/raid1/www/Hosts/bankrupt/TCR_Public/181227.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, December 27, 2018, Vol. 22, No. 360
Headlines
10 HOMESTEAD AVENUE: Connelly Buying Quincy Property for $270K
270 BERGER: Mazaloaks Buying Oakhurst Property for $400K
303 DEAN REALTY: Distribution Provisions Added in Latest Plan
ADVANCED SPORTS: Seeks to Hire Hilco IP as IP Consultant
AIR METHODS: Bank Debt Trades at 17% Off
AMWINS GROUP: Bank Debt Trades at 4% Off
ARCHER NORRIS: Has Final Nod on Continued Cash Collateral Use
BARKLEY CONSULTING: Unsecureds to Get 10% at 3.5% Over 2 Years
BASS PRO: Bank Debt Trades at 5% Off
BEAVER DAIRY: Seeks Approval on FCE Cash Collateral Stipulation
BELK INC: Bank Debt Trades at 20% Off
BERLIN PACKAGING: Bank Debt Trades at 4% Off
BG BIG BOAT: Gets Nod on Interim Cash Collateral Use Until Dec. 31
BOB BONDURANT: Seeks to Hire Azzarelli of B2B CFO as CFO
BRADER FAMILY: $3M Sale of Houston Property to DC Real Approved
BRANBRO INVESTMENTS: $615K Sale of Indian Land Property Approved
BRAND ENERGY: Bank Debt Trades at 4% Off
CALPINE CONSTRUCTION: Bank Debt Trades at 5% Off
CALPINE CORP: Bank Debt Trades at 4% Off
CARDEL MASTER: Seeks to Hire Pay Lee Pallardy as Appraiser
CHAMPION BLDRS: Seeks to Hire Bud Palmer as Auctioneer
CHECKOUT HOLDING: Hires Prime Clerk as Claims and Noticing Agent
CORRIDOR MEDICAL: Seeks Approval to Access Cash Collateral
CP LIQUIDATION: Trustee Seeks to Hire Mediator
CYPRESS SEMICONDUCTOR: Moody's Hikes CFR to Ba2, Outlook Stable
DGS REALTY: Wants to Continue Using Cash Collateral Until March 31
DUFF & PHELPS: $1.02-Bil. Bank Debt Trades at 4% Off
DUFF & PHELPS: $330MM Bank Debt Trades at 4% Off
DUMBO RESTAURANT: Taps Cushner & Associates as Legal Counsel
EAT FIT GO: Bell Auction of Georgia Kitchen's Kitchen Eqpt. Okayed
ELAS LLC: Taps A.O.E Law & Associates as Legal Counsel
ELIMINATOR CUSTOM: $1.5M Sale of All Assets to RevLine Approved
EMBA TRANSPORTATION: Financing, Cash Use Have Final Approval
EMMANUEL HEALTH: Jan. 31 Plan and Disclosures Hearing Set
FANSTEEL INC: SeaCast Buying Intercast Business for $1 Million
FLEX ACQUISITION: $1.4BB Bank Debt Trades at 4% Off
FLEX ACQUISITION: $1.571BB Bank Debt Trades at 5% Off
FLOYD SQUIRES: Examiner Selling Eureka Property to Bell for $190K
FOUR SEASONS: Bank Debt Trades at 4% Off
GATES GROUP: Bank Debt Trades at 4% Off
GREGORY TE VELDE: Trustee's A&M Auction of Surplus Cattle Approved
HB FULLER: Bank Debt Trades at 4% Off
HOOPER HOLMES: Files Chapter 11 Joint Liquidation Plan
HOPEWELL PROMOTIONS: Plan Confirmation Hearing Set for Feb. 13
HURLEY MEDICAL: Moody's Alters Outlook of Ba1 Bonds Rating to Neg.
INNA DANCE: Disclosures Approved; Feb. 12 Plan Hearing Set
INTEGRAL INVESTMENTS: Plan Confirmation Hearing Set for May 1
J.J.S.Y. INVESTMENTS: Seeks to Hire Davis Ermis as Counsel
JAMES GARRISON: $179K Sale of Boaz Property Approved
JASON FLY: $192K Sale of 16 Unencumbered Trailers to Dragon Okayed
JAZPAL LLC: To Pay Unsecured Creditors $2K Monthly with Interest
JDS HOSPITALITY: May Use Cash Collateral on Final Basis
KEEHAN TENNESSEE: Hires Frederic P. Schwieg as Counsel
KLOECKNER PENTAPLAST: Bank Debt Trades at 14% Off
LANE-GLO LANES: Has Authorization to Continue Using Cash Collateral
LEGAL COVERAGE: Trustee's $20K Sale of Business Assets to Legal OKd
LNB-015-13 LLC: Infusion of Capital, Loan Proceeds to Fund New Plan
MALLINCKRODT GROUP: Bank Debt Trades at 7% Off
MAOZ 8TH AVENUE: Unsecured Claims Reduced to $64K in Latest Plan
MED CARE EMERGENCY: Hires Reynaldo Ortiz as Special Counsel
MODERN PROMOS: Taps Steven Nosek as Legal Counsel
NMSC HOLDINGS: S&P Alters Outlook to Negative on Weak Cash Flow
PAREXEL INTERNATIONAL: S&P Alters Outlook to Neg & Affirms 'B' ICR
PARKER DRILLING: Hires Prime Clerk as Claims and Noticing Agent
PAYROLL MANAGEMENT: Gets Authorization to Use Cash Collateral
PB PIED-DE-TERRE: Proposes Sale of Palm Beach Property
PC USA RE: Settling with GGH to Sell Hallandale Property for $1.5M
PETROQUEST ENERGY: Committee Hires Dacarba as Financial Advisor
PETSMART INC: Bank Debt Trades at 20% Off
PH DIP INC: Hires David A. Greer as Special Virginia Counsel
PHILLIP TARVER: Peoples National Bank Prohibits Cash Collateral Use
POINTE EDUCATIONAL: S&P Affirms B+ Rating on 2015 Facility Bonds
POWERMAX INC: Trustee Selling Remnant Assets to Oak Point for $5K
PQ CORP: Bank Debt Trades at 4% Off
R & B SERVICES: Taps Castellano Korenberg as Accountant
RADIATE HOLDCO: $1.425BB Bank Debt Trades at 4% Off
RB SMITH LAND: Seeks to Hire Patten Peterman as Counsel
REGISTER COMMUNICATIONS: Proposes Sale of All WXIA Assets
RGE CARIBBEAN: Taps Tamarez CPA as Accountant
RICHARD GARAVITO: Nehoray Buying Montclair Property for $1.75M
RITE AID: Egan-Jones Lowers Senior Unsecured Ratings to B-
ROY MCGEE: $15K Sale of Caterpillar Tree Cutter to Farmer Approved
SEDGWICK CLAIMS: Bank Debt Trades at 3% Off
SENIOR CARE: Court Allows Use of Cash Collateral from Lenders
SMOKY MOUNTAIN: Seeks to Hire Scott Law Group as Attorney
SOLUTIONS BY DESIGN: Seeks to Hire Gonzalez Cordero as Counsel
STATE TECHNOLOGY: Stipulation for RCL's Claim Treatment Disclosed
STEPHANIE'S TOO: Taps Kasen & Kasen as Legal Counsel
STEPHENSON FAMILY: Seeks Authority to Use Cash Collateral
SUNSHINE DAIRY: NBP Buying Karamanos' Portland Property for $8.1M
THAKORJI INC: Seeks Authorization to Use Cash Collateral
THOMAS O. EIFLER: Selling Three Trucks for $27.5K
TOYS R US: Trust and Purchaser Want to Enforce Plan
TROP INC: Hires Schulten Ward as Special Counsel
ULTRA RESOURCES: Moody's Affirms Caa1 CFR, Outlook Negative
UW OSHKOSH FOUNDATION: Hires Steinhilber Swanson as Counsel
VERITAS SOFTWARE: Bank Debt Trades at 15% Off
VISUAL HEALTH: May Continue Using Cash Collateral Until Dec. 31
VODAFONEZIGGO: Bank Debt Trades at 4% Off
WAGGONER CATTLE: Lone Star Objects to Disclosure Statement
WEATHERFORD INT'L: S&P Cuts ICR to 'CCC', Outlook Negative
WEST 70 CORPORATION: Seeks Authorization to Use Cash Collateral
WEST CORP: Fitch Affirms B+ LongTerm IDR, Outlook Stable
WEST CORPORATION: Bank Debt Trades at 7% Off
WESTMORELAND COAL: Cash on Hand, Purchaser Stock to Fund Plan
WESTPORT HOLDINGS: CPIF Not Entitled to Diminution-In-Value Lien
*********
10 HOMESTEAD AVENUE: Connelly Buying Quincy Property for $270K
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10 Homestead Avenue, LLC, filed with the U.S. Bankruptcy Court for
the District of Massachusetts a notice of its proposed private sale
of the real property commonly known as Unit 1, 10 Homestead Avenue,
Quincy, Massachusetts, as described in a Master Deed dated
April 11, 2018, recorded at the Norfolk County Registry of Deeds,
Registered Land Section Book 35907, Page234, Certificate No. 27870,
to Corrina Connelly for $269,900, subject to higher and better
offers.
The Buyer is currently a tenant of the Debtor in a separate unit.
The real estate will be sold free and clear of all liens, claims
and encumbrances. Any perfected, enforceable valid liens will
attach to the proceeds of sale according to priorities established
under applicable law.
The sale will take place on Jan. 15, 2018. The Proposed Buyer has
paid a deposit in the sum of $1,000. The terms of the proposed
sale are more particularly described in the Motion for Order
Authorizing and Approving Private Sale of Property of the Estate
filed with the Court on Dec. 17, 2018.
Any objections to the sale and/or higher offers must be filed by
Jan. 8, 2019 at 4:30 p.m. Any higher offer must be accompanied by
a cash deposit of $1,000 made payable to the Debtor's counsel.
Higher offers must be on the same terms and conditions provided in
the Purchase and Sale Agreement, other than the purchase price.
The deposit will be forfeited to the estate if the successful
purchaser fails to complete the sale by the date ordered by the
Court, if the sale is not completed by the buyer approved by the
Court, the Court, without further hearing, may approve the sale of
the Property to the next highest bidder.
A hearing on the Motion to Approve Sale, objections or higher
offers is scheduled to take place on Jan. 10, 2019 at 9:30 a.m.
The Purchaser:
Corrina Connelly
Unit 4, 10 Homestead Ave.
Quincy, MA 02169-3548.
About 10 Homestead Avenue
10 Homestead Avenue's principal assets are located at 10 Homestead
Avenue Quincy, MA 02169. Landing at Braintree's principal assets
are located at Units 125-139B, Commercial Street Braintree, MA
02184.
10 Homestead Avenue, LLC, and its affiliate Landing at Braintree,
LLC, filed voluntary petitions seeking relief under Chapter 11 of
the Bankruptcy Code (Bankr. D. Mass. Case no. 18-14158 and Bankr.
D. Mass. Case No. 18-14159, respectively) on Nov. 6, 2018. In the
petitions signed by William T. Barry, manager, the Debtors
estimated $1 million to $10 million in assets and liabilities.
Judge Frank J. Bailey presides over Case No. 18-14158 while the
Hon. Christopher J. Panos presides over Case No. 18-14159.
The Ann Brennan Law Offices serves as the Debtors' counsel. The
Law Office of Lipman & White, is the special counsel.
270 BERGER: Mazaloaks Buying Oakhurst Property for $400K
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Judge Christine M. Gravelle of the U.S. Bankruptcy Court for the
District of New Jersey will convene a hearing on Jan. 15, 2019, at
10:00 a.m. to consider 270 Berger Real Estate, LLC's sale of the
real property known as 270 Berger Avenue, Oakhurst, New Jersey to
Mazaloaks, LLC for $400,000, subject to higher and better offers.
Joseph Plotzker, a managing member of the Debtor, certifies that he
is the owner of 100% of the outstanding membership interests in the
Debtor. He is the sole member of the Debtor.
The Property is encumbered by: (a) a first mortgage held by U.S.
Bank Trust, N.A., as Trustee for LSF9 Master Participation Trust
who filed a proof of claim in the amount of 485,504; and (b) a
second mortgage held by Wells Fargo Bank, NA to secure the sum of
$210,681.
The Debtor has entered into a contract to sell the Property to the
Buyer for $400,000. The sale will be free and clear of liens,
claims, encumbrances and interests. The sale will be subject to
higher and better offers and the holder of the first mortgage will
be permitted to credit-bid. The Debtor submits that the open and
competitive nature of the Bidding Procedures adopted will warrant
the Court's finding that the sale is the result of arm's-length
negotiations in good faith and that the has paid fair value and is
a good faith purchaser.
All parties asserting an interest in the Property will have notice
of the sale and an opportunity to object to the Sale.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/270_Berger_120_Sales.pdf
The Purchaser:
MAZALOAKS, LLC
1946 Coney Island Ave.
Brooklyn, NY 11223
About 270 Berger Real Estate Investments
270 Berger Real Estate, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D.N.J. Case No. 16-21006) on June 6,
2016. In the petition signed by Joseph Plotzker, managing member,
the Debtor estimated assets of less than $50,000 and liabilities of
$1 million to $10 million. The case is assigned to Judge Christine
M. Gravelle.
On Jan. 31, 2017, the Debtor filed its Chapter 11 plan of
reorganization and disclosure statement.
303 DEAN REALTY: Distribution Provisions Added in Latest Plan
-------------------------------------------------------------
303 Dean Realty Inc. filed with the U.S. Bankruptcy Court for the
Eastern District of New York its second amended plan of
reorganization.
The second amended plan adds provisions concerning distributions.
These provisions are:
* Manner of payments under the Plan. Payments to be made
pursuant to the Plan will be made by check drawn on a domestic
bank.
* Rounding to the nearest dollar. Any other provision of the
Plan to the contrary withstanding, no payments of portions of a
Dollar will be made. Whenever any payment of a portion of a Dollar
would otherwise be called for, the actual payment shall reflect a
rounding of such fraction to the nearest whole Dollar (up or down)
* Unclaimed cash. Except as otherwise provided herein, in the
event any claimant fails to claim any cash within six (6) months
from the date such cash is distributed, such claimant shall forfeit
all rights thereof, and to any and all future payments, and
thereafter the claim for which such cash was distributed shall be
treated as a Disallowed Claim. In this regard, distributions to
claimants entitled thereto shall be sent to their last known
address set forth on a proof of claim filed with the Court or, if
no proof of claim is filed, on the schedules filed by the Debtor,
or to such other address as may be designated by a claimant in a
writing delivered to the Debtor, with a copy to the Debtor's
counsel at least one week prior to the distribution. All unclaimed
cash shall be redistributed with the next distribution.
* Distributed payments or distribution. In the event of any
dispute between and among claimants (including the entity or
entities asserting the right to receive the disputed payment or
distribution) as to the right of any entity to receive or retain
any payment or distribution to be made to such entity under the
Plan, they may, in lieu of making such payment or distribution to
such entity, make it instead into an escrow account or to a
disbursing agent, for payment or distribution as ordered by a court
of competent jurisdiction or as the interested parties to such
dispute may otherwise agree among themselves.
A copy of the Second Amended Plan is available at
https://is.gd/sQ1FnS from Pacermonitor.com at no charge.
About 303 Dean Realty
303 Dean Realty Inc. is a real estate company that owns a property
located in Brooklyn, New York valued by the company at $4 million.
303 Dean Realty Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-42786) on May 14,
2018. In the petition signed by Dawn Foster, president, the Debtor
disclosed total assets of $4 million assets and total liabilities
of $2.86 million. Avrum J. Rosen, Esq. at Rosen, Kantrow & Dillon,
PLLC, serves as counsel to the Debtor.
ADVANCED SPORTS: Seeks to Hire Hilco IP as IP Consultant
--------------------------------------------------------
Advanced Sports Enterprises, and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the Middle District of
North Carolina to employ Hilco IP Services, LLC, as intellectual
property consultant to the Debtors.
Advanced Sports requires Hilco IP to:
a. assist the Debtors in the marketing and sale of the
Debtors' intellectual property and related tangible assets
(the "IP Assets") by identifying, communicating and
negotiating with, and evaluating any offers submitted by
potential buyers;
b. work with D.A. Davidson & Co., the Debtors, and their other
advisors to collect and secure all the available
information and data concerning the IP Assets;
c. prepare marketing materials designed to inform potential
purchasers of the availability of the IP Assets for sale,
assignment, license, or other disposition;
d. develop and execute a sales and marketing program designed
to elicit proposals to acquire the IP Assets from qualified
acquirers with a view toward completing one or more sales,
assignments, licenses, or other dispositions of the IP
Assets;
e. assist the Debtors and their professionals in connection
with the transfer of the IP Assets to the acquirer(s) who
offer the highest or otherwise best consideration for the
IP Assets;
f. assist with any depositions or expert testimony, or
preparation therefor, in support of the transfer of the IP
Assets; and
g. advise and assist the Debtors and their professionals in
preparing appropriate documentation for pursuing a
transaction, and to provide analysis and advice in
responding to and negotiating the form, structure, terms
and price of any proposed Transaction.
Hilco IP will be paid as follows:
-- upon closing of a sale transaction approved by the
Bankruptcy Court and obtained pursuant to the Auction,
Hilco IP be paid a commission of 5% of the economic benefit
that any new bidder brings to the auction.
-- in the event that the auction fails to result in a
consummated sale of all assets, then upon the subsequent
sale of any or all of the remaining assets in a subsequent
sale process, Hilco IP will be paid to the greater of (i)
$50,000, and (ii) 5% of the gross proceeds.
David Peress, executive vice president of Hilco IP Services, LLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.
Hilco IP can be reached at:
David Peress
HILCO IP SERVICES, LLC
1500 Broadway 8th Floor
New York, NY 10036
Tel: (212) 610-5663
E-mail: info@hilcostrembank.com
About Advanced Sports Enterprises
Advanced Sports Enterprises, Inc., designs, manufactures and sells
bicycles and related goods and accessories.
Advanced Sports, Inc. is a wholesale seller of bicycles and
accessories. ASI owns the following bicycle brands and is
responsible for their design manufacture and worldwide
distributions: Fuji, Kestrel, SE Bikes, Breezer, and Tuesday.
Performance Direct, Inc., designs, manufactures and sells bicycles
and related goods and accessories and operates a national
distribution of these goods under the Performance Bicycle brand
through an internet website business via the URL
http://www.performancebike.com/
Bitech, Inc. operates 104 retail stores across 20 states under the
Performance Bicycle brand related to the sale of bicycles and
related good and accessories. The businesses of Performance and
Bitech operate in conjunction with each other and they share a
number of services and a distribution warehouse.
Nashbar Direct, Inc. designs, manufactures and sells bicycles and
related goods and accessories under the Bike Nashbar brand through
an internet website business via the URL
http://www.bikenashbar.com/The businesses of Nashbar also operate
in conjunction with Performance and share services and a
distribution warehouse.
Advanced Sports Enterprises and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Lead Case
No. 18-80856) on Nov. 16, 2018.
Advanced Sports Enterprises estimated assets of $1 million to $10
million and liabilities of $10 million to $50 million while
Advanced Sports, Inc., estimated assets of $100 million to $500
million and liabilities of $50 million to $100 million.
The cases have been assigned to Judge Benjamin A. Kahn.
The Debtors tapped Northen Blue, LLP and Flaster/Greenberg P.C. as
their bankruptcy counsel; D.A. Davison & Co. as investment banker;
Clear Thinking Group LLC as financial advisor; and Kurtzman Carson
Consultants LLC as claims, noticing and balloting agent.
AIR METHODS: Bank Debt Trades at 17% Off
----------------------------------------
Participations in a syndicated loan under which Air Methods
Corporation is a borrower traded in the secondary market at 82.79
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.56 percentage points from
the previous week. Air Methods pays 350 basis points above LIBOR to
borrow under the $1.250 billion facility. The bank loan matures on
April 21, 2024. Moody's rates the loan 'B2' and Standard & Poor's
gave a 'B' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
December 14.
AMWINS GROUP: Bank Debt Trades at 4% Off
----------------------------------------
Participations in a syndicated loan under which AmWINS Group is a
borrower traded in the secondary market at 96.18
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.41 percentage points from
the previous week. AmWINS Group pays 275 basis points above LIBOR
to borrow under the $1.050 billion facility. The bank loan matures
on January 25, 2024. Moody's rates the loan 'B1' and Standard &
Poor's gave a 'B+' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, December 14.
ARCHER NORRIS: Has Final Nod on Continued Cash Collateral Use
-------------------------------------------------------------
The Hon. Hannah L. Blumenstiel of the U.S. Bankruptcy Court for the
Northern District of California has entered a final order
authorizing Archer Norris, a Professional Law Corporation to
continue to use and disburse cash collateral in which MUFG Union
Bank, N.A. has or asserts an interest.
The Debtor may use and disburse cash collateral in the amounts for
the purposes set forth on the Budget only through and including
December 31, 2018 but excluding therefrom the line items in the
Budget entitled Trust for BK/Spec Counsel, Trust for RKB, Trust for
BPM, Trust for Committee Counsel, and Trust for Joint WARN Act
Counsel (collectively the "Trust Budget Line Items").
The Debtor is further authorized to spend in the aggregate up to a
5% variance from the gross amount sought to be expended in the
Budget (excluding therefrom the Trust Budget Line Items) for actual
and necessary costs and expenses that must be expended to preserve
the assets of the estate. The amounts set forth in the Trust Budget
Line Items will be deposited by the Debtor into the previously
established single trust account maintained by Debtor's bankruptcy
counsel Felderstein, Fitzgerald Willoughby & Pascuzzi LLP.
The Debtor is also authorized to make payments to MUFG Union Bank
on account of additional charges the Bank asserts is owed with the
consent of the Committee. The amount of such payments, however, is
subject to confirmation in a subsequent Court order, either by
motion or pursuant to the provisions of a confirmed plan.
The Debtor acknowledges that it is still obligated to MUFG Union
Bank on account of default interest, attorneys' fees and costs, and
prepayment premiums owed to the Bank as set forth in the Bank's
Proof of Claim filed on November 7, 2018 and that Debtor has not
yet paid said amounts to Bank pending the resolution of various
disputes which have arisen between the Debtor and the Bank
including, without limitation, as to whether the Bank holds a first
priority perfected security interest in Bank's collateral as
described in that certain Security Agreement executed by the Debtor
in favor of the Bank.
The Debtor grants MUFG Union Bank a lien and security interest with
the same scope and priority and subject to the same carve outs as
set forth in the Replacement Lien granted to the Bank in previous
Interim Orders granting Debtor's Emergency Motion for Use of Cash
Collateral.
With respect to the Debtor's use of Cash Collateral, MUFG Union
Bank will be entitled to an administrative expense claim under
sections 503(b) and 507(a)(2) of the Bankruptcy Code with super
priority status pursuant to Bankruptcy Code section 507(b) to the
extent the Bank is not adequately protected with respect to the
Debtor’s use of Cash Collateral.
A full-text copy of the Final Order is available at
http://bankrupt.com/misc/canb18-30924-193.pdf
About Archer Norris
Archer Norris -- https://www.archernorris.com/ -- was a 70-lawyer
litigation firm with four offices located in Walnut Creek, San
Francisco, Newport Beach and Los Angeles. As of its bankruptcy
filing, the firm had 60 non-lawyer employees.
Archer Norris commenced a Chapter 11 case in conjunction with a
Plan of Dissolution designed, among other things, to facilitate the
wind-down of its operations and the smooth transition of client
matters to successor firms, with the goal being to minimize any
harm to the client matters, which is anticipated to maximize the
return to creditors.
Archer Norris sought Chapter 11 protection (Bankr. N.D. Cal. Case
No. 18-30924) on Aug. 22, 2018. In the petition signed by Douglas
C. Strauss, president, the Debtor estimated total estimated assets
and liabilities of $1 million to $10 million. The Debtor tapped
Felderstein Fitzgerald Willoughby & Pascuzzi LLP as its legal
counsel; BPM, LLP as financial advisor; and Russell Burbank, senior
managing director of BPM LLP, as liquidating manager.
The U.S. Trustee for Region 17 on Sept. 10, 2018, appointed three
creditors to serve on an official committee of unsecured creditors.
The committee members are: (1) Aquatic, Inc., (2) U.S. Legal
Support, and (3) Veritext & Personal Court Reporters.
BARKLEY CONSULTING: Unsecureds to Get 10% at 3.5% Over 2 Years
--------------------------------------------------------------
Barkley Consulting Engineers, Inc., filed a disclosure statement in
support of its chapter 11 plan of reorganization.
Barkley Consulting, a Florida Corporation, has provided structural
and architectural services to government, commercial and
residential clients, throughout the United States, with a primary
focus in Florida.
Under the Debtor's plan, general unsecured creditors in Class IV-A
have aggregate and/or estimated claims of $146,287.45, not
including $550,000 in insider Claims. Said creditors will be paid
pro rata, after administrative claims, from the proceeds of Debtors
daily operations with the exception of insider claims. A dividend
of 10% will be paid to these creditors, pro rata over 2 years [8]
quarterly payments, commencing on the last day of the 12th month
after the effective date month of Debtors Plan of Reorganization.
Interest at 3.5% will be paid on the quarterly dividends commencing
on the first payment date. The quarterly, aggregate payment, with
interest, will be $948.67.
Pursuant to cash projections and actual income subsequent to the
filing of the
Disclosure Statement and Plan of Reorganization, Debtor should have
sufficient cash from his operations to fund its Plan payments.
A copy of the Disclosure Statement is available at
https://is.gd/UeOoiK from Pacermonitor.com at no charge.
About Barkley Consulting
Barkley Consulting Engineers, Inc., filed a Chapter 11 petition
(Bankr. N.D. Fla. Case No. 18-40315), on June 12, 2018. In the
petition signed by Douglas Barkley, president, the Debtor estimated
$0 to $50,000 in assets and $500,000 to $1 million in liabilities.
The Debtor is represented by Thomas B. Woodward, Esq.
BASS PRO: Bank Debt Trades at 5% Off
------------------------------------
Participations in a syndicated loan under which Bass Pro Shops is a
borrower traded in the secondary market at 95.38
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 3.14 percentage points from
the previous week. Bass Pro pays 500 basis points above LIBOR to
borrow under the $2.970 billion facility. The bank loan matures on
September 25, 2024. Moody's rates the loan 'B1' and Standard &
Poor's gave a 'B+' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, December 14.
BEAVER DAIRY: Seeks Approval on FCE Cash Collateral Stipulation
---------------------------------------------------------------
Beaver Dairy Farm LLC requests the U.S. Bankruptcy Court of the
Western District of New York for approval of its Stipulation with
Farm Credit East, ACA authorizing the use of cash collateral.
Prior to the Petition Date, the Debtor had operated under the terms
of various pre-petition financing agreements with Farm Credit East,
ACA ("FCE"), the Debtor's senior secured prepetition lender,
pursuant to which FCE provided secured financing to the Debtor in
the approximate amount of $3.1 Million. The Debtor's obligations
under the Prepetition Loan Documents are collateralized by first
priority security interests in all of the Debtor's personal
property assets and mortgages on certain parcels of real estate
located in Cattaraugus County, New York.
The Debtor has requested that FCE allow it to use Cash Collateral.
In order the preserve the value of its collateral, FCE has agreed
to allow the Debtor to use Cash Collateral subject to these
conditions:
(A) The Debtor is authorized to use of FCE Cash Collateral in
accordance with the budget. The Debtor will not, without the prior
written consent of FCE, use Cash Collateral in an amount that
exceeds any particular authorized line item by more than 10%, or in
excess of 5% of the total Budget.
(B) To adequately protect its interests in its collateral in
an amount equal to the aggregate diminution in the value of its
interests in its collateral, FCE is granted the following forms of
adequate protection:
(a) Rollover Liens. Effective and perfected on the
Petition Date, FCE will receive a rollover security interest in and
valid, binding, enforceable and perfected liens on all of the
Debtor's Postpetition Collateral. The Debtor acknowledges that FCE
has a first valid and perfected security interest and lien on the
Cash Collateral; whether in existence on the Petition Date or
thereafter created, acquired or arising and wherever located,
including a first lien on all recoveries of tax payments or
refunds, recovered in the Debtor's Chapter 11 or 7 case.
(b) The parties have agreed that the Debtors will have
the ability to use FCE Cash Collateral for the initial period of
December 17, 2018 solely in accordance with the Budget, provided
that the Debtor meets each of the following conditions: (i) Debtor
will continue making adequate protection payments to FCE in the
amount of $5,000 per week on Friday of every week hereafter, and
(ii) Debtor will provide written verification to FCE that it has
maintained, and will continue to maintain, insurances on the FCE
collateral and Real Property naming FCE as mortgagee/additional
insured;
A full-text copy of the Proposed Stipulation is available at
http://bankrupt.com/misc/nywb18-12409-29.pdf
About Beaver Dairy Farm
Beaver Dairy Farm LLC is a privately held company in Randolph, New
York, in the dairy farms business. Beaver's Trucking Co. is
operates in the specialized freight trucking industry.
Beaver Dairy Farm, LLC and Beaver's Trucking Co., LLC filed
separate Chapter 11 petitions (Bankr. W.D.N.Y. Case Nos. 18-12409
and 18-12411, respectively) on Nov. 16, 2018.
In the petitions signed by Dale F. Beaver, owner, Beaver Dairy
estimated $1 million to $10 million in assets and and the same
range of liabilities; and Beaver's Trucking estimated $100,000 to
$500,000 in assets and $50,000 to $100,000 in liabilities.
The case is assigned to Judge Carl L. Bucki.
The Debtors are represented by Garry M. Graber, Esq. at Hodgson
Russ LLP.
BELK INC: Bank Debt Trades at 20% Off
-------------------------------------
Participations in a syndicated loan under which BELK Incorporated
is a borrower traded in the secondary market at 80.40
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 2.15 percentage points from
the previous week. BELK Incorporated pays 475 basis points above
LIBOR to borrow under the $1.50 billion facility. The bank loan
matures on December 10, 2022. Moody's rates the loan 'B2' and
Standard & Poor's gave a 'B-' rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, December 14.
BERLIN PACKAGING: Bank Debt Trades at 4% Off
--------------------------------------------
Participations in a syndicated loan under which Berlin Packaging is
a borrower traded in the secondary market at 95.93
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.49 percentage points from
the previous week. Berlin Packaging pays 300 basis points above
LIBOR to borrow under the $815 million facility. The bank loan
matures on November 1, 2025. Moody's rates the loan 'B3' and
Standard & Poor's gave a 'B-' rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, December 14.
BG BIG BOAT: Gets Nod on Interim Cash Collateral Use Until Dec. 31
------------------------------------------------------------------
The Hon. Raymond B. Ray of the U.S. Bankruptcy Court for the
Southern District of Florida has authorized BG Big Boat Ltd.'s use
of cash collateral on an interim basis to Dec. 31, 2018.
The Debtor will enable and keep enabled the AIS tracker on the 1990
154' Feadship Motor Yacht, official number 71061, at all times.
The Debtor will not make payment on any management fees or
administration expenses. There will be a carve-out in the budget
for the inclusion of fees due the Clerk of Court or the U.S.
Trustee pursuant to 28 U.S.C. Section 1930.
A full-text copy of the Order is available at
http://bankrupt.com/misc/flsb18-16690-33.pdf
About BG Big Boat Ltd.
