. 28,
2017, with respect to the Credit Agreement in order to modify
certain provisions of the Credit Agreement and Loan Documents to
prevent an event of default from occurring.
Under the Modification Agreement, the parties agreed that (i) the
Borrower would not make the principal payment due under the Credit
Agreement on Dec. 31, 2017 until the end of the Modification
Period, (ii) the Borrower would not pay the principal installments
due at the end of each calendar quarter during the Modification
Period and (iii) because the Borrower's Liquidity was anticipated
to fall below $3,250,000, the Liquidity required during the
Modification Period would be lowered to $2,500,000. The Lender
agreed that the occurrence and continuance of any of the Covered
Events will not constitute Events of Default for a period from Dec.
28, 2017 through the earliest to occur of (a) any Event of Default
under any Loan Documents that does not constitute a Covered Event,
(b) any event of default under the Modification Agreement, (c) the
Lender's election, in its sole discretion, to terminate the
Modification Period on May 31, 2018 or Sept. 30, 2018 (with each
such date permitted to be extended by the Lender in its sole
discretion) by delivering a written notice to the Borrower on or
prior to such date, or (d) Dec. 31, 2018.
In consideration of the Lender's entry into the Modification
Agreement, the Company and the Borrower agreed, among other things,
that the Borrower would obtain (i) at least $2,250,000 in net cash
proceeds from the issuance of Capital Stock (other than
Disqualified Capital Stock) or Debt (each that term as defined in
the Credit Agreement) on or prior to Feb. 23, 2018 and (ii) an
additional $3,000,000 in net cash proceeds from the issuance of
Capital Stock (other than Disqualified Capital Stock) or Debt on or
prior to May 31, 2018 (resulting in aggregate net cash proceeds of
at least $5,250,000).
The Company, the Borrower and the Lender entered into a Second
Amendment to Credit Agreement on Feb. 23, 2018, pursuant to which,
among other things, the parties agreed to amend the Modification
Agreement to provide that the Borrower could satisfy its
obligations under the Modification Agreement to obtain financing by
obtaining (i) at least $2,050,000 in net cash proceeds from the
issuance of Capital Stock (other than Disqualified Capital Stock)
or Debt on or prior to Feb. 23, 2018 and (ii) an additional
$3,000,000 in net cash proceeds from the issuance of Capital Stock
(other than Disqualified Capital Stock) or Debt on or prior to
May 31, 2018 (resulting in aggregate net cash proceeds of at least
$5,050,000).
The Company, the Borrower, the Subsidiary Guarantor and the Lender
entered into an Amendment to Modification Agreement on May 31,
2018, pursuant to which the parties agreed to amend the
Modification Agreement to provide that the dates on which the
Lender may elect, in the Lender's sole discretion, to terminate the
Modification Period would be July 31, 2018 and Sept. 30, 2018 (with
each such date permitted to be extended by the Lender in its sole
discretion); and that the Borrower could satisfy its obligations
under the Modification Agreement to obtain financing by obtaining
(i) at least $2,050,000 in net cash proceeds from the issuance of
Capital Stock (other than Disqualified Capital Stock) or Debt on or
prior to Feb. 23, 2018 and (ii) an additional (A) $750,000 in net
cash proceeds from the issuance of Capital Stock (other than
Disqualified Capital Stock) or Debt on or prior to June 15, 2018
and (B) $750,000 in net cash proceeds from the issuance of Capital
Stock (other than Disqualified Capital Stock) or Debt on or prior
to Aug. 31, 2018 (resulting in aggregate net cash proceeds of at
least $3,550,000).
The Company, the Borrower, the Subsidiary Guarantor and the Lender
entered into a Second Amendment to Modification Agreement on June
14, 2018, pursuant to which the parties agreed to further amend the
Modification Agreement to provide that the Borrower could satisfy
its obligations under the Modification Agreement to obtain
financing by obtaining (i) at least $2,050,000 in net cash proceeds
from the issuance of Capital Stock (other than Disqualified Capital
Stock) or Debt on or prior to Feb. 23, 2018 and (ii) an additional
(A) $750,000 in net cash proceeds from the issuance of Capital
Stock (other than Disqualified Capital Stock) or Debt on or prior
to July 3, 2018 (rather than June 15, 2018) and (B) $750,000 in net
cash proceeds from the issuance of Capital Stock (other than
Disqualified Capital Stock) or Debt on or prior to Aug. 31, 2018
(resulting in aggregate net cash proceeds of at least $3,550,000).
The Company, the Borrower, the Subsidiary Guarantor and the Lender
entered into a Third Amendment to Modification Agreement on June
28, 2018, pursuant to which the parties agreed to further amend the
Modification Agreement to provide that the Borrower could satisfy
its obligations under the Modification Agreement to obtain
financing by obtaining (i) at least $2,050,000 in net cash proceeds
from the issuance of Capital Stock (other than Disqualified Capital
Stock) or Debt on or prior to Feb. 23, 2018 and (ii) an additional
(A) $750,000 in net cash proceeds from the issuance of Capital
Stock (other than Disqualified Capital Stock) or Debt on or prior
to July 13, 2018 (rather than July 3, 2018) and (B) $750,000 in net
cash proceeds from the issuance of Capital Stock (other than
Disqualified Capital Stock) or Debt on or prior to Aug. 31, 2018
(resulting in aggregate net cash proceeds of at least $3,550,000).
The Company, the Borrower, the Subsidiary Guarantor and the Lender
entered into a Fourth Amendment to Modification Agreement on Aug.
31, 2018, pursuant to which the parties agreed to further amend the
Modification Agreement to provide that the Borrower could satisfy
its obligations under the Modification Agreement to obtain
financing by obtaining (i) at least $2,050,000 in net cash proceeds
from the issuance of Capital Stock (other than Disqualified Capital
Stock) or Debt on or prior to Feb. 23, 2018 and (ii) an additional
(A) $750,000 in net cash proceeds from the issuance of Capital
Stock (other than Disqualified Capital Stock) or Debt on or prior
to July 13, 2018 and (B) $750,000 in net cash proceeds from the
issuance of Capital Stock (other than Disqualified Capital Stock)
or Debt on or prior to Sept. 30, 2018 (rather than Aug. 31, 2018)
(resulting in aggregate net cash proceeds of at least $3,550,000).
About CareView Communications
Headquartered in Lewisville, Texas, CareView Communications, Inc.
-- http://www.care-view.com/-- is a provider of products and
on-demand application services for the healthcare industry,
specializing in bedside video monitoring, software tools to improve
hospital communications and operations, and patient education and
entertainment packages. Its proprietary, high-speed data network
system is the next generation of patient care monitoring that
allows real-time bedside and point-of-care video monitoring
designed to improve patient safety and overall hospital costs. The
entertainment packages and patient education enhance the patient's
quality of stay.
Careview Communications incurred a net loss of $20.07 million in
2017 following a net loss of $18.66 million for the year ended Dec.
31, 2016. As of June 30, 2018, Careview Communications had $10.70
million in total assets, $81.97 million in total liabilities and a
total stockholders' deficit of $71.26 million.
BDO USA, LLP, in Dallas, Texas, issued a "going concern" opinion in
its report on the consolidated financial statements for the year
ended Dec. 31, 2017, citing that the Company has suffered recurring
losses from operations and has accumulated losses since inception
that raise substantial doubt about its ability to continue as a
going concern.
CARLOS MIGUEL'S: Hires Buechler & Garber, LLC, as Counsel
---------------------------------------------------------
Carlos Miguels of Frisco, LLC, seeks authority from the United
States Bankruptcy Court for the District of Colorado (Denver) to
hire Buechler & Garber, LLC as counsel.
Professional services that B&G is to render are:
a. provide the Debtor with legal advice with respect to their
powers and duties;
b. aid the Debtor in the development of a plan of
reorganization under Chapter 11;
c. file the necessary petitions, pleadings, reports, and
actions which may be Chapter 11;
d. take necessary actions to enjoin and stay until final
decree continuation of pending proceedings and to enjoin and stay
until final decree commencement of lien foreclosure proceedings and
all matters as may be provided under 11 U.S.C. Sec. 362; and
e. perform all other legal services for the Debtor which may
be necessary.
B&G was paid a retainer by the Debtor in the amount of $5,485.
Aaron A. Garber, partner with Buechler & Garber, LLC, attests that
his firm is a disinterested as defined by 11 U.S.C. Section 101(14)
and does not have or represent an interest materially adverse to
the interest of the estate or of any class of creditors.
The counsel can be reached through:
Aaron A. Garber. Esq.
Buechler & Garber, LLC
999 18th Street, Suite 1230S
Denver, CO 80202
Tel: (720) 381-0045
Fax: (720) 381-0382
E-mail: aaron@bandglawoffice.com
About Carlos Miguel's
Carlos Miguel's -- http://www.carlosmiguels.com/-- is a
restuarant chain in Littleton, Colorado that offers authentic
Mexican cuisine like quesadillas, enchilladas, and more. Carlos
Miguel's has branches in Castle Rock, Colorado Springs, Highlands
Ranch, Littleton, Briargate, Monument and Frisco.
On Sept. 28, 2018, Carlos Miguel's of Castle Rock, LLC; Carlos
Miguel's of Country Club Corners, LLC; Carlos Miguel's of Frisco,
LLC; and Carlos Miguel's of Littleton, LLC, filed voluntary Chapter
11 petitions (Bankr. D. Colo. Case Nos. 18-18485 to 18-18488).
At the time of filing, Carlos Miguel's of Castle Rock disclosed
$33,357 in assets and $184,571 liabilities; Carlos Miguel's of
Country Club disclosed $26,396 in assets and $280,865 in
liabilities; while Carlos Miguel's of Frisco, LLC, disclosed
$26,756 in assets and $304,193 liabilities.
The Hon. Elizabeth E. Brown presides over the case.
Aaron A. Garber, Esq., at Buechler & Garber, LLC, serves as counsel
to the Debtors.
CELLECTAR BIOSCIENCES: Updates Interim OS Data from CLR 131 Trial
-----------------------------------------------------------------
Cellectar Biosciences updates interim overall survival (OS) data
from the company's ongoing Phase 1b clinical trial evaluating CLR
131 for the treatment of relapsed/refractory (R/R) multiple myeloma
(MM).
The results to date show that OS is currently at 19.4 months.
Cellectar continues to monitor these patients and intends to update
OS results as data become available. All 15 patients from the
Phase 1b, single-dose cohorts were heavily pretreated, receiving an
average of 5 previous lines of multidrug therapy including anti
CD38, immunomodulating drugs and proteasome inhibitors. All
patients were relapsed or refractory to at least one proteasome
inhibitor and IMiD. Most patients presented with advanced stage 2
or 3 disease and 67% had previously received at least 1 stem cell
transplant.
"We are extremely pleased to announce that CLR 131 has achieved OS
of 19.4 months in our Phase 1b trial in R/R MM. We view this
outcome as impressive considering all patients were heavily
pretreated and presented with high tumor burden," said James
Caruso, president and chief executive officer of Cellectar
Biosciences. "Most drugs currently approved for third-line or
later R/R MM average approximately 12 months of survival, including
several recent approvals. We believe extending OS to beyond 19
months with a more patient-friendly dosing regimen provides both a
unique product profile and potential for beneficial patient
outcomes."
The objective of this multicenter, open-label, Phase 1b
dose-escalation study is the characterization of safety and
tolerability of CLR 131 administered as a single-dose, 30-minute
infusion in patients with R/R MM. Patients received doses of 12.5
mCi/m2 up to 31.25 mCi/m2. All doses were deemed safe and well
tolerated by an independent data monitoring committee.
Data from a fifth cohort, released in August, evaluated a split or
fractionated dose of 31.25 mCi/m2 for tolerability and safety. The
dosing schedule provided higher average drug exposure but lower
peak serum levels than non-fractionated dosing potentially reducing
adverse events and improving efficacy. The independent Data
Monitoring Committee (DMC) determined the fractionated dose used in
Cohort 5 to be safe and well tolerated and recommended advancement
to a higher dose cohort.
About Cellectar Biosciences
Cellectar Biosciences -- http://www.cellectar.com/-- is a clinical
stage biopharmaceutical company focused on the discovery,
development and commercialization of targeted treatments for cancer
and leveraging its proprietary phospholipid drug conjugate (PDC)
platform to develop the next generation of tumor targeting
treatments. The company's lead PDC therapeutic, CLR 131, is in a
Phase 1 clinical study in patients with R/R MM and a Phase 2
clinical study in R/R MM and a range of B-cell malignancies. The
company is currently initiating a Phase 1 study with CLR 131 in
pediatric solid tumors and lymphoma, and is planning a second Phase
1 study in combination with external beam radiation for head and
neck cancer. The company's product pipeline also includes two
preclinical PDC chemotherapeutic programs (CLR 1700 and 1900) and
partnered assets include PDCs from multiple R&D collaborations.
Its headquarters are located in Madison, Wisconsin.
The report from the Company's independent accounting firm Baker
Tilly Virchow Krause, LLP, in Madison, Wisconsin, 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 has a net capital
deficiency that raise substantial doubt about its ability to
continue as a going concern.
Cellectar reported a net loss attributable to common stockholders
of $15.01 million for the year ended Dec. 31, 2017, following a net
loss attributable to common stockholders of $9.36 million for the
year ended Dec. 31, 2016. As of June 30, 2018, Cellectar had $6.99
million in total assets, $2.28 million in total liabilities and
$4.70 million in total stockholders' equity.
CHAPELDALE PROPERTIES: $100K Sale of Baltimore Lot to Whitesand OKd
-------------------------------------------------------------------
Judge Thomas J. Catliota of the U.S. Bankruptcy Court for the
District of Maryland authorized Chapeldale Properties, LLC's sale
of the lot known as 5 Stansfield Court, Baltimore, Maryland, also
known as Lot 4 on the plat entitled "Resubdivision Plat, Part of
Part I, Chapeldale," as shown on a plat book recorded in the Land
Records of Baltimore County at Plat Book WJR, No. 28, folio 98 and
further identified by Tax ID No. 25-00-005872, to Whitesand
Properties, LLC for $100,000.
The sale is free and clear of liens, with liens attaching only to
the proceeds.
2016 Ultra Safe Fund, LLC will submit in writing any claim asserted
by it within 15 days after the entry of the Order.
The Debtor is authorized to pay closing expenses, including Real
Estate Commissions and recording costs as described in the Motion
together with the Secured Claims of the Respondents.
The Debtor will file a copy of the Settlement sheet within 10 days
of closing.
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.
Pending bankruptcy cases filed by affiliates:
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
CHARLES BRELAND: Trustee Selling Minneola Property for $2.6 Million
-------------------------------------------------------------------
A. Richard Maples, Jr., Chapter 11 Trustee for Charles R. Breland,
Jr., asks the U.S. Bankruptcy Court for the Southern District of
Alabama, on behalf of CKB Minneola, LLC, to authorize the sale of
the real property known as approximately 2.0575 acres of land
located at the Northwest corner of U.S. Highway 27 and County Road
561-A in Minneola, Lake County, Florida, to 837 Gulf Shores
Parkway, LLC for $2.55 million.
The Debtor is and was the sole member of CKB and, due to that
relationship, CKB is an affiliate of the Debtor.
On April 3, 2017, the Court entered an Order requiring the Debtor
to obtain prior court approval before disposing of any asset of his
or any affiliate. The Order was later amended in respects that are
not pertinent to the present Motion, but it was not otherwise
amended or rescinded upon appointment of the Trustee.
On Aug. 15, 2018, the Court entered an Order authorizing the
Trustee to employ Marcus & Millicap Real Estate Investment Services
of Florida, Inc. to market and sell the Property for a 4%
commission.
On Sept. 12, 2018, CKB entered into an agreement to sell the
Property to the Buyer for the sum of $2.55 million subject to the
Court's approval. The parties have executed their Purchase
Agreement. The Property proposed to be sold is the location of a
CVS Pharmacy in Minneola, Florida, and the sale will include an
assignment of the CVS lease. When the CVS lease was first
executed, the Debtor agreed to pay a real estate commission in
annual installments over the term of the lease to N. I. Richburg.
Approximately one half of those installments have been paid.
However, N. I. Richburg is now deceased and his Widow, Carolyn
Richburg, has been collecting those installments since the death of
N. I. Richburg.
In addition to being a Florida licensed real estate broker, N. I.
Richburg was the Debtor's uncle. The commission agreement between
N. I. Richburg and the Debtor is recorded in the real property
records of the Lake County Circuit Court. This commission
agreement may create a lien or encumbrance against the Property.
Other than ad valorem taxes and customary expenses related to the
closing, the Trustee proposes that the property is to be sold free
and clear of liens and encumbrances with the proceeds to replace
the property until the validity and extent of all such liens and
encumbrances is determined.
The Trustee asks that the Court waives the 14-day stay provisions
of Fed. R. Bankr. P. 6004(g) regarding the proposed sale.
A copy of the Legal Description of the Property and the Agreement
attached to the Motion is available for free at:
http://bankrupt.com/misc/Charles_Breland_1232_Sales.pdf
The Purchaser:
837 GULF SHORES PARKWAY, LLC
John Nutie Bowdle, Member/Manager
P.O. Box 8060
Columbus, MS 39705
Telephone: (662) 328-4670
Charles K. Breland, Jr., sought Chapter 11 protection (Bankr. S.D.
Ala. Case No. 16-02272) on July 8, 2016. The Debtor tapped Robert
M. Galloway, Esq., at Galloway Wettermark Everest Rutens, as
counsel. A. Richard Maples was appointed as the Chapter 11 Trustee
for the Debtor.
CHESAPEAKE ENERGY: Pays in Full $1.28-B Class A Term Loan Debt
--------------------------------------------------------------
On Aug. 23, 2016, Chesapeake Energy Corporation entered into (i) a
term loan agreement with Deutsche Bank Trust Company Americas, as
the term agent, and several lenders and (ii) a supplement to the
Term Loan Agreement with the Term Agent and the lenders. The
Company borrowed $1.5 billion aggregate principal amount of Class A
Term Loans pursuant to the Term Loan Agreement.
In connection with the completion of Chesapeake Energy's
underwritten senior notes offering on Sept. 27, 2018, the Company
used the net proceeds of that offering together with borrowings
under the Company's revolving credit facility and cash on hand to
terminate the Class A Term Loan Supplement and pay its obligations
thereunder (including prepayment premium) in full, in the amount of
$1.285 billion, inclusive of a $52 million call premium.
About Chesapeake Energy
Based in Oklahoma City, Chesapeake Energy Corporation's (NYSE:CHK)
-- http://www.chk.com/-- is an independent exploration and
production company engaged in the acquisition, exploration and
development of properties for the production of oil, natural gas
and NGLs from underground reservoirs. Chesapeake owns a large and
geographically diverse portfolio of onshore U.S. unconventional
natural gas and liquids assets, including interests in
approximately 17,300 oil and natural gas wells. The Company has
leading positions in the liquids-rich resource plays of the Eagle
Ford Shale in South Texas, the Anadarko Basin in northwestern
Oklahoma and the stacked pay in the Powder River Basin in Wyoming.
Its natural gas resource plays are the Marcellus Shale in the
northern Appalachian Basin in Pennsylvania, the Haynesville/Bossier
Shales in northwestern Louisiana and East Texas and the Utica Shale
in Ohio.
Chesapeake reported net income attributable to the Company of $949
million for the year ended Dec. 31, 2017, following a net loss
attributable to the Company of $4.39 billion for the year ended
Dec. 31, 2016. As of June 30, 2018, Chesapeake Energy had $12.34
billion in total assets, $12.45 billion in total liabilities and a
total deficit of $117 million.
As of June 30, 2018, the Company had a cash balance of $3 million
compared to $5 million as of Dec. 31, 2017, and the Company had a
net working capital deficit of $1.633 billion as of June 30, 2018,
compared to a net working capital deficit of $831 million as of
Dec. 31, 2017. As of June 30, 2018, its working capital deficit
includes $433 million principal amount of debt due or that could be
put to the Company in the next 12 months. As of June 30, 2018, the
Company had $3.096 billion of borrowing capacity available under
its senior secured revolving credit facility, with outstanding
borrowings of $506 million and $183 million utilized for various
letters of credit. Based on its cash balance, forecasted cash
flows from operating activities, availability under its revolving
credit facility and expected net proceeds from the pending sale of
its Utica interests, the Company expects to be able to fund its
planned capital expenditures, meet its debt service requirements
and fund its other commitments and obligations for the next 12
months.
CHOWDER GAS: Trustee Taps Blackburn Company LLC as Consultant
-------------------------------------------------------------
Anthony J. DeGirolamo, the duly appointed chapter 11 trustee for
the jointly administered estates of debtors Chowder Gas and Storage
Facility, LLC and Lake Shore Gas Storage, Inc., seeks approval from
the U.S. Bankruptcy Court for the Northern District of Ohio to
retain The Blackburn Company LLC as an oil and gas consultant.
Services to be rendered by the consultant are:
a. assist the Trustee with managing and disposing of the
Debtors' assets and all attendant duties relating to those assets,
including but not limited to resolving any environmental
liabilities relating to the remaining assets;
b. assist the Trustee with the gathering, use and synthesis of
company documents and records, as they may pertain to the
continuing administration of the estates;
c. compile reports relating to the Debtors' assets as
necessary;
d. provide such other activity necessary for the day-to-day
business of the Debtors, including the preservation of the Debtors'
assets;
e. testify, if necessary, with respect to the aforementioned
service categories; and
f. provide any other services deemed necessary to the
organized and timely administration of these estates.
Mark H. Van Tyne, President and Managing Member, The Blackburn
Company LLC Blackburn is "disinterested" within the meaning of
section 101(14) of the Bankruptcy Code, and neither hold or
represent an interest adverse to the Debtors' estates and have no
connection to the Debtors, their creditors or their related
parties.
The consultant can be reached through:
Mark H. Van Tyne
The Blackburn Company LLC
Canton, OH
Tel: (330) 631-7692
Fax: (330) 451-5694
About Chowder Gas and Lake Shore Gas
Chowder Gas and Storage Facility LLC and Lake Shore Gas Storage
Inc. are natural gas storage providers based in Willoughby, Ohio.
Chowder Gas and Lake Shore sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ohio Case Nos. 17-17245 and
17-17246) on Dec. 9, 2017.
In the petitions signed by Richard M. Osborne, managing member,
Chowder Gas estimated assets and liabilities of $1 million to $10
million; and Lake Shore Gas estimated assets of less than $50,000
and liabilities of $1 million to $10 million.
Judge Arthur I Harris presides over the cases.
The Debtors tapped Dahl Law LLC as their legal counsel.
Anthony DeGirolamo was appointed Chapter 11 trustee for the
Debtors.
CHRISTIAN MARTIN: Proposed Sale of Property Denied
--------------------------------------------------
Judge Janice D. Loyd of the U.S. Bankruptcy Court for the Western
District of Oklahoma denied Christian Lavery Martin's sale of
property free and clear of liens and encumbrances.
The objection of Bank SNB came on for hearing on Sept. 27, 2018.
Christian Lavery Martin sought Chapter 11 protection (Bankr. W.D.
Okla. Case No. 18-10272) on Jan. 25, 2018.
Counsel for the Debtor:
Michael J. Rose, Esq.
MICHAEL J. ROSE, P.C.
4101 Perimeter Center Drive, Suite 120
Oklahoma City, OK 73112
Telephone: (405) 605-3757
E-mail: mrose@coxinet.net
DCP MIDSTREAM: S&P Rates New Series C Perpetual Preferred Units B
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating to DCP
Midstream, LP's proposed series C perpetual preferred units. S&P
said, "We classify the issue as having intermediate equity
classification, as the preferred security meets our standards for
permanence, subordination, and deferability. The partnership
intends to use net proceeds of the offering for general partnership
purposes, including the repayment of indebtedness under its
revolving credit facility." As of June 30, 2018, the partnership
reported approximately $4.8 billion of debt.
Denver-based DCP Midstream is a midstream energy master limited
partnership. The partnership is one of the largest producers of
natural gas liquids and one of the largest natural gas processing
companies in the U.S. Our corporate credit rating on DCP is 'BB',
and the outlook is positive.
Ratings List
New Rating
DCP Midstream, LP
Preferred Stock B
DEL MONTE: S&P Hikes Rating on $260MM 2nd-lien Term Loan to 'CCC-'
------------------------------------------------------------------
S&P Global Ratings raised its issue-level rating on Del Monte Foods
Inc.'s (DMFI's) $260 million second-lien term loan maturing in 2021
to 'CCC-' from 'D'. The rating action reflects S&P's expectation
that DMFI's parent, Del Monte Pacific Ltd. (DMPL), has largely
ended repurchases of this debt at a discount to the original
principal and any further buybacks would not be considered
material. To date, DMPL has repurchased about $225 million of the
second-lien term loan with $35 million remaining. The '6' recovery
rating remains unchanged, indicating S&P's expectation for
negligible (0%-10%; rounded estimate: 0%) recovery in the event of
a payment default.