BG Big Boat Ltd. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-16690) on June 1,
2018. In the petition signed by Robert Genovese, managing member
of BG Big Yacht LLC, the Debtor disclosed $9 million in assets and
$649,008 in liabilities. Judge Raymond B. Ray presides over the
case. No official committee of unsecured creditors has been
appointed in the Chapter 11 case.
BOB BONDURANT: Seeks to Hire Azzarelli of B2B CFO as CFO
--------------------------------------------------------
Bob Bondurant School of High Performance Driving, Inc., seeks
authority from the U.S. Bankruptcy Court for the District of
Arizona to employ Thomas Azzarelli of B2B CFO, LLC, as chief
financial officer to the Debtor.
Bob Bondurant requires B2B CFO to:
-- oversee the Debtor's accounting department;
-- reconcile and prepare financial statements and daily cash
and other financial reporting;
-- provide financial statements and other information for
potential investors and debtor-in-possession lenders;
-- assist in the preparation of Debtor's monthly operating
reports; and
-- assist, as needed, with preparation of Debtor's 2018 tax
returns.
B2B CFO will be paid at the hourly rate of $225, subject to a
monthly fee cap of $5,000.
B2B CFO will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Thomas Azzarelli, partner of B2B CFO, LLC, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
B2B CFO can be reached at:
Thomas Azzarelli
B2B CFO, LLC
6179 S White Place
Chandler, AZ 85249
About Bob Bondurant School of
High Performance Driving, Inc.
Founded in 1968 and headquartered in Phoenix, Arizona, Bob
Bondurant School of High Performance Driving, Inc. --
https://www.bondurant.com/ -- is a performance driving school,
specializing in racing, karting, teen driving, and law enforcement
driving education. The Bob Bondurant School of High Performance
Driving facility offers a 1.6-mile, 15-turn multi-configuration
track, pumping Dodge SRT Viper and Hellcat-shaped corpuscles
through the winding paved veins. There's also a multi-purpose,
eight-acre asphalt pad that is home to the Throttle Steer Circle,
slalom, autocross, skid pad, braking and accident avoidance
curricula, and skid-car training. In addition, Wild Horse Motor
Sports Park has three other race tracks within its grounds,
specially for select advanced road racing and corporate group
programs.
Bob Bondurant School of High Performance Driving, Inc., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. Bankr.
D. Ariz. Case No. 18-12041) on Oct. 2, 2018. In the petition
signed by Patricia C. Bondurant, president/CEO, the Debtor
estimated assets and liabilities of less than $10 million each.
The Hon. Brenda K. Martin is assigned to the case.
The Debtor tapped Hilary L. Barnes, Esq. of Allen Barnes & Jones,
PLC, as its counsel. Thomas Azzarelli of B2B CFO, LLC, as chief
financial officer.
BRADER FAMILY: $3M Sale of Houston Property to DC Real Approved
---------------------------------------------------------------
Judge Jeff Bohm of the U.S. the U.S. Bankruptcy Court for the
Southern District of Texas authorized Brader Family Partnership,
Ltd.'s sale outside the ordinary course of business of the real
property located at 11111 Forbes Road, Houston, Texas to DC Real
Estate Holdings, LLC, for $3,062,393.
The sale is free and clear of all Liens, claims, encumbrances, and
other interests of any kind or nature whatsoever (except for the
lien of Hometown Bank, N.A., which will remain on the Property to
secure the Hometown Bank Secured Claim). All Liens on the Property
will attach to the Net Purchase Price Proceeds.
The Debtor is authorized to pay, without further order of the
Court, whether before, at, or after the Closing, any reasonable
expenses or costs that are required to be paid in order to
consummate the transactions contemplated by the PSA or perform its
obligations under the PSA.
Any amounts that become payable by the Debtor to the Buyer pursuant
to the PSA and any related agreements executed in connection
therewith will (a) be entitled to administrative expense claim
status under sections 503(b)(l)(A) and 507(a)(2) of the Bankruptcy
Code, (b) not be subordinate to any other administrative expense
claim against the Debtor, (c) not be altered, amended, discharged
or affected by any chapter 11 plan proposed or confirmed in these
chapter ll cases without the prior written consent of the Buyer,
(d) be paid by the Debtor in the time and manner provided for in
the PSA without further order of the Court, and (e) not be subject
to any bar date in these chapter ll cases or any requirement to
file any request for allowance of administrative claim or proof of
claim.
At any time prior to the Closing, the Buyer may assign the PSA or
its rights thereunder to, or one or more of the Buyer's affiliates,
which party will be entitled to assume and accede to the PSA and to
purchase and acquire any or all of the Property in lieu of the
Buyer, and such affiliate(s) will be deemed to be the Buyer for all
purposes under the Order.
The stay of the Order provided in Bankruptcy Rules 6004(h) and
6006(d) is lifted to allow for the Closing of the sale of the
Property to occur immediately or thereafter; and notwithstanding
Bankruptcy Rules 6004(li) and 6006(d), the Order will be effective
and enforceable immediately upon entry and its provisions will be
self-executing. In the absence of any entity obtaining a stay
pending appeal, the Debtor and the Buyer are free to close the Sale
under the PSA and the Order in accordance with its terms at any
time.
The ad valorem tax liens of Harris County, City of Houston, HISD,
and related ad valorem taxing authorities for the 2018 tax year are
expressly retained against the Property until payment is made to
fully satisfy the 2018 ad valorem taxes, and any penalties or
interest which may ultimately accrue to those 2018 taxes.
The Debtor will pay the claims listed on Exhibit B to the Order
within 14 days of the Closing from the Net Sale Proceeds.
A copy of the Exhibit B attached to the Order is available for free
at:
http://bankrupt.com/misc/Brader_Family_46_Order.pdf
About Brader Family Partnership
Brader Family Partnership, Ltd., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-33678) on July
2, 2018. It filed as a single asset real estate (as defined in 11
U.S.C. Section 101 (51B)). In the petition signed by Susan
Brader,
co-general partner, the Debtor estimated assets of $1 million to
$10 million and liabilities of $1 million to $10 million. Judge
Jeff Bohm oversees the case. Richard Lee Fuqua, II, Esq., at Fuqua
& Associates, PC, serves as the Debtor's bankruptcy counsel.
BRANBRO INVESTMENTS: $615K Sale of Indian Land Property Approved
----------------------------------------------------------------
Judge Laura T. Beyer of the U.S. Bankruptcy Court for the Western
District of North Carolina authorized Branbro Investments, LLC's
sale of the lot of 1.77 acres located on Highway 521 in the town of
Indian Land, Lancaster County, South Carolina to Elton Braho and
Bill Exarhos, or their assigns, for $615,000.
The Debtor is authorized to pay the mortgage on the property, all
customary and necessary closing costs, and a realtor's commission
in the amount of $45,000 (reduced commission as agreed by Haymond
Properties, LLC, listing agent for the property).
The proceeds remaining after closing will be held by R. Keith
Johnson, attorney for the Debtor, in his trust account, pending
further orders of the Court.
About Branbro Investments
Branbro Investments, LLC, sought Chapter 11 protection (Bankr.
W.D.N.C. Case No. 18-30707) on May 4, 2018. In the petition signed
by Hugo A. Pearce, III, manager, the Debtor estimated assets in the
range of $500,001 to $1 million and $100,001 to $500,000 in
liabilities. The Debtor tapped R. Keith Johnson, Esq., at Law
Offices of R. Keith Johnson, P.A., as counsel.
BRAND ENERGY: Bank Debt Trades at 4% Off
----------------------------------------
Participations in a syndicated loan under which Brand Energy &
Infrastructure Services is a borrower traded in the secondary
market at 96.00 cents-on-the-dollar during the week ended Friday,
December 14, 2018, according to data compiled by LSTA/Thomson
Reuters MTM Pricing. This represents a decrease of 2.23 percentage
points from the previous week. Brand Energy pays 425 basis points
above LIBOR to borrow under the $2.825 billion facility. The bank
loan matures on June 21, 2024. Moody's rates the loan 'B3' and
Standard & Poor's gave a 'B' rating to the loan. The loan is one of
the biggest gainers and losers among 247 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday, December 14.
CALPINE CONSTRUCTION: Bank Debt Trades at 5% Off
------------------------------------------------
Participations in a syndicated loan under which Calpine
Construction Finance Co. is a borrower traded in the secondary
market at 95.38 cents-on-the-dollar during the week ended Friday,
December 14, 2018, according to data compiled by LSTA/Thomson
Reuters MTM Pricing. This represents a decrease of 2.37 percentage
points from the previous week. Calpine Construction pays 250 basis
points above LIBOR to borrow under the $1 billion facility. The
bank loan matures on January 15, 2025. Moody's rates the loan 'Ba2'
and Standard & Poor's gave a 'BB' rating to the loan. The loan is
one of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, December 14.
CALPINE CORP: Bank Debt Trades at 4% Off
----------------------------------------
Participations in a syndicated loan under which Calpine Corporation
is a borrower traded in the secondary market at 95.65
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.01 percentage points from
the previous week. Calpine Corporation pays 250 basis points above
LIBOR to borrow under the $1.564 billion facility. The bank loan
matures on January 20, 2024. Moody's rates the loan 'Ba2' and
Standard & Poor's gave a 'BB' rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, December 14.
CARDEL MASTER: Seeks to Hire Pay Lee Pallardy as Appraiser
----------------------------------------------------------
Cardel Master Builder, Inc., and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the District of
Colorado to employ Pay Lee Pallardy, Inc., as appraiser to the
Debtors.
Cardel Master requires Pay Lee Pallardy to appraise the Debtor's
real property, a commercial building located at 3160 S. Falkenburg
Road, Riverview, Florida 33578.
will be paid $6,750 for the appraisal. The firm will be paid an
advance retainer of $3,500 retainer and the remaining amount is due
upon delivery of the appraisal report.
Jamie M. Myers, a partner at Pay Lee Pallardy, Inc., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Pay Lee Pallardy can be reached at:
Jamie M. Myers
PAY LEE PALLARDY, INC.
609 East Jackson Street, Suite 200
Tampa, FL 33602
Tel: (813) 221-3700
Fax: (813) 223-4140
E-mail: lee@leepallardyinc.com
About Cardel Master Builder
Cardel Master Builder, Inc., is a privately-held building
contractor in Centennial, Colorado. It is wholly owned by Cardel
Construction Ltd., a Canadian corporation.
Cardel Clocktower, LP is a Colorado limited partnership formed in
2009. Its only business was the development of a condominium and
townhome project known as the Clocktower at Highlands Ranch Town
Center. The project included the development and construction of 94
townhomes and 224 condominiums. In 2016, the project was completed
and all townhome and condominium units were sold.
Cardel Master Builder and Cardel Clocktower sought protection
underChapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case Nos.
18-18945 and 18-18947) on Oct. 12, 2018. At the time of the filing,
each debtor estimated assets of $1 million to $10 million and
liabilities of $1 million to $10 million.
The cases have been assigned to Judge Thomas B. McNamara.
The Debtors tapped Onsager Fletcher Johnson, LLC, as their legal
counsel.
CHAMPION BLDRS: Seeks to Hire Bud Palmer as Auctioneer
------------------------------------------------------
Champion Bldrs., LLC, seeks authority from the U.S. Bankruptcy
Court for the District of Kansas to employ Bud Palmer Auction, as
auctioneer to the Debtor.
Champion Bldrs. requires Bud Palmer to market, sell and auction the
Debtor's personal properties.
Bud Palmer will be paid a commission of 5% of the sales price.
Bud Palmer will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Bud Palmer, partner of Bud Palmer Auction, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Bud Palmer can be reached at:
Bud Palmer
BUD PALMER AUCTION
101 West 29th St.
North Wichita, KS 67204
Tel: (316) 838-4141
About Champion Bldrs., LLC
Champion Bldrs, LLC, based in Topeka, KS, filed a Chapter 11
petition (Bankr. D. Kan. Case No. 18-12175) on Nov. 6, 2018. In the
petition signed by Greg L. Murray, president/manager, the Debtor
disclosed $1,964,150 in assets and $3,411,715 in liabilities. The
Hon. Robert E. Nugent presides over the case. Edward J. Nazar,
Esq., at Hinkle Law Firm LLC, serves as bankruptcy counsel.
CHECKOUT HOLDING: Hires Prime Clerk as Claims and Noticing Agent
----------------------------------------------------------------
Checkout Holding Corp., and its debtor-affiliates, seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Prime Clerk LLC, as claims and noticing agent to the
Debtors.
Checkout Holding requires Prime Clerk to:
a. prepare and serve required notices and documents in the
bankruptcy case in accordance with the Bankruptcy Code and
the Federal Rules of Bankruptcy Procedure in the form and
manner directed by the Debtor and the Court, including (i)
notice of the commencement of the case and the initial
meeting of creditors under the Bankruptcy Code, (ii) notice
of any claims bar date, (iii) notice of transfer of claims,
(iv) notices of objections to claims and objections to
transfers of claims, (v) notices of any hearings on a
disclosure statement and confirmation of the Debtor's plan
or plans of reorganization, including under Bankruptcy Rule
3017(d), (vi) notice of the effective date of any plan and
(vii) all other notices, orders, pleadings, publications
and other documents as the Debtor or Court may deem
necessary or appropriate for an orderly administration of
the case;
b. maintain an official copy of the Debtor's schedules of
assets and liabilities and statement of financial affairs,
listing the Debtor's known creditors and the amounts owed
thereto;
c. maintain (i) a list of all potential creditors, equity
holders and other parties-in-interest and (ii) a core
mailing list consisting of all parties described in
sections 2002(i), (j) and (k) and those parties that have
filed a notice of appearance pursuant to Bankruptcy Rule
9010; updated said lists and make said lists available upon
request by a party-in-interest or the Clerk;
d. furnish a notice to all potential creditors of the last
date for the filing of proofs of claim and a form for the
filing of a proof of claim, after such notice and form are
approved by the bankruptcy Court, and notify said potential
creditors of the existence, amount and classification of
their respective claims as set forth in the Schedules,
which may be effected by inclusion of such information on a
customized proof of claim form provided to potential
creditors;
e. maintain a post office box or address for the purpose of
receiving claims and returned mail, and process all mail
received;
f. for all notices, motions, orders or other pleadings or
documents served, prepare and file or caused to be filed
with the Clerk an affidavit or certificate of service
within seven (7) business days of service which includes
(i) either a copy of the notice served or the docket number
and title of the pleading served, (ii) a list of persons to
whom it was mailed, in alphabetical order, with their
addresses, (iii) the manner of service ,and (iv) the date
served;
g. process all proofs of claim received, including those
received by the Clerk's Office, and check said processing
for accuracy, and maintain the original proofs of claim in
a secure area;
h. maintain the official claims register for the Debtor on
behalf of the Clerk; upon the Clerk's request, provide the
Clerk with certified, duplicate unofficial Claims Register;
and specify in the Claims Registers the following
information for each claim docketed (i) the claim number
assigned, (ii) the date received, (iii) the name and
address of the claimant and agent, if applicable, who filed
the claim, (iv) the amount asserted, (v) the asserted
classifications of the claim, (vi) the applicable Debtor,
and (vii) any disposition of the claim;
i. provide public access to the Claims Register, including
complete proofs of claim with attachments, if any, without
charge;
j. implement necessary security measures to ensure the
completeness and integrity of the Claims Registers and the
safekeeping of the original claims;
k. record all transfers of claims and provide any notices of
such transfers as required by Bankruptcy Rule 3001(e);
l. relocate, by messenger or overnight delivery, all of the
court-filed proofs of claim to the offices of Kurtzman, not
less than weekly;
m. upon completion of the docketing process for all claims
received to date for each case, turn over to the Clerk
copies of the claims register for the Clerk's review;
n. monitor the Court's docket for all notices of appearance,
address changes, and claims-related pleadings and orders
filed and make necessary notations on and changes to the
claims register;
o. identify and correct any incomplete or incorrect addresses
in any mailing or service lists;
p. assist in the dissemination of information to the public
and respond to requests for administrative information
regarding the case as directed by the Debtor or the Court,
including through the use of a case website and call
center;
q. monitor the Court's docket in these chapter 11 cases and,
when filings are made in error or containing errors, alert
the filing party of such error and work with them to
correct any such error;
r. if the case is converted to Chapter 7, contact the Clerk's
Office within three (3) days of the notice to Kurtzman of
entry of the order converting the case;
s. thirty (30) days prior to the close of the bankruptcy case,
request the Debtor submits to the Court a proposed Order
dismissing Kurtzman and terminating the services of such
agent upon completion of its duties and responsibilities
and upon the closing of the bankruptcy case;
t. within seven (7) days of notice to Kurtzman of entry of an
order closing the Chapter 11 case, provide to the
bankruptcy Court the final version of the claims register
as of the date immediately before the close of the case;
and
u. at the close of these chapter 11 cases, box and transport
all original documents, in proper format, as provided by
the Clerk's, to (i) the Federal Archives Record
Administration, located at 14700 Townsend Road,
Philadelphia, PA 19154-1096 or (ii) any other location
requested by the Clerk
Prime Clerk will be paid at these hourly rates:
Director of Solicitation $210
Solicitation Consultant $190
COO and Executive VP No charge
Director $175-$195
Consultant/Senior Consultant $65-$165
Technology Consultant $33-$95
Analyst $30-$50
Prime Clerk will be paid a retainer in the amount of $25,000.
Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Benjamin J. Steele, partner of Prime Clerk LLC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Prime Clerk can be reached at:
Benjamin J. Steele
PRIME CLERK LLC
830 3rd Avenue, 9th Floor
New York, NY10022
Tel: (212) 257-5450
E-mail: bsteele@primeclerk.com
About Catalina
Catalina Marketing Corp. -- https://www.catalina.com/ -- is a
personalized digital media and marketing company that owns and
operates a proprietary dual function in-store data-gathering
network and promotion-publishing channel. Catalina's customers are
some of the world's largest retailers and manufacturers of
consumer-packaged goods. Through the application of its
proprietary analytics systems, Catalina uses a shopper purchase
database and real-time retailer data to make accurate predictions
about shoppers' future purchasing behaviors based on not only
historical purchasing behaviors, but also on emerging trends in
consumer behavior. Formed in 1983, Catalina is based in St.
Petersburg, Florida, with operations in the United States, Europe
and Japan.
In 2007, entities affiliated with Hellman & Friedman LLC, a private
equity firm with a focus on information services and media, through
its wholly owned subsidiary, Checkout Holding Corp., acquired
Catalina. In 2014, funds affiliated with Berkshire Partners LLC, a
Boston-based investment firm and certain third-party co-investors,
acquired a controlling interest in Catalina. Berkshire currently
holds 40.71% of all the outstanding common stock of Catalina's
ultimate parent PDM Group Holdings.
Catalina Marketing Corporation and 10 affiliates, including parent
Checkout Holding Corp., sought Chapter 11 protection on Dec. 12,
2018 with a prepackaged plan that would reduce debt by $1.6
billion. The lead case is In re Checkout Holding Corp. (Bankr. D.
Del. Case No. 18-12794).
Catalina disclosed funded debt of $1.9 billion as of the bankruptcy
filing. Assets are in the range of $1 billion to $10 billion.
The Hon. Kevin Gross is the case judge.
Weil, Gotshal & Manges LLP is serving as legal counsel, Centerview
Partners LLC is serving as financial advisor and FTI Consulting is
serving as restructuring advisor to Catalina. Richards, Layton &
Finger, P.A., is the local counsel. Prime Clerk LLC is the claims
agent.
Jones Day is counsel to the Consenting First Lien Lenders.
Paul, Weiss, Rifkind, Wharton & Garrison LLP is counsel to the
Consenting Second Lien Lenders.
CORRIDOR MEDICAL: Seeks Approval to Access Cash Collateral
----------------------------------------------------------
Corridor Medical Services, Inc., Correctional Imaging Services, LLC
and CMMS Lab, LLC request the U.S. Bankruptcy Court for the Western
District of Texas to authorize the use, sale, or lease of cash
collateral in the ordinary course of business.
The Debtors further request permission to pay usual and customary
operating expenses of the same type and approximate amounts set
forth on the budget.
Pioneer Bank is the Debtors' single largest creditor. It is owed
approximately $2.5 million on three notes. It holds a blanket lien
on the assets of all three Debtors. A UCC search turned up the
following liens which could give rise to an interest in cash
collateral. There are multiple parties with competing claims to
cash collateral. However, the Debtors believe that Pioneer Bank
holds the first and superior position as to each debtor.
The Debtors propose to provide adequate protection to the parties
with an interest in cash collateral in the following manner:
(a) The Debtor will provide all creditors with an interest in
cash collateral with a replacement lien upon assets obtained
post-petition to the same extent, priority and validity as their
prepetition liens.
(b) At the final hearing, the Debtor will provide for
adequate protection payments during the pendency of the case in an
amount sufficient to protect all parties with an interest in cash
collateral from diminishment in the value of their collateral.
A full-text copy of the Debtor's Motion is available at
http://bankrupt.com/misc/txwb18-11569-5.pdf
About Corridor Medical Services
Corridor Medical Services, Inc., provides mobile imaging and
laboratory diagnostic services. It offers digital x-ray,
ultrasound, EKG, and lab services to nursing homes, hospice
centers, assisted living facilities, clinics, surgery centers,
home-bound patients, and any place with patients who are restricted
to travel.
Corridor Medical Services and its affiliates Correctional Imaging
Services, LLC and CMMS Lab LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. W.D. Texas Case Nos. 18-11569 to
18-11571) on Nov. 30, 2018.
Corridor Medical Services estimated up to $50,000 in assets and $10
million to $50 million in liabilities as of the bankruptcy filing.
The cases have been assigned to Judge Tony M. Davis.
Barron & Newburger, PC, is the Debtors' counsel.
CP LIQUIDATION: Trustee Seeks to Hire Mediator
----------------------------------------------
The Chapter 11 trustee for CP Liquidation of Cleveland, Inc. and CP
Liquidation of Dalton, Inc., seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Tennessee to hire a
mediator.
Douglas Johnson, the court-appointed mediator, proposes to employ
retired judge William Brown to conduct mediation of the Debtors'
disputes with Jonathan and Pamela Marquess and several other
claimants.
Mr. Brown will charge $400 per hour to prepare the mediation and
$475 per hour for the actual mediation.
In a court filing, Mr. Brown disclosed that he does not hold any
interest adverse to the Debtors' bankruptcy estates.
Mr. Brown's address is:
William H. Brown
3417 Colebrook Drive
Thompsons Station, TN 37179
Cell: 970-319-2103
Email: wbrown@brownahern.com
The jointly administered bankruptcy cases are In re CP Liquidation
of Cleveland, Inc., and CP Liquidation of Dalton, Inc. (Bankr. E.D.
Tenn. Lead Case No. 17-11920).
CYPRESS SEMICONDUCTOR: Moody's Hikes CFR to Ba2, Outlook Stable
---------------------------------------------------------------
Moody's Investors Service upgraded Cypress Semiconductor
Corporation's Corporate Family Rating to Ba2 from Ba3 and
Probability of Default Rating to Ba2-PD from Ba3-PD. Moody's also
upgraded the ratings on the company's first lien credit facilities
to Ba1 from Ba2 and the Speculative Grade Liquidity rating to SGL-1
from SGL-2. The rating upgrades were driven by Cypress' solid
financial performance and improvement in credit protection metrics,
which are expected to be sustained over the coming year. The
outlook remains stable.
Moody's upgraded the following ratings:
Corporate Family Rating, Upgraded to Ba2 from Ba3
Probability of Default Rating, Upgraded to Ba2-PD from Ba3-PD
Senior Secured Revolving Credit Facility due 2020 -- Upgraded to
Ba1 (LGD2) from Ba2 (LGD3)
Senior Secured Term Loan due 2021 -- Upgraded to Ba1 (LGD2) from
Ba2 (LGD3)
Speculative Grade Liquidity rating to SGL-1 from SGL-2
Outlook Action:
Outlook is Stable
RATINGS RATIONALE
Cypress' Ba2 CFR is supported by the company's strong market
position as a provider of microcontrollers, wired and wireless
connectivity components, NOR flash and SRAM memory semiconductors
to an array of end market customers. The rating is also supported
by Cypress' modest debt to EBITDA (Moody's adjusted), which Moody's
expects will remain around 2x, and strong free cash flow
generation, which should exceed 20% of adjusted debt in the coming
year. The rating is constrained by Cypress' exposure to the
cyclical semiconductor industry, which has been susceptible to
economic downturns as well as the potential for debt-financed
acquisitions and share repurchases.
Moody's believes Cypress' liquidity will be very good over the next
year, as indicated by the SGL-1 rating. Liquidity is supported by
the growing cash balance ($204.7 million of cash on the company's
balance sheet as of September 30, 2018), approximately $540 million
of revolver availability, and Moody's expectation of FCF (Moody's
adjusted) in excess of $200 million in 2019. The company's credit
facility is not subject to financial maintenance covenants.
The stable ratings outlook reflects Moody's expectation that
Cypress' sales and EBITDA levels will decline moderately in the
coming year due principally to the impact of the upcoming transfer
of its NAND business to a joint venture with SK Hynix early next
year. Based on this forecast, Moody's expects debt to EBITDA
(Moody's adjusted) will remain at approximately 2.0x.
What Could Change the Rating - Up
The ratings could be upgraded if Cypress sustains low debt leverage
and meaningfully expands its revenue base while adhering to
disciplined financial policies.
What Could Change the Rating - Down
The ratings could be downgraded if Cypress' operating performance
weakens meaningfully from current levels or if the company adopts
more aggressive financial policies which increase leverage above
2.5x on a sustained basis.
The principal methodology used in these ratings was Semiconductor
Industry published in July 2018.
Cypress provides mixed-signal integrated circuits and holds leading
positions in the markets for microcontrollers, wired and wireless
connectivity components, NOR flash and SRAM memory semiconductors.
Cypress is projected to generate annual revenues of just over $2.3
billion in 2019.
DGS REALTY: Wants to Continue Using Cash Collateral Until March 31
------------------------------------------------------------------
DGS Realty, LLC, seeks authority from the U.S. Bankruptcy Court for
the District of New Hampshire for further and continued use of cash
collateral in the ordinary course of its business for the period
January 1, 2019 through March 31, 2019.
The Debtor requests authorization to use the income generated from
its rent of $10,425 for January, 2019 and $10,425 for February,
2019 and $10,425 for March, 2019 as cash collateral for monthly
mortgages and expenses through March 31, 2019
At this time, Ocwen Loan Servicing, LLC holds a first priority lien
on the pre-petition cash collateral. The Debtor believes that only
Ocwen has a security interest in cash collateral. The Debtor
proposes granting Ocwen, a replacement lien on the estate's
post-petition accounts receivable and the cash proceeds. The
proposed replacement lien will have the same priority, validity,
and enforceability as such existing liens on the Pre-Petition Cash
Collateral, but shall only be recognized to the extent of the
diminution in value, if any, of the Pre-Petition Cash Collateral
resulting from the Debtor's use of cash collateral during the
Budget Period.
A full-text copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/nhb18-10024-71.pdf
About DGS Realty
Based in Concord, New Hampshire, DGS Realty, LLC, is a real estate
limited liability company. Formed around May 10, 2017, the company
is owned by David H. Booth, Manager, Stephen W. Booth, and Gregory
A. Booth, each having a 1/3 interest. The company is an affiliate
of Walter H. Booth Clause 4 Trust, which sought bankruptcy
protection (Bankr. D.N.H. Case No. 16-11598) on Nov. 16, 2016.
DGS Realty filed a Chapter 11 petition (Bankr. D.N.H. Case No.
18-10024) on Jan. 11, 2018. In the petition signed by David H.
Booth, the Manager, the Debtor estimated assets and debts between
$1 million and $10 million. Representing the Debtor is Eleanor Wm
Dahar, Esq., at Victor W. Dahar Professional Association.
DUFF & PHELPS: $1.02-Bil. Bank Debt Trades at 4% Off
----------------------------------------------------
Participations in a syndicated loan under which Duff & Phelps
Corporation is a borrower traded in the secondary market at 95.75
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.87 percentage points from
the previous week. Duff & Phelps pay 325 basis points above LIBOR
to borrow under the $1.020 billion facility. The bank loan matures
on December 4, 2024. Moody's rates the loan 'B3' and Standard &
Poor's gave a 'B' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, December 14.
DUFF & PHELPS: $330MM Bank Debt Trades at 4% Off
------------------------------------------------
Participations in a syndicated loan under which Duff & Phelps
Corporation is a borrower traded in the secondary market at 95.75
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.87 percentage points from
the previous week. Duff & Phelps pay 325 basis points above LIBOR
to borrow under the $330 million facility. The bank loan matures on
February 13, 2025. Moody's rates the loan 'B3' and Standard &
Poor's gave a 'B' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, December 14.
DUMBO RESTAURANT: Taps Cushner & Associates as Legal Counsel
------------------------------------------------------------
Dumbo Restaurant Corp., LLC received approval from the U.S.
Bankruptcy Court for the Eastern District of New York to hire
Cushner & Associates, P.C. as its legal counsel.
The firm will advise the Debtor regarding the administration of its
Chapter 11 case; prepare a plan of reorganization; and provide
other legal services related to its Chapter 11 case.
Cushner & Associates charges these hourly fees:
Todd Cushner, Esq. Partner $500
James Rufo, Esq. Associate $400
Paralegals $200
The Debtor paid the firm the sum of $16,717, of which $1,717 was
used to pay the filing fee.
Todd Cushner, Esq., owner of Cushner & Associates, disclosed in a
court filing that his firm is "disinterested" as defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Todd S. Cushner, Esq.
399 Knollwood Road, Suite 205
White Plains, NY 10603
Tel: 914.600-5502
Fax: 914.600-5544
Email: todd@Cushnerlegal.com
About Dumbo Restaurant Corp.
Dumbo Restaurant Corp., LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-46265) on Oct. 30,
2018. At the time of the filing, the Debtor estimated assets of
less than $500,000 and liabilities of less than $1 million. The
case is assigned to Judge Nancy Hershey Lord. Cushner &
Associates, P.C., is the Debtor's legal counsel.
EAT FIT GO: Bell Auction of Georgia Kitchen's Kitchen Eqpt. Okayed
------------------------------------------------------------------
Judge Thomas L. Saladino of the U.S. Bankruptcy Court for the
District of Nebraska authorized Eat Fit Go Healthy Foods, LLC and
affiliates to sell Debtor Eat Fit Go Georgia Kitchen, LLC's
commercial kitchen equipment at auction to be conducted by Bell
Auctioneers.
The sales will be free and clear of all liens, claims, interests,
and encumbrances.
The 14-day stay provided in Fed. R. Bank. P. 6004(h) is waived.
Under the terms of the Auction Agreement, the Debtors will pay Bell
Auctioneers a commission of 20% of the gross auction sale from the
proceeds of the Sale. In addition, the successful purchasers will
pay Bell Auctioneers an additional 10% to 13% of the applicable
purchase price on the sale of such items. Bell Auctioneers has
agreed to cover the costs of marketing and advertising the auction.
It intends to hold a public auction on Sept. 11, 2018. In
addition to the physical auction, Bell Auctioneers will also offer
the Assets for sale through an online auction through Proxibid.
A copy of the Auction Agreement and the list of equipment to be
sold attached to the Motion is available for free at:
http://bankrupt.com/misc/Eat_Fit_39_Sales.pdf
About Eat Fit Go Healthy Foods
Founded in 2015, Eat Fit Go Healthy Foods, LLC, offers a one-stop
shopping where a customer can purchase breakfast, lunch, dinner,
and snacks that are pre-cooked, pre-portioned, ready-to-eat meals.
Eat Fit Go Healthy Foods and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Neb. Case Nos.
18-81121 to 18-81130) on July 31, 2018. In the petitions signed by
CEO Jenifer Cain, each debtor estimated $500,000 to $1 million in
assets and liabilities. Judge Thomas L. Saladino presides over the
cases.
ELAS LLC: Taps A.O.E Law & Associates as Legal Counsel
------------------------------------------------------
Elas, LLC received approval from the U.S. Bankruptcy Court for the
Central District of California to hire A.O.E Law & Associates, APC,
as its legal counsel.
The firm will advise the Debtor on matters related to the
administration of its bankruptcy estate; represent the Debtor in
suits arising in or related to its Chapter 11 case; and provide
other legal services.
A.O.E Law charges these hourly fees:
Anthony Obehi Egbase, Esq. $450
Associate $350
Paralegal/Law Clerk $150 - $250
Prior to the petition date, the firm billed the Debtor $15,000 for
its pre-bankruptcy services and expenses.
Anthony Obehi Egbase, Esq., at A.O.E Law, disclosed in a court
filing that he and his office staff are "disinterested" as defined
in Section 101(14) of the Bankruptcy Code.
A.O.E Law can be reached through:
Anthony Obehi Egbase, Esq.
A.O.E Law & Associates, APC
The World Trade Center
350 S Figueroa St., Suite 189
Los Angeles, CA 90071
Tel: 213-620-7070
Fax: 213-620-1200
Email: info@aoelaw.com
About Elas LLC
Elas, LLC, owns 100% interest in two real estate properties located
in Los Angeles, California having a total current value of $1.98
million.
Elas, LLC, doing business as Calnopoly, LLC, filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 18-12494) on Oct. 8, 2018. The
petition was signed by Latrice Allen, managing member. The case is
assigned to Judge Victoria S. Kaufman. The Debtor is represented by
Anthony Obehi Egbase, Esq. of A.O.E Law & Associates, APC. At the
time of filing, the Debtor had $1,986,300 in total assets and
$1,026,878 in estimated liabilities.
ELIMINATOR CUSTOM: $1.5M Sale of All Assets to RevLine Approved
---------------------------------------------------------------
Judge Deborah J. Saltzman of the U.S. Bankruptcy Court for the
Central District of California authorized Eliminator Custom Boats,
Inc.'s Asset Purchase Agreement with RevLine, LLC in connection
with the sale of substantially all assets for $1.5 million.
A hearing on the Motion was held on Dec. 10, 2018 at 10:00 a.m.
The sale is free and clear of all Claims and Interests (other than
Assumed Obligations), with such Claims and Interests to attach to
cash proceeds of the Sale.
Pursuant to Bankruptcy Code Sections 105(a) and 365, and subject to
and conditioned upon the closing of the Sale, the Debtor's
assumption and assignment to the Purchaser, and the Purchaser's
assumption on the terms set forth in the Purchase Agreement, of the
Contracts is approved, and the requirements of Bankruptcy Code
Section 365(b)(1) with respect thereto are deemed satisfied. The
Debtor is authorized and directed in accordance with Bankruptcy
Code Sections 105(a), 363, and 365 to (a) assume and assign to the
Purchaser, effective upon the Closing Date, the Contracts free and
clear of all Claims and Interests or other interests of any kind or
nature whatsoever.
The Order will take effect immediately and will not be stayed
pursuant to Bankruptcy Rules 6004(h), 6006(d), 7062, 9014, or
otherwise. The Debtor and the Purchaser are authorized to close
the Sale immediately upon entry of the Order.
In addition to any outstanding conditions contained in the Purchase
Agreement, the Purchaser's obligation to close on the Sale is
conditioned on:
a. The Purchaser's entry into a short-term lease agreement
with Mr. Leach (or with an authorized representative of his estate)
with an initial term of not less than six months pursuant to which
Mr. Leach (or an authorized representative of his estate) will
lease the real property (including all related structures and
fixtures) that are currently used by the Debtor to operate its
business on terms satisfactory to Purchaser in all respects.
b. The Court's approval of the multi-party settlement
agreement described in the Rule 9019 motion filed at Docket No.
1180.
About Eliminator Custom Boats
Eliminator Custom Boats, Inc., 24312 Daytona Cove Perris,
California, sought Chapter 11 protection (Bankr. C.D. Cal. Case No.
10-35393) on Aug. 11, 2010. The case is assigned to Judge Deborah
J. Saltzman. In the petition signed by Robert Leach, president,
the Debtor estimated assets in the range of $0 to $50,000 and $1
million to $10 million in debt. The Debtor tapped Robert B.
Rosenstein, Esq. at Rosenstein & Hitzeman as counsel.
EMBA TRANSPORTATION: Financing, Cash Use Have Final Approval
------------------------------------------------------------
The Hon. Wendy L. Hagenau of the U.S. Bankruptcy Court for the
Northern District of Georgia has entered a final order authorizing
EMBA Transportation, Inc. to continue accounts receivable financing
from Freight Factoring Specialists, LLC ("FFS") and to use cash
collateral.
Prior to Petition Date, the Debtor and FFS are parties to a
Factoring Master Agreement. The Debtor has offered to transfer its
Accounts to FFS under the Factoring Agreement and FFS has agreed to
consider making purchases of Accounts and advances to the Debtor.
As of the Petition Date, the Debtor was indebted to FFS in the
aggregate amount of approximately $300, which FFS contends is
secured by Debtor's personal property, fixtures and accounts as
described in the Factoring Agreement, including any cash proceeds
thereof.
FFS will be granted a security interest in the Debtor's accounts
receivable and accounts acquired post-petition and the proceeds
thereof, as collateral for all post-petition obligations of the
Debtor to FFS, including FFS' attorneys' fees and expenses incurred
in connection with the negotiation, documentation, closing and
enforcement of the Factoring Agreement postpetition and the
protection of Secured Party's rights as to post-petition
obligations in this Bankruptcy Case. FFS' security interest in
Post-Petition Collateral, including all accounts factored on and
after the Petition Date and prior to the entry of the Order, will
be senior to any existing lien held by any other party.
The Debtor is authorized to use the cash collateral in accordance
with the Budget, which may be modified by no more than 10% without
authorization of FFS or the Court, for payment of U.S. Trustee fees
or for other matters, except that Debtor will pay the actual amount
owed to any utility, insurance payments, or employee who is not
salaried.
About EMBA Transportation
EMBA Transportation, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-68814) on Nov. 6,
2018. At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of $1 million to $10 million.
The case is assigned to Judge Wendy L. Hagenau. The Debtor tapped
Wiggam & Geer, LLC as its legal counsel. No official committee of
unsecured creditors has been appointed in the Chapter 11 case.
EMMANUEL HEALTH: Jan. 31 Plan and Disclosures Hearing Set
---------------------------------------------------------
Bankruptcy Judge Jeff Bohm issued an order conditionally approving
Emmanuel Health Homecare, Inc.'s small business disclosure
statement in support of its chapter 11 plan dated Dec. 12, 2018.
Jan. 24, 2019 is the last day for returning ballots and the last
day for filing and serving written objections to the disclosure
statement and confirmation of the plan.
Jan. 31, 2018 is fixed for the hearing on confirmation of the plan
and approval of the disclosure statement.
About Emmanuel Health Homecare
Emmanuel Health Homecare, Inc., is a home health care services
provider in Houston, Texas. The company is a small business debtor
as defined in 11 U.S.C. Section 101(51D).
Emmanuel Health Homecare filed a voluntary petition for relief
under Chapter 11 of the Bankruptcy (Bankr. S.D. Tex. Case No.
18-32635) on May 21, 2018. In the petition signed by Joyce Jones,
R.N., CEO, the Debtor disclosed $161,200 in total assets and $1.30
million in total liabilities. Margaret Maxwell McClure, Esq., at
the Law Office of Margaret M. McClure, is the Debtor's counsel; and
In-Check Consulting, Payroll & Tax Service as its accountant.
FANSTEEL INC: SeaCast Buying Intercast Business for $1 Million
--------------------------------------------------------------
Fansteel, Inc. asks the U.S. Bankruptcy Court for the Southern
District of Iowa authorized to authorize the sale of substantially
all of its assets used in conducting its Intercast Business to
SeaCast, Inc. for $1 million.
A hearing on the Motion is set for Jan. 3, 2019, at 9:00 a.m. (CT).
The objection deadline is Dec. 31, 2018.
On Nov. 5, 2018, Fansteel entered into an asset purchase agreement
("APA") with SeaCast for the sale of the Intercast Business. On
Nov. 14, 2018, the Debtor filed a Motion for Order Authorizing Sale
of Assets Free and Clear of Liens, Claims and Encumbrances. The
Seller and the Buyer entered into a First Amendment to the Original
APA on Dec. 6, 2018 to amend Section 2.1 of the Original APA.
On Dec. 7, 2018, the Court held a hearing on the Debtor's Original
Sale Motion and subsequently entered an Order denying the Original
Sale Motion due to a material change in the purchase price pursuant
to the First Amendment, which had not been duly noticed to
interested parties, and due to an unclear definition of the
property being sold.
On Dec. 17, 2018, the Debtor filed a Second Motion for Order
Authorizing Sale of Assets Free and Clear of Liens, Claims, and
Encumbrances.
The Debtor engages in, among other things, the manufacturing of
precision engineered components for the aerospace and industrial
markets under the Intercast trade name from its facilities located
in McAllen, Texas and Reynosa, Mexico. Raw materials for the
manufacturing of the precision engineered components are are
manufactured by Fansteel de Mexico S. de R.L. de C.V. at the
manufacturing facility in Reynosa, Mexico. Once manufactured,
Fansteel de Mexico ships the finished product back to the warehouse
in McAllen, Texas, where the finished product is then shipped to
Fansteel's customers.
Fansteel owns 99% of the stock of Fansteel de Mexico. The other 1%
of stock of Fansteel de Mexico is owned by FDM Holdings, Inc., a
wholly-owned subsidiary of Fansteel.
Fansteel owns the following personal property that is used in the
Intercast Business:
a. Certain furniture, fixtures, furnishings and leasehold
improvements located in Reynosa, Mexico, listed on Schedule
1.1(a)(i) of the APA Disclosure Schedules.
b. Certain machinery, equipment, vehicles, tools, spare parts,
supplies (including inventory), and all other tangible personal
property used in the Intercast Business, including those listed on
Schedule 1.1(a)(ii) of the APA Disclosure Schedules. This
machinery and equipment was previously located in Addison,
Illinois, when the Intercast Business was operated from Addison.
It was moved from Addison to Reynosa, Mexico in approximately 2000.
It has always been owned by Fansteel.
c. That certain trademark listed on Schedule 1.1(g)(i) on the
APA Disclosure Schedules.
For the avoidance of doubt, Fansteel does not own any real estate
used in the Intercast Business. The warehouse in McAllen, Texas is
owned by non-debtor McAllen Foreign Trade Zone, Inc. and is leased
to Fansteel de Mexico. The manufacturing facility in Reynosa,
Mexico is owned by non-debtor Fansteel de Mexico. The Debtor does
not propose to sell free and clear of liens the real estate owned
by non-debtors in McAllen, Texas or Reynosa, Mexico through the
Second Sale Motion.
Pursuant to the APA, the Acquired Assets, in summary form, consist
of:
a. 100% of the Fansteel de Mexico stock, which is held 99% by
Fansteel and 1% by FDM Holdings, which is a wholly-owned subsidiary
of Fansteel;
b. All furniture, fixtures, furnishings and leasehold
improvements listed on Schedule 1.1(a)(i) of the APA Disclosure
Schedules;
c. All machinery, equipment, vehicles, tools, spare parts,
supplies (including inventory), and all other tangible personal
property used in the Intercast Business, including those listed on
Schedule 1.1(a)(ii) of the APA Disclosure Schedules;
d. All accounts receivable of Fansteel related to the
Intercast Business listed on Schedule 1.1(a)(iii) of the APA
Disclosure Schedules;
e. All deposits and prepayments of Fansteel, any deposits or
prepayments paid in connection with the Intercast Business,
including those listed on Schedule 1.1(b) of the APA Disclosure
Schedules;
f. All Intellectual Property Rights owned or licensed by
Fansteel and used or held for use in connection with the Intercast
Business, including those listed on Schedules 1.1(g)(i),
1.1(g)(ii), and 1.1(g)(iii) of the APA Disclosure Schedules;
g. All interests of the Debtor in the Assumed Contracts and
all rights granted to Fansteel in the Assumed Contracts listed on
Schedule 1.3 of the APA Disclosure Schedules;
h. all insurance, third party property and casualty insurance
proceeds arising in connection with property damage to the Acquired
Assets occurring prior to the Closing Date, to the extent not
expended on the repair or restoration of the Acquired Assets and
all rights to third party property and casualty insurance proceeds,
in each case to the extent received or receivable in respect of the
Business, but excluding any insurance related to or which might
cover any Causes of Action (including D&O coverage);
i. all Acquired Causes of Action; provided, however, that any
Acquired Causes of Action will not include any claims against
directors and officers of Seller, its parent or other D&O or
similar claims, or any claims arising under Chapter 5 of the
Bankruptcy Code whether arising prior to, or after, the Petition
Date; and
j. all documents that are used in, held for use in or intended
to be used in, or that arise out of, the Business, including
documents relating to Products, services, marketing, advertising,
promotional materials, Purchased Intellectual Property, personnel
files for Transferred Employees and all files, customer files and
documents (including credit information), supplier lists, records,
literature and correspondence, but excluding personnel files for
Employees of Seller who are not Transferred Employees.
Pursuant to the APA, SeaCast will assume the following liabilities
at Closing: (i) all Liabilities of Seller arising after Closing,
which relate to or arise from the ownership and operation of the
Acquired Assets or arise under the Assumed Contracts; (ii) any
Value Added Tax liability owing as of the Closing Date, limited to
amounts attributable to the Intercast Business; and (iii) the
Lucifer Lighting Shell Agreement Customer Advance.
The consideration for the sale and transfer of the Acquired Assets
is $1 million, which amount will be adjusted as follows:
a. At Closing, any post-petition amount loaned by SeaCast to
Fansteel from Nov. 5, 2018 to Closing will be applied as a credit
against the Purchase Price such that the Purchase Price is reduced
on a dollar for dollar basis by the amount of money loaned. As of
the date of the APA, SeaCast had loaned $150,000 to Fansteel. At
Closing, the $150,000 will be deducted dollar for dollar from the
Purchase Price, in addition to any further amounts loaned by
SeaCast to Fansteel prior to Closing.
b. $100,000 of the Purchase Price will be held back subject to
post-Closing adjustment. The amount of the Purchase Price was
determined by SeaCast based on the Intercast Division Consolidating
Balance Sheet as of May 31, 2018 and in the event of a change in
the value of the line items set forth on the Intercast Division
Consolidating Balance Sheet calculated as of the Closing Date and
agreed to by SeaCast as compared to the May 31 Balance Sheet, the
Adjustment Amount will be adjusted on a dollar for dollar basis to
account for any such diminution or increase. In the event of an
upward adjustment to the Adjustment Amount exceeding $100,000,
SeaCast acknowledges and agrees that it will have sufficient liquid
funds available to satisfy its obligations. At or before the
Closing Date, Fansteel and SeaCast will jointly count and value the
inventory and SeaCast will audit the accounts receivable. The
Adjustment Amount will be balanced out no later than 15 days after
Closing. An example of the Adjustment Amount calculation is
included as Exhibit A to the APA.
The Debtor is asking Court approval of a sale of the Acquired
Assets to SeaCast for the Purchase Price, pursuant to the APA, free
and clear of all liens, claims, encumbrances and interests of any
kind or nature whatsoever, with all such liens, claims,
encumbrances and interests attaching to said sale proceeds. It
believes that a sale to SeaCast pursuant to the APA is in the best
interest of its estate and its creditors.
Time is of the essence in approving and closing the sale, and any
unnecessary delay in closing the sale could result in the collapse
of the sale. Accordingly, the Debtor asks the Court to waive the
14-day period staying any order to sell or assign property of the
estate imposed by Bankruptcy Rules 6004(h) and 6006(d).
A copy of the APA attached to the Motion is available for free at:
The Purchaser:
SEACAST, INC.
6130 31st Ave., NE
Marysville, WA 98271
Attn: Mike Robins
Ty Ueland
The Purchaser is represented by:
Richard S. Mittleman, Esq.
W. Thomas Humphreys, Esq.
CAMERON & MITTLEMAN LLP
301 Promenade St.
Providence, RI 02908
Attn: rmittleman@cm-law.com
thumphreys@cm-law.com
About Fansteel and Affiliates
Headquartered in Creston, Iowa, Fansteel, Inc., manufactures
aluminum and magnesium castings for the aerospace and defense
industries. Fansteel has four locations in the USA and one in
Mexico and has a workforce of more than 600 employees. Fansteel
generated $87.4 million in revenue in 2015 on a consolidated
basis.
Wellman Dynamics Corporation contributed 67% of Fansteel's sales.
The rest of the sales are generated from Intercast, a division of
Fansteel, and other non-debtor subsidiaries.
Fansteel, Wellman Dynamics, and Wellman Dynamics Machinery &
Assembly, Inc., filed Chapter 11 petitions (Bankr. S.D. Iowa Case
Nos. 16-01823, 16-01825 and 16-01827) on Sept. 13, 2016. The
petitions were signed by Jim Mahoney, CEO. The cases are assigned
to Judge Anita L. Shodeen. The Debtors disclosed total assets of
$32.9 million and total debt of $41.97 million.
The companies tapped Jeffrey D. Goetz, Esq., and Krystal R.
Mikkilineni, Esq., at Bradshaw, Fowler, Proctor & Fairgrave, P.C.,
as counsel; RSM US LLP as tax advisor; Jeffrey Sands and Dorset
Partners, LLC as business broker; and Mark J. Steger, Esq., at the
Clark Hill Law Firm, as Environmental Counsel.
The companies filed motions to jointly administer the cases
pursuant to Bankruptcy Rule 1015(b), and the court ordered the
joint administration on Oct. 17, 2016. The court subsequently
entered an order on May 24, 2017, vacating its Oct. 17 order and
discontinuing the joint administration of the cases under the lead
case of Fansteel.
On Sept. 23, 2016, the U.S. Trustee for Region 12 appointed an
official committee of unsecured creditors in Fansteel's bankruptcy
case. The committee retained Morris Anderson & Associates, Ltd.,
as financial advisor; and Archer & Greiner, P.C. and Nyemaster
Goode, P.C., as counsel.
In March 2017, the U.S. trustee announced that the unsecured
creditors' committee of Fansteel would no longer serve as the
official committee in its case and that it would be reconstituted
as the official committee of unsecured creditors in the Chapter 11
cases of Wellman Dynamics and Wellman Dynamics Machinery. As of
March 22, 2017, a new creditors' committee has not yet been
appointed in Fansteel's bankruptcy case.
Wellman Dynamics filed a Chapter 11 plan of reorganization and
disclosure statement on Jan. 11, 2017. On May 8, 2017, the
creditors' committee of Wellman Dynamics filed a rival Chapter 11
plan of liquidation for the company.
FLEX ACQUISITION: $1.4BB Bank Debt Trades at 4% Off
---------------------------------------------------
Participations in a syndicated loan under which Flex Acquisition
Holdings Inc. is a borrower traded in the secondary market at 96.19
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.13 percentage points from
the previous week. Flex Acquisition pays 325 basis points above
LIBOR to borrow under the $1.40 billion facility. The bank loan
matures on June 29, 2025. Moody's rates the loan 'B1' and Standard
& Poor's gave a 'B' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, December 14.
FLEX ACQUISITION: $1.571BB Bank Debt Trades at 5% Off
-----------------------------------------------------
Participations in a syndicated loan under which Flex Acquisition
Holdings Inc. is a borrower traded in the secondary market at 95.00
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.44 percentage points from
the previous week. Flex Acquisition pays 300 basis points above
LIBOR to borrow under the $1.571 billion facility. The bank loan
matures on December 17, 2023. Moody's rates the loan 'B1' and
Standard & Poor's gave a 'B' rating to the loan. The loan is one of
the biggest gainers and losers among 247 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday, December 14.
FLOYD SQUIRES: Examiner Selling Eureka Property to Bell for $190K
-----------------------------------------------------------------
Janina M. Hoskins, the Examiner with Expanded Powers of the estate
of the Floyd E. Squires III and Betty J. Squires, asks the U.S.
Bankruptcy Court for the Northern District of California to
authorize the sale of the real property located at 1635 G Street,
Eureka, California to Darin J. Bell and/or assigns for $190,000,
subject to higher and better bids.
A hearing on the Motion is set for Jan. 18, 2019 at 9:00 a.m.
The Property, an improved parcel, is not occupied and generates no
rent.
The Buyer and the Examiner have entered into their California
Residential Purchase Agreement and Joint Escrow Instruction for the
purchase and sale of the Property. Subject to Court approval and
higher and better bids, the Examiner has accepted an offer of
$190,000 from the Buyer for the Property, with an initial deposit
of $1,000 and the balance to be paid at the close of escrow, with
escrow to close within 60 days after entry of an order approving
the sale.
Any and all terms of the Sale Agreement, including, but not limited
to the payment of any commissions, are subject to the approval of
the Court and overbid. The Buyer is purchasing the Property on an
"as is, where is" basis, with no warranties or representation. Any
dispute over the terms of the Sale Agreement will be resolved by
the Court.
The sale is subject to overbids, with a minimum overbid in the sum
of $200,000 all cash, on the same terms and conditions as the
offer, with the overbid deadline being set three days prior to the
Court hearing on the Motion. If a qualified overbid is received,
an auction will be held before the Court, unless directed otherwise
by the Court.
The Debtors' bankruptcy schedules indicated that the Property was
subject to one lien in favor of Ocwen Loan Servicing in the sum of
$67,936. However, a title report issued with respect to the
Property reveals various liens and encumbrances. The Examiner
believes that liens/encumbrances have been resolved, yet no
reconveyances or releases of liens were filed with respect to those
matters.
The title report for the Property notes a "Super Priority Deed of
Trust" in favor of Mark S. Adams, solely in his capacity as
receiver for the Property in the amount of $15,317. The lien
amount was increased by an amendment recorded March 13, 2017, which
increased the loan amount to $158,107. The Examiner has paid
$158,107, plus interest, from the proceeds of prior sales. The
title company holds reconveyance documents provided by Mr. Adams
concerning this lien and other encumbrances in favor of the former
receiver. They will be reconveyed at the time of closing unless
recorded prior thereto. The Examiner believes that the Property
can be sold free and clear of these liens.
According to a preliminary title report, the Property is subject to
a first deed of trust in the sum of $140,000, dated Nov. 22, 1997
with New Century Mortgage Corporation, a California corporation as
trustee, and New Century Mortgage Corporation, a California
corporation as beneficiary, recorded Dec. 1, 1997 as Instrument No.
1997-29698-12, Humboldt County Records. On Jan. 31, 2000, an
assignment of the beneficial interest under the deed of trust
naming U.S. Bank National Association, as Trustee for the
registered holders of Salomon Brothers Mortgage Securities VII,
Inc. as assignee was recorded as Instrument No. 2000-2164-2,
Humboldt County Records. On June 26, 2018, an assignment which
purports to transfer the beneficial interest under said deed of
trust was recorded as Instrument No. 2018-011644, Humboldt County
Records.
The preliminary title report notes, at the date thereof, the named
assignor was not the record holder of the beneficial interest. The
assignor is named as New Century Mortgage Corporation by its
attorney in fact Ocwen Loan Servicing, LLC. The assignee is named
as U.S. Bank N.A., as Trustee for New Century Asset-Backed Floating
Rate Certificates Series 1998-NC2. The lienholder has filed Claim
No. 48-1 on March 5, 2018 asserting a balance of $69,778. The
Examiner believes that the Property can be sold free and clear of
this lien, with valid amounts being paid from escrow or if any
amounts are disputed, the sale may be accomplished under 11 U.S.C.
Section 363(f)(4).
The Property is subject to various interests in favor of the City
of Eureka, a municipal corporation, including a temporary
restraining order and four abstracts of judgment for various sums.
The Examiner believes she can sell free and clear of these liens or
encumbrances, and that, the City of Eureka will consent to the sale
and execute those documents as may be necessary to satisfy the
title company prior to closing.
At the City of Eureka's request, it is possible the Examiner will
request paragraphs in an order authorizing the sale of the Property
that removes the City of Eureka's liens only as to the Property and
not to other properties encumbered by the liens in favor of the
City of Eureka. Further, any sale order will provide that the City
of Eureka will not be prevented from enforcing any rights or
remedies against the Property based upon any condition or violation
that arises or continues from and after the closing.
To the extent any of these liens are disputed, any disputed amounts
will reattach to the net proceeds of sale to be held by the
Examiner pending further order of the Court. The Examiner
contemplates that the sale of the Property will free up cash that
can be used to address problems that exist in the case, assuming
agreement with lienholder City of Eureka.
The Examiner asks an order authorizing her to direct payment from
escrow of the following standard expenses: (i) a real estate
broker's commission not to exceed 6% of the total sales price,
which will be split with the Buyer's broker, if any; and (ii)
standard closing costs, including but not limited to unpaid real
property taxes, escrow fees, if any, recording costs and the like.
The Examiner asks that the order approving the proposed sale of the
Property is effective upon entry, and the stay otherwise imposed by
Rule 62(a) of the Federal Rules of Civil Procedure and/or
Bankruptcy Rule 6004(h) be waived.
A copy of the Purchase Agreement attached to the Motion is
available for free at:
http://bankrupt.com/misc/Floyd_Squires_513_Sales.pdf
Floyd E. Squires, III, and Betty J. Squires filed for chapter 11
protection (Bankr. N.D. Cal. Case No. 16-10828) on Nov. 8, 2017,
and are represented by David N. Chandler, Esq., of the Law Offices
of David N. Chandler.
Janina M. Hoskins was appointed as examiner with expanded powers.
DENTONS US LLP is the Examiner's counsel.
FOUR SEASONS: Bank Debt Trades at 4% Off
----------------------------------------
Participations in a syndicated loan under which Four Seasons Hotels
Inc. is a borrower traded in the secondary market at 96.42
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.12 percentage points from
the previous week. Four Seasons pays 200 basis points above LIBOR
to borrow under the $891 million facility. The bank loan matures on
November 30, 2023. Moody's rates the loan 'Ba3' and Standard &
Poor's gave a 'BB' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, December 14.
GATES GROUP: Bank Debt Trades at 4% Off
---------------------------------------
Participations in a syndicated loan under which Gates Group is a
borrower traded in the secondary market at 95.67
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.17 percentage points from
the previous week. Gates Group pays 300 basis points above LIBOR to
borrow under the $1.734 billion facility. The bank loan matures on
April 7, 2024. Moody's rates the loan 'B1' and Standard & Poor's
gave a 'B+' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
December 14.
GREGORY TE VELDE: Trustee's A&M Auction of Surplus Cattle Approved
------------------------------------------------------------------
Judge Fredrick E. Clement of the U.S. Bankruptcy Court for the
Eastern District of California authorized Randy Sugarman, the
Chapter 11 Trustee for Gregory John te Velde, to sell approximately
4,200 Holstein heifers currently located at G.J. te Velde Ranch by
public action to be conducted by A&M Livestock Auction, Inc.
A hearing on the Motion was held on Dec. 12, 2018 at 1:30 p.m.
The Trustee is authorized to employ A&M as auctioneer for the
Estate to conduct the auction and to pay compensation to the
auctioneer of a 4% commission plus the expenses of sale described
in the Motion from the gross proceeds of the auction.
The Trustee is authorized to pay over the net proceeds of the
auction sale to the Secured Creditor Rabobank, N.A., on account of
its secured claim.
Pursuant to the provisions of Bankruptcy Code Section 363(f)(2),
the sale will be free and clear of the following liens and
interests:
(i) A UCC-1 Financing Lien in favor of Rabobank, N.A., in the
approximate amount of $44 million, as evidenced by a UCC-1
financing Statement filed on Sept. 23, 2010, in the Office of the
California Secretary of State as Document No. 10-7245 872480 and
thereafter amended and continued, to the extent that such lien is
not satisfied from the net proceeds of sale remaining after
expenses as set forth.
(ii) A UCC-1 Financing Lien in favor of J.D. Heiskell Holdings,
LLC in the alleged amount of approximately $7.9 million, as
evidenced by a UCC-1 Financing Statement filed on Aug. 26, 2016 in
the Office of the California Secretary of State as Document No.
16-543473131 and thereafter amended.
(iii) A UCC-1 Financing Lien in favor of Overland Stock Yards,
Inc., in the alleged amount of approximately $1.7 million, as
evidenced by a UCC-1 Financing Statement filed on Oct. 11, 2017, in
the Office of the California Secretary of State as Document No.
17-91346140.
On the conclusion of the auction, the Trustee will file prepare and
file a report and retum of sale as is required by FRBP 6004(f)(1).
About Gregory John te Velde
Tipton, California-based Gregory John te Velde filed for Chapter 11
bankruptcy (Bankr. E.D. Cal. Case No. 18-11651) on April 26, 2018.
In his Chapter 11 petition, the Debtor estimated both assets and
liabilities between $100 million and $500 million. Mr. te Velde
does business as GJ te Velde Dairy, Pacific Rim Dairy and Lost
Valley Farm. He formerly did business as Willow Creek Dairy.
Judge Fredrick E. Clement oversees the bankruptcy case.
Mr. te Velde is represented by Riley C. Walter, Esq., who has an
office in Fresno, California.
HB FULLER: Bank Debt Trades at 4% Off
-------------------------------------
Participations in a syndicated loan under which HB Fuller Co is a
borrower traded in the secondary market at 96.17
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 1.94 percentage points from
the previous week. HB Fuller pays 200 basis points above LIBOR to
borrow under the $2.126 billion facility. The bank loan matures on
October 20, 2024. Moody's rates the loan 'Ba2' and Standard &
Poor's gave a 'BB+' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, December 14.
HOOPER HOLMES: Files Chapter 11 Joint Liquidation Plan
------------------------------------------------------
Hooper Holmes, Inc., d/b/a Provant Health, and its affiliated
debtors filed a disclosure statement for their joint plan of
liquidation dated Dec. 14, 2018.
On Oct. 5, 2018, the Debtors, Summit, Committee, and the DIP
Lenders reached a comprehensive settlement regarding various
matters related to the Sale Transaction, post-closing budget
issues, and other ancillary issues. Certain of the terms of the
Global Settlement were reflected in the Sale Order and the APA. The
Global Settlement includes, among other things, the following
terms:
* Funding for the Debtors' Estates: The Debtors' Estates will be
funded with $650,000 (the "Estate Remaining Funds") from the Sale
Proceeds. The Estate Remaining Funds, which will be principally
used to fund distributions to creditors, will be contributed as
follows: (a) $400,000 from the proceeds of the DIP Lenders'
collateral, and (b) $250,000 from Summit through an increase in the
consideration set forth in the APA.
* Increase in Committee's Professionals Carve-Out; Budget: The
"Carve-Out Amount" for the Committee's Professionals set forth in
the Final DIP Order will be increased by $250,000, to an aggregate
of $550,000. The Committee's professionals will be allocated
$50,000 in the wind-down budget attached as Exhibit D to the Sale
Order from the closing of the Sale Transaction through the
termination date of the TSA. The Committee Carve-Out may be used to
compensate the Committee’s professionals for all allowed or
allowable fees and disbursements notwithstanding any limitations to
use of the Committee Carve-Out contained in the Final DIP Order.