The rating action reflects the July 2, 2018, upgrade of DMFI to
'CCC+' from 'SD'.
RATINGS LIST
Del Monte Foods Inc.
Issuer Credit Rating CCC+/Negative/--
Issue-Level Ratings Raised; Recovery Ratings Unchanged
To From
Del Monte Foods Inc.
Senior Secured
$260 mil 2nd lien term ln due 2021 CCC- D
Recovery Rating 6(0%) 6(0%)
DESTINY WORD: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Destiny Word Ministries, Inc. as of Oct. 3,
according to a court docket.
About Destiny Word Ministries
Founded in 1996, Destiny Word Ministries, Inc. --
https://www.destiny.city/ -- is a non-profit corporation which
operates Destiny Metropolitan Worship Church, a mega Purpose-Driven
church which is located at 1775 Water Place, Atlanta, GA 30339.
The property consists of, inter alia, a former Sport's Life
building, with 12.38 acres of land and 141,170 square feet of
usable space. The property is located 2.4 miles from the Atlanta
Braves Stadium built in 2017 in Cobb County and has a value of
$13,000,000 or more.
Destiny Word Ministries sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-64676) on Aug. 31,
2018. In the petition signed by Lanette Crute, president and CEO,
the Debtor disclosed $15,021,512 in assets and $9,661,388 in
liabilities. Rogers Law Offices, led by Beth E. Rogers, serves as
the Debtor's counsel.
DIANE WOLFSON: $850K Sale of Telluride Property to Bishop Approved
------------------------------------------------------------------
Judge Elizabeth E. Brown of the U.S. Bankruptcy Court for the
District of Colorado authorized Diane Susan Wolfson's 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 sale is free and clear of all liens, claims and encumbrances.
The Debtor is authorized to enter into the Contract to Buy and Sell
Real Estate (Residential) and Counterproposal dated July 8, 2018 as
Amended on Aug. 27, 2018.
The Debtor is authorized to pay (i) the allowed secured claim of
the holders of the first and second deeds of trust on the Real
Property in full and unpaid real property taxes at the closing on
the sale of the Real Property; (ii) the appropriate closing costs
at the closing on the sale of the Real Property including, but not
limited to, unpaid post-petition real property taxes as may be
provided for in the Purchase and Sale Agreement; and (iii) the
Debtor's real estate broker a commission of 4% of the total gross
sale price at the closing on the sale of the Real Property.
Pursuant to a Settlement Agreement entered into between the Debtor
and Dan Witkowski, 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.
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.
DPW HOLDINGS: Super Crypto Secures $2.5M Loan Facility from ALPPS
-----------------------------------------------------------------
Super Crypto Mining, Inc., a wholly owned subsidiary of DPW
Holdings, Inc., entered into a Revolving Loan Agreement with ALPPS
LLC on Oct. 3, 2018, pursuant to which the Lender committed to loan
Super Crypto up to $2,500,000 in term loans in maximum increments
of $500,000, which term loans may be requested at least 15 days
following the preceding request. Super Crypto issued a promissory
note to the Lender to memorialize the Revolving Loan. In connection
with the Revolving Loan, Super Crypto also entered into a Security
Agreement pursuant to which Super Crypto granted to the Lender a
senior security interest in certain collateral, including bitcoins
owned by SuperCrypto. Super Crypto is required to deliver the
Collateral to the Lender upon each term loan request and the terms
of the custody over such Collateral is set forth pursuant to a
Control Agreement entered into by Super Crypto and the Lender. In
order to facilitate the Revolving Loan, Super Crypto, the Company,
the Lender and the Company's senior secured lender entered into an
Intercreditor Agreement pursuant to which the Senior Lender agreed
to subordinate its senior interest in the Collateral, but only with
respect to the Collateral, to the secured interest granted to the
Lender pursuant to the Security Agreement, according to a Form 8-K
filed with the Securities and Exchange Commission.
A full-text copy of the Revolving Loan Agreement is available for
free at https://is.gd/Ms6CBn
About DPW Holdings
Headquartered in Fremont, California, DPW Holdings, Inc., formerly
known as Digital Power Corp. -- http://www.DPWHoldings.com/-- is a
diversified holding company that, through its wholly owned
subsidiary, Coolisys Technologies, Inc., is dedicated to providing
technology-based solutions where innovation is the main driver for
mission-critical applications and lifesaving services. Through its
wholly owned subsidiaries and strategic investments, the company
provides mission-critical products that support a diverse range of
industries, including defense/aerospace, industrial,
telecommunications, medical, crypto-mining, and textiles.
DPW Holdings incurred a net loss of $10.89 million in 2017
following a net loss of $1.12 million in 2016. As of June 30,
2018, DPW Holdings had $53.44 million in total assets, $21.90
million in total liabilities and $31.53 million in total
stockholders' equity.
The report from the Company's independent accounting firm Marcum
LLP, in New York, on the consolidated financial statements for the
year ended Dec. 31, 2017, includes an explanatory paragraph stating
that the Company has a significant working capital deficiency, has
incurred significant losses and needs to raise additional funds to
meet its obligations and sustain its operations. These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.
ECLIPSE MIDCO: S&P Assigns B- Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings assigned a 'B-' issuer credit rating to Fort
Worth, Texas-based Eclipse Midco Inc. The outlook is stable.
The rating is based on the borrower's limited scale, elevated
leverage profile, and our expectation that the company will rely on
acquisitions to complement modest growth in subscription revenues,
as well as its niche focus within the fragmented ERP software
market on small and midsize business (SMB) customers within the
manufacturing, construction, and e-commerce distribution industry
verticals. Revenues for the first half of 2018 were $103 million,
modestly higher than the year-ago period. S&P said, "We expect
leverage in the high-8x area for fiscal 2018, declining by about
one turn in 2019 on lower integration spending and stable revenues.
Over the longer term, we expect modest deleveraging from EBITDA
margin expansion, and forecast that debt reduction will be limited
to required annual amortization payments due to the company's track
record of applying free cash flow to acquisitions."
S&P said, "The stable outlook reflects our expectation for modest
revenue growth from positive economic trends, partially offset by
declining perpetual license sales and SMB customer attrition. We
anticipate limited capacity to pay down debt over the next year and
that adjusted debt to EBITDA will remain above 8.5x in 2018,
declining modestly to the high 7x area in 2019.
"We could lower the rating if challenges to execute on cost-saving
plans and conversion to a subscription revenue stream, accelerated
customer attrition, or elevated product development costs pressure
operating metrics. We would look to a period of sustained negative
free cash flow, weakened liquidity or narrow covenant headroom as
potential catalysts for a downgrade, particularly if we believed
the firm's capital structure had become unsustainable.
"Although unlikely over the next 12 months, we could consider
raising the rating on the borrower if the company generates
sufficient free cash flow to repay significant outstanding debt,
increase its recurring revenue base without impairing operating
metrics, and maintain adjusted debt to EBITDA below 6.5x."
ENPRO INDUSTRIES: S&P Rates New $350MM Senior Unsecured Notes 'BB'
------------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '3'
recovery rating to U.S.-based engineered industrial products
manufacturer EnPro Industries Inc.'s proposed $350 million senior
unsecured notes due 2026. The '3' recovery rating indicates S&P's
expectation for meaningful (50%-70%; rounded estimate: 60%)
recovery in the event of a payment default.
S&P said, "We believe the company will use the proceeds from this
offering, together with borrowings from its senior secured
revolving credit facility (unrated), to fund the redemption of its
$450 million 5.875% senior unsecured notes due 2022 and pay related
fees and expenses. In our view, the transaction will not have a
material effect on the company's debt leverage.
"Our ratings on EnPro reflect the company's track record of
sustaining a S&P Global adjusted debt-to-EBITDA metric of well
below 4x. Under our base-case forecast, we assume that the
company's debt-to-EBITDA will improve to around 2x in 2018 on
moderate revenue growth and improving margins. Still, while EnPro
has the ability to further reduce its debt leverage in subsequent
years, we believe that a combination of acquisition spending and
share buybacks could cause its S&P adjusted debt-to-EBITDA to
increase to 3x."
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
The '3' recovery rating on the proposed senior unsecured notes
reflects the expected reduction in EnPro's outstanding senior
unsecured debt because it will use the proceeds from the proposed
$350 million notes to repay its existing $450 million notes due
2022.
S&P said, "Our simulated default scenario assumes a default
occurring amid a sustained economic downturn. An unexpected and
severe downturn would hamper the demand for the company's sealing
and engineered products and lead to a significant deterioration in
its operating performance and cash flow generation, eventually
resulting in a payment default in 2023.
"Our recovery analysis assumes that in a simulated default scenario
the recovery prospects on the company's senior unsecured notes
would be in the 50%-70% range after it satisfied any unpaid
priority administrative expenses and other senior claims."
Simulated default assumptions
-- Year of default: 2023
-- The revolver is 85% drawn at default
-- All debt amounts include six months of prepetition interest
Simplified waterfall
-- EBITDA at emergence: $100 million
-- EBITDA multiple: 5.5x
-- Net enterprise value (after 5% administrative costs): $523
million
-- Valuation split (obligors/nonobligors): 60%/40%
-- Value available to first-lien debt claims: $450 million
-- Senior first-lien debt claims: $292 million
--Recovery expectation: Not applicable
-- Total value available to unsecured claims: $231 million
-- Senior unsecured debt and pari passu unsecured claims: $360
million
--Recovery expectations: 50%-70% (rounded estimate: 60%)
RATINGS LIST
EnPro Industries Inc.
Issuer Credit Rating BB/Stable/--
New Rating
EnPro Industries Inc.
Senior Unsecured
$350M Notes due 2026 BB
Recovery Rating 3(60%)
ERI AMERICA: Proposed Auction of Equipment & Inventory Approved
---------------------------------------------------------------
Judge Donald R. Cassling of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized ERI America, Inc.'s public
auction sale of miscellaneous equipment and inventory located at
its premises.
The sale will be free and clear of all liens, claims and
encumbrances, with all liens, claims and encumbrances attaching to
the proceeds of said sale.
The Notice to Creditors of the Motion is shortened to 14 days.
About ERI America Inc.
ERI America, Inc. -- http://www.eri-america.com/-- offers a broad
range of tooling and tool holding solutions from standards to
specials. It is headquartered in Lake Zurich, Illinois.
ERI America sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ill. Case No. 18-11597) on April 20, 2018. In
the petition signed by Frank J. Fullone, president, the Debtor
estimated assets of less than $500,000 and liabilities of $1
million to $10 million. Judge Donald R. Cassling presides over the
case. The Debtor employed Cohen & Krol as its legal counsel.
FIKA 10 PARK AVENUE: Case Summary & 3 Unsecured Creditors
---------------------------------------------------------
Affiliated companies that have filed voluntary petitions seeking
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
FIKA 10 Park Avenue LLC 18-13028
824 10th Avenue
New York, NY 10019
FIKA 52 Duane Street LLC 18-13029
FIKA 555 6th Avenue LLC 18-13031
FIKA 600 Lexington LLC 18-13032
FIKA 1331 Lexington LLC 18-13033
FIKA Columbus Circle LLC 18-13034
Business Description: The Debtors, doing business under the trade
name FIKA, are owners/operators of specialty
espresso bars and restaurants in New York
City, as well as an award-winning chocolate
operation. The Debtors currently operate
espresso bars at six locations, a bakery and
kitchen on 10th Avenue, a chocolate factory
in Tribeca, and conduct catering and e-
commerce businesses as well. The Debtors
are all subsidiaries of Pachanga, Inc. None
of the Debtors is currently operating any
business. The Debtors' cases are jointly
administered under the case of Pachanga,
Inc., Case No. 18-12767, for procedural
purposes. Visit https://www.fikanyc.com for
more information.
Chapter 11 Petition Date: October 4, 2018
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Judge: Hon. Michael E. Wiles
Debtors' Counsel: Paul A. Rubin, Esq.
Hanh V. Huynh, Esq.
RUBIN LLC
345 Seventh Avenue, 21 st Floor
New York, New York 10001
Tel: (212) 390-8054
Fax: (212) 390-8064
Email: prubin@rubinlawllc.com
hhuynh@rubinlawllc.com
FIKA 10 Park Avenue's Total Assets: $0
FIKA 10 Park Avenue's Total Liabilities: $11,116,604
The petition was signed by Lars Akerlund, president.
A full-text copy of FIKA 10 Park Avenue's petition containing,
among other items, a list of the Debtor's three unsecured creditors
is available for free at:
http://bankrupt.com/misc/nysb18-13028.pdf
FIRST DATA: S&P Rates New $5-BB Secured Loans Due 2023 'BB'
-----------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating to
U.S.-based First Data Corp.'s proposed $3.75 billion term loan and
$1.25 billion revolving credit facility, both due in 2023. The
company will use the net proceeds to primarily refinance its term
loan A due in 2020 and redeem a portion of the $3.4b senior
unsecured notes due in 2023. S&P is also assigning a '2' recovery
rating to the proposed debt, indicating its expectation for
substantial recovery (70% - 90%; rounded estimate: 85%).
S&P bases the 'BB-' issuer credit rating on First Data Corp. on the
company's healthy business outlook, invigorated by recent
acquisitions, growing free cash flow generation, and deleveraging
trajectory over the next 12 months.
The stable outlook reflects the company's considerable scale and
diverse revenue stream in the global payment processing markets.
Over the next year, S&P expects the company to realize faster
EBITDA growth than revenue growth and deploy a substantial amount
of cash to debt repayment, such that leverage will decline toward
5x.
S&P said, "We could raise the rating if First Data maintains
mid-single-digit organic revenue and higher EBITDA growth, and
continues the pace of debt repayment, such that we expect its
leverage will remain comfortably below 5x incorporating potential
tuck-in acquisitions.
"Although unlikely over the coming year, we could lower the rating
if material operating weaknesses cause steep revenue declines and
EBITDA margin compression, such that leverage approaches the 6x
area."
RATINGS LIST
First Data Corp.
Issuer Credit Rating BB-/Stable/--
New Rating
First Data Corp.
$3.75B term loan BB
Recovery rating 2 (85%)
$1.25B revolving credit facility BB
Recovery rating 2 (85%)
FLY LOW: Case Summary & 11 Unsecured Creditors
----------------------------------------------
Debtor: Fly Low, Inc.
2555 Chantilly Drive
Atlanta, GA 30324
Business Description: Fly Low, Inc. is a privately held
company in Atlanta, Georgia.
Chapter 11 Petition Date: October 5, 2018
Case No.: 18-66925
Court: United States Bankruptcy Court
Northern District of Georgia (Atlanta)
Debtor's Counsel: Louis G. McBryan, Esq.
MCBRYAN, LLC
Building B-3, Suite 100
6849 Peachtree Dunwoody Road
Atlanta, GA 30328
Tel: 678-733-9322
Fax: 678-498-2709
E-mail: lmcbryan@mcbryanlaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Teri Galardi, CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 11 unsecured creditors is available for free
at:
http://bankrupt.com/misc/ganb18-66925.pdf
GLYECO INC: Inks Separation Agreement with Former CEO
-----------------------------------------------------
GlyEco, Inc., entered into a separation agreement with Ian Rhodes,
effective Oct. 2, 2018, pursuant to which Company has paid or will
pay Mr. Rhodes all of his accrued but unpaid salary, which, as of
Sept. 11, 2018, amounts to $61,000, less deductions for all
applicable employee taxes and withholdings as required by federal,
state and local law. The Company also has paid or will pay Mr.
Rhodes for the value of all accrued but unused vacation, less all
applicable withholdings and deductions, earned through the date of
Mr. Rhodes' resignation. If Mr. Rhodes elects COBRA coverage, the
Company also agrees to pay his premium up to and including
June 30, 2019. Mr. Rhodes will also be eligible to receive an
extension of the vesting period of his unvested restricted stock
grants to Dec. 31, 2019.
As previously disclosed, on Sept. 11, 2018, Mr. Rhodes resigned as
chief executive officer and director of the Company.
About GlyEco, Inc.
GlyEco, Inc. -- http://www.glyeco.com/-- is a developer,
manufacturer and distributor of performance fluids for the
automotive, commercial and industrial markets. The Company
specializes in coolants, additives and complementary fluids. The
Company's network of facilities, develop, manufacture and
distribute products including a wide spectrum of ready to use
anti-freezes and additive packages for the antifreeze/coolant, gas
patch coolants and heat transfer fluid industries, throughout North
America. The Company is headquartered in Rock Hill, South
Carolina, and operates six facilities in the U.S.
Glyeco incurred a net loss of $5.18 million for the year ended Dec.
31, 2017, compared to a net loss of $2.26 million for the year
ended Dec. 31, 2016. As of June 30, 2018, the Company had $12.73
million in total assets, $10.72 million in total liabilities and
$2.01 million in total stockholders' equity.
In their report dated April 2, 2018 with respect to the Company's
consolidated financial statements for the years ended Dec. 31, 2017
and 2016, KMJ Corbin & Company LLP, its independent registered
public accounting firm, expressed substantial doubt about the
Company's ability to continue as a going concern as a result of its
recurring losses from operations and its dependence on its ability
to raise capital, among other factors. As of June 30, 2018, the
Company has yet to achieve profitable operations and is dependent
on its ability to raise capital from stockholders or other sources
to sustain operations.
HELIOS AND MATHESON: Halts Canaccord Equity Distribution Agreement
------------------------------------------------------------------
Helios and Matheson Analytics Inc. received a notice from Canaccord
Genuity LLC on Oct. 1, 2018 terminating the equity distribution
agreement between the Company and Canaccord, dated April 18, 2018,
effective as of Oct. 11, 2018. The Equity Distribution Agreement
permitted the Company to offer and sell in an at-the-market
offering shares of the Company's common stock having an aggregate
offering price of up to $150,000,000 from time to time through
Canaccord. As of Sept. 30, 2018, the Company had sold shares of
the Company's common stock having an aggregate offering price of
approximately $126.0 million through Canaccord pursuant to the
Equity Distribution Agreement. As a result of the termination of
the Equity Distribution Agreement, no further offers or sales of
the Company's common stock will be made pursuant to the Company's
at-the-market offering.
Amendment and Exchange Agreement
As previously disclosed in the Form 8-K filed with the Securities
and Exchange Commission on June 21, 2018, pursuant to a securities
purchase agreement entered into by Helios and Matheson Analytics
Inc. and the institutional investors party to the June Securities
Purchase Agreement, the Company agreed to sell and issue to the
Buyers 20,500 shares of Series A Preferred Stock of the Company and
Series B-2 senior secured convertible notes in the aggregate
principal amount of $164,000,000 (which included an approximate
15.0% original issue discount), for total consideration consisting
of an aggregate cash payment to the Company of $20,500,000 and
secured promissory notes payable by the Buyers to the Company in an
aggregate principal amount of $139,400,000.
On Oct. 4, 2018, the Company entered into an Amendment and Exchange
Agreement with the holder of approximately $68.75 principal amount
of outstanding principal for the purpose of (i) netting the June
Investor Note issued by the Holder to the Company having an
aggregate principal amount of approximately $68.0 million against
the Holder's June Convertible Note and (ii) following such netting
transaction, exchanging the remaining outstanding amount payable
under the Holder's June Convertible Note for a new non-convertible
Senior Note issued by the Company to the Holder in an aggregate
principal amount of $20.4 million, subject to reduction as provided
in the New Non-Convertible Note. As a result, the Holder's June
Convertible Note and the Holder's June Investor Note were each
cancelled and became null and void.
Following the consummation of the transactions contemplated by the
Exchange Agreement, all of the June Convertible Notes have been
cancelled.
Under the Exchange Agreement, at any time on or prior to the later
of (i) the date that the New Non-Convertible Note no longer remains
outstanding and (ii) the first anniversary of the date of the
Exchange Agreement, the Company and its subsidiaries may not effect
any Subsequent Placement (as defined in the November Securities
Purchase Agreement) unless the Company first offers to issue and
sell to, or exchange with, the Holder, at least 25% of the
securities offered in the Subsequent Placement, subject to the
terms and conditions of the Exchange Agreement.
Amendment to November Securities Purchase Agreement
As previously disclosed in the Form 8-K filed with the SEC on
Nov. 6, 2017, on Nov. 6, 2017, the Company and institutional buyers
entered into a Securities Purchase Agreement pursuant to which the
Company issued to the November Buyers: (i) senior bridge
convertible notes, in the aggregate original principal amount of $5
million, convertible into shares of common stock of the Company, in
accordance with their terms and (ii) senior secured bridge
convertible notes, in the aggregate original principal amount of
$95 million, convertible into shares of common stock of the
Company, in accordance with their terms.
Pursuant to the Exchange Agreement, the November Securities
Purchase Agreement was amended to reduce the number of shares of
common stock of the Company required to be reserved for issuance
under the November Notes to 100% of the maximum number of shares of
common stock of the Company issuable upon conversion of the
November Notes.
Amendment to January Securities Purchase Agreement
As previously disclosed in the Form 8-K filed with the SEC on
Jan. 11, 2018, on Jan. 11, 2018, the Company and an institutional
buyer entered into a Securities Purchase Agreement, pursuant to
which the Company issued to the January Buyer: (i) senior
subordinated convertible notes, in the aggregate original principal
amount of $25 million, convertible into shares of common stock of
the Company, in accordance with their terms and (ii) senior secured
convertible notes, in the aggregate original principal amount of
$35 million, convertible into shares of common stock of the
Company, in accordance with their terms.
Pursuant to the Exchange Agreement, the January Securities Purchase
Agreement was amended to reduce the number of shares of common
stock of the Company required to be reserved for issuance under the
January Notes to 125% of the maximum number of shares of common
stock of the Company issuable upon conversion of the January
Notes.
New Non-Convertible Note
On Oct. 4, 2018, the Company issued the New Non-Convertible Note.
The New Non-Convertible Note bears interest at a rate of 3% per
annum, capitalized quarterly. The New Non-Convertible Note is
unsecured and not convertible into equity securities of the
Company. Unless earlier redeemed, the New Non-Convertible Note
will mature on May 29, 2020.
As long as no Event of Default has occurred, the Company has the
right to redeem the New Non-Convertible Note at any time on or
prior to the nine-month anniversary of the issuance of the New
Non-Convertible Note for 50% of the principal being redeemed and
100% of the accrued and unpaid interest and late charges, if any.
After the nine-month anniversary of the issuance of the New
Non-Convertible Note, the Company has the right to redeem the New
Non-Convertible Note at any time for 100% of the principal being
redeemed and 100% of the accrued and unpaid interest and late
charges, if any. If the Company does not redeem the New
Non-Convertible Note within such nine-month period, the New
Non-Convertible Note will amortize monthly in cash for, from June
28, 2019, four monthly payments of $850,000 per month (plus accrued
and unpaid interest, including any capitalized interest) and,
commencing on Oct. 30, 2019, eight monthly payments of $2,125,000
(plus accrued and unpaid interest, including any capitalized
interest). Upon an Event of Default, the Company must redeem the
New Non-Convertible Note in cash at a price equal to, if the Event
of Default occurs on or prior to the nine-month anniversary of the
issuance of the New Non-Convertible Note, and there is neither a
Primary Covenant Event of Default nor a Bankruptcy Default (each as
defined in the New Non-Convertible Note), 50% of the principal
being redeemed and 100% of the accrued and unpaid interest and late
charges, if any, in each case, multiplied by a redemption premium.
If the Event of Default occurs after the nine-month anniversary of
the issuance of the New Non-Convertible Note, or there exists
either a Primary Covenant Event of Default or a Bankruptcy Default,
then the Company must redeem the New Non-Convertible Note in cash
at a price equal to 100% of the principal being redeemed and 100%
of the accrued and unpaid interest and late charges, if any, in
each case, multiplied by a redemption premium.
If the Holder participates in a subsequent offering by the Company
or prepays certain promissory notes issued by the Holder to the
Company on Jan. 23, 2018 and Nov. 6, 2017, then 14.5% of the cash
proceeds paid (or payable) by the Holder in such applicable
transaction will be used to pay down the New Non-Convertible Note
on a dollar-for-dollar basis. Each such payment amount will reduce
the scheduled amortization payments on a reverse basis (i.e. last
amortization reduced first).
News Reports Clarification
The Company wishes to clarify certain information contained in news
reports regarding recent funding received by the Company. The
articles mentioning new funding of $65 million refer to funds that
the Company raised in August and September 2018 through sales of
its common stock pursuant to its at-the-market offering under the
Equity Distribution Agreement and prepayments by investors of
certain existing investor notes payable to the Company which the
Company received as partial payment for the January Notes and
November Notes.
As of Sept. 30, 2018, no unrestricted principal remained under the
November Notes and the January Notes, and the restricted principal
balance of the November Notes and the January Notes was $20.4
million and $29.0 million, respectively.