* Plan-Related Matters: As part of the Global Settlement, the
Debtors will pursue confirmation of a Plan, which will, among other
things, (a) disclose that SWK’s claims are separately classified
in an impaired class of claims that will vote to accept the Plan
and (b) provide that the Committee shall select the plan
administrator for the Plan in its sole discretion. Further, the
Debtors will satisfy all amounts permitted to be paid by the Taxes
Order.
Under the joint liquidation plan,each Holder of an Allowed General
Unsecured Claim will become entitled to receive, on account of such
Allowed General Unsecured Claim, its Ratable Proportion of
Distributions from the Liquidating Trust Assets after payment in
full of all Allowed Administrative Expenses, Allowed Priority Tax
Claims and Allowed Claims in Classes 1, 2, and 3. Estimated
recovery for this class is 3.5%.
The members of the Boards existing immediately prior to the
Effective Date shall be deemed to have resigned from their position
as a member of the Boards as of the Effective Date. As soon as
practicable after the Effective Date, the Liquidating Trustee shall
dissolve the Debtors under applicable non-bankruptcy law.
A copy of the Disclosure Statement is available at
https://is.gd/VG9lqC from Pacermonitor.com at no charge.
About Hooper Holmes
Headquartered in Olathe, Kansas, Hooper Holmes, Inc., provides
comprehensive health and well-being programs offered through
organizations' sponsorship. Hooper Holmes, founded in 1899, is a
publicly-traded New York corporation (OTXQX: HPHW).
In 2015, Hooper Holmes acquired substantially all of the assets of
Accountable Health Solutions, Inc. In 2017, Hooper Holmes merged
with Provant Health Solutions, LLC.
Hooper Holmes, Inc., and its affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 18-23302) on Aug. 27,
2018. Hooper Holmes reported total assets of $30,232,000 and total
debt of $46,839,000 as of June 30, 2018.
The Hon. Robert D. Drain is the case judge.
Foley & Lardner LLP, led by Richard J. Bernard, John P. Melko, Jill
Nicholson, and Geoff Goodman, serves as counsel to the Debtors.
The Debtors also tapped Halperin Battaglia Benzija, LLP, as their
conflicts counsel; Spencer Fane LLP as securities counsel; Phoenix
Management Services as financial advisor; Raymond James &
Associates, Inc., as investment banker; and Epiq Corporate
Restructuring, LLC, as claims agent.
On Sept. 6, 2018, an official committee of unsecured creditors was
appointed in the Debtors' cases. The committee tapped Brown
Rudnick LLP as its legal counsel.
HOPEWELL PROMOTIONS: Plan Confirmation Hearing Set for Feb. 13
--------------------------------------------------------------
Bankruptcy Judge David E. Rice approved Hopewell Promotions, Inc.'s
disclosure statement, dated Nov. 21, 2018, referring to its chapter
11 plan.
Jan. 17, 2019, is fixed as the last day of filing written
acceptances or rejections of the Plan, and fixed as the last day
for filing and serving written objections to confirmation of the
Plan.
Feb. 13, 2019 at 11:00 AM is fixed for the hearing on confirmation
of the Plan to take place in Courtroom 9D of the U.S. Bankruptcy
Court, U.S. Courthouse, 101 West Lombard Street, Baltimore,
Maryland 21201.
The Troubled Company Reporter previously reported that the Debtor
is undertaking a series of regular payments to pay the claims of
creditors. The sums payable per month under the Plan is at
$4,906.84. The funds required for the implementation of the Plan
will come from the Debtor's net post-confirmation disposable income
and from funds on hand at confirmation.
A full-text copy of the First Amended Disclosure Statement is
available at:
http://bankrupt.com/misc/mdb17-27167-76.pdf
About Hopewell Promotions
Hopewell Promotions, Inc., is a privately held company based in
Randallstown, Maryland, that operates jewelry stores. Hopewell
Promotions filed a Chapter 11 petition (Bankr. D. Md. Case No.
17-27167) on Dec. 26, 2017. In the petition signed by Harvey
Bernstein, its president, the Debtor estimated $100,000 to $500,000
in assets and $1 million to $10 million in liabilities. Ronald J.
Drescher, Esq., at Drescher & Associates, P.A., serves as
bankruptcy counsel.
HURLEY MEDICAL: Moody's Alters Outlook of Ba1 Bonds Rating to Neg.
------------------------------------------------------------------
Moody's Investors Service has affirmed Hurley Medical Center, MI's
Ba1 rating, affecting $78.6 million of outstanding revenue bonds
issued through the Flint Hospital Building Authority, MI. The
outlook has been revised to negative from stable.
RATINGS RATIONALE
The affirmation of Hurley's Ba1 reflects the hospital's leading
market share in its primary service area, the hospital's key role
as an essential, full-service safety net provider, and the
organization's adequate balance sheet metrics including a
conservative all fixed rate debt structure and modest amount of
outstanding debt. Revision in the outlook to negative reflects the
likelihood that margins will remain modest in fiscal 2019,
resulting from continued pressure on patient volumes and
supplemental funding. Capital spending plans are modest and Moody's
expects Hurley to maintain adequate balance sheet metrics over the
next year. Longer term, Hurley's credit profile will continue to be
driven by the hospital's reliance on supplemental funding, large
underfunded pension liability and structural limitations as a
component unit of the City of Flint, MI.
RATING OUTLOOK
The negative outlook reflects its expectation that margins will
remain soft in fiscal 2019, reflecting challenges to reversing
volume declines and anticipated reductions in supplemental
funding.
FACTORS THAT COULD LEAD TO AN UPGRADE
- Sustained improvement in operations and reduced reliance on
supplemental funding
- Continued strengthening of liquidity and debt coverage,
including the defined benefit pension liability
- Expansion of service lines or geographic reach resulting in
overall growth and revenue diversification
FACTORS THAT COULD LEAD TO A DOWNGRADE
- Inability to meet budget and maintain balance sheet strength
- Material reductions in supplemental funding
- Deterioration of system's competitive position
LEGAL SECURITY
The bonds are secured by a pledge of net revenues of the obligated
group, as defined in the bond documents. Hurley is the only member
of the obligated group. While Hurley is component unit of the City
of Flint, MI, the bonds are not secured by the full faith and
credit of the City of Flint. Debt service reserve funds (DSRF) are
in place.
PROFILE
Hurley is a 443-licensed bed tertiary care teaching facility
located in Flint, MI. Hurley is a component unit of the City of
Flint. The hospital provides clinical training for medical and
nursing students and residents and maintains academic affiliations
with Michigan State University and the University of Michigan -
Flint. The hospital operates a Level I Trauma Center and a
Children's Hospital within the hospital. Hurley only employs a
small number of physicians, all of whom are specialists.
INNA DANCE: Disclosures Approved; Feb. 12 Plan Hearing Set
----------------------------------------------------------
Bankruptcy Judge John K. Olson issued an order approving Inna Dance
Studio, Inc.'s disclosure statement describing its proposed chapter
11 plan.
The plan confirmation hearing will be on Feb. 12, 2019 at 10:30
a.m. at the United States Bankruptcy Court 299 East Broward
Boulevard Courtroom 301 Fort Lauderdale, FL 33301.
The deadline for objections to the confirmation and for filing
ballots accepting or rejecting the plan is Jan. 29, 2019.
The Troubled Company Reporter previously reported that unsecured
creditors under the plan will get $3,600 over three years.
A copy of the Disclosure Statement is available at
https://tinyurl.com/y7n4jt8y from PacerMonitor.com at no charge.
About Inna Dance Studio Inc.
Inna Dance Studio, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 17-24219) on November
29, 2017. Inna Maor, its president, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of less than $50,000.
Judge John K. Olson presides over the case. Van Horn Law Group,
P.A., is the Debtor's bankruptcy counsel.
INTEGRAL INVESTMENTS: Plan Confirmation Hearing Set for May 1
-------------------------------------------------------------
Bankruptcy Judge G. Michael Halfenger approved Integral Investments
Prospect, LLC's third amended disclosure statement referring to its
second amended plan of reorganization dated Oct. 31, 2018.
Jan. 31, 2019 is fixed as the last day for filing written
acceptances or rejections of the plan.
Any objection to confirmation must be filed and served on or before
Feb. 14, 2019.
The court will hold a confirmation hearing on May 1, 2019 and, if
necessary, May 2, 2019. The hearing will begin on May 1, 2019, at
10:00 a.m. in Courtroom 133, United States Courthouse, 517 E.
Wisconsin Avenue, Milwaukee, Wisconsin 53202.
About Integral Investments Prospect
Integral Investments Prospect, LLC, based in Milwaukee, WI, filed a
Chapter 11 petition (Bankr. W.D. Wis. Case No. 18-27174) on July
25, 2018. In the petition signed by Donald J. Gral, member of
manager, the Debtor estimated $1 million to $10 million in assets
and liabilities. The Hon. Michael G. Halfenger presides over the
case. Jonathan V. Goodman, Esq., at the Law Offices of Jonathan V.
Goodman, serves as bankruptcy counsel.
J.J.S.Y. INVESTMENTS: Seeks to Hire Davis Ermis as Counsel
----------------------------------------------------------
J.J.S.Y. Investments, Corporation, seeks authority from the U.S.
Bankruptcy Court for the Northern District of Texas to employ Davis
Ermis & Roberts, P.C., as counsel to the Debtor.
J.J.S.Y. Investments requires Davis Ermis to:
(a) give the Debtor legal advice with respect to its powers
and duties as Debtor-In-Possession in the continued
operation of the business and management of its property;
(b) prepare on behalf of the Debtor, as Debtor-In-Possession,
necessary applications, orders, answers, reports, and
other legal papers;
(c) perform all other legal services for the Debtor, as
Debtor-In-Possession, which may be necessary herein.
Davis Ermis will be paid at these hourly rates:
Attorneys $350
Legal Assistants $125
Davis Ermis will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Craig D. Davis, partner of Davis Ermis & Roberts, P.C., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Davis Ermis can be reached at:
Craig D. Davis, Esq.
DAVIS ERMIS & ROBERTS, P.C.
1010 N. Center, Suite 100
Arlington, TX 76011
Tel: (972) 263-5922
E-mail: davisdavisandroberts@yahoo.com
About J.J.S.Y. Investments, Corp
J.J.S.Y. Investments, Corporation, based in Dallas, TX, filed a
Chapter 11 petition (Bankr. N.D. Tex. Case No. 18-44748) on Dec. 3,
2018. The Hon. Edward L. Morris oversees the case. Craig Douglas
Davis, Esq., at Davis Ermis & Roberts, P.C., serves as bankruptcy
counsel. In the petition signed by Young Sung, president, the
Debtor estimated $1 million to $10 million in both assets and
liabilities.
JAMES GARRISON: $179K Sale of Boaz Property Approved
----------------------------------------------------
Judge James J. Robinson of the U.S. Bankruptcy Court for the
Northern District of Alabama authorized James Michael Garrison's
sale of the real property located at 447 Copeland Drive, Boaz,
Alabama to Charles Douglas and Brenda Douglas for $179,000.
The Closing Attorney is directed to:
a. pay at closing from the sales price of $179,000 all
reasonable and necessary closing costs attributed to the Sellers,
excluding broker commissions, and to satisfy the mortgage note held
by Alabama Power Credit Union, which is the only lien known to
Debtor;
b. hold in his Trust Account the broker commission due to
Chuck Cranford/ReMax Guntersville pending approval by the Court of
both an Application to Employ and Application for Compensation for
Chuck Cranford/ReMax Guntersville; and
c. disburse one-half of the net proceeds of the sale to Sandra
Garrison and one-half of the net proceeds of the sale to the Debtor
James Michael Garrison at closing.
The Debtor will deposit his one-half of the net proceeds from the
sale in the DIP plan account and hold those funds pending further
Order of the Court.
James Michael Garrison sought Chapter 11 protection (Bankr. N.D.
Ala. Case No. 18-41820) on Oct. 26, 2018. The Debtor tapped
Tameria S. Driskill, Esq., as counsel.
JASON FLY: $192K Sale of 16 Unencumbered Trailers to Dragon Okayed
------------------------------------------------------------------
Judge Jason D. Woodard of the U.S. Bankruptcy Court for the
Northern District of Mississippi authorized Jason Fly Logging,
LLC's private sale of unencumbered personal property, consisting of
16 trailers, to Dragon Woodland Corp. for $12,000 per trailer or
total purchase price of $192,000.
The sale is free and clear of liens, claims, tax claims, interests
and encumbrances.
The Debtor will prepare and file pursuant to Rule 6004(f)(1) the
itemized statement and transmit a copy to US Trustee upon
completion of sale.
The provisions of Fed. R. Bankr. P. 6004(h) do not apply to the
sale.
About Jason Fly Logging
Established in 2010, Jason Fly Logging, LLC, is a privately-held
logging company in Batesville, Mississippi. Jason Fly Logging
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Miss. Case No. 18-10483) on Feb. 12, 2018. In the petition
signed by Jason Fly, member, the Debtor estimated assets and
liabilities of $1 million to $10 million. Judge Jason D. Woodard
presides over the case. Toni Campbell Parker, Esq., in Memphis,
Tennessee, serves as counsel to the Debtor.
JAZPAL LLC: To Pay Unsecured Creditors $2K Monthly with Interest
----------------------------------------------------------------
Jazpal, LLC, filed with the U.S. Bankruptcy Court for the District
of Maryland a disclosure statement for its chapter 11 plan dated
Dec. 14, 2018.
Under the plan, each holder of an Allowed Class 4 General Unsecured
Claim will receive a Pro Rata distribution from a monthly payment
of $2,000 until Class 4 Claims are paid in full, with interest at
the legal rate. Class 4 is unimpaired by the Plan.
On the Effective Date, all Assets of the Debtor will be deemed to
be the property of and vest in the Reorganized Debtor, free and
clear of all liens, claims, encumbrances or interests, subject only
to the liens and security interests of the holders of Allowed
Claims in Classes 1, and 2.
The Plan will be funded by rent paid to the Debtor from MBGC, LLC.
The Reorganized Debtor has no current plans to market its real
property.
A copy of the Disclosure Statement is available at
https://is.gd/LRObz6 from Pacermonitor.com at no charge.
About Jazpal LLC
Jazpal, LLC, a single asset real estate, owns a commercial real
property in Harford County Maryland known as 1827 Mountain Road,
Joppa MD. The property consists of several lots and two leasehold
interests.
Jazpal, LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Md. Case No. 18-21681) on Sept. 4, 2018. At the
time of the filing, the Debtor estimated assets and debt of $1
million to $10 million. Judge David E. Rice presides over the
case. The Law Offices of David W. Cohen is the Debtor's counsel.
JDS HOSPITALITY: May Use Cash Collateral on Final Basis
-------------------------------------------------------
The Hon. Neil W. Bason of the U.S. Bankruptcy Court for the Central
District of California has authorized JDS Hospitality Group's use
of cash collateral on a final basis.
The Debtor will continue to prepare weekly reports of cash and
accounts receivables to be prepared and submitted directly to First
Choice Bank.
In addition to Monthly Operating Reports, the Debtor will prepare a
monthly comparison of actual versus projected revenue to First
Choice Bank and to be filed with the Court which will be due by the
15th of every month.
The Revenue Report will (a) be based on a cash, rather than accrual
basis; (b) indicate what taxes were incurred for the month and
provide evidence that those monthly taxes were paid; and (c)
indicate how much of the available cash on hand at the end of the
month is being segregated for real property taxes and repairs.
A full-text copy of the Order is available at
http://bankrupt.com/misc/cacb18-22059-62.pdf
About JDS Hospitality Group
JDS Hospitality Group LLC is a privately held company in El Monte,
California, in the hotel or motel management business. JDS
Hospitality Group filed a Chapter 11 petition (Bankr. C.D. Cal.
Case No. 18-22059) on Oct. 14, 2018. In the petition signed by
Rhonda Chung, president, the Debtor disclosed $4,641,552 in total
assets and $4,840,684 in total debt. The case is assigned to Judge
Neil W. Bason. The Debtor is represented by Christopher J.
Langley, Esq. of the Law Offices of Langley & Chang.
KEEHAN TENNESSEE: Hires Frederic P. Schwieg as Counsel
------------------------------------------------------
Keehan Tennessee Investments LLC, and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the Northern District
of Ohio to employ the Law Offices of Frederic P. Schwieg, as
counsel to the Debtor.
Keehan Tennessee requires Frederic P. Schwieg to:
-- advise them with regard to the administration of these
cases;
-- advise them with regard to the requirements of the
Bankruptcy Code; and
-- represent them in all matters before this Court and all
cases and proceedings ancillary to the within bankruptcy
case.
Frederic P. Schwieg will be paid at the hourly rate of $300. The
firm will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Frederic P. Schwieg, partner of the Law Offices of Frederic P.
Schwieg, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
Frederic P. Schwieg can be reached at:
Frederic P. Schwieg, Esq.
THE LAW OFFICE OF FREDERIC P. SCHWIEG
2705 Gibson Drive
Rocky River OH 44116-3008
Tel: (440) 499-4506
E-mail: fschwieg@schwieglaw.com
About Keehan Tennessee Investments
Keehan Tennessee Investment LLC, and its debtor-affiliates, based
in Avon, OH, sought Chapter 11 protection (Bankr. N.D. Ohio Lead
Case No. 18-17349) on Dec. 12, 2018. In the petitions signed by
Donald J. Keehan, Jr., manager, Keehan Tennessee's estimated assets
of $0 to $50,000 and liabilities of $10 million to $50 million; and
Westlake Briar, LLC, estimated assets of $50,000 to $100,000 and
liabilities of $1 million to $10 million. Overseeing the cases are
the Hon. Jessica E. Price Smith (18-17350) and Hon. Arthur I.
Harris (18-17349). Frederic P. Schwieg, partner of the Law Offices
of Frederic P. Schwieg, serves as bankruptcy counsel to the
Debtors.
KLOECKNER PENTAPLAST: Bank Debt Trades at 14% Off
-------------------------------------------------
Participations in a syndicated loan under which Kloeckner
Pentaplast SA is a borrower traded in the secondary market at 85.83
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 3.99 percentage points from
the previous week. Kloeckner Pentaplast pays 425 basis points above
LIBOR to borrow under the $835 million facility. The bank loan
matures on June 17, 2022. Moody's rates the loan 'B3' and Standard
& Poor's gave a 'B-' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, December 14.
Kloeckner Pentaplast SA, headquartered in Montabaur, Germany and
with legal domicile in Luxembourg, is a leader in the manufacturing
of rigid plastic films for the pharmaceuticals, food, medical,
electronics, and other packaging industries.
LANE-GLO LANES: Has Authorization to Continue Using Cash Collateral
-------------------------------------------------------------------
The Hon. Michael G. Williamson of the U.S. Bankruptcy Court for the
Middle District of Florida authorized Lane-Glo Lanes North, Inc.,
to continue to use the cash collateral in which Lender asserts a
lien.
The Debtor owns the real property located at 12529 U.S. Hwy 19,
Hudson, Florida on which a bowling alley is located. The real
property and the personal property located therein, is subject to a
first mortgage and a security agreement in favor of Lenders. The
Cash Collateral is derived from the Debtor's ownership and
operation of a bowling alley.
State Resources Corp. holds a second mortgage on the Property.
SRC's lien on the Cash Collateral, if any, remains to the same
extent, validity, and priority as the interest in such Cash
Collateral that SRC held as of the petition date, and is perfected
to the same extent, validity, and priority as the SRC's
pre-petition lien therein effective as of the Petition Date without
the need for SRC to take any further action or make any further
filing.
As adequate protection with respect to Debtor's use of the Cash
Collateral, the Lender is granted a first priority perfected
security interest in all post-petition Cash Collateral to the same
extent, validity, and priority as the interest in such Cash
Collateral that the Lender held as of the petition date. The
post-petition lien and security interest in the Debtor's
post-petition assets including Cash Collateral granted to the
Lender will be in addition to all security interests or rights of
set-off existing in favor of the Lender on the Petition Date and
will be valid and perfected to the same extent, validity, and
priority as the Lender's pre-petition lien therein effective as of
the Petition Date without the need for the Lender to take any
further action or make any further filing.
A full-text copy of the Order is available at
http://bankrupt.com/misc/flmb18-05862-46.pdf
About Lane-Glo Lanes North
Lane-Glo Lanes North, Inc. filed a Chapter 11 petition (Bankr. M.D.
Fla. Case No. 18-05862), on July 16, 2018. In the petition signed
by Chris L. Langlo, vice president, the Debtor estimated less than
$50,000 in assets and $100,001 to $500,000 in liabilities. Joel S.
Treuhaft, Esq., at Palm Harbor Law Group, P.A., is serving as
counsel to the Debtor.
LEGAL COVERAGE: Trustee's $20K Sale of Business Assets to Legal OKd
-------------------------------------------------------------------
Judge Jean K. FitzSimon of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania authorized Leslie Beth Baskin, the
Chapter 11 trustee for The Legal Coverage Group Ltd., to sell the
business assets to Legal Risk Services, Inc., doing business as
Discount Legal Plan, for $20,000.
The sale is free and dear of all Liens, with all Liens that
represent interests in property to attach to the net proceeds of
the sale.
To the extent applicable, the automatic stay pursuant to Section
362 of the Bankruptcy Code is lifted, without further Order of the
Court, to the extent necessary for the consummation of the Sale.
Notwithstanding Bankruptcy Rules 6004(h) and 6006(d), the Order
will not be stayed after its entry, but will be effective and
enforceable immediately upon entry, and the stay provided in such
rules is expressly waived and will not apply.
About The Legal Coverage Group
The Legal Coverage Group Ltd., also known as LCG, Ltd., is a
Pennsylvania Subchapter S corporation. LCG, the exclusive provider
of HELP Legal Plan, was founded in 1995 to modernize and ultimately
perfect the concept of the employee legal plan. Headquartered in
the suburbs of Philadelphia, Pennsylvania, HELP is a privately-held
employee legal plan servicing worksites of all sizes and industries
on a regional and national level, while maintaining the industry's
highest rates of retention through unparalleled, unlimited, and
fully comprehensive benefits services provided by only partner
level attorneys.
Legal Coverage Group sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Pa. Case No. 18-10494) on Jan. 26,
2018. In the petition signed by CEO Gary A. Frank, the Debtor
estimated assets of $100 million to $500 million and liabilities of
$10 million to $50 million.
Judge Jean K. FitzSimon presides over the case.
Dilworth Paxson LLP is the Debtor's legal counsel; and Wipfli LLP,
as tax advisor.
Leslie Beth Baskin, Esq., has been appointed as Chapter 11 Trustee,
and is represented by the law firm of Spector Gadon & Rosen, PC.
LNB-015-13 LLC: Infusion of Capital, Loan Proceeds to Fund New Plan
-------------------------------------------------------------------
LNB-015-13, LLC filed with the U.S. Bankruptcy Court for the
Southern District of Florida an amended plan of reorganization
The amended plan provides for two classes of secured claims, one
class of unsecured claims to be paid 100% and interest, and one
class of equity security holders. Unsecured creditors holding
allowed claims will receive distributions, which the proponent of
this Plan has valued at 100 cents on the dollar. This Plan also
provides for the payment of administrative and priority claims by
payment in full.
The plan proposes to pay creditors from sources of payment, such as
an infusion of capital, loan proceeds, cash flow from operations,
and future income.
A copy of the Amended Plan is available at https://is.gd/hOJ3i2
from Pacermonitor.com at no charge.
About LNB-015-13 LLC
LNB-015-13, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 17-19226) on July 22,
2017. The petition was signed by Harel Bitton, its authorized
representative. At the time of the filing, the Debtor estimated
assets and liabilities of less than $500,000. Joel M. Aresty P.A.
is the Debtor's bankruptcy counsel. An official committee of
unsecured creditors has not yet been appointed in the Chapter 11
case.
MALLINCKRODT GROUP: Bank Debt Trades at 7% Off
----------------------------------------------
Participations in a syndicated loan under which Mallinckrodt Group
Inc. is a borrower traded in the secondary market at 92.67
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 3.22 percentage points from
the previous week. Mallinckrodt Group pays 300 basis points above
LIBOR to borrow under the $600 million facility. The bank loan
matures on September 24, 2024. Moody's rates the loan 'Ba1' and
Standard & Poor's gave a 'BB' rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, December 14.
MAOZ 8TH AVENUE: Unsecured Claims Reduced to $64K in Latest Plan
----------------------------------------------------------------
Maoz 8th Avenue LLC, d/b/a Maoz Falafel & Grill, filed its second
amended disclosure statement in connection with its proposed
chapter 11 plan.
This latest filing provides that the Allowed claims of all
pre-petition unsecured creditors of the Debtor, will be paid in
cash, an amount equal to 100% of the allowed amount of such
creditors' claim payable as follows: in three semi-annual (every 6
months) installments of one-third of the amount owed commencing 30
days after the Effective Date of the Plan. Each of the three
monthly payments will be approximately $21,599.50 instead of the
$22,823.21 provided in the previous plan. The claims in this class
total approximately $64,798.50. The previous total claims in this
class is $68,469.62.
A copy of the Second Amended Disclosure Statement is available at
https://is.gd/dHbZVx from Pacermonitor.com at no charge.
About Maoz 8th Avenue
Maoz 8th Avenue LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-13327) on Nov. 27,
2017. In the petition signed by Jimmy Shabtay, general manager,
the Debtor estimated assets and liabilities of less than $500,000.
Judge Sean H. Lane presides over the case. Sichenzia Ross Ference
Kesner LLP serves as counsel to the Debtor.
MED CARE EMERGENCY: Hires Reynaldo Ortiz as Special Counsel
-----------------------------------------------------------
Med Care Emergency Medical Services, Inc., seeks authority from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
the Law Office of Reynaldo Ortiz, as special counsel to the
Debtor.
Med Care Emergency requires Reynaldo Ortiz to:
(a) serve as legal advisor on all major business transactions;
(b) ensure the Debtor conducts business in compliance with
applicable state and federal laws and regulations;
(c) promote a corporate culture that maintains the highest
possible standards of legal and ethical behavior;
(d) analyze complex corporate transactions; manage or advise
on the cost of legal services and oversee the structure
and manage internal legal function and staff;
(e) manage or advise on the cost of legal services; and
(f) manage internal legal function and staff.
Reynaldo Ortiz will be paid $5,000 per month.
Reynaldo Ortiz will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Reynaldo Ortiz, partner of the Law Office of Reynaldo Ortiz,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Reynaldo Ortiz can be reached at:
Reynaldo Ortiz, Esq.
LAW OFFICE OF REYNALDO ORTIZ
1305 E. Nolana, Suite F
McAllen, TX 78504
Tel: (956-687-4567
About Med Care Emergency Medical
Med Care Emergency Medical Services, Inc., is a privately-held
company that provides emergency ambulance services. Med Care
Emergency Medical Services sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-70408) on Nov.
19, 2018. In the petition signed by Candelario Ontiveros,
president, the Debtor estimated assets of less than $1 million and
liabilities of less than $10 million. Judge Eduardo V. Rodriguez
oversees the case. The Debtor tapped Villeda Law Group as its
legal counsel. The Law Office of Reynaldo Ortiz, is special
counsel.
MODERN PROMOS: Taps Steven Nosek as Legal Counsel
-------------------------------------------------
Modern Promos, LLC, received approval from the U.S. Bankruptcy
Court for the District of Minnesota to hire Steven Nosek, P.A. as
its legal counsel.
The firm will assist the Debtor in the preparation of a plan of
reorganization; represent the Debtor in adversary proceedings; and
provide other legal services related to its Chapter 11 case.
The hourly rates charged by the firm range from $200 and $300.
Steven Nosek, Esq., disclosed in a court filing that he does not
hold any interest adverse to the Debtor and its bankruptcy estate.
The firm can be reached through:
Steven B. Nosek, Esq.
Steven Nosek, P.A.
2855 Anthony Lane S, Suite 201
St. Anthony, MN 55418
Tel: 612-335-9171
Email: snosek@noseklawfirm.com
About Modern Promos
Edina, Minnesota-based Modern Promos, L.L.C. --
http://www.modernpromos.com/-- is a brand activation agency
specializing in planning and activating impactful brand experience
by activating directly with brands or partnering with key
advertising, public relations and marketing agencies. Modern
Promos works closely with agency or brand teams to create custom
experiences and activations with branded elements such as signage,
tents, wrapped vehicles, displays, digital photo experiences, and
digital media such as virtual reality, social media, lead retrieval
and customized data capture.
Modern Promos, L.L.C. filed a Chapter 11 petition (Bankr. D. Minn.
Case No. 18-43517) on Nov. 8, 2018. In the petition signed by
Jonathon E. Nelson, CEO/president, the Debtor estimated $100,000 to
$500,000 in assets and $1 million to $10 million in liabilities.
The case is assigned to Judge Michael E. Ridgway. The Debtor
tapped Steven B. Nosek, Esq., of Steven Nosek, P.A., as its legal
counsel.
NMSC HOLDINGS: S&P Alters Outlook to Negative on Weak Cash Flow
---------------------------------------------------------------
S&P Global Ratings revises its outlook on NMSC to negative from
stable and affirms all of its ratings on the company.
Anesthesia management services provider NMSC Holdings Inc. has
generated minimal cash flows over the past few quarters due to
higher expenses and working capital needs.
S&P said, "The negative outlook reflects our expectation that NMSC
may not be able to generate material cash flows over the next year
despite improvements in its operating performance in the last two
quarters. In 2018, NMSC has seen considerable working capital
outflows associated with new business wins and collection issues.
If these outflows persist because the company is unable to improve
its collections and reduce costs, it will become increasingly
reliant on its revolver for liquidity. If that occurs, we could
determine that NMSC's cash generation and liquidity profile are no
longer consistent with a 'B' rating.
"The negative outlook on NMSC reflects the heightened risk that the
company will not meet our base-case expectation for free cash flow
generation of at least $10 million annually (beginning in 2019)
because of heightened expenses and working capital uses related to
its growth strategy. The outlook also reflects the risk that the
company will be unable to renegotiate the early 2020 step-down of
the springing first-lien covenant on its revolving credit facility,
which could significantly constrain its liquidity if its leverage
remains high.
"We could lower our rating on NMSC if the company is unable to
improve its EBITDA margins and generate modest discretionary cash
flow of more than $10 million. This could occur if the company
experiences meaningful volume erosion, an adverse payer mix shift
away from commercial insurance, or increased certified registered
nurse anesthetist (CRNA) costs given the tight labor market.
"We could also consider lowering our rating on NMSC if its
liquidity becomes impaired by the step down of its financial
covenants in 2020. Under this scenario, we believe the company
would have very little cushion to fund its operations or absorb a
temporary setback.
"We could revise our outlook on NMSC to stable if the company
successfully maintains its margins (similar to the levels it posted
in the third quarter of 2018) and improve its revenue cycle
management such that it consistently generates annual free cash
flow of more than $10 million."
PAREXEL INTERNATIONAL: S&P Alters Outlook to Neg & Affirms 'B' ICR
------------------------------------------------------------------
S&P Global Ratings affirms the 'B' issuer credit rating on PAREXEL
International Corp. and revised the outlook to negative from
stable. S&P also affirmed the 'B' and 'CCC+' issue-level ratings on
the company's senior secured credit facility and senior unsecured
notes, respectively. The recovery ratings are unchanged at '4' and
'6', respectively.
The negative outlook reflects S&P Global Ratings' view that PAREXEL
International Corp. is less likely to generate positive free cash
flow and solid revenue growth in fiscal 2019 (ending June 30,
2019). PAREXEL's contract bookings have been inconsistent over the
couple of years, and its sales growth has lagged behind its peers.
Compared to many of its contract research organization (CRO) peers,
PAREXEL has a smaller exposure to the fast-growing biotech client
base. Its competitors, PRA Health, Syneos Health, and Icon PLC all
have over 30% of their revenue generated from the biotech sector
and are growing their revenue in the mid- to high-single-digit
range. In contrast, PAREXEL's revenue growth has been in the
low-single-digit range because its client mix depends more heavily
on major pharma companies. While these companies provide a solid
customer base (PAREXEL is one of the original preferred providers
for Pfizer Inc., which accounted for 12% of total revenue before
the leveraged buyout [LBO] in 2017), their research and development
spending/outsourcing growth is lower. In addition, S&P believes
PAREXEL executed poorly during the first year after the LBO, though
it consistently underperformed its peers for several years before
that. Most of those issues (e.g., below-average booking, revenue
growth, and margins) are still present.
S&P said, "The negative outlook reflects our view that it's less
likely PAREXEL will generate positive free cash flow and solid
revenue growth in fiscal 2019.
"We could consider lowering the rating if we expect PAREXEL will
generate material cash flow deficit in fiscal 2019. Additionally,
we could consider lowering the rating if we lose confidence that
the company can generate material positive free cash flow in fiscal
2020. Alternatively, we could also consider a downgrade if PAREXEL
pays another substantial dividends to its financial sponsor without
demonstrating meaningful operational improvements.
"We could consider revising the outlook to stable if we gain
confidence that PAREXEL has sustainably improved its booking
metrics and shown the ability to generate material free cash flow."
PARKER DRILLING: Hires Prime Clerk as Claims and Noticing Agent
---------------------------------------------------------------
Parker Drilling Company, and its debtor-affiliate seek authority
from the U.S. Bankruptcy Court for the Southern District of Texas
to employ Prime Clerk LLC, as claims and noticing agent to the
Debtors.
Parker Drilling requires Prime Clerk to:
(a) assist the Debtor with the preparation and distribution of
all required notices and documents in accordance with the
Bankruptcy Code and the Bankruptcy Rules in the form and
manner directed by the Debtor and/or the Court, including:
(i) notice of any claims bar date, (ii) notice of any
proposed sale of the Debtor's assets, (iii) notices of
objections to claims and objections to transfers of
claims, (iv) notices of any hearings on a disclosure
statement and confirmation of any plan of reorganization,
including under Bankruptcy Rule 3017(d), (v) notice of the
effective date of any plan, and (vi) all other notices,
orders, pleadings, publications and other documents as the
Debtor, Court, or Clerk may deem necessary or appropriate
for an orderly administration of this chapter 11 case;
(b) maintain an official copy of the Debtor's schedules of
assets and liabilities and statements of financial affairs
(collectively, the "Schedules"), listing the Debtor's
known creditors and the amounts owed thereto;
(c) maintain (i) a list of all potential creditors, equity
holders and other parties-in-interest and (ii) a "core"
mailing list consisting of all parties described in
Bankruptcy Rule 2002(i), (j) and (k) and those parties
that have filed a notice of appearance pursuant to
Bankruptcy Rule 9010; update and make said lists available
upon request by a party-in-interest or the Clerk;
(d) furnish a notice to all potential creditors of the last
date for filing proofs of claim and a form for filing a
proof of claim, after such notice and form are approved by
the Court, and notify said potential creditors of the
existence, amount and classification of their respective
claims as set forth in the Schedules, which may be
effected by inclusion of such information (or the lack
thereof, in cases where the Schedules indicate no debt due
to the subject party) on a customized proof of claim form
provided to potential creditors;
(e) maintain a post office box or address for receiving claims
and returned mail, and process all mail received;
(f) for all notices, motions, orders or other pleadings or
documents served, prepare and file or cause to be filed
with the Clerk an affidavit or certificate of service
within seven (7) days of service which includes (i) either
a copy of the notice served or the docket number(s) and
title(s) of the pleading(s) served, (ii) a list of persons
to whom it was mailed (in alphabetical order) with their
addresses, (iii) the manner of service, and (iv) the date
served;
(g) receive and process all proofs of claim received,
including those received by the Clerk, check said
processing for accuracy and maintain the original proofs
of claim in a secure area;
(h) provide an electronic interface for filing proofs of
claim;
(i) maintain the official claims register (the "Claims
Register") on behalf of the Clerk; upon the Clerk's
request, provide the Clerk with a certified, duplicate
unofficial Claims Register; and specify in the Claims
Register the following information for each claim
docketed: (i) the claim number assigned, (ii) the date
received, (iii) the name and address of the claimant and
agent, if applicable, who filed the claim, (iv) the
address for payment, if different from the notice address;
(v) the amount asserted, (vi) the asserted
classification(s) of the claim (e.g., secured, unsecured,
priority, etc.), and (vii) any disposition of the claim;
(j) provide public access to the Claims Registers, including
complete proofs of claim with attachments, if any, without
charge;
(k) record all transfers of claims and provide any notices of
such transfers as required by Bankruptcy Rule 3001(e);
(l) implement necessary security measures to ensure the
completeness and integrity of the Claims Register and the
safekeeping of the original claims;
(m) relocate, by messenger or overnight delivery, all of the
court-filed proofs of claim to the offices of Prime Clerk,
not less than weekly;
(n) monitor the Court's docket for all notices of appearance,
address changes, and claims-related pleadings and orders
filed and make necessary notations on and/or changes to
the claims register and any service or mailing lists,
including to identify and eliminate duplicative names and
addresses from such lists;
(o) identify and correct any incomplete or incorrect addresses
in any mailing or service lists;
(p) assist in the dissemination of information to the public
and respond to requests for administrative information
regarding this chapter 11 case as directed by the
Debtor or the Court, including through the use of a case
website and/or call center;
(q) provide docket updates via email to parties who subscribe
for such service on the Debtors’ case website;
(r) monitor the Court's docket in this chapter 11 case and,
when filings are made in error or containing errors, alert
the filing party of such error and work with them
to correct any such error;
(s) comply with applicable federal, state, municipal, and
local statutes, ordinances, rules, regulations, orders,
and other requirements;
(t) if this chapter 11 case is converted to a case under
chapter 7 of the Bankruptcy Code, contact the Clerk's
office within three (3) days of notice to Prime Clerk of
entry of the order converting the case;
(u) thirty (30) days prior to the close of this chapter 11
case, to the extent practicable, request that the Debtor
submit to the Court a proposed order dismissing Prime
Clerk as claims, noticing, and solicitation agent and
terminating its services in such capacity upon completion
of its duties and responsibilities and upon the
closing of this chapter 11 case;
(v) within seven (7) days of notice to Prime Clerk of entry of
an order closing this chapter 11 case, provide to the
Court the final version of the Claims Register as of
the date immediately before the close of the case;
(w) at the close of these chapter 11 cases: (i) box and
transport all original documents, in proper format, as
provided by the Clerk, to (A) the Philadelphia Federal
Records Center, 14700 Townsend Road, Philadelphia, PA
19154, or (B) any other location requested by the Clerk;
and (ii) docket a completed SF-135 Form indicating the
accession and location numbers of the archived claims;
(x) assist the Debtor with plan-solicitation services
including: (i) balloting, (ii) distribution of applicable
solicitation materials, (iii) tabulation and calculation
of votes, (iv) determining with respect to each ballot
cast, its timeliness and its compliance with the
Bankruptcy Code, Bankruptcy Rules, and procedures ordered
by this Court; (v) preparing an official ballot
certification and testifying, if necessary, in support of
the ballot tabulation results; and (vi) in connection with
the foregoing services, process requests for documents
from parties in interest, including, if applicable,
brokerage firms, bank back-offices and institutional
holders;
(y) assist with the preparation of the Debtor's schedules of
assets and liabilities and statements of financial affairs
and gather data in conjunction therewith;
(z) provide a confidential data room, if requested;
(aa) coordinate publication of certain notices in periodicals
and other media;
(bb) manage and coordinate any distributions pursuant to a
chapter 11 plan; and
(cc) provide such other processing, solicitation, balloting,
and other administrative services described in the
Engagement Agreement, that may be requested from time to
time by the Debtors, the Court, or the Clerk.
Prime Clerk will be paid at these hourly rates:
Director of Solicitation $210
Solicitation Consultant $190
COO and Executive VP No charge
Director $175 to $195
Consultant/Senior Consultant $65 to $165
Technology Consultant $33 to $95
Analyst $30 to $50
Prime Clerk will be paid a retainer in the amount of $40,000.
Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Benjamin J. Steele, a partner at Prime Clerk LLC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Prime Clerk can be reached at:
Benjamin J. Steele
PRIME CLERK LLC
830 3rd Avenue, 9th Floor
New York, NY10022
Tel: (212) 257-5450
E-mail: bsteele@primeclerk.com
About Parker Drilling Company
Houston-based Parker Drilling (OTC:PKDSQ) --
http://www.parkerdrilling.com/-- provides drilling services and
rental tools to the energy industry. The Company's Drilling
Services business serves operators in the inland waters of the U.S.
Gulf of Mexico utilizing Parker Drilling's barge rig fleet and in
select U.S. and international markets and harsh environment regions
utilizing Parker-owned and customer-owned equipment. The Company's
Rental Tools Services business supplies premium equipment and well
services to operators on land and offshore in the U.S. and
international markets.
Parker Drilling Company and 19 subsidiaries sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 18-36958) on Dec. 12,
2018.
Parker Drilling reported $937,219,000 in assets and $695,489,000 in
liabilities as of Sept. 30, 2018.
The Hon. Marvin Isgur is the case judge.
Kirkland & Ellis LLP is serving as legal advisor to Parker in
connection with the restructuring. Moelis & Company is serving as
Parker's investment banker, and Alvarez & Marsal is serving as its
financial advisor. Jackson Walker L.L.P. is the co-bankruptcy
counsel. Prime Clerk LLC is the claims agent.
Akin Gump Strauss Hauer & Feld LLP is serving as legal advisor to
the stakeholders that are parties to the RSA, and Houlihan Lokey is
serving as financial advisor.
PAYROLL MANAGEMENT: Gets Authorization to Use Cash Collateral
--------------------------------------------------------------
The Hon. Jerry C. Oldshue, Jr., of the U.S. Bankruptcy Court for
the Northern District of Florida has granted Payroll Management,
Inc.'s Agreed Motion for Order Authorizing Use of Cash Collateral.
The Debtor is authorized to use funds in the Debtor's DIP Account
in the amounts and for the purposes set forth in the Motion.
As reported by the Troubled Company Reporter on Nov. 14, 2018, the
Debtor, with the consent of the Internal Revenue Service, has
sought the Court's authorization to use of the Laurie Drive
Proceeds, which is the cash collateral of the IRS and Florida
Department of Revenue. The Debtor intended to use the Laurie Drive
Proceeds up to the following amounts and for the following
purposes:
(a) Preparation and completion of 2017 and 2018 Tax Returns
and other tax related services for Debtor: $35,000;
(b) Legal Services to Debtor's Counsel for continued
administration of the case; $35,000;
(c) Litigation Costs in efforts to recover other assets:
$25,000
(d) General Administrative costs for Debtor's employees:
$8,000; and
(e) Administrative software costs: $5,000.
A full-text copy of the Order is available at
http://bankrupt.com/misc/flnb18-30298-111.pdf
About Payroll Management
Payroll Management, Inc., provides human resource solutions to
businesses that choose to outsource those functions. It offers
human resource support, payroll, administration, workers'
compensation, recruiting and training, safety training, and
miscellaneous services. Payroll Management Inc. was founded in
1986 and is based in Fort Walton Beach, Florida.
Payroll Management, Inc., based in Navarre, FL, filed a Chapter 11
petition (Bankr. N.D. Fla. Case No. 18-30298) on March 27, 2018.
In the petition signed by D. C. Mickle-Bee, chief executive
officer, the Debtor estimated $100,000 to $500,000 in assets and
$10 million to $50 million in liabilities. The Hon. Jerry C.
Oldshue Jr. oversees the case. Natasha Revell, Esq., at Zalkin
Revell, PLLC, serves as bankruptcy counsel to the Debtor.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case.
PB PIED-DE-TERRE: Proposes Sale of Palm Beach Property
------------------------------------------------------
PB Pied-de-Terre, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Florida to authorize the sale of real property
located at 235 Sunrise Ave, Unit #2245, Palm Beach, Florida.
The Unit is the sole asset of the Debtor. Terry Gord at GT
Appraisal Services appraised the Unit at $175,000, as of Sept. 9,
2018.
The Debtor entered into the Broker Sales Agreement with Broker
Blake Papalia for the exclusive listing of the Unit. The Broker
listed the Unit at $225,000, "as is."
A copy of the Broker Sales Agreement attached to the Motion is
available for free at:
http://bankrupt.com/misc/Pied-de-Terre_LLC_16_Sales.pdf
Counsel for the Debtor:
David Goldstein, Esq.
PB PIED-DE-TERRE, LLC
P.O. Box 611266
North Miami, FL 33261
Telephone: (305) 372-3535
Facsimile: (305) 974-2094
E-mail: david@dmgpa.com
The case is In re PB Pied-de-Terre, LLC (Bankr. S.D. Fla. Case No.
8-25382).
PC USA RE: Settling with GGH to Sell Hallandale Property for $1.5M
------------------------------------------------------------------
PC USA RE, LLC and STRE, LLC ask the U.S. Bankruptcy Court for the
Southern District of Miami to authorize settlement with secured
creditor, GGH 58, LLC, in connection with the sale of the
commercial real estate located at 700 South Dixie Highway and
708-716 South Dixie Highway, Hallandale, Florida to Elana
Investment II Corp. for $1.5 million.
It is the Debtors' position that PC USA RE owns the Property. GGH
58 asserts that the chain of title reflects that the title to the
property is in the name of STRE, LLC. The Court has previously
granted stay relief to GGH to pursue the foreclosure matter in
order to have the state court render a decision as to the amount
owed to GGH, but not to conduct a sale.
The main point of contention between the Parties is the amount that
is owed to GGH on account of its Note and Mortgage -- based on a
dispute over when is the appropriate date and triggering event from
which to calculate default interest. According to the Debtors'
calculations, the sum due to GGH as of mid-October 2018 was
approximately $955,716, exclusive of an award of attorney's fees to
either party. According to GGH's calculations, the sum due to it
is in excess of $1.7 million.
The State Court rescheduled a critical hearing that was to occur in
August. As a result of settlement discussions, the reset of that
hearing was continued. At this time, a date in February of 2019
has been reserved. All the while, default interest continues to
accrue.
The parties have been engaged in settlement discussions for several
months, and attended a day-long mediation on Sept. 27, 2018. The
Parties have agreed to a resolution of the claims asserted in the
Foreclosure Case and these bankruptcy cases as set forth more fully
in the Mediated Settlement Agreement.
In accordance with the Mediated Settlement Agreement, the Parties
have agreed, in part, as follows:
(a) The Debtors will surrender the Property to GGH and execute
appropriate documents that will allow GGH to obtain insurable title
to the Property;
(b) Within 5 days of entry of an Order approving the
settlement, GGH will deposit the sum of $180,000 into the DIP
account of the Debtor, and that sum of money will remain in escrow
until the transfer of title to the Property is complete;
(c) GGH will assume responsibility for all existing code
enforcement violations on the Property;
(d) The Debtors will remain solely responsible for all of
their respective corporate tax obligations, including sales tax
liabilities, and reemployment taxes. The Debtors will indemnify
GGH from any responsibility for these tax obligations;
(e) Each of the Parties will bear its own attorneys fees and
costs;
(f) The Parties will equally share the costs of the mediator.
(g) Once the transfer of title to the Property has been
completed, the Parties will enter into a stipulation of dismissal
with prejudice in the State Court foreclosure action, and seek an
Order from the State Court adopting and ratifying the dismissal and
vacating all pending orders to show cause; and
(h) The parties will attempt to resolve any dispute concerning
the implementation of the Mediated Settlement Agreement with the
mediator prior to seeking Court intervention.
(i) GGH was to retain all unexpended sums contained in the
operating account it was maintaining for the property.
In addition to the foregoing terms, the Parties agree to these
terms of the settlement, and respectfully ask that they also be
approved by the Court:
(a) Subsequent to the execution of the Mediated Agreement, it
was determined that the execution of a Deed in Lieu of Foreclosure
even when coupled with an Order of this Court would not be an
insurable event that would permit GGH to obtain title insurance at
the time of the conveyance. In lieu thereof, the parties have
agreed that they will execute any and all affidavits, resolutions
and deeds and obtain such further detailed Orders from the Court so
as to satisfy all title requirements that would exist if this had
been an arms'-length transaction so that GGH would have in its
possession all it requires when it later seeks to pass title. As
such, GGH has obtained a title commitment based upon a proposed
sale so as to obtain the requirements and will ensure that all of
the requirements of that proposed sale can and would be met by the
documents to be executed by GGH, Debtors and the Court.
(b) The parties recognize that questions exist as to the
authority of the manager of the Debtors to have entered into
agreements and to have sought the protection of the Bankruptcy
Court in these proceedings. So as to obviate the impact of those
questions, and without any agreement on the part of GGH as to the
merits of the positions of Debtors, the Debtors will have provided
all necessary Resolutions, Affidavits and Powers of Attorney to
convey title to GGH that will enable GGH to pass insurable title
when it sells or conveys the property which documents will be
individually executed under oath before an authority duly
authorized to take oaths and acknowledgements by all Members of
Debtors and all Members of any entity with an ownership interest in
either Debtor. Further, they will execute deeds to the property to
GGH as required. The Debtors have provided copies of all requested
Resolutions and Affidavits to GGH as of the time of the filing of
the Motion.
(c) Subsequent to the execution of the Mediated Agreement, it
was determined that the transaction would involve payment of
documentary stamps. The parties have agreed that the Settlement
Proceeds payable to the Debtors will be reduced by $5,000 to a
total of $175,000 in recognition of the Debtors' contribution to
the documentary stamps, and GGH has agreed that it will pay the
documentary stamps on a total transaction price of $1.9 million.
GGH will retain all sums existing in the operating account it
maintains for the property.
(d) Once the proposed settlement has been approved and the
foregoing terms have been accomplished, the Parties will have, and
will be deemed to have, released one another from any and all
claims asserted, or which could have been asserted, in the
Foreclosure Case and in the bankruptcy;
(e) Once the proposed settlement has been approved and the
transfer of title to the Property has been accomplished, GGH's
Proof of Claim #1 will be deemed withdrawn; and
(f) Once the proposed settlement has been approved and the
foregoing terms have been accomplished, GGH agrees that it will
have no objection to the Debtors' motions to (i) pay any proofs of
claims that have been filed by taxing authorities and the Florida
Department of Revenue from the Settlement Proceeds, (ii) approve
the fee applications of any of the Debtors' retained professionals
from the Settlement Proceeds and/or funds directly by ADL Ventures,
LLC, (iii) release the Settlement Proceeds from the Debtor's DIP
account, and (iv) seek dismissal of these bankruptcy cases.
(g) In the event that GGH fails to timely pay the Settlement
Proceeds, PC USA RE will provide GGH with written notice of the
Default and opportunity to cure; such notice of Default will be
legally sufficient if provided to GGH's counsel. GGH will have
three business days from the date on which the notice of default is
received by its counsel within which to cure such default. Should
the Default remain uncured after expiration of the Cure Period,
this settlement will be deemed null and void.
The Parties asks approval of the Mediated Settlement Agreement and
the additional terms of the settlement requested in the Motion.
Inasmuch as the Settlement involves a conveyance of the Property to
GGH in exchange for a release of the mortgage held by GGH and
payment of the Settlement Proceeds to the Debtors, the parties are
also asking relief under Section 363.
The Debtors, in the sound exercise of their business judgment, have
concluded that the proposed Settlement with GGH presents the best
option for maximizing the value of the Property for the benefit of
the Debtors' estates, and for bringing closure to these
long-litigated matters.
For all of the reasons set forth, the Parties respectfully ask the
entry of an Order: (i) approving the Settlement; (ii) authorizing
the conveyance of the Property to GGH free and clear of all liens,
claims, and encumbrances, including any judgments, with all such
valid liens, claims and encumbrances to attach to the sale
proceeds; (iii) authorizing the Debtors to disburse the net sale
proceeds without the need for further Court Order; and (iv)
granting such other and further relief as may be just and proper.
A copy of the Settlement attached to the Motion is available for
free at:
http://bankrupt.com/misc/PC_USA_RE_129_Sales.pdf
About PC USA RE
Each of PC USA RE, LLC and STRE LLC is a lessor of real estate
based in Miami Gardens, Florida. The debtors list their business
as Single Asset Real Estate (as defined in 11 U.S.C. Section
101(51B)), whose principal assets are located at 708-716 South
Dixie Highway Hallandale, FL 33009.
PC USA RE, LLC and STRE LLC sought Chapter 11 protection (Bankr.
S.D. Fla. Lead Case No. 18-12378 and 18-12392) on Feb. 28, 2018.
In the petitions signed by Doron Topaz, manager, PC USA RE
estimated $500,000 to $1 million in assets and $1 million to $10
million in liabilities, and STRE LLC estimated less than $50,000 in
both assets and liabilities.
Judge Robert A Mark presides over the cases.
Daniel Y. Gielchinsky, Esq., at Daniel Y. Gielchinsky, P.A., serves
as bankruptcy counsel to the Debtors. Development Specialists,
Inc., is their financial advisor.
No official committee of unsecured creditors has been appointed in
the Chapter 11 cases.
The request of creditor GGH 58, LLC to appoint a trustee for the
Debtors or to dismiss the cases has been denied.
PETROQUEST ENERGY: Committee Hires Dacarba as Financial Advisor
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of PetroQuest Energy,
Inc., and its debtor-affiliates seeks authorization from the U.S.
Bankruptcy Court for the Southern District of Texas to retain
Dacarba LLC, as financial advisor to the Committee.
The Committee requires Dacarba to:
a. assist the Committee with any matters related to the
roeganization of the Debtors;
b. review, monitor, and analyze the Debtors' operations,
financial condition, business plan, liquidity, strategy,
and operating forecast;
c. assist in the review of financial information distributed
by the Debtors to the Committee and possibly other
constituencies, including, but not limited to, cash flow
projections and budgets, claims, cash receipts and
disbursement analysis, business plans, valuations, and
analysis of various asset and liability accounts;
d. assist in the determination of an appropriate go-forward
capital structure for the Debtors;
e. attend meetings with and on behalf of the Committee;
f. assist the Committee in developing, evaluating,
structuring, and negotiating the terms and conditions of
any restructuring or Plan of Reorganization as may be
presented or offered, including the value or reasonableness
of any securities that may be issued to the Committee
under any such restructuring or Plan;
g. review the Debtors' collateral;
h. evaluate the Debtors' debt capacity;
i. perform a valuation of the Debtors' assets as necessary or
requested;
j. analyze financing, merger, divestiture, joint-venture, or
invesetment transaction(s);
k. provide courtroom or deposition testimony with respect to
certain matters arising in connection with the Debtors and
any proceedings for restructuring or bankruptcy that may be
filed in connection with this matter;
l. assist the Committee in analyzing any new debt and equity
capital, including advice on the nature and terms of new
securities; and
m. provide other general restructuring assistance as the
Committee may deem necessary, consistent with the role of a
retained financial advisor as mutually agreed by the
Committee and Dacarba.
Dacarba will be paid at these hourly rates:
Partners $910
Managing Directors $795
Directors $695
Managers $610
Senior Consultants $475
Consultants $410
Administrative Professionals $275
Dacarba will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Ryan Bouley, partner of Dacarba LLC, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and (a) is not creditors, equity
security holders or insiders of the Debtors; (b) has not been,
within two years before the date of the filing of the Debtors'
chapter 11 petition, directors, officers or employees of the
Debtors; and (c) does not have an interest materially adverse to
the interest of the estate or of any class of creditors or equity
security holders, by reason of any direct or indirect relationship
to, connection with, or interest in, the Debtors, or for any other
reason.
Dacarba can be reached at:
Ryan Bouley
DACARBA LLC
711 Louisiana Street, Suite 3100
Houston, TX 77002
Tel: (713) 250-3000
Petroquest Energy, Inc.
PetroQuest Energy, Inc. -- http://www.petroquest.com/-- is an
independent oil and gas companies engaged in the exploration,
development, acquisition and operation of oil and gas properties in
Texas and Louisiana, primarily in the Cotton Valley, Gulf Coast
Basin, and Austin Chalk plays. The Company maintains offices in
Lafayette, Louisiana and The Woodlands, Texas. It currently employs
64 people and utilizes the services of an additional 8 specialized
and trained field workers and engineers through third-party service
providers.
Petroquest along with its seven affiliates filed for chapter 11
bankruptcy protection (Bankr. S.D. Tex. Lead Case No. 18-36322) on
Nov. 6, 2018. In the petition signed by Charles T. Goodson, CEO
and president, Petroquest estimated assets at $1 million to $10
million and estimated liabilities at $100 million to $500 million.
The Hon. David R. Jones is the case judge.
Porter Hedges LLP, led by John F. Higgins, Esq., Joshua W.
Wolfshohl, Esq., and M. Shane Johnson, Esq., serves as counsel to
the Debtors. The Debtors also tapped Seaport Global Securities as
investment banker, FTI Consulting Inc as financial advisor, and
Epiq Corporate Restructuring LLC as claims, noticing and
solicitation agent.
Henry Hobbs, Jr., acting U.S. trustee for Region 7, on Nov. 20
appointed three creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of PetroQuest Energy,
Inc. and its affiliates. The Committee retained Heller Draper
Patrick Horn & Manthey, LLC, as counsel. Dacarba LLC, as financial
advisor.
PETSMART INC: Bank Debt Trades at 20% Off
-----------------------------------------
Participations in a syndicated loan under which Petsmart
Incorporated is a borrower traded in the secondary market at 80.17
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.85 percentage points from
the previous week. Petsmart Incorporated pays 300 basis points
above LIBOR to borrow under the $4.246 billion facility. The bank
loan matures on March 10, 2022. Moody's rates the loan 'B3' and
Standard & Poor's gave a 'CCC' rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, December 14.
PH DIP INC: Hires David A. Greer as Special Virginia Counsel
------------------------------------------------------------
PH DIP, Inc., seeks authority from the U.S. Bankruptcy Court for
the Central District of California to employ the Law Offices of
David A. Greer, PLC, as special Virginia counsel to the Debtor.
PH DIP, Inc. requires David A. Greer to advise and assist the
Debtor with respect to the filing of a motion to allow a late filed
administrative claim held by Debtor related to the Toys "R" Us
Bankruptcy Case No. 17-34665-KLP in the Eastern District of
Virginia.
David A. Greer will be paid at the hourly rate of $325. David A.
Greer will be paid a retainer in the amount of $3,000.
David A. Greer will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David A. Greer, partner of the Law Offices of David A. Greer, PLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
David A. Greer can be reached at:
David A. Greer, Esq.
LAW OFFICES OF DAVID A. GREER, PLC
500 East Main Street, Suite 1225
Norfolk, VA 23510
Tel: (757) 227-5155
E-mail: dgreer@davidgreerlaw.com
About PH DIP, Inc.
PH DIP, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
C.D.Cal. Case No. 2:18-bk-15972) on May 24, 2018. The Debtor hired
Goe & Forsythe, LLP, as counsel. The Law Offices of David A.
Greer, PLC, serves as special Virginia counsel to the Debtor.
PHILLIP TARVER: Peoples National Bank Prohibits Cash Collateral Use
-------------------------------------------------------------------
Peoples National Bank, N.A., requests the U.S. Bankruptcy Court for
the Western District of Kentucky to prohibit Phillip Tarver Cattle
Co., LLC from using cash collateral, or in the alternative, to
terminate the Automatic Stay and grant PNB the right to take such
further steps as are necessary under applicable state law to
enforce its security interests.
PNB holds a secured claim in the total aggregate amount of
$6,623,196 as of the Petition Date, with interest, fees, and
attorneys' fees continuing to accrue. PNB's claim is secured by (a)
a first priority deed of trust on three tracts of real property
located in Obion County, Tennessee; (b) a second priority deed of
trust on one tract of real property located in Obion County,
Tennessee; (c) a second priority mortgage on 11 tracts of real
property located in Hickman County, Kentucky; and (d) Ag Security
Agreements granting a security interest in the Debtor's cash
collateral.
PNB contends that the Debtor continues to use the Collateral
without providing PNB with adequate protection. The Collateral
includes, among other things, cattle and the proceeds thereof, and
farming equipment -- items which may be sold in the course of
business or used and depreciated. Further, the Debtor must provide
current proof that the collateral is adequately insured, and if it
is not, then PNB is entitled to termination of the automatic stay
for cause for lack of insurance.
PNB contends that there is little or no equity in the collateral.
The Debtor owes PNB approximately $6,623,196. Likewise, Prudential
and Land O Lakes Finance Co. also hold liens on certain of the
Debtor's Collateral.
PNB asserts that not all of the collateral is necessary for
Debtor's reorganization. The Debtor has been attempting to farm
across 2 states. The Debtor's potential reorganization does not
require all of the real property and all of the personal property
that comprises the Collateral in two different states. Thus, PNB is
entitled to relief from the automatic stay.
Counsel for Peoples National Bank, N.A.
Erika R. Barnes, Esq.
Stites & Harbison PLLC
401 Commerce Street, Suite 800
Nashville, TN 37219-2490
Telephone: (615) 244-5200
E-mail: ebarnes@stites.com
About Phillip Tarver Cattle
Phillip Tarver Cattle Company, LLC, based in Clinton, KY, filed a
Chapter 11 petition (Bankr. Ky. Case No. 18-50728) on Nov. 12,
2018. In the petition signed by Philip Tarver, managing member,
the Debtor estimated $500,000 to $1 million in assets and $1
million to $10 million in liabilities. The Hon. Alan C. Stout
presides over the case. Todd A. Farmer, Esq., at Farmer & Wright,
PLLC, serves as bankruptcy counsel to the Debtor.
POINTE EDUCATIONAL: S&P Affirms B+ Rating on 2015 Facility Bonds
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' long-term rating on the
Phoenix Industrial Development Authority, Ariz.'s series 2015
education facility revenue bonds, issued for Pointe Educational
Services (PES) and removed the rating from CreditWatch with
negative implications where it had been placed on Sept. 28 2018.
The outlook is negative.
On Sept. 10, 2018 the Arizona State Board for Charter Schools
(ASBCS) issued a Notice of Intent to Revoke Pointe Educational
Services' charter contract for failing to comply with state and
federal law and the terms of its charter when the school failed to
administer the AIMS Science exam during the 2017-2018 school year.
After a series of meetings, the school and ASBCS were able to reach
a settlement agreement, which was executed and signed at the end of
November 2018.
The negative outlook reflects the risk of charter revocation should
the school fail to comply with the terms of the settlement
agreement. It also reflects potential for weakened operations and
cash flow problems as a result of the 10% holdbacks until proof of
successful administration of the tests, likely in June or July
2019.
POWERMAX INC: Trustee Selling Remnant Assets to Oak Point for $5K
-----------------------------------------------------------------
Janet M. Nesse, the Litigation Trustee of the PowerMax, Inc.