About Helios and Matheson
Helios and Matheson Analytics Inc. -- http://www.hmny.com/-- is a
provider of information technology services and solutions, offering
a range of technology platforms focusing on big data, business
intelligence, and consumer-centric technology. More recently, to
provide greater value to stockholders, the Company has sought to
expand its business primarily through acquisitions that leverage
its capabilities and expertise. The Company is headquartered in
New York City, has an office in Miami Florida and has an office in
Bangalore India. The Company's common stock is listed on The
Nasdaq Capital Market under the symbol "HMNY".
Helios and Matheson reported a net loss of $150.8 million for the
year ended Dec. 31, 2017, compared to a net loss of $7.38 million
for the year ended Dec. 31, 2016. As of June 30, 2018, Helios and
Matheson had $175.29 million in total assets, $138.7 million in
total liabilities and $36.55 million in total stockholders'
equity.
The report from the Company's independent accounting firm Rosenberg
Rich Baker Berman, P.A., in Somerset, New Jersey, 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 negative cash flows
from operating activities. This raises substantial doubt about the
Company's ability to continue as a going concern.
Stock May be Subject to Delisting from Nasdaq
On June 21, 2018, Helios and Matheson received a deficiency letter
from the Nasdaq Listing Qualifications Department notifying it
that, for the prior 30 consecutive business days, the closing bid
price for its common stock had closed below the minimum $1.00 per
share requirement for continued listing on The Nasdaq Capital
Market pursuant to Nasdaq Listing Rule 5550(a)(2). In accordance
with Nasdaq Listing Rules, the Company has been given 180 calendar
days, or until Dec. 18, 2018 to regain compliance with the Minimum
Bid Price Requirement.
JACKSON MASONRY: ECG Buying Nashville Property for $5.65 Million
----------------------------------------------------------------
Jackson Masonry, LLC, asks the U.S. Bankruptcy Court for the Middle
District of Tennessee to authorize the sale of real property
located at 1200 49th Avenue North, Nashville, Tennessee to ECG
Acquisitions, LLC, for $5.65 million.
Prior to confirmation of the Plan of Reorganization, the Debtor was
engaged in a lengthy claims allowance dispute with Ritzen Group,
Inc. The parties had also filed adversary proceedings against one
another, which the Court consolidated with the claims allowance
dispute and set for a singular trial.
In the Consolidated Matters, Ritzen asserted a claim for breach of
contract against the Debtor based on a contract between the parties
for the Debtor to sell the Property to Ritzen. Ritzen sought
specific performance of this contract, and prior to the Debtor's
bankruptcy filing, Ritzen had filed a lawsuit in the Chancery Court
for Davidson County, Tennessee asking the remedy. Ritzen also had
recorded a lien lis pendens against the Property to notify the
world of its claim to the real estate itself, rather than the
Debtor alone.
On Jan. 12, 2017, following a three-day trial on Consolidated
Matters, the Court disallowed Ritzen's claim other than an
unsecured claim for $20,491, and otherwise entered judgment against
Ritzen and in favor of Jackson Masonry. The Court then held that
any damages to which Jackson Masonry was entitled because of the
Disallowance Order will be determined at a separate hearing.
On April 17, 2017, the Court entered an order granting Jackson
Masonry a judgment against Ritzen for $248,312 based on Ritzen's
inability to close on the sale of the Property on or before the
closing date. On April 28, 2017, Ritzen appealed the Disallowance
Order to the U.S. Districtt Court for the Middle District of
Tennessee, Case No. 3:17-cv-00807.
On Aug. 25, 2017, the District Court entered the Agreed Order
Granting Joint Motion to Stay Execution and Establish Supersedeas
Bond. Under the Bond Order, the District Court ordered Ritzen to
post a bond of $277,071 therewith. In exchange, the Debtor agreed
to the following: (a) If the Debtor intended to market the Property
for sale, it would notify Ritzen of such marketing efforts within
five days; and (b) Notwithstanding the Court's Confirmation Order,
if the Debtor intended to move forward with selling the Property,
it must first seek approval from the Bankruptcy Court. If the
Bankruptcy Court approves the sale of the Property prior to a
resolution of Ritzen's appeal and if Ritzen is ultimately
successful on appeal, any claim that Ritzen may have against the
Property will be converted to a claim for money damages against the
Debtor.
On Jan. 25, 2018, the District Court entered an order and
memorandum opinion affirming the Bankruptcy Court's Disallowance
Order. Ritzen then appealed the Appellate Decision to the U.S.
Court of Appeals for the Sixth Circuit on Feb. 8, 2018. The appeal
to the Sixth Circuit is still pending as of the date of the filing
of the Motion.
On June 29, 2018, the counsel for Jackson Masonry informed counsel
for Ritzen that Jackson Masonry intended to market the Property in
an effort to sell the Property. On Aug. 31, 2018, the State Court
entered an order declaring the Lien Lis Pendens void as a matter of
law and ordering its removal from the Davidson County, Tennessee
Register of Deeds Office.
The Debtor, having secured a binding contract for the Property, now
wishes to sell the Property. It asks approval of the sale
notwithstanding the Court's entry of the Confirmation Order
pursuant to the requirements set forth in the District Court's Bond
Order.
The Debtor is indebted to Civic Bank & Trust pursuant to a
Promissory Note and Commercial Loan and Security Agreement, each
dated March 30, 2015. On April 13, 2016, the Lender filed a proof
of claim in the case, which reflects an outstanding balance on the
CivicNote of $608,530 due as of the Petition Date. The Civic Note
is secured by a Deed of Trust dated March 30, 2015, which granted
the Lender a lien on the Property.
The Debtor is also indebted to Patricia W. Jackson pursuant to a
Promissory Note dated April 16, 2018. The Jackson Note is secured
by a Deed of Trust recorded April 20, 2018, which granted Ms.
Jackson a lien on the Property.
The Debtor has determined in its business judgment that a sale of
the Property is in the best interest of creditors and the estate.
The offer is the highest and best offer for the Property presented
to the Debtor. The Debtor desires to sell the Property under terms
and conditions of the Purchase and Sale Agreement
The Terms of the Agreement are summarized as follows:
i. Purchase Price: $5.65 million, free and clear of liens,
claims, and encumbrances
ii. Earnest Money: $250,000
iii. Closing Date: Dec. 9, 2018
iv. Brokers' Commission: Oakpoint Real Estate will be paid a
6% commission on the Purchase Price
The Debtor asks that the Court allows the sale to be consummated
immediately pursuant to Bankruptcy Rule 6004(h).
It further asks the authority to use the proceeds from the sale of
the Property to pay at closing (i) the lien of the Lender; (ii) the
lien of Ms. Jackson; (iii) any other claims that constitute liens
on the Property; (iv) allowed commissions to Brokers; and (v) any
other costs or expenses, including closing costs, that the Debtor
is obligated to pay under the Agreement.
A hearing on the Motion is set for Oct. 16, 2018 at 9:00 a.m. The
objection deadline is Oct. 9, 2018.
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/Jackson_Masonry_466_Sales.pdf
The Purchaser:
ECG ACQUISITIONS, LLC
118 16th Ave. South, Suite 200
Nashvile, TN 37203
Attn: Michael Lamping
E-mail: mlamping@elmingtoncapital.com
The Purchaser is represented by:
Kelly Worman, Esq.
WORMAN LAW GROUP, PLLC
2000 Richard Jones Road, Suite 240
Nashville, TN 37215
E-mail: kelly@wormanlawgroup.com
About Jackson Masonry
Jackson Masonry, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 16-02065) on March 24,
2016. In the petition signed by Rogers Jackson, member, the Debtor
estimated assets and liabilities in the range of $1 million to $10
million. The case is assigned to Judge Keith M. Lundin. The
Debtor is represented by Griffin S. Dunham, Esq., at Dunham
Hildebrand, PLLC.
The Court confirmed the Debtor's Plan of Reorganization on April
19, 2017.
JLAN PROPERTIES: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Affiliated companies that have filed voluntary petitions seeking
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
JLAN Properties, LLC 18-04205
60 Shady Tree Drive
Mountain Top, PA
LAT Realty, LLC 18-04206
60 Shady Tree Drive
Mountain Top, PA
Teberio Properties, LLC 18-04214
60 Shady Tree Dr
Mountain Top, PA
Business Description: The Debtors are privately held operators
of nonresidential buildings.
Chapter 11 Petition Date: October 4, 2018
Court: United States Bankruptcy Court
Middle District of Pennsylvania (Wilkes-Barre)
Judge: Hon. John J. Thomas
Debtors' Counsel: David J. Harris, Esq.
LAW OFFICE OF DAVID J. HARRIS
67-69 Public Square, Suite 700
Wilkes-Barre, PA 18701
Tel: 570 823-9400
Fax: 570 208-1400
Email: dh@lawofficeofdavidharris.com
- and -
Lisa M. Doran, Esq.
DORAN & DORAN, P.C.
69 Public Square, Suite 700
Wilkes-Barre, PA 18701
Tel: 570 823-9111
Fax: 570 829-3222
Email: ldoran@dorananddoran.com
Assets and Liabilities:
Estimated Estimated
Assets Liabilities
-------------- -----------
JLAN Properties $100,000 to $500,000 $500,000 to $1 mil.
LAT Realty, LLC $100,000 to $500,000 $100,000 to $500 mil.
Teberio Properties $1 mil. to $10 mil. $500,000 to $1 mil.
The petitions were signed by Linda Teberio, managing member.
The Debtors did not submit lists of their 20 largest unsecured
creditors together with the petitions.
Full-text copies of the petitions are available for free at:
http://bankrupt.com/misc/pamb18-04205.pdf
http://bankrupt.com/misc/pamb18-04206.pdf
http://bankrupt.com/misc/pamb18-04214.pdf
JUPITER RESOURCES: S&P Lowers Issuer Credit Rating to 'D'
---------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Calgary,
Alta.-based exploration and production company Jupiter Resources
Inc. to 'D' (default) from 'CCC+'.
At the same time, S&P Global Ratings lowered its issue-level
ratings on the company's senior unsecured notes to 'D' from 'CCC+'.
The recovery ratings are unchanged at '4', indicating S&P's
expectation for average (30%-50%; rounded estimate: 45%) recovery
to creditors in the event of a default.
The downgrade follows Jupiter's decision not to make its interest
payment due October 1, 2018 on its 8.5% senior unsecured notes due
2022, instead entering a 30-day grace period under the notes'
indenture. S&P believes the company will likely not meet its debt
obligations with noteholders until it has agreed on a financial
restructuring plan with them. Technically, a default has not yet
occurred under the indenture governing the notes, because of the
grace period. Although the company does have sufficient liquidity
to make this interest payment if they are not able to reach an
agreement with the noteholders, we believe it is highly likely that
Jupiter will not make the payment within the stated grace period,
given that the company is negotiating with noteholders. S&P
believes Jupiter will use this time to finalize a recapitalization
plan, and a restructuring or general default is the most likely
outcome.
KASSIS DEVELOPMENT: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Kassis Development Group Inc. as of Oct. 3,
according to a court docket.
About Kassis Development Group Inc.
Kassis Development Group Inc. listed its business as single asset
real estate (as defined in 11 U.S.C. Section 101 (51B)). The
company owns in fee simple two vacant lands in Pompano Beach,
Florida, with an aggregate current value of $684,000.
Kassis Development Group sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-20114) on August 20,
2018. In the petition signed by Antoine Kassis, president, the
Debtor disclosed $689,502 in assets and $1,142,163 in liabilities.
Judge John K. Olson presides over the case. The Debtor tapped the
Law Offices of Stephen Orchard as its legal counsel.
KC7 RANCH: CMP Hires Kane Russell Coleman Logan PC as Counsel
-------------------------------------------------------------
Joseph M. Coleman, Chief Marketing Professional for the bankruptcy
estate of KC7 Ranch, Ltd. and its affiliated Debtors, seeks
authority from the U.S. Bankruptcy Court for the Northern District
of Texas to retain Kane Russell Coleman Logan PC as counsel for the
CMP.
Professional Services to be rendered by Kane Russell are:
(a) advise the CMP with respect to real estate brokerage
confidentiality and similar issues;
(b) prepare any applications, motions, and other pleadings
deemed necessary by the CMP, and performing such other legal
services that the CMP and KRCL may deem necessary or appropriate;
(c) represent the CMP in any legal proceedings, particularly
including the above-referenced Debtor's bankruptcy case, as the CMP
and KRCL may deem necessary or appropriate;
(d) help to negotiate, finalize, and close the sale of the KC7
Ranch; and
(e) perform all other legal services that may be necessary and
in the best interests of the Debtors' estates and their creditors.
KRCL's hourly rates are:
Shareholders and Directors $350.00-$625.00
Associates $260.00-$375.00
Joseph M. Coleman, shareholder of Kane Russell Coleman Logan PC,
attests that he and each member of KRCL are "disinterested person"
as that term is defined in 11 U.S.C. Sec. 101(14).
The counsel can be reached through:
Joseph M. Coleman, Esq.
John J. Kane, Esq.
KANE RUSSELL COLEMAN LOGAN PC
3700 Thanksgiving Tower
1601 Elm Street
Dallas, TX 75201
Tel: (214) 777-4200
Fax: (214) 777-4299
About KC7 Ranch
Based in Fort Worth, Texas, KC7 Ranch, Ltd., is a privately held
company that owns a real property asset known as the "KC7 Ranch".
KC7 Ranch filed for Chapter 11 bankruptcy protection (Bankr. N.D
Tex. Case No. 17-45166) on Dec. 28, 2017. In the petition signed
by its president Thomas F. Darden, the Debtor estimated assets
between $50 million and $100 million, and liabilities between $10
million and $50 million. Carrington, Coleman, Sloman & Blumenthal,
L.L.P., serves as counsel to the Debtor. The Law Office of Wesley
C. Stripling IV, is the special counsel.
KRAUS CARPET: Foreign Rep's Sale of TPS Business to QEP Approved
----------------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware recognized the Sale Approval and Vesting Order to be
entered by the Canadian Court authorizing the private sale by Kraus
Carpet, Inc., as the Foreign Representative, of substantially all
its assets and affiliates' assets related to the TPS business and
the premises located at 2216 Abutment Road in Dalton, Georgia to
Q.E.P. Co., Inc., and Roberts Co. Canada Ltd.
The sale is free and clear of all liens, claims, encumbrances and
other interests.
Pursuant to section 1521(b) of the Bankruptcy Code and the Canadian
Sale Order, the distribution of the proceeds of the Sale is
entrusted to the Monitor in the CCAA Proceeding.
Notwithstanding the provisions of Bankruptcy Rules 6004(h) and
6006(d) or any applicable provisions of the Bankruptcy Rules or
Local Rules, this Order will not be stayed after the entry thereof,
but will be effective and enforceable immediately upon entry, and
the 14-day stay provided in Bankruptcy Rules 6004(h) and 6006(d) is
expressly waived and will not apply.
About Kraus Carpet, Inc.
Kraus Carpet, Inc. -- http://krausflooring.com/-- is a
manufacturer of tufted broadloom carpet and distributor of other
flooring products. The Debtor and its affiliates are part of a
group of companies, the Kraus Group, headquartered in Waterloo,
Ontario, Canada. The Kraus Group was founded in 1959 in Kitchener,
Ontario as a carpet manufacturer. Over the years it gradually
expanded its
operations and range of products. The Kraus Group is now an
integrated carpet and flooring company. The Kraus Group was
acquired by Hilco Capital in 2012.
The Kraus Group has two divisions: (i) the manufacturing of
residential and commercial broadloom carpet; and (ii) the
distribution and sale of flooring products to commercial and
residential customers, including carpet tiles, vinyl tiles,
laminate, and hardwood.
Kraus Carpet, Inc. sought relief under Chapter 15 (Bankr. D. Del.
Case No. 18-12057) on Sept. 11, 2018. The case is assigned to
Judge Kevin Gross.
The Debtor tapped Derek C. Abbott, Esq., and Matthew B. Harvey,
Esq., at Morris, Nichols, Arsht & Tunnel, LLP; and Joseph R. Sgroi,
Esq., Scott B. Kitei, Esq., and Glenn S. Walter, Esq., at Honigman
Miller Schwartz & Cohn LLP.
KYLE HUNT: $58K Sale of Auburntown Property to Kavounises Approved
------------------------------------------------------------------
Judge Charles M. Walker of the U.S. Bankruptcy Court for the Middle
District of Tennessee authorized Kyle and Kimberly Hunt to sell the
real estate described as Tract No. 6 as shown on the survey
entitled, "Bart Griffin, et al Property," of record in Plat Book
25, Page 933, in the Register's Office for Wilson County,
Tennessee, containing 5.558 acres +/-, with the address of 0
Kennedy Creek Road, Auburntown, Tennessee, designated on the tax
map as Map 180, Parcel 013.06 in the property assessor's office for
Wilson County, Tennessee, to Christine and Gus A. Kavounis for
$58,000.
The Debtors are authorized to sell, transfer, and convey the
Property on Oct. 8, 2018, in accordance with the Purchase
Agreement, and the Purchase Agreement may be extended to allow a
later closing date if the parties so agree.
The Debtors are also authorized to sign a warranty deed and any and
all other documents necessary to effectuate the sale and the
distribution of the sale proceeds as described in the Motion.
The Debtors, or her agent(s), is, authorized to pay and distribute
the proceeds of the sale of the Property to the persons or
entities, and in the manner, set forth in the Motion and the
Purchase Agreement.
The stay of Fed. R. Bankr. P. 6004(h) is waived.
Kyle and Kimberly Hunt sought Chapter 11 protection (Bankr. M.D.
Tenn. Case No. 3:18-bk-01786) on March 15, 2018.
LIL ROCK ELECTRICAL: $170K Private Sale of Equipment Approved
-------------------------------------------------------------
Judge Laura K. Grandy of the U.S. Bankruptcy Court for the Southern
District of Illinois authorized Lil Rock Electrical Construction,
Inc.'s private sale of the following equipment collateral: (i) 1999
American Auger Directional Drill for a sale price not to drop below
$65,000; (ii) 2000 MCS 325R Reclaimer/Trailer for $85,000; and
(iii) 1993 McElroy Fusion Machine for $20,000 to the highest bidder
and at a price no less than the indicated.
The sale is free and clear of all liens, claims and encumbrances.
The counsel for the moving party will serve a copy of the Order by
mail to all interested parties who were not served electronically.
About Lil Rock Electrical
Lil Rock Electrical Construction, Inc., is a full-service
electrical contractor in Carlyle, Illinois, equipped to complete
commercial, residential, and industrial electrical work,
excavating, and directional boring.
Lil Rock Electrical Construction sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Ill. Case No. 17-31376) on
Sept. 11, 2017. In the petition signed by Myranda Weber, its
restructuring officer, the Debtor disclosed $1.21 million in assets
and $1.17 million in liabilities.
Judge Laura K. Grandy presides over the case.
Spencer P. Desai, Esq., at Carmody MacDonald P.C., is the Debtor's
bankruptcy counsel. McMahon Berger, P.C., is the special counsel.
No trustee, examiner or official committee of creditors or equity
interest holders has been appointed.
LOT MEDIA: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Lot Media, LLC as of Oct. 3, according to a
court docket.
About Lot Media
Lot Media, LLC, based in Phoenix, AZ, filed a Chapter 11 petition
(Bankr. D. Ariz. Case No. 18-11139) on September 13, 2018. The Hon.
Brenda K. Martin presides over the case. J. Kent MacKinlay, Esq.,
at J. Kent MacKinlay, P.C., serves as bankruptcy counsel. In its
petition, the Debtor estimated $100,000 to $1 million in assets and
$1 million to $100 million in liabilities. The petition was signed
by John Wilson, manager. The Debtor tapped J. Kent MacKinlay,
P.C., as its legal counsel.
LYNWOOD HOLDINGS: Hires Eckert Seamans Cherin as Special Counsel
----------------------------------------------------------------
Lynwood Holdings, Inc., seeks authority from the U.S. Bankruptcy
Court for the Western District of Virginia (Harrisonburg) to hire
Eckert Seamans Cherin & Mellott, LLC, as its special counsel.
Professional services ESCM will render:
(a) file, prosecute, and/or otherwise assist in actions
related to invalidating a certain judgment dated April 11, 2018,
obtained by John C. Holman against the Debtor in the amount of
$1,246,635, plus costs and interest;
(b) oppose, defend, and/or otherwise assist in matters related
to the claims of John C. Holman on that certain Commercial Note,
dated February 6, 2014, made by the Debtor and John C. Holman to
SunTrust Bank, of which John C. Holman now claims to be the holder,
and the deed of trust related thereto;
(c) file and prosecute lender liability and other tort and/or
contract based claims, as appropriate, against John C. Holman;
(d) file and prosecute any other tort and/or contract based
claims the Debtor may have against other parties;
(e) assist in defense of any claims asserted against the
Debtor; and
(f) continue in general corporation representations (other
than specific reorganization matters).
Professional fees the counsel will charge are:
Annemarie DiNardo Cleary (partner) $365 per hour
C. Patrick Callahan (associate) $215 per hour
Anthony F. "Tony" Troy (partner) $670 per hour
Annemarie DiNardo Cleary, member of the law firm of Eckert Seamans
Cherin & Mellott, LLC, attests that ESCM is a "disinterested
person," as defined in Sec. 101(14) of the Bankruptcy Code.
The counsel can be reached through:
Anthony F. Troy
Eckert Seamans Cherin & Mellott, LLC
919 E Main St., Suite 1300
Richmond, VA 23219
Phone: 804-788-7740
Fax: 804-698-2950
Email: ttroy@eckertseamans.com
About Virginia Lynwood
Based in Front Royal, Virginia, Lynwood Holdings, Inc., filed for
relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Va.
Case No. 18-50785) on Aug. 31, 2018, estimating $1 million to $10
million in assets and liabilities. Judge Rebecca B. Connelly is
the case judge. Lynn Lewis Tavenner at Tavenner & Beran, PLC, is
the Debtor's counsel.
MARLENE MARSHALLECK: $2.3M Sale of Brooklyn Property to GAM 231 OKd
-------------------------------------------------------------------
Judge Nancy Hershey Lord of the U.S. Bankruptcy Court for the
Southern District of New York authorized Marlene Marshalleck's
private sale of the real property consisting of the land and
building located at 231 Bainbridge Street, Brooklyn, New York, and
related assets including furniture fixtures and equipment, to GAM
231 Bainbridge St., LLC, for $2.25 million.
The sale is free and clear of any Liens against the Property.
The Purchaser will pay the New York real estate transfer tax,
including any other New York State or city taxes or stamp duties
etc. accruing by virtue of the sale and transfer of the Property.
The proceeds of the Sale Transaction (including the amount of the
Deposit) will be remitted to the Debtor's Attorney, Dahiya Law
Offices, LLC and same to be held in an IOLA escrow account, as an
attorney for the estate pending further order of the Court. No
part of the proceeds will be released without express approval of
the Court.
Notwithstanding the provisions of Bankruptcy Rules 6004 and 6006 or
any applicable provisions of the Local Bankruptcy Rules, the Order
will not be stayed for 14 days after the entry thereof, but will be
effective and enforceable immediately upon entry. The Debtor and
the Purchaser intend to close the Sale Transaction as soon as
practicable.
The Purchaser must close title to the Property at a date that is
not more than 30 calendar days after the entry of the Order
confirming the sale of the Property, time being of the essence as
to the Purchaser, although such date may be extended solely by the
Debtor. The Closing will take place at the office of the Debtor's
attorney, Dahiya Law Offices, LLC, 75 Maiden Lane, Suite 506, New
York, New York 10038, or any other location that is solely to be
determined by the Debtor's counsel.
The Purchaser will forthwith, if not done so far, deposit with the
Debtor's counsel an amount sufficient to bring the deposit up to at
least a minimum sum of 10% of the Purchase Price. In connection
with the Closing and Closing Date, the Purchaser is given notice
that time is of the essence and the failure of the Purchaser to
close for any reason whatsoever including his, her or its failure
to pay the balance of the Purchase Price on the Closing Date, will
result in the Debtor retaining the deposit as liquidated damages
and the termination of the contract.
The Purchaser is obligated to close title to the Property and there
is no contingency of any kind or nature that will permit the
Purchaser to cancel or avoid his, her or its obligation under these
Terms and Conditions of Sale other than the Debtor's inability to
deliver insurable title to the Property. Expenses incurred by the
Purchaser or any competing Purchaser concerning the performance of
any due diligence, such as obtaining title reports or environmental
inspections, will be the sole responsibility of such Purchaser and
under no circumstances will the estate, the Debtor, Marcus &
Millichap, or the Debtor's professionals be liable or responsible
for, or pay, such expenses.
In the event that the Purchaser for the Property fails to tender
the balance of the Purchase Price on the Closing Date, or otherwise
perform his obligations under these Terms and Conditions of Sale,
the 10% deposit will be deemed forfeited by the Purchaser.
The Purchaser will be responsible solely and will pay any New York
City, New York State or other applicable real property transfer
taxes incurred by the transfer of the Property by the estate at the
Closing. The Purchaser will also be responsible for the completion
of any ACRIS forms, if required.