Litigation Trust, asks U.S. Bankruptcy Court for the District of
Maryland to authorize the sale of remnant assets, consisting of
known or unknown assets or claims, which have not been previously
sold, assigned, or transferred, to Oak Point Partners, LLC for
$5,000, subject to higher and better offers.
The Trustee is now in the process of winding down the
administration of this case and the Trust. To that end, she is
engaged in efforts to ensure that the maximum value of the Trust's
remaining assets is realized, which efforts include pursuing the
sale of any remaining assets.
The Trustee has determined that there might exist property of the
Trust, the Remnant Assets. Potential unknown assets might include
unscheduled refunds, overpayments, deposits, judgments, claims, or
other payment rights that would accrue in the future.
She has conducted due diligence and remains unaware of the
existence of any Remnant Assets, and certainly none that could
return value to the Trust greater than the Purchase Price.
Accordingly, the Trustee has determined that the cost of pursuing
the Remnant Assets will likely exceed the benefit that the Trust
would possibly receive on account of the Remnant Assets.
The Remnant Asset sales have become commonplace at the close of
commercial bankruptcy cases because they allow for additional funds
to be brought into the estate, while simultaneously avoiding the
expense and burdens associated with reopening cases for
later-discovered assets. Such sales provide a prudent way to fully
and finally administer all assets of a debtor's estate.
The Trustee and Oak Point have negotiated a Purchase Agreement for
the sale of the Remnant Assets. The Remnant Assets will be sold
free and clear of all liens, claims, interests, and encumbrances.
The Purchase Agreement generally provides for a purchase price of
$5,000 for all Remnant Assets to be paid by Oak Point to the
Trustee for the benefit of the Trust.
In accordance with the Purchase Agreement, the Remnant Assets do
not include (i) cash held by the Trustee for distribution to
creditors and professionals; (ii) any and all Goods (e.g., office
furniture) of the Trust; and (iii) the Purchase Price for the
Remnant Assets.
In the Trustee's business judgment, the Purchase Price represents a
fair and reasonable sales price for the Remnant Assets, and
represents the highest and best offer for the sale of the Remnant
Assets. Additionally, the benefit of receiving immediate payment
for the Remnant Assets, which are largely unknown, outweighs the
potential benefit of retaining the Remnant Assets. Finally, the
Trustee believes that the cost of pursuing the Remnant Assets will
likely exceed the benefit that the Trust would possibly receive.
Contemporaneously with the filing of the Motion, the Trustee has
filed a notice of the Motion, which establishes a deadline by which
objections or responses to the Motion must be filed with the Court.
While the Trustee is prepared to consummate the sale of the
Remnant Assets to Oak Point pursuant to the terms set forth in the
Motion and in the Purchase Agreement, in the event a party other
than Oak Point wishes to purchase the Remnant Assets, the Trustee
asks that the Court approve the overbid procedures.
The Bidding Procedures are:
a. Each Competing Bidder who wants to participate in the
overbid process must notify the Trustee of her intention to do so
in accordance with the Notice on or before the Response Deadline;
b. the first overbid for the Remnant Assets by a Competing
Bidder must be at least $2,000 more than the Purchase Price, or a
total of $7,000;
c. each Competing Bidder must submit a Cashier's Check to the
Trustee in the amount of such Competing Bidder's first overbid at
the time such overbid is made;
d. each subsequent overbid for the Remnant Assets must be in
additional increments of $1,000, unless otherwise agreed by the
parties or directed by the Court;
e. the bidder must purchase the Remnant Assets under the same
terms and conditions set forth in the Purchase Agreement, other
than the purchase price; and
f. in the event of an overbid that meets the foregoing
conditions, the Trustee will schedule an auction of the Remnant
Assets in advance of the hearing date and will request that the
Court approve the winning bidder at the auction as the purchaser at
the hearing on the Motion.
The Trustee believes that the sale of the Remnant Assets in
accordance with the terms of the Purchase Agreement, and as
provided in the Motion, serves the best interests of the Trust and
its beneficiaries, as the sale will allow the Trustee to realize
additional funds for the benefit of the Trust. Accordingly, the
sale to Oak Point should be approved as requested.
To successfully implement the Purchase Agreement, the Trustee also
asks a waiver of the fourteen-day stay under Bankruptcy Rule
6004(h).
A copy of the APA attached the Motion is available for free at:
http://bankrupt.com/misc/PowerMax_Inc_327_Sales.pdf
The Purchaser:
OAK POINT PARTNERS, LLC
Eric Linn, President
P.O. Box 1033
Northbrook, IL 60065-1033
About PowerMax, Inc.
PowerMax, Inc., located 8501 Muscatello Ct. Gaithersburg, Maryland,
sought Chapter 11 protection (Bankr. D. Md. Case No. 14-13996) on
March 14, 2014. In the petition signed by Edward J. Murray,
vice-president, the Debtor estimated assets in the range of $0 to
$50,000 and $1 million to $10 million in debt as of the bankruptcy
filing.
The Debtor tapped James Greenan, Esq., at McNamee, Hosea, Jernigan,
Kim, Greenan & Lynch, P.A. as counsel.
On Aug. 6, 2015, the Court entered an order confirming Debtor's
Third Amended Plan of Liquidation, pursuant to which the Litigation
Trust was created and Janet M. Nesse was appointed Litigation
Trustee.
PQ CORP: Bank Debt Trades at 4% Off
-----------------------------------
Participations in a syndicated loan under which PQ Corporation is a
borrower traded in the secondary market at 96.06
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.30 percentage points from
the previous week. PQ Corporation pays 250 basis points above LIBOR
to borrow under the $1.267 billion facility. The bank loan matures
on March 16, 2025. Moody's rates the loan 'B2' and Standard &
Poor's gave a 'BB-' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, December 14.
R & B SERVICES: Taps Castellano Korenberg as Accountant
-------------------------------------------------------
R & B Services, Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to hire Castellano, Korenberg
& Co., CPAs as its accountant.
The firm will assist the Debtor in the preparation of tax returns;
assist in its financial planning and budgeting; prepare reports and
other documents required during its negotiations with creditors and
for approval of its plan of reorganization; and provide other
accounting services related to its Chapter 11 case.
Castellano is "disinterested" as defined in section 101(14) of the
Bankruptcy Code, according to court filings.
The firm can be reached through:
Daniel A. Castellano
Castellano, Korenberg & Co., CPAs
313 W. Old Country Road
Hicksville, NY 11801
Tel 516-937-9500
Fax 516-932-0485
Email: info@ck-co.com
About R & B Services
R & B Services Inc. is a construction company based in New York.
Its services include general contracting, demolition excavation
utility and site work.
R & B Services sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 18-43646) on June 24, 2018. In the
petition signed by Reginald Bridgewater, president, the Debtor
estimated assets of $1 million to $10 million and liabilities of $1
million to $10 million. Judge Carla E. Craig presides over the
case. The Debtor tapped Sichenzia Ross Ference Kesner LLP as its
legal counsel; and Mohen Cooper LLC as special counsel.
RADIATE HOLDCO: $1.425BB Bank Debt Trades at 4% Off
---------------------------------------------------
Participations in a syndicated loan under which Radiate Holdco LLC
is a borrower traded in the secondary market at 95.70
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.07 percentage points from
the previous week. Radiate Holdco pays 300 basis points above LIBOR
to borrow under the $1.425 billion facility. The bank loan matures
on February 1, 2024. Moody's rates the loan 'B1' and Standard &
Poor's gave a 'B' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, December 14.
RB SMITH LAND: Seeks to Hire Patten Peterman as Counsel
-------------------------------------------------------
RB Smith Land LLC seeks authority from the U.S. Bankruptcy Court
for the District of Montana to employ Patten Peterman Bekkedahl &
Green, PLLC, as counsel to the Debtor.
RB Smith Land requires Patten Peterman to provide general
counseling and local representation before the Bankruptcy Court in
connection with the bankruptcy case.
Patten Peterman will be paid at these hourly rates:
Attorneys $175 to $330
Paralegals $110 to $160
Patten Peterman is holding the amount of $956.50 in trust on behalf
of the Debtor.
Patten Peterman will also be reimbursed for reasonable
out-of-pocket expenses incurred.
James A. Patten, a partner at Patten Peterman Bekkedahl & Green,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Patten Peterman can be reached at:
James A. Patten, Esq.
PATTEN PETERMAN BEKKEDAHL & GREEN, PLLC
2817 2nd Avenue North, Suite 300
Billings, MT 59103-1239
Tel: (406) 252-8500
Fax: (406) 294-9500
E-mail: apatten@ppbglaw.com
About RB Smith Land
RB Smith Land LLC, based in Glendive, MT, filed a Chapter 11
petition (Bankr. D. Mont. Case No. 18-61161) on Dec. 12, 2018. The
Hon. Benjamin P. Hursh presides over the case. James A. Patten,
Esq., at Patten Peterman Bekkedahl & Green, PLLC, serves as
bankruptcy counsel. In the petition signed by Brady J. Smith, vice
president, the Debtor disclosed $1,606,124 in assets and $518,800
in liabilities.
REGISTER COMMUNICATIONS: Proposes Sale of All WXIA Assets
---------------------------------------------------------
Register Communications, Inc.; Radio Perry, Inc.; Radio Peach,
Inc.; Lowell L. Register, Sr.; and Janice J. Register; ask the U.S.
Bankruptcy Court for the Middle District of Georgia to authorize
the sale of real estate, broadcast licenses, equipment, and related
assets of WXIA, to Ventura Media Communications, LLC for $1.8
million, or to Vital, Inc. for $2.59 million, or to the highest
and best offer.
Respondent Green Bull Georgia Partners, LLC, thru John McGoldrick,
Martin Snow, PO Box 1606, Macon GA 31202-1606, claims to hold a
first priority security interest in the Property.
Respondent Tax Commissioner of Bibb County, Georgia, P.O. Box 4724,
188 Third Street, Macon GA 31208-4724, may claim an interest in the
Property based upon its Proof of Claim No. 1 in the Register
Communications case in the amount of $14,672.
Respondent Tax Commissioner of Houston County, Georgia, 201 Perry
Parkway, Perry, Georgia, may claim an interest in the Property
based upon its Proof of Claim No. 8 in the Radio Perry case in the
amount of $6,782.
Respondent Untied States Internal Revenue Service, 2970 Market
Street, Philadelphia PA 19101-7317, may claim an interest in the
Property based on its Proof of Claim No. 1 in the Radio Perry case
in the amount of $235,089.
Respondent Tax Commissioner of Twiggs County, Georgia, P.O. Box
187, Jeffersonville GA 3104, may claim an interest in the Property
based upon its Proof of Claim No. 7 in the Radio Perry case in the
amount of $30,312.
Respondent United States Federal Communication Commission, c/o
Thomas F. Driscoll, HI, 445 12th Street, Washington DC 20554, may
claim an interest in the Property based upon its Proof of Claim No.
4 in the Radio Peach case in the amount of $22,225. FCC has also
requested that certain provisions be included in any sale approval
order.
On March 20, 2015, the Debtors filed a motion to approve compromise
with Green Bull pursuant to a settlement agreement, under which the
Debtors agreed to market and sell the Property. In association
with their agreement to sell, the Debtors retained Heritage Capital
Group, Inc. as brokers.
On Dec. 16, 2018, Ventura entered into a proposed Purchase and Sale
Agreement with the Debtors for the purchase and sale of the
Property. The Proposed Sale Contract of Ventura provides that
Debtors will sell the Property to the Purchaser for a purchase
price of $1.8 million, including the Sellers' Twiggs county real
estate, but excluding their Houston or Bibb cormty real estate.
The Sale Contract provides for $200,000 in earnest money to be
deposited with and held in the trust account of James, Bates,
Brannan, Groover, LLP.
On Dec. 17, 2018, the Debtors received a letter of intent from
Vital. The Vital letter of intent is for $2.59 million and payable
as provided in Exhibit B.
The Debtors believe that there may be other offers for the property
from other buyers.
They ask the Court for the entry of an Order: (a) determining the
highest and best offer for the property; (ii) authorizing the
Debtors' assumption and performance of the approved Contract; (c)
authorizing the Debtors' sale of the Property in accordance with
the Contract, and authorizing and approving the sale free and clear
of liens, claims, and interests, with such liens, claims, and
interests, if any, to attach to the net proceeds of such sale; (d)
determining the extent, validity, and priority of all claims to the
proceeds of the sale of the Property; and (e) authorizing disbursal
of the proceeds of the sale as follows: (i) payment to the
Respondent Tax Commissioners for liens for unpaid ad valorem taxes
assessed against the Property through the closing of the sale; (ii)
payment of all usual, customary, and reasonable costs associated
with the sale or as agreed in the Sale Contract; (iii) payment of
the reasonable costs of the Debtors in arranging for the sale of
the Property; (iv) payment of broker's commission to Heritage per
its retention orders; and (v) payment to Green Bull at closing.
The sale of the Property is in the best interest of creditors in
the case. Ample business justification exists in the instant case
for the sale of the Property to the respective Purchaser because
the Debtors believe that the sale price for the Property is at or
above the market price. Additionally, the Property has been
marketed for sale for approximately one year, which is sufficient
time to expose the Property for sale. Moreover, the net proceeds
from the sale of the Property are essential to the Debtor's
reorganization efforts.
By virtue of filing in the Debtors' cases, FCC has requested that
any sale order include the following language: Notwithstanding any
other provision of the Order or any other Order of the Court, no
assignment of any rights and interests of Debtor in any federal
license or authorization issued by the FCC will take place prior to
the issuance of FCC regulatory approval for such assignment
pursuant to the Communications Act of 1934, as amended, and the
rules and regulations promulgated thereunder. The FCC's rights and
powers to take any action pursuant to its regulatory authority,
including, but not limited to, imposing any regulatory conditions
on such assignments and setting any regulatory fines or
forfeitures, are fully preserved, and nothing in the Order will
proscribe or constrain the FCC's exercise of such power or
authority to the extent provided by law. The Debtors agree that it
is appropriate to include the language in any sale approval order.
The Debtors believe that time is of the essence in closing the
transaction by the contemplated Closing Date. Therefore, they ask
that the Court waives the 14-day stay of any order approving the
Motion pursuant to F.R.B.P. 6004(h) and 6006(d).
A copy of the Offers attached to the Motion is available for free
at:
http://bankrupt.com/misc/Register_Communications_233_Sales.pdf
Ventura can be reached at:
VENTURAL MEDIA COMMUNICATIONS, LLC
3619 E. Ventura Avenue
Fresno, CA 93702
Attn. Mark Shirin
Ventura is represented by:
Michael Couzens, Esq.
6536 Telegraph Avenue, Suite B201
Oakland, CA 94609
About Register Communications
Register Communications, Inc., owns certain television broadcasting
assets, including related real estate.
Register Communications sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Ga. Case No. 15-52823) on Dec. 9,
2015. In its petition signed by Steve Latkovic, vice-president and
treasurer, the Debtor disclosed $4.26 million in assets and $8.66
million in liabilities.
Judge Austin E. Carter presides over the case.
McCallar Law Firm previously served as the Debtor's legal counsel.
The Debtor hired Victor Smith Law Group, P.A., Tanner Bishop, and
James, Bates, Brannan, Groover, LLC as special counsel.
RGE CARIBBEAN: Taps Tamarez CPA as Accountant
---------------------------------------------
RGE Caribbean LLC seeks approval from the U.S. Bankruptcy Court for
the District of Puerto Rico to hire Tamarez CPA, LLC as its
accountant.
The firm will assist the Debtor in the preparation of the
supporting documents for its reorganization plan; assist in the
preparation of monthly operating reports; and provide general
accounting and tax services for year-end reports and income tax
preparation.
Tamarez will charge these hourly fees:
Albert Tamarez-Vasquez, CPA $150
CPA Supervisor $100
Senior Accountant $85
Staff Accountant $65
The firm received a retainer of $5,000 from Miguel Roberto Camino
Landron, member and president of the Debtor.
Tamarez is "disinterested" as defined in Section 101(14) of the
Bankruptcy Code, according to court filings.
The firm can be reached through:
Albert Tamarez-Vasquez
Tamarez CPA, LLC
First Federal Saving Building
1519 Ave Ponce de Leon, Suite 412
San Juan, PR 00909-1723
Telephone: (787) 795-2855
Fax: (787) 200-7912
Email: atamarez@tamarezcpa.com
About RGE Caribbean
RGE Caribbean LLC is privately-held company in San Juan, Puerto
Rico, engaged in utility system construction.
RGE Caribbean sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. P.R. Case No. 18-07178) on Dec. 9, 2018. At the
time of the filing, the Debtor disclosed $1,353,420 in assets and
$1,904,761 in liabilities. The Hon. Edward A. Godoy is the case
judge. The Debtor tapped Figueroa Y Morgade Legal Advisors as its
legal counsel.
RICHARD GARAVITO: Nehoray Buying Montclair Property for $1.75M
--------------------------------------------------------------
Richard Garavito asks the U.S. Bankruptcy Court for the Central
District of California to authorize the bidding procedures in
connection with the sale of the real property commonly known as
5065 Brooks Street, Montclair, California, on the terms and
conditions of the Purchase and Sale Agreement dated Dec. 10, 2018,
to Babak Nehoray for $1.75 million, cash, subject to overbid.
A hearing on the Motion is set for Jan. 15, 2019 at 2:00 p.m.
One of the assets of the Estate is the Debtor's interest in the
Property, constituting approximately 14,000 square feet commercial
building located in the City of Montclair, County of San
Bernardino, State of California. Title to the Property is held as
fee simple by the Debtor as is sole and separate property and is
subject to a number of encumbrances, all of which are reflected in
a Preliminary Title Report issued by Chicago Title dated Dec. 3,
2018. Sale of the Property is the method by which creditors of the
Estate and lienholders against the Property are to be paid, and
from which Debtor intends to present a plan for payment.
Disregarding real property taxes (which total approximately $55,093
and will be paid from the proceeds of the sale), the lienholders
against the Property are:
a. First Trust Deed of Taylor Family Trust of June 16, 2004:
As reflected in the PTR, there exists recorded deeds of trust in
favor of the Taylor Family Trust of June 16, 2004. Pursuant to the
PTR the Taylor Family Trust is owed approximately $1.35 million.
The Taylor Family Trust filed a claim in this bankruptcy case in
the amount of 1,372,800.
b. Metrix Capital Group, LLC: As reflected in the PTR, there
exists a recorded deed of trust in favor of Metrix Capital Group in
the amount of $150,000, which was recorded on May 1, 2018 while the
Debtor was in his chapter 13 Bankruptcy case. Metrix Capital Group
has not filed a proof of claim in this case and is a secured
creditor of Garavito Printing, Inc. The Debtor disputes this claim
as to its allowability against any party and, as to whether it is
secured.
c. Brookmark Industrial Park Owners Association: Pursuant to
the PTR, Brookmark Industrial Park Owners Association is owed
approximately, $35,742. The assessment was recorded on Sept. 13,
2018. No claim was filed in the case, however, if allowed the sale
proceeds would be sufficient to pay for Brookmark Industrial Park
Owners Association's claim.
Following commencement of the case, the Debtor elected to put the
Property up for sale and selected the real estate brokers to assist
him in this regard. Lee & Associates, as real estate brokers,
initiated a marketing campaign for the Property. Through the
efforts of the Brokers, the Debtor received a number of expressions
of interest, one of which was close to pursue. The Debtor selected
Babak Nehoray, as the Buyer, having been convinced of his strong
interest in moving the process forward as quickly as possible, and
financial ability to close.
In summary, the sale to Nehoray provides:
a. Within two business days after the Effective Date, the
Buyer will deposit $50,000 with Better Escrow Services.
b. Upon waiver of the Buyers contingencies, the Initial
Deposit will become nonrefundable unless there is a breach by the
Debtor or in the event Escrow is terminated due to the conditions
set forth in the PSA.
c. At all times within the 30 days from the date of the PSA,
the Buyer or its agents will have the right, at the Buyer's sole
cost and expense, to (i) inspect Property and all matters relating
thereto; and (ii) to examine the documents and information required
to be delivered by the Seller to the Buyer.
d. At any time during the due diligence period, the Buyer may
terminate the PSA by giving the Seller written notice that the
Purchaser is not satisfied with the Property or any aspect thereof
in the Buyer's sole judgment, for any reason or no reason at all,
in which case the Initial Deposit will be returned to the Buyer and
thereafter the Parties will have no further rights or obligations
under the PSA except those that expressly survive termination of
the PSA.
e. The Close of Escrow will be conditioned upon the Seller
vacating the Property and delivering the Property vacant.
f. The Seller will notify Buyer through Escrow in 60 days
prior to the date Seller will vacate the Property and they will be
prepared to close the escrow. In the event the Seller does not
vacate timely and or has damaged the Property, then the escrow will
bedelayed until the Property is repaired and fully vacated. In
such event the Purchase Price will be reduced by $500 per day. In
the event the Seller has not vacated the Property and or the
Property is damaged by the 180th day from the Date of Agreement
then the escrow will continue however, the Purchase Price will be
reduced by $500 per day until the Property is vacated and any
damaged has been repaired.
g. The Purchase Price for the Property will be $1.75 million,
free and clear of all liens, claims, interests, and encumbrances.
The Property is being sold on as "as is, where is" basis, with no
warranties, recourse, contingencies, or representations of any
kind.
In the event there are no overbids, the Sale should result in the
following distributions: (i) selling costs (estimated at 6% of
sales price) - $119,313; (ii) real Estate Taxes - $55,000; (iii)
payment for claim of Taylor Family Trust of June 14 2014 - $1.35
million; (iv) Miscellaneous and Unanticipated Costs - $10,000; and
(v) Total Costs of Sale and Payment/Impoundment for Encumbrances -
$35,742. The Net Proceeds will be $179,945.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: Prior to the hearing on the Motion
b. Initial Bid: $1.8 million
c. Deposit: $50,000
d. Auction: At the hearing on the Motion
e. Bid Increments: $10,000
The Debtor believes that the price proposed to be paid for the
Property is fair and reasonable and represents the highest and best
offer the Estate has received to date for the Property. The Debtor
also has accepted a back-up offer of $1.6 million should the
prospective Buyer not perform under the terms of the PSA. The
Debtor will nonetheless continue to talk to prospective purchasers
pending the hearing on the Motion with the goal to bring potential
overbidders to the hearing.
A copy of the APA attached to the Motion is available for free at:
http://bankrupt.com/misc/Richard_Garavito_81_Sales.pdf
Counsel for the Debtors:
Tamar Terzian, Esq.
TERZIAN LAW GROUP,
315 W. Arden Avenue, Suite #28
Glendale, CA 91203
Telephone: (818) 242-1100
Facsimile: (818) 242-1012
E-mail: tamar@terzlaw.com
Richard Garavito sought Chapter 11 protection (Bankr. C.D. Cal.
Case No. 18-16149) on July 23, 2018. The Debtor tapped Tamar
Terzian, Esq., at Terzian Law Group as counsel. On Oct. 15, 2018,
the Court appointed Lee & Associates as real estate brokers.
RITE AID: Egan-Jones Lowers Senior Unsecured Ratings to B-
----------------------------------------------------------
Egan-Jones Ratings Company, on December 21, 2018, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Rite Aid Corporation to B- from B.
Rite Aid Corporation is a drugstore chain in the United States. The
company ranked No. 94 in the 2018 Fortune 500 list of the largest
United States corporations by total revenue. It is headquartered in
Camp Hill, East Pennsboro Township, Cumberland County,
Pennsylvania, near Harrisburg.
ROY MCGEE: $15K Sale of Caterpillar Tree Cutter to Farmer Approved
------------------------------------------------------------------
Judge Selene D. Maddox of the U.S. Bankruptcy Court for the
Northern District of Mississippi authorized Roy Anson McGee, doing
business as M & M Logging, to sell outside the ordinary course of
business a Caterpillar tree cutter to Ross Farmer for $15,000,
cash.
The sale is free and clear of all liens, claims and interests.
The Objection of Caterpillar Financial Services Corp. is resolved
by the agreement of the parties that the sale of the equipment for
$15,000 is a fair, reasonable and appropriate sum. In addition,
the sales proceeds will be forwarded directly to Cat Financial, for
application to the Debtor's indebtedness to Cat Financial, and the
application of the proceeds will be in the discretion of Cat
Financial.
The Order is a final judgment as contemplated by the applicable
Bankruptcy Rules.
Roy Anson McGee sought Chapter 11 protection (Bankr. N.D. Miss.
Case No. 17-11405) on April 18, 2017. The Debtor tapped Craig M.
Geno, Esq., at Law Offices of Craig M. Geno, PLLC, as counsel.
SEDGWICK CLAIMS: Bank Debt Trades at 3% Off
-------------------------------------------
Participations in a syndicated loan under which Sedgwick Claims
Management Services Inc. is a borrower traded in the secondary
market at 96.91 cents-on-the-dollar during the week ended Friday,
December 14, 2018, according to data compiled by LSTA/Thomson
Reuters MTM Pricing. This represents a decrease of 2.56 percentage
points from the previous week. Sedgwick Claims pays 275 basis
points above LIBOR to borrow under the $320 million facility. The
bank loan matures on February 1, 2021. Moody's rates the loan 'B2'
and Standard & Poor's gave no rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, December 14.
SENIOR CARE: Court Allows Use of Cash Collateral from Lenders
-------------------------------------------------------------
Bankruptcy Judge Barbara J. Houser issues her findings of fact and
conclusions of law regarding the interim order authorizing the
Debtors Senior Care Centers, LLC and affiliates to use the Cash
Collateral of Lenders CIBC Bank USA, as Administrative Agent for
itself and for CIT Finance LLC, MB Financial Bank, N.A., Bankers
Trust Company, Wells Fargo Bank, N.A., and Compass Bank; granting
the Administrative Agent, for the benefit of the Lenders, adequate
protection; and modifying the automatic stay.
The Debtors have requested that the Administrative Agent consent to
the Debtors' use of Cash Collateral and the Administrative Agent is
willing to consent to the Debtors' use of Cash Collateral on the
terms and conditions provided. The Administrative Agent is relying
on the terms, conditions, and protections provided in so
consenting.
The agreements and arrangements described in the Motion and
authorized in the Interim Order have been negotiated at arms-length
with all parties represented by counsel, are fair and reasonable
under the circumstances, and are enforceable in accordance with
their terms. The Debtors and the Administrative Agent are acting in
good faith with respect to the use of Cash Collateral as provided
in the Interim Order. The superpriority claims, security interests
and liens and other protections granted to the Administrative Agent
pursuant to the Interim Order (1) are fair and reasonable and
satisfy the requirements of the Bankruptcy Code, and (2) will not
be affected by any subsequent reversal, modification, vacatur or
amendment of the Interim Order or any other order, as provided in
Bankruptcy Code section 364(e).
Good cause has been shown for entry of the Interim Order. Without
use of Cash Collateral, the Debtors will not be able to fund their
day-to-day operations, including payroll for their employees and
ongoing services to their residents. Unless the Court authorizes
the use of Cash Collateral, the Debtors will be unable to pay for
the goods and services necessary to preserve and maximize the value
of the Debtors' assets. Accordingly, the Interim Order is required
to avoid immediate and irreparable harm to the Debtors' estates.
Entry of the Interim Order is in the best interests of the Debtors,
their creditors, and the estates.
The bankruptcy case is in re: Senior Care Centers, LLC, et al.,
Chapter 11, Debtors, Case No. 18-33967 (BJH) (Jointly Administered)
(Bankr. N.D. Tex.).
A copy of the Court's Findings dated Dec. 7, 2018 is available at
https://bit.ly/2Afd2m6 from Leagle.com.
Senior Care Centers, LLC, Debtor, represented by Stephen J.
Astringer -- sastringer@polsinelli.com -- Polsinelli PC, Nicholas
A. Griebel -- ngriebel@polsinelli.com -- Polsinelli PC, Jeremy R.
Johnson -- jjohnson@polsinelli.com -- Polsinelli PC & Trey Andrew
Monsour -- tmonsour@polsinelli.com -- Polsinelli PC, pro hac vice.
About Senior Care Centers
Senior Care Centers, LLC -- https://senior-care-centers.com/ -- is
a Dallas-based, skilled nursing and long-term care industry leader
in Texas and Louisiana. Senior Care Centers operates and manages
more than 100 skilled nursing and assisted/independent living
communities in the states of Texas and Louisiana.
On Dec. 4, 2018, Senior Care Centers and 120 of its subsidiaries
filed voluntary Chapter 11 petitions (Bankr. N.D. Tex. Lead Case
No. 18-33967).
The Debtors tapped Polsinelli PC as bankruptcy counsel; Hunton
Andrews Kurth LLP as conflicts counsel; Sitrik and Company as
communications consultant; and Omni Management Group, Inc. as
claims, noticing, and administrative agent.
SMOKY MOUNTAIN: Seeks to Hire Scott Law Group as Attorney
---------------------------------------------------------
Smoky Mountain Barbecue 1429 LLC seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Tennessee to employ
Scott Law Group, PC, as attorney to the Debtor.
Smoky Mountain requires Scott Law Group to:
a. prepare and file bankruptcy statements and schedules;
b. negotiate cash collateral orders;
c. prepare disclosure statements and plan of reorganization;
d. negotiate with creditors regarding claims;
e. appear in the Bankruptcy Court; and
f. provide general legal and bankruptcy advice and
representation.
Scott Law Group will be paid at these hourly rates:
Attorneys $250
Paralegals $75
Scott Law Group will be paid a retainer in the amount of $10,000.
Scott Law Group will also be reimbursed for reasonable
out-of-pocket expenses incurred.
C. Dan Scott, partner of Scott Law Group, PC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Scott Law Group can be reached at:
C. Dan Scott, Esq.
SCOTT LAW GROUP, PC
P.O. Box 547
Seymour, TN 37865
Tel: (865) 246-1050
E-mail: dan@scottlawgroup.com
About Smoky Mountain Barbecue 1429
Smoky Mountain Barbecue 1429, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Tenn. Case No. 18-33705) on Dec. 6, 2018,
estimating under $1 million in both assets and liabilities. The
Debtor is represented by C. Dan Scott, Esq., at Scott Law Group,
PC.
SOLUTIONS BY DESIGN: Seeks to Hire Gonzalez Cordero as Counsel
--------------------------------------------------------------
Solutions By Design, Inc., seeks authority from the U.S. Bankruptcy
Court for the District of Puerto Rico to employ Gonzalez Cordero
Law Offices, as counsel to the Debtor.
Solutions By Design requires Gonzalez Cordero to:
a. advise the Debtor with respect to its duties, powers and
responsibilities in this case under the laws of the U.S.
and Puerto Rico in which it 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 propose a viable plan of
reorganization;
d. prepare, on behalf of the Debtor, the necessary complaints,
answers, orders, reports, memoranda of law and any other
legal papers or documents;
e. appear before the bankruptcy court, or any court in which
the Debtor assert a claim, interest or defense directly or
indirectly related to this bankruptcy case;
f. perform such other legal services for the Debtor as may be
required in these proceedings or in connection with the
operation and involvement with the Debtors' business,
including but not limited to notarial services; and
g. employ other professional services, if necessary.
Gonzalez Cordero will be paid at these hourly rates:
Attorneys $200
Paralegals $75
Gonzalez Cordero will be paid a retainer in the amount of $6,000.