Marlene Marshalleck sought Chapter 11 protection (Bankr. S.D.N.Y.
Case No. 17-11069) on April 19, 2017. The Debtor tapped Arlene
Gordon-Oliver, Esq., at Arlene Gordon-oliver & Associates, PLLC, as
counsel.
MASSENGILL FAMILY: Taps Scarborough & Fulton as Legal Counsel
-------------------------------------------------------------
The Massengill Family 2012 Irrevocable Trust seeks approval from
the U.S. Bankruptcy Court for the Eastern District of Tennessee to
hire Scarborough & Fulton as its legal counsel.
Legal services to be rendered by S&F are:
a. assist the Debtor in the preparation of its schedules,
statement of affairs and the periodic financial reports required by
the Bankruptcy Code, the Bankruptcy Rules and any other order of
this Court;
b. assist the Debtor in consultation and negotiation and all
other dealings with creditors, equity, security holders and other
parties in interest concerning the administration of this case;
c. prepare pleadings, conducting investigations and making
court appearances incidental to the administration of the Debtor's
estate;
d. advise the Debtor of its rights, duties and obligations
under the Bankruptcy Code, Bankruptcy Rules, Local Rules and orders
of the Court;
e. assist the Debtor in the development and formulation of a
plan of reorganization including the preparation of a plan,
disclosure statement and any other related documents for submission
to the Court and to Debtor's creditors, equity holders and other
parties in interest;
f. advise and assist the Debtor with respect to litigation
related to the administration of Debtor's case;
g. render corporate and other legal advise and performing all
those legal services necessary and proper to the functioning of the
Debtor during the pendency of this case; and
h. take any and all necessary actions in the interest of the
Debtor and its estate incident to the proper representation of the
Debtor and the administration of the case.
David Fulton, Esq., the attorney who will be handling the case,
charges an hourly fee of $395. Legal assistants charge $125 per
hour.
Mr. Fulton disclosed in a court filing that his firm is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Code.
Scarborough & Fulton can be reached through:
David J. Fulton, Esq.
Scarborough & Fulton
620 Lindsay St., Suite 240
Chattanooga, TN 37403
Phone: 423-648-1880
Fax: 423-648-1881
E-mail: djf@sfglegal.com
About Massengill Family 2012 Irrevocable Trust
Massengill Family 2012 Irrevocable Trust sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tenn. Case No.
18-14324) on Sept. 20, 2018. David J. Fulton, Esq., at Scarborough
& Fulton, is the Debtor's counsel. At the time of the filing, the
Debtor estimated assets and liabilities of less than $500,000.
MATTRESS FIRM: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------------
Affiliated companies that have filed voluntary petitions seeking
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Mattress Firm, Inc. (Lead Case) 18-12241
aka Mattress Pro
aka Olejo
aka Sleep Experts
aka Tulo
aka Mattress Discounters
10201 South Main Street
Houston, TX 77025
1520 Sunrise Highway, LLC 18-12242
1800mattress.com, LLC 18-12243
1800mattress.com IP, LLC 18-12244
45 South York Associates LLC 18-12245
669 Sunrise Realty, LLC 18-12246
Acker Realty Holdings LLC 18-12247
American Internet Sales LLC 18-12248
Aramingo Avenue Associates LLC 18-12249
Bethlehem Pike Realty, LLC 18-12250
CCP IV Holdings, LLC 18-12251
CCP IV SBS Holdings, LLC 18-12252
Craftsman Realty, LLC 18-12253
Custom Fundraising Solutions, LLC 18-12254
CXV Holdings, LLC 18-12255
Dial Operations, LLC 18-12256
Hazlet Partners, LLC 18-12257
HMK Intermediate Holdings LLC 18-12258
HMK Mattress Holdings LLC 18-12259
Maggies Enterprises, LLC 18-12260
Maple Shade Partners, LLC 18-12261
Mattress Discounters Group, LLC 18-12262
Mattress Discounters IP LLC 18-12263
Mattress Discounters Operations LLC 18-12264
Mattress Firm - Arizona, LLC 18-12265
Mattress Giant Corporation 18-12266
Mattress Holdco, Inc. 18-12267
Mattress Holding Corp. 18-12268
MD Acquisition LLC 18-12269
Robbinsville 7A Warehouse Group, LLC 18-12270
Route 352 Management Partners, LLC 18-12271
32 - Scranton Avenue Associates, LLC 18-12272
SINT, LLC 18-12273
Sleep Country USA, LLC 18-12274
Sleepys, LLC 18-12275
South Oyster Bay Realty, LLC 18-12276
ST San Diego, LLC 18-12277
The Mattress Venture, LLC 18-12278
The Sleep Train, Inc. 18-12279
Viewmont Drive Realty, LLC 18-12280
Whitehall Management Partners, LLC 18-12281
Business Description: Founded in 1986, Mattress Firm --
https://www.mattressfirm.com -- is a
specialty mattress retailer headquartered
in Houston, Texas, operating more than 3,230
stores across 49 states (including franchise
locations). Mattress Firm offers a broad
selection of mattress products and bedding
accessories from leading manufacturers and
brand names, including Serta, Simmons, tulo,
Sleepy's, Chattam & Wells and Purple.
Chapter 11 Petition Date: October 5, 2018
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Hon. Christopher S. Sontchi
Debtors' Attorneys: Bojan Guzina, Esq.
Matthew E. Linder, Esq.
Blair M. Warner, Esq.
SIDLEY AUSTIN LLP
One South Dearborn Street
Chicago, Illinois 60603
Tel: (312) 853-7000
Fax: (312) 853-7036
Email: bguzina@sidley.com
mlinder@sidley.com
blair.warner@sidley.com
- and -
Gabriel R. MacConaill, Esq.
Michael Fishel, Esq.
SIDLEY AUSTIN LLP
555 West Fifth Street, Suite 4000
Los Angeles, California 90013
Tel: (213) 896-6000
Fax: (213) 896-6600
Email: gmacconaill@sidley.com
mfishel@sidley.com
Debtors'
Delaware
Counsel: Robert S. Brady, Esq.
Edmon L. Morton, Esq.
Ashley E. Jacobs, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
1000 North King Street
Wilmington, Delaware 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
Email: rbrady@ycst.com
emorton@ycst.com
ajacobs@ycst.com
Debtors'
Financial
Advisors: ALIXPARTNERS, LLP
909 Third Avenue
New York, NY 10022
Debtors'
Investment
Banker: GUGGENHEIM SECURITIES, LLC
330 Madison Avenue
New York, New York 10017
Debtors'
Claims &
Noticing
Agent: EPIQ BANKRUPTCY SOLUTIONS
https://dm.epiq11.com/#/case/MTF/dockets
Estimated Assets: $1 billion to $10 billion
Estimated Liabilities: $1 billion to $10 billion
The petition was signed by Hendre Ackerman, chief operating officer
& chief technology officer.
A full-text copy of Mattress Firm's petition is available for free
at:
http://bankrupt.com/misc/deb18-12241.pdf
List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Simmons Manufacturing Co LLC Trade Payable $64,695,011
One Concourse Pkwy NE 800
Sandy Springs, GA 30328
Attn: Johnny Nguyen
Tel: 770-512-7700
Fax: 770-613-8575
Email: customerassistance@simmons.com
Serta Mattress Company Trade Payable $25,482,757
One Concourse Pkwy NE 800
Atlanta, GA 30328
Attn: Johnny Nguyen
Tel: 847-645-0200
Fax: 847-645-0205
Leggett & Platt Trade Payable $11,993,294
161 Proctor Lane
Lexington, NC 27292
Chief Financial Officer
Tel: 417-358-8131
Fax: 417-358-8449
Email: legal@leggett.com
Corsicana Bedding Inc. Trade Payable $6,536,204
PO Box 1050
Corsicana, TX 75151
Chief Financial Officer
Tel: 800-323-4349
Fax: 903-872-9138
Email: service@corsicanamattress.com
Elite Foam Inc. Trade Payable $5,747,284
Wells Fargo
Lockbox 603397
1525 West WT Harris Blvd
Charlotte, NC 28260
Chief Financial Officer
Tel: 770-683-8271
Fax: 770-683-8277
Email: sales@elitefoam.com
Sinomax USA Inc. Trade Payable $5,722,883
2901 Wilcrest Dr Ste 100
Houston, TX 77042
Chief Financial Officer
Tel: 225-201-1595
Fax: 225-201-1596
Purple Innovation LLC Trade Payable $3,526,562
123 E 200 N
Alpine, UT 84004
Chief Financial Officer
Tel: 801-756-2600
Email: info@purple.com
Mantua Mfg Co. Trade Payable $3,307,918
7900 Northfield Rd
Walton Hills, OH 44146-5525
Chief Financial Officer
Tel: 800-333-8333
Fax: 800-929-8014
Spring Air Company Trade Payable $3,147,231
70 Everett Ave Ste 507
Chelsea, MA 2150
Chief Financial Officer
Tel: 617-884-2300
Email: service@springairso.com
Advanced Comfort Technologies Inc. Trade Payable $1,681,117
DBA Intellibed
3676 W California Ave Ste D-100
Salt Lake, City, UT 84104
Chief Financial Officer
Tel: 801-845-9863
Fax: 801-438-0161
Protect A Bed Jab Distributors LLC Trade Payable $1,019,287
1500 S Wolf Rd
Wheeling, IL 60090
Chief Financial Officer
Tel: 866-297-8836
Fax: 847-998-6919
Infinity Massage Chairs Trade Payable $927,859
72 Stard Rd Unit 2
Seabrook, NH 3874
Chief Financial Officer
Tel: 603-910-5000
Fax: 603-642-9291
Starcom Mediavest Group Trade Payable $845,665
f/b/o Spark Foundry
PO Box 1528
Long Island City, NY 11101-0528
Attn: Arlene Desousa
Tel: 212-468-3789
Fax: 312-220-6530
Email: arlene.desousa@sparkfounddryww.com
Strong Industries Inc. Trade Payable $681,112
PO Box 108
Northhumberland, PA 17857
Chief Financial Officer
Tel: 281-847-9304
Fax: 281-448-9315
Email: info@superdumps.com
CVB Inc. DBA Malouf Trade Payable $625,922
1525 W 2960 S
Logan, UT 84321
Chief Financial Officer
Fax: 800-517-7179
Email: info@maloufsleep.com
Kingsdown Inc. Trade Payable $612,945
126 West Holt St
Mebane, NC 27302-0392
Chief Financial Officer
Tel: 919-563-3531
Fax: 919-563-6730
Classic Brands LLC Trade Payable $549,987
8214 Wellmoor Court
Jessup, MD 20794
Attn: Denise Zippelli
Tel: 877-707-7533
Fax: 888-637-1943
Goodway Group Inc. Trade Payable $538,169
PO Box 926955
Philadelphia, PA 19182-6955
Chief Financial Officer
Tel: 877-274-9881
Fax: 215-881-2239
Email: david@goodwaygroup.com
Metro Tech Service Corp. Trade Payable $472,632
1827 Walden Office Sq Ste 304
Schaumburg, IL 60173
Chief Financial Officer
Tel: 866-339-4512
Fabritech 2000 LLC Trading As Trade Payable $434,639
Fabritec International
11 Stewart Place
Fairfield, NJ 7004
Chief Financial Officer
Tel: 859-781-8200
Fax: 859-781-8280
Email: solutions@fabritec.com
Valassis Direct Mail Inc. Trade Payable $406,167
719975 Victor Parkway
Livonia, MI 48152
Chief Financial Officer
Tel: 860-285-6100
Fax: 860-285-6412
Visionet Systems Inc. Trade Payable $399,632
4 Cedarbrook Dr
Building B
Cranbury, NJ 08512-3641
Chief Financial Officer
Tel: 609-452-0700
Fax: 609-655-8232
Emai: accounts@visionetsystems.com
Visa JPMorgan Trade Payable $391,442
PO Box 31279
Tampa, FL 33631-3279
Chief Financial Officer
Tel: 214-965-3631
Fax: 214-965-2861
Email: gretchen.tumey@jpmorgan.com
Clear Link Technologies LLC Trade Payable $359,805
5202 W Douglas Corrigan Way
Ste 300
Salt Lake City, UT 84116
Chief Financial Officer
Tel: 801-424-0018
Fax: 801-424-0019
Email: accountsreceivable@clearlink.com
Slalom LLC Trade Payable $323,936
DBA Slalom Consulting
821 2nd Ave Ste 1900
Seattle, WA 98104
Chief Financial Officer
Tel: 206-438-5700
Fax: 206-438-5686
Email: sales@elitefoam.com
N.J. Malin & Associates LLC Trade Payable $307,611
15870 Midway Rd
Addison, TX 75001
Attn: Jack Cain
Tel: 972-458-2680
Fax: 972-687-1707
Email: Jack.Cain@malinusa.com
London Luxury LLC Trade Payable $256,647
270 N Ave 3rd FL
New Rochelle, NY 10801
Chief Financial Officer
Tel: 914-636-2100
Email: customerservice@londonlux.com
Nest International Trade Payable $251,832
550 Crescent Blvdd
Gloucester City, NJ 8030
Chief Financial Officer
Tel: 844-650-3721
Microsoft Online Inc. Trade Payable $239,587
PO Box 847543
Dallas, TX 75284-7543
Chief Financial Officer
Email: adbill@microsoft.com
Nika Miller, Et Al. Litigation Undetermined
C/O Blumenthal Nordrehaug
Bhowmik De Blouw LLP
75 Broadway St. #202
San Francisco, CA 94111
Attn: Lead Attorney
Tel: 415-935-3957
Fax: 858-551-1232
MIDWEST FAMILY HOUSING: S&P Hikes Cl. IV Bonds Rating to BB+(sf)
----------------------------------------------------------------
S&P Global Ratings took the following rating actions on Hunt
Companies Inc., Texas' (Navy Midwest Housing privatization project)
2006A military housing revenue bonds, issued for Midwest Family
Housing LLC, Ill.
-- Affirmed its 'A+'(sf) long-term rating and underlying rating
(SPUR) on the project's class I bonds;
-- Raised the rating to 'A'(sf) from 'BBB'(sf) on its long-term
rating and SPUR on the project's class II bonds;
-- Raised the rating to 'BBB'(sf) from 'B+'(sf) long-term rating
and SPUR on the project's class III bonds; and
-- Raised the rating to 'BB+'(sf) from 'B'(sf) long-term rating
and SPUR on the project's class IV bonds.
S&P revised the outlook on the class I bond to stable from
negative. The outlook on the class II, III, and IV bonds is stable.
The stable outlook on the class I, II, III, and IV bond ratings
reflects S&P's view of the project's improving financial
performance. "The upgrades are a result of the project's increased
DSC in 2016 and 2017, and our forecast for further improvements in
rental income due to increases in the BAH for 2018," said S&P
Global Ratings credit analyst Raymond Kim.
MIDWEST PORTABLE: $250K Sale of Equipment, Goods & Inventory Okayed
-------------------------------------------------------------------
Judge Basil H. Lorch, III of the U.S. Bankruptcy Court for the
Southern District of Indiana authorized Midwest Portable Machine,
Inc.'s sale of equipment, goods and inventory for the total sum of
$250,000.
The sale is free and clear of all liens and encumbrances, with all
such liens and encumbrances will attach to the proceeds of the
sale.
All net proceeds will be held by the Debtor for further
distribution pursuant to further order of the Court.
About Midwest Portable Machine
Midwest Portable Machine, Inc., is an Indiana Corporation organized
under the laws of the State of Indiana and conducting business
within the State of Indiana at its plant in Booneville, Indiana.
The Debtor's business relates to repairing heavy equipment and
machinery primarily for the coal industry.
Midwest Portable Machine filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Ind. Case No. 17-70587) on June 13, 2017. John Andrew
Goodridge, Esq., who has an office in Evansville, Indiana, serves
as the Debtor's bankruptcy counsel.
No committee of unsecured creditors has been appointed.
MONSTER CONCRETE: Unsecureds to Receive 50% Under Latest Plan
-------------------------------------------------------------
Monster Concrete and Excavation Inc. submits its second amended
disclosure statement dated in connection with its chapter 11 plan
of reorganization dated Sept. 28, 2018.
The treatment of general unsecured claimants has been modified in
this latest filing. Holders of general unsecured claims without
priority which are Allowed Claims as determined on or before the
Effective Date of the Plan will be paid on a pro rata distribution.
Payment to the creditors in this class will be made from the
Debtors future net income. Debtor believes that creditors in this
class will receive a distribution equal to no less than 50% of
their Allowed Claim instead of the 25% provided in the previous
plan. Allowed Claims in this class will receive monthly payments
starting on the Effective Date of the Plan over a period of 60
consecutive months.
A full-text copy of the Second Amended Disclosure Statement is
available for free at:
http://bankrupt.com/misc/alnb18-80279-11-136.pdf
About Monster Concrete
Based in Huntsville, Alabama, Monster Concrete and Excavation,
Inc., and Monster Concrete, LLC, are involved in the concrete
business and are owned by Steve Williams.
Monster Concrete and Excavation, Inc., and Monster Concrete, LLC,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Ala. Case No. 18-80279 and 18-80280) on Feb. 1, 2018. Judge
Clifton R. Jessup, Jr., presides over the cases. Heard, Ary &
Dauro, LLC, is the Debtors' legal counsel.
The Court has not appointed a trustee or examiner nor has any
official committee been established in the bankruptcy case.
MR. STEVEN: Case Summary & Unsecured Creditor
---------------------------------------------
Debtor: Mr. Steven, L.L.C.
107 Hwy 90 West
New Iberia, LA 70560
Business Description: Mr. Steven, L.L.C. is a privately held
company in New Iberia, Louisiana engaged
in the business of offshore marine vessel
leasing.
Chapter 11 Petition Date: October 3, 2018
Court: United States Bankruptcy Court
Western District of Louisiana (Lafayette)
Case No.: 18-51277
Judge: Hon. John W. Kolwe
Debtor's Counsel: Robin B. Cheatham, Esq.
ADAMS AND REESE LLP
701 Poydras Street,Suite 4500
New Orleans, LA 70139
Tel: (504) 581-3234
Email: cheathamrb@arlaw.com
robin.cheatham@arlaw.com
Total Assets: $5,152,864
Total Liabilities: $23,651,405
The petition was signed by Mr. Steven J. Miguez, manager.
The Company lists Iberia Marine Service, LLC as its sole unsecured
creditor holding a claim of $223,187.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/lawb18-51277.pdf
MUSCLEPHARM CORP: Plante Moran Replaced EKS&H LLLP as Auditors
--------------------------------------------------------------
EKS&H LLLP, the independent registered public accounting firm for
MusclePharm Corporation, combined with Plante & Moran PLLC. As a
result of this transaction, on Oct. 1, 2018, EKS&H resigned as the
independent registered public accounting firm for the Company.
Concurrent with that resignation, the Company's audit committee
approved the engagement of Plante Moran as the new independent
registered public accounting firm for the Company.
The audit reports of EKS&H on the Company's financial statements
for the years ended Dec. 31, 2017 and 2016 did not contain an
adverse opinion or a disclaimer of opinion, and were not qualified
or modified as to uncertainty, audit scope or accounting
principles.
During the two most recent fiscal years ended Dec. 31, 2017 and
2016 and through the subsequent interim period preceding EKS&H's
resignation, there were no disagreements between the Company and
EKS&H on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedures,
which disagreements, if not resolved to the satisfaction of EKS&H
would have caused them to make reference thereto in their reports
on the Company's financial statements for those years.
During the two most recent fiscal years ended Dec. 31, 2017 and
2016 and through the subsequent interim period preceding EKS&H's
resignation, there were no reportable events within the meaning set
forth in Item 304(a)(1)(v) of Regulation S-K.
During the two most recent fiscal years ended Dec. 31, 2017 and
2016 and through the subsequent interim period preceding Plante
Moran's engagement, the Company did not consult with Plante Moran
on either (1) the application of accounting principles to a
specified transaction, either completed or proposed; or the type of
audit opinion that may be rendered on the Company's financial
statements, and Plante Moran did not provide either a written
report or oral advise to the Company that Plante Moran concluded
was an important factor considered by the Company in reaching a
decision as to the accounting, auditing or financial reporting
issue; or (2) any matter that was either the subject of a
disagreement, as defined in Item 304(a)(1)(iv) of Regulation S-K,
or a reportable event, as defined in Item 304(a)(1)(v) of
Regulation S-K.
About MusclePharm
Headquartered in Denver, Colorado, MusclePharm Corporation
(OTCQB:MSLP) -- http://www.muslepharm.com/-- develops,
manufactures, markets and distributes branded nutritional
supplements. Its portfolio of recognized brands includes
MusclePharm Sport Series, Essential Series and FitMiss, as well as
Natural Series, which was launched in 2017. These products are
available in more than 100 countries worldwide. MusclePharm is an
innovator in the sports nutrition industry with clinically proven
supplements that are developed through a six-stage research process
utilizing the expertise of leading nutritional scientists,
physicians and universities.
MusclePharm incurred a net loss of $10.97 million in 2017 compared
to a net loss of $3.47 million in 2016. As of June 30, 2018, the
Company had $30.39 million in total assets, $46.01 million in total
liabilities and a total stockholders' deficit of $15.61 million.
NEOVASC INC: Reports Follow-up Data from 1st U.S. Reducer Implant
-----------------------------------------------------------------
Neovasc Inc. announced positive 12-week follow-up data from the
first U.S. patient implanted with a Neovasc Reducer, a CE-Marked
medical device for the treatment of refractory angina. The
Compassionate Use case was conducted in June 2018.
The treating physicians have reported that prior to the patient's
procedure in June, he told his doctors he could walk about two
blocks before experiencing angina, which he rated a 7-8 out of 10
on a pain scale. He also used nitroglycerin two to three times per
week to alleviate symptoms. At an Aug. 12, 2018 follow-up
appointment 12 weeks after the procedure, he reported walking
several miles without any symptoms and taking nitroglycerin one or
two times per month. He said he was rarely experiencing chest
discomfort, and any chest pain was rated at a 3-4 out of 10.
"The positive 12-week follow-up report provided on our first U.S.
patient implanted with a Reducer under compassionate use is in line
with the results from our clinical studies and the general European
experience, as expressed in other medical publications. We are
pleased that this patient was able to benefit from the Reducer
therapy and is able to resume a more active and more normal life,
with much less pain and discomfort," commented Fred Colen,
Neovasc's president and chief executive officer.
Refractory angina, resulting in continued symptoms despite maximal
medical therapy and without revascularization options, is estimated
to affect 600,000 to 1.8 million Americans, with 50,000 to 100,000
new cases per year.
About Neovasc Inc.
Based in Richmond, British Columbia, Neovasc Inc. --
http://www.neovasc.com/-- is a specialty medical device company
that develops, manufactures and markets products for the rapidly
growing cardiovascular marketplace. Its products include the
Neovasc Reducer, for the treatment of refractory angina, which is
not currently available in the United States and has been available
in Europe since 2015, and the Tiara, for the transcatheter
treatment of mitral valve disease, which is currently under
clinical investigation in the United States, Canada and Europe.
Neovasc reported a net loss of US$22.91 million on US$5.38 million
of revenue for the year ended Dec. 31, 2017, compared to a net loss
of US$86.49 million on US$9.51 million of revenue for the year
ended Dec. 31, 2016. As of June 30, 2018, Neovasc had US$23.88
million in total assets, US$28.04 million in total liabilities and
a total deficit of US$4.15 million.
Grant Thornton issued a "going concern" opinion in its report on
the consolidated financial statements for the year ended Dec. 31,
2017, stating that the Company incurred a consolidated net loss of
US$24.86 million during the year ended Dec. 31, 2017, and, as of
that date, the Company's consolidated current liabilities exceeded
its current assets by US$6.06 million. The auditors said these
conditions, along with other matters, indicate the existence of a
material uncertainty that casts substantial doubt about the
Company's ability to continue as a going concern.
NEW CITY AUTO: Hires Jordan & Zito LLC as Counsel
-------------------------------------------------
New City Auto Group, LLC, seeks authority from the U.S. Bankruptcy
Court for the Northern District of Indiana to employ Gregory J.
Jordan and Mark R. Zito of the law firm of Jordan & Zito LLC as its
counsel.
Services required of JZ are:
a. provide advice to the Debtor regarding its rights, duties,
and powers as a debtor and debtor in possession in the continued
management and operation of its business;
b. attend meetings and negotiating with representatives of
creditors and other parties in interest;
c. take all necessary actions to protect and preserve the
Debtor's bankruptcy estate, including the prosecution of certain
actions on its behalf, the defense of certain actions commenced
against him, and the representation of its interests in
negotiations concerning litigation in which the Debtor is involved
except as delineated, including, but not limited to, objections to
claims against its bankruptcy estate;
d. prepare and submit on behalf of the Debtor’s bankruptcy
estate, among other things, various applications, motions, answers,
pleadings, orders, notices, schedules and other legal papers to be
prepared and submitted in this case, and to assist in the
preparation of and review of financial and other reports to be
filed;
e. take all actions necessary on the Debtor’s behalf in
connection with the formulation, negotiation, drafting and
promulgation of a disclosure statement and plan of reorganization
and related documents;
f. appear before this Court, any appellate court and the
otherwise protect the interests of the Debtor’s bankruptcy estate
before such court;
g. appear at statutory meetings of creditors and with the
United States Trustee to represent the interests of the Debtor's
bankruptcy estate;
h. consult with the Debtor and special counsel to be engaged
regarding tax matters;
i. investigate the nature and validity of any liens asserted
against the Debtor's assets and advise its estate concerning the
enforceability of any such liens;
j. investigate and provide advice to the Debtor’s bankruptcy
estate concerning the taking of such actions as may be necessary to
collect and, in accordance with the applicable law, recover
property for the benefit of the estate; and
k. represent the Debtor and perform all other legal services
for the Debtor's bankruptcy estate that may be necessary, in
connection with this case except as delineated.
JZ's hourly rates are:
Gregory J. Jordan Manager $450.00
Mark R. Zito Manager $375.00
JZ is a "disinterested person" within the meaning of Bankruptcy
Code Sec. 101(14).
The counsel can be reached through:
Gregory J. Jordan, Esq.
Mark R. Zito, Esq.
Jordan & Zito LLC
55 West Monroe St., Suite 3600
Chicago IL 60603
Phone: (312) 854-7181
Email: gjordan@jz-llc.com
mzito@jz-llc.com
About New City Auto Group
New City Auto Group, LLC, based in Schererville, IN, filed a
Chapter 11 petition (Bankr. N.D. Ind. Case No. 18-21890) on July
16, 2018. In the petition signed by CEO Michael Helmstetter, the
Debtor estimated $1 million to $10 million in assets and
liabilities. The Hon. James R. Ahler presides over the case.
Gordon E. Gouveia II, Esq., at Fox Rothschild LLP, serves as
bankruptcy counsel.
NEW CITY AUTO: Hires Mallor Grodner LLP as Special Counsel
----------------------------------------------------------
New City Auto Group, LLC, seeks authority from the U.S. Bankruptcy
Court for the Northern District of Indiana to employ Mallor
Grodner, LLP as special counsel.
Services Mallor Grodner will render are:
a) negotiate and implement a resolution to the dispute with
NNA that precipitated the filing of this Debtor’s Bankruptcy
Petition;
b) if applicable, market, negotiate and effectuate a sale of
the Debtor's operations and assets to a third-party subject to the
approval of NNA and the Court;
c) otherwise assist with various aspects of the Debtor's
business operations including compliance with the numerous federal,
state and local laws and regulation related to the operation of a
motor vehicle dealership;
d) negotiate and implement a floor plan financing options
and/or facility arrangements for the Debtor; and,
e) represent the Debtor in pursuit of federal, state, civil,
and/or administrative remedies / actions available to Debtor for
the enforcement of its rights as a licensed motor vehicle dealer in
the State of Indiana and/or to recover damages caused by
third-parties to Debtor.
Mallor Grodner expects to hold a retainer in the amount of
$30,000.00.
Michael P. Shanahan, Esq., attorney in Mallor Grodner LLP, attests
that MG is a "disinterested person" as that term is defined in 11
U.S.C. Sec. 101(14).
The counsel can be reached through:
Michael P. Shanahan, Esq.
MALLOR GRODNER LLP
101 West Ohio Street, Suite 1600
Indianapolis, IN 46204
Phone: 317-453-2000
Fax: 317-631-1314
About New City Auto Group
New City Auto Group, LLC, based in Schererville, IN, filed a
Chapter 11 petition (Bankr. N.D. Ind. Case No. 18-21890) on July
16, 2018. In the petition signed by CEO Michael Helmstetter, the
Debtor estimated $1 million to $10 million in assets and
liabilities. The Hon. James R. Ahler presides over the case.
Gordon E. Gouveia II, Esq., at Fox Rothschild LLP, serves as
bankruptcy counsel.
NORTHERN INYO HOSP.: S&P Lowers Rating on GO Bonds to 'BB-'
-----------------------------------------------------------
S&P Global Ratings has lowered its underlying rating (SPUR) four
notches to 'BB-' from 'BBB' on Northern Inyo County Local Hospital
District (NIHD), Calif.'s previously issued general obligation (GO)
bonds. At the same time, S&P Global Ratings lowered its rating to
'BB-' from 'BB' on NIHD's series 2010 and series 2013 revenue
bonds. The outlook is negative.
The lower rating on the GO bonds reflects NIHD's weakened credit
quality and the application of S&P's "U.S. and Canadian
Not-for-Profit Acute Health Care Organization" criteria, published
March 19, 2018 on RatingsDirect. The previous rating was based on
the application of our "Tax-Secured Hospital Debt" criteria, which
these criteria superseded.
"The lower rating on the 2010 and 2013 bonds and negative outlook
reflect NIHD's continued operating losses in fiscal 2017 and
through the 12 months ended June 30, 2018, which we expect to
continue and have contributed to the district's very thin maximum
annual debt service coverage," said S&P Global Ratings credit
analyst Chloe Pickett.
The district operates a 25-bed critical access hospital in Bishop,
which is approximately 300 miles north of Los Angeles and 160 miles
south of Reno.
S&P said, "The negative outlook reflects our anticipation that the
hospital will continue to generate negative operating margins.
Furthermore, we do not expect already vulnerable balance-sheet and
coverage metrics to improve, as management projects no growth in
unrestricted reserves and worsening financial performance over the
outlook period.
"We could lower the rating during the one-year outlook period if
the hospital is unable to meet budgeted expectations and stabilize
the management team. We would also lower the rating if NIHD
increases its already heavy debt load or depletes unrestricted
reserves.
"We consider a higher rating unlikely during the outlook period.
However, we could revise the outlook to stable if the district
shows material financial improvement including break-even
operations. We would also view positively growth in unrestricted
reserves and a further reduction in the district's leverage and
pension liability."
PENINSULA PACIFIC: S&P Gives B Issuer Credit Rating, Outlook Stable
-------------------------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to
Peninsula Pacific Entertainment LLC (P2E). P2E is a new entity that
is being formed to own and operate the Colonial Downs Racetrack in
New Kent, Va. as well as four SWFs elsewhere in Virginia. The
outlook is stable.
S&P said, "At the same time, we assigned our 'B' issue-level rating
and '3' recovery rating to P2E's proposed senior secured credit
facility, consisting of a $220 million first-lien term loan due
2024 and a $25 million first-lien delayed-draw term loan due 2024.
The '3' recovery rating indicates our expectation for meaningful
recovery (50%-70%; rounded estimate: 55%) for lenders in the event
of a payment default. We also expect P2E to enter into a separate
credit agreement for a $20 million priority revolving credit
facility, which will be unrated."
P2E plans to use the proceeds from the proposed transaction to fund
site acquisition and build-out costs for its planned gaming
facilities; buyout its existing equity partners; establish a funded
interest reserve to fund debt service during the initial six-month
construction period and for three months following the opening of
its first three facilities; fund pre-opening operating costs and
cage cash; fund transaction fees and expenses; and repay minimal
amounts of existing debt.
S&P's 'B' issuer credit rating on P2E reflects the risks associated
with developing and ramping-up new gaming operations, including
uncertainty over the breadth and depth of the target gaming market,
the need to build a customer database from scratch, some
construction risk, future economic uncertainty, the need to match
the company's variable expenses to its revenue, and the need to
service relatively high-interest development loans, among others.
That said, P2E will open its gaming facilities in a protected
jurisdiction with minimal nearby gaming competition. Therefore, P2E
should be able to ramp-up its operations fairly quickly when
compared with most rated new gaming projects. P2E's facilities will
benefit from a lack of nearby competitors that could otherwise
engage in defensive spending to preserve their existing customers,
depressing visitation to P2E's properties and forcing the company
to spend heavily on marketing. The company's experienced management
team and operating model based on simple product offerings--HHR
machines with some limited food and beverage options--should limit
the risk of expense overruns early on. Additionally, P2E's plan to
renovate existing buildings will shorten the construction timeline
for each property and reduce the amount of money the company must
borrow at the outset, lowering its future fixed charges.
S&P said, "The stable outlook on P2E reflects our expectation that
it will successfully manage its redevelopment of Colonial Downs and
the four planned SWFs and open the facilities on time and within
budget. Once open, we expect these properties to meet our win per
unit per day forecasts and generate sufficient levels of cash flow
for the company to meet its capital needs and reduce its leverage
below 4.5x by the end of year 2.
"We could lower our rating on P2E if construction delays or
unforeseen cost overruns pressure its liquidity before the first
properties open. We could also lower the rating if initial
operating results are materially weaker than expected such that we
do not expect P2E's adjusted debt-to-EBITDA to remain below 6.5x
once all of the properties are open.
"We are unlikely to consider an upgrade until we can observe P2E's
operating performance and all of its planned facilities are open.
We would consider a one-notch upgrade if we come to believe that
the company will sustain adjusted debt-to-EBITDA of less than 5x
and EBITDA interest coverage of more than 2x. Before raising the
rating, we would also need to be confident that P2E would have
sufficient cushion within our leverage measures to manage future
capital spending, earn-out payments to former owners, and potential
economic volatility while maintaining debt-to-EBITDA of below 5x."
PLAYHUT INC: $1.2M Sale of All Assets to Basic Fun Approved
-----------------------------------------------------------
Judge Julia W. Brand of the U.S. Bankruptcy Court for Central
District of California authorized Playhut, Inc.'s sale of
substantially all assets to Basic Fun, Inc. for $1.15 million.
The Sale Hearing was held on Sept. 28, 2018 at 10:00 a.m.
The sale is free and clear of all Encumbrances.
Notwithstanding anything in the Order to the contrary, and in
resolution of the objection lodged by EBF Partners, LLC, the Debtor
is not authorized to sell its Accounts, EBF reserves all rights
regarding any of the Debtor's Accounts, and the Debtor and its
estate reserve all rights to challenge the validity, priority, and
extent of any of EBF's asserted rights regarding any of Debtor's
Accounts.
The Purchase Agreement, other ancillary documents, and all of the
terms and conditions thereof, are approved.
The Purchase Agreement and the backup bids submitted by Back-Up
Bidders, Lloyd Imports and Explore Scientific, LLC, from the time
the bids are submitted until two business days after the sale has
closed. The sale to the Purchaser, or if applicable, the Back-Up
Bidders, is authorized and approved pursuant to the terms and
conditions as set forth in the Purchase Agreement or any applicable
purchase agreement submitted by the Back-Up Bidders, if applicable.
If the Purchaser fails to close the sale by Oct. 2, 2018 (or such
date as may be extended by the Debtor, in consultation with the
Consultation Parties, the Back-Up Bids) will be deemed to be the
Successful Bid, the Backup Bidders will be deemed to be the
successful bidders, and Playhut will be authorized, but not
directed, to close the Sale to the Back-Up Bidders subject to the
terms of their Back-Up Bid without the need for further order of
the Court and without the need for further notice to any interested
parties, as soon as practicable, by not later than Oct. 3, 2018 (or
such date as may be extended by the Debtor, in consultation with
the Consultation Parties).
All Deposits will be returned to each bidder not selected by
Playhut as the Successful Bidder or the Back-Up Bidders no later
than three business days following the conclusion of the Sale
Hearing.
Notwithstanding the provisions of Bankruptcy Rule 6004(h) and
Bankruptcy Rule 6006(d), and pursuant to Bankruptcy Rules 7062 and
9014, te Sale Order will not be stayed for 14 days after the entity
hereof, but will be effective and enforceable immediately upon
issuance thereof. Time is of the essence in closing the
transactions referenced, and the Debtor and the Buyer intend to
close the Sale as soon as practicable.
All time periods set forth in the Sale Order will be calculated in
accordance with Bankruptcy Rule 9006(a).
A copy of the Purchase Agreement attached to the Order is available
for free at:
http://bankrupt.com/misc/PLAYHUT_INC_212_Order.pdf
About Playhut, Inc.
Playhut, Inc. -- https://www.playhut.com/ -- is a toy producer
based in City of Industry, California, offering innovative toys
such as indoor and outdoor play structures, baby structures, dolls,
and plushes. Founded in 1992, Playhut's products are sold North
and South Americas, Europe, Asia, and Australia. The company also
partners with major retailers such as Walmart, Target, Kmart, Toys
'R' US, Costco, Amazon, QVC, JC Penney and licensed brands such as
Disney, Marvel, Nickelodeon, HiT, Lucasfilms.
Playhut, Inc., filed a Chapter 11 petition (Bankr. C.D. Cal. Case
No. 18-15972) on May 24, 2018. In the petition signed by Zu Zheng,
president, the Debtor estimates $1 million to $10 million in assets
and $10 million to $50 million in liabilities. The case is
assigned to Judge Julia W. Brand.
Robert P. Goe, and Stephen Reider, at Goe & Forsythe, LLP, serve as
general bankruptcy counsel to the Debtor; and Armory Consulting
Co., as its financial advisor. The Court appointed James Wong as
Playhut's CRO effective as of July 11, 2018.
Peter C. Anderson, the U.S. Trustee for the Central District of
California, on June 28, 2018, appointed an official committee of
unsecured creditors. The committee members are: (1) East West
Associates, Inc.; (2) Changzhou Kangyuan Plastic Co. Ltd; and (3)
Yancheng Changhua Outdoor Products Co., Ltd. The Committee
retained Fox Rothschild LLP as counsel.
RALSTON, NEB: S&P Affirms BB Rating on 2011/2012 GO Arena Bonds
---------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' underlying rating (SPUR) on
Ralston, Neb.'s series 2011A, 2011B, 2012A, and 2012B general
obligation (GO) arena bonds. The outlook is stable.
"We view the city's ongoing structural imbalance as likely to
persist and believe it reflects a very weak financial position
stemming from its underperforming arena," said S&P Global Ratings
credit analyst Blake Yocom.
The city requires cash-flow borrowing to cover arena expenditures
and without it, its short-term financial and liquidity position
would be worse. The city's liquidity is very weak, coupled with
what we view as weak management conditions. Furthermore, Ralston is
over-leveraged, reflected in a high overall debt burden as a
percentage of market value. The city's high debt burden will likely
continue to pressure its finances and taxing flexibility. The city
has continued to divert revenues from general operations to
arena-related deficits and debt service, reducing operating
flexibility, in our view. Deferred maintenance is likely and
continuation of services at current levels is in question—all due
to the decision to construct an arena that has failed to meet
projections and cover debt service by its own operations.
"Should the budgetary stress caused by the arena and the city's
impaired overall liquidity position lead to reduced market access
to restructure the notes due Dec. 1, 2018, the rating would likely
be lowered," said Mr. Yocom.
The city's full faith and credit unlimited ad valorem tax GO pledge
secures the outstanding bonds. Ralston used 2011 and 2012 bond
proceeds to construct an ice arena for recreational ice sports,
spectator hockey games, collegiate basketball, and other public
indoor sporting events and performances.
The city, with an estimated population of 6,254, is in Douglas
County.
"The stable outlook reflects our view that the rating will not
change within the next year," added Mr. Yocom. We expect marginal
improvement in the city's finances, including its general and arena
enterprise funds.
RENFRO CORP: S&P Alters Outlook to Negative & Affirms 'B' ICR
-------------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on
U.S.-based Renfro Corp. and revised the outlook to negative from
stable.
S&P said, "At the same time, we affirmed our 'B' issue-level rating
on the company's $220 million first-lien term loan maturing in
2021. The recovery rating remains '4', reflecting our expectation
of average (30%-50%, rounded estimate 35%) recovery in the event of
a payment default.
"The outlook revision to negative reflects Renfro's
weaker-than-expected performance during the first half of fiscal
2019 (fiscal year that will end in Jan. 2019) and our view that
ongoing weakness in the retail industry and customers shifting
their shopping preferences to online channels could hinder the
company's efforts to reduce leverage below 7x and strengthen
covenant cushion over the next 12 months."
The negative outlook reflects the company's deteriorated credit
metrics and the risk of a downgrade over the next 12 months if the
company fails to meet its operating plan and is unable to reduce
leverage below 7x or if its covenant cushion remains in the
low-single-digit percentage. Any performance shortfall from the
current levels could result in a downgrade.
S&P said, "We could revise the outlook to stable if the company
increases sales (particularly with its core U.S. retail customer
base) and expands margins through a combination of cost reductions
and higher margin product mix, resulting in leverage sustained
below 7x. A stable outlook would also be predicated on sustaining a
cushion near 10% on its leverage covenant, which is scheduled to
step down to 3.75x at the end of April 30, 2019, from the current
4.0x."
RESURRECTION LIFE: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Resurrection Life Ministry, Inc. as of Oct.
3, according to a court docket.
About Resurrection Life Ministries
Based in Memphis, Tennessee, Resurrection Life Ministries, Inc.,
d/b/a Grace Christian Fellowship Church, Inc., is an
interdenominational, Christ-centered ministry that seeks to apply
New Testament principles to every area of peoples' lives. The
petition was signed by Leo Holt, pastor. The Church filed for
chapter 11 protection on (Bankr. W.D. Tenn. Case No. 18-27490) on
Sept. 7, 2018, listing its total assets at $640,000 and total
liabilities at $4,120,718. The Debtor tapped John E. Dunlap as its
attorney.
REVOLUTION NEUROMONITORING: Case Summary & 20 Unsecured Creditors
-----------------------------------------------------------------
Two affiliated companies that have filed voluntary petitions
seeking relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Revolution Monitoring Management, LLC 18-42272
6437 Southport Drive
Dallas, TX 75248
Revolution Neuromonitoring, LLC 18-42273
6437 Southport Drive
Dallas, TX 75248
Business Description: Revolution Monitoring Management and
Revolution Neuromonitoring are providers
of healcare services in Dallas, Texas.
The Debtors are affiliates of Debtor
Revolution Monitoring, LLC (Bankr.
E.D. Tex. Case No. 18-42152).
Chapter 11 Petition Date: October 5, 2018
Court: United States Bankruptcy Court
Eastern District of Texas (Sherman)
Judge: Hon. Brenda T. Rhoades
Debtors' Counsel: Eric A. Liepins, Esq.
ERIC A. LIEPINS
12770 Coit Road, Suite 100
Dallas, TX 75251
Tel: (972) 991-5591
Email: eric@ealpc.com
Each Debtor's Assets: $100 million to $500 million
Each Debtor's Debt: $1 million to $10 million
The petitions were signed by Jeremiah Titus Vance, president.
Full-text copies of the petitions are available for free at:
http://bankrupt.com/misc/txeb18-44272.pdf
http://bankrupt.com/misc/txeb18-44273.pdf
A. List of Revolution Monitoring Management's 20 Largest Unsecured
Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Argos $80,500
c/o Douglas Bynum
Darrell W. Cook &
Associates
Chase Ink Card $60,452
Integrity Billing Holdings $295,032
Integrity Medical Management $144,880
Jason Fanselau $78,031
JTVanceCNIM $377,633
6437 Southpoint Dr
Dallas, TX 75249
Julia Griffin $700,000
5606 Goodwin Ave
Dallas, TX 75206
MBCIOM - Current Diagnostic $27,860
Mitchell Thomas Mitchel $18,300
Munck Wilson $82,745
Mandala Marcie
Myles $8,098
PO Box 551
Colleybille, Tx 76034
O'Neil Wysocki $26,071
Richard Pantera $46,750
RTNA $68,705
c/o Debbie Crafton
Schwabe Fred Smith $229,129
Texas Legal Escrow $1,000,000
c/o Bill Camp
8445 Freeport
Parkway, Suite 150
Irving, TX 75063
USMON $10,178
West 320 South R L $29,000
Thornton Freeway, Ste 300
Dallas, Tx 75203
Joel Wolinsky $28,000
World Global $202,705
Cap/Cardinal
Funding MCA
B. List of Revolution Neuromonitoring's 20 Largest Unsecured
Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Argos $80,500
c/o Douglas Bynum
Darrell W. Cook & Associates
Chase Ink Card $60,452
Integrity Billing Holdings $295,032
Integrity Medical Management $144,880
Jason Fanselau $78,031
JTVanceCNIM $377,633
6437 Southpoint Dr
Dallas, Tx 75249
Julia Griffin $700,000
5606 Goodwin Ave
Dallas, TX 75206
MBCIOM - Current Diagnostic $27,860
Mitchell Thomas Mitchel $18,300
Munck Wilson Mandala Marcie $82,745
Myles $8,098
PO Box 551
Colleybille, Tx 76034
O'Neil Wysocki $26,071
Richard Pantera $46,750
RTNA $68,705
c/o Debbie Crafton
Schwabe Fred Smith $229,129
Texas Legal Escrow $1,000,000
c/o Bill Camp
8445 Freeport
Parkway, Suite 150
Irving, TX 75063
USMON $10,178
West $29,000
320 South R L
Thornton Freeway, Ste 300
Dallas, Tx 75203
Joel Wolinsky $28,000
World Global $202,705
Cap/Cardinal
Funding MCA
RH BBQ: Trustee's $585K Sale of Rowland Heights Business Approved
-----------------------------------------------------------------
Judge Sheri Bluebond of the U.S. Bankruptcy Court for the Central
District of California authorized the bidding procedures of Timothy
Yoo, the Chapter 11 trustee for RH BBQ, Inc., in connection with
the sale of their rights in and to the business being operated as
"Red Castle 3," located at 18311 E. Colima Rd. Suite A, Rowland
Heights, California, including the Estate's liquor license, all
inventory, machinery, equipment, fixtures, furniture and other
personal property situated at the Business to Kool Corner, Inc. for
$580,000.
A hearing on the Motion was held on Oct. 3, 2018 at 10:00 a.m.
The sale is free and clear of all claims, liens and interests,
including, without limitation, the claims, liens and interests of
Hana Small Business Lending, Inc., Bank of Hope (as successor to
BBCN Bank), Quentin Meats, and Timberland Bank, and the claims,
liens and interest of these creditors will attach to the proceeds
of the sale to the same extent, scope and priority as the
pre-petition liens or interests.
The Lease between the Debtor and the Landlord, JTNA Enterprises,
LLC, is assumed pursuant to Section 365(a) of the Bankruptcy Code
effective upon the entry of the Order.
All of the provisions of Section 365(b) of the Bankruptcy Code have
been satisfied, and the Cure Amount payable under the Lease will be
zero.
The Lease between the Debtor and the Landlord is assigned to the
Buyer effective as of the closing of the sale of the Property to
the Buyer.
The 14-day stay periods set forth in Rules 6004(h) and of the
Federal Rules of Bankruptcy Procedure are waived.
Upon closing, all net sale proceeds will be released by the escrow
company to the Trustee, and the Trustee is authorized, but not
obligated, to pay the undisputed portion of the secured claim of
Hana Small Business Lending, Inc. from the net sale proceeds. No
other disbursements of the net sale proceeds will be made without
further order of the Court.
A copy of the Bidding Procedures attached to the Order is available
for free at:
http://bankrupt.com/misc/RH_BBQ_157_Sales.pdf
About RH BBQ Inc.
RH BBQ, Inc., doing business as Red Castle 3, is a privately-held
company in Rowland Heights, California, that operates a Korean
barbecue restaurant.
RH BBQ, Inc., based in Rowland Heights, CA, filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 18-11469) on Feb. 9, 2018. In
the petition signed by Young Keun Park, president, the Debtor
estimated $1 million to $10 million in both assets and
liabilities.
Judge Sandra R. Klein presides over the case.
Jaenam Coe, Esq., at the Law Office of Jaenam Coe PC, serves as
bankruptcy counsel.
Timothy J. Yoo was appointed Chapter 11 trustee for the Debtor.
The Trustee hired Levene, Neale, Bender, Yoo & Brill LLP as his
legal counsel.
RM HOLDCO: Hires Grant Thornton LLP as Tax Advisor
--------------------------------------------------
RM Holdco LLC, and its debtor-affiliates seek authority from the
U.S. Bankruptcy Court for the District of Delaware to employ Grant
Thornton LLP to provide tax compliance and advisory services.
Grant Thornton has agreed to provide tax compliance (including tax
return preparation) services and tax advisory services to the
Debtors. These services include preparation of federal and state
corporate income tax returns for RM Holdco and its debtor
subsidiaries, for the taxable year ended Dec. 31, 2017.
Neil Hewko, Managing Director of the firm of Grant Thornton LLP,
Grant Thornton is a "disinterested person," as that term is defined
in section 101(14) of the Bankruptcy Code.
Grant Thornton received $28,500 of the $38,000 fee for Tax
Compliance Services (along with certain other related fees and
expenses) prepetition, and has agreed to waive its claim for the
remaining $9,500. Grant Thornton has also agreed to provide up to
$10,000 in fees of Tax Consulting Services at a discounted hourly
rate.