Gonzalez Cordero will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Nilda M. Gonzalez Cordero, partner of Gonzalez Cordero Law Offices,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Gonzalez Cordero can be reached at:
Nilda M. Gonzalez Cordero, Esq.
GONZALEZ CORDERO LAW OFFICES
P.O. Box 3389
Guaynabo, PR 00970
Tel: (787)721-3437
E-mail: ngonzalezc@ngclawpr.com
About Solutions By Design
Solutions By Design Inc., filed a Chapter 11 bankruptcy petition
(Bankr. D.P.R. Case No. 18-06886) on Nov. 28, 2018, disclosing
under $1 million in assets and liabilities. The Debtor is
represented by Nilda M. Gonzalez Cordero, Esq., at Gonzalez Cordero
Law Offices.
STATE TECHNOLOGY: Stipulation for RCL's Claim Treatment Disclosed
-----------------------------------------------------------------
State Technology & Manufacturing LLC and Ruben Cadena filed their
first amended joint disclosure statement explaining their chapter
11 plan.
This latest filing discloses that on Nov. 19, 2018, the Debtors
filed a Stipulation for Claim Treatment regarding Retail Capital
LLC d/b/a Credibly's claim secured by State Technology's cash,
inventory, certain equipment, accounts receivable, general
intangibles, consumer goods and fixtures now owned or hereafter
acquired (the "Collateral"). Pursuant to the Stipulation, the
Parties agree that $50,000 is the value of the Collateral and also
will be the value of Credibly's secured claim as of the Petition
Date as to the Collateral (the "Allowed Secured Claim") for
purposes of this Stipulation and the Debtors' Joint Plan of
Reorganization The Allowed Secured Claim will continue to be paid
in monthly payments of $2,000, without interest, with the next
payment being due on the first day of the first month after the
Court approves this Stipulation, and in monthly payments
thereafter.
A copy of the First Amended Joint Disclosure Statement is available
at https://is.gd/ePSAcG from Pacermonitor.com at no charge.
About State Technology
State Technology & Manufacturing LLC filed a voluntary Chapter 11
petition (Bankr. D. Ariz. Case No. 17-09940) on Aug. 24, 2017.
Cindy Greene, Esq., and Carlene Simmons, Esq., at Simmons & Greene,
P.C., serve as the Debtor's bankruptcy counsel.
STEPHANIE'S TOO: Taps Kasen & Kasen as Legal Counsel
----------------------------------------------------
Stephanie's Too, LLC received approval from the U.S. Bankruptcy
Court for the District of New Jersey to hire Kasen & Kasen, P.C.,
as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.
Kasen & Kasen neither holds nor represents any interest adverse to
the Debtor's bankruptcy estate and is "disinterested" as defined in
section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
David A. Kasen, Esq.
Kasen & Kasen, P.C.
1874 E. Marlton Pike, Suite 3
Cherry Hill, NJ 08003
Phone: (856) 424-4144
Fax: (856) 424-7565
Email: dkasen@kasenlaw.com
About Stephanie's Too LLC
Stephanie's Too, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.J. Case No. 18-32221) on Nov. 8, 2018.
At the time of the filing, the Debtor estimated assets of less
than $500,000 and liabilities of less than $1 million. The case is
assigned to Judge Jerrold N. Poslusny Jr.
STEPHENSON FAMILY: Seeks Authority to Use Cash Collateral
---------------------------------------------------------
Stephenson Family Farms, Inc. seeks authority from the U.S.
Bankruptcy Court for the Southern District of Indiana to use cash
collateral in the ordinary course of its business.
The Debtor's cash collateral consists of crops in the ground, any
potential crop insurance claim related thereto, 2018 United States
Department of Agriculture, Farm Services Agency Agricultural Risk
Coverage -- County Land payments, and other government benefit
program entitlements.
The West 70 Corporation and the Debtor own approximately 415 acres
of farm ground located in Hancock County, Indiana. Crops were
planted this spring and are being harvested now. Crossroads Family
Farms, GP is custom farming for the harvest.
As of the Petition Date, Crossroads was indebted to First Financial
Bank, National Association pursuant to five separate loans. The
outstanding balance owed to First Financial prior to the Petition
Date is approximately $6,983,107. These loans appear to be secured
by the Debtor's real estate and certain personal property.
First Financial has advised the Debtor it believes it has a lien on
the Debtor's crops by virtue of its mortgages on the Debtor's real
estate and the guaranty. The Debtor has performed a preliminary
investigation and analysis of the mortgages, guaranty, and UCC
filing, and based upon that investigation believes that First
Financial does not have a lien on the Debtor's crops.
The Debtor believes, however, that First Financial may be entitled
to adequate protection of its interests in the Debtor's personal
property, including the Cash Collateral, for any diminution in
value of such property or cash collateral, including any diminution
resulting from the use of cash collateral and the imposition of the
automatic stay. The Debtor believes that the proposed granting of
replacement liens over the Cash Collateral to the same extent,
validity and priority of First Financial's pre-petition liens is
fair, reasonable and necessary under the circumstances.
As additional adequate protection to First Financial, the Debtor
agrees to operate under the budget which covers November and
December 2018. The Debtor finally submits that given the amount of
crop insurance in place the value of the cash collateral on the
Petition Date will be the same or greater after harvest. The Debtor
submits First Financial is adequately protected simply by keeping
insurance in place and harvesting the crop.
A full-text copy of the Debtor's Motion is available at
http://bankrupt.com/misc/insb18-07695-60.pdf
About Stephenson Family Farms
Stephenson Family Farms, Inc., is a privately held company in
Fortville, Indiana involved in farming business. The Company owns
seven properties in Greenfield, Indiana with an aggregate appraised
valued of $1.73 million.
Stephenson Family Farms filed its petition for relief under Title
11, Chapter 11 of the United States Code (Bankr. S.D. Ind. Case No.
18-07695) on Oct. 8, 2018. In the petition signed by Todd
Stephenson, president, the Debtor disclosed $1,731,229 in asset and
$6,983,107 in liabilities. John Joseph Allman, Esq. and Jeffrey M.
Hester, Esq., at Hester Baker Krebs LLC, represent the Debtor.
SUNSHINE DAIRY: NBP Buying Karamanos' Portland Property for $8.1M
-----------------------------------------------------------------
Karamanos Holdings, Inc., an affiliate of Sunshine Dairy Foods
Management, LLC, asks the U.S. Bankruptcy Court for the District of
Oregon to authorize the sale of the real property, fixtures, and
improvements commonly known as 801, 915 and 959 NE 21st Ave.,
Portland, Oregon to NBP Capital, LLC for $8.1 million, subject to
overbid.
A hearing on the Motion is set for Jan. 28, 2019, at 3:00 p.m.
(PST). Objections, if any, must be filed within 21 days from the
date of Notice service.
All of the assets are available for sale in accordance with the
proposed Order Approving Bid Procedures, Overbid Protection, and
Expense Reimbursements, and Form and Manner of Notice of Sale. The
assets intended to be acquired by NBP Capital are set forth in
detail in a Real Estate Purchase and Sale Agreement by and among
NBP Capital and the Debtor dated Nov. 27, 2018. The sale may
include such other or further assets as may be identified by a
Qualified Bid in accordance with the Bid Procedures Order.
The assets may be examined by contacting Dan Boverman with Boverman
& Associates at (503) 627-9905 or by e-mail (address available upon
request). A due diligence room has been established by Debtor via
Dropbox. Due Diligence information and materials concerning the
Debtor's assets and operations will be made available to potential
bidders by contacting Mr. Boverman. Other parties to the
transaction and their relationship to the Debtor will depend on who
is the Successful Bidder at the auction to be held pursuant to the
Bid Procedures Order. Presently there are no other parties to the
transaction.
The final sales price may be determined at the Auction as set forth
in the Bid Procedures Order. The purchase price set forth in the
PSA is $8.1 million. The sale will be free and clear of liens,
claims, rights, interests, debts, liabilities, and encumbrances,
other than the Lease. The PSA limits NBP Capital's obligation to
assume liabilities and to pay claims against the Debtor only with
respect to the Lease which is expressly assumed by NBP Capital in
accordance with Sections 1 and 1.2 of the PSA, and Exhibit C to the
same. NBP Capital will not assume any liabilities and will not pay
any claims against the Debtor except as expressly stated in Section
1 and 1.2 of the PSA, and Exhibit C to the same.
The sale is not a sale of substantially all of the Debtor's assets.
The terms and conditions of sale are set forth in the Bid
Procedures Order. The sale will be conducted in accordance with
the Bid Procedures Order.
In order to constitute a Qualified Bid, a Qualified Bidder must
submit a bid in accordance with the requirements of the Bid
Procedures Order so that the bid is received by Boverman &
Associates, LLC, Attention Dan Boverman at 11285 SW Walker Rd.,
Portland, OR 97225 or by e-mail (address available upon request to
503-627-9905), and Motschenbacher & Blattner LLP, Attention
Nicholas J. Henderson, at 117 SW Taylor Street, Suite 300,
Portland, OR 97204 or nhenderson@portlaw.com or fax number
503-417-0528. The bid must be a Qualified Bid and must be at least
$475,000 greater than the consideration set forth in the PSA and be
on the same or more favorable terms to the bankruptcy estate. All
Qualified Bids must be received by 5:00 p.m. (PST) time on Jan. 14,
2019.
The reason for proposing the sale in advance of approval of a plan
of reorganization is to maximize the value of the Debtor's assets,
and to eliminate the interest accruing on secured debts. First
Business Capital Corp., c/o Barbara Conley, Reg. Agent 401 Charmany
Dr., Madison, WI 53719-1272, holds a lien against the Property in
the amount of $4.5 million. The liens will attach to the sale
proceeds in the same order of priority they attach to the property.
The Debtor asks authority to make distribution to the lienholder at
Closing. The exact amount of First Business Capital's lien amount
will be determined after an amended Proof of Claim is filed by the
secured creditor and allowed by the Court. The sale proceeds will
be sufficient to pay all such lien. The remainder of the proceeds
will be held by the Debtors pending further order of the Court.
In the event NBP Capital is not the successful bidder and Debtor
sells its assets to an alternative buyer, NBP Capital is asking
expense reimbursements of up to $225,000, for any costs and fees
actually incurred by the Buyer.
The Debtor asks the Court to waive the stay under Bankruptcy Rules
6004(h) and 6006(b).
About Sunshine Dairy Foods
Sunshine Dairy Foods is family-owned dairy processor serving local
food service customers, local food manufacturer partners, local
retailers and co-pack customers in the Pacific Northwest. All
Sunshine milk products are packaged in recyclable opaque white
jugs
and paper cartons to protect the milk from light and prevent
oxidation. Sunshine's largest vendor is its milk supplier, Oregon
Milk Marketing Federation. OMMF members are almost universally
family farmers who manage small to mid-sized farms in the
Willamette Valley, Oregon and Yakima Valley and Chehalis,
Washington.
Sunshine Dairy Foods Management, LLC, and Karamanos Holdings, Inc.,
filed voluntary petitions seeking relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ore. Case Nos. 18-31644 and 18-31646) on
May 9, 2018.
At the time of filing, Sunshine Dairy Foods estimated $1 million to
$10 million in assets and $10 million to $50 million in
liabilities.
Nicholas J. Henderson, Esq., at Motschenbacher & Blattner, LLP, and
Douglas R. Ricks, Esq., at Vanden Bos & Chapman, LLP, serve as the
Debtors' counsel; and Daniel J. Boverman and Boverman & Associates,
LLC, as business and turnaround consultants.
THAKORJI INC: Seeks Authorization to Use Cash Collateral
--------------------------------------------------------
Thakorji, Inc., doing business as Comfort Inn Suites, seeks
authority from the U.S. Bankruptcy Court for the Northern District
of Georgia to use cash collateral on interim and ongoing basis.
The Debtor's business consists of operating a hotel located at 7910
Mall Ring Road, Lithonia, DeKalb County, Georgia, which hotel is
known as Comfort Suites Stonecrest. The Property is a fully-
functional going concern providing necessary services to meet the
needs of the community.
The Debtor continues to conduct its business and requires the use
of the Cash Collateral to pay its reasonable and customary expenses
for the operation of its business.
Prior to Petition Date, the Debtor executed two Promissory Notes in
favor of Oconee State Bank. There is presently an outstanding
principal balance on the First Note of approximately $3,428,494,
and an outstanding principal balance on the Second Note of
approximately $2,386,402. To secure the debt, the Debtor executed a
Deed and Security Agreement, and an Assignment of Leases, Rents and
Profits in favor of Oconee State Bank.
The Debtor proposes to make adequate protection payments to Oconee
State Bank in the amount of $20,594.28 per month; which amount is
equal to interest only payments at the contractual rate of interest
of 4.25% on the outstanding principal indebtedness of
$5,814,895.87.
As further assurance of adequate protection, Debtor proposes to
grant Oconee State Bank a replacement lien on property acquired
during this Case to the same extent, validity and priority as the
lien of Oconee State Bank existing on the Petition Date.
A full-text copy of the Debtor's Motion is available at
http://bankrupt.com/misc/ganb18-70018-6.pdf
About Thakorji, Inc.
Thakorji, Inc., a single asset real estate, operates a hotel
located at 7910 Mall Ring Road, Lithonia, DeKalb County, Georgia,
which hotel is known as Comfort Suites Stonecrest.
Thakorji, Inc., filed a voluntary petition under Title 11 of the US
Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-70018) on Nov. 30,
2018. In the petition signed by Wesley Dowdy, managing agent, the
Debtor estimated $1 million to $10 million in assets and
liabilities. Danowitz Legal, P.C., led by principal Edward F.
Danowitz, represents the Debtor.
THOMAS O. EIFLER: Selling Three Trucks for $27.5K
-------------------------------------------------
Thomas O. Eifler, Sr., asks the U.S. Bankruptcy Court for the
Western District of Kentucky to authorize the private sale of (i) a
1935 Ford SNBB fire truck; (ii) a 1951 Mack S14 fire truck; and
(iii) a 1976 American LaFrance fire truck for $27,500.
In his schedules filed with the Court, the Debtor scheduled the
Trucks. He estimated the following values: (i) 1935 Ford SNBB fire
truck - $12,000; (ii) 1951 Mack S14 fire truck - $10,000; and (iii)
1976 American LaFrance fire truck - $8,000.
On Dec. 20, 2018, the Court will hear the Motion to Modify Oral
Admonition by Court, filed by Belknap Beach Properties, LLC. The
Trucks are located at the Belknap Beach real property, which would
be sold pursuant to the Belknap Sale Motion. The trucks are not
income producing, but rather have been acquired as collector's
items. The Debtor desires to sell the Trucks in order to avoid
incurring expenses relating to moving and storing them at another
location.
The Debtor has located the Buyer on the internet, who has agreed to
pay $27,500 for the Trucks. The Debtor has no prior connections
with the Buyer, who was located with the assistance of the former
chief of the North Oldham Fire Department.
The Debtor asks entry of an Order authorizing him to sell the
Trucks by private sale for $27,500, to perform any other ordinary
task in the transfer thereof and to pay any usual and customary
costs and expenses, and for such other relief as to which he may
appear entitled.
Thomas O. Eifler, Sr. filed a Chapter 11 petition (Bankr. W.D. Ky.
Case No. 17-31862), on June 6, 2017. At the time of filing, the
Debtor estimated both assets and liabilities at $1,000,000 to $10
million each.
The Debtor is represented by:
James E. McGhee III, Esq.
Kaplan & Partners LLP
710 West Main Street, Fourth Floor
Louisville, KY 40202
Phone: (502) 416-1630
E-mail: jmcghee@kplouisville.com
TOYS R US: Trust and Purchaser Want to Enforce Plan
---------------------------------------------------
The TRU Trust 2016-TOYS, Commercial Mortgage Pass-Through
Certificates, Series 2016-TOYS, acting through Wells Fargo Bank,
National Association, as special servicer, and Purchaser TRU Trust
2016, LLC, ask the U.S. Bankruptcy Court for the Eastern District
of Virginia to authorize them to enforce the Amended Joint Chapter
11 Plan of Reorganization of Toys "R" Us Property Company II, LLC
and Giraffe Junior Holdings, LLC With Technical Modifications.
Pursuant to the Bidding Procedures Order, the Trust acted as
stalking horse bidder, with a credit bid for substantially all of
the Debtors' assets, including the Properties. The Trust held an
auction on Aug. 13 and 14, 2018. At the auction, the cash bids on
individual properties did not exceed the Credit Bid, and the Trust
was declared the successful bidder. After the auction, however,
the Debtors, with the consent of the Trust, released certain
Individual Properties to certain cash bidders for the prices listed
on Exhibit B to the Notice of Successful Bidder.
The Plan provided for the effectuation of the sales of Toys "R" Us
Property Co. II, LLC ("Propco II")'s assets. On Aug. 22, 2018, the
Court entered the Confirmation Order confirming the Plan. The
Effective Date of the Plan occurred on Sept. 7, 2018, by which date
the Debtors had closed on the sales of the Individual Sold
Properties, and the remaining Properties were transferred to the
Trust's designee, the Purchaser, pursuant to that certain Agreement
of Purchase and Sale, dated as of Aug. 30, 2018, between Propco II,
as the Seller, and the Purchaser. The Purchase Agreement is
incorporated by reference in the Plan and the Confirmation Order
and is approved by the Confirmation Order.
The Purchase Agreement provides for the sale by Propco II, and the
purchase by the Purchaser, of the following:
a. the Land and Improvements relating to the sites listed on
Exhibit A to the Purchase Agreement;
b. all intangible personal property, if any, owned by Propco
II and used in connection with the ownership, operation, leasing,
occupancy or maintenance of the Property, including, without
limitation, the Authorizations, escrow accounts, insurance
policies, general intangibles, business records, plans and
specifications, surveys and title insurance policies pertaining to
the Real Property and the Personal Property; all licenses, permits
and approvals with respect to the construction, ownership,
operation, leasing, occupancy or maintenance of the Property, any
unpaid award for taking by condemnation or any damage to the Land
by reason of a change of grade or location of or access to any
street or highway, and all Claims belonging to Propco II (which,
for the avoidance of doubt, will not include Claims against Propco
II) arising in connection with Propco II's ownership, leasing, use,
financing and/or operation of any Property, including rejection
Claims against Toys "R" Us-Delaware, Inc. resulting from the
rejection of the Master Lease and certain additional claims as
mutually agreed by Propco II and Purchaser in accordance with the
Plan; and
c. all FF&E situated on, attached to or used in the operation
of the Properties, and all furniture furnishings, equipment,
machinery and other personal property of every kind located on or
used in the operation of any Improvement and owned by Propco II, if
any, or the cash proceeds from the sale of any of the Tangible
Personal Property.
In addition, the Purchase Agreement provides that all cash on hand
in the possession of Propco II, or which it has rights to,
including without limitation, funds in any operating or working
capital account maintained by Propco II, any bank accounts/reserves
maintained pursuant to the Mortgage Loan Agreement, or cash
proceeds from the sales of the Seller's Tangible Personal Property
will be counted by Propco II and Purchaser as of the applicable
Adjustment Time, and will be transferred to the Purchaser on the
Closing Date.
Pursuant to the Plan, the Purchase Agreement, the Confirmation
Order, and various other orders of the Court, the Trust is entitled
to substantially all of the assets of Propco II. Although Propco
II's marketing and sale process centered on its real properties,
the Trust's credit bid also included the non-real property
collateral securing the Mortgage Loan. Despite several formal and
informal demands, the Debtors have not transferred to the Trust or
the Purchaser the proceeds of FF&E sold in going out of business
sales at Propco II stores -- which upon information and belief,
total approximately $2.8 million -- nor have the Debtors provided
the Trust or the Purchaser with any documents or other evidence
that the Trust or Purchaser is not entitled to such funds.
Further, Toys "R" Us-Delaware, Inc. has taken action to deprive the
Purchaser of assets it purchased pursuant to the Plan and Purchase
Agreement by approaching utility providers for the former Propco II
properties and requesting that Utility Deposits be transferred to
Toys Delaware. These actions have required the Purchaser to
replenish those deposits in the aggregate amount of not less than
$350,000. As the Utility Deposits constituted the Trust's
collateral and Cash on Hand that was required to be transferred to
the Purchaser under the Purchase Agreement, Toys Delaware should be
compelled to return those funds to the Purchaser.
Finally, the Debtors have failed to reimburse the Trust for
insurance premium refunds that are due the Trust pursuant to the
terms of the Adequate Protection Order. Accordingly, the Movants
respectfully ask that the Court exercises its statutory authority,
as well as its inherent power to enforce its own orders, and enter
an order requiring the Debtors to turn over all Propco II assets
acquired by the Trust or the Purchaser pursuant to the Plan, the
Purchase Agreement, the Adequate Protection Order, and the Wind
Down Order, including the proceeds of FF&E sales, Cash on Hand in
the form of Utility Deposits, and insurance premium refunds.
About Toys "R" Us
Toys "R" Us, Inc., was an American toy and juvenile-products
retailer founded in 1948 and headquartered in Wayne, New Jersey, in
the New York City metropolitan area. Merchandise was sold in 880
Toys "R" Us and Babies "R" Us stores in the United States, Puerto
Rico and Guam, and in more than 780 international stores and more
than 245 licensed stores in 37 countries and jurisdictions.
Merchandise was also sold at e-commerce sites including Toysrus.com
and Babiesrus.com.
On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts, and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the
company.
Toys "R" Us is a privately owned entity but still files with the
U.S. Securities and Exchange Commission as required by its debt
agreements.
The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.
Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017. In addition, the Company's Canadian
subsidiary voluntarily commenced parallel proceedings under the
Companies' Creditors Arrangement Act ("CCAA") in Canada in the
Ontario Superior Court of Justice. The Company's operations
outside of the U.S. and Canada, including its 255 licensed stores
and joint venture partnership in Asia, which are separate entities,
were not part of the Chapter 11 filing and CCAA proceedings.
Grant Thornton is the monitor appointed in the CCAA case.
Judge Keith L. Phillips presides over the Chapter 11 cases.
In the Chapter 11 cases, Kirkland & Ellis LLP and Kirkland & Ellis
International LLP serve as the Debtors' legal counsel. Kutak Rock
LLP serves as co-counsel. Toys "R" Us employed Alvarez & Marsal
North America, LLC as its restructuring advisor; and Lazard Freres
& Co. LLC as its investment banker. It hired Prime Clerk LLC as
claims and noticing agent. Consensus Advisory Services LLC and
Consensus Securities LLC, serve as sale process investment banker.
A&G Realty Partners, LLC, serves as its real estate advisor.
On Sept. 26, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors. The Committee retained
Kramer Levin Naftalis & Frankel LLP as its legal counsel; Wolcott
Rivers, P.C., as local counsel; FTI Consulting, Inc., as financial
advisor; and Moelis & Company LLC as investment banker.
TROP INC: Hires Schulten Ward as Special Counsel
------------------------------------------------
Trop, Inc., and its debtor-affiliates filed a supplemental
application with the U.S. Bankruptcy Court for the Northern
District of Georgia seeking approval to hire Schulten Ward Turner &
Weiss, LLP, as special counsel to the Debtor.
Trop, Inc. requires Schulten Ward to represent the Debtor regarding
the Fair Labors Standards Act claims against it.
Schulten Ward will be paid at these hourly rates:
Attorneys $280 to $375
Paralegals $165
Schulten Ward is a prepetition creditor and as of the date of
filing of each case, the firm was owed by Trop, Inc., the amount of
$22,756.13; by Fly Low, Inc. of $82,125.68; by Country Club, Inc.
of $20,989.97; and by Pony Tail, Inc. of $8,835.24, for a total of
$134,707.02.
Schulten Ward will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Dean R. Fuchs, a partner at Schulten Ward Turner & Weiss, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Schulten Ward can be reached at:
Dean R. Fuchs, Esq.
SCHULTEN WARD TURNER & WEISS, LLP
260 West Peachtree Street
Atlanta, GA 30303
Tel: (404) 688-6800
About Trop, Inc.
Trop, Inc., is a privately held company that owns the Pink Pony, a
night club in Atlanta, Georgia.
Trop, Inc., based in Atlanta, GA, filed a Chapter 11 petition
(Bankr. N.D. Ga. Case No. 18-65726) on Sept. 19, 2018. In the
petition signed by Teri Galardi, CEO, the Debtor estimated $500,000
to $1 million in assets and $1 million to $10 million in
liabilities. Louis G. McBryan, Esq., at McBryan, LLC, serves as
bankruptcy counsel to the Debtor. Schulten Ward Turner & Weiss,
LLP, and the Law Offices of Aubrey T. Villines, Jr., serve as
special counsel.
ULTRA RESOURCES: Moody's Affirms Caa1 CFR, Outlook Negative
-----------------------------------------------------------
Moody's Investors Service affirmed Ultra Resources, Inc.'s
Probability of Default Rating at Caa1-PD and appended a limited
default designation to the PDR following the announcement that it
will exchange a majority of its senior unsecured notes due 2022 and
senior unsecured notes due 2025 for new senior secured second lien
notes due 2024. Moody's also affirmed the Caa1 Corporate Family
Rating, downgraded the ratings on the senior unsecured notes to
Caa3 from Caa2 and lowered the ratings on the first lien revolving
credit facility and first lien term loan to B2 from B1. Moody's
affirmed the SGL-4 Speculative Grade Liquidity Rating. The outlook
remains negative.
"Ultra Resources' debt exchange reduces its debt by $235 million or
11%, while annual cash interest expense modestly declines by
roughly $5.3 million," commented James Wilkins, a Moody's Vice
President -- Senior Analyst.
The following summarizes the ratings activity:
Issuer: Ultra Resources, Inc.
Ratings affirmed:
Probability of Default Rating, Affirmed Caa1-PD/LD (/LD appended)
Corporate Family Rating, Affirmed Caa1
Speculative Grade Liquidity Rating, Affirmed SGL-4
Ratings downgraded:
Senior Secured First Lien Term Loan, Downgraded to B2 (LGD2) from
B1 (LGD2)
Senior Secured First Lien Revolver, Downgraded to B2 (LGD2) from B1
(LGD2)
Senior Unsecured Notes, Downgraded to Caa3 (LGD6) from Caa2 (LGD5)
Outlook Actions:
Outlook, Remains Negative
RATINGS RATIONALE
Moody's considers Ultra's exchange of $780 million of debt at a
significant discount to par as a distressed exchange, which is a
default under Moody's definition. Moody's has appended the PDR with
an "/LD" designation indicating a limited default, which will be
removed after three business days. The company will issue $545
million of new 11% (9% cash / 2% PIK) senior secured second lien
notes due 2024 and approximately 10.9 million warrants in exchange
for $505 million of 6.875% senior unsecured notes due 2022 (72% of
the debt issue) and $275 million of 7.125% unsecured notes due 2025
(55% of the debt issue), reducing the principal amount of debt by
$235 million (30 percent of the debt exchanged). The exchange will
result in an 11 percent reduction in Ultra's total balance sheet
debt to $1.94 billion.
Ultra's Caa1 CFR reflects its weak cash flow metrics, high leverage
and moderate scale as measured by production. The company's
realized natural gas selling prices have been hurt by low natural
gas prices in the US, which Moody's expects will continue to be
range bound ($2.50-$3.50 per MMBtu, notwithstanding the recent
spike in near-term prices), and large negative basis differentials
for natural gas from the Pinedale Field. Leverage, as measured by
retained cash flow to debt was 18% as of September 30, 2018 (21%
pro forma for the debt exchange), is high and may decline until the
basis differentials for Rockies natural gas improve. Moody's
expects retained cash flow (RCF) to debt will be around 15% in
2019. The debt to PV-10 value of proved reserves ratio of 1x as of
year-end 2017 is also indicative of high leverage.
Ultra's SGL-4 rating reflects weak liquidity as lower realized
natural gas prices and a decrease in development activity will lead
to worsening financial covenant ratios and potentially reduce the
revolver's borrowing base in 2019. Liquidity is supported by
availability under its reserves-based revolving credit facility and
operating cash flow. The borrowing base, which covers the $975
million term loan and $325 million revolving credit facility due
January 2022, was reduced to $1.3 billion in September 2018, and is
re-determined semi-annually. Persistently low natural gas prices
and high basis differentials compared to Henry Hub prices for
Ultra's natural gas sales may pressure the borrowing base when it
is re-determined in April 2019. Ultra had full availability under
the revolver as of September 30, 2018, which should allow the
company to modestly outspend cash flow from operations through
2019, should it choose to do so. Moody's expects drilling activity
to be funded with internally generated cash flow, and for debt
balances to remain relatively flat. The debt exchange lowers annual
cash interest expense by roughly $5.3 million in 2019.
The revolving credit facility has three financial covenants -- a
minimum EBITDAX to Interest Expense ratio of 2.5x, a minimum
Current Ratio of 1x, and a maximum Net Debt to EBITDAX ratio of
4.5x through June 30, 2019 (stepping down to 4.25x through December
31, 2019). Moody's anticipates Ultra may be required to amend its
Debt to EBITDAX financial covenant in order to remain in compliance
with the terms of its credit agreement, if natural gas prices
average $2.75 per MMBtu and basis differentials for Ultra's
production remain wide compared to Henry Hub natural gas prices.
Substantially all of the company's assets are pledged as security
under the credit facility, which limits the extent to which asset
sales could provide a source of liquidity.
The negative outlook reflects uncertainty over Ultra's development
activity, realized natural gas selling prices that will remain low
at least until additional pipeline infrastructure improves basis
differentials and cash flows that could lead to a deterioration in
the company's credit metrics. The ratings could be downgraded if
liquidity weakens, production volumes decline materially or if
Moody's expects RCF to debt to remain below 10% for an extended
period. The ratings could be upgraded if liquidity improves and the
company is able to maintain RCF to debt above 15%, while its
leveraged full-cycle ratio (LFCR) is above 1.0x.
The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.
Ultra Resources, Inc., a wholly-owned subsidiary of Ultra Petroleum
Corp., is an independent exploration and production company
headquartered in Englewood, Colorado.
UW OSHKOSH FOUNDATION: Hires Steinhilber Swanson as Counsel
-----------------------------------------------------------
UW Oshkosh Foundation Alumni Welcome and Conference Center, LLC,
seeks authority from the U.S. Bankruptcy Court for the Eastern
District of Wisconsin to employ Steinhilber Swanson LLP, as counsel
to the Debtor.
UW Oshkosh Foundation requires Steinhilber Swanson to:
a. prepare bankruptcy schedules and statements;
b. assist in preparing the disclosure statement and plan of
reorganization or a case-dispositive motion, such as a
structured dismissal, and attendant negotiations and
hearings;
c. prepare and review pleadings, motions and correspondence;
d. appear at and being involved in various proceedings before
the Bankruptcy Court, including prosecuting the pending
adversary proceeding against the University of Wisconsin
Board of Regents;
e. handle case administration tasks and deal with
procedural issues;
f. assist the Debtor-in-Possession with the commencement of
DIP operations, including the initial debtor interview at
the United States Trustee's office, the 341 Meeting and
monthly reporting requirements; and
g. analyze claims and prosecute claim objections, to the
extent any are necessary.
Steinhilber Swanson will be paid at these hourly rates:
Partners $450
Associates $275
Paralegals $150
Steinhilber Swanson will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Nicholas Hahn, associate in the law firm of Steinhilber Swanson
LLP, assured the Court that the firm is a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code and
does not represent any interest adverse to the Debtor and its
estates.