Grant Thornton's hourly rates are:
Discounted Rates
----------------
Partner/Principal $970 $680
Senior Manager/Director $830 $580
Manager $725 $505
Senior Associate $585 $410
Associate $355 $250
Grant Thornton can be reached through:
Grant Thornton LLP
4695 MacArthur Court, Suite 1600
Newport Beach, CA 92660
Tel: +1 949 553 1600
Fax: +1 949 553 0168
E-mail: neil.hewko@us.gt.com
About RM Holdco LLC
RM Holdco, LLC and its subsidiaries --
http://www.realmexrestaurants.com/-- operate the Chevys Fresh Mex,
El Torito, and other full-service Mexican restaurant brands. As of
August 2018, RM (a) operated 69 restaurants, of which 61 are
located in California and the remainder in six other states and (b)
franchised 11 restaurants in seven other states. The Company owns
and operates restaurants in California, Florida, Maryland, New
York, Oregon, Virginia, and Washington. The Company franchises
restaurants in Florida, Illinois, Maryland, Minnesota, Missouri,
New Jersey, and South Dakota. RM has approximately 4,600 full-time
and part-time employees.
RM is majority-owned by affiliated entities of Tennenbaum Capital
Partners and Z Capital Group. In March 2012, RM purchased out of
bankruptcy substantially all of the assets of certain corporate
entities then operating the Real Mex family of restaurants.
RM Holdco, LLC, and its subsidiaries sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 18-11795) on Aug. 5, 2018. RM Holdco
estimated assets in the range of $50 million to $100 million and
100 million to $500 million in debt.
The Debtors tapped Sidley Austin LLP and Young Conaway Stargatt &
Taylor, LLP as legal counsel; Alvarez & Marsal North America, LLC
as restructuring advisor; and Piper Jaffrey & Co. as investment
banker. Kurtzman Carson Consultants LLC is the claims and noticing
agent.
SAM MCFADIN: U.S. Trustee Forms 3-Member Committee
--------------------------------------------------
The Office of the U.S. Trustee on Oct. 3 appointed three creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of Sam McFadin.
The committee members are:
(1) Omega Capital Fund I, LP
c/o Sam Ory, Esq.
Frederic Dorwart Lawyers, PLLC
124 East Fourth Street
Tulsa, OK 74103
Tel: 918-583-9922
Email: sory@fdlaw.com
(2) First Community Bank
c/o Laura Brissey, Esq.
1325 Harrison Street
Batesville, AR 72051
Tel: 870-612-3400
Email: Lbrissey@firstcommunity.net
(3) Frederick S. Wetzel, III
Chapter 7 Trustee for
M&M Environmental Group, LLC
c/o Frederick S. Wetzel, III, Esq.
Wetzel and Moore, P.A.
200 N. State Street, Suite 200
Little Rock, AR 72201
Tel: 501-663-0535
Email: fswetzel@wetzelandmoore.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 Sam McFadin
Sam McFadin sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Ark. Case No. 18-14980) on September 14, 2018.
The Debtor tapped Kevin P. Keech, Esq., at Keech Law Firm, PA as
its legal counsel.
SARAH ZONE: U.S. Trustee Forms 5-Member Committee
-------------------------------------------------
The Office of the U.S. Trustee on Oct. 2 appointed five creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of Sarah Zone, Inc.
The committee members are:
(1) The Vintage Shop
Attention: Danny Shin CFO
1015 S. Crocker Street, Suite R-14
Los Angeles, CA 90021
Telephone: (213) 741-9988
Fax: (213) 741-9994
Email: Danny_Vintageshop@Hotmail.com
(2) Capacitycom dba Capacity Fashion
Attention: Jin Hyun Choi, President
1345 E. 16th Street
Los Angeles, CA 90021
Telephone: (213) 748-5111
Fax: (213) 748-5196
Email: Capacity54@gmail.com
(3) Entry, Inc.
Attention: Mi Y Kim, CEO President
766 E. 12th Street, Suite C
Los Angeles, CA 90021
Telephone: (323) 232-6100
Fax: (323) 232-6110
Email: entryla@yahoo.com
(4) Gi & Do Inc. dba Teenbell
Attention: Chong Hwa Chung, President
906 E. 60th Street
Los Angeles, CA 90001
Telephone: (323) 234-9200
Fax: (323) 234-9202
Email: teenbellacct@gmail.com
(5) Xtaren, Inc.
Attention: Kiho Song, President
1126 Crocker Street
Los Angeles, CA 90021
Telephone: (213) 749-5678
Fax: (213) 749-5676
Email: accounting@xtaren.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 Sarah Zone Inc.
Sarah Zone, Inc. is a merchant wholesaler of apparel, piece goods,
and notions. The company filed its Articles of Incorporation in
California on Oct. 5, 2004, according to public records filed with
California Secretary of State.
Sarah Zone sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Case No. 18-20836) on September 17, 2018.
In the petition signed by Tae Hyun Yoo, president, the Debtor
disclosed $3,833,130 in assets and $7,301,855 in liabilities.
Judge Sandra R. Klein presides over the case. The Debtor tapped
Levene, Neale, Bender, Yoo & Brill LLP as its legal counsel.
SEAWORLD PARKS: S&P Alters Outlook to Positive & Affirms 'B' ICR
----------------------------------------------------------------
S&P Global Ratings revised its outlook on Orlando-based SeaWorld
Parks & Entertainment Inc. to positive and affirmed the 'B' issuer
credit rating. S&P said, "We also affirmed our 'B' issue level
rating with a '3' recovery rating on the company's upsized $1.527
billion term loan B-5 due 2024 and on the $210 million revolver
which is being extended to mature in 2023. The '3' recovery rating
reflects our expectation for meaningful (50% to 75%; rounded
estimate: 65%) recovery for lenders in the event of a simulated
payment default."
S&P said, "The outlook revision to positive from stable reflects
our revised forecast for 2018 attendance and adjusted EBITDA
improving in the high-single-digits and low-twenties percentage
area, respectively. We also raised our EBITDA forecast through 2019
for the second time this year because we assume that attendance at
the company's SeaWorld San Diego and Orlando parks will continue to
rebound through the second half of 2018 and in 2019. We believe
this is largely due to improved communication initiatives and
increased reputational advertising spending, specifically its Park
to Planet marketing campaign. In addition, we have assumed higher
international visitation to the Orlando park has also continued to
drive the attendance growth trend. The company has attributed its
2017 attendance declines to a reduction in its reputational
advertising spending at the time, and we continue to believe the
company's 2018 marketing campaign significantly contributed to its
year-to-date attendance growth. However, the company's increased
marketing spending was modest, so we also believe robust gains in
attendance is probably partly related to a general increase in
visitation in key SeaWorld markets and an overall supportive
discretionary consumer spending environment. Given our expectations
that a large portion of the incremental revenue will increase
EBITDA given the company's largely fixed cost structure, we expect
that lease-adjusted debt to EBITDA will improve to the high-4x area
in 2018, which is modestly below our 5x upgrade threshold. The
positive outlook reflects our belief that SeaWorld will continue to
reduce leverage as a result of improving operating performance, as
we forecast the company will report 2018 as its first full year of
revenue growth since 2013. As a result, we believe SeaWorld can
improve our measure of lease-adjusted debt-to-EBITDA to the high-4x
area in 2018.
"We could raise rating once we were confident lease-adjusted
debt-to-EBITDA would be sustained comfortably below 5x,
incorporating potential operating variability. We would likely
raise rating once we're confident leverage can improve to the
mid-4x area, likely by the end of 2019.
"We could stabilize the outlook if revenue, attendance or EBITDA
declines in 2019. We could lower ratings if the company
significantly underperforms our forecast, resulting in leverage
sustained above 7x.
SEMLER SCIENTIFIC: Douglas Murphy-Chutorian Elected as Director
---------------------------------------------------------------
Semler Scientific, Inc., held its annual meeting of stockholders on
Oct. 2, 2018, at which the stockholders elected Douglas
Murphy-Chutorian, M.D., to serve as the sole Class III director on
the Company's board of directors until the Company's 2021 Annual
Meeting of Stockholders or until his successor has been duly
elected and qualified. The stockholders also ratified the
selection by the Audit Committee of the Board of BDO USA, LLP as
the Company's independent registered public accounting firm for the
year ending Dec. 31, 2018.
About Semler Scientific
Semler Scientific, Inc. -- http://www.semlercientific.com/-- is an
emerging growth company that provides technology solutions to
improve the clinical effectiveness and efficiency of healthcare
providers. Semler Scientific's mission is to develop, manufacture
and market innovative proprietary products and services that assist
its customers in evaluating and treating chronic diseases. The
company is headquartered in San Jose, California.
Semler Scientific incurred a net loss of $1.51 million in 2017 and
a net loss of $2.55 million in 2016. As of June 30, 2018, the
Company had $5.31 million in total assets, $5.07 million in total
current liabilities, $18,000 in total long-term liabilities and
$216,000 in total stockholders' equity.
The Company's independent registered public accountants' report for
the year ended Dec. 31, 2017 includes an explanatory paragraph that
expresses substantial doubt about its ability to continue as a
"going concern." BDO USA, LLP, in New York, stated that the
Company has negative working capital, a stockholders' deficit, and
recurring losses from operations that raise substantial doubt about
its ability to continue as a going concern.
SILVERADO STAGES: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Silverado Stages, Inc. and seven affiliated companies have filed
voluntary petitions seeking relief under Chapter 11 of the
Bankruptcy Code:
Debtor Case No.
------ --------
Silverado Stages, Inc. 18-12203
2239 North Black Canyon Highway
Phoenix, AZ 85009
Silverado Charter Services, LLC 18-12205
Michelangelo Leasing, LLC 18-12207
Silverado Stages SC, LLC 18-12209
Silverado Stages CC, LLC 18-12210
Silverado Stages NC, LLC 18-12213
Silverado Stages NV, LLC 18-12215
Silverado Stages AZ, LLC 18-12218
Business Description: Headquartered in Phoenix, Arizona, Silverado
Stages, Inc., with 10 locations on
the West Coast, is a federally licensed
motor carrier and operates as a Public Stage
under California DOT authority. The Company
is additionally certified as a US Department
of Defense motor carrier to provide
transportation for the military and by the
CHP as a SPAB (School Pupil Activities Bus)
operator. Silverado Stages was founded in
1987 and has had a most diverse background
in passenger operations, including charters,
local and multi-state over-the-road tours,
scheduled fixed routes, contract shuttles
and ADA services. Silverado Stages
operates a diverse fleet of over 300
passenger vehicles, over 60 of which are ADA
compliant. The Company currently operates
from terminals in San Luis Obispo,
Sacramento, Santa Barbara, Torrance, San
Diego, Reno, Las Vegas. Visit
https://silveradostages.com for more
information.
Chapter 11 Petition Date: October 5, 2018
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judges: Hon. Madeleine C. Wanslee (18-12203)
Hon. Daniel P. Collins (18-12205)
Hon. Brenda K. Martin (18-12207)
Debtors' Counsel: Michael A. Jones, Esq.
ALLEN BARNES & JONES, PLC
1850 N. Central Ave., Suite 1150
Phoenix, AZ 85004
Tel: 602-256-6000
Fax: 602-252-4712
Email: mjones@allenbarneslaw.com
Assets and Liabilities:
Estimated Estimated
Assets Liabilities
------------ -----------
Silverado Stages $10 mil. to $50 mil. $50 mil. to $100
million
Silverado Charter $0 to $50,000 $10 mil. to $50
million
Michelangelo Leasing $1 mil. to $10 mil. $10 mil. to $50
million
The petitions were signed by James Galusha, chairman.
The Debtors did not submit lists of their 20 largest unsecured
creditors at the time of the bankruptcy filings.
Full-text copies of three of the petitions are available at:
http://bankrupt.com/misc/azb18-12203.pdf
http://bankrupt.com/misc/azb18-12205.pdf
http://bankrupt.com/misc/azb18-12207.pdf
SKYLINE RIDGE: Approval Hearing on Plan Outline Set for Nov. 7
--------------------------------------------------------------
Chief Bankruptcy Judge Brenda Moody Whinery is set to hold a
hearing on Nov. 7, 2018, at 10:30 a.m. to consider approval of
Skyline Ridge, LLC's disclosure statement.
Written objections to the disclosure statement must be filed by
Oct. 31, 2018.
About Skyline Ridge
Based in Tucson, Arizona, Skyline Ridge, LLC, is an Arizona limited
liability company categorized under residential contractor.
Skyline Ridge filed for chapter 11 bankruptcy protection (Bankr. D.
Ariz. Case No. 18-01908) on March 1, 2018.
In the petition signed by Ahmad Zarifi, managing member and sole
owner, the Debtor estimated assets at $1 million to $10 million and
estimated liabilities at $1 million to $10 million.
The Court appointed Sue Hill as the Debtor's licensed real and
estate agent, and Long Realty, as the licensed real estate broker.
SKYLINE RIDGE: Latest Plan to Pay Unsecured Creditors in Full
-------------------------------------------------------------
General unsecured creditors of Skyline Ridge, LLC, will be paid in
full under the company's latest plan to exit Chapter 11
protection.
According to the latest plan of reorganization filed on Sept. 27
with the U.S. Bankruptcy Court for the District of Arizona, Class
15 general unsecured claims held by insiders will be paid in full
no later than the fifth year anniversary of the effective date of
the plan.
No payment will be made on Class 15 claims unless all claims in
Classes 1 to 14 have been paid in full.
Meanwhile, non-insiders holding Class 14 general unsecured claims
will receive full payment after all claims in Classes 1 to 13 have
been paid in full. These creditors will receive 36 monthly
payments.
Skyline Ridge estimates that the total amount of allowed Class 14
claims held by non-insiders is approximately $46,000. Class 14 is
impaired.
The plan will be funded from Skyline Ridge's cash on hand on the
effective date; the net proceeds received from any lawsuit brought
by the company for a cause of action that accrued as of the
effective date; and the net income generated from its operations
from the effective date up until the distribution date, according
to the company's latest disclosure statement filed on Sept. 27.
A copy of the latest Chapter 11 plan of reorganization is available
for free at:
http://bankrupt.com/misc/azb18-01908-166.pdf
A copy of the latest disclosure statement is available for free
at:
http://bankrupt.com/misc/azb18-01908-167.pdf
About Skyline Ridge
Based in Tucson, Arizona, Skyline Ridge, LLC, is an Arizona limited
liability company categorized under residential contractor.
Skyline Ridge filed for chapter 11 bankruptcy protection (Bankr. D.
Ariz. Case No. 18-01908) on March 1, 2018.
In the petition signed by Ahmad Zarifi, managing member and sole
owner, the Debtor estimated assets at $1 million to $10 million and
estimated liabilities at $1 million to $10 million.
The Debtor tapped Michael Baldwin, PLC as its bankruptcy counsel.
The court appointed Sue Hill as the Debtor's licensed real and
estate agent, and Long Realty, as the licensed real estate broker.
SOBEYS INC: DBRS Confirms BB(high) Issuer Rating, Trend Stable
--------------------------------------------------------------
DBRS Limited confirmed the Issuer Rating and Senior Unsecured Debt
rating of Sobeys Inc. at BB (high) with Stable trends. The Recovery
Rating on the Company's Senior Unsecured Debt was also confirmed at
RR3. The rating actions follow Sobeys' announcement that it has
agreed to acquire Farm Boy for $800 million (the Acquisition),
financed through a combination of cash on hand and a new $400
million bank facility. The Acquisition is subject to customary
closing conditions, including a review by the Canadian Competition
Bureau, and is expected to close at the beginning of 2019.
Farm Boy is an Ontario-based retail grocer with 26 stores
predominantly located in the Ottawa region. Farm Boy offers a broad
range of premium-quality private-label products in multiple
categories as well as prepared foods with a focus on locally
sourced meat and produce. Farm Boy has grown rapidly to
approximately $500 million in sales by doubling its store count
over the last five years and delivering a three-year average
same-store sales growth rate of 5.3%. Sobeys estimates that Farm
Boy will generate more than $55 million in EBITDA in F2020. Farm
Boy will be set up as a subsidiary of the Company and will continue
to be run by its current Co-Chief Executive Officers.
On March 15, 2018, DBRS changed the trend on Sobeys' Issuer Rating
and Senior Unsecured Debt rating to Stable from Negative and
confirmed both ratings at BB (high) following the Company's Q3
F2018 results. DBRS also confirmed the Recovery Rating of RR3 on
Sobeys' Senior Unsecured Debt. At that time, DBRS stated that, if
the Company successfully maintained either positive same-store
sales or those in line with its peers and increased operating
income toward a run rate of approximately $1.0 billion per year,
the trend would likely change to Positive from Stable.
Since then, Sobeys has reported two quarters of results. In Q4
F2018, same-stores sales were flat and adjusted-EBITDA margins
improved 50 basis points because of operating leverage and benefits
from Project Sunrise. As a result, adjusted EBITDA improved
approximately 17.4% year over year to $207 million. In Q1 F2019,
same-store sales increased 1.3%. Despite pressure from higher
transportation and labor costs, health-care reform and the closure
of ten underperforming stores in Western Canada, adjusted EBITDA
only declined to $246 million in Q1 F2019 from $264 million in Q1
F2018. The Company was able to comfortably generate positive free
cash flow after dividends and repaid $100 million of debt in this
period. Sobeys is now tracking close to a $1.0 billion run rate of
EBITDA which, when combined with current credit metrics for the
last 12 months ended Q1 F2019 (lease-adjusted debt-to-EBITDAR at
3.39 times (x) and lease-adjusted EBITDAR coverage at 5.32x), is
consistent with an investment-grade credit profile.
Sobeys' recent results support a change in trend to Positive from
Stable; however, because of the pro-forma increase in leverage
associated with the Acquisition (lease-adjusted debt-to-EBITDAR
increasing toward 3.60x and lease-adjusted EBITDAR coverage
declining to approximately 5.20x), DBRS will maintain the Stable
trend for another two quarters of stable operating performance.
Should Sobeys continue to maintain either positive same-store sales
or those in line with its peers, increase operating income toward a
run rate of approximately $1.0 billion per year and/or apply some
free cash flow toward debt repayment, the trend could be revised to
Positive.
Going forward, DBRS expects the Company to accelerate Farm Boy's
growth in Ontario by investing in new store locations and
converting underperforming Sobeys stores into Farm Boy locations.
The Company plans to double Farm Boy's store count within five
years. Although DBRS understands the merits of the Acquisition,
including a stronger market position in Ontario and the benefit of
Farm Boys' strong private-label brands, the Acquisition does not
have a material effect on Sobeys' business risk assessment because
of its small size.
Sobeys' ratings continue to be supported by its number-two position
in the Canadian food retailing market and its diversification
across the country, balanced by intense competition and execution
risks associated with its continued turnaround strategy.
SOUTH SIDE SALVAGE: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
The Office of the U.S. Trustee on Oct. 3 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of South Side Salvage, Inc.
About South Side Salvage
South Side Salvage, Inc. -- http://southsidesalvage.com/newsite--
provides heavy duty towing and recovery, semi-truck repair, used
truck parts, and more serving Pennsylvania, Maryland and West
Virginia. It was founded in July 2003 by William H. Oester.
South Side Salvage sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-70603) on Aug. 27,
2018. In the petition signed by William Oester, president, the
Debtor disclosed $1,607,478 in assets and $1,172,307 in
liabilities. Judge Jeffery A. Deller presides over the case. The
Debtor tapped Spence, Custer, Saylor, Wolfe & Rose, LLC as its
legal counsel; and Barnes Saly & Company, P.C., as its accountant.
STANFORD INT'L: Receiver Settles With Proskauer for $63M
--------------------------------------------------------
Ralph S. Janvey, the Court-appointed receiver for Stanford
International Bank Ltd., the Official Stanford Investors Committee
and Sandra Dorrell and Philip Wilkinson, individually and on behalf
of a putative class of Stanford investors, filed a motion seeking
Court approval of a settlement entered into with Proskauer Rose
LLP. Pursuant to the terms of the settlement, the Receivership
Estate will receive $63 million.
On Sept. 11, 2018, the Court entered a Scheduling Order setting a
hearing on the Motion to Approve the Proskauer Settlement and
establishing a schedule for the submission of objections.
According to court documents, the Proskauer Settlement represents a
substantial and important recovery for the Receivership Estate and
the Stanford Investors. The large amount of the recovery, the time
and costs involved in pursuing the Proskauer Actions, and the
uncertain prospects for obtaining and then recovering a judgment
against Proskauer, all weigh heavily toward approving the Proskauer
Settlement, entering the Bar Order, and entering the Judgment and
Bar Order, and approving the attorneys' fees of Plaintiffs'
Counsel.
The Court has set a hearing on the Motion to Approve the Proskauer
Settlement on Dec. 14, 2018, at 10:00 a.m. Any party wishing to
file an objection to the Proskauer Settlement must do so no later
Nov. 23, 2018.
Complete copies of the settlement agreement, the proposed bar
orders, and settlement documents are available on the Receiver's
website at http://www.stanfordfinancialreceivership.com/
Attorneys for the Plaintiffs:
Edward C. Snyder, Esq.
Jesse R. Castillo, Esq.
Castillo Snyder PC
700 N. St. Mary's, Suite 405
San Antonio, Texas 78205
Tel: (210) 630-4200
Fax: (210) 630-4210
E-mail: esnyder@casnlaw.com
jcastillo@casnlaw.com
- and -
Kevin M. Sadler, Esq.
Scott D. Powers, Esq.
David T. Arlington, Esq.
Baker Botts LLP
98 San Jacinto Blvd., Suite 1500
Austin, Texas 78701
Tel: (512) 322-2500
Fax: (512) 322-2501
E-mail: kevin.sadler@bakerbotts.com
scott.powers@bakerbotts.com
david.arlington@bakerbotts.com
Douglas J. Buncher, Esq.
Neligan LLP
325 N. St. Paul, Suite 3600
Dallas, Texas 75201
Tel: (214) 840-5320
Fax: (214) 840-5301
E-mail: dbuncher@neliganlaw.com
Judith R. Blakeway, Esq.
Clark Hill Strasburger
2301 Broadway
San Antonio, Texas 78215
Tel: (210) 250-6004
Fax: (210) 258-2706
E-mail: judith.blakeway@clarkhillstrasburger.com
David N. Kitner, Esq.
Clark Hill Strasburger
901 Main Street, Suite 4400
Dallas, Texas 75202
Tel: (214) 651-4300
Fax: (214) 651-4330
E-mail: david.kitner@clarkhillstrasburger.com
About Stanford Group
The Stanford Financial Group was a privately held international
group of financial services companies controlled by Allen Stanford,
until it was seized by United States (U.S.) authorities in early
2009.
Domiciled in Antigua, Stanford International Bank Limited --
http://www.stanfordinternationalbank.com/-- is a member of
Stanford Private Wealth Management, a global financial services
network with US$51 billion in deposits and assets under management
or advisement. Stanford Private Wealth Management served more than
70,000 clients in 140 countries.
On Feb. 16, 2009, the United States District Court for the Northern
District of Texas, Dallas Division, signed an order appointing
Ralph Janvey as receiver for all the assets and records of Stanford
International Bank, Ltd., Stanford Group Company, Stanford Capital
Management, LLC, Robert Allen Stanford, James M. Davis and Laura
Pendergest-Holt and of all entities they own or control. The Feb.
16 order, as amended March 12, 2009, directs the Receiver to, among
other things, take control and possession of and to operate the
Receivership Estate, and to perform all acts necessary to conserve,
hold, manage and preserve the value of the Receivership Estate.
The case in district court was Securities and Exchange Commission
v. Securities Investor Protection Corp., 11-mc-00678, U.S. District
Court, District of Columbia (Washington).
The U.S. Securities and Exchange Commission charged before the U.S.
District Court in Dallas, Texas, Mr. Stanford and three of his
companies for orchestrating a fraudulent, multi-billion dollar
investment scheme centering on an US$8 billion Certificate of
Deposit program.
A criminal case was pursued against him before the U.S. District
Court in Houston, Texas. Mr. Stanford pleaded not guilty to 21
charges of multi-billion dollar fraud, money-laundering and
obstruction of justice. Assistant Attorney General Lanny Breuer,
as cited by Agence France-Presse News, said in a 57-page indictment
that Mr. Stanford could face up to 250 years in prison if convicted
on all charges. Mr. Stanford surrendered to U.S. authorities after
a warrant was issued for his arrest on the criminal charges.
SUNPLAY POOLS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: SunPlay Pools and Spas Superstore, Inc.
dba Hot Tub Warehouse
dba SunPlay Spas
dba SunPlay Service
dba Hot Tub Warehouse Corporation
dba SunPlay
216 North 700 West
Building 4C, Bay 5
Ogden, UT 84404
Business Description: Founded in 1967, SunPlay Pools and Spas
Superstore, Inc. -- https://sunplay.com --
operates a retail store offering pool and
spa supplies, equipment, chemicals, parts
and services. Sunplay Pools has been
transitioning to serve customers everywhere
via its online sales department at
Sunplay.com and HotTubWarehouse.com.
Chapter 11 Petition Date: October 4, 2018
Case No.: 18-27417
Court: United States Bankruptcy Court
District of Utah (Salt Lake City)
Judge: Hon. Joel T. Marker
Debtor's Counsel: Steven R. Fox, Esq.
THE FOX LAW CORPORATION
17835 Ventura Boulevard Suite 306
Encino, CA 91316
Tel: 818-774-3545
Fax: 818-774-3707
Email: srfox@foxlaw.com
- and -
Jeffrey L. Trousdale, Esq.
COHNE KINGHORN, P.C.
111 E. Broadway, Suite 1100
Salt Lake City, UT 84111
Tel: 801-363-4300
Email: jtrousdale@cohnekinghorn.com
Total Assets: $692,093
Total Liabilities: $2,571,463
The petition was signed by John A. Olson, president.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/utb18-27417_creditors.pdf
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/utb18-27417.pdf
SURVEYMONKEY INC: S&P Raises ICR to 'B', Outlook Stable
-------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on San Mateo,
Calif –based SurveyMonkey Inc. to 'B' from 'B-' and removed the
rating from CreditWatch with positive implications. The rating
outlook is stable.
S&P said, "We also assigned our 'B+' issue-level and '2' recovery
ratings to SurveyMonkey's proposed senior secured credit facility,
which consists of a $75 million revolving credit facility due 2023
and a $220 million term loan due 2025. The '2' recovery rating
indicates our expectation for substantial recovery (70%-90%;
rounded estimate: 70%) of principal and interest in the event of a
payment default.
"The upgrade reflects SurveyMonkey's improved debt leverage and
free operating cash flow (FOCF) generation as a result of the
expected $100 million debt reduction with the $210 million net
proceeds from the IPO and private offering. Additionally, it
reflects our expectation of stable operating performance, with
high-single-digit to low-double-digit organic revenue growth over
the next two years due to subscriber growth, upselling, and
cross-selling solutions. We expect modest EBITDA improvement, as we
believe the company will use its increased cash flow generation for
investments. This in turn would support customer growth and new
product rollouts.
"The stable outlook reflects our expectation that the company will
maintain its leading position in the online survey business, with
high-single-digit to low-double-digit revenue growth and steady
debt leverage improvements remaining between 4x-5x.
"We could lower the rating if we believe the company's FOCF-to-debt
will decline below 4% or debt-to-EBITDA will increase above the
mid-5x area because of debt-funded acquisitions or poor operating
performance leading to lower EBITDA.
"We could raise our issuer credit rating on SurveyMonkey if the
company makes steady progress repositioning its brand and improving
operating performance such that adjusted leverage declines and
remains below 4x and FOCF-to debt-increases and remains above 10%.
This scenario would include strong subscriber growth, higher
average revenue per user, and successful enterprise client
development."
TECK RESOURCES: DBRS Confirms BB(high) Issuer Rating
----------------------------------------------------
DBRS Limited confirmed the Issuer Rating of Teck Resources Limited
at BB (high). DBRS also confirmed the rating of the Guaranteed
Senior Unsecured Notes issued June 2016 at BB (high) and the rating
of the Senior Unsecured Notes at BB to reflect structural
subordination. At the same time, DBRS confirmed the Recovery
Ratings of the Guaranteed Senior Unsecured Notes at RR1 and the
Senior Unsecured Notes at RR4. Additionally, DBRS changed the
trends on all the ratings to Positive from Stable due to (1) the
below-discussed debt reduction and (2) in expectation of the
Company's approval of its Quebrada Blanca Phase Two (QB II) copper
expansion.
During the last 12 months (LTM) ended June 2018, Teck repaid only
$80 million of debt. However, on August 13, 2018, Teck completed a
cash tender for USD 1 billion of its Notes with maturities ranging
from 2021 to 2023, which DBRS took account of in changing all
trends to Positive. Due to strong operating cash flow and EBITDA,
coupled with lower debt levels, Teck's financial risk profile
remains robust and the credit metrics remain at levels similar to
LTM June 2017. While forecast to go lower to USD 139 per ton
(Bloomberg consensus as of September 11, 2018) in 2019, DBRS notes
that steelmaking coal prices have reportedly risen above USD 200
per ton in recent weeks due to slower rail service in the Bowen
Basin in Queensland that has increased demurrage costs at
Australian ports, which could moderate price declines to a level
above Bloomberg consensus estimates.
Based on consensus price forecasts, DBRS believes that Teck should
finish 2018 with its USD 3.0 billion credit facility undrawn and
cash balances that DBRS expects should be higher than at June 30,
2018. The Company's 21.3%-owned Fort Hills Oil Sands Project (Fort
Hills) has reached commercial production and is no longer a net
consumer of capital. Further, Fort Hills provides Teck with
additional commodity diversification as well as a natural oil price
hedge. Teck has received regulatory approval for QB II and is
looking to sell between 20% to 30% of the project. The Company is
focused on completing this process by December 2018 and announcing
the funding structure for the USD 4.7 billion project by the end of
2018. Teck's pro forma share of the funding requirements for QB II
are estimated at approximately USD 3.1 billion, if 30% is sold
before applying any sale proceeds to their funding requirements. If
QB II is approved as expected, a funding strategy that does not
involve significant re-leveraging could result in an upgrade. DBRS
estimates that if the prices of Teck's key commodities decline
across the board by more than 40%, then a negative rating action
could result.
TEGNA INC: S&P Lowers Issuer Credit Rating to 'BB', Outlook Stable
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on McLean,
Va.-based television broadcaster TEGNA Inc. to 'BB' from 'BB+'. The
outlook is stable.
S&P said, "At the same time, we lowered our issue-level rating to
'BB' from 'BB+' on the company's senior unsecured debt. The '3'
recovery rating on the senior unsecured debt, indicating meaningful
(50%-70%; rounded estimate: 65% on all debt excluding the Belo debt
and 50% on the Belo debt) recovery of principal in the event of
default, remains the same."
The downgrade reflects TEGNA's elevated leverage and our
expectation that its debt to average eight-quarter EBITDA will
remain in the 4.0x to 4.5x range through 2019. TEGNA's leverage
gradually increased to around 4x over the course of 2017 as a
result of the spin-off of Cars.com, higher expenses, and a weak
core advertising environment. S&P said, "In addition, the company
has announced two acquisitions over the last year and we believe
management is interested in acquiring additional television
stations. We now expect the company to end 2018 with debt to
trailing-eight-quarter EBITDA around 4.25x and likely remain around
that level for a prolonged period as a result of additional tuck-in
acquisitions. Barring acquisition opportunities, we believe share
repurchases could pick up, with $279 million remaining under the
$300 million share repurchase authorization announced last year."
S&P said, "The stable outlook reflects our expectation that despite
acquisitions, TEGNA's debt to average eight-quarter EBITDA will
remain in the 4.0x to 4.5x range as a result of EBITDA growth and a
balanced shareholder return policy. We also assume the company will
maintain at least a 10% EBITDA margin of compliance with covenants
and access to its revolving credit facility.
"We could lower the issuer credit rating if debt-financed
acquisitions lead to adjusted debt to average eight-quarter EBITDA
rising and remaining above 4.5x on a sustained basis. We could also
lower the rating if operational missteps in acquisition integration
or economic weakness cause a deterioration in profitability and
leverage increasing above 4.5x.
"We could raise our rating if the company successfully executes its
growth strategy and moderates acquisitions and shareholder-favoring
initiatives and strengthens its credit metrics. More specifically,
we could raise the rating if debt to eight-quarter average EBITDA
declines below 4x on a sustained basis and the company's management
publicly expresses a desire to keep leverage at more moderate
levels."
TELESAT CANADA: S&P Affirms 'BB-' Long-Term ICR, Outlook Stable
---------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' long-term issuer credit
rating on Telesat Canada. The outlook is stable.
At the same time, S&P Global Ratings affirmed its 'BB-' and 'B'
issue-level ratings on the company's secured and unsecured debt,
respectively. The recovery ratings on the secured and unsecured
debt are unchanged at '3' indicating meaningful (50%-70%, rounded
estimate 65%) and '6' indicating negligible (0%-10%, rounded
estimate 0%) recovery, respectively. The affirmation reflects
S&P's view that, in spite of weakening industry fundamentals,
Telesat's measured strategy will continue to protect the company
from significant cash flow declines and weakening credit metrics.
Management follows a conservative capital deployment policy--before
executing on a new satellite build, management attempts to assign
most of satellite capacity to long-term contracts through the
satellite's end of life. Commitments are either for the satellite's
full capacity or majority of capacity with an anchor tenant. As of
June 30, 2018, capacity utilization is at about 94% of Telesat's
North American fleet and 68% of the company's international fleet.
Due to the non-speculative nature of Telesat's capital expenditure
(capex) program, the company's capex are modest because management
has not committed to speculative new-builds, unlike some of its
global peers. As a result, the company's credit measures have
remained stable in spite of weakened satellite bandwidth pricing
from greater supply. Our rating affirmation reflects an expectation
that management will continue to pursue a wholesale model, which
builds a multi-year revenue backlog generating high-single digit
percentage risk-adjusted returns.
The stable outlook on Telesat reflects S&P Global Ratings' view of
the company's revenue and EBITDA visibility over the next
two-to-three years, supported by Telesat's C$3.8 billion backlog of
contracted revenue. Given the company's contracts in place and no
large capital outlays planned, S&P expects the company will
maintain adjusted gross leverage of about 5x over the next two
years.
TRUE SECURITY: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of True Security, Inc. as of Oct. 3, according
to a court docket.
About True Security
True Security, Inc., provides security services in the Denver-metro
area. True Security filed its voluntary petition pursuant to
Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No.
18-17887) on Sept. 7, 2018, estimating less than $1 million in
assets and liabilities. Aaron A. Garber at Buechler & Garber, LLC,
is the Debtor's counsel.
UNITED NATURAL: S&P Assigns 'B+' ICR, Outlook Stable
----------------------------------------------------
United Natural Foods Inc. (UNFI), a U.S. based wholesale
distributor, is acquiring SUPERVALU Inc. (SVU), adding a material
amount of debt to a company that has historically been run with
(and we expect will return to) a conservative financial policy.
S&P Global Ratings is thus assigning its 'B+' issuer credit rating
to UNFI. The outlook is stable.
S&P said, "We also assigned our 'B+' issue-level and '3' recovery
rating to the company's proposed senior secured term loan B due in
2025. The '3' recovery rating reflects our expectation for
meaningful (50%-70%, rounded estimate: 50%) recovery in the event
of a payment default.
"We do not rate the $2 billion asset based (ABL) revolving
facility, which will have up to $1.2 billion drawn for this
transaction.
"The rating on new issuer UNFI reflects our view that despite the
operational risks that will come with taking on challenged
Supervalu (wholesale exposure to certain weak grocery customers),
there are benefits to this acquisition. This includes added scale
and diversification away from Whole Foods as UNFI's large customer.
UNFI's adjusted EBITDA margin by our calculation will decline 50
basis points (bps) to 3.8% with Supervalu, and S&P Global Ratings'
adjusted leverage will increase from 1.5x prior to this deal to
5.3x pro forma.
"The stable outlook on UNFI reflects the potential for customer
diversification and scale gains to offset margin pressure from
acquiring weaker and larger Supervalu in the coming year. This
should lead to modest improvement in credit metrics. UNFI has a
good operational track record, but key risks associated with the
acquisition include integration missteps, the increasingly
competitive nature of the U.S. grocery market pressuring end
customers, and margin pressure beyond our expectations from
Supervalu.
"We would raise the rating if the company reduces debt ahead of our
expectations utilizing free operating cash flow, with debt pay down
of more than $200 million driving leverage towards 4x and remaining
below this level on a sustained basis. It could also occur from
operational gains ahead of our expectations; for instance, high
teens organic revenue growth or higher synergies than we are
anticipating, for more than a 30 bps increase in gross margin
expansion beyond our base case. This would also result in
debt/EBITDA approaching 4x. At that time, we would consider
removing the negative CRA for a higher rating.
"We could lower the rating based on declining operating
performance, potentially due to inability to achieve synergies
leading to higher fixed costs, or the loss of a key customer
leading to lower profits. This would result in a 100 bps decline
in gross margins, for leverage approaching 6x in the coming year.
Increased reliance on the ABL and an inability to pay down debt
could also cause elevated leverage over the coming 12 to 18
months."
UNITED RENTALS: S&P Affirms 'BB' Rating on Senior Unsecured Notes
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' issue-level rating on United
Rentals (North America) Inc.'s senior unsecured notes (various
tranches) and removed the rating from CreditWatch, where it placed
it with negative implications on Sept. 11, 2018. The affirmation
follows the company's announcement that it plans to fund its $2.1
billion acquisition of BlueLine Rental, in part, with a new $1
billion senior secured first-lien term loan due 2025. The '4'
recovery rating on the notes is unchanged and indicates S&P's
expectation of average (30%-50, rounded estimate 30%) recovery for
existing unsecured noteholders in the event of a payment default.
S&P said, "In addition, we affirmed our 'BBB-' issue-level rating
on the company's senior secured notes due 2023. These notes were
not on CreditWatch. The '1' recovery rating on these notes is
unchanged, indicating our expectation of very high (90%-100%,
rounded estimate 95%) recovery for lenders in the event of default
"In conjunction with the affirmation, we assigned our 'BBB-'
issue-level rating and '1' recovery rating to the company's
proposed $1 billion senior secured term loan due 2025. The '1'
recovery rating indicates our expectation of very high (90%-100%,
rounded estimate 95%) recovery for lenders in the event of default.
"Our updated recovery analysis incorporates our estimates for the
combined United Rentals and BlueLine assets, as well as our
assumption that the remaining portion of the BlueLine acquisition
is funded with new unsecured debt."
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
United Rentals operates in the competitive and cyclical
construction equipment rental market. S&P said, "Our simulated
default contemplates an unexpected and drastic downturn in the
nonresidential construction industry that severely strains
equipment usage, rental rates, revenue, and cash flow. We assume
the company's asset-based lending (ABL) facility is 60% drawn at
default.
"Although we believe United Rentals would likely reorganize after a
default, we use a discrete asset value (DAV) approach to analyze
recovery prospects for most general equipment rental providers. We
believe this method provides a conservative estimate of the likely
value available to creditors, although realization rates could be
lower than we assume if a large quantity of equipment floods the
market.
"Our DAV starts with our estimate of the combined net book value of
the company's and BlueLine's assets. We assume balance sheet
accounts are partially diluted to reflect the assumed loss of
appraised value through additional depreciation or expected
contraction in working capital assets in the period leading up to
the hypothetical default. We then apply realization rates to the
assets, reflecting the friction of selling or the discounts
potential buyers or restructurers would apply in distressed
circumstances.
"We assume realization rates of 75% for rental equipment, 80% for
unsold accounts receivable (we exclude the assets and liabilities
related to United Rentals' accounts receivable special purpose
entity), 65% for inventory, and 40% for other property and
nonrental equipment."
Simulated default assumptions
-- Simulated year of default: 2023
-- Jurisdiction: U.S.
-- S&P assumes the ABL facility is 60% drawn at default
Simplified waterfall
-- Net enterprise value: $6.04 billion
-- Collateral/noncollateral valuation split: 91%/9%
-- Collateral value available to first-lien lenders: $ 5.52
billion
-- ABL estimate (60% utilization): $1.8 billion
--Recovery expectations: N/A (unrated)
-- First-lien secured term loan: $980 million
--Recovery expectations: 90%-100% (rounded estimate 95%)
-- Collateral value available to secured noteholders: $2.74
billion
-- Secured second-lien notes: $1.02 billion
--Recovery expectations: 90%-100% (rounded estimate: 95%)
-- Total value available to unsecured claims: $2.23 billion
-- Senior unsecured debt and pari passu claims: $7.37 billion
--Recovery expectations: 30%-50% (rounded estimate: 30%)
* Notes: All debt amounts include six months of prepetition
interest.
RATINGS LIST
United Rentals Inc. United Rentals (North America) Inc.
Issuer credit rating BB/Stable/--
Issue Rating Affirmed, Off CreditWatch; Recovery Rating
Unchanged
To From
United Rentals (North America) Inc.
Senior unsecured notes BB BB/Watch Neg
Recovery rating 4(30%) 4(30%)
Issue Rating Affirmed; Recovery Rating Unchanged
United Rentals (North America) Inc.
Senior Secured notes BBB-
Recovery rating 1(95%)
Ratings Assigned
United Rentals (North America) Inc.
Senior secured
$1 bil. term loan due 2025 BBB-
Recovery rating 1(95%)
UNIVERSAL HOSPITAL: S&P Raises ICR to 'B', Outlook Stable
---------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Universal
Hospital Services Inc. (UHS), a medical equipment rental,
management, and servicing company, to 'B' from 'B-'. The outlook is
stable.
S&P said, "At the same time, we assigned our 'B' issuer credit
rating to Agiliti Inc., the newly formed publicly traded holding
company of UHS. The outlook is stable.
"We also assigned our 'B' issue-level rating and '3' recovery
rating to the company's proposed senior secured credit facilities
consisting of a $150 million revolving credit facility and a $660
million delayed-draw term loan B. The '3' recovery rating indicates
our expectation for meaningful (50%-70%; rounded estimate: 65%)
recovery in the event of a payment default.
"Our 'B+' and 'B-' issue-level ratings on the company's existing
senior secured debt and 2nd lien secured notes, respectively, are
unchanged as we expect the debt to be repaid and the ratings
subsequently withdrawn when the transaction closes."
The upgrade of UHS reflects the company's growth opportunities in
the clinical engineering (CE) segment, its successful shift to a
more services-focused strategy over the past two years leading to
lower capital spending needs, annual free cash flow generation in
excess of $20 million, and management's commitment to leverage
under 5x post the planned IPO.
UHS provides outsourced medical equipment solutions to health care
facilities, including medical equipment and service staff to deal
with facilities' supplemental and peak needs. There is a growing
demand for such services, as health care facilities seek to address
the capital-intensive nature of their businesses. UHS is a leader
in this fragmented market with over 10% market share. The company
has three types of services: equipment solutions (44% of revenues
in the first half of 2018), on-site management (28%), and CE
(28%).
UHS' largest segment, equipment solutions, primarily rents out
medical equipment, fulfilling supplemental and peak needs of acute
and post-acute facilities. This business is seasonal and sensitive
to fluctuations, such as the peak demand of flu season. The segment
also requires heavy capital spending to support its fleet,
absorbing approximately 45% of reported EBITDA in 2017.
S&P said, "Our stable outlook reflects our expectations that
organic growth and new contract wins in the CE segment, as well as
disciplined capital spending in the rental segment, will sustain
leverage below 5x and free cash flows above $20 million.
"We could consider a negative rating action if we lose confidence
in the company's ability to sustain cash flow generation of about
$20 million. This could occur if UHS experiences a material margin
compression stemming from intensified pricing pressures or volume
declines, slower growth in the CE segment, or greater capital
spending. Given what we see as capacity at the current rating, we
believe a modest earnings decline will unlikely precipitate a
downgrade.
"In addition, we could lower our rating if UHS adopts a more
aggressive financial policy than we currently incorporate in the
rating.
"We could consider positive rating action if the company sustains
free cash flow to debt above 5% and leverage below 4.5x. This could
occur if UHS accelerates growth in CE, expands its adjusted EBITDA
margins by 100 to 150 bps, or further reduces its capex needs by $5
million to $10 million on a sustained basis."
VALLEY LUMBER: BI to be Paid $21K Monthly at 4% Under New Plan
--------------------------------------------------------------
Valley Lumber Company, Inc., filed a first amended disclosure
statement for its chapter 11 plan dated Sept. 28, 2018.
Class 1(a)(i) under the latest plan consists of the Allowed Secured
Claim No. 9 of Bank Independent, which total $3,512,626.51. Class
1(a)(i) will be amortized over 240 months and will accrue interest
at 4%. Class 1(a)(i) will be based upon month equal monthly
installments commencing 60 days after the Effective Date of the
Plan. Such payments will be $21,285.83 per month until paid. All
calculations of payments are subject to adjustment. This payment
will be paid directly by the Debtor. Payments for months of
December through March during the Plan will be deferred and spread
equally over Plan months April through November. The actual payment
will be $31,928.75.
Class 1(a)(i) in the previous plan consisted of the of the Allowed
Secured Claim No. 1 of Bank Independent in the amount of
$46,626.53.
A full-text copy of the First Amended Disclosure Statement is
available for free at:
http://bankrupt.com/misc/alnb17-72121-11-203.pdf
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
$0 to $50,000 in assets and $1 million to $10 million in
liabilities.
VICTORY SOLUTIONS: Hires Sartschev & Associates as Accountant
-------------------------------------------------------------
Victory Solutions, LLC, seeks authority from the Northern District
of Ohio (Cleveland) to employ Steve Sartschev and Sartschev &
Associates, LLC as accountants.
Services to be rendered by Sartschev & Associates are:
a. advise the Applicant with respect to financial matters;
b. assist in the preparation of all reports, tax returns and
the like necessary in the case.
c. perform such other accounting services as may be necessary
in connection with this case.
Sartschev & Associates does not hold or represent an interest
adverse to the estate with respect to the matters on which they are
employed, as stated in the Court filing.
Sartschev & Associates will charge $185 per hour for time spent in
court and $185 per for time spent by Steve Sartschev, CPA.
The accountant can be reached through:
Steve Sartschev, CPA
Sartschev & Associates, LLC
11565 Pearl Road, Suite 300
Strongsville, OH 44136
Phone: (440) 238-8650
Fax: (440) 238-8750
About Victory Solutions
Victory Solutions LLC is a telecommunications equipment supplier in
Strongsville, Ohio. The Company developed the Victory VoIP
(Voice-over Internet Protocol) system - a specially equipped phone
that serves as a plug-and-play call center and enables campaigns to
contact more voters and build intelligent databases. The Company
previously filed for bankruptcy protection on Feb. 26, 2018 (Bankr.
N.D. Ohio Case No. 18-10977).
Victory Solutions filed a Chapter 11 petition (Bankr. N.D. Ohio
Case No. 18-15798) on Sept. 27, 2018. In the petition signed by
Shannon Burns, managing member, the Debtor disclosed $$231,901 in
total assets and $2,014,386 in liabilities. Judge Jessica E. Price
Smith presides over the case. Glenn E. Forbes, Esq., at Forbes Law
LLC, is the Debtor's counsel.
VIKEN MANJIKIAN: $425K Sale of Property to Partamians Approved
--------------------------------------------------------------
Judge Sheri Bluebond the U.S. Bankruptcy Court for the Central
District of California granted in part and denied in part Viken
Manjikians' 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.
A hearing on the Motion was held on Sept. 26, 2018 at 10:00 a.m.
The Chase Stipulation is approved and the Chase Opposition is
resolved pursuant to the Chase Stipulation.
The terms of the California Residential Purchase Agreement and
Joint Escrow Instructions dated Aug. 13, 2018, and the Bid
Procedures are approved.
The sale of the Property to the Buyers is made on an "as is, where
is" basis without any warranties, expressed or implies, and without
any contingencies, and free and clear of all liens, claims,
interests, and encumbrances, with such claims, liens, interests,
and encumbrances to attach to the sale proceeds with the same
priority and rights as previously existed.
The payments (i) through escrow of brokers' commissions, totaling
5% of the purchase price of the Property; (ii) of normal closing
costs, including but not limited to the Debtor's share of escrow
fees and charges, the cost of a standard coverage title insurance
policy, recording fees, documentary transfer taxes, pro-rated real
property taxes, and other normal and customary charges,
pro-rations, costs, and fees; and (iii) of any and all undisputed
claims related to the Property from the Sale proceeds are
authorized.
Chase's claim, as secured by a Deed of Trust recorded on Aug. 6,
2011 in Los Angeles County against the Property as Instrument
Number 20111051437 is undisputed and will be paid in full through
escrow in accordance with Chase's final payoff demand, subject to
the following dispute resolution procedure:
a. Subsequent to entry of Sale Order, Chase, by and through
its counsel of record, will provide an updated, formal written
payoff demand to the Debtor, the Debtor's counsel, and the
designated escrow officer with respect to the Chase Claim;
b. The Chase Claim will be paid in full, directly from escrow
from the proceeds of the sale of the Property as a first-position
lien in accordance with the terms and provisions of Chase's Final
Demand, subject to the dispute resolution procedure set forth;
c. The Debtor does not currently dispute Chase's payoff
demand. If the Debtor disputes the Final Demand or any other
payoff demand submitted by Chase, the Debtor is required to
identify in writing any amounts in dispute at least 24 hours prior
to the close of any escrow. Any amounts not alleged to be in
dispute by the Debtor will be immediately released to Chase, with
the disputed funds held in escrow, along with the remaining excess
sale proceeds over and above the Final Demand pending the release
of any such Disputed Amount pursuant to either (i) a written
stipulation between the Chase and the Debtor submitted to escrow
without further order of the Bankruptcy Court; or (ii) an order of
the Bankruptcy Court obtained after notice and a hearing;
d. Chase's lien on the Property will immediately attach to the
sale proceeds from the Property with the same force and effect, and
in the same priority, validity, and scope as its lien with respect
to the Property, and the Chase Claim will continue to accrue (i)
interest at its per diem rate, and (ii) fees and costs, until the
Chase Claim is paid off in full;
e. Prior to any scheduled closing of escrow, the counsel for
Chase will be authorized to obtain a copy of the estimated HUD-1
Settlement/Closing Statement for review and approval prior to
closing; and
f. Chase reserves the right to file a motion asking relief
from the automatic stay, in the event the sale of the Property is
not consummated. The failure to consummate the sale, by itself, is
not deemed to be grounds for relief from the automatic stay.