Steinhilber Swanson can be reached at:
Nicholas Hahn
STEINHILBER SWANSON LLP
107 Church Ave.
Oshkosh, WI 54903-0617
Tel: (920) 235-6690
Fax: (920) 426-5530
E-mail: nhahn@steinhilberswanson.com
About UW Oshkosh Foundation Alumni
Welcome and Conference Center
On Dec. 7, 2018, an order for relief under Chapter 11 was entered
in the bankruptcy case of UW Oshkosh Foundation Alumni Welcome and
Conference Center, LLC (Bankr. E.D. Wis. Case No. 17-30958). No
unsecured creditors committee, trustee or examiner has been
appointed in this case. The Debtor hired Steinhilber Swanson LLP,
as counsel.
VERITAS SOFTWARE: Bank Debt Trades at 15% Off
---------------------------------------------
Participations in a syndicated loan under which Veritas Software is
a borrower traded in the secondary market at 85.08
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 4.27 percentage points from
the previous week. Veritas Software pays 450 basis points above
LIBOR to borrow under the $1.933 billion facility. The bank loan
matures on January 27, 2023. Moody's rates the loan 'B2' and
Standard & Poor's gave a 'B' rating to the loan. The loan is one of
the biggest gainers and losers among 247 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday, December 14.
VISUAL HEALTH: May Continue Using Cash Collateral Until Dec. 31
---------------------------------------------------------------
The Hon. Elizabeth E. Brown of the U.S. U.S. Bankruptcy Court for
the District of Colorado has authorized Visual Health Solutions,
Inc. to use cash collateral until Dec. 31, 2018.
The Court also ordered that the use of cash collateral will
automatically renew for an additional month to Jan. 31, 2019.
Secured creditors who have a lien on the cash collateral are given
until Dec. 10, to file an objection on the automatic extension.
Further, the Court gave CoBiz Bank, d/b/a Colorado Business Bank,
replacement lien and security interest on the Debtor's postpetition
assets having the same priority and validity as the CoBiz Bank's
prepetition lines to the extent that the Debtor's postpetition use
of the proceeds of the CoBiz Bank's prepetition collateral result
in a diminution of the secured claim.
To the extent that the adequate protection liens prove to be
insufficient, CoBiz Bank will be granted super priority
administrative expense claims under Section 507(b) of the
Bankruptcy Code. Under the approved order, the Debtor will pay
CoBiz Bank $8,000 per month.
The Court also allowed the Debtor to extend use of cash collateral
for an extra two month period commencing Feb. 1, 2019, on the same
terms with a fourteen days' notice with opportunity for a hearing
provided to the U.S. Trustee and any parties that may have a
security interest in the cash collateral. As part of the extension,
the Debtor will provide a new budget for any additional monthly
periods.
A full-text copy of the Order is available at
http://bankrupt.com/misc/cob17-18643-232.pdf
About Visual Health Solutions
Headquartered in Fort Collins, Colorado, Visual Health Solutions,
Inc. -- http://www.visualhealthsolutions.com/-- creates multimedia
content, including medical animations, medical illustrations, and
interactive graphics for the healthcare industry. Visual Health
Solutions' multimedia medical library content includes 3D medical
animations, medical device animations, pharmaceutical MOA
animations, multimedia programs, medical illustrations, and
interactive anatomy models. Visual Health partners with hospitals
to create new patient education content and pharmaceutical
companies to assist with sales training and product launch or
development.
Visual Health Solutions filed for Chapter 11 bankruptcy protection
(Bankr. D. Colo. Case No. 17-18643) on Sept. 18, 2017. In the
petition signed by CEO Paul Baker, the Debtor estimated assets
between $100,000 and $500,000 and liabilities between $1 million
and $10 million.
Judge Elizabeth E. Brown presides over the case.
Aaron A Garber, Esq., at Buechler & Garber, LLC, serves as the
Debtor's bankruptcy counsel to the Debtor. Weinman & Associates,
is the Debtor's special investigation counsel.
VODAFONEZIGGO: Bank Debt Trades at 4% Off
-----------------------------------------
Participations in a syndicated loan under which VodafoneZiggo is a
borrower traded in the secondary market at 95.53
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.29 percentage points from
the previous week. VodafoneZiggo pays 250 basis points above LIBOR
to borrow under the $2.525 billion facility. The bank loan matures
on April 23, 2025. Moody's rates the loan 'B1' and Standard &
Poor's gave a 'BB-' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, December 14.
VodafoneZiggo Group Holding B.V. is a joint venture between Liberty
Global and Vodafone, announced in February 2016, approved by the
European Commission in August 2016, completed in December 2016. It
is a large cable operator, providing digital cable television,
Internet and telephone service. VodafoneZiggo is headquartered in
Utrecht, Netherlands.
WAGGONER CATTLE: Lone Star Objects to Disclosure Statement
----------------------------------------------------------
Lone Star State Bank of West Texas, a secured creditor and
party-in-interest, objects to the Disclosure Statement explaining
Waggoner Cattle, et al.'s Chapter 11 Plan.
The Creditor complains that the Debtors have improperly classified
the claims of Lone Star. The Debtor have classified Lone Star's
administrative claim granted under the Cash Collateral Orders as a
priority creditor of just Circle W. Lone Star holds an
administrative claim in the amount of $106,099.50 and not just an
unsecured claim entitled to a higher priority because it is owed to
a taxing or governmental authority. Further, the Cash Collateral
Orders provides that Lone Star's administrative claim is against
each of the Business Debtors' estates, though subject to just one
satisfaction. The Debtors' plan does not provide Lone Star with an
administrative claim against each of the Business Debtors' estates.
The Creditor complain that the Debtors' plan provides that Q.
Waggoner, the equity interest owner of the Business Debtors,
retains his interest in the Business Debtors despite the fact that
Lone Star is not getting paid the value of its interest in its
collateral because the Debtors have significantly undervalued the
collateral that secures Lone Star's claim.
The Creditor assert that the Debtors significantly under value Lone
Star's secured claims in these cases. Lone Star holds liens against
essentially all of the Debtors' assets except post-petition cattle.
The Debtors failed to account for Lone Star's secured claim against
the Circle W estate secured by Circle W's accounts receivable and
feed and medicine inventories. Based on Circle W's schedules, as
amended, Lone Star's secured claim is more than $400,000.00. Even
setting this amount up on a very generous amortization of 7 years
at the prime rate, monthly payments would be more than $5,000.00.
The Creditor assert that the Debtors fail to disclose that
collectively the Business Debtors have lost more than $1.8 million
while operating in bankruptcy. Further, Debtors fail to disclose
that once Lone Star stopped paying for the care of any cattle on
account of all of its cattle collateral being sold, Circle W lost
$67,484 in the month of October
The Creditor further point out that the Disclosure Statement fails
to discuss how Bugtussle will get paid for the use of its real
property, equipment, and machinery, and how Circle W will get paid
for its operation and management of the calf ranch operations.
Without this information, Bugtussle or Circle W creditors cannot
make a determination how these debtors will be able to pay back its
debts. This information is vital to a creditor being able to
determine whether to vote to accept or reject the Debtors' plan.
The Disclosure Statement provides that the Debtors intend to set up
a litigation trust to investigate and possibly prosecute the claims
mentioned in Section 15.1. However, according to the Creditor, the
Disclosure Statement fails to indicate the terms of the trust, who
the trustee will be whether the litigation trust will be required
to pursue these causes of action in bankruptcy court or outside of
bankruptcy court, compensation to the trustee, and how any recovery
from litigation brought in the litigation trust will be paid
through the Debtors’ plan. A creditor cannot make a proper
determination to vote for the Debtors' plan without disclosure of
this information in the Disclosure Statement.
The Creditor complain that the Debtors' liquidation analysis is
inconsistent with the other information provided to creditors in
the Disclosure Statement. These inconsistencies cause for creditors
to be unable to rely upon the information the Debtors provide in
the Disclosure Statement. Without accurate information, the
Disclosure Statement does not have “adequate information.”
Attorneys for Lone Star State Bank of West Texas:
Brad W. Odell, Esq.
Mullin Hoard & Brown, LLP
P.O. Box 2585
Lubbock, TX 79408
Tel: 806-765-7491
Fax: 806-765-0553
Email: bodell@mhba.com
-- and --
Steve L. Hoard, Esq.
Don D. Sunderland, Esq.
Mullin Hoard & Brown, LLP
500 South Taylor, Suite 800, LB #213
P.O. Box 31656
Amarillo, TX 79120-1656
Tel: 806-337-1117
Fax: 806-372-5086
Email: shoard@mhba.com
dsunderl@mhba.com
About Waggoner Cattle
Waggoner Cattle, et al., are privately-held companies in Dimmitt,
Texas, engaged in cattle ranching and farming. Circle W of
Dimmitt, Inc. ("Circle W"), is the operating arm for Waggoner
Cattle, LLC, Bugtusslel Cattle, LLC and Cliff Hanger Cattle, LLC,
and it is managing the financial affairs of those companies.
Waggoner Cattle, Circle W of Dimmitt, Inc., Bugtussle Cattle, LLC,
and Cliff Hanger Cattle, LLC (Bankr. N.D. Tex. Case No. 18-20126 to
18-20129) simultaneously filed voluntary petitions for relief under
Chapter 11 of the Bankruptcy Code on April 9, 2018. In the
petitions signed by Michael Quint Waggoner, managing member the
Debtors estimated $1 million to $10 million in assets and $10
million to $50 million in liabilities.
WEATHERFORD INT'L: S&P Cuts ICR to 'CCC', Outlook Negative
----------------------------------------------------------
S&P Global Ratings downgraded the issuer credit rating on
Weatherford to 'CCC' from 'B-'. The outlook is negative.
S&P said, "We also lowered the issue-level rating on the company's
secured term loan to 'B-' from 'B+', the issue-level rating on its
senior unsecured guaranteed revolving credit facility to 'CCC+'
from 'B', and the issue-level rating on its senior unsecured notes
to 'CCC-' from 'CCC+'."
Ireland-based oilfield services provider Weatherford International
PLC's yields have deteriorated substantially since late November,
with its debt currently trading at a 20%-plus yield, while the
company's stock price is down 60% over the past month to $0.26 per
share.
West Texas Intermediate (WTI) oil prices have also now fallen to
below $50 per bbl, which will likely result in lower capital
spending by Weatherford's exploration and production (E&P)
customers.
At the same time, the company is facing nearly $1.0 billion in debt
maturities over the next two years and $2.0 billion in mid-2021.
S&P said, "The downgrade reflects our view that given the currently
high yields on Weatherford's debt, its significant upcoming debt
maturities, very high debt leverage, and the likelihood of slowing
demand for oilfield services based on the recent drop in crude oil
prices, the company will likely consider a debt exchange or capital
restructuring over the next 12 months.
"The negative outlook reflects our view that given the currently
high yield on Weatherford's debt, its significant upcoming
maturities, and very high debt leverage, combined with the
likelihood of slowing demand for oilfield services, the company is
likely to consider a debt exchange or capital restructuring that we
would view as distressed over the next 12 months.
"We could lower our issuer credit rating on Weatherford if we
expect a specific default scenario within six months or if the
company announces a debt exchange or capital restructuring that we
view as distressed.
"We could raise the rating if we no longer believe the company
would enter into a distressed exchange or restructuring, which
would most likely occur in conjunction with a significant recovery
in oil prices and increased demand for oilfield services."
WEST 70 CORPORATION: Seeks Authorization to Use Cash Collateral
---------------------------------------------------------------
West 70 Corporation seeks authority from the U.S. Bankruptcy Court
for the Southern District of Indiana to use cash collateral in the
ordinary course of its business.
As of the Petition Date, the Debtor's cash collateral consists of
crops in the ground, any potential crop insurance claim related
thereto, 2018 United States Department of Agriculture, Farm
Services Agency Agricultural Risk Coverage -- County Land payments,
and other government benefit program entitlements.
The West 70 Corporation and Stephenson Family Limited Partnership
own approximately 415 acres of farm ground located in Hancock
County, Indiana. Crops were planted this spring and are being
harvested now. Crossroads Family Farms, GP is custom farming for
the harvest.
As of the Petition Date, Crossroads was indebted to First Financial
Bank, National Association pursuant to five separate loans. The
outstanding balance owed to First Financial prior to the Petition
Date is approximately $6,983,107. These loans appear to be secured
by the Debtor's real estate and certain personal property.
First Financial has advised the Debtor it believes it has a lien on
the Debtor's crops by virtue of its mortgages on the Debtor's real
estate and the guaranty. The Debtor has performed a preliminary
investigation and analysis of the mortgages, guaranty, and UCC
filing, and based upon that investigation believes that First
Financial does not have a lien on the Debtor's crops.
The Debtor's only other secured creditor with an interest in the
cash collateral is Joyce Smith pursuant to a promissory note and
security agreement. Joyce Smith used to be one of the Debtor's
shareholders and she is Brad and Todd Stephenson's aunt. As of the
Petition Date, Joyce was owed $10,000 that she lent to the Debtor
to pay for the seed which was used to plant the 2018 crops that
generated the revenue which is the subject of the Debtor's Motion.
The Debtor that First Financial and Joyce may be entitled to
adequate protection of its interests in the Debtor's personal
property, including the Cash Collateral, for any diminution in
value of such property or cash collateral, including any diminution
resulting from the use of cash collateral and the imposition of the
automatic stay. The Debtor believes that the proposed granting of
replacement liens over the Cash Collateral to the same extent,
validity and priority of First Financial's and Joyce's pre-petition
liens is fair, reasonable and necessary under the circumstances.
As additional adequate protection to First Financial and Joyce, the
Debtor agrees to operate under the budget which covers November and
December 2018. The Debtor finally submits that given the amount of
crop insurance in place the value of the cash collateral on the
Petition Date will be the same or greater after harvest. The Debtor
submits First Financial and Joyce are adequately protected simply
by keeping insurance in place and harvesting the crop.
A full-text copy of the Debtor's Motion is available at
http://bankrupt.com/misc/insb18-07399-55.pdf
About Stephenson Family Farms
Stephenson Family Farms, Inc., is a privately held company in
Fortville, Indiana involved in farming business. The Company owns
seven properties in Greenfield, Indiana with an aggregate appraised
valued of $1.73 million.
Stephenson Family Farms filed its petition for relief under Title
11, Chapter 11 of the United States Code (Bankr. S.D. Ind. Case No.
18-07695) on Oct. 8, 2018. In the petition signed by Todd
Stephenson, president, the Debtor disclosed $1,731,229 in asset and
$6,983,107 in liabilities. John Joseph Allman, Esq. and Jeffrey M.
Hester, Esq., at Hester Baker Krebs LLC, represent the Debtor.
WEST CORP: Fitch Affirms B+ LongTerm IDR, Outlook Stable
--------------------------------------------------------
Fitch Ratings has affirmed West Corporation's Long-Term Issuer
Default Rating at 'B+'/Stable Rating Outlook. Fitch has also
affirmed West's senior secured credit facility at 'BB+' and senior
unsecured notes at 'B-'.
West's ratings benefit from the company's leading market position
in Unified Communications as a Service (UCaaS), high recurring
revenue, diverse client base with low customer concentration and
long-standing relationships and strong FCF generation. The ratings
are limited by increased leverage following Apollo buy-out, and
declining revenue and operating margins in UC segment as revenue
mix evolves from traditional to cloud-based UCaaS offerings.
However, the latter concerns are partly mitigated by the company's
cost cutting initiatives and synergy realization that will help
support EBITDA levels.
KEY RATING DRIVERS
Scale and Diversification: West's credit rating reflects the
company's scale and leading market positions across a diversified
portfolio of technology solutions. West is world's largest
conferencing and collaborations service provider and holds leading
market positions in 9-1-1 infrastructure and proactive mobility and
notification services. The company derives roughly 40% of revenue
from segments other than unified communication services.
Acquisitions and Synergies Support EBITDA: West's EBITDA pro-forma
for acquisitions and cost synergies has remained within Fitch's
expectations even though the organic revenue performance in the
recent quarters has been below Fitch's expectation. West made five
acquisitions across its verticals since the beginning of 2018, the
most significant of which was the acquisition of Nasdaq's Digitial
Media and Public Relations businesses under Unified Communication
Services. Fitch estimates that cost synergies and some higher
margin acquisitions will drive EBITDA margins from current low 30's
to mid 30's range.
Robust FCF Generation: FCFs are supported by West's mature and
high-margin conferencing and collaboration business and overall low
capex and working capital requirements. Fitch believes FCFs will
remain strong due to the absence of dividends and lower capital
intensity more than offsetting the negative impact from increase in
interest expense. Fitch expects FCF margins in the range of 9%-11%
over the rating horizon.
Elevated Leverage: Pro-forma for the acquisition of Nasdaq's
businesses and expected synergies, Fitch expects leverage near mid
5x. However, leverage is expected to be elevated during the course
of 2019 due to the timing of realization of synergies. Fitch
expects leverage to decline further in the following years as
additional synergies are realized and as West reduces debt.
Evolving Revenue and Margin Mix: West's transformation of revenue
in the UC segment shifting from the mature legacy audio
conferencing business toward UCaaS based revenue will affect
operating margins negatively given UCaaS operating margins are
lower than traditional UC offerings. However, Fitch believes the
company's ongoing cost reduction programs and synergies, coupled
with increasing mix of high growth segments will help offset the
decline in margins in the future.
Favourable Capital Allocation Policy: Fitch views West's shift in
capital allocation strategy as credit positive. The company stopped
paying dividends in late 2017. Fitch anticipates that West's
primary focus will be deleveraging and strategic growth
investments. The company may consider M&A opportunistically.
Potential Synergies: Cost synergies are expected to focus on
delayering and consolidating platforms and functional areas across
West. In addition, unifying brands acquired over the years from
acquisitions under the One West initiative presents additional
cross selling opportunities. From Fitch's perspective, execution
risks related to achieving the remaining cost synergies are
modest.
DERIVATION SUMMARY
West Corp's business profile entails an amalgamation of a diverse
portfolio of technology solutions and hence is not directly
comparable to its peers that may provide similar but a different
mix of technology services. In its Unified Communication Services
segment that represents about 60% of total revenue, West Corp
(B+/Stable) competes with technology and telecom industry giants
such as Microsoft Corporation (AA+/Stable) and AT&T (A-/Stable);
and Citrix Systems (BBB/Stable) that are investment grade issuers.
In this category, it also competes with several mid and small sized
companies such as Mitel Networks that lack the scale,
diversification and/or geographic reach that West offers.
In the Interactive Services business category, West is comparable
to Nuance Communications Inc., which has a similar scale and margin
profile as West. Nuance also derives a bulk of its revenue from the
healthcare industry, which West believes has high growth potential.
Cotiviti Corporation is another healthcare focussed technology
service provider that competes with West in the Specialized Agent
Services category. However, West's diversified revenue base and
elevated leverage, as compared to both these companies, is more
commensurate with a 'B+' rating category.
West's ratings reflect the company's leading market position,
strong FCF generation, scaling high growth segments, favourable
capital allocation policy and increased leverage from the Apollo
transaction. No country-ceiling, parent/subsidiary or operating
environment aspects impacts the rating.
KEY ASSUMPTIONS
Fitch's key assumptions within its rating case for the issuer
include:
- High growth segments to offset decline in audio conferencing
segment; overall organic revenue to grow in low single digits over
the forecast.
- EBITDA margins are expected to benefit from continued
realization of cost savings and synergies from acquisitions.
- Capex intensity is anticipated to remain below 5%.
- No dividends assumed in the model following cessation in 2017.
- Low levels of M&A activity assumed to reflect opportunistic M&A
activity.
Recovery Assumptions:
The recovery analysis assumes that West would be considered a going
concern in a bankruptcy and that the company would be reorganized
rather than liquidated. Fitch has assumed a 10% administrative
claim. The revolving facility is assumed to be fully drawn upon
default.
Fitch estimates a post-reorganization enterprise valuation based on
5.5x multiple and the going concern EBITDA. The mid-market
multiples of comparable companies in West's industry have ranged
from 8x-16x. The Apollo transaction valued West at approximately
7.8x EV/EBITDA. Avaya, a comparable to West in unified
conferencing, filed for bankruptcy in 2017 and re-emerged with an
estimated midpoint EV/Post Emergence EBITDA multiple of 8.1x per
Fitch's TMT Bankruptcy EV Case Studies Report published in May
2018. The going-concern EBITDA estimate reflects Fitch's view of a
sustainable, post-reorganization EBITDA level, and is based on LTM
EBITDA, pro forma for synergies and acquisitions. Going concern
EBITDA is assumed 10% below the PF the LTM EBITDA to reflect a
decline in revenue representing loss of a significant customer and
lower than expected synergies realisation, partially offset by
West's non-cyclical nature of business.
RATING SENSITIVITIES
Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action
- Improvement in operating profile including positive revenue
growth exceeding Fitch's expectations, expansion of margins due to
restructuring efforts and/or realization of synergies and expansion
of customer base.
- Strong FCF generation with FCF margins sustained in double
digits.
- Leverage sustained below 4.0x.
Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action
- Inability to sustain organic revenue growth due to UC segment
declines offsetting revenue growth from other segments.
- Deterioration of operating profile due to competition, an
inability to achieve desired efficiencies impacting operating
margins, or FCF margins consistently below 5%.
- Leverage sustained above 6.0x.
LIQUIDITY
Fitch considers West's liquidity adequate, supported by the
company's sufficient cash balances, strong FCF generation and
availability under the revolving facility. FCFs are supported by
low capex and working capital requirements, and absence of
dividends.
West's debt structure as of Sept. 30, 2018 includes a $350 million
revolving facility with maturity in October 2022, $3,237 million
outstanding in first lien term loans maturing in 2024 and $1,150
million in senior unsecured notes with maturity in 2025. Following
the refinancing, West maintained roughly $11 million of its
existing 5.375% unsecured notes maturing 2022.
FULL LIST OF RATING ACTIONS
Fitch has affirmed the following ratings:
West Corporation
- Long-Term IDR at 'B+';
- Senior secured revolving facility maturing in 2022 at
'BB+'/'RR1';
- Senior secured term loans maturing in 2024 at 'BB+'/'RR1';
- Senior unsecured notes maturing in 2025 at 'B-'/'RR6'.
The Rating Outlook is Stable.
WEST CORPORATION: Bank Debt Trades at 7% Off
--------------------------------------------
Participations in a syndicated loan under which West Corporation is
a borrower traded in the secondary market at 93.00
cents-on-the-dollar during the week ended Friday, December 14,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 2.70 percentage points from
the previous week. West Corporation pays 400 basis points above
LIBOR to borrow under the $2.557 billion facility. The bank loan
matures on October 10, 2024. Moody's rates the loan 'Ba3' and
Standard & Poor's gave a 'B' rating to the loan. The loan is one of
the biggest gainers and losers among 247 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday, December 14.
WESTMORELAND COAL: Cash on Hand, Purchaser Stock to Fund Plan
-------------------------------------------------------------
Westmoreland Coal Company and its debtor-affiliates filed with the
U.S. Bankruptcy Court for the Southern District of Texas a
disclosure statement for its joint chapter 11 plan.
The Plan contemplates a transfer of the Transferred Assets to the
Purchaser, whose bid for the Transferred Assets will be selected as
the highest or otherwise best bid at the WLB Debtors' Auction. The
primary objective of the Plan is to maximize the value of
recoveries to all Holders of Allowed Claims and to distribute all
property of the WLB Debtors' Estates that is or becomes available
for distribution, in each case, generally in accordance with the
priorities established by the Bankruptcy Code. The WLB Debtors
believe that the Plan accomplishes this objective and is in the
best interest of the WLB Debtors' Estates, and therefore the WLB
Debtors seek to confirm the Plan.
Generally speaking, the Plan:
(a) provides for the full and final resolution of all funded debt
obligations;
(b) provides for 100 percent recoveries for Holders of Allowed
Administrative Claims, Priority Tax Claims, DIP Facility Claims,
Professional Fee Claims, Other Priority Claims and Other Secured
Claims;
(c) provides for the distribution of the General Unsecured Claims
Amount to Allowed Holders of General Unsecured Claims, which is
currently valued at zero;
(d) provides for consummation of the Sale Transaction;
(e) grants releases to insiders (as such term is defined in section
101(31) of the Bankruptcy Code) of and lenders to the WLB Debtors;
and
(f) designates a Plan Administrator to (i) wind down the WLB
Debtors’ businesses and affairs; and (ii) pay and reconcile
Claims as provided therein; and (iii) administer the Plan in an
effective and efficient manner.
The WLB Debtors believe that Confirmation of the Plan will avoid
the lengthy delay and significant cost of liquidation under chapter
7 of the Bankruptcy Code.
The Plan classifies Holders of Claims and Interests according to
the type of the Holder's Claim or Interest, as more fully described
below. Holders of Claims in Class 3 (First Lien Secured Claims) and
Class 4 (General Unsecured Claims) are entitled to vote to accept
or reject the Plan.
The Plan proposes to fund creditor recoveries from Cash on hand,
the Purchaser Stock, debt issued by the Purchaser or any of its
subsidiaries, the Sale Transaction Proceeds (if any), the Non-Core
Asset Sale Proceeds (if any), the General Unsecured Claims Amount,
the WLB Debtors' rights under the Sale Transaction Documentation,
payments made directly by the Purchaser on account of any Assumed
Liabilities under the Sale Transaction Documentation, payments of
Cure Costs made by the Purchaser pursuant to sections 365 or 1123
of the Bankruptcy Code and all Causes of Action not previously
settled, released, or exculpated under the Plan.
A copy of the Disclosure Statement is available at
https://is.gd/8Fdgq0 from Pacermonitor.com at no charge.
About Westmoreland Coal Company
Based in Englewood, Colorado, Westmoreland Coal Company
(otcmkts:WLBA) -- http://www.westmoreland.com/-- is an independent
coal company based in the United States. The Company produces and
sells thermal coal primarily to investment grade utility customers
under long-term, cost-protected contracts. Its focus is primarily
on mine locations which allow it to employ dragline surface mining
methods and take advantage of close customer proximity through
mine-mouth power plants and strategically located rail
transportation. At Dec. 31, 2017, the Company's U.S. coal
operations were located in Montana, Wyoming, North Dakota, Texas,
New Mexico and Ohio, and its Canadian coal operations were located
in Alberta and Saskatchewan. The Company sold 49.7 million tons of
coal in 2017.
Westmoreland Coal reported a net loss applicable to common
shareholders of $71.34 million for the year ended Dec. 31, 2017, a
net loss applicable to common shareholders of $27.10 million for
the year ended Dec. 31, 2016, and a net loss applicable to common
stockholders of $213.6 million for the year ended Dec. 31, 2015.
As of June 30, 2018, the Company had $1.45 billion in total assets,
$2.14 billion in total liabilities and a total deficit of $686.2
million.
Westmoreland Coal Company and 36 affiliates filed voluntary Chapter
11 petition (Bankr. S.D. Tex., Case No. 18-35672) on October 9,
2018.
The Debtors tapped Jackson Walker LLP and Kirkland & Ellis LLP and
Kirkland & Ellis International LLP as their legal counsel;
Centerview Partners LLC as financial advisor; Alvarez & Marsal
North America, LLC as restructuring advisor; PricewaterhouseCoopers
LLP as consultant; and Donlin, Recano & Company, Inc. as notice and
claims agent.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Oct. 19, 2018. The Committee tapped
Morrison & Foerster LLP and Cole Schotz P.C. as its legal counsel.
WESTPORT HOLDINGS: CPIF Not Entitled to Diminution-In-Value Lien
----------------------------------------------------------------
Chief Bankruptcy Judge Michael G. Williamson denied CPIF Lending's
motion seeking a determination that it is entitled to a $4 million
diminution-in-value lien.
At the beginning of this case, CPIF Lending consented to the
Debtors' use of cash collateral (rent and other income generated
from an independent living facility) so long as it received
adequate protection under Bankruptcy Code sections 361 and 363.
While there's been no allegation that the value of CPIF Lending's
cash collateral decreased during the case, its non-cash collateral
(real property owned by the Debtors) did decrease by $4 million.
Relying on broad language in the Court's earlier cash collateral
orders, CPIF Lending asks the Court to impose a $4 million
diminution-in-value lien against the Debtors' real property.
At the hearing on the Debtors' cash collateral motion, the Court
granted the Debtors’ motion and, as is customary, asked
Debtors’ counsel (as counsel for the prevailing party) to prepare
the order granting the cash collateral motion. After the hearing,
Debtors' counsel submitted the first of twenty interim cash
collateral orders. That order, which was negotiated with or
approved by CPIF Lending's counsel, contains the broad language
CPIF Lending relies on. Although the Court carefully reviews orders
submitted by counsel, the Court did not understand the orders to be
granting a replacement lien on the Debtors' non-cash collateral.
For one thing, the Court was only concerned about and focused on
cash collateral—not non-cash collateral. For another, neither
party proposed or requested a replacement lien in non-cash
collateral in their filings. Nor did either party raise such relief
at the cash collateral hearings. The Court had no intention of
granting relief that neither party requested, particularly
extraordinary relief like a lien against non-cash collateral to
protect CPIF Lending’s interest in cash collateral.
Had CPIF Lending made such an extraordinary request, the Court
would not have granted it.
CPIF Lending has not demonstrated that a replacement lien on
non-cash collateral--i.e., the Debtors' independent living
facility--was necessary to protect its interest in cash collateral.
Nor has CPIF Lending contended that the decrease in the independent
living facility's value was caused by the Debtors' use of cash
collateral. On the record in this case, CPIF Lending would not have
been--nor is it now--entitled to a diminution-in-value lien to
protect its interest in non-cash collateral.
Had CPIF Lending wanted adequate protection of its interest in the
independent living facility, it could have sought it one of two
ways: It could have moved for stay relief to foreclose its interest
in the independent living facility, and if the Court denied that
motion (which it almost certainly would have done), then CPIF
Lending could have asked for a diminution-in-value lien as adequate
protection. Or CPIF Lending could have moved for a
diminution-in-value lien under § 363(e) as adequate protection for
the Debtors' use of the independent living facility. But CPIF
Lending chose not to pursue either option.
Having chosen not to pursue either option, CPIF Lending could not
have included in the Court’s cash collateral orders relief it did
not request, nor can it now rely on broad language in the cash
collateral orders to claim relief it didn't seek. In short, CPIF
Lending did not seek--and the Court's cash collateral orders do not
grant CPIF Lending--a diminution-in-value lien to protect against
the decrease in value of non-cash collateral.
A copy of the Court's Memorandum Opinion dated Dec. 18, 2018 is
available at:
http://bankrupt.com/misc/flmb8-16-08167-1268.pdf
About Westport Holdings Tampa
Westport Holdings Tampa, d/b/a University Village, is a care
retirement community in Tampa, Florida. It offers residents
villas, apartments, an assisted living facility and a skilled
nursing care center for their end of life needs.
Westport Holdings Tampa, Limited Partnership and Westport Holdings
Tampa II, Limited Partnership filed Chapter 11 petitions (Bankr.
M.D. Fla. Case Nos. 16-8167 and 16-8168) on Sept. 22, 2016.
Scott A. Stichter, Esq., and Stephen R. Leslie, Esq., at Stichter
Riedel Blain & Postler, P.A., serve as the Debtors' bankruptcy
counsel. Broad and Cassel is the special counsel for healthcare
and related litigation matters.
Jeffrey Warren was appointed as examiner in the Debtors' cases. He
is represented by Bush Ross, P.A.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Oct. 11, 2016, and an official committee of
resident creditors on Dec. 29, 2016. The resident committee is
represented by Jennis Law Firm.
*********
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