The Debtor's request for a finding pursuant to 11 U.S.C. Section
363(m) is denied.
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.
WALL STREET LANGUAGES: Sale of All Assets to Berkeley Approved
--------------------------------------------------------------
Judge Sean H. Lane of the U.S. Bankruptcy Court for the Southern
District of New York authorized Wall Street Languages Ltd.'s
private sale of substantially all assets related to its English as
a Second Language School, Translation Business, and Career School
to Berkeley Language Services, LLC.
The sale is free and clear of any and all claims, liens,
encumbrances and other interests.
Pursuant to Section 365 of the Bankruptcy Code, notwithstanding any
provision of the Leases or applicable non-bankruptcy law that
prohibits, restricts, or conditions the assignment of leases or
contracts, and subject to the Purchaser's right to reject the
Leases and Contracts through the later of Nov. 6, 2018 or two weeks
following the Closing Date, the Debtor is authorized but not
directed to assume and to assign to the Purchaser, with the
Purchaser's consent to and acceptance of such assignment (i) leases
between the Debtor and Dalan Management and Associates, Inc. for
the residential premises known as 230 E. 44th St, Unit 10A, New
York, NY, and 230 E. 44th St, Unit PHE, New York, NY, and (ii)
translation software contract between the Debtor and XTRF Man.
Systems sp. z.o.o.
As set forth in the Debtor's prior notice, the Debtor's contracts
and/or leases with AKA United Nations and CIT Finance, LLC are
deemed rejected.
The Debtor will serve upon the Contract Parties the Cure Notice
within one day of the entry of the Order. In the event the
Contract Parties have any objection to the Cure Notice, including
to the executory nature and validity of the Leases and Contracts,
to the cure amounts, to the assumption and assignment of the Leases
and Contracts to the Purchaser, or with respect to adequate
assurance of future performance of the Purchaser, the Contract
Parties must file a Contract Party's Notice of Objection on the
docket on Nov. 5, 2018, a date that is at least thirty days after
service of the Cure Notice.
Absent timely objection, (i) the amounts set forth in the Cure
Notice will be deemed to be the cure amounts as contemplated by
Bankruptcy Code Section 365(b); (ii) the non-Debtor counterparties
to the Leases and Contracts are forever bound by such cure amounts
and are precluded from objecting to the cure amounts (if any)
related to such Leases and Contracts and the assumption and
assignment of any Leases and Contracts and enjoined from taking any
action against the Purchaser or the Assets with respect to any
claim for cure, or any other claim, under the Leases and Contracts;
(iii) the Purchaser is deemed to have satisfied any and all
requirements under sections 365(b)(1) and 365(f)(2) to provide
adequate assurance or future performance under all Leases and
Contracts;and (iv) and the assumption and assignment of the Leases
and Contracts to the Purchaser, conditioned upon the Purchaser's
consent to and acceptance of such assignment, and subject to the
Purchaser's right to reject the Leases and Contracts through the
later of Nov. 6, 2018 or two weeks following the Closing Date, is
approved.
Cure costs relating to Leases and Contracts that are ultimately
assumed and assigned and to which the Debtor and the applicable
contracting counterparty have either agreed or that have been fixed
by operation of the Order will be paid on or as promptly after the
Closing Date as is practical.
In the event a Contract Party's Notice of Objection is filed and
the Purchaser still asks to have the Leases and Contracts assumed
and assigned to it, at the Closing, (i) the undisputed portion of
the cure amounts relevant to the Leases and Contracts will be paid
to the respective Contract Party by the Purchaser; and (ii) the
Purchaser will deposit additional funds, subject to a $12,000 cap,
sufficient to pay the disputed portion of the asserted cure claim
which will be held in escrow with the Debtor's counsel, DelBello
Donnellan Weingarten Wise & Wiederkehr, LLP ("DDWWW"), pending a
determination of the allowed cure amount by the Court or resolution
of the cure amount between the parties .
Pending such determination and disbursement, the Contract Parties
will be granted a first priority security interest in the Cure
Claim Funds to the extent of the Allowed Cure Claim Amount, without
the need for filing a UCC-1 financing statement, which lien will be
deemed extinguished, released and satisfied upon payment of the
Allowed Cure Claim Amount, with the balance of the Cure Claim
Funds, if any, to be held in escrow pending further order of the
Court, free and clear of such lien as well as any and all claims of
the respective Contract Parties. Notwithstanding any of the
foregoing, the Purchaser reserves the right to reject through the
through the later of Nov. 6, 2018 or two weeks following the
Closing Date any Leases and Contracts, including those currently
intended to be assumed and assigned.
The remaining sale proceeds will be held in escrow by the DDWWW
pending further order of the Court, except that DDWWW is authorized
upon Closing to pay $4,000 of the sale proceeds to the Consumer
Privacy Policy Ombudsman in full satisfaction of her claim for
professional fees and costs.
The Closing will take place at the offices of the Seller or at such
other time and place as the Parties mutually agree upon on the
later of (i) 10 days after entry of the Order or (ii) the date on
which all conditions precedent to Closing set forth in APAs have
been satisfied or waived.
Pursuant to 11 U.S.C. Sections 327(a) and 328, the Debtor is
authorized to employ and appoint Broker in connection with the sale
of the Debtor's Property, on the terms and conditions set forth in
the exclusive right to sell annexed to the Motion nunc pro tunc to
May 24, 2018. The Broker will be compensated and reimbursed
pursuant to Sections 327, 330 and 331 of the Bankruptcy Code and
the applicable Bankruptcy Rules, Local Rules and fee and expense
guidelines and orders of the Court. The Purchaser will have no
obligations to the Broker and/or relating to the Broker's
services.
Notwithstanding any provision in the Bankruptcy Rules or the Local
Bankruptcy Rules to the contrary, (a) the terms of the Order will
be immediately effective and enforceable upon its entry; (b) the
Debtor is not subject to any stay, including without limitation the
stay contemplated by Bankruptcy Rules 6004(h) and 6006(d), in the
implementation, enforcement or realization of the relief granted in
the Order; and (c) the Debtor may, in its discretion and without
further delay, take any action and perform any act authorized under
the Order.
About Wall Street Languages
Wall Street Languages Ltd. sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-11581) on May 24,
2018. At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of less than $500,000. The
Debtor hired DelBello Donnellan Weingarten Wise & Wiederkehr, LLP,
as its legal counsel.
WILDHORSE RESOURCE: S&P Raises ICR to 'B+', Outlook Stable
----------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Houston-based
WildHorse Resource Development Corp. to 'B+' from 'B'. The outlook
is stable.
S&P said, "At the same time, we raised our issue-level ratings on
the company's $700 million senior unsecured notes due 2025 to 'B+'
from 'B'. The '3' recovery rating is unchanged and indicates our
expectation of meaningful recovery (50% to 70%, rounded estimate:
60%) recovery of principal in the event of payment default."
The company's much higher proved reserve base and production
levels, which are now comparable to peers in the 'B+' rating
category, drove the upgrade. The company grew its reserves and
production through both organic drilling and acquisitions, while
maintaining solid credit measures. S&P said, "We forecast S&P
adjusted FFO/debt will remain in the low-30% range and S&P adjusted
debt to EBITDA will decline to the mid-2x area by year-end 2018.
That said, the company's high percentage of proved undeveloped
(PUD) reserves (around 78%) will require meaningful capital
expenditures to bring to production and projected negative free
cash flow over the next several years is a rating constraint.
Still, we anticipate the company has sufficient liquidity to meet
its needs. Moreover we anticipate the rate of free cash flow burn
should diminish over the next several years as production continues
to climb."
S&P said, "The stable outlook reflects our expectation that the
company's credit measures will be consistent with the ratings and
that it will maintain or improve production levels over the next 12
months. We currently anticipate FFO to debt to be in the low-30%
range and debt to EBITDA in the mid-2x area, with modest
improvement in 2019 driven by increased production levels and
higher oil price realizations."
WMG ACQUISITION: Moody's Rates EUR200MM Secured Notes Due 2026 Ba3
------------------------------------------------------------------
Moody's Investors Service has assigned a Ba3 rating to WMG
Acquisition Corp.'s proposed EUR200 million senior secured notes
(equivalent to approximately US$232 million). WMG Holdings Corp.'s
B1 Corporate Family Rating and existing secured and unsecured debt
ratings are unchanged. The outlook remains stable.
Proceeds from the notes offering will be used to prepay
approximately EUR34.5 million of the existing EUR345 million
outstanding 4.125% senior secured notes due 2024 via the call
feature and help finance the acquisition of E.M.P. Merchandising
Handelsgesellschaft mbH for EUR155 Million (equivalent to
approximately US$180 million). EMP is German-based specialty music
and entertainment merchandise e-tailer.
Following is a summary of the rating action:
Issuer: WMG Acquisition Corp.
Rating Assigned:
EUR200 Million Senior Secured Notes due 2026 -- Ba3 (LGD3)
WMG Acquisition Corp. is a wholly-owned subsidiary of WMG Holdings
Corp., which in turn is a wholly-owned subsidiary of Warner Music
Group Corp. The assigned rating is subject to review of final
documentation and no material change in the size, terms and
conditions of the transaction as advised to Moody's.
RATINGS RATIONALE
The transaction modestly increases pro forma total debt to EBITDA
to 5.3x from 5.1x (Moody's adjusted as of June 30, 2018, including
EMP's LTM EBITDA). WMG is expected to benefit from the scale of
EMP's pan-European e-commerce platform, which is the largest in the
EU focused on the sale of media and entertainment-linked
merchandise, and expand the company's ability to connect directly
with consumers.
The B1 CFR reflects Moody's expectation that WMG Holdings Corp.'s
parent, Warner Music Group Corp., will operate with financial
leverage as measured by total debt to EBITDA in the 4.75x-5.75x
area over the rating horizon (includes Moody's standard and
non-standard adjustments that exclude certain one-time non-cash
costs). The rating also incorporates seasonal and cyclical recorded
music revenue (nearly 85% of total revenue) and low visibility into
results of upcoming release schedules as well as the anticipated
slowdown and/or declines in certain revenue segments (i.e.,
physical and digital downloads). Potential foreign currency
headwinds and the music industry's revenue challenges that prevent
full maximization of content value from user-uploaded videos to
WMG's songwriters and rights holders also constrain the rating.
The B1 rating is bolstered by WMG's position as the world's third
largest music industry player. WMG is experiencing share gains and
has an extensive recorded music library and music publishing
assets, which drive recurring revenue streams. The company benefits
from the music industry's third consecutive year of growth in 2017
as listeners globally increasingly adopt on-demand streaming
services. The company's business model, in which the bulk of
revenue is generated by proven artists or its music catalog (which
tends to be less volatile) combined with ongoing investments in new
artist and talent development to establish a pipeline of recurring
hit songs, helps moderate recorded music volatility. WMGs
attractive music catalog, with over 1 million copyrights from more
than 70,000 songwriters and composers, and good geographic
diversity and monetization characteristics, also support the
rating, particularly given the progressive increase in the US
mechanical royalty rate over a five year period (2018-2022) that
was implemented earlier this year under the Copyright Royalty
Board's administrative ruling.
The Ba3 rating on the secured notes is one notch above the CFR,
reflecting their security interest in the collateral package and
senior position in the debt capital structure.
Rating Outlook
The stable rating outlook reflects its expectation for continued
improvement in recorded music industry fundamentals combined with
WMG's position as the world's third largest music content provider
with global diversification and an enhanced recorded music
repertoire. Moody's expects EBITDA growth to be driven by improved
margins as a result of robust streaming revenue growth, increasing
value of WMG's music content, realized synergies, solid returns on
artist investments, marketing and branding, as well as enhancement
of the company's analytics.
What Could Change the Rating -- Up
Ratings could be upgraded if there is evidence of sustained growth
in the recorded music industry and WMG exhibits EBITDA margin
expansion as well as realization of lower earnings volatility and
higher returns on investments. Assurances that management will
maintain disciplined operating strategies for long-term growth,
exhibit prudent financial policies and target credit metrics
consistent with a higher rating resulting in total debt to EBITDA
leverage sustained comfortably below 4.5x (Moody's adjusted) and
free cash flow to adjusted debt in the mid-to-high single digit
range could also lead to an upgrade. Finally, for an upgrade to be
considered, Moody's would need clarity from the equity sponsor with
respect to the financial policy track record for each of its
portfolio company holdings as well as the long-term investment
philosophy and exit strategy for WMG.
What Could Change the Rating -- Down
Ratings could be downgraded if debt-financed acquisitions,
competitive pressures or increased artist and repertoire (A&R)
investments negatively impact revenue or EBITDA resulting in total
debt to EBITDA leverage sustained above 6x (Moody's adjusted), or
if heightened capital spending or financial sponsor related actions
result in negative free cash flow.
The principal methodology used in this rating was Business and
Consumer Service Industry published in October 2016.
With headquarters in New York, NY, WMG Holdings Corp. is a
wholly-owned subsidiary of Warner Music Group Corp., a leading
music content provider operating domestically and overseas. Revenue
totaled approximately $3.88 billion for the twelve months ended
June 30, 2018.
WOODMONT PETROLEUM: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Woodmont Petroleum Products, Inc.
PO Box 190
Middleburg, NC 27556
Business Description: Woodmont Petroleum Products, Inc. owns in
fee simple a truck stop with convenience
store, motel and restaurant located on 15
acres at 256 Flemington Road in Henderson,
North Carolina. The store includes some
limited inside inventory as well as some
limited truck parts inventory.
Chapter 11 Petition Date: October 4, 2018
Case No.: 18-04876
Court: United States Bankruptcy Court
Eastern District of North Carolina
(Raleigh Division)
Judge: Hon. Joseph N. Callaway
Debtor's Counsel: Danny Bradford, Esq.
PAUL D. BRADFORD, PLLC
dba BRADFORD LAW OFFICES
455 Swiftside Drive, Suite 106
Cary, NC 27518-7198
Tel: 919 758-8879
Fax: 919 803-0683
E-mail: dbradford@bradford-law.com
Total Assets: $1,100,000
Total Liabilities: $3,204,175
The petition was signed by Jerry Stevenson, vice-president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/nceb18-04876.pdf
YUICHIRO SAKURAI: $1.31M Sale of Long Beach Property Okayed
-----------------------------------------------------------
Judge Neil W. Bason of the U.S. Bankruptcy Court for the Central
District of California authorized Yuichiro Sakurai and Akemi
Sakurai to sell the real property located at 400 W. Ocean Blvd.,
Unit No. 2702, Long Beach, California to Daniel and Karen Kulick
for $1.31 million.
A hearing on the Motion was held on Sept. 18, 2018 at 2:00 p.m.
The sale is on an "as is" basis, without representations or
warranties and without contingencies. The sale to the Buyers will
be completed by two weeks after the entry of the Order.
The Bidding Procedures set forth in the Motion are approved.
The Russell B. Gray Jr. Trust is approved as the backup bidder in
the amount of $1.3 million. All funds which may have been paid by
the Backup Bidder as the original purchaser of the Property will be
returned to him.
In the event that the Buyers fails to close the sale by the time
indicated, the sale to them, in the sole discretion of the Debtors,
may be terminated and the Property may be sold to the Backup
Bidder.
The Property will be sold will be free and clear of all liens,
claims, and other interests. Any such liens, claims, and interests
will attach to the sale proceeds of the sale.
Of the sale proceeds of the $1.31 million, the sum of $100,000 will
be retained by escrow for the Debtors' homestead exemption. Out of
the Exemption, escrow will be authorized to release the sum of
$15,000 to the Sakurais for their moving expenses. The balance of
the Exemption funds will be retained by escrow until such time as
the Sakurais' homestead exemption is confirmed by the Court. In
the event that the homestead exemption is disallowed, the
bankruptcy estate will be entitled to recoup the $15,000 moving
expense from the Sakurais' other exempt property to pay the
Sakurais' creditors through their plan of reorganization.
The brokers will be entitled to receive out of escrow a total
commission of 4% of the sale price of $1.31 million. After the
retention of the Exemption, the payment of broker's commissions,
and the costs of sale such as title, escrow, and the like, the lien
of Citizens Bank will attach to all remaining funds. Such
remaining funds will be paid to Citizens Bank pursuant to a demand
submitted by it to escrow.
The Order is effective immediately. The 14-day stay on the
effectiveness of the Order pursuant to Rule 6004(h) of the Federal
Rules of Bankruptcy Procedure is waived.
About the Sakurais
Yuichiro Sakurai and Akemi Sakurai sought Chapter 11 protection
(Bankr. C.D. Cal. Case No. 17-22660) on Oct. 16, 2017.
There were two immediate causes for the filing. The first was
state court litigation with an impending trial on Oct. 20, 2017.
The second was the inability of related debtor Checkmate King Co.,
Ltd., to collect a receivable in the amount of $4 million owed by
Radiology Solutions, Inc., and its principal, George Fower.
The Debtors own three pieces of real property: commercial
properties located 29370 Hunco Way, Lake Elsinore, California
92530, and 4305 N. Rancho Drive, Las Vegas, Nevada 89130, and the
Debtors' residence at 400 W. Ocean Blvd., Unit 2702, Long Beach,
California 90802.
The Debtors tapped Nicholas W. Gebelt, Esq., as 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.
[^] BOND PRICING: For the Week from October 1 to 5, 2018
--------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
Acosta Inc ACOSTA 7.750 35.125 10/1/2022
Acosta Inc ACOSTA 7.750 34.206 10/1/2022
Alpha Appalachia
Holdings LLC ANR 3.250 2.048 8/1/2015
American Tire
Distributors Inc ATD 10.250 24.007 3/1/2022
American Tire
Distributors Inc ATD 10.250 24.877 3/1/2022
Appvion Inc APPPAP 9.000 1.125 6/1/2020
Appvion Inc APPPAP 9.000 1.005 6/1/2020
BPZ Resources Inc BPZR 6.500 3.017 3/1/2015
BPZ Resources Inc BPZR 6.500 3.017 3/1/2049
Bon-Ton Department
Stores Inc/The BONT 8.000 15.000 6/15/2021
Bunge Ltd Finance Corp BG 8.500 103.447 6/15/2019
Cenveo Corp CVO 6.000 27.750 8/1/2019
Cenveo Corp CVO 8.500 1.497 9/15/2022
Cenveo Corp CVO 6.000 1.180 5/15/2024
Cenveo Corp CVO 8.500 1.497 9/15/2022
Cenveo Corp CVO 6.000 26.116 8/1/2019
Chukchansi Economic
Development Authority CHUKCH 9.750 70.000 5/30/2020
Chukchansi Economic
Development Authority CHUKCH 10.250 70.000 5/30/2020
Claire's Stores Inc CLE 9.000 64.250 3/15/2019
Claire's Stores Inc CLE 6.125 64.750 3/15/2020
Claire's Stores Inc CLE 7.750 6.994 6/1/2020
Claire's Stores Inc CLE 9.000 62.398 3/15/2019
Claire's Stores Inc CLE 7.750 6.994 6/1/2020
Claire's Stores Inc CLE 9.000 57.933 3/15/2019
Claire's Stores Inc CLE 6.125 61.554 3/15/2020
Community Choice
Financial Inc CCFI 10.750 76.385 5/1/2019
DBP Holding Corp DBPHLD 7.750 45.000 10/15/2020
DBP Holding Corp DBPHLD 7.750 45.000 10/15/2020
EXCO Resources Inc XCOO 8.500 16.000 4/15/2022
Egalet Corp EGLT 5.500 10.375 4/1/2020
Emergent Capital Inc EMGC 8.500 82.484 2/15/2019
Energy Conversion
Devices Inc ENER 3.000 7.875 6/15/2013
Energy Future Intermediate
Holding Co LLC /
EFIH Finance Inc TXU 9.750 37.250 10/15/2019
Envision Healthcare Corp EVHC 6.250 107.599 12/1/2024
Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011
Homer City Generation LP HOMCTY 8.137 38.750 10/1/2019
Las Vegas Monorail Co LASVMC 5.500 4.037 7/15/2019
Lehman Brothers
Holdings Inc LEH 4.000 3.326 4/30/2009
Lehman Brothers
Holdings Inc LEH 1.600 3.326 11/5/2011
Lehman Brothers
Holdings Inc LEH 2.000 3.326 3/3/2009
Lehman Brothers
Holdings Inc LEH 1.500 3.326 3/29/2013
Lehman Brothers
Holdings Inc LEH 2.070 3.326 6/15/2009
Lehman Brothers
Holdings Inc LEH 1.383 3.326 6/15/2009
Lehman Brothers
Holdings Inc LEH 5.000 3.326 2/7/2009
Lehman Brothers Inc LEH 7.500 1.226 8/1/2026
MModal Inc MODL 10.750 6.125 8/15/2020
Mashantucket Western
Pequot Tribe MASHTU 7.350 16.500 7/1/2026
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.750 0.857 10/1/2020
Morgan Stanley MS 6.372 100.450 10/14/2018
Nine West Holdings Inc JNY 6.125 20.000 11/15/2034
OMX Timber Finance
Investments II LLC OMX 5.540 4.839 1/29/2020
Orexigen Therapeutics Inc OREXQ 2.750 5.125 12/1/2020
Orexigen Therapeutics Inc OREXQ 2.750 5.125 12/1/2020
PaperWorks Industries Inc PAPWRK 9.500 52.971 8/15/2019
PaperWorks Industries Inc PAPWRK 9.500 52.971 8/15/2019
Pernix Therapeutics
Holdings Inc PTX 4.250 43.833 4/1/2021
Pernix Therapeutics
Holdings Inc PTX 4.250 43.833 4/1/2021
PetroQuest Energy Inc PQUE 10.000 43.000 2/15/2021
PetroQuest Energy Inc PQUE 10.000 42.500 2/15/2021
PetroQuest Energy Inc PQUE 10.000 42.500 2/15/2021
Powerwave Technologies Inc PWAV 2.750 0.133 7/15/2041
Powerwave Technologies Inc PWAV 3.875 0.133 10/1/2027
Powerwave Technologies Inc PWAV 1.875 0.133 11/15/2024
Powerwave Technologies Inc PWAV 1.875 0.133 11/15/2024
Powerwave Technologies Inc PWAV 3.875 0.133 10/1/2027
Renco Metals Inc RENCO 11.500 29.000 7/1/2003
Rex Energy Corp REXX 8.000 27.800 10/1/2020
Rex Energy Corp REXX 6.250 15.625 8/1/2022
Rex Energy Corp REXX 8.875 17.204 12/1/2020
Rex Energy Corp REXX 8.000 27.292 10/1/2020
Rolta LLC RLTAIN 10.750 15.616 5/16/2018
SandRidge Energy Inc SD 7.500 0.365 2/15/2023
Sears Holdings Corp SHLD 8.000 24.554 12/15/2019
Sempra Texas Holdings Corp TXU 5.550 11.818 11/15/2014
SiTV LLC / SiTV
Finance Inc NUVOTV 10.375 57.891 7/1/2019
SiTV LLC / SiTV
Finance Inc NUVOTV 10.375 57.749 7/1/2019
TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019
TerraVia Holdings Inc TVIA 6.000 4.644 2/1/2018
Tesla Energy Operations
Inc/DE SCTY 2.650 73.838 11/5/2018
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 11.500 0.432 10/1/2020
Toys R Us - Delaware Inc TOY 8.750 1.773 9/1/2021
Transworld Systems Inc TSIACQ 9.500 50.040 8/15/2021
Transworld Systems Inc TSIACQ 9.500 26.000 8/15/2021
Walter Energy Inc WLTG 8.500 0.834 4/15/2021
Walter Energy Inc WLTG 9.875 0.834 12/15/2020
Walter Energy Inc WLTG 9.875 0.834 12/15/2020
Walter Energy Inc WLTG 9.875 0.834 12/15/2020
Washington Mutual Bank /
Debt not acquired
by JPMorgan WAMU 5.550 0.573 6/16/2010
Westmoreland Coal Co WLBA 8.750 27.395 1/1/2022
Westmoreland Coal Co WLBA 8.750 27.315 1/1/2022
iHeartCommunications Inc IHRT 14.000 12.750 2/1/2021
iHeartCommunications Inc IHRT 14.000 12.750 2/1/2021
iHeartCommunications Inc IHRT 14.000 12.750 2/1/2021
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
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 ***